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06/16/2022Thursday, June 16, 2022 6:00 PM City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 Main Library - Council Chambers City Council Meeting Agenda June 16, 2022City Council Meeting Agenda Welcome. We are glad to have you join us. If you wish to address the Council, please complete a Comment Card. Comment Cards are on the right-hand side of the dais by the City Clerk. When recognized, please hand your card to the Clerk, approach the podium and state your name. Persons speaking before the City Council shall be limited to 3 minutes unless otherwise noted under Public Hearings. For other than "Citizens to be heard regarding items not on the Agenda," a spokesperson for a group may speak for 3 minutes plus an additional minute for each person in the audience that waives their right to speak, up to a maximum of 10 minutes. Prior to the item being presented, please obtain the form to designate a spokesperson from the City Clerk. Up to 60 minutes of public comment will be allowed for an agenda item. No person shall speak more than once on the same subject unless granted permission by the City Council. The City of Clearwater strongly supports and fully complies with the Americans with Disabilities Act (ADA). Please advise us at least 48 hours prior to the meeting if you require special accommodations at 727-562-4090. Assisted Listening Devices are available. Kindly refrain from using cell phones and electronic devices during the meeting. Citizens wishing to provide comments on an agenda item are encouraged to do so in advance through written comment. The City has established the following two options: 1) eComments via Granicus - eComments is integrated with the published meeting agenda. Individuals may review the agenda item details and indicate their position on the item. You will be prompted to set up a user profile to allow you to comment, which will become part of the official public record. The eComment period is open from the time the agenda is published. Comments received during the meeting will become part of the official record, if posted prior to the closing of public comment. The City Clerk will read received comments into the record. 2) Email – Individuals may submit written comments or videos to ClearwaterCouncil@myclearwater.com. All comments received by 5:00 p.m. the day before the meeting (June 15) will become part of the official record. The City Clerk will read received comments into the record. 1. Call to Order 2. Invocation 3. Pledge of Allegiance 4. Special recognitions and Presentations (Proclamations, service awards, or other special recognitions. Presentations by governmental agencies or groups providing formal updates to Council will be limited to ten minutes.) 4.1 June Service Awards 4.2 Juneteenth Proclamation - Sherman Stroman, City of Clearwater Diversity Manager 5. Approval of Minutes 5.1 Approve the minutes of the June 2, 2022 City Council Meeting as submitted in written summation by the City Clerk. Page 2 City of Clearwater Printed on 6/14/2022 June 16, 2022City Council Meeting Agenda 6. Citizens to be heard re items not on the agenda 7. Consent Agenda The Consent Agenda contains normal, routine business items that are very likely to be approved by the City Council by a single motion. These items are not discussed, and may all be approved as recommended on the staff reports. Council questions on these items were answered prior to the meeting. The Mayor will provide an opportunity for a Councilmember or a member of the public to ask that an item be pulled from the Consent Agenda for discussion. Items pulled will receive separate action. All items not removed from the Consent Agenda will be approved by a single motion of the council. 7.1 Approve the renewal of a 15-year Revocable License Agreement from July 1, 2022 through June 30, 2037 between the City of Clearwater and the Clearwater Historical Society for the purpose of providing a permanent location for the historical Plumb House and authorize the appropriate officials to execute same. (consent) 7.2 Approve a Revocable Sub-License Agreement between the City of Clearwater, the Clearwater Historical Society, a non-profit corporation, and Community Service Foundation, Inc., a non-profit corporation, for use of the Plumb House for a period of 5 years with an option for an additional 5 years and authorize the appropriate officials to execute same. (consent) 7.3 Approve the City Manager’s recommendation to establish a Public Work’s department and an Office of Innovation; to discontinue the Engineering department and the Utility Customer Service department; and to establish a Utility Customer Service division and a Right of Way division; pursuant to City Charter Section 3.03 (b) of the City Charter. (consent) 7.4 Award a construction contract to Poole and Kent Company of Florida, of Tampa, FL, for Marshall Street Water Reclamation Facility (MS WRF) Process Control Gates Repairs in the amount of $3,161,578.20 pursuant to Invitation to Bid (ITB) 18-0047-UT; approve Supplemental Work Order 2 to Brown and Caldwell for Construction Engineering Services in the amount of $275,770, increasing the work order from $156,788 to $432,558, pursuant to Request for Qualifications (RFQ) 26-19, Engineer of Record Consulting Services (EOR); and authorize the appropriate officials to execute same. (consent) 7.5 Appoint Dan Carpenter to a four-year term as a Trustee of the Clearwater Firefighters’ Supplemental Trust Fund in accordance with Sec. 175.061 of the Florida State Statutes. (consent) Page 3 City of Clearwater Printed on 6/14/2022 June 16, 2022City Council Meeting Agenda 7.6 Ratify and confirm a Purchase Order to Ten-8 Fire Equipment Inc., of Bradenton, FL, for the additional purchase of one new Pierce Heavy Duty Velocity Pumper in an amount of $773,138.00 in accordance with Clearwater Code of Ordinances Section 2.563(1)(k), Emergencies; declare G2611 surplus, effective upon receipt of the purchased vehicle, and authorize for disposal at auction or trade-in, whichever is in the best interest of the City, in accordance with Clearwater Code of Ordinances Section 2.623(7)(c), public auction, or (e), trade-in, and authorize the appropriate officials to execute same. (consent) 7.7 Schedule a special council meeting on Thursday, July 7, 2022 at 6:00 p.m. (consent) Public Hearings - Not before 6:00 PM 8. Administrative Public Hearings - Presentation of issues by City staff - Statement of case by applicant or representative (5 min.) - Council questions - Comments in support or opposition (3 min. per speaker or 10 min maximum as spokesperson for others that have waived their time) - Council questions - Final rebuttal by applicant or representative (5 min.) - Council disposition 8.1 Approve the 2022 Affordable Housing Inventory List pursuant to requirements of Chapter 166.0451, Florida Statutes, adopt Resolution 22-13 and authorize the appropriate officials to execute same. (APH) 8.2 Approve the annexation, initial Future Land Use Map designation of Residential Urban (RU) and initial Zoning Atlas designation of Low Medium Density Residential (LMDR) District for 1272 Sedeeva Circle North and pass Ordinances 9564-22, 9565-22, and 9566-22 on second reading. (ANX2021-06011) 9. Second Readings - Public Hearing 9.1 Adopt Ordinance 9540-22 on second reading, annexing certain real property whose post office address is 1827 Audubon Street, Clearwater, Florida 33764 into the corporate limits of the city and redefining the boundary lines of the city to include said addition. Page 4 City of Clearwater Printed on 6/14/2022 June 16, 2022City Council Meeting Agenda 9.2 Adopt Ordinance 9541-22 on second reading, amending the future land use plan element of the Comprehensive Plan to designate the land use for certain real property whose post office address is 1827 Audubon Street, Clearwater, Florida 33764, upon annexation into the City of Clearwater, as Residential Low (RL). 9.3 Adopt Ordinance 9542-22 on second reading, amending the Zoning Atlas of the city by zoning certain real property whose post office address is 1827 Audubon Street, Clearwater, Florida 33764, upon annexation into the City of Clearwater, as Low Medium Density Residential (LMDR). 9.4 Adopt Ordinance 9567-22 on second reading, annexing certain unaddressed real property located on the southeast corner of Otten Street and Weston Drive, Clearwater, Florida 33755 into the corporate limits of the city and redefining the boundary lines of the city to include said addition. 9.5 Adopt Ordinance 9568-22 on second reading, amending the future land use plan element of the Comprehensive Plan to designate the land use for certain unaddressed real property located on the southeast corner of Otten Street and Weston Drive, Clearwater, Florida 33755, upon annexation into the City of Clearwater, as Residential Low (RL). 9.6 Adopt Ordinance 9569-22 on second reading, amending the Zoning Atlas of the city by zoning certain unaddressed real property located on the southeast corner of Otten Street and Weston Drive, Clearwater, Florida 33755, upon annexation into the City of Clearwater, as Low Medium Density Residential (LMDR). 9.7 Adopt Ordinance 9579-22 on second reading, vacating the five foot wide platted utility easement located on Lots 1, 2 and 3, Block 44, Mandalay Sub, according to the map or plat thereof, as recorded in Plat Book 14, Pages 32-35, of the Public Records of Pinellas County, Florida. 10. City Manager Reports 10.1 Amend the City’s fiscal year 2021/22 operating and capital improvement budgets at mid-year and pass Ordinances 9589-22 and 9590-22 on first reading. 10.2 Supplement and amend Resolution 19-34 for the sale of not to exceed $30,000,000 of City of Clearwater, Florida Non-Ad Valorem Revenue Bonds, Series 2022 (Imagine Clearwater Improvements), authorize the appropriate officials to execute same and adopt Resolution 22-14. 10.3 Designate a Councilmember to serve as the City’s official voting delegate at the Florida League of Cities’ Annual Conference, August 11-13, 2022. Page 5 City of Clearwater Printed on 6/14/2022 June 16, 2022City Council Meeting Agenda 10.4 Approve a preferred development concept and team for the former City Hall site and the former Harborview site and direct staff to begin negotiations to finalize a development agreement. 11. City Attorney Reports 12. Closing comments by Councilmembers (limited to 3 minutes) 13. Closing Comments by Mayor 14. Adjourn Page 6 City of Clearwater Printed on 6/14/2022 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0511 Agenda Date: 6/16/2022 Status: Agenda ReadyVersion: 1 File Type: Special recognitions and Presentations (Proclamations, service awards, or other special recognitions. Presentations by government agencies or groups providing formal updates to Council will be limited to ten minutes.) In Control: Council Work Session Agenda Number: 4.1 SUBJECT/RECOMMENDATION: June Service Awards SUMMARY: 5 Years of Service: Brenda Douglas Economic Development Shawnita Barbee Police Paul Brown Library Lonzo Saunders Parks and Recreation 10 Years of Service: Roger Johnson Engineering Chad Paukert Parks and Recreation 15 Years of Service: Brian Whitehead Police 20 Years of Service: John Klinefelter Fire Jon Russell Gas Jada McCree Library Eric Matherly Gas Kevin White Fire Anthony Gomillion Fire Brian Swartz Fire 25 Years of Service: Thomas Arruda Information Technology Page 1 City of Clearwater Printed on 6/14/2022 File Number: ID#22-0511 30 Years of Service: Robert Pease Police Page 2 City of Clearwater Printed on 6/14/2022 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0572 Agenda Date: 6/16/2022 Status: Agenda ReadyVersion: 1 File Type: Special recognitions and Presentations (Proclamations, service awards, or other special recognitions. Presentations by government agencies or groups providing formal updates to Council will be limited to ten minutes.) In Control: Council Work Session Agenda Number: 4.2 SUBJECT/RECOMMENDATION: Juneteenth Proclamation - Sherman Stroman, City of Clearwater Diversity Manager SUMMARY: APPROPRIATION CODE AND AMOUNT: USE OF RESERVE FUNDS: Page 1 City of Clearwater Printed on 6/14/2022 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0574 Agenda Date: 6/16/2022 Status: Agenda ReadyVersion: 1 File Type: MinutesIn Control: City Council Agenda Number: 5.1 SUBJECT/RECOMMENDATION: Approve the minutes of the June 2, 2022 City Council Meeting 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 6/14/2022 City Council Meeting Minutes June 2, 2022 Page 1 City of Clearwater City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 Meeting Minutes Thursday, June 2, 2022 6:00 PM Main Library - Council Chambers City Council Draft City Council Meeting Minutes June 2, 2022 Page 2 City of Clearwater Roll Call Present: 5 - Mayor Frank Hibbard, Vice Mayor Kathleen Beckman, Councilmember David Allbritton, Councilmember Mark Bunker and Councilmember Lina Teixeira Also Present: Jon Jennings – City Manager, Micah Maxwell – Assistant City Manager, Michael Delk – Assistant City Manager, David Margolis – City Attorney, Rosemarie Call – City Clerk and Nicole Sprague – Deputy City Clerk. To provide continuity for research, items are listed in agenda order although not necessarily discussed in that order. Unapproved 1. Call to Order The meeting was called to order at 6:00 p.m. 2. Invocation 3. Pledge of Allegiance 4. Approval of Minutes 4.1 Approve the minutes of the May 19, 2022 City Council Meeting as submitted in written summation by the City Clerk. Councilmember Allbritton moved to approve the minutes of the May 19, 2022 City Council Meeting as submitted in written summation by the City Clerk. The motion was duly seconded and carried unanimously. 4.2 Approve the minutes of the May 16, 2022 Special City Council Meeting as submitted in written summation by the City Clerk. Vice Mayor Beckman moved to approve the minutes of the May 16, 2022 Special City Council Meeting as submitted in written summation by the City Clerk. The motion was duly seconded and carried unanimously. 5. Citizens to be heard re items not on the agenda Draft City Council Meeting Minutes June 2, 2022 Page 3 City of Clearwater Christopher Brezezinski expressed concerns with the lack of parking at 700 Osceola Avenue and that the proposed development on the adjacent property has an expired building permit that was extended. He also expressed concerns regarding the size of the proposed development and the lack of offset between the two properties. Norm Bild invited all to attend the Veterans Breakfast tomorrow and the Honor Flight on June 14, 2022. Becca Kay thanked the Council for holding community meetings regarding the use of ARPA funds and expressed concerns with the children's playground equipment and lack of shelters at Crest Lake Park. Rudy Michalek suggested that the management agreement for the Coachman Park amphitheater include an escape clause for non-performance. He also expressed concerns with the disruptive sounds heard in between the presenters at the last council meeting. 6. Consent Agenda – Approved as submitted. 6.1 Approve a Work Order to McKim and Creed, of Clearwater, Florida, for design of Drainage Channel Stabilization South of Cleveland - Hercules/Arcturas (22-0013-EN) in the amount of $249,019 pursuant to Request for Qualifications (RFQ) 26-19, Engineer of Record Consulting Services (EOR), and authorize the appropriate officials to execute same. (consent) 6.2 Approve a purchase order to Devtech Sales Inc., of Avon Park, FL, for the purchase of Itron equipment and accessories for water and gas meter reading activities in an amount of $135,805.00, pursuant to Clearwater Code of Ordinances Section 2.53 (1)(d), Non-competitive purchases (Impractical), and authorize the appropriate officials to execute same. (consent) 6.3 Approve a Purchase Order with Polydyne Inc., of Riceboro, GA, for polymer to be used at the City’s three Wastewater Reclamation Facilities in the annual not-to-exceed amount of $500,000.00 in accordance with Clearwater Code of Ordinances Section 2.563(1)(a), Single Source, and authorize the appropriate officials to execute same. (consent) 6.4 Authorize purchase orders to Tampa Armature Works, Inc. (TAW) of Orlando, FL, and CEC Motor and Utility Services, LLC of Palmetto, FL for electric motor repair, replace and rewinding services, in a cumulative annual not to exceed amount of $200,000.00 for the initial term of July 28, 2022 through July 27, 2023, with the option for three, one year renewal options, pursuant to Clearwater Code of Ordinances Section 2.563(1)(c), Piggyback or Cooperative purchasing, and authorize the appropriate officials to execute Draft City Council Meeting Minutes June 2, 2022 Page 4 City of Clearwater same. (consent) 6.5 Approve a purchase order to Ring Power Corporation of St. Augustine, FL for automatic transfer switches maintenance and related services in an annual not-to-exceed amount of $200,000.00 for an initial period of one year, with the option for two, one-year renewals, pursuant to Invitation to Bid (ITB) 09-22 and authorize the appropriate officials to execute same. (consent) 6.6 Authorize a purchase order to Trane of Davidson, NC for the purchase of Heating, Ventilation and Air Conditioning (HVAC) replacement and repair parts and services in a not-to-exceed amount of $325,000.00 through March 31, 2023, pursuant to Clearwater Code of Ordinances Sections 2.563(1)(c), Piggyback, and 2.563(1)(d), Non-competitive purchases - Impractical, and authorize the appropriate officials to execute same. (consent) Councilmember Bunker moved to approve the Consent Agenda as submitted and authorize the appropriate officials to execute same. The motion was duly seconded and carried unanimously. Public Hearings - Not before 6:00 PM 7. Administrative Public Hearings 7.1 Approve the Substantial Amendment to the City of Clearwater’s Fiscal Year 2021/22 Annual Action Plan and authorize the City to modify existing agreements and enter into new agreements with organizations approved for funding. The U.S. Department of Housing and Urban Development (HUD) allocated $1,637,567 in HOME-ARP (America Rescue Plan) funding to the City of Clearwater. HUD requires HOME-ARP funding to be used to assist the Qualifying Population defined as populations experiencing homelessness and others requiring supportive services for homelessness prevention. A Substantial Amendment (Amendment) is required to incorporate these funds into the city’s Annual Action Plan (AAP). Before developing the Amendment, staff consulted with the Continuum of Care serving the Clearwater area, homeless and domestic violence service providers, veterans’ groups, public housing agencies, and organizations that address the needs of the qualifying populations such as fair housing and civil rights issues, and the needs of persons with disabilities. Staff made the Amendment available for public viewing and comment beginning on May 4, 2022. The 30-day public comment period ends on June 2 when staff will recommend City Council approval of the Amendment. Staff presented the Draft City Council Meeting Minutes June 2, 2022 Page 5 City of Clearwater Amendment at a public hearing at a meeting of the Neighborhood and Affordable Housing Advisory Board (NAHAB) on May 10, 2022. The Amendment sets forth a plan for the expenditure of HOME-ARP funding with the following recommended distributions: Blue Sky Communities Amount Recommended: $875,000 Purpose of Funding: Allocation to support Blue Sky’s proposed affordable housing project at 610 Franklin Street under partnership with the City’s Community Redevelopment Agency. Five units will be reserved for households meeting the Qualifying Population under the HOME-ARP Program. HOPE Villages of America (HVA) Amount Recommended: $134,750 Purpose of Funding: HVA’s Grace House, a family shelter facility, will provide Tenant Based Rental Assistance (TBRA) to families exiting the Grace House after the successful completion of programming, individuals served at The Haven which provides domestic violence shelter and individuals served through outreach services at both programs. Pinellas Opportunity Council (POC) Amount Recommended: $100,000 Purpose of Funding: POC's Emergency Assistance Program provides financial assistance to eligible clients in need of emergency assistance with utilities, fuel oil, and rent/mortgage emergencies. Homeless Emergency Project a/k/a Homeless Empowerment Program (HEP) Amount Recommended: $292,500 Purpose of Funding: Through the Family Transition Program (FTP), homeless families with minor children receive temporary shelter (up to 90 days) and comprehensive supportive services. HEP is requesting HOME-ARP funds from the City of Clearwater to provide these families with one-time move-in assistance (application fee, security deposit, first months’ rent, etc.) as they exit FTP and obtain independent affordable rental housing in the community. Homeless Leadership Alliance (HLA) Amount Requested: $46,180 Purpose of Funding: Clients are identified and referred to the Prevention/Diversion component of the Front Door by various sources. HLA staff will determine what program is most suitable for a person’s needs to prevent or divert the individual or household from entering the homeless system of care. Society of St. Vincent DePaul Community Kitchen and Resource Center (SVDP) Amount Recommended: $50,000 Draft City Council Meeting Minutes June 2, 2022 Page 6 City of Clearwater Purpose of Funding: SVDP’s proposed project is to expand supportive services to its homeless clients who are seeking opportunities to become self-sufficient. Grant funds will be used to expand housing assistance that positions clients for long-term success. The SVDP Housing Support program includes needs assessments, housing support (rent, utility, deposit fees), and service referrals which may include addiction recovery, mental health services, mentorship, employment readiness, and life skills training. The remaining $139,137 will be budgeted for administrative expenses The Amendment also reprograms planned expenditures under the city’s Community Development Block Grant (CDBG) program. One public facilities project was cancelled and adjustments to other projects funded with CDBG were made to reflect anticipated costs under shifting economic conditions. New projects planned for use of CDBG funds include construction of a new recreational pier in Lake Belleview behind the Ross Norton Recreation Center and cost overruns for the planned demolition of the former Elks Lodge located at 1011 Engman Street. On May 10, 2022, the NAHAB unanimously approved a motion recommending City Council approval of the Amendment. Councilmember Teixeira moved to approve the Substantial Amendment to the City of Clearwater’s Fiscal Year 2021/22 Annual Action Plan and authorize the City to modify existing agreements and enter into new agreements with organizations approved for funding. The motion was duly seconded and carried unanimously. 7.2 Approve the request from the owner of property addressed 67 Kipling Plaza, Clearwater to vacate the 5-foot-wide platted Utility Easement, located on lots 1, 2, and 3, Block 44, Mandalay Sub, according to the map or plat thereof as recorded in Plat Book 14, Page 32-35, Public Records of Pinellas County, Florida, and pass Ordinance 9579-22 on first reading. The property owner at 67 Kipling Plaza, Clearwater, has requested that the City vacate the 5-foot-wide platted Utility Easement near the South property line. The abutting 7.5-foot alley was previously vacated. The purpose of this vacation is to provide space for pavers and a pool pump. There are no city utilities present within this easement. All private utility companies have no objection to the vacation. Staff has reviewed this vacation and have no objection. Ordinance 9579-22 was presented and read by title only. Draft City Council Meeting Minutes June 2, 2022 Page 7 City of Clearwater Councilmember Allbritton moved to approve the request from the owner of property addressed 67 Kipling Plaza, Clearwater to vacate the 5-foot-wide platted Utility Easement, located on lots 1, 2, and 3, Block 44, Mandalay Sub, according to the map or plat thereof as recorded in Plat Book 14, Page 32-35, Public Records of Pinellas County, Florida, and pass Ordinance 9579-22 on first reading. The motion was duly seconded and upon roll call, the vote was: Ayes: 5 - Mayor Hibbard, Vice Mayor Beckman, Councilmember Allbritton, Councilmember Bunker and Councilmember Teixeira 8. Second Readings - Public Hearing 8.1 Adopt Ordinance 9554-22 on second reading, amending the future land use plan element of the Comprehensive Plan to change the land use designation for a portion of certain real property whose post office address is 1640 Gulf to Bay Boulevard, Clearwater, Florida 33755, from Residential/Office General (R/OG) to Commercial General (CG). Ordinance 9554-22 was presented and read by title only. Vice Mayor Beckman moved to adopt Ordinance 9554-22 on second and final reading. The motion was duly seconded and upon roll call, the vote was: Ayes: 5 - Mayor Hibbard, Vice Mayor Beckman, Councilmember Allbritton, Councilmember Bunker and Councilmember Teixeira 8.2 Adopt Ordinance 9555-22 on second reading, amending the Zoning Atlas of the city by rezoning a portion of certain real property whose post office address is 1640 Gulf to Bay Boulevard, Clearwater, Florida 33755, from Office (O) to Commercial (C). Ordinance 9555-22 was presented and read by title only. Councilmember Bunker moved to adopt Ordinance 9555-22 on second and final reading. The motion was duly seconded and upon roll call, the vote was: Ayes: 5 - Mayor Hibbard, Vice Mayor Beckman, Councilmember Allbritton, Councilmember Bunker and Councilmember Teixeira 8.3 Continue to June 16, 2022: Adopt Ordinance 9568-22 on second reading, amending the future land use plan element of the Comprehensive Plan to designate the land use for certain unaddressed real property located on the southeast corner of Otten Street and Weston Drive, Clearwater, Florida 33755, upon annexation into the City of Clearwater, as Residential Low (RL). Draft City Council Meeting Minutes June 2, 2022 Page 8 City of Clearwater Councilmember Teixeira moved to continue Item 8.3 to June 16, 2022. The motion was duly seconded and carried unanimously. 8.4 Continue to June 16, 2022: Adopt Ordinance 9569-22 on second reading, amending the Zoning Atlas of the city by zoning certain unaddressed real property located on the southeast corner of Otten Street and Weston Drive, Clearwater, Florida 33755, upon annexation into the City of Clearwater, as Low Medium Density Residential (LMDR). Councilmember Allbritton moved to continue Item 8.4 to June 16, 2022. The motion was duly seconded and carried unanimously. 8.5 Continue to June 16, 2022: Adopt Ordinance 9540-22 on second reading, annexing certain real property whose post office address is 1827 Audubon Street, Clearwater, Florida 33764 into the corporate limits of the city and redefining the boundary lines of the city to include said addition. Vice Mayor Beckman moved to continue Item 8.5 to June 16, 2022. The motion was duly seconded and carried unanimously. 8.6 Continue to June 16, 2022: Adopt Ordinance 9541-22 on second reading, amending the future land use plan element of the Comprehensive Plan to designate the land use for certain real property whose post office address is 1827 Audubon Street, Clearwater, Florida 33764, upon annexation into the City of Clearwater, as Residential Low (RL). Councilmember Bunker moved to continue Item 8.6 to June 16, 2022. The motion was duly seconded and carried unanimously. 8.7 Continue to June 16, 2022: Adopt Ordinance 9542-22 on second reading, amending the Zoning Atlas of the city by zoning certain real property whose post office address is 1827 Audubon Street, Clearwater, Florida 33764, upon annexation into the City of Clearwater, as Low Medium Density Residential (LMDR). Councilmember Teixeira moved to continue Item 8.7 to June 16, 2022. The motion was duly seconded and carried unanimously. 8.8 Continue to June 16, 2022: Adopt Ordinance 9567-22 on second reading, annexing certain unaddressed real property located on the southeast corner of Otten Street and Weston Drive, Clearwater, Florida 33755 into the corporate limits of the city and redefining the boundary lines of the city to include said addition. Councilmember Allbritton moved to continue Item 8.8 to June 16, 2022. The motion was duly seconded and carried unanimously. 8.9 Continue to a date uncertain: Adopt Ordinance 9564-22 on second reading, annexing certain real property whose post office address is 1272 Sedeeva Circle North, Clearwater, Florida 33755 into the corporate limits of the city and redefining the boundary lines of the city to include said addition. Draft City Council Meeting Minutes June 2, 2022 Page 9 City of Clearwater Vice Mayor Beckman moved to continue Item 8.9 to a date uncertain. The motion was duly seconded and carried unanimously. 8.10 Continue to a date uncertain: Adopt Ordinance 9565-22 on second reading, amending the future land use plan element of the Comprehensive Plan to designate the land use for certain real property whose post office address is 1272 Sedeeva Circle North, Clearwater, Florida 33755, upon annexation into the City of Clearwater, as Residential Urban (RU). Councilmember Bunker moved to continue Item 8.10 to a date uncertain. The motion was duly seconded and carried unanimously. 8.11 Continue to a date uncertain: Adopt Ordinance 9566-22 on second reading, amending the Zoning Atlas of the city by zoning certain real property whose post office address is 1272 Sedeeva Circle North, Clearwater, Florida 33755, upon annexation into the City of Clearwater, as Low Medium Density Residential (LMDR). Councilmember Teixeira moved to continue Item 8.11 to a date uncertain. The motion was duly seconded and carried unanimously. 9. City Manager Reports 9.1 Clearwater Gas The City Manager said he asked Council at the work session if there was interest to move forward with the process of putting the Clearwater Gas System (CGS) on the market to determine its financial value. He brought forth the item because he noted during his council one-one-ones that there was less interest in moving forward with that process. He requested Council vote on how he should proceed on the matter. Discussion ensued with comments made that the process to seek information on the potential sale of CGS has caused a lot of angst among the CGS employees and customers. There was council consensus to not move forward with the process. In response to comments, the City Attorney said Clearwater Gas is the City of Clearwater. CGS is not a special district that is independent of the City or a subsidiary of the City. When CGS pays for things, such as sponsorships, it is the City paying for it. From a State ethics perspective, any benefit that is conferred to councilmembers or any other reporting individual is considered a gift from the City. A gift from a city vendor or the Phillies is impermissible if the value exceeds $100. He said, from an ethics standpoint, there is nothing wrong with CGS or other city funding sources paying for meals or tickets. Draft City Council Meeting Minutes June 2, 2022 Page 10 City of Clearwater In response to questions, the City Attorney said ratepayer money should be used to advance the mission of the utility. CGS can use ratepayer funds to advertise and market; it is a permissible use of ratepayer funds. He said the safest option is to use general funds; he has discussed the option with the City Manager. Comments were made that CGS is an enterprise fund and should run like a business. The City Manager said if the Council decides to terminate the process tonight, the plan is to move forward and continue to grow CGS. There are things that are uniquely reflective in owning and growing a business that are unique to CGS. He said not all of the sponsorships will be cut; some will be moved to the general fund, some will remain with CGS and some will be eliminated. It was suggested that the CGS advertising and marketing budget be more in line with other public utility marketing efforts. One individual spoke in support of running CGS as a business and noted that CGS provides more donations and sponsorships than any other utility in the area. Councilmember Allbritton moved to terminate the process of selling CGS. The motion was duly seconded and carried unanimously. The City Manager said submissions for the development concepts for the bluff properties are due June 9, 2022. Staff will review the submissions on Friday, June 10. He said Council will receive a copy of the submissions on Friday. Each group will present their concept to Council at the June 13 work session at 8:00 a.m. In response to a question, the City Manager said the submissions will be attached to the agenda. 10. City Attorney Reports – None. 11. Closing comments by Councilmembers (limited to 3 minutes) Draft City Council Meeting Minutes June 2, 2022 Page 11 City of Clearwater Councilmember Teixeira said she attended the Memorial Day remembrance event at Crest Lake Park. She said it was a beautiful and heartfelt tribute. She attended the raising of the Pride flag at the Municipal Services Building. She said it was long overdue and enjoyed the community's response to the event. The Art Alliance will be adding an Art Walk on June 11 that will focus on the final viewing of the Clearwater Clean Up exhibit in downtown. Councilmember Bunker said he agreed with Rudy, Chris, and others who have applauded Vice Mayor Beckman's attention to detail and always looking for the bottom line. He said when it seems hopeless and no one is going to take action, that is when we need to hear from the public that we can't give up. People need to press politicians to take action and be more responsible. Vice Mayor Beckman thanked the residents who attended the community engagement meetings and provided feedback on the ARPA funds. She was excited to attend the inaugural Pride flag raising and happy the City is flying the flag again. She urged all to check their voter registration status. Primaries are coming up in two months and all eligible residents need to be active voters. Councilmember Allbritton said the Memorial Day ceremony at Crest Lake Park was nice. He was happy to see so many showed up. He said hurricane season has started and reminded all to begin their hurricane preparations. 12. Closing Comments by Mayor Mayor Hibbard reviewed recent and upcoming events and encouraged citizens to complete the online survey regarding the use of ARPA funds. 13. Adjourn The meeting adjourned at 7:06 p.m. Mayor City of Clearwater Attest City Clerk Draft INDIVIDUAL SPEAKER Citizen Comment Card Name: GC,A64D li I u c Address: // 0 (3 tr City: ( ` /c Zip: 2)76— Telephone Number: 7 / Email Address: Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak• 2 7z--//9 Z. What is your position on the item? For Against ' INDIVIDUAL SPEAKER Citizen Comment Card Name: J77.714- Address: 7.71 Address: cZ6 f-Pyi--------410/./i/EL Cf/. City: `1J ip: f Telephone Number: S2 3 Email Address: C. e '(1 NLCY)i%1 Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: l 014£ S C C Address: x-4wiiCity: Zip: 33 Telephone Number: 60 / q (Z + I/PIZ Email Address: 1C i'1/1/l in i2 l GGA l'l Z Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. j-e--6%t" What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: pAL/40 %9.V0 Address: 0257 G-4 ui-/,4 e City: r,(' Ati&tt(E- /2_— Zip: -?3 7 S Telephone Number: 727- 6 2 8- 8 2 7 (.7 Email Address: PLOY -1) 7 Q 61144/ L Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. 0 What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: 4(4422 G' -J/ E`_,l . Address: "k CZ2VddZI City: CA0/046 Zip: 33 75-3 Telephone Number: Z174 `J" `' r ` Email Address: - - /6( i!',, "" Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: ? 30.5 3 ed HoK Address: 0 O< e/A/h.Q /) 7' 5 L/c) City: -ra/i9'L/" Zip: Y 3 60 Telephone Number: Email Address: Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to s eak: /°' 0A/ Ov iLD 05 A L4 v -4 Rt-?'AEOPrue4,4-t 5/1 What is your position on the item? For Against Name: CPKrC *efil Address: 13 7 / 9 WI( IkVi fel City: 'M.T/sJ , /4.--. Zip: S S 7 76 Telephone Number: 410 7` l.c)-- "/ Email Address: A e-79/./ Speaking y Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. CIZAANPZZ . r -P 0E0/acktg, What is your position on the item? For v Against INDIVIDUAL SPEAKER Citizen Comment Card INDIVIDUAL SPEAKER Citizen Comment Card Name: Z44 ble 1 - (Nh, ;4° Address: 31D2 . c Qreapt R City: /(4'" Zip: 33'zr Telephone Number: c-.3i3- 2i I7 Email Address: jiU1 ,Ie Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: nkel 1.,\\.e_ortc, Address: Y7bk)• City: 6P. o Zip: J 777C 717- 3y2 — (0\3TelephoneNumber: I Email Address: (lot—Atli Ae3p,cEl ckM.+.t,.. Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. Q- C v -y. W..m Wo4V' et,J tv C.'Cr What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: qieuEuur--LDi WjeAddress: A City:qi\U Zip: ST4 s -C Telephone Number:ln " 5050 Email Address: V(\ OC- S • er-K.ALt-i4 (6-)15ikk,ti ° (Pk Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. 4 \rwr\De r E\.ae Ojth; What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: /49,00dAioo Address: /S / a/ zie,fr %' A CitY:ISY Zip: 33700 Telephone Number: SY' 95/97.r Email Address: 1 Ae 'A'®t 9.0*,4ih /N,tees-•et) Speaking under citizens to be heard re items not on the agenda? Agenda item s to which you wish to speak. L Lvs /6 PElieeo/•OtA/7 What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name:\ \\A Address: (C LC CR City: Zip: /W fir ZiP: (/ 88-7-I Telephone Number: Email Address: Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. REP What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: / /'t` e97/ 1 Address: S.K--0e City: A/%Ce Zip: -T 75' Telephone Number: '7( 9 $ 73) Email Address‘. -1/0 r J C Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. d*P r- LcA? l'eC"" c7 What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: iPEZ Ct— Address: /,%7-t/ (i , teity2e_r City 4-4---- 1 Zip: a`-'2 s `> Telephone Number: 7p`Z7 2 Email Address: 47f e( 45')frz_ t Gi Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak: What is your position on the item? For Against Citizen Comment Card NameTg11/4.1P-6ernAft— Address 4(014 -) oZ City. Zip: 6-b Telephone Number: 1Q-3(— 14J"C cZ.S.g Email Add ress:T MC ,et' Speaking under citizens to be heard re V, items not on the agenda? Agenda item(s) to which you wish to speak. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: C(ArLa. LC it Address: 33) ILI& S O-5 City: C zip: 3.37-x,5 Telephone Number: 352 a-a'e' -alb Email Address: c/ ,S) Li I 1 5 A4 Lai".3' Speaking under citizens to be heard re items not on the agenda? j I Agenda item(s) to which you wish to speak. /tf 4' Pcdpethe.f. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: /A,,,,s9-, Address: 57 CiPZi : 33" Telephone Number: 85/ -2 -01 -q -p Email Address: /'1^iliD t e4 c,ri Speaking under citizens to be heard re items not on the agenda? J Agenda item(s) to which you wish to speak. V G,'/2-e--/e-----CLWA94.--.4 What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: -'$ 7L lei S /i-e't) Address: 331 Clave (C:14 C; 146-12,1- 41.2 --Lor City: (r (Cl1,/Civ — Zi j ?-, P Telephone Number: Email Address: Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: i11 Le a< <AP( Address: z i 9 (C J,^ City: e (CC, ---,r Telephone Number: Email Address: 1395 '&ry Zip: / 3r)5- qy - 64, 75- 4ulO C;rLe,ve Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak: What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: C,41 / /f Address:33 l C -e City: 1. I fr!',w4!41/ Zip: 71 Telephone Number: Email Address: Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. F? What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: AMet C27 iLLc 7T Address: 5 A) oscE c A- s_ 5c'2 City: CAGE w4r 2 Zip: 33 ? fS Telephone Number: .70 - ,S3 7s-- Email Address: sfmvt_filo f(eGioac be IL. ncA- Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. texi;7 1170/1-27 T i1 i-of-e_C What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: „.1 G/,00117/ 4,1)-cAii— d Address:33 / Ckvv) nils/ S& City: C (D--, ti://9 2/1 zip: a5`7L Telephone Number: 7/ ?3 7? Email Address: b /a_ a /0 dififeRL T Speaking under citizens to be heard re items not on the agenda? Agend items) o which you wish .,speak. What is your position on the item? For / Against GROUP SPEAKER Citizen Comment Card As stated in Council Rules, "Representatives of a group may speak for three minutes plus an additional minute for each person in the audience that waives their right to speak, up to a maximum often minutes." Please have each member of the group in attendance sign and print their name on the reverse of this card. Name: Address: K6t,i-le._ Co le, oov etev-tictdaSt. Edo City: Ued-YZtICcEe-' Zip: 337.5-5— Telephone Number: . 256). 4.'79 11 II __ e hwh la,w, C& Email Address: K- 1'.,e • O(e Agenda item to which you wish to speak: /t) "41 What is your position on the item? For /1 Against CLEARWATER BRIGHT AND BEAUTIFUL • BAY TO BEACH GROUP SPEAKER LIST We the undersi ned waive our right to speak and designate: e (o( as our spokesperson on the subject agenda item. Print Name Signature Print Name Signature Print Name Signature Print Name Signature Print Name Signature Print Name Signature Print Name Signature Fei•Ktiq Fait. o frt. ttvG. Scan f3Arc 0 INDIVIDUAL SPEAKER Citizen Comment Card Name: GC,A64D li I u c Address: // 0 (3 tr City: ( ` /c Zip: 2)76— Telephone Number: 7 / Email Address: Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak• 2 7z--//9 Z. What is your position on the item? For Against ' INDIVIDUAL SPEAKER Citizen Comment Card Name: J77.714- Address: 7.71 Address: cZ6 f-Pyi--------410/./i/EL Cf/. City: `1J ip: f Telephone Number: S2 3 Email Address: C. e '(1 NLCY)i%1 Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: l 014£ S C C Address: x-4wiiCity: Zip: 33 Telephone Number: 60 / q (Z + I/PIZ Email Address: 1C i'1/1/l in i2 l GGA l'l Z Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. j-e--6%t" What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: pAL/40 %9.V0 Address: 0257 G-4 ui-/,4 e City: r,(' Ati&tt(E- /2_— Zip: -?3 7 S Telephone Number: 727- 6 2 8- 8 2 7 (.7 Email Address: PLOY -1) 7 Q 61144/ L Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. 0 What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: 4(4422 G' -J/ E`_,l . Address: "k CZ2VddZI City: CA0/046 Zip: 33 75-3 Telephone Number: Z174 `J" `' r ` Email Address: - - /6( i!',, "" Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: ? 30.5 3 ed HoK Address: 0 O< e/A/h.Q /) 7' 5 L/c) City: -ra/i9'L/" Zip: Y 3 60 Telephone Number: Email Address: Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to s eak: /°' 0A/ Ov iLD 05 A L4 v -4 Rt-?'AEOPrue4,4-t 5/1 What is your position on the item? For Against Name: CPKrC *efil Address: 13 7 / 9 WI( IkVi fel City: 'M.T/sJ , /4.--. Zip: S S 7 76 Telephone Number: 410 7` l.c)-- "/ Email Address: A e-79/./ Speaking y Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. CIZAANPZZ . r -P 0E0/acktg, What is your position on the item? For v Against INDIVIDUAL SPEAKER Citizen Comment Card INDIVIDUAL SPEAKER Citizen Comment Card Name: Z44 ble 1 - (Nh, ;4° Address: 31D2 . c Qreapt R City: /(4'" Zip: 33'zr Telephone Number: c-.3i3- 2i I7 Email Address: jiU1 ,Ie Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: nkel 1.,\\.e_ortc, Address: Y7bk)• City: 6P. o Zip: J 777C 717- 3y2 — (0\3TelephoneNumber: I Email Address: (lot—Atli Ae3p,cEl ckM.+.t,.. Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. Q- C v -y. W..m Wo4V' et,J tv C.'Cr What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: qieuEuur--LDi WjeAddress: A City:qi\U Zip: ST4 s -C Telephone Number:ln " 5050 Email Address: V(\ OC- S • er-K.ALt-i4 (6-)15ikk,ti ° (Pk Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. 4 \rwr\De r E\.ae Ojth; What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: /49,00dAioo Address: /S / a/ zie,fr %' A CitY:ISY Zip: 33700 Telephone Number: SY' 95/97.r Email Address: 1 Ae 'A'®t 9.0*,4ih /N,tees-•et) Speaking under citizens to be heard re items not on the agenda? Agenda item s to which you wish to speak. L Lvs /6 PElieeo/•OtA/7 What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name:\ \\A Address: (C LC CR City: Zip: /W fir ZiP: (/ 88-7-I Telephone Number: Email Address: Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. REP What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: / /'t` e97/ 1 Address: S.K--0e City: A/%Ce Zip: -T 75' Telephone Number: '7( 9 $ 73) Email Address‘. -1/0 r J C Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. d*P r- LcA? l'eC"" c7 What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: iPEZ Ct— Address: /,%7-t/ (i , teity2e_r City 4-4---- 1 Zip: a`-'2 s `> Telephone Number: 7p`Z7 2 Email Address: 47f e( 45')frz_ t Gi Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak: What is your position on the item? For Against Citizen Comment Card NameTg11/4.1P-6ernAft— Address 4(014 -) oZ City. Zip: 6-b Telephone Number: 1Q-3(— 14J"C cZ.S.g Email Add ress:T MC ,et' Speaking under citizens to be heard re V, items not on the agenda? Agenda item(s) to which you wish to speak. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: C(ArLa. LC it Address: 33) ILI& S O-5 City: C zip: 3.37-x,5 Telephone Number: 352 a-a'e' -alb Email Address: c/ ,S) Li I 1 5 A4 Lai".3' Speaking under citizens to be heard re items not on the agenda? j I Agenda item(s) to which you wish to speak. /tf 4' Pcdpethe.f. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: /A,,,,s9-, Address: 57 CiPZi : 33" Telephone Number: 85/ -2 -01 -q -p Email Address: /'1^iliD t e4 c,ri Speaking under citizens to be heard re items not on the agenda? J Agenda item(s) to which you wish to speak. V G,'/2-e--/e-----CLWA94.--.4 What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: -'$ 7L lei S /i-e't) Address: 331 Clave (C:14 C; 146-12,1- 41.2 --Lor City: (r (Cl1,/Civ — Zi j ?-, P Telephone Number: Email Address: Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: i11 Le a< <AP( Address: z i 9 (C J,^ City: e (CC, ---,r Telephone Number: Email Address: 1395 '&ry Zip: / 3r)5- qy - 64, 75- 4ulO C;rLe,ve Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak: What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: C,41 / /f Address:33 l C -e City: 1. I fr!',w4!41/ Zip: 71 Telephone Number: Email Address: Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. F? What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: AMet C27 iLLc 7T Address: 5 A) oscE c A- s_ 5c'2 City: CAGE w4r 2 Zip: 33 ? fS Telephone Number: .70 - ,S3 7s-- Email Address: sfmvt_filo f(eGioac be IL. ncA- Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak. texi;7 1170/1-27 T i1 i-of-e_C What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card Name: „.1 G/,00117/ 4,1)-cAii— d Address:33 / Ckvv) nils/ S& City: C (D--, ti://9 2/1 zip: a5`7L Telephone Number: 7/ ?3 7? Email Address: b /a_ a /0 dififeRL T Speaking under citizens to be heard re items not on the agenda? Agend items) o which you wish .,speak. What is your position on the item? For / Against GROUP SPEAKER Citizen Comment Card As stated in Council Rules, "Representatives of a group may speak for three minutes plus an additional minute for each person in the audience that waives their right to speak, up to a maximum often minutes." Please have each member of the group in attendance sign and print their name on the reverse of this card. Name: Address: K6t,i-le._ Co le, oov etev-tictdaSt. Edo City: Ued-YZtICcEe-' Zip: 337.5-5— Telephone Number: . 256). 4.'79 11 II __ e hwh la,w, C& Email Address: K- 1'.,e • O(e Agenda item to which you wish to speak: /t) "41 What is your position on the item? For /1 Against CLEARWATER BRIGHT AND BEAUTIFUL • BAY TO BEACH GROUP SPEAKER LIST We the undersi ned waive our right to speak and designate: e (o( as our spokesperson on the subject agenda item. Print Name Signature Print Name Signature Print Name Signature Print Name Signature Print Name Signature Print Name Signature Print Name Signature Fei•Ktiq Fait. o frt. ttvG. Scan f3Arc 0 INDIVIDUAL SPEAKER Ci izen Comment Card I Name: 4IornA Address: City: Zip: Telephone Number: a7/`--32 0 / 7 Email Address:%i^t ' S '=' ir q,t r /e Speaking under citizens to be h rd re Q Iitemsnotontheagenda? hOilf oGg rl / Agenda item(s) to which you wish to speak. € d /75 c'' ve 5) )2g (.- ;(-74 d r-t,e, cc.,P What is your position on the item? For V Against Name: Clier %--eyhit lezF 1/,/U.i fr/ Address: 7 GV• cSCie 0.)L4 J3LJC Qc) City: -6:) %!.% QFC Zip: 337S' 5 4'6 29/ s'0 ©1/ Telephone Number: Email Address: 2 CId I4'I e—t 70, (( 14c0.l' 40 Speaking under citizens to be heard re items not on the agenda? Agenda item(s) to which you wish to speak: d („A(Lt(44 Si Wh r position on the item? For Against V- INDIVIDUAL SPEAKER Citizen Comment Card Name: leLc-e4 plc L. frit Address: S.5-5-- 1347 u-1147 81 111 3 )7` City: C--1t*-'tw=,1`te 2 Zip: 7 Telephone Number: /(1- q' 9 - G 3o 7 Email Address: f7 • Speaking under citizens to be heard re items not on the agenda? I Agenda item(s) to which you wish to speak. What is your position on the item? For Against INDIVIDUAL SPEAKER Citizen Comment Card As stated in Council Rules, "Representatives of a group may speak for three minutes plus an additional minute for each person in the audience that waives their right to speak, up to a maximum of ten minutes." Please have each member of the group in attendance sign and print their name on the reverse of this card. t-pL4' i5 . Name: Address: City: Zip: Telephone Number: Email Address: Agenda item to which you wish to speak: What is your position on the item? For Against GROUP SPEAKER Citizen Comment Card 1..CLEARWATER BRIGHT AND BEAUTIFUL • BAY TO BEACH GROUP SPEAKER LIST We the undersigned waive our right to speak and designate: as our spokesperson on the subject agenda item. Print Name Signature Print Name Signature Print Name Signature Print Name Signature Print Name Signature Print Name Signature Print Name Signature f K tii -r ) r 1111,61 V [f., iet,Qo Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0490 Agenda Date: 6/16/2022 Status: Consent AgendaVersion: 2 File Type: Action ItemIn Control: City Manager's Office Agenda Number: 7.1 SUBJECT/RECOMMENDATION: Approve the renewal of a 15-year Revocable License Agreement from July 1, 2022 through June 30, 2037 between the City of Clearwater and the Clearwater Historical Society for the purpose of providing a permanent location for the historical Plumb House and authorize the appropriate officials to execute same. (consent) SUMMARY: The Plumb House is a historical landmark, which has been listed as a historical house with the Department of State, Division of Archives, History and Records Management on the State of Florida Master Site file. In 2007, the City Council approved a 15-year Revocable License Agreement between the City and the Clearwater Historical Society (Society) for the use of City property at Ed Wright Park for the location of the historic Plumb House. The current agreement ends on June 30, 2022. Both the Society and city staff desire to continue the relationship that was started back in 1983. The proposed license agreement will be under substantially the same terms and conditions as the current agreement. The Society, or its sublessee, would continue to pay for the maintenance and upkeep of the Plumb House and pay for any day-to-day costs associated with operating the museum. The City would continue to provide landscape maintenance around and adjacent to the House. The City may terminate this License be providing 90 days written notice. The Society intends to immediately assign its rights to the Community Service Foundation in a separate Sub-License Agreement, subject to Council approval in a separate agenda item. Page 1 City of Clearwater Printed on 6/14/2022 1 REVOCABLE LICENSE AGREEMENT PLUMB HOUSE THIS REVOCABLE LICENSE AGREEMENT is made and entered into on this _____ day June, 2022, by and between the CLEARWATER HISTORICAL SOCIETY, a non-profit corporation, (hereinafter referred to as "Society" of “Licensee”) and the CITY OF CLEARWATER, FLORIDA (hereinafter referred to as "City" of “Licensor”), and collectively as “Parties”. WHEREAS, the Society is a non-profit corporation which owns a structure known as the "Plumb House"; and WHEREAS, the “Plumb House” is an historical landmark which has been listed as an historical house with the Department of State, Division of Archives, History and Records Management on the State of Florida Master Site file; and WHEREAS, since 1983, the structure has been located on real property owned by the City known as Ed C. Wright Park, pursuant to various revocable license agreements between the Society and City; and WHEREAS, the existing Revocable License Agreement between the Society and City expires on June 30, 2022; and WHEREAS, the Society and the City desire that the License continue for another fifteen (15) year term under the same terms and conditions as the exiting License Agreement. NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the Parties agree that the above terms, recitals, and representations are true and accurate and are incorporated herein by reference, and the Parties further agree as follows: 1. Purpose: The purpose of this License Agreement is to continue to provide a location for the historical house, “Plumb House" in Ed C. Wright Park. All uses made of the Plumb House shall be in conformance with the deed restrictions contained in the Ed C. Wright Park Deed recorded in Official Records Book 1546, page 521, Public Records of Pinellas County, Florida, as may be applicable. 2. Term: The term of this Agreement shall be for a period of fifteen (15) years which begins on July 1, 2022 and ends on June 30, 2037. The City, at its convenience, may revoke this License Agreement by giving ninety (90) days written notice. 3. House Maintenance: At its expense, the Society agrees to maintain the house in a 2 safe and sanitary condition in conformance with all applicable laws, and to continue to keep the house restored as nearly as possible to its original condition. 4. Public Access: The Society shall make the Plumb House available to the general public for tours on a semi-monthly basis in accordance with a schedule to be established by the Society. Additionally, the Society shall have individuals available at said tours to discuss the history of the Plumb House and the history of the City with those members of the general public desiring such information. Prior to the Plumb House being available to the general public for access, the Society or its assigns, agrees to repair and restore the Plumb House to a safe and sanitary condition and in conformance with all applicable laws. The City may inspect the Plumb House to ensure compliance with this section prior to general public access. 5. Landscaping: At its expense, the Society shall provide all landscaping in the immediate vicinity of the house. The landscaping shall be of a type designated and approved by the City's Park and Recreation Department. The City shall maintain the real property immediately surrounding the house including all landscaping (lawn, shrubs and other landscaping). 6. Parking: The Society members and its guests may use the existing parking facilities at Ed C. Wright Park or Ross Norton Park. 7. Utilities: At its expense, the Society shall pay all monthly charges for all utilities including water, electric and telephone. 8. Indemnity and Hold Harmless: The Society agrees to indemnify and hold the City, including its officers, agents, and employees, harmless from any claims, losses, lawsuits or injuries for all claims arising out of the restoration, maintenance and use of the Plumb House at Ed C. Wright Park. Nothing contained herein is intended to serve as a waiver by the City of its sovereign immunity, to extend the liability of the City beyond the limits set forth in Section 768.28, Florida Statutes, or be construed as consent by the City to the sued by third parties. 9. Insurance: The Society will, at its own expense, acquire and maintain during the term of this Agreement, sufficient insurance to adequately protect the interests of the parties. Specifically, the Society must carry the following minimum types and amounts of insurance on an occurrence basis or in the case of coverage that cannot be obtained on an occurrence basis, then 3 coverage can be obtained on a claims-made basis with a minimum three (3) year tail following the termination or expiration of this Agreement. a. Commercial General Liability Insurance coverage, including but not limited to, premises operations, products/completed operations, products liability, contractual liability, advertising injury, personal injury, death, property damage, and sexual molestation and abuse in the minimum amount of $1,000,000 (one million dollars) per occurrence and $2,000,000 (two million dollars) general aggregate. b. Commercial Automobile Liability Insurance coverage for any owned, non-owned, hired or borrowed automobile is required in the minimum amount of $1,000,000 (one million dollars) combined single limit. c. Unless waived by the State of Florida, statutory Workers’ Compensation Insurance coverage in accordance with the laws of the State of Florida, and Employer’s Liability Insurance in the minimum amount of $100,000 (one hundred thousand dollars) each employee each accident, $100,000 (one hundred thousand dollars) each employee by disease and $500,000 (five hundred thousand dollars) aggregate by disease with benefits afforded under the laws of the State of Florida. d. If the Society is using its own property, or the property of the City or other provider, in connection with the performance of its obligations under this Agreement, then the Society’s Equipment Insurance or Property Insurance on an “All Risks” basis with replacement cost coverage for property and equipment in the care, custody and control of others is required. e. Prior to the execution of this Agreement, and then annually upon the anniversary date(s) of the insurance policy’s renewal date(s) for as long as this Agreement remains in effect, the Society furnish the City with a Certificate of Insurance(s) evidencing all of the coverage set forth above and naming the City and Society as an “Additional Insured.” In addition, when requested in writing from the City, the Society will provide the City with certified copies of all applicable policies. 10. Notices: All required notices and correspondence shall be sent by certified mail to the following addresses: City: City Manager P. O. Box 4748 Clearwater, FL 34618 4 Society: Allison Dolan, President Clearwater Historical Society P. O. Box 175 Clearwater, FL 33757 11. Toxic or Hazardous Substances: The Society covenants and agrees not to bring upon, store or generate upon the City's property or the structure itself any substance classified by state or federal government authority as a toxic or hazardous material. The Society further agrees that it shall comply with all governmental and other laws, rules, regulations, codes, statutes including, but not limited to federal, state, county and municipal as they relate to storage, use and disposal of any substance whether toxic or non-toxic, whether such substance is a manufactured or man-made substance and whether the same is a natural substance or man-made. 12. Improvements: The house, its fixtures and all other permanent improvements made by the Society at Ed C. Wright Park shall become the property of the City of Clearwater upon the termination or revocation of this Agreement. 13. Assignments: The Society may not assign any privileges granted under this License Agreement without written approval by the City. 14. The Parties do hereby covenant and agree that no person shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of the premises on the basis of race, color, religion, sex, national origin, disability, or any other protected class under federal, state, and local law. 15. The Society agrees to comply with all laws, rules, requirements, orders, directives, codes, ordinances and regulations of governmental authorities and agencies and of insurance carriers during the life of this Agreement. The Society agrees to obtain all necessary permits in accordance with applicable City Code of Ordinances and Florida State law. The Society shall be responsible for conducting Level I or II criminal background checks for its employees and/or volunteers, as may be required by law. 16. No Property Rights: This Agreement shall be deemed to be a use agreement of a revocable license and shall not be deemed to be a lease or conveyance of any real property rights nor shall this Agreement constitute an agreement for the use of real property that would subject the Parties to the provisions of any statute regarding landlord and tenant rights. The Society agrees and shall not obtain any prescriptive rights, easements, or other legal or equitable interest in the 5 City’s property or any premises of the City by reason of the execution of this Agreement, or by compliance with the terms thereof. The granting of this license does not vest in the Society any interest in the City’s Property or any premises of the City which may be mortgaged, encumbered, or liened, and no action of the Society shall cause or create any interests in real estate or any encumbrance upon any such real property. IN WITNESS WHEREOF, the Parties have caused their duly authorized officers to execute this License Agreement on the day and year first above written. CLEARWATER HISTORICAL SOCIETY, INC. By: President Countersigned: CITY OF CLEARWATER, FLORIDA Frank Hibbard Jon Jennings Mayor City Manager Approved as to form: Attest: Owen Kohler Rosemarie Call Lead Assistant City Attorney City Clerk REVOCABLE LICENSE AGREEMENT oU.... THIS AGREEMENT entered into this J.k- day ~, 2007, by and between the CLEARWATER HISTORICAL SOCIETY, a not-for-pro~t corporation, hereinafter referred to as "Society" and the CITY OF CLEARWATER, FLORIDA, hereinafter referred to as "City". WHEREAS, the Society is a not-for-profit Florida corporation which owns a structure known as the "Plumb House", and WHEREAS, the "Plumb House" is an historical landmark which has been listed as an historical house with the Department of State, Division of Archives, History and Records Management on the State of Florida Master Site file; and WHEREAS, since 1983 the structure has been located on real property owned by the City known as Ed C. Wright Park pursuant to the most recent License Agreement between the City and the Society dated June 30, 1992; and WHEREAS, the Society and the City desire that the License continue for another fifteen 15) year term under the same terms and conditions as the existing License Agreement. NOW, THEREFORE, in exchange for mutually agreeable consideration, the parties to this Agreement do hereby agree as follows: 1. Purpose: The purpose of this license agreement is to continue to provide a permanent location for the historical house, "Plumb House", in Ed G. Wright Park. All uses made of the Plumb House shall be in conformance with the deed restrictions contained in the Ed C. Wright Park Deed recorded in Official Records Book 1546, page 521, Public Records of Pinellas County, Florida. 2. Term: The term of this agreement shall be for a period of fifteen (15) years. 1 3. House Maintenance: At its expense, the Society agrees: a. to maintain the house in a safe and sanitary condition in conformance with all applicable laws, b. to continue to keep the house restored as nearly as possible to its original condition, c. to maintain a Comprehensive General Liability policy of insurance covering claims for injuries to persons or damage to property, which may arise from or in connection with use of the premises, including all activities occurring thereon, written by an insurance company with above average rating in the amount of $500,000.00 per occurrence. Certificates of insurance for all applicable coverages hereinbefore stated shall be delivered to the City on an annual basis and name the City of Clearwater as an additional insured. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officials, employees, agents or volunteers. The Society shall provide a copy of any or all insurance policies upon request by the City. 4. Public Access: The Society shall make the house available to the general public for tours on a semi-monthly basis in accordance with a schedule to be established by the Society. Additionally, the Society shall have individuals available at said tours to discuss the history of the Plumb House and the history of the City with those members of the general public desiring such information. 5. Landscaping: At its expense the Society shall provide all landscaping in the immediate vicinity of the house. The landscaping shall be of a type designated by the City's Parks and Recreation Department. The City shall maintain the real property immediately surrounding the house including all 2 landscaping (lawn, shrubs and other landscaping). 6. Parkin~: The Society members and its guests may use any existing permitted parking spaces available at Ed C. Wright Park or Ross Norton Park. 7. Utilities: At its expense, the Society shall pay all monthly charges for all utilities including water, electric and telephone. 8. Hold Harmless: The Society agrees to hold the City harmless from any claims, lawsuits or injuries arising out of the restoration, maintenance and use of the house at Ed C. Wright Park. 9. Notices: All required notices and correspondence shall be sent by certified mail to the following addresses: City:City Manager P. O. Box 4748 Clearwater, FL 34618 Society:Thomas C. Nash, II, Esq. P. O. Box 1669 Clearwater, FL 33757 10. Toxic or Hazardous Substances: The Society covenants and agrees not to bring upon, store or generate upon the City's property or the structure itself any substance classified by state or federal government authority as a toxic or hazardous material. Lessee further agrees that it shall comply with all governmental and other laws, rules, regulations, codes, statutes including, but not limited to federal, state, county and municipal as they relate to storage, use and disposal of any substance whether toxic or non-toxic, whether such substance is a manufactured or man- made substance and whether the same is a natural substance or man-made. 11. Imorovements: The house, its fixtures and all other permanent improvements made by the Society at Ed C. Wright Park shall become the property of the City of Clearwater 3 upon the termination or revocation of this Agreement. 12. Assignments: The Lessees may not assign any privileges granted under this Agreement without Written approval by the City. Countersigned:CITY OF CLEARWATER, FLORIDA Illiam B. Home II City Managerf8(L ~ Attest: WATER HISTORICAL SOCIETY, INC. 4 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0311 Agenda Date: 6/16/2022 Status: Consent AgendaVersion: 1 File Type: Action ItemIn Control: City Manager's Office Agenda Number: 7.2 SUBJECT/RECOMMENDATION: Approve a Revocable Sub-License Agreement between the City of Clearwater, the Clearwater Historical Society, a non-profit corporation, and Community Service Foundation, Inc., a non-profit corporation, for use of the Plumb House for a period of 5 years with an option for an additional 5 years and authorize the appropriate officials to execute same. (consent) SUMMARY: The City of Clearwater currently has a revocable license agreement with the Clearwater Historical Society to provide a location at Ed Wright Park for the historical landmark known as the Plumb House. Clearwater Historical Society has realized increased costs of maintaining the structure as well as an inability to consistently staff the building for public tours as outlined in the revocable license agreement. Clearwater Historical Society has approached the City of Clearwater to seek permission for the Plumb House to be occupied and maintained by Community Service Foundation (CSF), which will assume the responsibilities of the Society. CSF will utilize the Plumb House to administer its affordable housing services and community outreach which is focused on providing Lake Belleview restoration, urban gardens, and Belmont Park adoption. Additionally, CSF will host quarterly community events, such as an art festival, Christmas holiday celebration, and music concerts as well as cultural events. Staff believes this partnership will provide a dual benefit to the community in the form of a permanent presence at the Plumb House as well as providing much needed community service support and programming. This agreement is for a term of 5 years with an option for an additional term of 5 years. Page 1 City of Clearwater Printed on 6/14/2022 1 REVOCABLE SUB-LICENSE AGREEMENT PLUMB HOUSE THIS REVOCABLE SUB-LICENSE AGREEMENT is made and entered into on this _____ day June, 2022, by and between the CLEARWATER HISTORICAL SOCIETY, a non- profit corporation, (hereinafter referred to as "Society" of “Licensee”), COMMUNITY SERVICE FOUNDATION, INC. a non-profit corporation (hereinafter referred to as “CFS” or “Sub- Licensee”), and the CITY OF CLEARWATER, FLORIDA (hereinafter referred to as "City" of “Licensor”), and collectively as “Parties”. WHEREAS, the Society is a non-profit corporation which owns a structure known as the "Plumb House"; and WHEREAS, the “Plumb House” is an historical landmark which has been listed as an historical house with the Department of State, Division of Archives, History and Records Management on the State of Florida Master Site file; and WHEREAS, since 1983, the structure has been located on real property owned by the City known as Ed C. Wright Park, pursuant to various revocable license agreements between the Society and City; and WHEREAS, the Revocable License Agreement between the Society and City (Term: July 1, 2022 to June 30, 2037) (hereinafter referred to as “License Agreement”) is incorporated by reference and attached hereto as Exhibit A; and WHEREAS, the Society desires to enter into a Revocable Sub-License Agreement (hereinafter referred to as “Sub-License Agreement” or “Agreement”) with CSF for a term of five (5) years with an option for an additional term of five (5) years; WHEREAS, pursuant to Section 13 of the License Agreement, the City must consent in writing to this Sub-License Agreement. NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the Parties agree that the above terms, recitals, and representations are true and accurate and are incorporated herein by reference, and the Parties further agree as follows: 1. Purpose: The purpose of this Sub-License Agreement is to continue to provide a location for the historical house, “Plumb House" in Ed C. Wright Park. All uses made of the Plumb House shall be in conformance with the deed restrictions contained in the Ed C. Wright Park Deed recorded in Official Records Book 1546, page 521, Public Records of Pinellas County, Florida, as 2 may be applicable. The mission of the Community Service Foundation is to support community development and affordable housing services. All uses made by CSF will be consistent with that mission statement. 2. Term: The term of this Sub-License Agreement shall be for a period of five (5) years which begins on July 1, 2022 and ends on June 30, 2027. The Parties may extend this Sub- License Agreement for an additional five (5) years under the same terms and conditions if mutually agreed upon writing. The City, at its convenience, may revoke this Sub-License Agreement by giving ninety (90) days written notice. 3. House Maintenance: At its expense, CSF agrees to maintain the house in a safe and sanitary condition in conformance with all applicable laws, and to continue to keep the house restored as nearly as possible to its original condition. 4. Public Access: CSF shall make the Plumb House available to the general public for tours on a semi-monthly basis in accordance with a schedule to be established by CSF. Additionally, CSF shall have individuals available at said tours to discuss the history of the Plumb House and the history of the City with those members of the general public desiring such information. Prior to the Plumb House being available to the general public for access, CSF, at its expense, agrees to repair and restore the Plumb House to a safe and sanitary condition and in conformance with all applicable laws. The City may inspect the Plumb House to ensure compliance with this section prior to general public access. 5. Landscaping: At its expense, CSF shall provide all landscaping in the immediate vicinity of the house. The landscaping shall be of a type designated and approved by the City's Park and Recreation Department. The City shall maintain the real property immediately surrounding the house including all landscaping (lawn, shrubs and other landscaping). 6. Parking: CSF members and its guests may use the existing parking facilities at Ed C. Wright Park or Ross Norton Park. 7. Utilities: At its expense, CSF shall pay all monthly charges for all utilities including water, electric and telephone. 8. Indemnity and Hold Harmless: CSF agrees to indemnify and hold the City, 3 including its officers, agents, and employees, harmless from any claims, losses, lawsuits or injuries for all claims arising out of the restoration, maintenance and use of the Plumb House at Ed C. Wright Park. Nothing contained herein is intended to serve as a waiver by the City of its sovereign immunity, to extend the liability of the City beyond the limits set forth in Section 768.28, Florida Statutes, or be construed as consent by the City to the sued by third parties. 9. Insurance: CSF will, at its own expense, acquire and maintain during the term of this Agreement, sufficient insurance to adequately protect the interests of the parties. Specifically, CSF must carry the following minimum types and amounts of insurance on an occurrence basis or in the case of coverage that cannot be obtained on an occurrence basis, then coverage can be obtained on a claims-made basis with a minimum three (3) year tail following the termination or expiration of this Agreement. a. Commercial General Liability Insurance coverage, including but not limited to, premises operations, products/completed operations, products liability, contractual liability, advertising injury, personal injury, death, property damage, and sexual molestation and abuse in the minimum amount of $1,000,000 (one million dollars) per occurrence and $2,000,000 (two million dollars) general aggregate. b. Commercial Automobile Liability Insurance coverage for any owned, non-owned, hired or borrowed automobile is required in the minimum amount of $1,000,000 (one million dollars) combined single limit. c. Unless waived by the State of Florida, statutory Workers’ Compensation Insurance coverage in accordance with the laws of the State of Florida, and Employer’s Liability Insurance in the minimum amount of $100,000 (one hundred thousand dollars) each employee each accident, $100,000 (one hundred thousand dollars) each employee by disease and $500,000 (five hundred thousand dollars) aggregate by disease with benefits afforded under the laws of the State of Florida. d. If CSF is using its own property, or the property of the City or other provider, in connection with the performance of its obligations under this Agreement, then CSF’s Equipment Insurance or Property Insurance on an “All Risks” basis with replacement cost coverage for property and equipment in the care, custody and control of others is required. 4 e. Prior to the execution of this Agreement, and then annually upon the anniversary date(s) of the insurance policy’s renewal date(s) for as long as this Agreement remains in effect, CSF furnish the City with a Certificate of Insurance(s) evidencing all of the coverage set forth above and naming the City and Society as an “Additional Insured.” In addition, when requested in writing from the City, CSF will provide the City with certified copies of all applicable policies. 10. Notices: All required notices and correspondence shall be sent by certified mail to the following addresses: City: City Manager P. O. Box 4748 Clearwater, FL 34618 Society: Allison Dolan, President Clearwater Historical Society P. O. Box 175 Clearwater, FL 33757 CSF: Ed Thiebe, Executive Director Community Service Foundation, Inc. 925 Lakeview Road Clearwater, FL 33756 11. Toxic or Hazardous Substances: CSF covenants and agrees not to bring upon, store or generate upon the City's property or the structure itself any substance classified by state or federal government authority as a toxic or hazardous material. CSF further agrees that it shall comply with all governmental and other laws, rules, regulations, codes, statutes including, but not limited to federal, state, county and municipal as they relate to storage, use and disposal of any substance whether toxic or non-toxic, whether such substance is a manufactured or man-made substance and whether the same is a natural substance or man-made. 12. Improvements: The house, its fixtures and all other permanent improvements made by CSF at Ed C. Wright Park shall become the property of the City of Clearwater upon the termination or revocation of this Agreement. 13. Assignments: CSF may not assign any privileges granted under this Sub-License Agreement without written approval by the City. 14. The Parties do hereby covenant and agree that no person shall be excluded from 5 participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of the premises on the basis of race, color, religion, sex, national origin, disability, or any other protected class under federal, state, and local law. 15. CSF agrees to comply with all laws, rules, requirements, orders, directives, codes, ordinances and regulations of governmental authorities and agencies and of insurance carriers during the life of this Agreement. CSF agrees to obtain all necessary permits in accordance with applicable City Code of Ordinances and Florida State law. CSF shall be responsible for conducting Level I or II criminal background checks for its employees and/or volunteers, as may be required by law. 16. This Sub-License Agreement does not relieve the Society of any its obligations and responsibilities under the License Agreement. The Society hereby enters into this Sub-License Agreement. 17. The City hereby consents to this Sub-License Agreement. 18. No Property Rights: This Agreement shall be deemed to be a use agreement of a revocable license and shall not be deemed to be a lease or conveyance of any real property rights nor shall this Agreement constitute an agreement for the use of real property that would subject the Parties to the provisions of any statute regarding landlord and tenant rights. The Society agrees and shall not obtain any prescriptive rights, easements, or other legal or equitable interest in the City’s property or any premises of the City by reason of the execution of this Agreement, or by compliance with the terms thereof. The granting of this license does not vest in the Society any interest in the City’s Property or any premises of the City which may be mortgaged, encumbered, or liened, and no action of the Society shall cause or create any interests in real estate or any encumbrance upon any such real property. [Remainder of Page Intentionally Left Blank] 6 IN WITNESS WHEREOF, the Parties have caused their duly authorized officers to execute this Revocable Sub-License Agreement on the day and year first above written. COMMUNITY SERVICE FOUNDATION, INC. By: President CLEARWATER HISTORICAL SOCIETY, INC. By: President Countersigned: CITY OF CLEARWATER, FLORIDA Frank Hibbard Jon Jennings Mayor City Manager Approved as to form: Attest: Owen Kohler Rosemarie Call Lead Assistant City Attorney City Clerk Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0582 Agenda Date: 6/16/2022 Status: Consent AgendaVersion: 1 File Type: Action ItemIn Control: City Manager's Office Agenda Number: 7.3 SUBJECT/RECOMMENDATION: Approve the City Manager’s recommendation to establish a Public Work’s department and an Office of Innovation; to discontinue the Engineering department and the Utility Customer Service department; and to establish a Utility Customer Service division and a Right of Way division; pursuant to City Charter Section 3.03 (b) of the City Charter. (consent) SUMMARY: As discussed at the city’s annual strategic direction meeting, the City Manager has completed his review of the organization and identified several changes to the organizational structure. Included in that reorganization is the creation of two departments, Public Works and the Office of Innovation, and the discontinuance of two departments, Engineering and Utility Customer Service. Additionally, a Utility Customer Service division would be established within the Finance department and a Right of Way division would be established within the Public Works department. The City Manager has provided the new city organizational chart, detail on the structure and function of each department related to the change, and a list of the positions being requested in this year’s budget, with detail on each position and costs estimates of adding those positions. While not all of these positions relate to the organizational adjustments, a portion of them are directly related. APPROPRIATION CODE AND AMOUNT: N/A USE OF RESERVE FUNDS: N/A Page 1 City of Clearwater Printed on 6/14/2022 Currently under ACM1, now reporting to the Office of Innovation CRA Human Resources New Org Chart Clearwater Gas Finance SW/General Services Library Fire Economic Development City Clerk Marine and Aviation Planning and Development Police Public Communications Parks and Recreation Public Utilities Public Works Assistant City Manager (ACM1) Assistant City Manager (ACM2) New New, but includes Engineering (currently ACM2) Currently under ACM1 Office of Innovation Information Technology Currently under ACM1, now includes customer service (ACM2) Currently under CM City Manager City Attorney Current Chart City Manager City Attorney Assistant City Manager (ACM1) Assistant City Manager (ACM2) Finance Marine and Aviation Public Utilities Human Resources Planning and Development Police Public Communications Parks and Recreation CRA Information Technology SW/General Services Library Economic Development Clearwater Gas City Clerk Fire Engineering I. Establishment The City of Clearwater is establishing a division Utility Customer Service under the supervision of the Finance Director II. Dissolution The City of Clearwater is also eliminating the Utility Customer Service department and transferring its functions and resources to the Finance Department. III. Purpose The purpose of Utility Customer Service Division is responsible to provide centralized customer service functions to customers of the seven City utilities. IV. Functions The following functions are hereby transferred to the Finance department: 1. Meter Reading from Utility Customer Service department 2. Billing from Utility Customer Service department 3. Collections from Utility Customer Service department 4. Customer Care from Utility Customer Service department V. Changes to Organizational Charts a. Finance b. Utility Customer Service VI. Objectives a. Utility Customer Service i. Meter Reading Meter Reading is responsible for securing accurate and timely readings. Metered services include: Water (potable, lawn, reclaimed), Wastewater (based on metered potable water usage) and Natural Gas. The Meter Reading area also performs special readings, leak notifications, and initiates service orders based on field observations. ii. Billing Billing is responsible for calculation and preparation of customer bills, resolving billing exceptions, processing service orders and special/final bill requests, and generating reports. iii. Collections Collections is responsible for managing utility customer accounts receivable in a fiscally responsible manner that respects customers while limiting the exposure of the City of Clearwater to delinquent accounts. The Collections area also manages inactive accounts receivable, seeking payment of final bills, performing skip-tracing and filing property liens as appropriate. iv. Customer Care Customer Care is responsible for responding in a timely, courteous, and professional manner to customer requests received via telephones, mail, or from walk-in customers. Accounts are opened or closed, requests for information are responded to, and inquiries are researched and resolved. VII. Justification Staff believes that shifting the UCS department to a division within Finance will help create a more resilient management structure create opportunities for staff development, and achieve operating efficiencies. I. Establishment The City of Clearwater is establishing an Office of Innovation under the supervision of the City Manager and led by the Chief Innovation Officer II. Purpose To drive progress within the community III. Functions The following divisions are hereby transferred to the Office of Innovation: 1. Neighborhood Services from Planning and Development 2. Sustainability from City Manager’s Office 3. Cultural Affairs from City Manager’s Office Additionally, the Information Technology Department will report to the Chief Innovation Officer. IV. Changes to Organizational Charts a. Office of Innovation b. City Manager’s Office c. Planning and Development V. Department Objectives a. Office of Innovation The Office of Innovation is responsible for creating and maintaining an innovation framework for the city that will support internal and external initiatives and create a culture that places a high value on proactively pursuing opportunities for change at all levels of the organization. i. Neighborhoods Division The neighborhoods division is responsible for working with community organizations and city departments to create a stronger link between local government and the community. ii. Cultural Affairs The Cultural Affairs division is responsible for facilitating, stimulating, and enhancing local cultural development initiatives to maintain a robust and inclusive arts and culture ecosystem in Clearwater. iii. Sustainability The Sustainability division is responsible for ensuring the upkeep of Greenprint 2.0 and guiding its implementation by internal city partners and external community partners. VI. Justification Creating a centralized approach for innovation will help the city create a singular framework to support ideas that can lead to positive change within the organization. To date that approach has been largely decentralized, resulting in a lack of alignment from department to department on how to go about implementing new ideas and shifts in business practices. The Office of Innovation’s approach will focus on creating alignment withing the organization that staff believes can result in exponential growth in the success rate of implementation. The end goal is to break out of a service model that can at times seem very reactive and build systems that support consistently focus efforts on proactively identifying opportunities for improvement. I. Establishment The City of Clearwater is establishing a Public Works Department under the supervision of the City Manager’s Office and led by a Public Works Director. II. Dissolution The City of Clearwater is also eliminating the Engineering department and transferring its functions and resources to the Public Works Department. III. Purpose The purpose of Public Works department is to centralize long term and short-term management of city rights of way and infrastructure within one department. IV. Functional Transfers The following functions are hereby transferred to the Public Works department: 1. Stormwater Maintenance from Engineering 2. Streets and Sidewalks from Parks and Recreation 3. Urban Forestry from Parks and Recreation 4. P&R Contracts Landscaping from Parks and Recreation 5. Traffic Operations from Engineering 6. Stormwater Engineering from Engineering 7. Construction Management from Engineering 8. GIS from Engineering 9. Traffic Engineering from Engineering 10. Parking System from Engineering 11. Environmental Engineering The following function is hereby transferred from the Engineering Department: 1. Utilities Engineering to Public Utilities V. Changes to Organizational Charts a. Public Works b. Parks and Recreation c. Engineering d. Public Utilities e. City Manager’s Office VI. Department Objectives a. Public Works Department The Public Works Department is responsible for ensuring proper short- and long-term maintenance of city infrastructure within the right of way. i. Maintenance Division The Maintenance section of Public Works is responsible for maintenance within of the public right-of-way (ROW), ensuring assets within the right of way are maintained in good working order and the transportation and stormwater systems they support are operating to an acceptable level. ii. Engineering Division The Engineering Department is responsible for project management of the design and construction phases of the City’s Capital Improvement Program, the administration of the Parking System, management of city’s interests in public right-of-way (ROW), environmental compliance, and oversight of the City’s GIS program. b. Parks and Recreation The Parks and Recreation Department is responsible for maintaining and programming Parks and Recreation facilities and other assigned areas such as Clearwater Beach and the Cleveland Street Corridor. i. Parks and Beautification Division The objective of the Parks and Beautification division is to provide general maintenance, enhancement and development of Parks and Recreation facilities and the Cleveland Street Corridor. In addition, this division coordinates the implementation of the small-scale capital improvement program. c. Public Utilities The Public Utilities department is responsible for providing high quality water, wastewater, and reclaimed water services while protecting the public health and natural environment of our community i. Utilities Engineering Division Utilities Engineering manages the design and construction phases of capital projects for all Public Utilities department. VII. Justification Decentralization of capital and operational functions related to public works functions has resulted in inefficiencies in how the city manages its infrastructure systems and assets. Specifically, differences in priority levels between departments appear to be the basis for sub- standard communication and coordination. While enhancing cross departmental coordination could assist with these issues, staff believes the current model is inherently flawed because it creates multiple director level chains of command in areas where priorities are likely to be a point of conflict in the future as well. Centralizing allows us to push conflict resolution related to priorities down to lower levels of the organization and allows for more higher levels staff to focus on providing clear goals for the department, hopefully reducing the quantity of priority conflicts as well. Proposed FTE Additions for FY23 Department Purpose FTE Count Overall Cost Accountability Audit The Audit division of Finance has only two employees, which severely impacts the divisions ability to proactively identify issues with the systems departments use to carry out their operations. Adding this Auditor position will allow us to substantially increase the capacity of Audit to identify these issues.1 $67,240 $2,000 $69,240 Fire This request is for a third Payroll Technician. The Fire Department payroll is a very complex set of calculations that are very time consuming. The addition will help the payroll team be more efficient and mitigate errors, but will also ensure resiliency in payroll processing for the department when short or long term employee outages occur. 1 $50,820 $2,000 $52,820 The addition of a Development Review Planner would bring the Development Review divisions staffing back to its pre-recession level. This position will provide needed capacity to meet the increasing demands, help the department meet its objectives, and uphold our customer service standards.1 $91,090 $2,000 $93,000 The Department has experienced increasing numbers of building permit applications. In 2010, 5,433 permits were issued, in 2021 we issued 11,747 permits. Despite employing two outside contract building plans examiners on daily basis, we are still unable to meet departmental target review time goals on a regular basis. The addition of a Building Plans Examiner may have an opportunity to reduce expenses to the contract employees at some point, but that will be dependent on the number and the quality of submissions. 1 $76,000 $2,000 $78,000 Total Planning and Development 2 $167,090 $4,000 $171,000 Estimated Personnel Cost Estimated Operating Cost Planning and Development 1 of 9 Proposed FTE Additions for FY23 Department Purpose FTE Count Overall Cost Estimated Personnel Cost Estimated Operating Cost The addition of a Network Analyst is needed to increase the support to computer and network users Citywide as we increase both the number of personnel and system/technology used for service provision.1 $70,030 $2,000 $72,030 The City has increased the number of ‘enterprise scale’ solutions significantly over the past 10 years and has recently committed to adding several more solutions which will have broad reaching impacts to operations, including, training requirements and service level improvements for users and customers. The Addition of a Senior Systems Programmer and a Senior Business Systems Analyst will allow us to appropriately support these solutions.2 $162,270 $4,000 $166,270 Total Information Technology 3 $232,300 $6,000 $238,300 Marine and Aviation The Marine and Aviation Department is deficient in front line supervision based on the 24-hour nature of the operation and variety of the field work conducted (maintenance, customer service, custodial and security). This, coupled with the geographic locations and layout of the facilities managed, exacerbates the problem. The Department is currently staffed with a single Assistant Manager who is attempting to provide direct oversight to personnel working around the clock at varied locations. The additional Assistant Manager will provide direct oversight and supervision daily and act as a backup to the existing assistant manager to effectively support the daily needs of our team members and customers.1 $72,960 $2,000 $74,960 Total Accountability 8 $590,410 $16,000 $606,320 Information Technology 2 of 9 Proposed FTE Additions for FY23 Department Purpose FTE Count Overall Cost Estimated Personnel Cost Estimated Operating Cost Operational Efficiency City Clerk The addition of a Grant Coordinator will allow the City to pursue more grant opportunities. Staff believes that this position will be able to indirectly pay for it self by shifting funding sources from planned city funds to grant funds. 1 $72,960 $2,000 $74,960 Economic Development & Housing Currently the City has one employee, the Real Estate Coordinator, to coordinate easements, vacations, property acquisitions, and property sales. an additional Real Estate focused position will make the city more resilient should the coordinator be unavailable or at full capacity and will allow us to be more efficient in disposing, acquiring and managing properties.1 $94,700 $2,000 $96,700 The role of the Human Resources Manager will be to establish a centralized training program that will provide organization-wide learning (such as communication skills, customer service, computer training, customized training, harassment, etc.), employee development programs, a supervisor certification program and leadership development classes 1 $100,110 $2,000 $102,110 This HR Analyst will be a part of a new centralized training program that will provide organization-wide learning (such as communication skills, customer service, computer training, customized training, harassment, etc.), employee development programs, a supervisor certification program and leadership development classes.1 $64,580 $2,000 $66,580 Total Human Resources 2 $164,690 $4,000 $168,690 Human Resources 3 of 9 Proposed FTE Additions for FY23 Department Purpose FTE Count Overall Cost Estimated Personnel Cost Estimated Operating Cost The Chief Innovation Officer will oversee the Office of Innovation.1 $197,100 $2,000 $199,100 The Sustainability Specialist will assist the Sustainability Coordinator in implementing Greenprint. As the City continues to push Greenprint forward, the amount of work has increased. This item will allow for more efficient implementation and more resiliency as we implement Greenprint 1 $64,870 $2,000 $66,870 The Neighborhoods Coordinators will assist the Neighborhoods Manager in enhancing the connection between city staff and the members of the community. This additional staff brings the City closer to its previous level of service and staff believes that a team approach to engaging with Neighborhoods is more efficient and will make us more resilient.3 $201,710 $6,000 $207,710 Total Office of Innovation 5 $463,680 $10,000 $473,680 The Public Works Director will oversee the Public Works Department. This position will be 50% paid from General Fund with the remainder coming from Stormwater (32%) and Parking (18%).1 $174,110 $2,000 $176,110 The Right of Way Maintenance team is requested to develop a team of six employees to maintain most of the contracted landscaping sites, using contractors to maintain only a limited number of sites. While the cost of city employees may be higher than contractors the product and results are far better when this function is done by city employees. This team will merge with and be supplemented by the current Contracts Maintenance group. The associated positions include 1 Supervisor, 2 Lead Technicians, and 3 Senior Technicians.6 $312,900 $244,110 $557,010 Total Public Works 7 $487,010 $246,110 $733,120 Total Operational Efficiency 16 $1,283,040 $264,110 $1,547,150 Office of Innovation Public Works 4 of 9 Proposed FTE Additions for FY23 Department Purpose FTE Count Overall Cost Estimated Personnel Cost Estimated Operating Cost New Capital The Downtown Core Maintenance Team is a combination existing staff members (7.6 FTE) as well as new employees (14.3 FTE). This team will be responsible for the landscape maintenance operations which are needed for the entire Imagine Clearwater project; Cleveland Street Landscaping Phase I, II and III; Station Square Park; Festival Plaza; and Crest Lake Park. Costs shown are for a full year, however the budget will be prorated for FY23 based on the completion schedule for the park. The associated positions include 1 Senior Manager, 1 Landscape Manager, 1 Supervisor, 2 Foreman, 3 Lead Technicians, 4.3 Service Technicians, and 2 Custodians.14.3 $845,610 $462,620 $1,308,230 The recommended downtown core programming team for the park will consist of 6.5 FTE’s. This team will be responsible for providing recreation programing at Imagine Clearwater Park, Station Square Park, Festival Plaza, and Crest Lake Park. Many of these programming efforts will consist of special events therefore we are proposing to transfer 2 of our current employees to be on this team as well as the addition of 4.5 FTE’s being requested. Programming will occur in the parks which will include special events, outdoor classes (yoga, fitness, health, dog training, fishing etc.), and youth camps. The associated positions include 1 Recreation Supervisor and 3.5 Recreation Leaders.4.5 $218,320 $72,370 $290,690 Total New Capital 18.8 $1,063,930 $534,990 $1,598,920 Parks and Recreation 5 of 9 Proposed FTE Additions for FY23 Department Purpose FTE Count Overall Cost Estimated Personnel Cost Estimated Operating Cost Increased Level of Service Library The current North Greenwood Library schedule does not include open hours on Saturdays or morning hours on Fridays. Patrons have expressed a desire for the library to offer Saturday hours and increased morning access. In order to offer patrons open hours on Saturdays and morning access on Fridays, the library will require an additional two positions, representing a total increase of 1.5 FTE. The associated positions include 1 Librarian and 0.5 Assistant Librarians.1.5 $78,360 $3,000 $81,360 By adding 4 FTE’s to the custodial team we will be able reopen six closed restrooms, provide enhanced cleaning for two restrooms maintained by parks staff, and maintain 13 athletic sites currently being maintained by outside contractors. The addition of 4 FTEs coupled with the existing 1 FTE will allow for the department to create at least two working teams to clean restroom facilities city wide; 22 locations in all. This increase is partially offset by a reduction of $130,000 in budgeted contract services. The associated positions include 1 Foreman and 3 Custodial Workers.4 $197,270 $74,000 $271,270 An additional P/T Recreation Leader is added to assist with driving the bus to pick up kids at surrounding schools. This position is vital to all the after school and summer camp and programs held at Ross Norton and North Greenwood Recreation Centers. This position is paid for through Juvenile Welfare Board (JWB) funds and will not be an impact to the general fund. Current recreation staff are assisting in this task, but the additional position is needed for staff to be available in their recreation centers meeting the needs of the public rather than being taken away from the center to pick up children.0.6 $22,270 $500 Total Parks and Recreation 4.6 $219,540 $74,500 $271,270 Parks and Recreation 6 of 9 Proposed FTE Additions for FY23 Department Purpose FTE Count Overall Cost Estimated Personnel Cost Estimated Operating Cost Since the development of Beachwalk on Clearwater Beach, the area has been in a constant state of development and transformation. Clearwater Beach now is a world renown vacation destination with newly constructed hotel facilities, increased parking inventory, and increased numbers of bars, nightclubs, and restaurants. Despite the significant transformation of Clearwater Beach, the police deployment has not been able to grow at the same pace, requiring the staffing levels and deployment strategy to be re- evaluated. The addition of 10 Police Officers are needed to properly staff Clearwater Beach. This increase is partially offset by Parking revenues collected at the beach to alleviate the General Fund impact.10 $915,550 $192,000 $1,107,550 The Police department has requested to increase Variable Police Aide positions by 1.2 FTEs to provide coverage of the Courtney Campbell Causeway (CCC) Recreation Area on the weekends, holidays, and other peak periods to manage parking, ordinance compliance, and prevent overcrowding. The additional Variable Police Aide FTEs will also provide parking enforcement on the mainland in areas not currently serviced by Parking Enforcement and also be used to help support special events at a cost lower than a sworn officer.1.2 $84,720 $1,000 $85,720 Total Police 11.2 $1,000,270 $193,000 $1,193,270 Police 7 of 9 Proposed FTE Additions for FY23 Department Purpose FTE Count Overall Cost Estimated Personnel Cost Estimated Operating Cost The Marine and Aviation Department is responsible for providing after hours security (Generally from 7PM-5AM) at three distinctly different facilities, (Clearwater Airpark, Clearwater Harbor Marina, and Clearwater Beach Marina). The guards at these locations are critical to providing the security necessary to protect property and ensure the safety of our tenants and the public. However, there is currently no mechanism in place to effectively have direct supervision of them or provide them immediate line level supervisory support. This Marina Parking Supervisor position is critical to ensuring accountability, oversight, support, and backfill on occasion. 1 $58,720 $7,500 $66,220 The current staffing level responsible for providing after hours security is currently insufficient to provide regular, uninterrupted security at our locations. We are regularly forced to rotate personnel between facilities resulting in gaps in coverage. Additionally, and perhaps most importantly, two of the overwater facilities come with an inherent risk to a single guard patrolling alone. The additional Parking Facility and Security Aide will allow us to establish paired patrols on occasions, provide for a relief factor, enhance accountability, and provide a much more consistent and reliable security component. 1 $48,000 $2,000 $50,000 At the Beach Marina, we are unable to provide an optimal level of customer service during peak hours of operations, which is causing one person to assist boaters, help tie up their vessels, fuel vessels, pump-out vessels, assist transient vessels, and assist with customer needs at the Beach Marina. The additional Marine Facility Operator (merge of existing P/T position to create a F/T position) will provide staffing during these peak operational periods over the weekends and holidays.0.5 $47,300 $1,000 $48,300 Total Marine and Aviation 2.5 $154,020 $10,500 $164,520 Marine and Aviation 8 of 9 Proposed FTE Additions for FY23 Department Purpose FTE Count Overall Cost Estimated Personnel Cost Estimated Operating Cost Parking The increase of 0.2 Parking Attendant is requested to upgrade an existing part time (0.8 FTE) to full time. The additional hours for this full time position is needed to provide services/repairs at all city owned garages and to garage equipment, clean/sanitize "pay by plate" stations, remove and dispose of trash in and around garages, provide custodial duties at garages, answer customer questions and return hotline calls in a timely manner, assist with coin collection processes, among other tasks.0.2 $21,830 $0 $21,830 Total Increased Level of Service 20 $1,474,020 $281,000 $1,732,250 Total - FTE additions for FY23 62.8 $4,411,400 $1,096,100 $5,484,640 9 of 9 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0485 Agenda Date: 6/16/2022 Status: Consent AgendaVersion: 1 File Type: Action ItemIn Control: Engineering Department Agenda Number: 7.4 SUBJECT/RECOMMENDATION: Award a construction contract to Poole and Kent Company of Florida, of Tampa, FL, for Marshall Street Water Reclamation Facility (MS WRF) Process Control Gates Repairs in the amount of $3,161,578.20 pursuant to Invitation to Bid (ITB) 18-0047-UT; approve Supplemental Work Order 2 to Brown and Caldwell for Construction Engineering Services in the amount of $275,770, increasing the work order from $156,788 to $432,558, pursuant to Request for Qualifications (RFQ) 26-19, Engineer of Record Consulting Services (EOR); and authorize the appropriate officials to execute same. (consent) SUMMARY: The MS WRF Process Control Gates project involves replacing existing slide gates within aeration basins 4 through 13. While the basins are isolated and drained for gate replacement, all accumulated grit will be removed, damaged or missing elements of the diffused air system will be replaced, and structural defects within the basins will be repaired. Engineering issued ITB 18-0047-UT which closed on April 27, 2022. Poole & Kent Company of Florida was the lowest responsible bid received in accordance with the plans and specifications. EOR Brown and Caldwell evaluated the bids and recommends awarding the contract to Poole & Kent. February 7, 2019, City Council approved an initial work order to Brown and Caldwell for design and bidding services for the repair of the existing slide gates within aeration basins 4 through 13 at the MS WRF in the amount of $142,535. During the design effort, supplemental information from the Wastewater Collection System Master Plan Project (17-0006-UT) led to a need to increase the number of gates requiring replacement, requiring additional design. August 3, 2021, City Manager approved $14,253 supplemental 1 work order to Brown and Caldwell for design of the additional gates. Supplemental 2 work order is for construction phase services in the amount of $275,770, for a new work order value of $432,558. Construction duration is 330 consecutive calendar days after issuance of Notice to Proceed. The City of Clearwater’s Public Utilities Department is responsible for owning, operating, and maintaining the MS WRF. APPROPRIATION CODE AND AMOUNT: 3217321-530100-96213 $ 275,770.00 3217321-546700-96213 $3,161,578.20 Funds are available in capital improvement project 96213, Marshall Street Upgrade Rollup, to fund the contract and supplemental work order. Page 1 City of Clearwater Printed on 6/14/2022 DBE NO DBE NO DBE NO Item #Description Unit Qty Unit Price Total Amount Unit Price Total Amount Unit Price Total Amount 1 Mobilization and Demobilization LS 1 140,000.00$ 140,000.00$ 250,000.00$ 250,000.00$ 220,000.00$ 220,000.00$ 2 Process Control Gates EA 30 44,000.00$ 1,320,000.00$ 45,000.00$ 1,350,000.00$ 71,000.00$ 2,130,000.00$ 3 Drainage Piping LS 1 250,000.00$ 250,000.00$ 200,000.00$ 200,000.00$ 225,000.00$ 225,000.00$ 4 Structural Patch Repairs SF 20 2,225.00$ 44,500.00$ 1,000.00$ 20,000.00$ 4,300.00$ 86,000.00$ 5 Crack Repair/T-Beam Repairs LF 90 496.00$ 44,640.00$ 200.00$ 18,000.00$ 2,100.00$ 189,000.00$ 6 Membrane Disc Diffuser Replacement EA 150 45.00$ 6,750.00$ 250.00$ 37,500.00$ 450.00$ 67,500.00$ 7 Air Piping and Appurtenances Replacement LF 100 115.00$ 11,500.00$ 150.00$ 15,000.00$ 300.00$ 30,000.00$ 8 Air Piping Support Replacement EA 20 375.00$ 7,500.00$ 700.00$ 14,000.00$ 650.00$ 13,000.00$ 9 Grit Removal CYD 630 209.00$ 131,670.00$ 175.00$ 110,250.00$ 1,150.00$ 724,500.00$ 10 Bypass Pumping LS 1 917,602.00$ 917,602.00$ 1,810,000.00$ 1,810,000.00$ 1,372,000.00$ 1,372,000.00$ Subtotal 2,874,162.00$ 3,824,750.00$ 5,057,000.00$ 11 Owner’s Contingency (10%)LS 1 287,416.20$ 287,416.20$ 382,475.00$ 382,475.00$ 505,700.00$ 505,700.00$ Grand Total 3,161,578.20$ 4,207,225.00$ 5,562,700.00$ Tentative Award - June 2nd, 2022 Bidder's Proposal Project: MS WRF Process Control Gates Repairs Project #18-0047-UT Bid Opening - April 27th, 2022 KAT Construction & Materials, Inc. 6541 Industrial Ave Port Richey, FL 34668 Kiewit Infrastructure South Co. 5405 Cypress Center Dr Suite 210, Tampa, FL 33609 Poole & Kent Company of Florida 1715 W. Lemon Street, Tampa, FL 33606 SECTION V  Page i  Updated: 5/4/2020  SECTION V CONTRACT DOCUMENTS Table of Contents PUBLIC CONSTRUCTION BOND ......................................................................................................... 1  CONTRACT ................................................................................................................................................ 3  CONSENT OF SURETY TO FINAL PAYMENT .................................................................................. 7  PROPOSAL/BID BOND ............................................................................................................................ 8  AFFIDAVIT ................................................................................................................................................ 9  NON-COLLUSION AFFIDAVIT ........................................................................................................... 10  PROPOSAL ............................................................................................................................................... 11  CITY OF CLEARWATER ADDENDUM SHEET ............................................................................... 13  BIDDER’S PROPOSAL ........................................................................................................................... 14  SCRUTINIZED COMPANIES AND BUSINESS OPERATIONS WITH CUBA AND SYRIA CERTIFICATION FORM ....................................................................................................................... 15  SCRUTINIZED COMPANIES THAT BOYCOTT ISRAEL LIST CERTIFICATION FORM ...... 16    SECTION V – Contract Documents  SECTION V  Page 1 of 16  Updated: 5/4/2020  Bond No.: ________________ PUBLIC CONSTRUCTION BOND (1) This bond is given to comply with § 255.05, Florida Statutes, and any action instituted by a claimant under this bond for payment must be in accordance with the notice and time limitation provisions in subsections (2) and (10). Pursuant to § 255.05(1)(b), Florida Statutes, “Before commencing the work or before recommencing the work after a default or abandonment, the contractor shall provide to the public entity a certified copy of the recorded bond. Notwithstanding the terms of the contract or any other law governing prompt payment for construction services, the public entity may not make a payment to the contractor until the contractor has complied with this paragraph.” CONTRACTOR SURETY OWNER Poole & Kent Company of Florida 1715 W. Lemon Street Tampa, FL 33606 (813) 251-2438 Travelers Casualty and Surety Company of America One Tower Square, Hartford, CT 06183 (860) 277-0111 City of Clearwater Engineering 100 S. Myrtle Avenue Clearwater, FL 33756 (727) 562-4750 PROJECT NAME: MARSHALL STREET WRF PROCESS CONTROL GATE REPAIRS (FDEP) PROJECT NO.: 18-0047-UT PROJECT DESCRIPTION: Design improvements include the replacement of the existing slide gates within the aeration basins 4-13. While the basins are isolated and drained for gate replacement, the Contractor will remove all accumulated grit in the aeration basins, replace damaged or missing elements of the diffused air system and make structural repairs as noted on the plans. BY THIS BOND, We, Poole & Kent Company of Florida, as Contractor, and Travelers Casualty and Surety Company of America, a corporation, as Surety, are bound to the City of Clearwater, Florida, herein called Owner, in the sum of $3,161,578.20, for payment of which we bind ourselves, our heirs, personal representatives, successors, and assigns, jointly and severally. THE CONDITION OF THIS BOND is that if Contractor: 1. Performs the contract dated _________________, between Contractor and Owner for construction of Marshall Street WRF Process Control Gate Repairs (FDEP), the contract documents being made a part of this bond by reference (which include the Advertisement for Bids, Proposal, Contract, Surety Bond, Instructions to Bidders, General Conditions, Plans, Technical Specifications and Appendix, and such alterations as may be made in said Plans and Specifications as therein provided for), at the times and in the manner prescribed in the contract; and 2. Promptly makes payments to all claimants, as defined in Section 255.05(1), Florida Statutes, supplying Contractor with labor, materials, or supplies, used directly or indirectly by Contractor in the prosecution of the work provided for in the contract; and   SECTION V – Contract Documents  SECTION V  Page 2 of 16  Updated: 5/4/2020  Bond No.:________________ PUBLIC CONSTRUCTION BOND (2) 3. Pays Owner all losses, damages, expenses, costs, and attorney’s fees, including appellate proceedings, that Owner sustains because of a default by Contractor under the contract; and 4. To the limits of § 725.06(2), Florida Statutes, shall indemnify and hold harmless Owner, their officers and employees, from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney’s fees, to the extent caused by the negligence, recklessness, or intentional wrongful misconduct of Contractor and persons employed or utilized by Contractor in the performance of the construction contract; and 5. Performs the guarantee of all work and materials furnished under the contract for the time specified in the contract, then this bond is void; otherwise it remains in full force. 6. Any action instituted by a claimant under this bond for payment must be in accordance with the notice and time limitation provisions in Section 255.05(2), Florida Statutes. 7. Any changes in or under the contract documents and compliance or noncompliance with any formalities connected with the contract or the changes does not affect Surety’s obligation under this bond, and Surety does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the contract or to the work or to the specifications. IN TESTIMONY WHEREOF, witness the hands and seals of the parties hereto this __________ day of ________________, 20___. (If sole Ownership or Partnership, two (2) Witnesses required). (If Corporation, Secretary only will attest and affix seal). POOLE & KENT COMPANY OF FLORIDA By: ____________________________ Title: ____________________________ Print Name: ____________________________ WITNESS: WITNESS: _______________________________________ _______________________________________ Corporate Secretary or Witness Print Name: ____________________________ Print Name: _____________________________ (affix corporate seal) _______________________________________ (Corporate Surety) By: _________________________________ ATTORNEY-IN-FACT Print Name: ___________________________ (affix corporate seal) (Power of Attorney must be attached)   SECTION V – Contract Documents  SECTION V  Page 3 of 16  Updated: 5/4/2020  CONTRACT (1) This CONTRACT made and entered into this ___ day of ____________, 20___ by and between the City of Clearwater, Florida, a municipal corporation, hereinafter designated as the "City", and Poole & Kent Company of Florida, of the City of Tampa, County of Hillsborough and State of Florida, hereinafter designated as the "Contractor". [Or, if out of state:] NOT APPLICABLE This CONTRACT made and entered into this ___ day of ____________, 20___ by and between the City of Clearwater, Florida, a municipal corporation, hereinafter designated as the "City", and _____________________________________, a/an _____________(State) Corporation authorized to do business in the State of Florida, of the City of ____________________ County of __________________________ and State of ____________, hereinafter designated as the "Contractor". WITNESSETH: That the parties to this contract each in consideration of the undertakings, promises and agreements on the part of the other herein contained, do hereby undertake, promise and agree as follows: The Contractor, and his or its successors, assigns, executors or administrators, in consideration of the sums of money as herein after set forth to be paid by the City and to the Contractor, shall and will at their own cost and expense perform all labor, furnish all materials, tools and equipment for the following: PROJECT NAME: MARSHALL STREET WRF PROCESS CONTROL GATE REPAIRS (FDEP) PROJECT NO.: 18-0047-UT in the amount of $3,161,578.20 In accordance with such proposal and technical supplemental specifications and such other special provisions and drawings, if any, which will be submitted by the City, together with any advertisement, instructions to bidders, general conditions, technical specifications, proposal and bond, which may be hereto attached, and any drawings if any, which may be herein referred to, are hereby made a part of this contract, and all of said work to be performed and completed by the contractor and its successors and assigns shall be fully completed in a good and workmanlike manner to the satisfaction of the City. If the Contractor should fail to comply with any of the terms, conditions, provisions or stipulations as contained herein within the time specified for completion of the work to be performed by the Contractor, then the City, may at its option, avail itself of any or all remedies provided on its behalf and shall have the right to proceed to complete such work as Contractor is obligated to perform in accordance with the provisions as contained herein.   SECTION V – Contract Documents  SECTION V  Page 4 of 16  Updated: 5/4/2020  CONTRACT (2) THE CONTRACTOR AND HIS OR ITS SUCCESSORS AND ASSIGNS DOES HEREBY AGREE TO ASSUME THE DEFENSE OF ANY LEGAL ACTION WHICH MAY BE BROUGHT AGAINST THE CITY AS A RESULT OF THE CONTRACTOR'S ACTIVITIES ARISING OUT OF THIS CONTRACT AND FURTHERMORE, IN CONSIDERATION OF THE TERMS, STIPULATIONS AND CONDITIONS AS CONTAINED HEREIN, AGREES TO HOLD THE CITY FREE AND HARMLESS FROM ANY AND ALL CLAIMS FOR DAMAGES, COSTS OF SUITS, JUDGMENTS OR DECREES RESULTING FROM ANY CLAIMS MADE UNDER THIS CONTRACT AGAINST THE CITY OR THE CONTRACTOR OR THE CONTRACTOR'S SUB CONTRACTORS, AGENTS, SERVANTS OR EMPLOYEES RESULTING FROM ACTIVITIES BY THE AFOREMENTIONED CONTRACTOR, SUB CONTRACTOR, AGENT SERVANTS OR EMPLOYEES, TO THE LIMITS OF § 725.06(2). In addition to the foregoing provisions, the Contractor agrees to conform to the following requirements: In connection with the performance of work under this contract, the Contractor agrees not to discriminate against any employee or applicant for employment because of race, sex, religion, color, or national origin. The aforesaid provision shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; lay off or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post hereafter in conspicuous places, available for employees or applicants for employment, notices to be provided by the contracting officer setting forth the provisions of the non-discrimination clause. The Contractor further agrees to insert the foregoing provisions in all contracts hereunder, including contracts or agreements with labor unions and/or worker's representatives, except sub-contractors for standard commercial supplies or raw materials. It is mutually agreed between the parties hereto that time is of the essence of this contract, and in the event that the work to be performed by the Contractor is not completed within the time stipulated herein, it is then further agreed that the City may deduct from such sums or compensation as may be due to the Contractor the sum of $1,000.00 per day for each day that the work to be performed by the Contractor remains incomplete beyond the time limit specified herein, which sum of $1,000.00 per day shall only and solely represent damages which the City has sustained by reason of the failure of the Contractor to complete the work within the time stipulated, it being further agreed that this sum is not to be construed as a penalty but is only to be construed as liquidated damages for failure of the Contractor to complete and perform all work within the time period as specified in this contract. It is further mutually agreed between the City and the Contractor that if, any time after the execution of this contract and the public construction bond which is attached hereto for the faithful performance of the terms and conditions as contained herein by the Contractor, that the City shall at any time deem the surety or sureties upon such public construction bond to be unsatisfactory or if, for any reason, the said bond ceases to be adequate in amount to cover the performance of the work the Contractor shall, at his or its own expense, within ten (10) days after receipt of written notice from the City to do so, furnish an additional bond or bonds in such term and amounts and with such surety or sureties as shall be satisfactory to the City. If such an event occurs, no further payment shall be made to the Contractor under the terms and provisions of this contract until such new or additional security bond guaranteeing the faithful performance of the work under the terms hereof shall be completed and furnished to the City in a form satisfactory to it.   SECTION V – Contract Documents  SECTION V  Page 5 of 16  Updated: 5/4/2020  CONTRACT (3) In addition to all other contract requirements as provided by law, the contractor executing this agreement agrees to comply with public records law. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, THE CONTRACTORS DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT. CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT 727-562-4092, Rosemarie.Call@myclearwater.com, 600 Cleveland St. Clearwater, FL 33756 The contractor’s agreement to comply with public records law applies specifically to: a) Keep and maintain public records required by the City of Clearwater (hereinafter “public agency”) to perform the service being provided by the contractor hereunder. b) Upon request from the public agency’s custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided for in Chapter 119, Florida Statutes, as may be amended from time to time, or as otherwise provided by law. c) Ensure that the public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the public agency. d) Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the contractor or keep and maintain public records required by the public agency to perform the service. If the contractor transfers all public records to the public agency upon completion of the contract, the contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the contractor keeps and maintains public records upon completion of the contract, the contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency’s custodian of public records, in a format that is compatible with the information technology systems of the public agency. e) A request to inspect or copy public records relating to a public agency’s contract for services must be made directly to the public agency. If the public agency does not possess the requested records, the public agency shall immediately notify the contractor of the request and the contractor must provide the records to the public agency or allow the records to be inspected or copied within a reasonable time. f) The contractor hereby acknowledges and agrees that if the contractor does not comply with the public agency’s request for records, the public agency shall enforce the contract provisions in accordance with the contract. g) A contractor who fails to provide the public records to the public agency within a reasonable time may be subject to penalties under Section 119.10, Florida Statutes. h) If a civil action is filed against a contractor to compel production of public records relating to a public agency’s contract for services, the court shall assess and award against the contractor the reasonable costs of enforcement, including reasonable attorney fees, if: 1. The court determines that the contractor unlawfully refused to comply with the public records request within a reasonable time; and   SECTION V – Contract Documents  SECTION V  Page 6 of 16  Updated: 5/4/2020  CONTRACT (4) 2. At least 8 business days before filing the action, the plaintiff provided written notice of the public records request, including a statement that the contractor has not complied with the request, to the public agency and to the contractor. i) A notice complies with subparagraph (h)2. if it is sent to the public agency’s custodian of public records and to the contractor at the contractor’s address listed on its contract with the public agency or to the contractor’s registered agent. Such notices must be sent by common carrier delivery service or by registered, Global Express Guaranteed, or certified mail, with postage or shipping paid by the sender and with evidence of delivery, which may be in an electronic format. j) A contractor who complies with a public records request within 8 business days after the notice is sent is not liable for the reasonable costs of enforcement. IN WITNESS WHEREOF, the parties to the agreement have hereunto set their hands and seals and have executed this Agreement, the day and year first above written. CITY OF CLEARWATER IN PINELLAS COUNTY, FLORIDA By: __________________________________ (SEAL) Jon P. Jennings City Manager Attest: Countersigned: __________________________________________ Rosemarie Call City Clerk By: __________________________________ Approved as to form: Frank Hibbard Mayor __________________________________________ Owen Kohler Assistant City Attorney Contractor must indicate whether: ______ Corporation, ______ Partnership, ______ Company, or ______ Individual __________________________________________ (Contractor) By: _________________________ (SEAL) Print Name: ________________________________ Title: _____________________________________ The person signing shall, in his own handwriting, sign the Principal's name, his own name, and his title; where the person is signing for a Corporation, he must, by Affidavit, show his authority to bind the Corporation – provide Affidavit.   SECTION V – Contract Documents  SECTION V  Page 7 of 16  Updated: 5/4/2020  CONSENT OF SURETY TO FINAL PAYMENT TO OWNER: City of Clearwater PROJECT NAME: MARSHALL STREET WRF PROCESS CONTROL GATE REPAIRS (FDEP) Engineering PROJECT NO.: 18-0047-UT 100 S. Myrtle Ave. CONTRACT DATE: [__________] Clearwater, FL 33756 BOND NO.: [__________], recorded in O.R. Book [____], Page [____], of the Public Records of Pinellas County, Florida. CONTRACTOR: POOLE & KENT COMPANY OF FLORIDA Pursuant to § 255.05(11), Florida Statutes, and in accordance with the provisions of the Contract between the Owner and the Contractor as indicated above, the: Travelers Casualty and Surety Company of America One Tower Square, Hartford, CT 06183 ,SURETY, on bond of Poole & Kent Company of Florida 1715 W. Lemon Street Tampa, FL 33606 ,CONTRACTOR, hereby approves of the final payment to the Contractor, and agrees that final payment to the Contractor shall not relieve Surety of any of its obligations to City of Clearwater Engineering 100 S. Myrtle Ave. Clearwater, FL 33756 ,OWNER, as set forth in said Surety’s bond. IN WITNESS WHEREOF, the Surety has hereunto set its hand this ___ day of ___________, ______ __________________________________________ (Surety) __________________________________________ (Signature of authorized representative) __________________________________________ (Printed name and title) Attest: (Seal): CONSULTANT SUPPLEMENTAL 2 WORK ORDER MS WRF Process Control Gates Repairs (FDEP) Brown and Caldwell 18-0047-UT City of Clearwater Consultant Work Order Page 2 of 8 Revised: 10/27/2021 CONSULTANT SUPPLEMENTAL WORK ORDER 2 Date: 04/26/2022 1. PROJECT INFORMATION: Project Title: MS WRF Process Control Gates Repairs (FDEP) City Project Number: 18-0047-UT City Plan Set Number: 2019036 Consultant Project Number: 153328 2. SCOPE OF SERVICES: The Consultant has been requested to design improvements to address deficiencies identified by FDEP in an August 7, 2018 letter for the Marshall Street Water Reclamation Facility (MS WRF). The improvements within the letter identify gate actuator repairs/replacement within the secondary settlement tanks. The City has requested the Consultant to coordinate and perform construction services for the gate actuator repairs/replacement as designed by the Consultant. I. PRE-DESIGN PHASE: Completed per initial work order. II. DESIGN PHASE: Completed per initial work order. III. FINAL DESIGN PHASE: Completed per initial work order and Supplemental Work Order 1. IV. BIDDING PHASE To be completed per initial work order and completed prior to Supplemental Work Order 1. CONSULTANT SUPPLEMENTAL 2 WORK ORDER MS WRF Process Control Gates Repairs (FDEP) Brown and Caldwell 18-0047-UT City of Clearwater Consultant Work Order Page 3 of 8 Revised: 10/27/2021 V. CONSTRUCTION PHASE: Phase 400 Construction Project Management Phase Task 401 Construction Management Plan, Field Health and Safety Plan, and Quality Management Plan Task 402 Progress Reports and Invoices Task 403 Project Coordination a. Consultant will coordinate with City and Contractor for schedules, construction activities, daily documents, miscellaneous communication, and project updates. b. Internal coordination regarding construction milestones, City schedules and miscellaneous project updates based on direction received from the City. Task 500 Construction Services Task 501 The Consultant’s resident project representative (RPR) will conduct daily site visits to witness and observe the Contractor’s efforts are consistent with the design documents. Each site visit is assumed to be up to a full 8- hour day as warranted. The RPR will monitor and document site observations with pictures and a daily report. Daily reports will include a brief summary of the work completed, equipment used, quantity of materials installed or removed and photographs as necessary. The field site visits are anticipated to occur over the entire duration of construction, assumed to be 100 days. The RPR will not direct, authorize or supervise the contractor. Witnessed concerns will be identified to the City, should action be necessary in the opinion of the Consultant. City will direct the Contractor regarding all operational decisions as it relates to construction impacts to the treatment process. The RPR will coordinate with the City’s Project Manager during construction to assist in technical clarifications of the conformed documents and the scope of work. Additional site visits may be conducted by the Engineer of Record (EOR), up to 10 visits. CONSULTANT SUPPLEMENTAL 2 WORK ORDER MS WRF Process Control Gates Repairs (FDEP) Brown and Caldwell 18-0047-UT City of Clearwater Consultant Work Order Page 4 of 8 Revised: 10/27/2021 Task 502 The Consultant will respond to Requests for Information (RFI) (Assumed to be no more than 10) and review shop drawings for material/product submittals (Assumed to be no more than 25). Task 503 The Consultant’s project engineer and RPR, will attend up to fifteen (15) construction progress meetings/conference calls to coordinate with the City and the Contractor. Task 504 The Consultant will review Change Order (CO) requests. CO request sent to Consultant for review and comment shall be reviewed by the Consultant. Task 505 The Consultant will review Contractor’s measurements and quantities for each pay application, up to 10 pay applications. Task 506 The Consultant will prepare record drawings based on the Contractor’s as-built drawings. Task 507 The Consultant will attend a Substantial Completion walkthrough with the City and the Contractor to generate a punchlist of outstanding items for the Contractor to complete prior to the Consultant attending the Final Completion walkthrough. Task 508 The Consultant will prepare a project catalog which will include the following items, as appropriate: Data requests, assumptions, correspondence, meeting agenda, sign-in sheets, meeting minutes, document comment-response log(s), technical memorandum/reports, addenda, progress reports (daily logs), regulatory correspondence, design plans, conformed plans, change orders, field orders, RFIs, work change directives, field photos, addenda, shop drawing and progress submittals, as-builts, record drawings, and other project- related documents. Task 509 The Consultant will provide internal QC review of the deliverables described herein. The Consultant will provide documentation of the internal QC comments and responses generated for the deliverables. Task 510 The Consultant will provide an estimated value of all significant equipment (valued over $5,000) that is demolished and/or removed from service during Construction for the City’s accounting purposes. The value will be calculated based on depreciation of equipment and adjusted for inflation. The deliverable for this task will be a memo describing the methodology of calculation and the value of the equipment removed from service and the value of the new replacement equipment installed. CONSULTANT SUPPLEMENTAL 2 WORK ORDER MS WRF Process Control Gates Repairs (FDEP) Brown and Caldwell 18-0047-UT City of Clearwater Consultant Work Order Page 5 of 8 Revised: 10/27/2021 3. PROJECT GOALS: BC will perform Construction Services during the construction of the subject project. BC will develop the following documents during the Construction phase:  Daily Construction Reports developed during site visits, PDF  QA/QC Correspondence  Project Catalog  Record Drawings BC will attend the following meetings:  Fifteen (15) Construction Meetings/Calls to coordinate with the City and Contractor. 4. FEES: See Attachment “A” This price includes all labor and expenses anticipated to be incurred by Brown and Caldwell for the completion of these tasks in accordance with Professional Services Method “A” – Hourly Rate, for a fee not to exceed Two Hundred Seventy-Five Thousand Seven Hundred SeventyDollars ($275,770.00). Rates used for Method “A” are from the 2019 Agreement for Professional Services entered into on the 27th day of June, 2019. 5. SCHEDULE: The project construction will depend on Contractor’s timeline. The Contractor will provide a project schedule at the beginning of construction. Per section four of the specifications, the Contractor has 330 days to complete the project. Additional time will be utilized for coordination and meetings taking place prior to the pre-construction meeting. 6. STAFF ASSIGNMENT: Brown and Caldwell: Todd Bosso, PE – Managing Engineer Phil Walker, PE – Project Manager, EOR Abby Brown, EI – Field Representative / Project Engineer Adarsh Shah, PE – Structural EOR Rhona Gonzalez – Project Analyst I CONSULTANT SUPPLEMENTAL 2 WORK ORDER MS WRF Process Control Gates Repairs (FDEP) Brown and Caldwell 18-0047-UT City of Clearwater Consultant Work Order Page 6 of 8 Revised: 10/27/2021 City of Clearwater: Duy Nguyen, EI - Project Manager Ryan Alexander – Public Utilities Site Representative (Chief Operator) Travis Teuber – Public Utilities Liaison (Assistant WET Manager) Christina Goodrich – Public Utilities Manager (WET Manager) Michael Flanigan - Public Utilities Assistant Director Jeremy J. Brown, PE - Engineering Manager, Utilities Richard G. Gardner, PE - Public Utilities Director 7. CORRESPONDENCE/REPORTING PROCEDURES: Consultant’s project correspondence shall be directed to Consultant’s Project Manager. All City project correspondence shall be directed to the Project Manager, with copies to the Utilities Engineering Manager, Public Utilities Director, and Public Utilities Assistant Director. Consultant shall provide a minimum of forty-eight (48) hours’ notice prior to conducting fieldwork/site visits. Consultant shall provide a minimum of seven (7) days notification for site visits requiring the assistance of City Operations and Maintenance personnel. Consultant acknowledges that all City directives shall be provided by the City Project Manager. A health and safety plan must be submitted and approved by the Project Manager prior to conducting any fieldwork/site visits. In addition to the original copies delivered as stated in the scope of work, all project deliverables will be submitted in electronic format on CD or other City approved device prior to approval of final invoice. 8. INVOICING/FUNDING PROCEDURES: City Invoicing Code: 3217321-530100-96213 For work performed, invoices shall be submitted monthly to: ATTN ACCOUNTANT CITY OF CLEARWATER, ENGINEERING DEPARTMENT PO BOX 4748 CLEARWATER, FLORIDA 33758-4748 Contingency services will be billed as incurred only after written authorization provided by the City to proceed with those services. CONSULTANT SUPPLEMENTAL 2 WORK ORDER MS WRF Process Control Gates Repairs (FDEP) Brown and Caldwell 18-0047-UT City of Clearwater Consultant Work Order Page 7 of 8 Revised: 10/27/2021 9. INVOICING PROCEDURES: At a minimum, in addition to the invoice amount(s) the following information shall be provided on all invoices submitted on the Work Order: 1. Purchase Order, Project and Invoice Numbers and Contract Amount. 2. The time period (begin and end date) covered by the invoice. 3. A short narrative summary of activities completed in the time period. 4. Contract billing method – Lump Sum or Hourly Rate. 5. If Lump Sum, the percent completion, amount due, previous amount earned and total earned to date for all tasks (direct costs, if any, shall be included in lump sum amount). 6. If Hourly Rate, hours, hourly rates, names of individuals being billed, amount due, previous amount earned, the percent completion, total earned to date for each task and other direct costs (receipts will be required for any single item with a cost of $50 or greater or cumulative monthly expenses greater than $100). 7. If the Work Order is funded by multiple funding codes, an itemization of tasks and invoice amounts by funding code. 10. CONSIDERATIONS: Consultant acknowledges the following: 1. The Consultant named above is required to comply with Section 119.0701, Florida Statutes, where applicable. 2. All City directives shall be provided by the City Project Manager. 3. “Alternate equals” shall not be approved until City Project Manager agrees. 4. All submittals must be accompanied by evidence each has been internally checked for QA/QC before providing to City. 5. Consultants/Contractors are not permitted to use City-owned equipment (i.e. sampling equipment, etc.). 6. Documents posted on City website must ADA accessible. 11. ADDITIONAL CONSIDERATIONS: All work orders should include considerations for the following: 1. Sea Level Rise and Flood Resilience, as applicable. 2. Submittal of a Critical Path Method (CPM) Schedule(s). 3. Submittal of a Project Catalog with the following items, as appropriate: a. Data requests, assumptions, critical correspondence, meeting agenda, sign-in sheets, meeting minutes, document comment-response log(s), technical memorandum/reports, addenda, progress reports, regulatory correspondence, and other project-related documents. ATTACHMENT “A” CONSULTANT WORK ORDER – PROJECT FEES TABLE MS WRF Process Control Gates Repairs (FDEP) Brown and Caldwell 18-0047-UT City of Clearwater Consultant Work Order Page 1 of 2 Revised: 10/27/2021 CONSULTANT SUPPLEMENTAL WORK ORDER 2 PROJECT FEES TABLE Task Description Subconsultant Services Labor Total 100 Pre-Design (Completed per Initial Work Order) 101 Project Management $0 $0 $0 102 Progress Report and Invoices $0 $0 $0 103 Project Coordination $0 $0 $0 104 Meetings $0 $0 $0 Pre-Design Phase Total: $0 200 Final Design Phase (Completed per Initial Work Order and Supplemental Work Order 1) 201 30% Design $0 $0 $0 202 60% Design $0 $0 $0 203 90% Design $0 $0 $0 204 Final Design $0 $0 $0 205 FDEP Response Letter $0 $0 $0 206 Contingency $0 $0 $0 207 Contingency $0 $0 Final Design Phase Total: $0 300 Bidding Phase (Completed per Initial Work Order and Supplemental Work Order 1) 301 Pre-Bid Meeting $0 $0 $0 302 Addenda $0 $0 $0 303 Conformed Documents $0 $0 $0 304 Recommendation $0 $0 $0 Bidding Phase Total: $0 400 Construction Management Phase 401 Construction Mng, Field Health & Safety, and Quality Mng Plan $0 $2,495 $2,495 402 Progress Report Invoices $0 $7,700 $7,700 403 Project Coordination $0 $13,275 $13,275 Construction Management Phase Total $23,470 500 Construction Services 501 Field Activities $0 $120,800 $120,800 ATTACHMENT “A” CONSULTANT WORK ORDER – PROJECT FEES TABLE MS WRF Process Control Gates Repairs (FDEP) Brown and Caldwell 18-0047-UT City of Clearwater Consultant Work Order Page 2 of 2 Revised: 10/27/2021 502 RFIs and Submittals $0 $32,990 $32,990 503 Progress Meetings $0 $15,075 $15,075 504 Change Orders $0 $6,825 $6,825 505 Pay Application Review $0 $9,690 $9,690 506 Record Drawings $0 $17,070 $17,070 507 Substantial and Final Completion Walkthrough $0 $5,550 $5,550 508 Project Catalog $0 $4,680 $4,680 509 QAQC $0 $10,590 $10,590 510 Estimate for Demolished Equipment $0 $3,960 $3,960 Construction Services Total $227,230 Subtotal $250,700 600 Contingency 601 Contingency (10%) $0 $0 $25,070 SUBTOTAL, LABOR AND SUB-CONTRACTORS: 6.0 Permit Fees $0 7.0 Other Direct Costs (prints, photocopies, postage, etc.) (Not applicable to lump sum Work Orders) $0 GRAND TOTAL: $275,770 ATTACHMENT “B” CONSULTANT WORK ORDER – CITY DELIVERABLES MS WRF Process Control Gates Repairs (FDEP) Brown and Caldwell 18-0047-UT City of Clearwater Consultant Work Order – City Deliverables Page 1 of 1 Revised: 2/8/2021 CONSULTANT WORK ORDER CITY DELIVERABLES 1. FORMAT: The design plans shall be compiled utilizing the following methods: 1. City of Clearwater CAD standards. 2. Datum: Horizontal and Vertical datum shall be referenced to North American Vertical Datum of 1988 (vertical) and North American Datum of 1983/90 (horizontal). The unit of measurement shall be the United States Foot. Any deviation from this datum will not be accepted unless reviewed by City of Clearwater Engineering/Geographic Technology Division. 1. DELIVERABLES: The design plans shall be produced on bond material, 24" x 36" at a scale of 1" = 20’ unless approved otherwise. Upon completion the consultant shall deliver all drawing files in digital format with all project data in Autodesk Civil 3D file format. NOTE: If approved deviation from Clearwater CAD standards are used the Consultant shall include all necessary information to aid in manipulating the drawings including either PCP, CTB file or pen schedule for plotting. The drawing file shall include only authorized fonts, shapes, line types or other attributes contained in the standard release of Autodesk, Inc. software. All block references and references contained within the drawing file shall be included. Please address any questions regarding format to Mr. Tom Mahony, at (727) 562-4762 or email address Tom.Mahony@myClearwater.com. All electronic files (including CAD and Specification files) must be delivered upon completion of project or with 100% plan submittal to City of Clearwater. 5405 Cypress Center Drive, Suite 250 Tampa, Florida 33609 Tel: 813.371.9400 Fax: 813.371.9399 www.brownandcaldwell.com May 6, 2022 Mr. Duy Nguyen Project Manager City of Clearwater 100 S. Myrtle Avenue Municipal Services Building, Suite #220 Clearwater, FL 33756-5520 Subject: Marshall St. WRF Process Control Gates Repairs Recommendation of Award Project No. 18-0047-UT Purchase Order No. 19000714 Dear Mr. Nguyen, The City of Clearwater (City) received and opened three (3) bids for the Marshall St. WRF Process Control Gates Repairs project from interested construction firms on April 27, 2022. Brown and Caldwell (BC) was contracted by the City to provide support during bidding and to provide a recommendation of award to the City for the lowest responsive bid. It is our understanding that the City has evaluated responsiveness for the bidders, prepared bid tabulation and concluded that the apparent low bidder is Poole & Kent Company of Florida (Poole & Kent), with a total bid of $3,161,578.20. The City determined that Poole & Kent’s bid was responsive and followed the Bid requirements as stated in the Contract Bid Documents. BC performed a review of Poole & Kent’s bid form, there were no apparent or mathematical errors. BC contacted three of the references provided by Poole & Kent and all references returned feedback that work was completed in a satisfactory manner on their concrete repair projects. Based on the City’s review of the responsiveness of the bid, references contacted, and BC’s review of the bid form with no apparent errors identified, Brown and Caldwell recommends the bid award to Poole & Kent for the above referenced project. Please contact me at (813) 371-9307 or by email at pwalker@brwncald.com should you have any questions. Very truly yours, Brown and Caldwell Phil Walker, PE Project Manager MS WRFProcess Control Gates Repairs18-0047-UT N BETTY LN H A R B O R D R ROLLEN RD OVERBROOKAVEDOUGLAS AVE HOLT AVE MARSHALL ST ENGMAN ST N MARTIN LUTHER KING, JR. AVE FULTON AVE PINELAND DR RUSSELL ST PALM BLUFF ST FAIRBURN AVE SYLVAN DR SANDY LN CARLTON ST S T E V E N S O NDR CLAIRE DR OVERLEA ST TERRACE RD FAIRMONT ST N WASHINGTON AVE WEST AVE SPRINGDALE ST BROOK RD N MADISON AVE TAFT AVE NMISSOURIAVEDOUGLAS AVE N MADISON AVE ENGMAN ST FA IR MONT ST LASALLE ST LOCATION MAP ²Prepared by:Engineering DepartmentGeographic Technology Division100 S. Myrtle Ave, Clearwater, FL 33756Ph: (727)562-4750, Fax: (727)526-4755www.MyClearwater.com N.T.S.Scale: MS WRF Process Control Gates RepairsProject Number: 18-0047-UT Path: C:\Users\Christopher.Melone\City of Clearwater\Engineering Geographic Technology - Documents\GIS\Engineering\Location Maps\MS WRF Process Control Gates Repairs 18-0047-UT.mxd Page: 1 of 1DNReviewed By:CRMMap Gen By:04/29/2022Date:269BGrid #:10-29s-15eS-T-R: Legend MS WRF PROJECT AREAS Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0446 Agenda Date: 6/16/2022 Status: Consent AgendaVersion: 1 File Type: Action ItemIn Control: Fire Department Agenda Number: 7.5 SUBJECT/RECOMMENDATION: Appoint Dan Carpenter to a four-year term as a Trustee of the Clearwater Firefighters’ Supplemental Trust Fund in accordance with Sec. 175.061 of the Florida State Statutes. (consent) SUMMARY: The Clearwater Firefighters’ Supplemental Trust Fund is the recipient of monies obtained by the State of Florida from insurance companies doing business within the community. These monies are required to be administered by a Board of Trustees whose composition must consist of two legal residents of the city appointed by the City Council; two city firefighters elected by the firefighters; and a fifth member chosen by a majority of the other four members and submitted to the City Council for appointment. The Board of Trustees is solely responsible for administration of the trust fund. The state law allows trustees to succeed themselves as board members. This legal resident, City Council appointed seat will become open July 1, 2022. Mr. Carpenter has indicated his willingness to serve a four-year term. Mr. Carpenter is a legal city resident of Clearwater and was a co-owner of a retail business in Clearwater until spring 2010. He is the head of the Finance Department for Indian Rocks Beach. Additionally, he is a Certified Public Pension Trustee and a Certified Government Finance Officer. Mr. Carpenter worked 15 years for the City of Clearwater and holds a BS in Accounting. Once approved, Mr. Carpenter will serve a four-year term, which will be effective July 1, 2022 through June 30, 2026. APPROPRIATION CODE AND AMOUNT: N/A USE OF RESERVE FUNDS: N/A Page 1 City of Clearwater Printed on 6/14/2022 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0512 Agenda Date: 6/16/2022 Status: Consent AgendaVersion: 1 File Type: Action ItemIn Control: Fire Department Agenda Number: 7.6 SUBJECT/RECOMMENDATION: Ratify and confirm a Purchase Order to Ten-8 Fire Equipment Inc., of Bradenton, FL, for the additional purchase of one new Pierce Heavy Duty Velocity Pumper in an amount of $773,138.00 in accordance with Clearwater Code of Ordinances Section 2.563(1)(k), Emergencies; declare G2611 surplus, effective upon receipt of the purchased vehicle, and authorize for disposal at auction or trade-in, whichever is in the best interest of the City, in accordance with Clearwater Code of Ordinances Section 2.623(7)(c), public auction, or (e), trade-in, and authorize the appropriate officials to execute same. (consent) SUMMARY: Clearwater Fire and Rescue (CFR) is requesting ratification of the purchase of one additional heavy duty frontline pumper (engine) to replace Engine 50 (G3964), in the amount of $620,585.00, Florida Sheriff’s Association, Contract FSA20-VEF14.02, Fire Rescue Vehicles and Other Equipment valid through March 31, 2023 (piggyback contract). The purchase is for the base model with additional options added which total $152,553.00 ($191,460.00 less $38,907.00 FSA and Dealer discounts). The purchase of these additional options is exempt from competitive bidding (impractical) due to a delay in receipt of the vehicle, possible warranty being voided, and manufacturer delay in receiving parts if purchased from a different vendor. All optional pricing is vetted through the FSA contract and are priced below Manufacturer Suggested Retail Price (MSRP). Engine 50 (G3964), purchased in 2013, will move to the reserve fleet to maintain required reserve units and surplus (G2611) purchased in 2001. On January 20, 2022, Council authorized the purchase of one new Pierce Heavy Duty Velocity Pumper to replace Engine 48 (G3864) in an amount of $718,190.00. Due to supply chain issues as well as the ongoing price increases across the commodity market, an increase of 7% was imposed from the initial base model with another 7.5% increase to go into effective on May 1, 2022. The City Manager approved this emergency purchase in April 2022 to avoid the May 1, 2022 7.5% increase. This emergency purchase was authorized due to a threat existing to other interests (public funds) of the City. With this purchase, the total amount for the two fire engines will be $1,491,328.00. CFR performs fire and rescue and emergency medical services (EMS) under a contract with Pinellas County. This purchase was included in the approved six-year capital improvement plan planned for purchase in fiscal year 2022/23 project 91218, Fire Engine Replacement, to be funded with Penny for Pinellas revenues and Pinellas County Fire tax reimbursement of approximately 11.3% of purchase price. The current build out for this engine is estimated at 16 months which results in delivery and payment in fiscal year 2022/23 when funds are planned to Page 1 City of Clearwater Printed on 6/14/2022 File Number: ID#22-0512 be available. No funding is required at this time. Estimated annual operating costs in the department’s annual operating budget include fuel and routine garage charges for operating the new vehicle. Garage charges on the new vehicle are expected to be less than the replaced vehicle. APPROPRIATION CODE AND AMOUNT: Funds for this purchase are planned for fiscal year 2022/23 allocating Penny for Pinellas funds and County Fire Tax reimbursement in capital improvement project 91218, Fire Engine. USE OF RESERVE FUNDS: NA Page 2 City of Clearwater Printed on 6/14/2022 Equipment Proposal Pierce Proposal # 861 This Equipment Proposal (the "Proposal") has been prepared by Ten-8 Fire & Safety, LLC ("Company") in response to the undersigned Customer's request for a proposal. This Proposal is comprised of the special terms set forth below, the Proposal Option List, Warranty, and Company's Purchasing Terms and Conditions. Through its signature below or other Acceptance (as defined below), Customer acknowledges having received, read and being bound by this Proposal, all attachments and Company's Purchasing Terms and Conditions. Date: March 18, 2022 ("Proposal Date") Customer: Clearwater Fire Rescue ("Customer") Customer Address: 1140 Court Street, Clearwater, FL 33756 Qty Product Description & Options Price 1 One (1) Heavy Duty Pierce Pumper Base FSA Contract# FSA20-VEF14.02 Spec#8 $620,585.00 1 Options Selected per "Proposal Option List #827 $191,460.00 1 6% option discount per Florida Sheriffs Contract #FSA20-VEF14.02 ($11,487.00) 1 Additional Manufacturer and Dealer Discount ($27,420.00) Purchase Price: $773,138.00 Delivery Timing: The Product described above in the Product Description and Options Section of this document will be built by and shipped from the manufacturer approximately 24 (months) after Company receives Customer's acceptance of this Proposal as defmed below. Other: *Due to the current inflationary environment, a 7.5% inflation Increase will take effect 5/1/2022, no pricing extensions are able to be !!:ranted. Unless accepted within 30 days from date of proposal, the right is reserved to withdraw this proposal. ACCEPTANCE OF THIS PROPOSAL CREATES AN ENFORCEABLE BINDING AGREEMENT BETWEEN COMPANY AND CUSTOMER. "ACCEPTANCE" MEANS THAT CUSTOMER DELIVERS TO COMPANY: (A) A PROPOSAL SIGNED BY AN AUTHORIZED REPRESENTATIVE, OR (B) A PURCHASE ORDER INCORPORATING THIS PROPOSAL, WHICH IS DULY APPROVED, TO THE EXTENT APPLICABLE, BY CUSTOMER'S GOVERNING BOARD. ACCEPTANCE OF THIS PROPOSAL IS EXPRESSLY LIMITED TO THE TERMS CONTAINED IN THIS PROPOSAL AND COMPANY'S PURCHASING TERMS AND CONDITIONS. ANY ADDITIONAL OR DIFFERENT TERMS, WHETHER CONTAINED IN CUSTOMER'S FORMS OR OTHERWISE PRESENTED BY CUSTOMER AT ANY TIME, ARE HEREBY REJECTED. INTENDING TO CREATE A BINDING AGREEMENT, Customer and Company have each caused this Proposal to be executed by their duly authorized representatives as of date of the last signature below. Customer: Clearwater Fire Rescue By: .1' tbt 7. ~ ~ Title: City Manager Print: _ ___::J:..::o;;..n:...;J::.:e::.:n.:..:.n.:..:.in:..:.go:z.s=-------- Date: 04/28/2022 ---------------- Ton~ Fi,~f:;LC By:~~ Title: Authorized Sales Representative Print: Dustin Bouwer Date: 3/18/2022 EXHIBIT A PROPOSAL OPTION LIST EXHIBIT B WARRANTY EXHIBITC PURCHASfNG TERMS AND CONDITIONS PURCHASING TERMS AND CONDITIONS {Florida) These Purchasing Terms and Conditions, together with the Equipment Proposal and all attachments (collectively, the "Agreement") are entered into by and between Ten-8 Fire & Safety, LLC, a Florida company ("Company") and Customer (as defined in Ten-8 Fire & Safety LLC's Equipment Proposal document) and is effective as of the date specified in Section 3 of these Purchasing Terms and Conditions. Both Company and Customer may be referred throughout this document individually as a "party" or collectively as the "parties." 1. Definitions. a. "Acceptance" has the same meaning set forth in Company's Equipment Proposal. b. "Company's Equipment Proposal" means the Equipment Proposal provided by Company and prepared in response to Customer's request for proposal for a fire apparatus, associated equipment or an ambulance. c. "Cooperative Purchasing Contract'' means an Agreement between Company and a public authority, including without limitation, a department, division, agency of a municipal, county or state government ("Public Authority"), that adopts or participates in an existing agreement between Company and another non- party customer (including, but not limited to such non-party customer's equipment proposal, its applicable exhibits, attachments and purchasing terms and conditions), often referred to as a "piggyback arrangement," which is expressly agreed to, in writing, by Company. Company has sole discretion to determine whether it will agree to such a Cooperative Purchasing Contract. d. "Delivery" means when Company delivers physical possession of the Product to Customer. e. "Manufacturer" means the Manufacturer of any Product. f. "Prepayment Discount" means the prepayment discounts, if any, specified in Company's Equipment Proposal. g. "Product" means the fire apparatus and any associated equipment, or ambulance manufactured or furnished for Customer by Company pursuant to the Specifications. h. "Purchasing Terms and Conditions" means these Purchasing Terms and Conditions; however, if the Company's Equipment Proposal or the Customer's related Purchase Order states that it is governed by a Cooperative Purchasing Agreement, "Purchasing Terms and Conditions" shall mean those terms and conditions set forth in the applicable Cooperative Purchasing Agreement. i. "Specifications" means the general specifications, technical specifications, training, and testing requirements for the Product contained in Company's Equipment Proposal and its Exhibit A (Proposal Option List or for ambulance sales, the Quotation, or Order Form, as applicable), prepared in response to Customer's request for such a proposal. 2. Purpose. This Agreement sets forth the terms and conditions of Company's sale of the Product to Customer. 3. Term of Agreement. This Agreement will become effective on the date of Acceptance as defmed in Company's Equipment Proposal ("Effective Date") and, unless earlier terminated pursuant to the terms of this Agreement, it will terminate upon Delivery and payment in full of the Purchase Price. 4. Purchase and Payment. Customer agrees to pay Company the Purchase Price for the Product(s) as set forth in Company's Equipment Proposal ("Purchase Price"). The Purchase Price is in U.S. dollars. Where Customer opts for a Prepayment Discount that specifies that Customer will tender one or more prepayments to Company, Customer must provide each prepayment within the time frame specified in the Equipment Proposal in order to receive the Prepayment Discount for that prepayment installment. 5. Representations and Warranties. Customer hereby represents and warrants to Company that the purchase of the Product(s) has been approved by Customer in accordance with applicable general laws and, as applicable, Customer's charter, ordinances and other governing documents, and funding for the purchase has been duly budgeted and appropriated. 6. Cancellation!ferrnination. a. Fire Equipment and Apparatus Sales. In the event this Agreement is cancelled or terminated by Customer before completion, Company may charge Customer a cancellation fee. The following charge schedule is based on costs incurred by Manufacturer and Company for the Product, which may be applied and charged to Customer: (a) 12% of the Purchase Price after the order for the Product(s) is accepted and entered into Manufacturer's system by Company; (b) 22% of the Purchase Price after completion of approval drawings by Customer, and; (c) 32% of the Purchase Price upon any material requisition made by the Manufacturer for the Product. The cancellation fee will increase in excess of (c) in this Section 6, accordingly, as additional costs are incurred by Manufacturer and Company as the order progresses through engineering and into the manufacturing process. b. Ambulance Sales. This Section 6 for Cancellation/Termination does not apply to Ambulance Sales. An order for an ambulance cannot be cancelled or terminated once Company receives and processes Customer's Acceptance of Company's Equipment Proposal. 7. Delivery. The Product is scheduled to be delivered as specified in the Delivery Timing section of the Equipment Proposal ("Delivery Timing"), which will be F.O.B. Company's facility. The Delivery Timing is an estimate, and Company is not bound to such date unless it otherwise agrees in writing. Company is not responsible for Delivery delays caused by or as the result of actions, omissions or conduct of the Manufacturer, its employees, affiliates, suppliers, contractors, and carriers. All right, title and interest in and to the Product, and risk of loss, shall pass to Customer upon Delivery of the Product(s) to Customer. 8. Standard Warranty. The manufacturer warranties applicable to thjs Agreement, if any, are attached to Company's Equipment Proposal as Exhibit A and are incorporated herein as part of the Agreement. a. Disclaimer. EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT, COMPANY, INCLUDING ITS PARENT COMPANY, AFFILIATES, SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS OR REPRESENTATIVES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IM PLIED, WITH RESPECT TO THE PRODUCTS PROVIDED UNDER THIS AGREEMENT, WHETHER ORAL OR WRITTEN, EXPRESS, IMPLIED OR STATUTORY. WITHOUT LIMITING THE FOREGOING DISCLAIMER, ANY iMPLIED WARRANTY OR CONDITION OF MERCHANT ABILITY, IMPLIED WARRANTY AGAINST INFRINGEMENT, AND IMPLIED WARRANTY OR CONDITION OF FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY EXCLUDED AND DISCLAIMED. STATEMENTS MADE BY SALES REPRESENTATIVES OR IN PROMOTIONAL MATERIALS DO NOT CONSTITUTE WARRANTIES. 9. Limitation of Liability. COMPANY WILL NOT BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, ECONOMIC, PUNITIVE, SPECIAL OR EXEMPLARY DAMAGES ARISING FROM OR LN ANY WAY CONNECTED WITH THIS AGREEMENT WITHOUT REGARD TO THE NATURE OF TilE CLAIM OR THE UNDERLYING THEORY OR CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, EQUITY OR ANY OTHER THEORY OF LAW) ON WHICH SUCH DAMAGES ARE BASED. COMPANY'S LIMIT OF LIABILITY UNDER THJS AGREEMENT SHALL BE CAPPED AT THE TOTAL AMOUNT OF THE MONIES PAID BY CUSTOMER TO COMPANY UNDER THIS AGREEMENT. I 0. Force Majeure. Company shall not be responsible nor deemed to be in default on account of delays in performance due to causes which are beyond Company's control which make Company's performance impracticable, including but not Limited to civil wars, insurrections, strikes, riots, fires, storms, floods, other acts of nature, explosions, earthquakes, accidents, including transportation or delivery losses outside of Company's control, any act of government, delays in transportation, inability to obtain necessary labor supplies or manufacturing facilities, allocation regulations or orders affecting materials, equipment, faci lities or completed products, failure to obtain any required license or certificates, acts of God or the public enemy or terrorism, failure of transportation, epidemics, quarantine restrictions, failure of vendors (due to causes similar to those within the scope of this clause) to perform their contracts or Labor troubles causing cessation, slowdown, or interruption of work. 11. Customer's Obligations. Customer shall provide its timely and best efforts to cooperate with Company and Manufacturer during the manufacturing process to create the Product. Reasonable and timely cooperation includes, without limitation, Customer's providing timely information in response to a request from Manufacturer or Company and Customer's participation in traveling to Manufacturer's facility for inspections and approval of the Product. 12. Default. The occurrence of one or more of the following shall constitute a default under this Agreement: (a) Customer's failure to pay any amounts due under this Agreement or Customer's failure to perform any of its obligations under this Agreement; (b) Company's failure to perform any of its obligations under this Agreement; (c) either party becoming insolvent or becoming subject to bankruptcy or insolvency proceedings; (d) any representation made by either party to induce the other to enter into this Agreement, which is false in any material respect; (e) an action by Customer to dissolve, merge, consolidate or transfer a substantial portion of its property to another entity; or (t) a default or breach by Customer under any other contract or agreement with Company. 13. Manufacturer's Statement of Origin. Company shall retain possession of the manufacturer's statement of origin ("MSO") for the Product until the entire Purchase Price has been paid. lf more than one Product is covered by this Agreement, Company shall retain the MSO for each individual Product until the Purchase Price for that Product has been paid in full. 14. Arbitration. Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The Arbitration shall take place in Bradenton, Florida. 15. Miscellaneous. The relationship of the parties established under this Agreement is that of independent contractors and neither party is a partner, employee, agent, or joint venture of or with the other. Neither party may assign its rights and obligations under this Agreement without the prior written approval of the other party. This Agreement and all transactions between Ten-8 Fire & Safety, LLC will be governed by and construed in accordance with the laws of the State of Florida. The delivery of signatures to this Agreement may be via facsimile transmission or other electronic means and shall be binding as original signatures. This Agreement shall constitute the entire agreement and supersede any prior agreement between the parties concerning the subject matter of this Agreement. This Agreement may only be modified by an amendment, in writing, signed by duly authorized representatives of both parties with authority to sign such amendments to this Agreement. In the event of a conflict between the Ten-8 Proposal and these Terms and Conditions, the Ten-8 Proposal shall control except in the case of a Cooperative Purchasing Contract as set forth in Section !(c) and (h) of these Purchasing Terms and Conditions. If any term of this Agreement is determined to be invalid or unenforceable by a competent legal authority, such term will be either reformed or deleted, as the case may be, but only to the extent necessary to comply with the applicable law, regulation, order or rule, and the remaining provisions of the Agreement will remain in full force and effect. Clearwater FD Option List Options Option: Liquid Spring Suspension (Front: 110lbs, Rear: 150lbs) $9,600.00 Add Extended Cab $2,500 Chrome Flanges for 9 x 7 (per light) $285.00 Chrome Flanges for 7 x 3 or 6 x 4 Lights $75.00 Additional 500 LED, R, B or A $160.00 Upgrade 900 to M9 LED, R $320.00 Upgrade 900 to M9, Amber, Blue, R/B, R/A $40.00 Upgrade 900 to M9, All or 1/2 Clear $50.00 Additional M9, Red $2,200.00 Additional M9, B, A, R/B, R/A) $300.00 Additional M6 LED, R, B or A $840.00 Add Any Light to Interior of Door (Add to Light Price) $120.00 Pioneer Single w/Flange, Upgrade PCPSM1C $600.00 Pioneer Spot & Flood w/Flange, Upgrade PCPSM2C $2,410.00 Upgrade Brake/Tail to M6 (Pair) $50.00 Upgrade Turn to M6 (Pair) $90.00 Upgrade Reverse to M6 (Pair) $100.00 295 HFS2 Remote Head $175.00 Whelen Howler (Only Available w/ Whelen Siren) $1,020.00 Buell Dual Air Horns Mounted Under Front Bumper $1,850.00 LED Running Board Lights $450.00 Zico LED Under Body Lights (Per Pair) $870.00 Additional LED Compartment Light to LED $125.00 Mount brake/reverse in lower kickplate $50.00 Vanner Inverter / Conditioner w/ Remote Switch, Model 20-1050-CUL $1,575.00 Additional (3rd) Matching Battery (Requires Ordering Exterior Battery Compartment $380.00 Upgrade to Kussmaul Auto Eject Shoreline Plug, 20 Amp $375.00 Power Door Lock Control Head $360.00 Power Door Lock Per Door $840.00 Whelen Round LED Domelights w/Chrome Flange (Upgrade per Lt) $120.00 Extra Switch & Pre-Wire (Separate From V-MUX System) $125.00 Antenna Pre-Wire, (additional per Pre-Wire) $80.00 Pre-Wire & Ground for Radio, (additional per Pre-Wire) $100.00 Auxiliary Condenser $1,185.00 Upcharge to Install Condensor on Front of Module $525.00 Go-Light Wireless Remote Control Roof Mount LED Spotlight, White $725.00 Park override with reset switch in front console to deactivate Opticom and forward $175.00 Horn/siren/air horn 3-position switch $125.00 Air horn foot switch passenger cab floor $85.00 Tie modular locks to chassis locks $100.00 add 1 1/2" conduit from cab to modular box $300.00 NOTE: E10 Refence J2437 Lealman; 3rd battery on tray at bottom of ALS $400.00 Move shoreline to front of box $50.00 O2 Regulator for "M" Tank $140.00 O2 Flow Meter /Tube-Type $180.00 Zico Portable O2 Bracket QRD2 $600.00 "M" tank mounted in Squad Bench Zico QR-M $450.00 6-Point Seat Belt, Per Position Note: Specify Color (If no color is chosen, black will be provided: Black____X___ Orange_______ Red_______ Yellow_______$1,470.00 Radio/Notebook Cabinet in Cab (Standard Design) (Standard in T-I's)$275.00 Cabinet Over Squad Bench, (Requires 43" Between Bench Cushion & Cabinet) (Standard in 2168)$300.00 Interior Access to Exterior Compartment $375.00 Track-Type Adjustable Shelves in Interior Cabinets, (per shelf) $75.00 Additional Adjustable Shelf & Light in ALS $125.00 Glove Storage Over Side Entry Door (one over CPR seat) $750.00 Café Double Doors, (Warrior) $200.00 Southco Stainless Steel Latches, (per Latch) $390.00 Drawer for General Storage $1,050.00 A-Bar w/Sharps & Waste @ Head of Squad Bench, SS Removable (Warrior Models Only) This Bar shall be treated with Agion Anit-Bacterial Coating $675.00 Custom Headroom. Fill in Height ____72"____ $650.00 Move exhaust vent to right side $75.00 Compartment Over Wheel Well w/ Rollout Drawer $1,225.00 Change Exterior Compartment Size $700.00 Double Door on Exterior Compartment ILO Single Door $950.00 Dry Deck All Compartments $610.00 Adjustable Shelving Unit in Exterior Compartment w/One Shelf 30"-48" wide $410.00 Additional Shelf in Exterior Compartment 30"-48" wide $520.00 Aluminum Backboard Divider $390.00 SCBA reinforcement back of #4 & #1 $300.00 NOTE: #2 KEYED DIFFERENTLY THAN OTHER COMPARTMENTS $240.00 Full-width fixed shelf for #1, shipped loose $50.00 C-channel in #4 $115.00 Grip Strut Inserts in Running Boards $350.00 1pr. Rubber Mud Flaps for Front Wheels $100.00 Fire Extinguisher, 5lb $85.00 Paint Cab (Door jams included) $4,806.00 Red Paint Color, (Additional Materials Cost) $570.00 Wet Sand & Buff $2,970.00 Paint roof white, not visable from ground $600.00 Total Options $54,676.00 FSA F550 Super Warrior item #110 $167,352 Fin Rebate ($5,778) Graphics Sun Coast 3600 Total Price $219,850.00 Bid Number: Job Number: Number of Units: Bid Date: Stock Number: Price Level: Lane: Option Qty 0010012 1 0661794 1 0584456 1 0584452 1 0588609 1 0520877 1 0788859 1 0610784 1 0533347 1 0588611 1 0661778 1 0620357 1 0537375 1 0030006 1 0540326 1 0000007 1 0002928 1 0597598 1 0000110 1 0000070 1 0000203 1 0020018 1 0508848 1 0030264 1 0087572 1 0000322 1 0582936 1 0019575 1 0530464 1 0544253 1 0122076 1 0000485 1 0585004 1 0654750 1 0568081 1 0620570 1 0002045 1 0544802 1 0544806 1 0010670 1 0030185 1 0000730 1 0020784 1 0000785 1 0568012 1 0000790 1 45 Air Dryer, Wabco System Saver 1200, Heater, 2010 0.00 46 Brake Lines, Nylon 0.00 43 Air Compressor, Brake, Cummins/Wabco 18.7 CFM 0.00 44 Brake Reservoirs, Three 0.00 41 Brakes, Knorr/Bendix 17", Disc, Front, TAK-4 0.00 42 Brakes, Meritor, Cam, Rear, 16.50 x 7.00" 0.00 Location, Wheel Chocks - Left Side Rear Tire, Forward and Rearward 40 ABS Wabco Brake System, Single rear axle 0.00 Qty, Pair - 01 39 Mounting Brackets, Chocks, SAC-44-E, Folding, Horizontal 470.63 Qty, Pair - 01 37 Mud Flap, Front and Rear, Pierce Logo 0.00 38 Chocks, Wheel, SAC-44-E, Folding 673.61 35 Tire Balancing, Counteract Beads 0.00 36 Tire Pressure Monitoring, RealWheels, AirSecure, Valve Cap, Single Axle 0.00 Qty, Tire Pressure Ind - 6 33 Tires, Rear, Goodyear, G289 WHA, 315/80R22.50, 20 ply, Single 826.00 34 Wheels, Rear, Alcoa-Accuride, 22.50" x 9.00", Aluminum-Steel, Hub Pilot, Single 0.00 31 Suspen, Rear, Standens, Spring, 24,000 lb, Imp/Vel 0.00 32 Oil Seals, Rear Axle 0.00 29 Axle, Rear, Meritor RS24-160, 24,000 lb, Imp/Vel/Dash CF 1,929.24 30 Top Speed of Vehicle, 68 MPH 0.00 27 Tires, Front, Goodyear, G289 WHA, 315/80R22.50, 20 ply 3,127.31 28 Wheels, Front, Alcoa, 22.50" x 9.00", Aluminum, Hub Pilot 0.00 25 Shock Absorbers, KONI, TAK-4, Qtm/AXT/Imp/Vel/DCF/Enf 0.00 26 Oil Seals, Front Axle 0.00 23 Axle, Front, Oshkosh TAK-4, Non Drive, 19,500 lb, Imp/Vel 20,925.00 24 Suspension, Front TAK-4, 19,500 lb, Qtm/AXT/Imp/Vel/Dash CF/Enf 0.00 21 Frame Rails, 13.38 x 3.50 x .375, Qtm/AXT/Imp/Vel/DCF 0.00 22 Frame Liner Not Req'd 0.00 20 GVW Rating 0.00 GVW rating - 43500 18 Velocity Chassis (Med Block), 2010 4,441.00 19 Wheelbase 0.00 Wheelbase - 184.50 inches 16 Approval Drawing 0.00 17 Electrical Diagrams 0.00 14 Bid Bond Not Requested 0.00 15 Performance Bond, Not Requested 0.00 12 Consortium, Florida Sheriff's 0.00 13 Unit of Measure, US Gallons 0.00 10 Vehicle Certification, Pumper 0.00 11 Agency, Apparatus Certification, Pumper/Tanker, U.L. 0.00 8 Comply NFPA 1901 Changes Effective Jan 1, 2016, With Exceptions 0.00 9 Pumper/Pumper with Aerial Device Fire Apparatus 0.00 7 SP Fast Track Template Truck 0.00 Fill in Blank - Booked with 495 options and 33 sps 5 Vehicle Destination, US 0.00 6 Comparison Report Required 0.00 Fill in Blank - 33243 3 Manufacture Location, Appleton, Wisconsin 0.00 4 RFP Location: Appleton, Wisconsin 0.00 1 No Boiler Plates requested 0.00 2 Single Source Compliance 0.00 Line Type Option Description Price Body: Pumper, Medium, Aluminum, 2nd Gen 41 (Current: 41) Chassis:Velocity Chassis (Med Block), 2010 Requirements Manager: Description: Clearwater FY24 Vel Pumper Representative Bouwer, Dustin Organization:Ten-8 Fire & Safety, LLC Option List 3/17/2022 Customer:861 3/21/2022 12:38 PM Bid #: 861 Page 1 0000858 1 0012034 3 0615609 1 0736447 1 0001244 1 0687994 1 0552334 1 0123135 1 0794761 1 0769434 1 0632182 1 0787999 1 0722487 1 0788718 1 0051125 1 0001129 1 0692516 1 0723716 1 0582243 1 0699437 1 0698720 1 0642572 1 0625329 1 0684459 1 0090176 1 0683847 1 0001370 1 0669988 1 0001544 1 0509230 1 0690274 1 0524744 1 0616489 1 0728443 1 0760795 1 0728504 1 0510226 1 0522573 1 0698960 1 0668315 1 0602647 1 0677478 1 0122465 1 0123176 1 0752555 2 0029007 1 0002224 193 Scuffplates, S/S At Cab Door Jambs, 4-Door Cab 853.86 Material Trim/Scuffplate - c) S/S, Polished 92 SP Scuffplates, On Rear Corners of Cab 590.13 Material Trim/Scuffplate - c) S/S, Polished 91 Scuffplate, S/S, Striker Side, Cabinet Door(s), Each 314.40 Location - DS and PS EMS compartment exterior access doors Qty, - 02 89 Cab Lift, Elec/Hyd, Imp/Vel 0.00 90 Grille, Bright Finished, Front of Cab, Impel/Velocity 0.00 87 Engine Tunnel, ISL, Spray Insulation, Imp/Vel FR 129.41 88 Rear Wall, Exterior, Cab, Aluminum Treadplate 0.00 85 Coating, Top Flange, Front Bumper, Outside Exterior, Line-X Coating, Black 520.16 86 Cab, Velocity FR, 7010 Raised Roof 371.00 83 Lift & Tow Package, Imp/Vel, AXT, Dash CF 0.00 84 Tow Hooks Not Required, Due to Lift and Tow Package 0.00 82 SP Hose Restraint, Bumper Tray, 1" Nylon Webbing, Outboard Mounted, Fasteners 202.55 Type of fastener - 1" side release 81 SP Tray, Hose, Left, 15.5" Deep, 13.5" Wide, 17.5" Long, Radius Lip 1,056.39 Grating, Bumper extension - Grating, Rubber Capacity, Bumper Tray - 21) 150' of 1.75" Capacity, Bumper Tray - 20) 125' of 1.75" 80 SP Hose Restraint, Bumper Tray, 1" Nylon Webbing, Passenger Side Mount, Fasteners 78.00 Type of fastener - 1" side release 78 Bumper, 22" Extended, Steel, Painted, Imp/Vel 82.00 79 Tray, Hose, Center, 22" Bumper, Inside Air Horns, 13" Deep, Imp/Vel 0.00 Grating, Bumper extension - Grating, Rubber Text, Row (2) Two - Fire Text, Row (3) Three - Rescue 76 Steering Wheel, 4 Spoke without Controls 0.00 77 Logo/Emblem, on Dash 0.00 Text, Row (1) One - Clearwater 74 Steering, Sheppard M110 w/Tilt, TAK-4, Eaton Pump, w/Cooler 0.00 75 Not Required, Steering Assist Cylinder on Front Axle 0.00 72 Fluid, 3000 Series Transmission, TES-295 TranSynd synthetic, IPOS, Custom 378.43 73 Driveline, Spicer 1710 0.00 70 Transmission Oil Cooler, Modine, External 0.00 71 Mode, Downshift, Aggressive downshift to 3rd, w/engine brake, 5 speed 170.16 68 Trans, Allison 5th Gen, 3000 EVS P, w/Prognostics, Imp/Vel/DCF/SFR/Enf -13,861.00 69 Transmission, Shifter, 5-Spd, Push Button, 3000 EVS 0.00 66 Cooler, Chassis Fuel, Not Req'd. 0.00 67 Fuel Cap Retaining Chain With Holder 58.78 64 Fuel Priming Pump, Electronic, Automatic, Cummins, No Swt Req'd 0.00 65 Shutoff Valves, Fuel Line @ Primary Filter, Cummins 376.47 62 Lines, Fuel 0.00 63 DEF Tank, 4.5 Gallon, DS Fill, Rear of Axle, Common Door, Spring Flip Door 241.39 Door, Material & Finish, DEF Tank - Polished Stainless 61 Fuel Tank, 75 Gallon, Left Side Fill, Qtm/AXT/Vel/Imp/DCF/SFR/Enf 0.00 Finish - Painted, Chassis Frame Color 59 Cooling Hoses, Gates Silicone and Rubber Combination 0.00 60 Radiator Coolant, Peak Final Charge Global OAT, Red 675.96 57 Diffuser, Exhaust, Curved Down, Chrome, Medium Block 552.53 58 Radiator, Impel/Velocity 0.00 55 Exhaust System, 4", 2017 L9 Engine, Horizontal, Right Side 0.00 56 SP Exhaust, Modified 20 Degree - Flush With Rubrail, Approval Req'd 508.38 53 Clutch, Fan, Air Actuated, Horton Drive Master 0.00 54 Air Intake, w/Ember separator, Imp/Vel 0.00 51 High Idle w/Electronic Engine, Custom 0.00 52 Engine Brake, Jacobs Compression Brake, Cummins Engine 0.00 Switch, Engine Brake - e) ISC/ISM/ISL9/ISX Hi Med Lo 49 Fittings, Compression Type, Entire Apparatus, Single Rear Axle 1,701.74 50 Engine, Cummins L9, 450 hp, 1250 lb-ft, W/OBD, EPA 2021, Imp/Vel -30,405.00 48 Moisture Ejector, Manual, Remote Mounted 577.30 Location - Under LS3 Qty, Man. Moist Ejector - 3 47 Inlet/Outlet, Air, w/Disconnect Fitting 207.00 Location, Air Coupling(s) - a) DS Step Well Qty, Air Coupling (s) - 1 3/21/2022 12:38 PM Bid #: 861 Page 1 0527032 1 0015440 1 0559131 1 0667921 1 0655511 1 0667905 1 0667902 1 0606691 1 0770200 1 0892637 1 0002140 1 0592071 1 0568605 1 0012090 1 0509286 1 0558334 1 0775634 1 0123686 1 0773956 1 0748671 1 0667943 1 0509532 1 0741239 1 0639675 1 0567443 1 0002526 1 0122516 1 0583040 1 0622618 1 0697006 1 0696991 1 0002517 1 0754652 1 0102783 1 0752556 1 Material Finish, Shelf - Painted - Cab Interior Shelf/Tray, Cabinet - (2) Shelves, Adjustable, 0.75" Up-Turned Lip 128 Cabinet, Rear Facing, RS, 21.5 W x 40.5 H x 26.5 D, Roll, Ext Acc, Imp/Vel 2,462.00 Light, Short Cabinet - Pierce, Interior, Right Side Scuffplate, Material/Finish - S/S, Polished Louvers, Cabinet - 0-No Louvers 127 Not Required, Seat, Rr Facing C/C, Center 0.00 Door, Exterior Stop - Web Strap Door, Cab Interior Cabinet - Rollup, Gortite, Anodized, Locking #751 Shelf/Tray, Cabinet - (2) Shelves, Adjustable, 0.75" Up-Turned Lip Door, Cab Exterior Cabinet - Double Pan, Locking #751 Scuffplate, Material/Finish - S/S, Polished Material Finish, Shelf - Painted - Cab Interior 125 Not Required, Radio Compartment 0.00 126 Cabinet, Rear Facing, LS, 24 W x 40.5 H x 30.5 D, Roll, Ext Acc, Imp/Vel 2,512.00 Light, Short Cabinet - Pierce, Interior, Left Side 123 Seat, Driver, Pierce PS6, Premium, Air Ride, High Back, Frontal Impact 1,531.00 124 Seat, Officer, Pierce PS6, Premium, Air Ride, SCBA, Frontal Impact 1,503.00 121 Frontal Impact Protection 2,924.04 122 Seating Capacity, 5 Seats 0.00 120 Fluid Check Access, Imp/Vel 11.61 Latch, Door, Storage - Southco C2 Black Flush 118 Grab Handles, DS & PS Door Post & Passenger Dash panel, Imp/Vel 117.54 119 Light, Engine Compt, All Custom Chassis 0.00 117 Sun Visor, Smoked Lexan, AXT, Imp/Vel, Saber FR/Enforcer 0.00 Sun Visor Retention - No Retention HVAC System, Filter Access - Removable Panel Auxiliary Cab Heater - None 115 Floor, Rubber Padded Cab & Crew Cab, Imp/Vel, Dash CF 0.00 116 HVAC, Impel/Velocity FR, CARE 1,485.00 Paint Color, A/C Condenser - Painted White #10 114 Cab Interior, Paint Color, Impel/Velocity FR 0.00 Color, Cab Interior Paint - b) black 113 Cab Interior, Vinyl, Velocity FR, CARE 0.00 Color, Cab Interior Vinyl/Fabric - Endure Vinyl - Black 112 SP Work Surface, 3/16" Alum, Full Engine Tunnel, Upper 36.5, Lower Lip, Vel/Imp FR 953.13 Material Finish, Cab Interior - Painted Lip - 2.00" 110 SP Fasteners, S/S, Rain Drip, IATS 651.11 111 Drip Rail, Cab Roof, Impel/Velocity/Velocity SLT 354.41 108 Not Required, Windows Rear of Crew Cab, Imp/Vel 0.00 109 Not Required, Trim, Cab Rear Windows, No Rear Windows 0.00 106 Not Required, Interior Trim, No Cab Side Windows 0.00 107 Not Required, Windows, Front/Side of raised roof 0.00 104 Fenders, S/S on Cab 0.00 105 No Windows, Side of Crew Cab, Vel/Imp 178.00 103 Lights, Cab & Crw Cab Acs Stps, P25, LED w/Bezel, 1Lt Per Step 32.24 Color, Trim - Chrome Housing 102 Handrail, Exterior, Hansen, Knurled, Alum, LED Backlit, 4-Door Cab 1,000.37 Color, Handrail Light - Red Control, Handrail Light - Cab Switch and Parking Brake 101 Steps, 4-Door Cab, Dual, 2" Larger Middle and Bottom Steps, Imp/Vel 1,393.38 Light, Step, Additional - P25 LED 99 Storage Pockets w/ Elastic Cover, Recessed, Overhead, Impel/Velocity FR 0.00 100 Controls, Electric Windows, All Cab Doors, Impel/Velocity FR 0.00 Cab, Exterior Door Handle, Finish - 4-Door, Chrome/Black 98 Door Panel, Brushed Stainless Steel, Impel/Velocity 4-Door Cab 515.00 Finish, Mirror Head - Chrome 97 Door, Half-Height, Velocity FR 4-Door Cab, Raised Roof 0.00 Key Model, Cab Doors - 751 95 No Chrome Molding, On side of cab 0.00 96 Mirrors, Forward Mtd, Remote, Pierce One-Eleven, LED Turn Signal 1,514.00 Finish, Arm Cover - Chrome 94 Trim, S/S Band, Across Cab Face, Rect Lights, Velocity 0.00 Material Trim/Scuffplate - c) S/S, Polished Turnsignal Covers - No Covers Material Trim/Scuffplate - c) S/S, Polished 3/21/2022 12:38 PM Bid #: 861 Page 1 0740001 1 0649764 1 0739999 1 0651182 2 0566653 1 0543991 4 0690610 1 0734952 1 0678689 1 0603867 1 0604864 1 0627014 1 0602464 1 0647647 1 0631779 1 0727858 1 0602637 1 0554191 2 0568369 1 0509511 1 0543751 1 0509042 1 0611681 1 0555915 1 0583273 1 0548004 1 0560535 1 Location - PS EMS compartment. lower outboard wall 12vdc power from - Battery direct Wire termination - Butt Splice Location, Spare Wiring - Center Console and behind panel location #9 155 Wiring, Spare, 15 A 12V DC 4th 118.58 Qty, - 01 12vdc power from - Battery direct Wire termination - Butt Splice Location - behind panel #9 (wrap around console) 154 Wiring, Spare, 15 A 12V DC 1st 118.58 Qty, - 01 153 Wire, 18-ga. Spare, Dual Wire 1st 145.73 Qty, - 01 Location 2 - Behind driver's seat Location, Emerg Sw Pnls - Driver's Side Overhead 152 Wiper Control, 2-Speed with Intermittent, MUX, Impel/Velocity 254.02 150 Messages, Open Dr/DNMT, Color Dsply, 0.00 151 Switching, Cab, Membrane, Impel/Velocity/Quantum, Dash CF, AXT WiFi MUX 0.00 148 Air Restriction Indicator, Imp/Vel, AXT, Dash CF, Enf MUX 0.00 149 Light, Do Not Move Apparatus 68.00 Alarm, Do Not Move Truck - Pulsing Alarm Location, Lights - to be installed at final inspection. wiring location to be at either side of the rear engine tunnel147 Cab Instruments, Ivory Gauges, Chrome Bezels, Impel/Velocity 2010 0.00 145 Portable Hand Light, Provided by Fire Dept, Pumper NFPA 2016 Classification 0.00 146 Handlight, Streamlight, Fire Vulcan, 44451, C4 LED, Tail Lights, 12v, Orange 582.59 Qty, Lights - 02 12vdc power from - Battery switched Color, Trim - Black Housing 144 SP Light, Map, Sunnex SL9-200*25L LED Clear Lens, Swivel Joint, 25 Deg Optics 893.96 Location - over Officer left shoulder Qty, - 01 Control, Dome Lt Color - Lens Switch 143 Light, Map, Overhead, Round Halogen, AXT/Imp/Vel/Dash CF, Hawk EX 0.00 12vdc power from - Battery switched Color, Dome Lt Bzl - Black Control, Dome Lt White - Door Switches and Lens Switch 141 Helmet Storage, Provided by Fire Department, NFPA 2016 0.00 142 Lights, Dome, FRP Dual LED 4 Lts 0.00 Color, Dome Lt - Red & White 139 Seat Belt Height Adjustment, 5 Seats, Imp/Vel, Dash CF 295.48 140 Pick Not Required, Seat Belt Color Selected in Seat Belt Category 0.00 Qty, - 1 138 Seat Belt, ReadyReach 0.00 Seat Belt Color - Red Louvers, Cabinet - Louvers, Door 137 Compt, Enclose, Forward Facing Seat Riser, VEL/IMP/Qtm/SFR/Enf 424.33 Location - under center forward facing rear crew seat 136 Door, Access, Front, (2) Rear Facing Seat Risers, No Heater 370.33 Latch, Door, Storage - Southco C2 Black Raised Material Finish, Cab Interior - Black 135 Embroidery, Seats, Cab and Crew Cab 1,095.32 Qty, Seats Embroidery - 5 Seats 134 Bracket, Air Bottle, Hands-Free II, Cab Seats 3,633.33 Qty, - 04 133 Upholstery, Seats In Cab, Turnout Tuff 0.00 Color, Cab Interior Vinyl/Fabric - c) Black Qty, - 02 Material Trim/Scuffplate - b) S/S, Brushed 131 SP Seat, Forward Facing C/C, PS Outboard, Pierce PS6, Base, SCBA, 17" Btm, 3" Inbrd 1,550.63 132 Scuffplate, Cabinet, Interior Door Pan, Cab 327.75 Location - DS and PS EMS cabinets external doors 129 SP Seat, Forward Facing C/C, DS Outboard, Pierce PS6, Base, SCBA, 17" Btm, 3" Inbrd 1,550.63 130 Seat, Forward Facing C/C, Center, (1) Pierce PS6, Base, SCBA, 17" Btm 0.00 Door, Cab Interior Cabinet - Rollup, Gortite, Anodized, Locking #751 Louvers, Cabinet - 0-No Louvers Door, Cab Exterior Cabinet - Double Pan, Locking #751 Door, Exterior Stop - Web Strap 3/21/2022 12:38 PM Bid #: 861 Page 1 0790556 1 0548046 1 0547505 1 0743033 1 0615386 1 0734857 1 0606247 1 0692961 1 0665245 1 0616382 1 0694166 1 0653526 1 0511071 1 0615100 1 0730603 1 0079166 1 0008621 1 0123174 1 0579436 1 0012779 1 0531403 1 0016857 1 0026800 1 0647728 1 0676572 1 0532857 1 0627524 1 0092582 1 0783153 1 0648425 1 0620054 1 0648067 1 0627282 1188 Lights, Clearance/Marker/ID, Rear, FRP LED Bar & P25 LED 4Lts 0.00 186 Light, Directional/Marker, Intermediate, Weldon 9186-8580-29 LED 2lts 0.00 187 Lights, Clearance/Marker/ID, Front, Truck-Lite 35200Y LED 7 Lts 163.61 Light Guard - Without Guard 185 Light, Directional, Wln 600 Cmb, Cab Crn, Imp/Vel/AXT/Qtm/DCF 0.00 Color, Lens, LED's - m)match LED's 184 Headlights, Rect LED, JW Spkr Evo 2, AXT/DCF/Enf/Imp/Sab/Vel 2,130.83 Color, Headlight Bez - Chrome Bezel 183 Load Manager/Sequencer, MUX 0.00 Enable/Disable Hi-Idle - d)High Idle disable 181 SP Programming, Step Lights, Activated w/Prk Brk, IAT 157.77 182 SP Scene Light Switching, All Lights controlled by 1 switch cab,1 switch rear. 129.41 179 Alternator, 430 amp, Delco Remy 55SI 0.00 180 SP Switch, Rocker Style, Load Manager 125.72 Shoreline Connection - battery charger and cab receptacle 178 Shoreline Location 113.23 Location, Shoreline(s) - DS Extd Bumper 177 Shoreline, 20A 120V, Kussmaul Auto Eject, 091-55-20-120, Super 641.10 Qty, - 01 Color, Kussmaul Cover - b) red 175 Location, Charger, Cab In Seat Box, "All Custom Chassis" 258.33 176 Location, Bat Chrg Ind, Driver's Seat with Bracket 291.39 173 Battery Compartment, Imp/Vel 0.00 174 Charger, Sngl Sys, Kussmaul, 1200, 091-187-12-Remote, 40 Amp Bar Display 2,013.84 171 Batteries, (4) Exide Grp 31, 950 CCA ea, Threaded Stud 0.00 172 Battery System, Single Start, All Custom Chassis 0.00 169 Pierce Command Zone, Advanced Electronics & Control System, Diag LEDs, Vel, WiFi 2,501.38 170 Electrical System, Velocity ESP, Cummins, Paccar 0.00 168 Guard, 4-Way, Rear Vision Camera 143.62 Qty, - 01 Location - match previous Location 1 - Behind Driver's seat 167 Camera, Pierce, Driver Mux, Rear Camera Only 962.01 Camera System Audio - Speaker on Ceiling Behind Driver 166 Antenna Mount, Larsen NMOKHFUDTHK, 0-6000MHz 172.15 Location - best roof location Qty, - 01 Location 2 - behind panel #6 165 Install Customer Provided GPS/Multimode Antenna(s) 451.98 Qty, - 01 164 Cable, Motorola HKN6168, 30' Mobile 2-way Radio, Remote Head 278.38 Location - behind driver's seat Qty, - 01 Qty, - 01 Location 2 - behind panel #3 162 Vehicle Data Recorder w/CZ Display Seat Belt Monitor 0.00 163 Cable, Motorola HKN6169, 17' Mobile 2-way Radio, Remote Head 257.77 Location - behind driver's seat 161 Collision Mitigation, HAAS Alert (R2V), HA5 0.00 Subscription, HAAS R2V - R2V - 5 Year Data Plan Subscription 159 Bin, Center Dash Console 0.00 160 Vehicle Information Center, 7" Color Display, Touchscreen, MUX 2,627.16 System Of Measurement - US Customary Wire termination - Butt Splice Location - behind driver's seat 158 Wiring, Spare, 10 A 12V DC 1st 118.58 Qty, - 01 12vdc power from - Battery switched Wire termination - Stud Location - behind driver's seat 157 Wiring, Spare, 60A 12V DC 1st 244.23 Qty, - 01 12vdc power from - Battery direct Location 2 - in wrap around center console behind panel #9 Location - behind driver's seat 156 Wire, CAT 6, terminated, Spare, Qty, 1st 449.17 Qty, - 01 3/21/2022 12:38 PM Bid #: 861 Page 1 0732014 1 0732016 1 0664481 1 0589905 1 0763285 1 0769569 1 0769572 1 0770056 1 0769567 2 0622040 1 0609064 2 0776357 1 0774948 1 0775524 1 0774334 2 0774017 2 0774336 2 0532358 1 0645668 1 Control, Hose Bed Lts - DS Pump Panel Sw Qty, - 01 Light Guard - Without Guard 206 Not Required, Deck Lights, Other Hose Bed & Rear Lighting 0.00 207 Lights, Front of Hose Bed, Wln 70C0ELZR LED 480.32 Location - mounted high and centered on cross divider Scene Light Optics - Flood Mount, Wln II - Universal Bail P**1 Color, Wln Lt Housing - White Paint Control, Scene Lts - Cab Sw Panel DS 205 Lights, Wln, P*H1* Pioneer, 12 VDC, 1st 3,262.82 Location - DS catwalk. Match 33243 Qty, - 02 Scene Light Optics - Flood Mount, Wln II - Semi-recessed 15 deg P**1 Color, Wln Lt Housing - White Paint Control, Scene Lts - Cab Sw Panel DS 204 Lights, Wln, P*H1* Pioneer, 12 VDC, 3rd 2,457.00 Location - One DS and one PS rear Match 33243 Qty, - 02 Scene Light Optics - Flood Mount, Wln II - Universal Bail P**1 Color, Wln Lt Housing - White Paint Control, Scene Lts - Cab Sw Panel DS 203 Lights, Wln, P*H1* Pioneer, 12 VDC, 2nd 3,262.82 Location - PS catwalk. Match 33243 Qty, - 02 Scene Light Optics - flood Mount, Wln II - Semi-recessed 15 deg P**1 Color, Wln Lt Housing - White Paint Control, Scene Lts - Cab and Crew Cab Dr Sw, DS and DS Flood Lts 202 Lights, Wln, P*H1* Pioneer, 12 VDC, 1st 2,001.56 Location - High and rear of DS crew door Qty, - 01 Scene Light Optics - flood Mount, Wln II - Semi-recessed 15 deg P**1 Color, Wln Lt Housing - White Paint Control, Scene Lts - Cab and Crew Cab Dr Sw, PS and PS Flood Lts 201 Lights, Wln, P*H1* Pioneer, 12 VDC, 2nd 2,001.56 Location - High and rear of PS crew door Qty, - 01 Control, Scene Lts - Cab Sw Panel DS Scene Light Optics - Flood Location, driver's/passenger's/center - Centered Color, Wln Lt Housing - White Paint Qty, - 02 200 Light, Visor, Wln, 12V P*H2* Pioneer, Cnt Feature, 1st 2,328.98 Qty, - 01 198 SP Lights, Step, P25 LED 4lts, Pump Pnl Sw, Cab Sw 325.00 199 SP Trim, SS Polished Arround Recessed Light At the Rear of the Apparatus. 512.39 Location - DS and PS rear 197 Lights, Perimeter, Amdor AY-LB-12HW012 12" LED, Brkt 325.14 Qty, Lights - 02 Location, Additional Perimeter Lights - Under Compt D1, 1lt and Under Compt P1, 1lt 196 Lights, Perimeter Body, Amdor AY-LB-12HW020 LED 2lts, Rear Step 341.00 Control, Perimeter Lts - DS Switch Panel and Ignition Switch 194 Lights, Perimeter Cab, Amdor AY-LB-12HW012 LED 4Dr 0.00 195 Lights, Perimeter Pump House, Amdor AY-LB-12HW020 LED 2lts 0.00 192 Alarm, Back-up Warning, PRECO 1040 0.00 193 SP Alarm, Floyd Bell, Announcer, Fasten Seatbelts, 3Sec, 85 to 90dB 410.71 Location, Alarm - Crew Cab Color, Trim - Chrome Trim 191 Bracket, License Plate & Light, P25 LED 0.00 Color, Lens, LED's - Clear Color, Trim - Chrome Trim 190 Lights, Backup, Wln C6BU, LED, Trm Fet 358.00 189 Lights, Tail, Wln C6BTT* Red Brak/Tail, C6T* Amb Dir, Trm Fet 471.00 3/21/2022 12:38 PM Bid #: 861 Page 1 0645677 1 0787447 1 0007883 1 0060115 1 0554271 1 0013303 1 0003405 1 0541296 1 0010011 1 0635329 1 0553725 1 0003429 1 0003424 1 0048710 1 0030007 1 0514778 1 0556223 1 0723545 1 0003481 1 0083488 3 0899313 1 0040083 2 0730533 1 0695401 1 0681766 1 0690027 1 0003531 1 0590926 2 0014110 2 0003561 1 0023650 1 0063658 1 0692733 6 0098470 1 0692746 1 0554995 1 0634455 1 0509489 1 0016023 1 0618000 2247 SP Guard, S/S for "D" Latch Handle on Access Door, Each 365.79 Location - Each door at pump panel next to crosslays Mount on inside of slam latch so back boards cannot hit lock and unlock Qty, - 02 Qty, Scuffplates - 01 246 Scuffplate, Polished S/S On Rear Outside Edge of Body 651.74 244 Scuffplate, Brushed S/S, Insides of Hose Bed Walls (3) 1,170.60 245 Scuffplate, S/S, Rear Ladder Rack Arm 125.99 Location - DS Latch, Roll-up Door, Gortite - Locking, 751, AXT/Qtm/Dash CF/Saber Cab 243 No Body Modification Required 0.00 241 Compt, Flush Rear, Rollup, 30.75" FF, 25.88" D 335.00 242 Door, Gortite, Rollup, Rear Compartment 91.00 Color, Roll-up Door, Gortite - Satin finish Color, Roll-up Door, Gortite - Painted to Match Lower Body Latch, Roll-up Door, Gortite - Non-Locking Liftbar 239 RS 152" Rollup, Full Height Front & Rear, FDLER 0.00 240 Doors, Rollup, Gortite, Side Compartments 1,083.00 Qty, Door Accessory - 06 237 Construction, Compt, Alum, Pumper 0.00 238 LS 152" Rollup, Full Height Front & Rear, FDLER 0.00 236 Tray, Hose, Running Board, 100' of 1.50" Hose 629.00 Location, Hose Tray, Running Board - a) both sides Qty, Tray, Hose - 2 235 Hose Restraint, Running Board, Velcro Straps 153.00 Location, Hose Tray, Running Board - a) both sides Qty, Tray, Hose - 2 233 Wall, Rear, Smooth Aluminum/Body Material, Flush Rear Wall 0.00 234 Tow Bar, Under Tailboard 0.00 231 Running Boards, 14.75" Deep, Rear 45 Degree Corner 113.45 232 Tailboard, 16" Deep, Full Width, Extended Substructure, Angled Corners 1,513.85 Type of fastener, Rear - Velcro straps Type of fastener, Front - Velcro straps 230 SP Hose Restraint, Hose Bed, Vinyl, Top Only, w/Special Webbing & Velcro 1,003.13 Color, Vinyl Cover - c) black Type of fastener - Velcro straps 229 SP Divider, Hose Bed, Unpainted, Extruded, Additional 1,263.77 Location - Install two in the center of the hose bed Match previous unit 29715 Qty, - 02 228 SP Hose Restraint, Hose Bed, 2" Nylon Web, Rr, (2)Seat Belt Top,Spl Base,Clearwater 100.00 Nylon Web Color - Black 227 Divider, Hose Bed, .25" Unpainted 1,967.00 Qty, Hosebed Dividers - 3 226 Hose Bed Capacity, Special 0.00 Capacity, Hosebed - starting from the driver's side: 400' of 2.5", 300' of 3", 300' of 3", 1100' of 5", 150' of 1.75" and 200' of 1.75" Material Trim/Scuffplate - b) S/S, Brushed 225 Unpainted/Dual Action Finished Aluminum Hose Bed, 2G Pumper/Tankers 0.00 223 Not Required, Switch, Tank Dump Master 0.00 224 Hose Bed, Aluminum, Pumper, New York Style, Fill In Blank Height 2,268.61 Fill in Blank - 62 221 Not Required, Jet Assist 0.00 222 Not Required, Dump Valve Chute 0.00 219 Not Required, Direct Tank Fill 0.00 220 Not Required, Dump Valve 0.00 217 Modified Poly Tank & Cradle, Ext'd To Rear, Pumper 1,428.82 218 Restraint, Water Tank, Heavy Duty, Special Type Tank, 4x4, or Export 588.44 216 Fill Dome Special Location 0.00 Location, Tank Dome - Match 33243 - in line and rearward of foam dome 214 Overflow, 4.00" Water Tank, Poly 0.00 215 SP Dome, Foam Fill, Location 0.00 Location - Match 33243. On the DS front corner of upper portion of water tank 212 Body Skirt Height, 20" 0.00 213 Tank, Water, 500 Gallon, Poly, Med, New York Style 1,289.00 210 Switch, Master, Pump Panel Lights 251.61 211 Pumper, Medium, Aluminum, 2nd Gen 0.00 208 Lights, Not Required, Rear Work, Alt. 12 Volt Lights At Rear Body 0.00 209 Lights, Walk Surf, Dual LED Light Strips, Cargo Area, Bdy Stp Lt 0.00 Light Bracket - No Bracket 3/21/2022 12:38 PM Bid #: 861 Page 1 0019845 7 0616670 5 0689538 2 0687146 1 0600350 1 0627831 1 0726394 2 0003995 1 0602555 1 0009729 4 0696950 2 0004016 1 0784811 1 0519849 1 0621021 1 0778825 1 0739825 1 0749600 1 0657651 2 0004225 1 0004230 1 267 Ladder, 24' Duo-Safety 900A 2-Section 0.00 268 Ladder, 14' Duo-Safety 775A Roof 0.00 Latch, Air Bottle Compt - Southco C2 Chrome Raised Insert, Air Bottle Compt - Rubber Matting and W-Shaped Insert Qty, Air Bottle Comp - 2 Door Finish, Fender Compt - Polished Location, Fender Compt - Double - LS Fwd and Double - RS Fwd Location, Bracket/comp. - RS rear fender Qty, Air Bottle Comp - 1 266 Compt, Air Bottle, Double, Fender Panel 0.00 Switch, Handrail Light Control - With Cab Hand Rail Controls Color, Light, Hansen Handrail - Red 265 SP Compt, Air Bottle, Fender Panel, Dbl, Vertical, SouthCo C2 Latch 0.00 Switch, Handrail Light Control - With Cab Hand Rail Controls Color, Light, Hansen Handrail - Red 264 SP Handrails, Rear, (3), (1) Above (2) Below, Hansen,Below Knurled Alum LED Backlit 1,324.17 Switch, Handrail Light Control - With Cab Hand Rail Controls Color, Light, Hansen Handrail - Red 263 SP Handrails, Beavertail, Hansen Tubing, Knurled Aluminum, LED Backlit, RS Only 365.67 261 Not Required, Hose, Hard Suction 0.00 262 Handrails, Side Pump Panels, Per Print, Hansen Knurled Alum Tubing, LED Backlit 651.89 259 Rub Rail, Aluminum Extruded, Side of Body 0.00 260 Fender Crowns, Rear, Stainless, w/Removable Liner 0.00 Material Finish, Fender Liner - Painted Lower Body Size - 9.25" Dimensions - 7.25" by 3" high. Qty, Comp. Accessory - 02 Location, Bracket/comp. - Match 33243 - the mounts will be positioned 49.25" off the compartment floor to the top of curve. One (1) bracket to be 11" to center of bracket Qty, Comp. Accessory - 04 258 High Rise Pack Storage, Curved Mount, Inside Compt, Each 1,140.36 Location - RS1 Qty, Comp. Accessory - 1 257 Pac Trac, Installed on Compt Walls 4,452.86 Location - rear upper tank wall of RS2, LS1, LS2 and LS3 Qty, Comp. Accessory - 01 256 No Louvers, Delete Standard Compt Louvers, Per Compt, Non-NFPA 2016 142.31 Location - B1 Location - upper/forward (of body) corner 255 Grating, Alum in Compt 169.12 Location - LS3 Location, Partition - c) both sides Fill in Blank - a pike pole tube (broom storage) w/ open ends to pass through from RS1 to LS1 Tray, Low Side Height, Right & Left - 1" 254 Partition, Trans Rear Compt, Notched 687.00 Qty, Partition - 02 Tray, Low Side Height, Front - 1" Tray, Low Side Height, Rear - 1" location - B1 Material - paint to match compt interior Location, Shelves/Trays, Predefined - RS3-Centered 253 Tray, Floor Mounted, Slide-Out, Full Width/Full Depth, Low/Special Sides, 2G 1,498.00 Qty, - 01 252 Shelves, Adj, 500 lb Capacity, Full Width/Depth, Predefined Locations 0.00 Qty, Shelf - 01 Material Finish, Shelf - Painted - Nightspots 251 Shelf Tracks, Painted 0.00 Qty, Shelf Track - 01 Location, Shelf Track - RS3 250 Lights, Compt, Pierce, LED Light Strip, 54", Additional 417.23 Location, Lights - P2 and D2 mounted horizontal on ceiling Qty, - 02 249 Lights, Compt, Pierce LED, Dual Light Strips, Each Side of Door, Pumper/Tanker 0.00 Qty, - 05 Location, Compartment Lights - LS1, LS3, RS1, RS3 and B1 248 Guard, Drip Pan, S/S, Rollup Door 1,183.85 Qty, Door Accessory - 07 Location, Door Accessory - all body compartment doors 3/21/2022 12:38 PM Bid #: 861 Page 1 0028934 1 0756375 1 0733387 1 0761307 1 0040714 1 0024499 1 0795582 1 0725371 1 0602877 1 0602875 1 0058193 2 0784210 1 0785102 1 0592994 1 0005496 1 0035501 1 0004425 1 0004481 1 0559769 1 0635600 1 0605126 1 0003148 1 0004547 1 0014486 1 0746511 1 0564941 1 0641743 1 0780364 1 0603129 1 0795135 1 0004645 1 0004646 1 0084610 1 0004686 2 0004700 1 0004660 1 0004680 1 0897257 1 Drain, Suction - T Swing Handle 305 Inlet, Right Side, 2.50" 1,491.16 306 Inlet, 4" to 6" Front, 5" Plumbing, w/Bleeder Valve, Top of Bumper 1,780.61 Inlet, Size - Six 303 Control, Inlet, at Valve 0.00 304 Inlet (1), Left Side, 2.50" 0.00 302 Valve, Inlet(s) Recess Behind Panel, Side Cntrl 1,163.22 Qty, Inlets - 2 300 Cap, Main Pump Inlet, Long Handle, NST, VLH 0.00 301 Valves, Akron 8000 series- All 0.00 298 Plumbing, Stainless Steel, w/Foam System 0.00 299 Inlets, 6.00" - 1250 GPM or Larger Pump 0.00 296 Manuals, Pump, (2) Total, Electronic Copies 0.00 297 Plumbing, Stainless Steel and Hose, Single Stage Pump 1,130.44 294 Controller, Pressure, FRC, Pump Boss, PBA200 0.00 295 Primer, Waterous, VPO Motor, (1) VAP Valve, (1) Push Button Control 250.00 293 Valve, Relief Intake, TFT 0.00 Pressure Setting - 125 psig 291 Auxiliary Cooling System 0.00 292 Not Required, Transfer Valve, Single Stage Pump 0.00 289 Pump Shift, Air Mnl Override, Split Shaft, Interlocked, Waterous 0.00 290 Transmission Lock-up, EVS 0.00 287 Trans, Pump, Waterous C20 Series 0.00 288 Pumping Mode, Stationary Only 0.00 285 Pump, Waterous, CSU, 1500 GPM, Single Stage 5,044.00 286 Seal, Grafoil, Waterous 0.00 283 Pump House, Side Control, 45" 0.00 284 Pump House Structure, Std Height 0.00 282 Steps, Folding, Rear of Body, w/LED, Trident 0.00 Coating, Step - luminescent 281 Steps, Folding, Front of Body, Cargo Bed Access, w/LED, Trident 996.00 Coating, Step - luminescent Location, Steps - Full Height Right Side w/LED Light 280 SP Tubes, Alum, Long Tool Storage, 2.50" Diameter, Trans Through Rr Compt 349.62 Location - upper (toward front of body) corner of B1, open ends flush with partitions for transverse pass through, per write up at final Qty, - 01 279 Tubes, Alum, Pike Pole Storage, Spcl Notch, NY PP Head 530.03 Location - on the left side hydraulic ladder rack, outboard, underneath the folding ladder Qty, Pike Pole Tubes - 02 278 Pike Pole, 6', Pumper, Provided by Fire Department, NFPA 2016 0.00 Pike Pole Make/Model - Fire Hooks Unlimited New York Roof Hook, RH-6 277 Pike Pole, Pumper, Provided by Fire Department, NFPA 2016 0.00 Pike Pole Make/Model - Fire Hooks Unlimited 10' New York Roof Hook Access, Backboard/Stokes/Long Tool Compt - Both Size, Backboard, Predefined - 72"L x 18"W x 3"H Hinge Location - Rearward Location, BB/Stokes/Long Tool Storage Over Pump - Rearward, Cargo Area Latch, Door, Storage - Southco M1 Push Close, Flush Qty, Backboard Troughs - 2 Fill in Blank - 11'L x 24"W x 5" thick on the ends; however the board is curved so there is 7" in the center. Also, the fin is 10.75" tall.276 Compt w/Door, Backboard, Over Pump 1,998.98 Door, Material & Finish, Storage - Polished S/S 274 Arm, Rear, Offset, Hydraulic Rack 2000, Recess Light 964.44 275 SP Bracket, Mounting, Surf Board, Inboard of Hydraulic Ladder Rack 524.57 Location - inboard of hydraulic rack similar to when HSH is mounted there 273 SP Ladder, Mounting, 2000 Rack Special Arrangement 258.83 Fill in Blank - They want the 14' ladder to load first so the first one off will be the 24' 272 Mounting Clips, Folding Ladder, Hydraulic Ladder Rack 0.00 Location, Folding Ladder Storage - Hydraulic Rack - Outboard Trim, T-L 15 - Chrome 271 Ladder, 10' Duo-Safety Folding 585A 0.00 270 Lights, Hyd Lad Rack Deployed, Truck-Lite 15**** 0.00 Color, Light - Amber Flashing Color, Lens, LED's - Clear 269 Rack, Ladders, Hydraulic, Left Side, Air Clamps 7,315.00 Ladder Rack Lock Enclosure/Light Mounting Bracket - LS Front & Rear S/S Enclosure Location, Hydraulic Ladder Rack Controls - Pump Panel 3/21/2022 12:38 PM Bid #: 861 Page 1 0014823 1 0737987 1 0732444 1 0004788 1 0092569 1 0064116 1 0092696 1 0009648 1 0037897 1 0092568 1 0723049 1 0029043 1 0004905 1 0062133 1 0004940 2 0005091 1 0092570 1 0035094 1 0004945 1 0025091 1 0092571 1 0089584 1 0005047 1 0005097 1 0649939 1 0633403 1 0004995 2 0602431 1 0024930 2 0065696 1 0092573 1 0752097 1 0723042 1 0091106 1 0770359 1 0029304 1 0046857 1 0723726 1 0722432 1 0723395 1 0723394 1 0029167 2 0029196 1 0591145 1 0029260 1 0750536 1 0034554 1353 SP Crosslays, 6.00" Lower Than Standard 907.59 351 Not Required, Speedlays 0.00 352 Hose Restr, Spdly, Not Required, No Spdly 0.00 349 Not Required, 2.50" Crosslay 0.00 350 Hose Restraint, Crosslay/Deadlay, Top and Ends, Elastic Netting 0.00 Qty, - 01 348 Crosslays Sngl Sheet Unpainted, (2+) 1.50", Std. Cap 0.00 Qty, Crosslays - 2 346 Speedlays, Not Required 0.00 347 Speedlays, Not Required 0.00 344 Speedlay Module Not Required 0.00 345 Hose Restraint Not Required, No Speedlay Module 0.00 342 No Nozzle Req'd 0.00 343 Deluge Mount, For TFT Crossfire Monitor, TFT Manual Extend-A-Gun Only 0.00 341 No Monitor Requested, Customer/Dealer Furnished and Installed 0.00 Fill in Blank - TFT Crossfire 339 Valve, 0.75" Bleeder, Discharges, "T" Swing Handle 0.00 340 Outlet, 3.00" Deluge w/TFT Extend-a-Gun XG18, Handwheel 2,851.00 337 Not Required, Outlet, Hose Bed/Running Board Tray 0.00 338 Caps/Plugs for 1.00" to 3.00" Discharges/Inlets, Chain 0.00 Qty, Discharges - 02 336 Not Required, Elbow, Rear Outlets, 1.50", Additional 0.00 334 Elbow, Rear Outlets, 2.50", Provided by Fire Department, NFPA 2016 0.00 335 Outlet, Rear, 1.50", Additional 4,256.91 Location - PS 333 Outlet, Rear, 2.50" 2,536.00 Qty, Discharges - 02 Location, Outlet - b) left side Location, Front, Single - top of left bumper 332 Front Outlet, Raised, On a Bright Aluminum Treadplate Box 242.33 331 Outlet, Front, 1.50" w/2" Plumbing 2,870.63 Fitting, Outlet - 1.50" NST with 90 degree swivel Drain, Front Outlet - Automatic 330 Elbow, Large Dia Outlet, 30 Deg, 4.00" FNST x 5.00" Storz 0.00 Qty, - 01 328 Not Required, Elbow, Right Side Outlets, Additional 0.00 329 Outlet, 4" w/4" Right, Handwheel 0.00 Valve, Brand - Akron 326 Elbow, Right Side Outlets, 45 Degree, 2.50" FNST x 2.50" MNST, VLH 0.00 327 Not Required, Outlets, Right Side Additional 0.00 324 Not Required, Elbow, Left Side Outlets, Additional 0.00 325 Outlet, Right Side, 2.50" 0.00 Qty, Discharges - 01 322 Elbow, Left Side Outlets, 45 Degree, 2.50" FNST x 2.50" MNST, VLH 0.00 323 Not Required, Outlets, Left Side Additional 0.00 321 Outlet, Left Side, 2.50" 0.00 Qty, Discharges - 02 319 Outlet, Tank Fill, 1.50" 0.00 320 Control, Outlets, Manual, Pierce HW if applicable 0.00 317 Valve, .75" Bleeder, Aux. Side Inlet, "T" Swing Handle 0.00 318 Tank to Pump, (1) 3.00" Valve, 3.00" Plumbing 0.00 315 SP Front Suction, Max Clearance 242.86 316 No Rear Auxiliary Inlet Requested 0.00 313 Not Required, Cap, Rear Inlet 0.00 314 No Rear Intake Relief Valve Required on Rear Inlet 0.00 311 No Rear Inlet (Large Dia) Requested 0.00 312 No Rear Inlet Actuation Required 0.00 Finish, Front Inlet Elbow/Adapter - Chrome 310 Cap, Front Inlet, Long Handle, VLH 0.00 309 Swivel, Front Inlet, 4.00" to 6.00", w/Drain 2,053.95 Inlet, Size - 6.00" inlet Inlet Bleeder - Quarter-Turn Style Bleeder 308 Valve, Relief Intake, Front Inlet, TFT 882.74 Pressure Setting - 125 psig Inlet, Front, Plumbing - Stainless Steel 307 Control, Front Inlet, Electric, w/Indicator Lights 1,044.11 Inlet, Front, Valve - Bray 5.00" 3/21/2022 12:38 PM Bid #: 861 Page 1 0764515 2 0015412 1 0012126 1 0552517 1 0031896 1 0005448 1 0091036 1 0091079 1 0091112 1 0746445 1 0035570 1 0629224 1 0721765 1 0005945 1 0586382 1 0005601 1 0739224 1 0549333 1 0745568 1 0763096 1 0069390 1 0511078 1 0511100 1 0032297 1 0604123 1 0750438 2 0604354 1 0593161 1 0682261 1 0682498 1 0606697 1 0606833 1 0757092 1 0757084 1 0898102 1 0039791 1 0006133 1 0510206 1 0748306 1 0748291 1 0601375 1 0601551 1 0895310 1 0006095 1 0748305 1 0748280 1 0740834 1400 Sw, Siren Brake, Momentary Red, LS Overhead Sw Pnl 0.00 398 Control, Mech Siren, Multi Select 0.00 399 Control Mech Siren, Horn Ring 0.00 397 Siren, Mechanical, Mounted Above Deckplate 0.00 Location, Siren, Mech - a) Left 395 Location, Speaker, Frt Bumper, Recessed, Right Side, Outside Frame,Outbrd(Pos 1) 0.00 396 Siren, Federal Q2B 0.00 Finish, Q2B Siren - Chrome 394 Speaker, (1) Code 3, PB100C, Chrome 0.00 Connection, Speaker - siren head 392 Control, Elec Siren, Multi Select 0.00 393 Control, Elec Siren, Push Button Sw, LS 160.79 390 Siren, Code 3 3692 100W or 200W 58.00 391 Location, Elect Siren, Recessed Overhead In Console 0.00 Location, Elec Siren - Overhead, PS Inside Sw Pnl 389 Switch, Disable Air Horn Foot Switches 293.44 Location - Driver side switch panel 387 Control, Air Horn, Horn Ring 0.00 388 SP Control, Air Horn, Ft Sw, RS Prk Brk Interlocked 78.00 385 Location, Air Horns, Bumper, Each Side, Inside Frame (Pos #3 & #5) 0.00 386 Control, Air Horn, Multi Select 0.00 383 Light Shield/Step 8", PS LED, P25 LED Stp Lt 691.05 384 Air Horns, (2) Grover, In Bumper 403.00 381 Light Shield, S/S LED 0.00 382 Light Shield/Step 8", DS LED, P25 LED Step Lt 691.05 Color, Trim - Chrome Trim 380 Gauge, Foam Level, FRC, Tank Vision Pro, WLA 360-A00, Class "A" 1,092.01 Activation, Water Level G - pg) pump in gear Location, Water Level Gauge, Multi-Select - Each Side Custom Cab 378 Gauge, Water Level, FRC, WLA 300-A00, TankVision Pro, w/Remote Light Driver 1,233.49 379 Water Level Gauge, Wln PSTANK2, LED 1-Light, 4-Level 1,008.17 Qty, - 02 377 Gauge, Flowmeter, Class 1, IAT 1,002.00 Qty, Gauges/Disc. - 01 Discharge w/Flowmeter - 4" PS LD discharge 375 Gauges, 4.00" Master, Class 1, 30"-0-600psi 0.00 376 Gauge, 2.00" Pressure, Class 1, 30"-0-400psi 0.00 373 Fittings, Compression IPO PTC, All Pump Panel Gauges 665.77 374 Control, Air Horn At Pmp Pnl, Red Button 218.62 371 Indicators, Engine, Included with Pressure Controller 0.00 372 Indicator Light, Pump Panel, Ok To Pump, Green 0.00 369 Throttle, Engine, Incl'd w/Press Controller 0.00 370 Indicator Light @ Pump Panel, Throttle Ready, Incl w/Pressure Gov/Throttle,Green 0.00 367 Light, Pump Compt 0.00 368 Gauges, Engine, Included With Pressure Controller 0.00 Material, Pump Panel, Side Control - Aluminum 366 Panel, Pump Access - Right Side Only, Side Control 0.00 Latch, Pump Panel Access, Side Mount - Swell Latch, Black 364 Pump Panel Configuration, No Match Required 0.00 365 Material, Pump Panels, Side Control Black Line-X 795.87 Material Finish, Pump Panel, Side Control - Black Line-X 363 Approval Dwg, Pump Operator's Panel, Includes Color And Label Tags 0.00 Num Of Truck(s) or Sim Unit, OPER Pump Pnl, Dwg - 33243 361 Not Required, Foam Tank #2 0.00 362 Not Required, Foam Tank #2 Drain 0.00 Foam, Brand Name - national 360 Drain, 1.00" Foam Tank #1 0.00 358 Demonstration, Foam System, Dealer Provided 0.00 359 Foam Cell, 40 Gallon, Not Reduce Water 2,312.01 Type of Foam - Class "A" 356 Not Required, CAF Compressor 0.00 357 Not Required, Refill, Foam Tank 0.00 Qty, - 02 355 Foam Sys, Akron Eductor 3126-125 (Single Agent) 7,645.78 Discharge - Forward crosslay 354 SP Scuffplate, Brushed S/S, Front & Rear Wall of Crosslay 649.94 Location - on the painted surfaces of the crosslays 3/21/2022 12:38 PM Bid #: 861 Page 1 0746353 1 0607632 1 0641779 1 0723867 1 0778320 1 0620063 1 0756747 1 0740183 1 0896616 1 0895609 1 0734326 2 0740182 4 0662391 4 0773305 1 0006700 1 0088745 1 0006551 1 0006615 1 0781579 1 0519934 1 0007150 1 0602516 1422 NFPA Required Loose Equipment, Pumper, NFPA 2016, Provided by Fire Department 0.00 420 Not Required, Brand, Hydraulic Tool System 0.00 421 Bag of Nuts and Bolts 0.00 Qty, Bag Nuts and Bolts - 1 AC Power Source - Shoreline Cover, Receptacle - Interior SS Wall Plate(s) 419 Receptacle, 15/20A 120V 3-Pr 3-Wr, NEMA 5-20R SB Dup, 1st, Interior Cab 380.39 Qty, - 01 Location 1 - DS EMS compartment. Lower inboard corner 417 Not Required, Lights, Rear Upper Zone Blocking 0.00 418 Mtg, Rear Warn Lts, On Top of Compt 0.00 Qty, Lights, Pair - 1 416 Light, Rear Zone Up, Wln L31HRFN LED Beacon, Red LED 0.00 Color, Dome, Rear Warning - j) both domes clear Color, Lt PS Rear - a) PS Rear Lt Amber 415 Mounting, Lights, Recess In Rear Bulkhead (pair) 649.68 Location - one (1) each side on upper corners of bulkheads 414 Lights, Rear Zn Lwr, Wln C6L** LED 0.00 Color, Lens, LED's - Clear Color, Lt DS Rear - a) DS Rear Lt Amber Control, Light - b) side warning Color, Lens, LED's - c)clear 413 Lights, Side, Wln WIONSMCD Split R/W LED, Chrome Flng,Mnt In Rub Rail 1st 1,346.24 Location, Lights - Center of each rub rail Total 4 Qty, - 04 Color, Lt Side Split - Red and White Color, Trim - Chrome Trim 412 SP Lights, Side, Wln C6# LED 1st 2,048.23 Location, Lights - a pair rear of the crew cab door inline with the side warning light on the front bumper. Put the second pair on the front bumper on the angled portion. Qty, - 04 Qty, - 02 Color, Trim - Chrome Trim 410 Connectors, Door Interior Flash, All Cabs, Butt Splice 0.00 411 SP Lights, Door Interior Flash, Cab Compt, Wln PSSEQACR LED, Strip Lt 966.33 Location - on the INTERIOR of the LS and RS exterior EMS cabinet doors 409 Lights, Door Interior Flash, 4 Dr Cab, Weldon 8401-0000-20 Strip Light 862.78 Control, Door Int Flash - None (Doors only) Location, Light, Door Int Flash - Over Window Color, Lt Side Mid LS Cmb - Red White Color, Lt Side Mid RS Cmb - Red White Color, Lt Side Frnt RS Cmb - Red White Color, Lt Side Frnt LS Cmb - Red White Color, Lt Side Rear PS - Red Color, Lt Side Rear DS - Red Location, Lights Rear Side - Over Rear Wheels Color, Trim - Chrome Trim Control, Scene Lts - Cab Sw Panel DS and Directional Light Location, Lights Mid Side - Above front wheels on the EMS doors. match J# 34515 407 SP Flash Pattern,Wln Dominator To Phasing In/Out 234.88 408 SP Lights, Side Zone Lower, Wln C6#, C6#, M6V2*C 6lts 2,513.00 Location, Lights Front Side - b)each side bumper Color, Lt PS Front Inside - r) PS Front Inside Red 406 Light, Front, Wln Dominator Plus DP8 30.36", 8-Red, Behind Low Grl Mt 2,044.20 Color, Lt PS Frnt Outside - PS Front Outside Red Color, Lt DS Front Inside - r) DS Front Inside Red 405 Light, Front Zone, Wln C6L** LED, 4lts Q Bezel 0.00 Color, Lens, LED's - Clear Color, Lt DS Frnt Outside - DS Front Outside Red 403 Bracket, Lightbar, Forward Offset, FR Raised Roof Cab 232.02 404 Lightbars, Wln, Freedom IV-Q, 2-21.5", RRWRR RRWRR 4,903.54 Lightbar Location, Cab/Crew Cab - c)over the cab doors Momentary Opticom Activation - No Activation Filter, Whl Freedom Ltbrs - No Filters 402 Lightbar, Wln, Freedom IV-Q, 81", RRRRWRRROptRRRWRRRR 5,755.00 Opticom Priority - b) High Opticom Activation - E-Master 401 Not Required, Warning Lights Intensity 0.00 3/21/2022 12:38 PM Bid #: 861 Page 1 0602407 1 0027023 1 0602538 1 0602360 1 0602679 1 0602667 1 0741569 1 0709846 1 0709845 1 0646897 1 0693797 1 0687653 1 0733739 1 0639088 1 0544087 1 0510041 1 0536954 1 0027341 1 0679885 1 0567374 1 0087355 2 0065687 1 0679822 1 0594559 1 0685932 1 0685817 13 0686084 4 0685732 4 0686082 1 0776253 1 0632430 1 0695610 1 0657001 2 0654570 2456 Emblem, Vinyl, Per Dept. Submittal, Each 469.00 Location, Emblem - cab doors Size, Dept Seal, Reflect - 12" - 14" Size, Dept Seal, Reflect - 22" - 24" 455 SP Emblem, Reflective, Per Dept. Submittal, Each 497.11 Qty, - 02 454 Emblem, Reflective, Per Dept. Submittal, Each 366.71 Qty, - 01 Location, Emblem - rear roll up door 453 SP Emblem, Helmet Logo w/Sign Gold Lettering America's Bravest 411.00 Qty, - 1 Location, Emblem - D1/P1 452 SP Emblem, ISO CLASS 1, w/Ribbon, Sign Gold, Pair 314.89 Qty, - 1 451 Lettering, Reflective, 3.00", (1-20) 365.11 Outline, Lettering - Outline 450 Lettering, Sign Gold, 14.00", Each 806.89 Qty, Lettering - 04 Outline, Lettering - Outline and Shade 449 Lettering, Reflective, 3.00", Each 73.02 Qty, Lettering - 04 Outline, Lettering - Outline 448 Lettering, Sign Gold, 4.00", Each 474.09 Qty, Lettering - 13 Outline, Lettering - Outline and Shade 447 Lettering, Sign Gold, 3.00", (41-60) 0.00 Outline, Lettering - Outline and Shade 445 Stripe, Sign Gold, Two-Tone Paint Break with Shield, IPO Chrome Molding 0.00 446 Lettering Specifications, (Sign Gold Process) 0.00 444 Stripe, Reflective, Cab Doors Interior 0.00 Color, Reflective - e) black Color, Reflect Band - A - e) black Qty, - 02 442 Stripe, Black Outline each Chevron Stripe @ Rear (Not Warranted) 93.98 443 Stripe, Reflective, 6" Inside Compt Door 87.86 Location - each exterior access EMS compt door 441 Stripe, Sign Gold Outline Above & Below Reflective Band 264.68 Qty, - 01 Color, Rear Chevron DG - yellow 440 Jog, In Reflective Stripe, Single or Multiple 274.31 Qty, - 1 438 Reflective across Cab Face, Imp/Vel 0.00 439 Stripe, Chevron, Rear, Diamond Grade, Pumper 0.00 436 Compartment Paint, 909017, Nightspots 214.30 437 Reflective Band, 6" 0.00 Color, Reflect Band - A - a) white 435 Paint, Axle Hubs 0.00 Paint, Axle Hub - Lower Job Color 433 No Paint Required, Aluminum Front Wheels 0.00 434 Paint, Rear Wheels, Single Axle, Alum-Stl 0.00 Paint, Wheels - Black #101 432 Paint Chassis Frame Assy, E-Coat, Standard 0.00 Paint Color, Frame Assembly, Predefined - Standard Black 431 Paint, Single Color, Body 0.00 Paint, Body - Match Lower Cab Paint Color, Lower Area, Predefined - #90 Red Paint Break, Cab - Standard Two-Tone Cab Break 430 Paint, Two-Tone Color, Velocity/Impel 2,124.13 Paint Color, Upper Area, Predefined - #10 White Shield, Cab - High Shield-Velocity/Impel 428 Axe, Pickhead, Pumper NFPA 2016 Classification, Provided by Fire Department 0.00 429 Paint Process / Environmental Requirements, Appleton 0.00 426 Extinguisher, 2.5 Gal. Pressurized Water, Pumper NFPA 2016,Provided by Fire Dept 0.00 427 Axe, Flathead, Pumper NFPA 2016 Classification, Provided by Fire Department 0.00 424 No Strainer Required 0.00 425 Extinguisher, Dry Chemical, Pumper NFPA 2016 Class, Provided by Fire Department 0.00 423 Soft Suction Hose, Provided by Fire Department, Pumper NFPA 2016 Classification 0.00 3/21/2022 12:38 PM Bid #: 861 Page 1 0769765 1 0000000 1 0031972 1 0002905 1 0032433 1 0030008 1 0611136 1 0696698 1 0684953 1 0595767 1 0595698 1 0733306 1 0652758 1 0019914 1 0744240 1 0524627 1 0695416 1 0647720 1 0046369 1 0685945 1 0688798 1 0596025 1 0693127 1 0734463 1 0648675 1 0641372 1 0595820 1 0595412 1 0683627 1 0736241 1 0686786 1 0667417 1 0548950 1 0548967 1 0667411 1 0549273 1 0735950 1 0545073 1 0002758 1 0799248 1 0000018 1 0000012 1 0004713 1 0046395 1 0020011 1 0020009 1 0028087 1 0020006 1 0020007 1 0020014 1 0020015 1 0658751 1 508 PUMPER BASE 0.00 Total Price: $191,460.00 506 FRONT SUCTION 0.00 507 ABS SYSTEM 0.00 504 SIDE CONTROL 0.00 505 AKRON VALVES 0.00 502 POLY TANK 0.00 503 EDUCTOR FOAM SYSTEM 0.00 500 EVS 3000 Series TRANSMISSION 0.00 501 WATEROUS PUMP 0.00 498 PIERCE CHASSIS 0.00 499 ENGINE, OTHER 0.00 496 Appleton/Florida BTO 0.00 497 PUMPER, 2ND GEN 0.00 494 Amp Draw Report, NFPA Current Edition 0.00 495 Amp Draw, NFPA/ULC Radio Allowance 0.00 492 Certification, Seat Belt Anchors and Mounting, Imp/Vel/Vel SLT, CD0018 0.00 493 Certification, Cab HVAC System Perf, Vel/Imp FR, CD0166/CD0168/CD0176/CD0177 0.00 490 Certification, Windshield Wiper Durability, Impel/Velocity, CD0005 0.00 491 Certification, Electric Window Durability, Velocity/Impel FR, CD0004 0.00 488 Certification, Cab Integrity, Velocity FR, CD0009 0.00 489 Certification, Cab Door Durability, Velocity/Impel, CD0001 0.00 486 Certification, Engine Installation, Imp/Vel, Cummins L9, 2021 0.00 487 Certification, Power Steering, CD0098 0.00 484 Warranty, Graphics Lamination, 1 Year, Apparatus, WA0168 0.00 485 Certification, Vehicle Stability, CD0156 0.00 482 Warranty, Foam System, Not Available 0.00 483 Warranty, Paint, 10 Year, Body, Pro-Rate, WA0057 0.00 480 Warranty, Pump, Waterous, 7 Year Parts, WA0382 0.00 481 Warranty, 10 Year S/S Pumbing, WA0035 0.00 478 Warranty, Structure, 10 Year, Body, WA0009 0.00 479 Warranty, Gortite, Roll-up Door, 6 Year, WA0190 0.00 476 Warranty, Transmission Cooler, WA0216 0.00 477 Warranty, Water Tank, Lifetime, UPF, Poly Tank, WA0195 0.00 474 Warranty, Pierce LED Strip Lights, WA0203 0.00 475 Warranty, 5-year EVS Transmission, Standard Custom, WA0187 0.00 472 Warranty, Electronics, 5 Year, MUX, WA0014 0.00 473 Warranty, Pierce Camera System, WA0188 0.00 470 Warranty, Structure, 10 Year, Custom Cab, WA0012 0.00 471 Warranty, Paint, 10 Year, Cab, Pro-Rate, WA0055 0.00 468 Warranty, Single Axle, 5 Year, Meritor, General Service, WA0384 0.00 469 Warranty, ABS Brake System, 3 Year, Meritor Wabco, WA0232 0.00 466 Warranty, Frame, 50 Year, Velocity/Impel, WA0038 0.00 467 Warranty, Axle, 3 Year, TAK-4, WA0050 0.00 464 Warranty, Engine, Cummins, 5 Year, WA0181 0.00 465 Warranty, Steering Gear, Sheppard M110, 3 Year WA0201 0.00 462 Warranty, Basic, 1 Year, Apparatus, WA0008 0.00 463 Warranty, Chassis, 3 Year, Velocity/Impel, WA0284 0.00 460 Manuals, (2) Chassis Service, Custom 326.00 461 Manuals, Two (2) Chassis Operation, Custom 0.00 458 STF Equipment Mounting 10,810.00 459 Manuals, Two (2), Fire Apparatus Parts, Custom Chassis 225.00 Size, Dept Seal, Vinyl - 13"-15" 457 Lettering, Numerals, Grille, Painted w/ Outline (2) 1,106.45 Qty, - 02 Location, Emblem - crew cab windows 3/21/2022 12:38 PM Bid #: 861 Page 1 FSA20-VEF14.02 Fire Rescue Vehicles & Other Equipment SPECIFICATION GROUP 8: PUMPER LEVEL 2 CUSTOM - MEDIUM 4 DOOR FSA Bid Item #MANUFACTURER CHASSIS MAKE / MODEL LADDER TYPE ADJUSTED FSA CONTRACT AWARD PRICE (EFFECTIVE 5/1/2022)* % Discount Off MSRP BUILD SHEET 121 Pierce Manufacturing Inc.Enforcer N/A 623,187$ 6%Build Sheet 122 Pierce Manufacturing Inc.Arrow XT N/A 667,129$ 6%Build Sheet FSA AWARDED VENDOR: TEN 8 FIRE EQUIPMENT INC. (EFFECTIVE 1/4/2021, COMPANY NAME CHANGED TO TEN-8 FIRE & SAFETY, LLC.) * Price Adjustments Authorized Pursuant To FSA Contract Terms & Conditions, Sections 3.04 & 3.06. Clearwater Fire & Rescue Office of the Fire Chief MEMORANDUM To: Jon Jennings, City Manager From: Scott A. Ehlers, Fire Chief Date: April 26, 2022 Subject: Engine Purchase (FY23/24) Respectfully request approval to execute the attached contract with Pierce Manufacturing to purchase 1 Engine under the FSA Contract #FSA20-VEF14.02 Spec #8 as an emergency purchase. Pierce Manufacturing will honor the listed cost of $773,138.00 if purchased by May 1, 2022. After May 1, 2022, the cost would be in excess of $830,000.00. After extensive discussion with Legal, it was determined that under emergency purchases a threat exists regarding ‘other interests’ of which would be significant undue expenditures (in excess of $58,000) of public funds. The Engine being requested is budgeted as a FY 23/24 Capital Improvement Project for $779.810. As per the purchasing requirements, I would follow up with council as a ‘Ratify and Confirm’. Thank you for your consideration. Fire Chief Scott Ehlers Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0578 Agenda Date: 6/16/2022 Status: Consent AgendaVersion: 1 File Type: Action ItemIn Control: Official Records & Legislative Services Agenda Number: 7.7 SUBJECT/RECOMMENDATION: Schedule a special council meeting on Thursday, July 7, 2022 at 6:00 p.m. (consent) SUMMARY: Staff is requesting a special council meeting on July 7 at 6:00 p.m. for the purpose of reviewing the Bluff development agreement and passing the referendum ordinance on first reading. Council will approve the development agreement and adopt the referendum ordinance at the July 21, 2022 council meeting. APPROPRIATION CODE AND AMOUNT: N/A USE OF RESERVE FUNDS: N/A Page 1 City of Clearwater Printed on 6/14/2022 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0556 Agenda Date: 6/16/2022 Status: Public HearingVersion: 1 File Type: Action ItemIn Control: Economic Development & Housing Agenda Number: 8.1 SUBJECT/RECOMMENDATION: Approve the 2022 Affordable Housing Inventory List pursuant to requirements of Chapter 166.0451, Florida Statutes, adopt Resolution 22-13 and authorize the appropriate officials to execute same. (APH) SUMMARY: The 2006 Legislature amended Chapter 166, Florida Statutes, adding Section 166.0451 entitled "Disposition of municipal property for affordable housing." The state statute includes that the governing body of each municipality must review the proposed affordable housing inventory list at a public hearing and may revise the list at the conclusion of the hearing. Following the public hearing, the local governing body must adopt a resolution that includes an inventory list of such property deemed appropriate for affordable housing development. Section (1) of the statutory amendment requires that every three years each municipality prepare an inventory list of all real property within its jurisdiction to which the municipality holds fee simple title that is appropriate for use as affordable housing. Therefore, the 2022 Affordable Housing Inventory List includes the address and legal description of each property and specifies whether the property is vacant or improved. The previous list was approved by City Council in 2019 and included a total of 19 properties. Resolution 22-13, as drafted, proposes eight (8) parcels, to which the City has title, as appropriate for use as affordable housing. APPROPRIATION CODE AND AMOUNT: N/A USE OF RESERVE FUNDS: N/A Page 1 City of Clearwater Printed on 6/14/2022 Resolution No. 22-13 RESOLUTION 22-13 A RESOLUTION OF THE CITY OF CLEARWATER, FLORIDA, DETERMINING THE CITY HOLDS FEE SIMPLE TITLE IN AND TO EIGHT PARCELS OF LAND LYING AND BEING SITUATE WITHIN ITS CORPORATE LIMITS THAT ARE APPROPRIATE FOR USE AS AFFORDABLE HOUSING AS DEFINED IN SECTION 166.0451, FLORIDA STATUTES; ESTABLISHING AN INVENTORY LISTING OF SAID PARCELS; PROVIDING AN EFFECTIVE DATE. WHEREAS, Chapter 166.0451, Florida Statutes, requires that by July 1, 2007, and every three years thereafter, each municipality within the State of Florida shall prepare an inventory list of all real property within its jurisdiction to which the municipality holds fee simple title that is appropriate for use as affordable housing; and WHEREAS, the inventory list must include the address and legal description of each such property and specify whether the property is vacant or improved; and WHEREAS, the governing body of the municipality must review the inventory list at a public hearing, and may revise it at the conclusion of the public hearing; and WHEREAS, the City Council now desires to formally establish the 2022 Affordable Housing Inventory list of real property deemed appropriate for use as affordable housing as required by law. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. That the following eight (8) parcels of vacant land as more particularly described in EXHIBIT “A”, attached hereto and incorporated herein, are hereby determined to be appropriate for use as affordable housing as defined in Section 166.0451 and 420.0004, Florida Statutes. Section 2. That the City holds fee simple title in and to all of said parcels. Section 3. That the inventory listing of the herein described parcels of land shall be titled the “2022 Affordable Housing Inventory List”. Section 4. That the City Clerk is hereby directed to record this Resolution in the Public Records of Pinellas County, Florida. Resolution No. 22-13 Section 5. That this resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this _____ day of _________________, 2022. _____________________________ Frank V. Hibbard Approved as to form: Attest: ______________________________ ______________________________ Laura Mahony Rosemarie Call, City Clerk Senior Assistant City Attorney Resolution No. 22-13 EXHIBIT “A” 2022 AFFORDABLE HOUSING INVENTORY LIST 1454 S. MLK JR. AVE. COMMENCE AT THE NW CORNER OF S. MLK JR. AVE. AND WOODLAWN ST. THEN RUN N 320 FT TO THE POINT OF BEGINNING; THEN W 260.4 FEET; THEN N 225.00 FEET; THEN E 260.4 FEET; THEN S 225.00 FEET TO THE POINT OF BEGINNING. 22/29/15/00000/320/1300 VACANT 1408 MONROE AVE. LINCOLN PLACE ADDITION TO CLEARWATER, BLOCK 4, LOT 4 10/29/15/51948/004/0040 VACANT 1415 TAFT AVE. LINCOLN PLACE ADDITION TO CLEARWATER, BLOCK 1, LOT 16 10/29/15/51948/001/0160 VACANT 1002 GRANT ST. NORWOOD 1ST ADD BLK B, LOT 6 10/29/15/61758/002/0060 VACANT 1004 GRANT ST. NORWOOD 1ST ADD BLK B, LOT 7 10/29/15/61758/002/0070 VACANT 1007 MARSHALL ST. NORWOOD 1ST ADD BLK B, N 1/2 OF LOT 8 10/29/15/61758/002/0081 VACANT 1006 GRANT ST. NORWOOD 1ST ADD BLK B, S 1/2 OF LOT 8 10/29/15/61758/002/0080 VACANT 406 VINE AVE. DREW PARK LOT 8 10/29/15/22518/000/0080 VACANT CLEVELAND ST PIERCE ST OVERLEA ST FRANKLIN ST LAURA ST BELLEVUE BLVD SEABREEZE ST A ST ENGMAN ST KINGSLEY ST METTO ST S PINE ST SPRINGDALE ST RICKER RD JEFFORDS ST PIERCE ST MAPLE ST LAURA ST PIERCE ST GROVE ST PARK ST PINE ST LOCATION MAP Document Path: C:\Users\Christopher.Melone\City of Clearwater\Engineering Geographic Technology - Documents\GIS\Engineering\Location Maps\2019 Affordable Housing Inv List\2022\2022AffHousInv_shape\2022 Affordable Housing Inv_cwt.mxd Prepared by:Engineering DepartmentGeographic Technology Division 100 S. Myrtle Ave, Clearwater, FL 33756 Ph: (727)562-4750, Fax: (727)526-4755 www.MyClearwater.com Page: 1 of 9 2022 Affordable Housing Inventory CRMMap Gen By:CRLReviewed By:5/31/2022Date: ² N.T.S.Scale: 1) 1408 MONROE AVE. 2) 1415 TAFT AVE. 3) 1002 GRANT ST. 4) 1004 GRANT ST. 5) 1007 MARSHALL ST. 6) 1006 GRANT ST. WOODLAWN ST 1495 1485 1451 1454 1500 1426 1481 1467 1483 1455 1467 1479 1481 1479 1483 1449 1450 1484 1477 1497 1499 1498 1504 AERIAL MAP Document Path: C:\Users\Christopher.Melone\City of Clearwater\Engineering Geographic Technology - Documents\GIS\Engineering\Location Maps\2019 Affordable Housing Inv List\2022\2022AffHousInv_shape\2022 Affordable Housing Inv_2.mxd Prepared by:Engineering DepartmentGeographic Technology Division 100 S. Myrtle Ave, Clearwater, FL 33756 Ph: (727)562-4750, Fax: (727)526-4755 www.MyClearwater.com Page: 2 of Aerial Flown 2021 1454 S MLK Jr Ave Parcel Number: 22-29-15-00000-320-1300 CRMMap Gen By:CRLReviewed By:5/26/2022Date: ² N.T.S.Scale: GRANT ST 1411 1408 1407 1308 1415 1309 1401 1405 1407 1409 1406 1404 1409 1410 1403 1413 1400 1405 AERIAL MAP Document Path: C:\Users\Christopher.Melone\City of Clearwater\Engineering Geographic Technology - Documents\GIS\Engineering\Location Maps\2019 Affordable Housing Inv List\2022\2022AffHousInv_shape\2022 Affordable Housing Inv_3.mxd Prepared by:Engineering DepartmentGeographic Technology Division 100 S. Myrtle Ave, Clearwater, FL 33756 Ph: (727)562-4750, Fax: (727)526-4755 www.MyClearwater.com Page: 3 of Aerial Flown 2021 1408 Monroe Ave Parcel Number: 10-29-15-51948-004-0040 CRMMap Gen By:CRLReviewed By:5/26/2022Date: ² N.T.S.Scale: GRANT ST MARSHALL ST CARLTON ST GRANT ST CARLTON ST 1409 1400 1405 1405 1434 1413 1411 14061407 1404 14221409 1414 1401 1402 1446 1408 1403 1405 1410 1458 1402 1325 1415 1413 1415 1406 1411 1402 1321 1404 1408 1500 1406 AERIAL MAP Document Path: C:\Users\Christopher.Melone\City of Clearwater\Engineering Geographic Technology - Documents\GIS\Engineering\Location Maps\2019 Affordable Housing Inv List\2022\2022AffHousInv_shape\2022 Affordable Housing Inv_4.mxd Prepared by:Engineering DepartmentGeographic Technology Division 100 S. Myrtle Ave, Clearwater, FL 33756 Ph: (727)562-4750, Fax: (727)526-4755 www.MyClearwater.com Page: 4 of Aerial Flown 2021 1415 Taft Ave. Parcel Number: 10-29-15-51948-001-0160 CRMMap Gen By:CRLReviewed By:5/26/2022Date: ² N.T.S.Scale: MARSHALL ST GRANT ST 1405 1434 1413 1407 1404 1409 14581414 1406 1406 1405 1410 14221408 1415 1446 1411 AERIAL MAP Document Path: C:\Users\Christopher.Melone\City of Clearwater\Engineering Geographic Technology - Documents\GIS\Engineering\Location Maps\2019 Affordable Housing Inv List\2022\2022AffHousInv_shape\2022 Affordable Housing Inv_5.mxd Prepared by:Engineering DepartmentGeographic Technology Division100 S. Myrtle Ave, Clearwater, FL 33756Ph: (727)562-4750, Fax: (727)526-4755 www.MyClearwater.com Page: 5 of Aerial Flown 2021 1002 Grant St Parcel Number: 10-29-15-61758-002-0060 CRMMap Gen By:CRLReviewed By:5/26/2022Date: ² N.T.S.Scale: MARSHALL ST GRANT ST GRANT ST 1405 1434 1413 1407 1404 1409 14581414 1406 1406 1405 1410 14221408 1415 1446 1411 1403 AERIAL MAP Document Path: C:\Users\Christopher.Melone\City of Clearwater\Engineering Geographic Technology - Documents\GIS\Engineering\Location Maps\2019 Affordable Housing Inv List\2022\2022AffHousInv_shape\2022 Affordable Housing Inv_6.mxd Prepared by:Engineering DepartmentGeographic Technology Division 100 S. Myrtle Ave, Clearwater, FL 33756 Ph: (727)562-4750, Fax: (727)526-4755 www.MyClearwater.com Page: 6 of Aerial Flown 2021 1004 Grant St. Parcel Number: 10-29-15-61758-002-0070 CRMMap Gen By:CRLReviewed By:5/26/2022Date: ² N.T.S.Scale: MARSHALL ST GRANT ST 1405 1434 1413 1407 1404 1409 14581414 1406 1406 1405 1410 14221408 1415 1446 1411 1403 AERIAL MAP Document Path: C:\Users\Christopher.Melone\City of Clearwater\Engineering Geographic Technology - Documents\GIS\Engineering\Location Maps\2019 Affordable Housing Inv List\2022\2022AffHousInv_shape\2022 Affordable Housing Inv_7.mxd Prepared by:Engineering DepartmentGeographic Technology Division100 S. Myrtle Ave, Clearwater, FL 33756Ph: (727)562-4750, Fax: (727)526-4755 www.MyClearwater.com Page: 7 of Aerial Flown 2021 1007 Marshall St. Parcel Number: 10-29-15-61758-002-0081 CRMMap Gen By:CRLReviewed By:5/26/2022Date: ² N.T.S.Scale: MARSHALL ST GRANT ST 1405 1434 1413 1407 1404 1409 14581414 1406 1406 1405 1410 14221408 1415 1446 1411 AERIAL MAP Document Path: C:\Users\Christopher.Melone\City of Clearwater\Engineering Geographic Technology - Documents\GIS\Engineering\Location Maps\2019 Affordable Housing Inv List\2022\2022AffHousInv_shape\2022 Affordable Housing Inv_8.mxd Prepared by:Engineering DepartmentGeographic Technology Division100 S. Myrtle Ave, Clearwater, FL 33756Ph: (727)562-4750, Fax: (727)526-4755 www.MyClearwater.com Page: 8 of Aerial Flown 2021 1006 Grant St. Parcel Number: 10-29-15-61758-002-0080 CRMMap Gen By:CRLReviewed By:5/26/2022Date: ² N.T.S.Scale: HART ST PLAZA ST 400 412 403 406 407 404 409 311 405 310 408 410 401 402 407 AERIAL MAP Document Path: C:\Users\Christopher.Melone\City of Clearwater\Engineering Geographic Technology - Documents\GIS\Engineering\Location Maps\2019 Affordable Housing Inv List\2022\2022AffHousInv_shape\2022 Affordable Housing Inv_9.mxd Prepared by:Engineering DepartmentGeographic Technology Division 100 S. Myrtle Ave, Clearwater, FL 33756 Ph: (727)562-4750, Fax: (727)526-4755 www.MyClearwater.com Page: 9 of Aerial Flown 2021 406 Vine Ave Parcel Number: 10-29-15-22518-000-0080 CRMMap Gen By:CRLReviewed By:5/26/2022Date: ² N.T.S.Scale: Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ANX2021-06011a Agenda Date: 6/16/2022 Status: Public HearingVersion: 2 File Type: Planning CaseIn Control: Planning & Development Agenda Number: 8.2 SUBJECT/RECOMMENDATION: Approve the annexation, initial Future Land Use Map designation of Residential Urban (RU) and initial Zoning Atlas designation of Low Medium Density Residential (LMDR) District for 1272 Sedeeva Circle North and pass Ordinances 9564-22, 9565-22, and 9566-22 on second reading. (ANX2021-06011) SUMMARY: This voluntary annexation request was passed on first reading on August 19, 2021 and involves a 0.186-acre property consisting of one parcel located on the north side of Sedeeva Circle North, approximately 220 feet west of North Betty Lane. The property is contiguous to existing city boundaries to the north, east and south. Second reading of this annexation request was delayed because the applicant was constructing a single-family dwelling on this parcel under the County’s jurisdiction. The construction has been completed and a Certificate of Occupancy issued so second reading can now take place. A Future Land Use Map designation of Residential Urban (RU) and a Zoning Atlas designation of Low Medium Density Residential (LMDR) were approved for the property on first reading. Due to the amount of time that has lapsed since that hearing, new ordinance numbers have been assigned to reflect the current year (previous Ordinance numbers: 9484-21, 9485-21 and 9486-21), so a third and final reading will also be scheduled at the July 21, 2022 meeting. APPROPRIATION CODE AND AMOUNT: N/A USE OF RESERVE FUNDS: N/A Page 1 City of Clearwater Printed on 6/14/2022 Ordinance No. 9564-22 ORDINANCE NO. 9564-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, ANNEXING CERTAIN REAL PROPERTY LOCATED ON THE NORTH SIDE OF SEDEEVA CIRCLE N APPROXIMATELY 220 FEET WEST OF N BETTY LANE, WHOSE POST OFFICE ADDRESS IS 1272 SEDEEVA CIRCLE N, CLEARWATER, FLORIDA 33755, INTO THE CORPORATE LIMITS OF THE CITY, AND REDEFINING THE BOUNDARY LINES OF THE CITY TO INCLUDE SAID ADDITION; PROVIDING AN EFFECTIVE DATE. WHEREAS, the owners of the real property described herein and depicted on the map attached hereto as Exhibit “A” have petitioned the City of Clearwater to annex the property into the City pursuant to Section 171.044, Florida Statutes, and the City has complied with all applicable requirements of Florida law in connection with this ordinance; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The following described property is hereby annexed into the City of Clearwater and the boundary lines of the City are redefined accordingly: The West 10 feet of Lot 4 and all of Lot 5, Floradel Sub-Division, according to the map or plat thereof, as recorded in Plat Book 15, Page(s) 7, of the Public Records of Pinellas County, Florida; (ANX2021-06011) The map attached as Exhibit “A” is hereby incorporated by reference. Section 2. The provisions of this ordinance are found and determined to be consistent with the City of Clearwater Comprehensive Plan. The City Council hereby accepts the dedication of all easements, parks, rights-of-way and other dedications to the public, which have heretofore been made by plat, deed or user within the annexed property. The City Engineer, the City Clerk and the Community Development Coordinator are directed to include and show the property described herein upon the official maps and records of the City. Section 3. This ordinance shall take effect immediately upon adoption. The City Clerk shall file certified copies of this ordinance, including the map attached hereto, with the Clerk of the Circuit Court and with the County Administrator of Pinellas County, Florida, within 7 days after adoption, and shall file a certified copy with the Florida Department of State within 30 days after adoption. Ordinance No. 9564-22 PASSED ON FIRST READING (AS ORDINANCE NO. 9484-21) PASSED ON SECOND READING PASSED ON THIRD AND FINAL READING AND ADOPTED Frank V. Hibbard Mayor Approved as to form: Matthew J. Mytych, Esq. Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit "A" PROPOSED ANNEXATION MAP Owner(s): Paramount Court LLC Case: ANX2021-06011 Site: 1272 Sedeeva Circle N. Property Size(Acres): ROW (Acres): 0.186 Land Use Zoning PIN:03-29-15-28098-000-0050 From : Residential Urban (RU) R-4 One, Two & Three Family Residential Atlas Page: 251B To: Residential Urban (RU) Low Medium Density Residential (LMDR) LAKE 28098 80388 K L M O O G B C E 1 2 3 4 5 6 7 8 9 10 11 12 1 2 3 4 5 6 7 8 9 10 11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 12345678910111213 14 15 16 17 18 19 20 21 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38394041424344 45 46 47 48 49 50 51 9 18 9 10 11 12 13 14 15 16 17 18 1920 12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 151617181920 2122 26 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 1 2 3 4 5 6 7 8 9 10 11 12 2627 2829 4445 4647 55 56 7 8 8 22 U.S.A.VET.ADM. VAC 1 1 1 1 1 1 N BETTY LN STATE ST WOODLAWN TER SEDEEVA CIR N POINSETTA AVE CHENANGO AVE BERTLAND WAY SEDEEVA CIR SSHORE DR PINECREST WAY 197112781291124512571261130112651952 132512432024 1950128019491276128319541252 1329127812711942128712321273 1969 2021 1952 2025 132712901276126013101256126719471245 1295196312641234124612371235 19581249 1940 2022 19621231 12791287126712611274125612652020 123012662028 127412441275127012511960 12961260125312441288128412361938 12391240 1258127712711241127312871964 126819431233½12291998 12721992 129412901286128212741235131712351247 1941 1974 12262028 1946 1994 12851251 1249 20141300 12812020 12551937 2017 1245 1995 12951996128620301232 1940 19371234 1978 1969 1987 1283126612621997 2027 12371940 1979 2021 12772025 2026 2010 1273123312952022 2031 1961 1999 2026 12261261 12911944 1981 12332031 1257 2015 2024 12891244½-Not to Scale--Not a Survey-Rev. 6/9/2021 Ordinance No. 9565-22 ORDINANCE NO. 9565-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING THE FUTURE LAND USE ELEMENT OF THE COMPREHENSIVE PLAN OF THE CITY, TO DESIGNATE THE LAND USE FOR CERTAIN REAL PROPERTY LOCATED ON THE NORTH SIDE OF SEDEEVA CIRCLE N APPROXIMATELY 220 FEET WEST OF N BETTY LANE, WHOSE POST OFFICE ADDRESS IS 1272 SEDEEVA CIRCLE N, CLEARWATER, FLORIDA 33755, UPON ANNEXATION INTO THE CITY OF CLEARWATER, AS RESIDENTIAL URBAN (RU); PROVIDING AN EFFECTIVE DATE. WHEREAS, the amendment to the Future Land Use Element of the Comprehensive Plan of the City as set forth in this ordinance is found to be reasonable, proper and appropriate, and is consistent with the City's Comprehensive Plan; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The Future Land Use Element of the Comprehensive Plan of the City of Clearwater is amended by designating the land use category for the hereinafter described property, upon annexation into the City of Clearwater, as follows: Property Land Use Category The West 10 feet of Lot 4 and all of Lot 5, Floradel Sub-Division, according to the map or plat thereof, as recorded in Plat Book 15, Page(s) 7, of the Public Records of Pinellas County, Florida; Residential Urban (RU) (ANX2021-06011) The map attached as Exhibit "A" is hereby incorporated by reference. Section 2. The City Council does hereby certify that this ordinance is consistent with the City’s Comprehensive Plan. Section 3. This ordinance shall take effect immediately upon adoption, contingent upon and subject to the adoption of Ordinance No. 9564-22. Ordinance No. 9565-22 PASSED ON FIRST READING (AS ORDINANCE NO. 9485-21) PASSED ON SECOND READING PASSED ON THIRD AND FINAL READING AND ADOPTED Frank V. Hibbard Mayor Approved as to form: Matthew J. Mytych, Esq. Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit "A" PROPOSED FUTURE LAND USE MAP Owner(s): Paramount Court LLC Case: ANX2021-06011 Site: 1272 Sedeeva Circle N. Property Size(Acres): ROW (Acres): 0.186 Land Use Zoning PIN:03-29-15-28098-000-0050 From : Residential Urban (RU) R-4 One, Two & Three Family Residential Atlas Page: 251B To: Residential Urban (RU) Low Medium Density Residential (LMDR) LAKE 28098 80388 K L M O O G B C E 1 2 3 4 5 6 7 8 9 10 11 12 1 2 3 4 5 6 7 8 9 10 11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 12345678910111213 14 15 16 17 18 19 20 21 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38394041424344 45 46 47 48 49 50 51 9 18 9 10 11 12 13 14 15 16 17 18 1920 12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 151617181920 2122 26 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 1 2 3 4 5 6 7 8 9 10 11 12 2627 2829 4445 4647 55 56 7 8 8 22 U.S.A.VET.ADM. VAC 1 1 1 1 1 1 RU RU RU RU RU R/OS RU RM RU RU RU RMRU RU R/OS RM RURU RU N BETTY LN STATE ST WOODLAWN TER SEDEEVA CIR N POINSETTA AVE CHENANGO AVE BERTLAND WAY SEDEEVA CIR SPINECREST WAY 197112781291124512571261130112651952 13251243195012801949127612831954125212781271 1942128712321273 1969 2021 1952 12901276126013101256126712451295196312641234124612371235 19581249 1940 2022 19621231 1279126712611274125612652020 123012662028 127412441275127012511960 1296126012531244128812841236193812401258 127712711241127312871964 12681233½12291998 12721992 129412901286128212741235131712351247 2024 1941 1974 12262028 1946 1994 132912851251 1249 20141300 2025 132712812020 12551937 2017 1947 1245 1995 12951996128620301232 1940 19371234 1978 1969 1987 1283126612621997 12872027 12371940 1979 2021 12772025 2026 2010 1273123312952022 2031 1961 1999 2026 1239 12261261 12911944 1981 12332031 1257 2015 2024 1943 12891244½-Not to Scale--Not a Survey-Rev. 6/9/2021 Ordinance No. 9566-22 ORDINANCE NO. 9566-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING THE ZONING ATLAS OF THE CITY BY ZONING CERTAIN REAL PROPERTY LOCATED ON THE NORTH SIDE OF SEDEEVA CIRCLE N APPROXIMATELY 220 FEET WEST OF N BETTY LANE, WHOSE POST OFFICE ADDRESS IS 1272 SEDEEVA CIRCLE N, CLEARWATER, FLORIDA 33755, UPON ANNEXATION INTO THE CITY OF CLEARWATER, AS LOW MEDIUM DENSITY RESIDENTIAL (LMDR); PROVIDING AN EFFECTIVE DATE. WHEREAS, the assignment of a zoning classification as set forth in this ordinance is found to be reasonable, proper and appropriate, and is consistent with the City's Comprehensive Plan; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The following described property located in Pinellas County, Florida, is hereby zoned as indicated upon annexation into the City of Clearwater, and the Zoning Atlas of the City is amended, as follows: Property Zoning District The West 10 feet of Lot 4 and all of Lot 5, Floradel Sub-Division, according to the map or plat thereof, as recorded in Plat Book 15, Page(s) 7, of the Public Records of Pinellas County, Florida; Low Medium Density Residential (LMDR) (ANX2021-06011) The map attached as Exhibit "A" is hereby incorporated by reference. Section 2. The City Engineer is directed to revise the Zoning Atlas of the City in accordance with the foregoing amendment. Section 3. This ordinance shall take effect immediately upon adoption, contingent upon and subject to the adoption of Ordinance No. 9564-22. Ordinance No. 9566-22 PASSED ON FIRST READING (AS ORDINANCE NO. 9486-21) PASSED ON SECOND READING PASSED ON THIRD AND FINAL READING AND ADOPTED Frank V. Hibbard Mayor Approved as to form: Matthew J. Mytych, Esq. Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit "A" PROPOSED ZONING MAP Owner(s): Paramount Court LLC Case: ANX2021-06011 Site: 1272 Sedeeva Circle N. Property Size(Acres): ROW (Acres): 0.186 Land Use Zoning PIN:03-29-15-28098-000-0050 From : Residential Urban (RU) R-4 One, Two & Three Family Residential Atlas Page: 251B To: Residential Urban (RU) Low Medium Density Residential (LMDR) LAKE 28098 80388 K L M O O G B C E 1 2 3 4 5 6 7 8 9 10 11 12 1 2 3 4 5 6 7 8 9 10 11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 12345678910111213 14 15 16 17 18 19 20 21 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38394041424344 45 46 47 48 49 50 51 9 18 9 10 11 12 13 14 15 16 17 18 1920 12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 151617181920 2122 26 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 1 2 3 4 5 6 7 8 9 10 11 12 2627 2829 4445 4647 55 56 7 8 8 22 U.S.A.VET.ADM. VAC 1 1 1 1 1 1 LMDR MDR OS/R MDRLMDR LMDR LMDR N BETTY LN STATE ST WOODLAWN TER SEDEEVA CIR N POINSETTA AVE CHENANGO AVE BERTLAND WAY SEDEEVA CIR SSHORE DR PINECREST WAY 197112781291124512571261130112651952 132512432024 195012801949127612831954125212781271128712321273 1969 2021 1952 2025 132712901276126013101256126719471245 1295196312641234124612371235 19581249 1940 2022 19621231 1279127412562020 123012662028 127412441275127012511960 12961260125312441288128412361938 12391240 1258127712711241127312871964 126819431233½12291998 12721992 129412901286128212741235131712351247 1941 1974 12262028 1946 1994 132912851251 1249 1942 20141300 12812020 12551937 2017 1245 1995 12951996128620301232 1940 19371234 1978 1969 1987 1283126612621997 1287126712612027 123712651940 1979 2021 12772025 2026 2010 1273123312952022 2031 1961 1999 2026 12261261 12911944 1981 12332031 1257 2015 2024 12891244½-Not to Scale--Not a Survey-Rev. 6/9/2021 LOCATION MAP Owner(s): Paramount Court LLC Case: ANX2021-06011 Site: 1272 Sedeeva Circle N. Property Size(Acres): ROW (Acres): 0.186 Land Use Zoning PIN: 03-29-15-28098-000-0050 From : Residential Urban (RU) R-4 One, Two & Three Family Residential Atlas Page: 251B To: Residential Urban (RU) Low Medium Density Residential (LMDR) UNION ST KINGS HWY N BETTY LN DOUGLAS AVE IDLEWILD DR SUNSET POINT RD WOODLAWN TER PALM ST STATE ST BERMUDA ST POINSETTA AVE SEDEEVA CIR N ARBELIA ST THE MALL CHENANGO AVE ALOHA LN COLES RD N EVERGREEN AVE SEDEEVA CIR S MACOMBER AVE SHERIDAN RD OAKDALE WAY PINECREST WAY PROJECT SITE -Not to Scale--Not a Survey-Rev. 6/9/2021 AERIAL PHOTOGRAPH Owner(s): Paramount Court LLC Case: ANX2021-06011 Site: 1272 Sedeeva Circle N. Property Size(Acres): ROW (Acres): 0.186 Land Use Zoning PIN: 03-29-15-28098-000-0050 From : Residential Urban (RU) R-4 One, Two & Three Family Residential Atlas Page: 251B To: Residential Urban (RU) Low Medium Density Residential (LMDR) N BETTY LN N BETTY LN IDLEWILD DR IDLEWILD DR STATE ST STATE ST WOODLAWN TER WOODLAWN TER SEDEEVA CIR NSEDEEVA CIR N POINSETTA AVE POINSETTA AVE CHENANGO AVE CHENANGO AVE BERTLAND WAY BERTLAND WAY SEDEEVA CIR SSEDEEVA CIR SSHORE DR SHORE DR PINECREST WAY PINECREST WAY -Not to Scale--Not a Survey-Rev. 6/9/2021 EXISTING SURROUNDING USES MAP Owner(s): Paramount Court LLC Case: ANX2021-06011 Site: 1272 Sedeeva Circle N. Property Size(Acres): ROW (Acres): 0.186 Land Use Zoning PIN: 03-29-15-28098-000-0050 From : Residential Urban (RU) R-4 One, Two & Three Family Residential Atlas Page: 251B To: Residential Urban (RU) Low Medium Density Residential (LMDR) LAKE 28098 80388 K L M O O G B C E 1 2 3 4 5 6 7 8 9 10 11 12 1 2 3 4 5 6 7 8 9 10 11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 12345678910111213 14 15 16 17 18 19 20 21 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38394041424344 45 46 47 48 49 50 51 9 18 9 10 11 12 13 14 15 16 17 18 1920 12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 151617181920 2122 26 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 1 2 3 4 5 6 7 8 9 10 11 12 2627 2829 4445 4647 55 56 7 8 8 22 U.S.A.VET.ADM. VAC 1 1 1 1 1 1 N BETTY LN STATE ST WOODLAWN TER SEDEEVA CIR N POINSETTA AVE CHENANGO AVE BERTLAND WAY SEDEEVA CIR SSHORE DR PINECREST WAY 197112781291124512571261130112651952 132512432024 1950128019491276128319541252 1329127812711942128712321273 1969 2021 1952 2025 132712901276126013101256126719471245 1295196312641234124612371235 19581249 1940 2022 19621231 12791287126712611274125612652020 123012662028 127412441275127012511960 12961260125312441288128412361938 12391240 1258127712711241127312871964 126819431233½12291998 12721992 129412901286128212741235131712351247 1941 1974 12262028 1946 1994 12851251 1249 20141300 12812020 12551937 2017 1245 1995 12951996128620301232 1940 19371234 1978 1969 1987 1283126612621997 2027 12371940 1979 2021 12772025 2026 2010 1273123312952022 2031 1961 1999 2026 12261261 12911944 1981 12332031 1257 2015 2024 12891244½-Not to Scale--Not a Survey-Rev. 6/9/2021Single Family Residential Single Family Residential Single Family Residential Single Family Residential Park Single Family Residential ANX2021-06011 Paramount Court, LLC 1272 Sedeeva Circle N View looking north at subject property 1272 Sedeeva Circle N West of the subject property East of the subject property Across the street, to the south of the subject property View looking easterly along Sedeeva Circle N View looking westerly along Sedeeva Circle N Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: 9540-22b Agenda Date: 6/16/2022 Status: Second ReadingVersion: 1 File Type: OrdinanceIn Control: Legal Department Agenda Number: 9.1 SUBJECT/RECOMMENDATION: Adopt Ordinance 9540-22 on second reading, annexing certain real property whose post office address is 1827 Audubon Street, Clearwater, Florida 33764 into the corporate limits of the city and redefining the boundary lines of the city to include said addition. Page 1 City of Clearwater Printed on 6/14/2022 Ordinance No. 9540-22 ORDINANCE NO. 9540-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, ANNEXING CERTAIN REAL PROPERTY LOCATED ON THE SOUTH SIDE OF AUDUBON STREET APPROXIMATELY 300 FEET SOUTH OF DRUID ROAD, WHOSE POST OFFICE ADDRESS IS 1827 AUDUBON STREET, CLEARWATER, FLORIDA 33764 INTO THE CORPORATE LIMITS OF THE CITY, AND REDEFINING THE BOUNDARY LINES OF THE CITY TO INCLUDE SAID ADDITION; PROVIDING AN EFFECTIVE DATE. WHEREAS, the owner of the real property described herein and depicted on the map attached hereto as Exhibit “B” has petitioned the City of Clearwater to annex the property into the City pursuant to Section 171.044, Florida Statutes, and the City has complied with all applicable requirements of Florida law in connection with this ordinance; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The following described property is hereby annexed into the City of Clearwater and the boundary lines of the City are redefined accordingly: See attached Exhibit “A” for legal description; (ANX2021-12019) The map attached as Exhibit “B” is hereby incorporated by reference. Section 2. The provisions of this ordinance are found and determined to be consistent with the City of Clearwater Comprehensive Plan. The City Council hereby accepts the dedication of all easements, parks, rights-of-way and other dedications to the public, which have heretofore been made by plat, deed or user within the annexed property. The City Engineer, the City Clerk and the Community Development Coordinator are directed to include and show the property described herein upon the official maps and records of the City. Section 3. This ordinance shall take effect immediately upon adoption. The City Clerk shall file certified copies of this ordinance, including the map attached hereto, with the Clerk of the Circuit Court and with the County Administrator of Pinellas County, Florida, within 7 days after adoption, and shall file a certified copy with the Florida Department of State within 30 days after adoption. Ordinance No. 9540-22 PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Frank V. Hibbard Mayor Approved as to form: Matthew J. Mytych, Esq. Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit “A” LEGAL DESCRIPTION  ANX2021‐12019  ========================================================================================= No. Parcel ID Lot No., Block No. Address 1. 13-29-15-32382-000-0140 Lot 14 1827 Audubon Street The above in GRACEMOOR, as recorded in PLAT BOOK 30, PAGE 7, of the Public Records of Pinellas County, Florida. Together with: The property as described in OFFICIAL RECORD BOOK 6048, PAGE 2065, of the Public Records of Pinellas County, Florida. Exhibit “B” PROPOSED ANNEXATION Owner(s): Bridget M. Bailey Case: ANX2021-12019 Site: 1827 Audubon Street Property Size(Acres): ROW (Acres): 0.479 Land Use Zoning PIN: 13-29-15-32382-000-0140 From : Residential Low (RL) & Water R-3 Single Family Residential Atlas Page: 298A To: Residential Low (RL) & Water Low Medium Density Residential (LMDR) Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: 9541-22b Agenda Date: 6/16/2022 Status: Second ReadingVersion: 1 File Type: OrdinanceIn Control: Legal Department Agenda Number: 9.2 SUBJECT/RECOMMENDATION: Adopt Ordinance 9541-22 on second reading, amending the future land use plan element of the Comprehensive Plan to designate the land use for certain real property whose post office address is 1827 Audubon Street, Clearwater, Florida 33764, upon annexation into the City of Clearwater, as Residential Low (RL). Page 1 City of Clearwater Printed on 6/14/2022 Ordinance No. 9541-22 ORDINANCE NO. 9541-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING THE FUTURE LAND USE ELEMENT OF THE COMPREHENSIVE PLAN OF THE CITY, TO DESIGNATE THE LAND USE FOR CERTAIN REAL PROPERTY LOCATED ON SOUTH SIDE OF AUDUBON STREET APPROXIMATELY 300 FEET SOUTH OF DRUID ROAD, WHOSE POST OFFICE ADDRESS IS 1827 AUDUBON STREET, CLEARWATER, FLORIDA 33764, UPON ANNEXATION INTO THE CITY OF CLEARWATER, AS RESIDENTIAL LOW (RL) AND WATER; PROVIDING AN EFFECTIVE DATE. WHEREAS, the amendment to the Future Land Use Element of the Comprehensive Plan of the City as set forth in this ordinance is found to be reasonable, proper and appropriate, and is consistent with the City's Comprehensive Plan; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The Future Land Use Element of the Comprehensive Plan of the City of Clearwater is amended by designating the land use category for the hereinafter described property, upon annexation into the City of Clearwater, as follows: Property Land Use Category See attached Exhibit “A” for legal description; Residential Low (RL) and Water (ANX2021-12019) The map attached as Exhibit “B” is hereby incorporated by reference. Section 2. The City Council does hereby certify that this ordinance is consistent with the City’s Comprehensive Plan. Section 3. This ordinance shall take effect immediately upon adoption, contingent upon and subject to the adoption of Ordinance No. 9540-22. Ordinance No. 9541-22 PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Frank V. Hibbard Mayor Approved as to form: Matthew J. Mytych, Esq. Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit “A” LEGAL DESCRIPTION  ANX2021‐12019  ========================================================================================= No. Parcel ID Lot No., Block No. Address 1. 13-29-15-32382-000-0140 Lot 14 1827 Audubon Street The above in GRACEMOOR, as recorded in PLAT BOOK 30, PAGE 7, of the Public Records of Pinellas County, Florida. Together with: The property as described in OFFICIAL RECORD BOOK 6048, PAGE 2065, of the Public Records of Pinellas County, Florida. Exhibit “B” PROPOSED FUTURE LAND USE MAP Owner(s): Bridget M. Bailey Case: ANX2021-12019 Site: 1827 Audubon Street Property Size(Acres): ROW (Acres): 0.479 Land Use Zoning PIN: 13-29-15-32382-000-0140 From : Residential Low (RL) & Water R-3 Single Family Residential Atlas Page: 298A To: Residential Low (RL) & Water Low Medium Density Residential (LMDR) Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: 9542-22b Agenda Date: 6/16/2022 Status: Second ReadingVersion: 1 File Type: OrdinanceIn Control: Legal Department Agenda Number: 9.3 SUBJECT/RECOMMENDATION: Adopt Ordinance 9542-22 on second reading, amending the Zoning Atlas of the city by zoning certain real property whose post office address is 1827 Audubon Street, Clearwater, Florida 33764, upon annexation into the City of Clearwater, as Low Medium Density Residential (LMDR). Page 1 City of Clearwater Printed on 6/14/2022 Ordinance No. 9542-22 ORDINANCE NO. 9542-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING THE ZONING ATLAS OF THE CITY BY ZONING CERTAIN REAL PROPERTY LOCATED ON THE SOUTH SIDE OF AUDUBON STREET APPROXIMATELY 300 FEET SOUTH OF DRUID ROAD, WHOSE POST OFFICE ADDRESS IS 1827 AUDUBON STREET, CLEARWATER, FLORIDA 33764, UPON ANNEXATION INTO THE CITY OF CLEARWATER, AS LOW MEDIUM DENSITY RESIDENTIAL (LMDR); PROVIDING AN EFFECTIVE DATE. WHEREAS, the assignment of a zoning classification as set forth in this ordinance is found to be reasonable, proper and appropriate, and is consistent with the City's Comprehensive Plan; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The following described property located in Pinellas County, Florida, is hereby zoned as indicated upon annexation into the City of Clearwater, and the Zoning Atlas of the City is amended, as follows: The map attached as Exhibit “B” is hereby incorporated by reference. Section 2. The City Engineer is directed to revise the Zoning Atlas of the City in accordance with the foregoing amendment. Section 3. This ordinance shall take effect immediately upon adoption, contingent upon and subject to the adoption of Ordinance No. 9540-22. Property Zoning District See attached Exhibit “A” for legal description; Low Medium Density Residential (LMDR) (ANX2021-12019) Ordinance No. 9542-22 PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Frank V. Hibbard Mayor Approved as to form: Matthew J. Mytych, Esq. Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit “A” LEGAL DESCRIPTION  ANX2021‐12019  ========================================================================================= No. Parcel ID Lot No., Block No. Address 1. 13-29-15-32382-000-0140 Lot 14 1827 Audubon Street The above in GRACEMOOR, as recorded in PLAT BOOK 30, PAGE 7, of the Public Records of Pinellas County, Florida. Together with: The property as described in OFFICIAL RECORD BOOK 6048, PAGE 2065, of the Public Records of Pinellas County, Florida. Exhibit “B” PROPOSED ZONING MAP Owner(s): Bridget M. Bailey Case: ANX2021-12019 Site: 1827 Audubon Street Property Size(Acres): ROW (Acres): 0.479 Land Use Zoning PIN: 13-29-15-32382-000-0140 From : Residential Low (RL) & Water R-3 Single Family Residential Atlas Page: 298A To: Residential Low (RL) & Water Low Medium Density Residential (LMDR) Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: 9567-22b Agenda Date: 6/16/2022 Status: Second ReadingVersion: 1 File Type: OrdinanceIn Control: Legal Department Agenda Number: 9.4 SUBJECT/RECOMMENDATION: Adopt Ordinance 9567-22 on second reading, annexing certain unaddressed real property located on the southeast corner of Otten Street and Weston Drive, Clearwater, Florida 33755 into the corporate limits of the city and redefining the boundary lines of the city to include said addition. Page 1 City of Clearwater Printed on 6/14/2022 Ordinance No. 9567-22 ORDINANCE NO. 9567-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, ANNEXING CERTAIN UNADDRESSED REAL PROPERTY LOCATED ON THE SOUTHEAST CORNER OF OTTEN STREET AND WESTON DRIVE, CLEARWATER, FLORIDA 33755 INTO THE CORPORATE LIMITS OF THE CITY, AND REDEFINING THE BOUNDARY LINES OF THE CITY TO INCLUDE SAID ADDITION; PROVIDING AN EFFECTIVE DATE. WHEREAS, the owner of the real property described herein and depicted on the map attached hereto as Exhibit “A” has petitioned the City of Clearwater to annex the property into the City pursuant to Section 171.044, Florida Statutes, and the City has complied with all applicable requirements of Florida law in connection with this ordinance; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The following described property is hereby annexed into the City of Clearwater and the boundary lines of the City are redefined accordingly: Lot 8, Terra-Alto Estates, according to the map or plat thereof, as recorded in Plat Book 45, Page(s) 5, of the Public Records of Pinellas County, Florida; (ANX2022-03005) The map attached as Exhibit “A” is hereby incorporated by reference. Section 2. The provisions of this ordinance are found and determined to be consistent with the City of Clearwater Comprehensive Plan. The City Council hereby accepts the dedication of all easements, parks, rights-of-way and other dedications to the public, which have heretofore been made by plat, deed or user within the annexed property. The City Engineer, the City Clerk and the Community Development Coordinator are directed to include and show the property described herein upon the official maps and records of the City. Section 3. This ordinance shall take effect immediately upon adoption. The City Clerk shall file certified copies of this ordinance, including the map attached hereto, with the Clerk of the Circuit Court and with the County Administrator of Pinellas County, Florida, within 7 days after adoption, and shall file a certified copy with the Florida Department of State within 30 days after adoption. Ordinance No. 9567-22 PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Frank V. Hibbard Mayor Approved as to form: Matthew J. Mytych, Esq. Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit “A” PROPOSED ANNEXATION MAP Owner(s): Robert Smith Case: ANX2022-03005 Site: Unaddressed (0) Otten Street Property Size(Acres): ROW (Acres): 0.183 Land Use Zoning PIN: 02-29-15-90288-000-0080 From : Residential Low (RL) R-3 Single Family Residential Atlas Page: 261A To: Residential Low (RL) Low Medium Density Residential (LMDR) Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: 9568-22b Agenda Date: 6/16/2022 Status: Second ReadingVersion: 1 File Type: OrdinanceIn Control: Legal Department Agenda Number: 9.5 SUBJECT/RECOMMENDATION: Adopt Ordinance 9568-22 on second reading, amending the future land use plan element of the Comprehensive Plan to designate the land use for certain unaddressed real property located on the southeast corner of Otten Street and Weston Drive, Clearwater, Florida 33755, upon annexation into the City of Clearwater, as Residential Low (RL). Page 1 City of Clearwater Printed on 6/14/2022 Ordinance No. 9568-22 ORDINANCE NO. 9568-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING THE FUTURE LAND USE ELEMENT OF THE COMPREHENSIVE PLAN OF THE CITY, TO DESIGNATE THE LAND USE FOR CERTAIN UNADDRESSED REAL PROPERTY LOCATED ON THE SOUTHEAST CORNER OF OTTEN STREET AND WESTON DRIVE, CLEARWATER, FLORIDA 33755, UPON ANNEXATION INTO THE CITY OF CLEARWATER, AS RESIDENTIAL LOW (RL); PROVIDING AN EFFECTIVE DATE. WHEREAS, the amendment to the Future Land Use Element of the Comprehensive Plan of the City as set forth in this ordinance is found to be reasonable, proper and appropriate, and is consistent with the City's Comprehensive Plan; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The Future Land Use Element of the Comprehensive Plan of the City of Clearwater is amended by designating the land use category for the hereinafter described property, upon annexation into the City of Clearwater, as follows: Property Land Use Category Lot 8, Terra-Alto Estates, according to the map or plat thereof, as recorded in Plat Book 45, Page(s) 5, of the Public Records of Pinellas County, Florida; Residential Low (RL) (ANX2022-03005) The map attached as Exhibit “A” is hereby incorporated by reference. Section 2. The City Council does hereby certify that this ordinance is consistent with the City’s Comprehensive Plan. Section 3. This ordinance shall take effect immediately upon adoption, contingent upon and subject to the adoption of Ordinance No. 9567-22. Ordinance No. 9568-22 PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Frank V. Hibbard Mayor Approved as to form: Matthew J. Mytych, Esq. Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit “A” PROPOSED FUTURE LAND USE MAP Owner(s): Robert Smith Case: ANX2022-03005 Site: Unaddressed (0) Otten Street Property Size(Acres): ROW (Acres): 0.183 Land Use Zoning PIN: 02-29-15-90288-000-0080 From : Residential Low (RL) R-3 Single Family Residential Atlas Page: 261A To: Residential Low (RL) Low Medium Density Residential (LMDR) Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: 9569-22b Agenda Date: 6/16/2022 Status: Second ReadingVersion: 1 File Type: OrdinanceIn Control: Legal Department Agenda Number: 9.6 SUBJECT/RECOMMENDATION: Adopt Ordinance 9569-22 on second reading, amending the Zoning Atlas of the city by zoning certain unaddressed real property located on the southeast corner of Otten Street and Weston Drive, Clearwater, Florida 33755, upon annexation into the City of Clearwater, as Low Medium Density Residential (LMDR). Page 1 City of Clearwater Printed on 6/14/2022 Ordinance No. 9569-22 ORDINANCE NO. 9569-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING THE ZONING ATLAS OF THE CITY BY ZONING CERTAIN UNADDRESSED REAL PROPERTY LOCATED ON THE SOUTHEAST CORNER OF OTTEN STREET AND WESTON DRIVE, CLEARWATER, FLORIDA 33755, UPON ANNEXATION INTO THE CITY OF CLEARWATER, AS LOW MEDIUM DENSITY RESIDENTIAL (LMDR); PROVIDING AN EFFECTIVE DATE. WHEREAS, the assignment of a zoning classification as set forth in this ordinance is found to be reasonable, proper and appropriate, and is consistent with the City's Comprehensive Plan; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The following described property located in Pinellas County, Florida, is hereby zoned as indicated upon annexation into the City of Clearwater, and the Zoning Atlas of the City is amended, as follows: The map attached as Exhibit “A” is hereby incorporated by reference. Section 2. The City Engineer is directed to revise the Zoning Atlas of the City in accordance with the foregoing amendment. Section 3. This ordinance shall take effect immediately upon adoption, contingent upon and subject to the adoption of Ordinance No. 9567-22. Property Zoning District Lot 8, Terra-Alto Estates, according to the map or plat thereof, as recorded in Plat Book 45, Page(s) 5, of the Public Records of Pinellas County, Florida; Low Medium Density Residential (LMDR) (ANX2022-03005) Ordinance No. 9569-22 PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Frank V. Hibbard Mayor Approved as to form: Matthew J. Mytych, Esq. Assistant City Attorney Attest: Rosemarie Call, MPA, MMC City Clerk Exhibit “A” PROPOSED ZONING MAP Owner(s): Robert Smith Case: ANX2022-03005 Site: Unaddressed (0) Otten Street Property Size(Acres): ROW (Acres): 0.183 Land Use Zoning PIN: 02-29-15-90288-000-0080 From : Residential Low (RL) R-3 Single Family Residential Atlas Page: 261A To: Residential Low (RL) Low Medium Density Residential (LMDR) Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: 9579-22 2nd rdg Agenda Date: 6/16/2022 Status: Second ReadingVersion: 1 File Type: OrdinanceIn Control: Legal Department Agenda Number: 9.7 SUBJECT/RECOMMENDATION: Adopt Ordinance 9579-22 on second reading, vacating the five foot wide platted utility easement located on Lots 1, 2 and 3, Block 44, Mandalay Sub, according to the map or plat thereof, as recorded in Plat Book 14, Pages 32-35, of the Public Records of Pinellas County, Florida. SUMMARY: APPROPRIATION CODE AND AMOUNT: USE OF RESERVE FUNDS: Page 1 City of Clearwater Printed on 6/14/2022 1 Ord. No. 9579-22 ORDINANCE NO. 9579-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, VACATING THE 5-FOOT-WIDE PLATTED UTILITY EASEMENT, LOCATED ON LOTS 1, 2, AND 3, BLOCK 44, MANDALAY SUB, ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 14, PAGE 32-35, OF THE PUBLIC RECORDS OF PINELLAS COUNTY, FLORIDA; PROVIDING AN EFFECTIVE DATE. WHEREAS, the owner in fee title of real property described and depicted in Exhibit “A” (attached hereto and incorporated herein), has requested that the City vacate said utility easement; and WHEREAS, the City Council of the City of Clearwater, Florida finds that said utility easement is not necessary for municipal use and it is deemed to be in the best interest of the City and the general public that the same be vacated; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The following: A utility easement described as follows: See Exhibit “A” is hereby vacated, closed and released, and the City of Clearwater releases all of its right, title and interest thereto. Section 2. The City Clerk shall record this ordinance in the Public Records of Pinellas County, Florida, following adoption. Section 3. This ordinance shall take effect immediately upon adoption. 2 Ord. No. 9579-22 PASSED ON FIRST READING ________________________________ PASSED ON SECOND AND FINAL READING AND ADOPTED ________________________________ ________________________________ Frank Hibbard Mayor Approved as to form: Attest: ________________________________ ________________________________ Laura Mahony Rosemarie Call Senor Assistant City Attorney City Clerk Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: 9589-22 9590-22 Agenda Date: 6/16/2022 Status: City Manager ReportVersion: 1 File Type: OrdinanceIn Control: Office of Management & Budget Agenda Number: 10.1 SUBJECT/RECOMMENDATION: Amend the City’s fiscal year 2021/22 operating and capital improvement budgets at mid-year and pass Ordinances 9589-22 and 9590-22 on first reading. SUMMARY: The fiscal year 2021/22 operating and capital improvement budgets were adopted in September 2021 by ordinances 9498-21 and 9499-21. Section 2.521 of the City’s Code of Ordinances requires the City Manager to prepare a quarterly report detailing income, expenditure estimates, collections, the explanation of significant variances, as well as the financial status of all capital improvement projects. Page 1 City of Clearwater Printed on 6/14/2022 Mid-Year Budget Review Fiscal Year 2021-22 Memorandum TO: Mayor and City Council FROM: Jon Jennings, City Manager COPIES: Micah Maxwell, Assistant City Manager Michael Delk, Assistant City Manager SUBJECT: Mid-year budget review - amended City Manager's annual budget report DATE: June 1, 2022 Attached is the mid-year budget review in accordance with the City Code of Ordinances. This report is based on the first six months of activity in the current fiscal year (October 2021 through March 2022). Contained within are comments on major variances and documentation of all proposed amendments. Significant Fund amendments are outlined below: General Fund General Fund revenue and expenditure amendments reflect a net increase of $10,119,758. The General Fund expenditure increase at mid-year includes Council approved appropriation of General Fund reserves of $2,289,695 for the Clearwater Harbor Marina Replacement & Upgrade project and $50,000 for consulting services in Economic Development. Other amendments include an increase of $400,000 in Planning and Development for increased contractual services for building inspection/plans review which is offset by increased building permit revenue; an increase of $30,063 for the refurbishment of command vehicles in the Police Department offset by revenues returned from the capital fund; and the allocation of $7,350,000 of General Fund reserves to provide funding for the New City Hall project. General Fund Reserves – In order to ensure adequate reserves, the City Council’s policy reflects that General Fund unappropriated fund reserves of 8.5% of the City’s budgeted General Fund expenditures must be maintained as a reserve to guard against future emergencies. With the closing of the year-end 2021 books, estimated General Fund reserves at mid-year are approximately $54.2 million, or 32.9% of the current year’s General Fund budget, exceeding our minimum reserve requirement by $40.2 million. Mid-Year Budget Review Fiscal Year 2021-22 Significant amendments to other city operating funds are noted as follows: Gas Fund Amendments to Gas Fund expenditures include increases totaling $6,711,900 for gas commodities for resale; a decrease of $300,000 to interfund transfers for the annual gas dividend payment; amendments to various cost codes which net an increase of $49,385 to adjust the budget in line with actual expenditures; and an increase of $660 for recognition of the 2nd quarter safety award. Gas fund revenues are amended to offset this expenditure increase. Marine Fund Amendments to Marine Fund expenditures reflect an increase of $1,000,000 for marine fuel for resale due to increased prices and demand. Offsetting amendments are made to increase fuel sales revenues. Parking Fund Amendments to Parking Fund expenditures reflect a transfer of $1,500,000.00 to the Parking Facilities project to fund renovations of the MSB garage. Budgeted revenues are sufficient to cover this increase. Capital Improvement Program Mid-year amendments to the capital improvement program reflect a net increase of $12,724,924. Amendments previously approved by Council include an increase of $1,500,000 in parking revenues in the Parking Facilities project; an increase of $350,000 of open space impact fee revenue in the Park Land Acquisition project; an increase of $2,289,695 of General Fund revenues in the Clearwater Harbor Marina project; and an increase of $65,000 in grant revenues from FDOT and $13,000 of administrative services revenue in the Airpark Security System Upgrade project. Project activity not previously approved by the Council is summarized on page 18. Significant amendments include a transfer of $7,350,000 of General Fund reserves to the New City Hall project; an increase of $299,000 reimbursed for trade in credit in the P25 Radio Equipment & Infrastructure project, an increase of $149,566 reimbursed from Pinellas County in the Aerial Truck project; an increase of $129,957 in parking revenues in the Seminole Boat Ramp project; an increase of $99,994 in property owner share revenues in the Pinellas New Mains/Service Lines project; an increase of $50,000 in donation revenues for the Long Center Infrastructure Repairs project; and a decrease of $101,000 in transfers from the Special Program Fund in the Phillip-Jones Restroom/Concession project. Special Program Fund The Special Program Fund reflects a net budget increase of $804,030 at mid-year. Significant amendments include an increase of $41,799 in public safety grant revenues for Federal Forfeiture Sharing and Pedestrian/Bicycle Safety; $30,000 to account for Police overtime reimbursements from various law enforcement agencies; $427,541 in contractual service revenue for police extra duty; $11,620 in donation revenues to support Parks and Library programs; $6,952 in Community Development Block Grant program income; $5,700 in foreclosure registry fees collected; $128,460 in fines and court proceeds for public safety programs, and the tree replacement program; $11,972 in special events revenues; and $139,986 transferred between existing police programs. CITY OF CLEARWATER MID-YEAR SUMMARY 2021/22 FY 21/22 First Variance % Adopted Quarter Mid Year YTD Actual vs.YTD vs.Mid Year Amended Description Budget Amended Actual Amend Budget Budget Adjustment Budget General Fund: Revenues 164,818,400 168,818,866 114,339,260 54,479,606 68%10,119,758 178,938,624 Expenditures 164,818,400 168,818,866 93,455,897 75,362,969 55%10,119,758 178,938,624 Utility Funds: Water & Sewer Fund Revenues 110,251,710 110,251,710 51,450,780 58,800,930 47%- 110,251,710 Expenditures 110,251,710 110,251,710 78,070,228 32,181,482 71%- 110,251,710 Stormwater Fund Revenues 24,042,640 24,042,640 8,767,673 15,274,967 36%- 24,042,640 Expenditures 24,042,640 24,042,640 19,227,118 4,815,522 80%- 24,042,640 Gas Fund Revenues 49,235,700 49,235,700 24,161,434 25,074,266 49%6,502,977 55,738,677 Expenditures 49,176,970 49,176,970 31,174,750 18,002,220 63%6,461,945 55,638,915 Solid Waste and Recycling Fund Revenues 29,366,280 29,366,280 15,823,839 13,542,441 54%- 29,366,280 Expenditures 28,044,120 28,044,120 13,851,989 14,192,131 49%- 28,044,120 Enterprise Funds: Marine Fund Revenues 5,723,810 5,723,810 2,957,368 2,766,442 52%1,000,000 6,723,810 Expenditures 5,723,810 5,723,810 3,451,385 2,272,425 60%1,000,000 6,723,810 Airpark Fund Revenues 350,000 350,000 151,313 198,687 43%- 350,000 Expenditures 333,690 333,690 160,342 173,348 48%- 333,690 Clearwater Harbor Marina Fund Revenues 928,730 928,730 528,898 399,832 57%- 928,730 Expenditures 909,680 909,680 472,063 437,618 52%- 909,680 Parking Fund Revenues 9,544,080 9,544,182 5,012,814 4,531,368 53%- 9,544,182 Expenditures 6,852,830 6,852,932 3,476,746 3,376,186 51%1,500,000 8,352,932 Internal Service Funds: General Services Fund Revenues 6,146,260 6,146,260 3,133,765 3,012,495 51%- 6,146,260 Expenditures 6,146,260 6,146,260 2,504,408 3,641,852 41%- 6,146,260 Administrative Services Revenues 15,025,780 15,025,984 7,102,946 7,923,038 47%- 15,025,984 Expenditures 15,025,780 15,025,984 7,549,023 7,476,961 50%- 15,025,984 Garage Fund Revenues 17,623,060 17,623,060 8,355,311 9,267,749 47%- 17,623,060 Expenditures 17,595,180 17,595,180 7,292,394 10,302,786 41%- 17,595,180 Central Insurance Fund Revenues 32,285,530 32,285,530 14,130,060 18,155,470 44%- 32,285,530 Expenditures 32,285,530 32,285,530 13,793,132 18,492,398 43%- 32,285,530 1 MID-YEAR REVIEW AMENDED CITY MANAGER'S FISCAL YEAR 2021-22 REPORT PAGE # General Fund Operating Budget ..................................................................................................... 3 Utility Funds Operating Budget ...................................................................................................... 6 Other Enterprise Funds Operating Budgets ................................................................................. 10 Internal Service Funds Operating Budgets ................................................................................... 14 Capital Improvement Program Budget ........................................................................................ 18 Special Program Fund Budget ....................................................................................................... 32 Special Development Fund ........................................................................................................... 37 Administrative Change Orders ...................................................................................................... 40 Ordinances ..................................................................................................................................... 41 The amended 2021/22 operating budget, presented by operating fund and/or department, is submitted for the City Council review. The actual and projected data contained in this review represents six months, October 1, 2021 through March 31, 2022. The adjustments, however, represent all data available at the time of the report, including action taken by the City Council after March 31, 2022. Definitions associated with the operating funds information is presented as follows: Definitions: Adopted Budget - The budget as adopted by the City Council on September 30, 2021. Variance YTD Actual vs. Adopted Budget - Difference between year to date actual and adopted budget. % YTD vs. Budget - Percentage of adopted budget expended, year to date. Proposed Amendments - Adjustments that have been approved by the City Council, made at the Manager’s discretion, and/or adjustments proposed based on this quarter’s review. Amended Budget - Adding the Original Budget and Adjustments. 2 Capital Improvement Program The amended 2021/22 Capital Improvement Projects budget report is submitted for the City Council review. This review provides the opportunity to analyze the status of all active projects and present formal amendments to the project budget. The Capital Improvement Program and Special Program fund information is presented as follows: Definitions: Budget - The budget as of October 1, 2021, which includes project budgets from prior years, which have not been completed. Amendment - Amendments which have been approved by the City Council, made at the Manager's discretion, and/or adjustments proposed as a result of this quarter’s review. Revised Budget - Adding the Budget and Amendment columns. Encumbrance - Outstanding contract or purchase order commitment. Available Balance - Difference between revised budget and expenditure, plus encumbrance. Status - C - project is completed Amend Ref - Reference number for description of amendment. Increase/ (Decrease)Description Ad Valorem Taxes - At mid year,approximately 95%of property tax revenue has been received.As projected,most property tax payments are made within the first six months of the fiscal year.No amendment is proposed at this time. Other Permits and Fees 400,000 At mid year,87%of other permits and fees revenues have been collected primarily due to increased building/sign permit revenues.Amendments reflect an increase of $400,000.00 to building/sign permit revenues which offset the expenditure increase in Planning and Development for building inspection contractors. Miscellaneous - At mid year,approximately 99%of budgeted miscellaneous revenues have been collected,primarily due to the sale of surplus property in the first period of the fiscal year.No amendment is proposed at this time. 30,063 At mid year,transfer in revenues reflect an increase of $30,063.00 to recognize the return of unspent funds in project P1803,Command Bus Refurbishment,to fund an increase to Police Departement expenditures for command vehicle refurbishment as approved by the Council on April 7, 2022. 50,000 1)An appropriation of $50,000.00 from fund reserves to provide funding for consulting services in Economic Development as approved by the Council on October 4, 2021. 2,289,695 2)An appropriation of $2,289,695.00 from fund reserves to provide funding for capital improvement project C1906 Clearwater Harbor Marina Replacement &Upgrade,as approved by the Council on May 19, 2022. 7,350,000 3)An appropriation of $7,350,000.00 from fund reserves to provide funding for capital improvement project ENGF220001, New City Hall. 9,689,695 10,119,758 Net General Fund Revenue City of Clearwater General Fund Revenues Mid-Year Amendments FY 2021/22 Transfer (to) from Surplus Transfers In Net Transfer (to) from Retained Earnings 3 Increase/(Decrease)Description - Mid year amendments to CRA Administration include the recognition of one additional FTE (CRA Events Specialist)as approved by CRA trustees on May 16,2022.Funding for this position is included in the interlocal agreement with the City recognized in General Fund transfer-in revenue. 50,000 At mid year,Economic Development and Housing expenditures reflect an increase of $50,000.00 to professional services for consulting services,as approved by the Council on October 4, 2021. - Amendments to Parks &Recreation expenditures include a net zero amendment transferring budget savings of $18,690.47 to capital improvement project 93650,Crest Lake Park Improvement,as approved by the Council on April 7, 2022. 400,000 At mid year,amendments to Planning and Development expenditures reflects an increase of $400,000.00 to contractual services for building inspections and plans review,offset by an amendment increasing building/permit revenues. 30,063 Amendments to Police Department expenditures reflect an increase of $30,063.00 to contractual services for the refurbishment of command vehicles,as approved by the Council on April 7, 2022. Non-Departmental Amendments to Non-Departmental reflect Council approved interfund transfers to capital improvement projects as follows: 2,289,695 1)A transfer of $2,289,695.00 to capital improvement project C1906 Clearwater Harbor Marina Replacement & Upgrade, as approved by the Council on May 19, 2022. 7,350,000 2)A transfer of $7,350,000.00 to capital improvement project ENGF220001, New City Hall. 9,639,695 10,119,758 City of Clearwater General Fund Expenditures Mid-Year Amendments FY 2021/22 Economic Development and Housing CRA Administration Planning & Development Police Net General Fund Expenditure Parks & Recreation 4 2021/22 Variance %2021/22 1 Qtr Amended Year to Date YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Amended Bud Budget Amendment Budget General Fund Revenues Ad Valorem Taxes 72,648,340 68,665,775 3,982,565 95%- 72,648,340 Utility Taxes 17,270,000 7,322,210 9,947,790 42%- 17,270,000 Local Option, Fuel and Other Taxes 6,080,000 3,324,941 2,755,059 55%- 6,080,000 Franchise Fees 10,527,550 4,169,408 6,358,142 40%- 10,527,550 Other Permits & Fees 2,808,500 2,430,620 377,880 87%400,000 3,208,500 Intergovernmental 24,399,380 10,951,049 13,448,331 45%- 24,399,380 Charges for Services 15,799,810 7,791,264 8,008,546 49%- 15,799,810 Judgments, Fines and Forfeitures 1,429,000 607,346 821,654 43%- 1,429,000 Miscellaneous Revenues 2,719,226 2,688,687 30,539 99%- 2,719,226 Transfers In 11,395,080 6,387,961 5,007,119 56%30,063 11,425,143 Total Revenues 165,076,886 114,339,260 50,737,626 69%430,063 165,506,949 Transfer (to) from Surplus 3,741,980 3,741,980 9,689,695 13,431,675 Adjusted Revenues 168,818,866 114,339,260 54,479,606 68%10,119,758 178,938,624 General Fund Expenditures City Council 419,450 229,832 189,618 55%- 419,450 City Manager's Office 1,485,384 700,296 785,088 47%- 1,485,384 City Attorney's Office 1,966,428 905,953 1,060,475 46%- 1,966,428 City Audit 233,764 111,098 122,666 48%- 233,764 City Clerk 1,307,156 703,759 603,397 54%- 1,307,156 CRA Administration 619,304 261,859 357,445 42%- 619,304 Economic Development and Housing 1,992,554 1,204,398 788,156 60%50,000 2,042,554 Engineering 8,492,000 3,650,060 4,841,940 43%- 8,492,000 Fire 31,289,534 17,343,516 13,946,018 55%- 31,289,534 Finance 2,800,310 1,209,293 1,591,017 43%- 2,800,310 Human Resources 1,904,855 717,670 1,187,185 38%- 1,904,855 Library 8,416,841 3,975,939 4,440,902 47%- 8,416,841 Non-Departmental 11,854,656 10,460,813 1,393,843 88%9,639,695 21,494,351 Parks & Recreation 37,206,825 20,675,230 16,531,595 56%- 37,206,825 Planning & Development 7,057,846 3,421,950 3,635,896 48%400,000 7,457,846 Police 50,099,334 27,136,209 22,963,125 54%30,063 50,129,397 Public Communications 1,274,555 556,179 718,376 44%- 1,274,555 Public Utilities 398,070 191,843 206,227 48%- 398,070 Total Expenditures 168,818,866 93,455,897 75,362,969 55%10,119,758 178,938,624 For the Six Month Period of October 1, 2021- March 31, 2022 GENERAL FUND MID-YEAR REVIEW 5 2021/22 Variance %2021/221 Qtr Amended Mid-Year YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget WATER & SEWER FUND Water & Sewer Revenues: Charges for Service 97,290,030 50,396,572 46,893,458 52%- 97,290,030 Judgments, Fines and Forfeits 271,000 190,383 80,617 70%- 271,000 Miscellaneous 1,010,000 863,825 146,175 86%- 1,010,000 Transfers In - - - ~- - Fund Equity 11,680,680 - 11,680,680 0%- 11,680,680 Total Revenues 110,251,710 51,450,780 58,800,930 47%- 110,251,710 Water & Sewer Expenditures: Public Utilities Administration 2,036,598 977,518 1,059,080 48%- 2,036,598 Wastewater Collection 15,789,628 12,927,845 2,861,783 82%- 15,789,628 Public Utilities Maintenance 8,503,140 5,234,423 3,268,717 62%- 8,503,140 WPC / Plant Operations 29,942,959 20,760,958 9,182,001 69%- 29,942,959 WPC / Laboratory Operations 546,103 270,649 275,454 50%- 546,103 WPC / Industrial Pretreatment 1,048,590 439,332 609,258 42%- 1,048,590 Water Distribution 25,566,884 19,114,958 6,451,926 75%- 25,566,884 Water Supply 22,115,654 15,133,736 6,981,918 68%- 22,115,654 Reclaimed Water 4,702,154 3,210,808 1,491,346 68%- 4,702,154 Total Expenditures 110,251,710 78,070,228 32,181,482 71%- 110,251,710 Increase/ (Decrease)Amendment Description: Water and Sewer Fund Revenues:- Water and Sewer Fund Expenditures:- At mid year, anticipated revenues of the Water and Sewer Fund equal anticipated expenditures for fiscal year 2021/22. No amendments are proposed to Water and Sewer Fund revenues at mid year. No amendments are proposed to Water and Sewer Fund expenditures at mid year.Expenditures reflect 71%of total budget due to transfers to the capital fund which happen in the first period of the year. For the Six Month Period of October 1, 2021 to March 31, 2022 UTILITY FUNDS MID-YEAR REVIEW 6 2021/22 Variance %2021/221 Qtr Amended Mid-Year YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget For the Six Month Period of October 1, 2021 to March 31, 2022 UTILITY FUNDS MID-YEAR REVIEW STORMWATER FUND Stormwater Revenues: Charges for Service 17,019,900 8,529,484 8,490,416 50%- 17,019,900 Judgments, Fines and Forfeits 73,000 38,032 34,968 52%- 73,000 Miscellaneous 281,560 200,158 81,402 71%- 281,560 Transfers In - - - ~- - Fund Equity 6,668,180 - 6,668,180 0%- 6,668,180 Total Revenues 24,042,640 8,767,673 15,274,967 36%- 24,042,640 Stormwater Expenditures: Stormwater Management 18,331,501 16,687,910 1,643,591 91%- 18,331,501 Stormwater Maintenance 5,711,139 2,539,208 3,171,931 44%- 5,711,139 Total Expenditures 24,042,640 19,227,118 4,815,522 80%- 24,042,640 Increase/ (Decrease)Amendment Description: Stormwater Fund Revenues:- Stormwater Fund Expenditures:- No amendments are proposed to Stormwater Fund revenues at mid year. No amendments are proposed to Stormwater Fund expenditures at mid year.Expenditures reflect 80%of total budget due to transfers to the capital fund which happen in the first period of the year. At mid year, anticipated revenues of the Stormwater Fund equal anticipated expenditures for fiscal year 2021/22. 7 2021/22 Variance %2021/221 Qtr Amended Mid-Year YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget For the Six Month Period of October 1, 2021 to March 31, 2022 UTILITY FUNDS MID-YEAR REVIEW GAS FUND Gas Revenues: Charges for Service 48,761,009 23,980,535 24,780,474 49%6,649,500 55,410,509 Judgments, Fines and Forfeits 100,000 45,840 54,160 46%- 100,000 Miscellaneous 374,691 135,059 239,632 36%(147,183) 227,508 Transfers In - - - ~660 660 Fund Equity - - - ~- - Total Revenues 49,235,700 24,161,434 25,074,266 49%6,502,977 55,738,677 Gas Expenditures: Administration & Supply 22,687,939 13,440,534 9,247,405 59%6,328,965 29,016,904 Pinellas Gas Operations 12,318,997 8,245,670 4,073,327 67%188,783 12,507,780 Pasco Gas Operations 7,514,340 5,444,737 2,069,603 72%- 7,514,340 Marketing & Sales 6,655,694 4,043,809 2,611,885 61%(55,803) 6,599,891 Total Expenditures 49,176,970 31,174,750 18,002,220 63%6,461,945 55,638,915 Increase/ (Decrease)Amendment Description: Gas Fund Revenues:6,502,977 Gas Fund Expenditures:6,461,945 At mid year, anticipated revenues of the Gas Fund exceed anticipated expenditures by $99,762 for fiscal year 2021/22. At mid year,amendments to Gas Fund revenues reflect a net increase of $6,502,977.00.Amendments include: 1)a net increase of $6,649,500.00 to various sales revenues to adjust to bring the budget in line with projected sales activity for the year;2)a decrease to miscellaneous revenues of $147,183.00 for land dispositions,and 3)an increase of $660.00 to transfer in revenue to recognize safety award funding from the Central Insurance Fund. At mid year,Gas Fund expenditures reflect 63%of total budget primarily due to transfers to the capital fund which happen in the first period of the year. Amendments reflect a net increase of $6,461,945.00 which include:1)a net increase of $6,711,900.00 to various operating codes for the increase of gas commodities for resale;2)a net decrease of $300,000.00 to inter-fund transfers for gas dividend payment;3)a net increase of $49,385.00 to various operating codes to adjust the budget,bringing it in line with actuals; and 4) an increase of $660.00 to employee recognition for receipt of the 2nd quarter FY22 safety award. 8 2021/22 Variance %2021/221 Qtr Amended Mid-Year YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget For the Six Month Period of October 1, 2021 to March 31, 2022 UTILITY FUNDS MID-YEAR REVIEW SOLID WASTE AND RECYCLING FUND Solid Waste Revenues: Other Permits and Fees 1,000 1,977 (977) 198%- 1,000 Charges for Service 26,060,000 13,694,088 12,365,912 53%- 26,060,000 Judgments, Fines and Forfeits 95,000 52,033 42,967 55%- 95,000 Miscellaneous 533,000 356,413 176,587 67%- 533,000 Transfers In - - - ~- - Solid Waste Revenues 26,689,000 14,104,511 12,584,489 53%- 26,689,000 Recycling Revenues: Other Permits and Fees 280 - 280 0%- 280 Intergovernmental - 83,528 (83,528) ~- - Charges for Service 2,465,000 1,370,551 1,094,449 56%- 2,465,000 Judgments, Fines and Forfeits 8,000 4,974 3,026 62%- 8,000 Miscellaneous 204,000 260,276 (56,276) 128%- 204,000 Transfers In - - - ~- - Recycling Revenues 2,677,280 1,719,328 957,952 64%- 2,677,280 Fund Equity - - - ~- - Total Revenues 29,366,280 15,823,839 13,542,441 54%- 29,366,280 Solid Waste Expenditures: Collection 18,875,351 9,051,084 9,824,267 48%- 18,875,351 Transfer 2,368,119 1,185,736 1,182,383 50%- 2,368,119 Container Maintenance 993,626 501,008 492,618 50%- 993,626 Administration 1,050,974 489,614 561,360 47%- 1,050,974 Solid Waste Expenditures 23,288,070 11,227,441 12,060,629 48%- 23,288,070 Recycling Expenditures: Residential 1,577,272 609,449 967,823 39%- 1,577,272 Multi-Family 434,888 188,295 246,593 43%- 434,888 Commercial 2,743,890 1,826,805 917,085 67%- 2,743,890 Recycling Expenditures 4,756,050 2,624,548 2,131,502 55%- 4,756,050 Total Expenditures 28,044,120 13,851,989 14,192,131 49%- 28,044,120 Increase/ (Decrease)Amendment Description: Solid Waste and Recycling Fund Revenues:- Solid Waste and Recycling Fund Expenditures:- No amendments are proposed to Solid Waste and Recycling Fund revenues at mid year. No amendments are proposed to Solid Waste and Recycling Fund expenditures at mid year. At mid year, anticipated revenues of the Solid Waste and Recycling Fund exceed anticipated expenditures by $1,322,160 for fiscal year 2021/22. 9 2021/22 Mid-Year Variance %2021/22 1 Qtr Amended Year to Date YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget MARINE FUND Marine Revenues: Intergovernmental - - - ~- - Charges for Service 5,211,800 2,871,019 2,340,781 55%1,200,000 6,411,800 Judgments, Fines and Forfeits 3,200 500 2,700 16%- 3,200 Miscellaneous Revenue 136,000 85,850 50,150 63%- 136,000 Transfers In - - - ~- - Fund Equity 372,810 - 372,810 0%(200,000) 172,810 Total Revenues 5,723,810 2,957,368 2,766,442 52%1,000,000 6,723,810 Marine Expenditures: Marina Operations 5,723,810 3,451,385 2,272,425 60%1,000,000 6,723,810 Total Expenditures 5,723,810 3,451,385 2,272,425 60%1,000,000 6,723,810 Increase/ (Decrease)Amendment Description: Marine Fund Revenues:1,000,000 Marine Fund Expenditures:1,000,000 At mid year, anticipated revenues of the Marine Fund equal anticipated expenditures for fiscal year 2021/22. Amendments to Marine Fund revenues reflect a net increase of $1,000,000.00.Amendments include:1) an increase of $600,000.00 to gas sales;2)an increase of $600,000.00 to diesel sales;and 3)a decrease of $200,000.00 to fund equity as planned use of reserves will be offset by this increased revenue. Amendments to Marine Fund expenditures reflect an increase of $1,000,000.00 to cost of goods sold to cover increased cost of marine fuel for resale.These expenditures will be offset by increased fuel sale revenues. For the Six Month Period of October 1, 2021 - March 31, 2022 ENTERPRISE FUNDS MID-YEAR REVIEW 10 2021/22 Mid-Year Variance %2021/22 1 Qtr Amended Year to Date YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget For the Six Month Period of October 1, 2021 - March 31, 2022 ENTERPRISE FUNDS MID-YEAR REVIEW CLEARWATER HARBOR MARINA FUND Clearwater Harbor Marina Revenues: Intergovernmental - - - ~- - Charges for Service 900,630 510,503 390,127 57%- 900,630 Judgments, Fines and Forfeits 1,600 100 1,500 6%- 1,600 Miscellaneous Revenue 26,500 18,295 8,205 69%- 26,500 Transfers In - - - ~- - Fund Equity - - - ~- - Total Revenues 928,730 528,898 399,832 57%- 928,730 Clearwater Harbor Marina Expenditures Clearwater Harbor Marina Operations 909,680 472,063 437,618 52%- 909,680 Total Expenditures 909,680 472,063 437,618 52%- 909,680 Increase/ (Decrease)Amendment Description: Clearwater Harbor Marina Fund Revenues:- Clearwater Harbor Marina Fund Expenditures:- No amendments are proposed to Clearwater Harbor Marina Fund revenues at mid year. No amendments are proposed to Clearwater Harbor Marina Fund expenditures at mid year. At mid year, anticipated revenues of the Clearwater Harbor Marina Fund exceed anticipated expenditures by $19,050 for fiscal year 2021/22. 11 2021/22 Mid-Year Variance %2021/22 1 Qtr Amended Year to Date YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget For the Six Month Period of October 1, 2021 - March 31, 2022 ENTERPRISE FUNDS MID-YEAR REVIEW AIRPARK FUND Airpark Revenues: Intergovernmental - - - ~- - Charges for Service 18,000 7,466 10,534 41%- 18,000 Miscellaneous Revenue 332,000 143,847 188,153 43%- 332,000 Transfers In - - - ~- - Fund Equity - - - ~- - Total Revenues 350,000 151,313 198,687 43%- 350,000 Airpark Expenditures: Airpark Operations 333,690 160,342 173,348 48%- 333,690 Total Expenditures 333,690 160,342 173,348 48%- 333,690 Increase/ (Decrease)Amendment Description: Airpark Fund Revenues:- Airpark Fund Expenditures:- At mid year, anticipated revenues of the Airpark Fund exceed anticipated expenditures by $16,310 for fiscal year 2021/22. No amendments are proposed to Airpark Fund revenues at mid year. No amendments are proposed to Airpark Fund expenditures at mid year. 12 2021/22 Mid-Year Variance %2021/22 1 Qtr Amended Year to Date YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget For the Six Month Period of October 1, 2021 - March 31, 2022 ENTERPRISE FUNDS MID-YEAR REVIEW PARKING FUND Parking Revenues: Charges for Service 8,600,430 4,297,477 4,302,953 50%- 8,600,430 Judgments, Fines and Forfeits 818,650 611,997 206,653 75%- 818,650 Miscellaneous Revenue 125,000 103,237 21,763 83%- 125,000 Transfers In 102 102 - 100%- 102 Fund Equity - - - ~- - Total Revenues 9,544,182 5,012,814 4,531,368 53%- 9,544,182 Parking Expenditures Engineering/Parking System 4,671,650 2,491,137 2,180,513 53%1,500,000 6,171,650 Engineering/Parking Enforcement 980,857 413,970 566,887 42%- 980,857 Fire Dept/Beach Guards 1,059,762 512,131 547,631 48%- 1,059,762 Seminole Street Boat Ramp 140,663 59,509 81,154 42%- 140,663 Total Expenditures 6,852,932 3,476,746 3,376,186 51%1,500,000 8,352,932 Increase/ (Decrease)Amendment Description: Parking Fund Revenues:- Parking Fund Expenditures:1,500,000 No amendments are proposed to Parking Fund revenues at mid year. At mid year,amendments to Parking Fund expenditures reflect a transfer of $1,500,000.00 to capital improvement project ENPK180003,Parking Facilities,as approved by the Council on March 17, 2022. At mid year, anticipated revenues of the Parking Fund exceed anticipated expenditures by $1,191,250 for fiscal year 2021/22. 13 2021/22 Mid-Year Variance %2021/22 1 Qtr Amended Year to Date YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget GENERAL SERVICES FUND General Services Revenues: Charges for Service 6,046,260 3,060,877 2,985,383 51%- 6,046,260 Miscellaneous Revenues 100,000 72,888 27,112 73%- 100,000 Transfers In - - - ~- - Fund Equity - - - ~- - Total Revenues 6,146,260 3,133,765 3,012,495 51%- 6,146,260 General Services Expenditures: Administration 468,795 236,401 232,394 50%- 468,795 Building & Maintenance 5,677,465 2,268,008 3,409,457 40%- 5,677,465 Total Expenditures 6,146,260 2,504,408 3,641,852 41%- 6,146,260 Increase/ (Decrease)Amendment Description: General Services Fund Revenues:- General Services Fund Expenditures:- For the Six Month Period of October 1, 2021 - March 31, 2022 INTERNAL SERVICE FUNDS MID-YEAR REVIEW At mid year, anticipated revenues of the General Services Fund equal anticipated expenditures for fiscal year 2021/22. No amendments are proposed to General Services Fund revenues at mid year. No amendments are proposed to General Services Fund expenditures at mid year. 14 2021/22 Mid-Year Variance %2021/22 1 Qtr Amended Year to Date YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget For the Six Month Period of October 1, 2021 - March 31, 2022 INTERNAL SERVICE FUNDS MID-YEAR REVIEW ADMINISTRATIVE SERVICES FUND Administrative Services Revenues: Charges for Service 14,179,530 7,042,725 7,136,805 50%- 14,179,530 Miscellaneous Revenues 75,000 60,017 14,983 80%- 75,000 Transfers In 204 204 - 100%- 204 Fund Equity 771,250 - 771,250 0%- 771,250 Total Revenues 15,025,984 7,102,946 7,923,038 47%- 15,025,984 Administrative Services Expenditures: Info Tech / Admin 475,752 222,872 252,880 47%- 475,752 Info Tech / Network Ops & User Suport 5,243,321 2,175,937 3,067,384 41%- 5,243,321 Info Tech / Network Security & Architecture - 129,117 (129,117) ~- - Info Tech / Solutions & Programming 3,401,594 1,888,960 1,512,634 56%- 3,401,594 Info Tech / Telecommunications 1,807,617 1,262,245 545,372 70%- 1,807,617 Info Tech / Enterprise Systems & Training - 43,875 (43,875) ~- - Public Comm / Courier 190,860 72,917 117,943 38%- 190,860 Clearwater Customer Service 3,906,840 1,753,099 2,153,741 45%- 3,906,840 Total Expenditures 15,025,984 7,549,023 7,476,961 50%- 15,025,984 Increase/ (Decrease)Amendment Description: Administrative Services Fund Revenues:- Administrative Services Fund Expenditures:- At mid year, anticipated revenues of the Administrative Services Fund equal anticipated expenditures for fiscal year 2021/22. No amendments are proposed to Administrative Services Fund revenues at mid year. No amendments are proposed to Administrative Services Fund expenditures at mid year. 15 2021/22 Mid-Year Variance %2021/22 1 Qtr Amended Year to Date YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget For the Six Month Period of October 1, 2021 - March 31, 2022 INTERNAL SERVICE FUNDS MID-YEAR REVIEW GARAGE FUND Garage Fund Revenues Charges for Service 16,698,060 7,972,355 8,725,705 48%- 16,698,060 Miscellaneous Revenues 925,000 382,956 542,044 41%- 925,000 Transfers In - - - ~- - Fund Equity - - - ~- - Total Revenues 17,623,060 8,355,311 9,267,749 47%- 17,623,060 Garage Fund Expenditures: Fleet Maintenance 16,631,707 6,949,977 9,681,730 42%- 16,631,707 Radio Communications 963,473 342,417 621,056 36%- 963,473 Total Expenditures 17,595,180 7,292,394 10,302,786 41%- 17,595,180 Increase/ (Decrease)Amendment Description: Garage Fund Revenues:- Garage Fund Expenditures:- At mid year, anticipated revenues of the Garage Fund equal anticipated expenditures by $27,880 for fiscal year 2021/22. No amendments are proposed to Garage Fund revenues at mid year. No amendments are proposed to Garage Fund expenditures at mid year. 16 2021/22 Mid-Year Variance %2021/22 1 Qtr Amended Year to Date YTD Actual vs.YTD vs.Proposed MY Amended Budget Actual Adopted Bud Budget Amendment Budget For the Six Month Period of October 1, 2021 - March 31, 2022 INTERNAL SERVICE FUNDS MID-YEAR REVIEW CENTRAL INSURANCE FUND Central Insurance Revenues: Charges for Service 29,719,086 13,822,197 15,896,889 47%- 29,719,086 Miscellaneous Revenues 300,000 307,863 (7,863) 103%- 300,000 Transfers In - - - ~- - Fund Equity 2,266,444 - 2,266,444 0%- 2,266,444 Total Revenues 32,285,530 14,130,060 18,155,470 44%- 32,285,530 Central Insurance Expenditures: Finance / Risk Management 417,234 157,914 259,320 38%- 417,234 HR / Employee Benefits 439,346 126,477 312,869 29%- 439,346 HR / Employee Health Clinic 1,721,400 588,555 1,132,845 34%- 1,721,400 Non-Departmental 29,707,550 12,920,185 16,787,365 43%- 29,707,550 Total Expenditures 32,285,530 13,793,132 18,492,398 43%- 32,285,530 Increase/ (Decrease)Amendment Description: Central Insurance Fund Revenues:- Central Insurance Fund Expenditures:- No amendments are proposed to Central Insurance Fund revenues at mid year. Amendments to Central Insurance Fund expenditures reflect a net zero amendment to transfer quarterly safety award winnings to other departments. At mid year, anticipated revenues of the Central Insurance Fund equal anticipated expenditures for fiscal year 2021/22. 17 CAPITAL IMPROVEMENT PROGRAM Mid-Year Summary FY 2021/22 18 The amended 2021/22 Capital Improvement Program budget report is submitted for the City Council's mid-year review. The proposed amendment is a net budget increase in the amount of $12,724,924. This review provides the opportunity to examine the status of all active projects and present formal amendments to the project budgets. Fiscally significant budget increases encompassed within this review are as follows: The City Council did not previously approve the following capital improvement budget activity:  New City Hall – a budget increase of $7,350,000 in General Fund revenues.  P25 Radio Equipment & Infrastructure – a budget increase of $299,000 in reimbursement revenue.  Aerial Truck – a budget increase of $149,566 in county fire reimbursement revenue.  Seminole Boat Ramp – a budget increase of $129,957 in parking revenue.  Pinellas New Mains/Service Lines - a budget increase of $99,994 in property owners share revenue.  Long Center Infrastructure Repairs – a budget increase of $50,000 in donations revenue.  Philip-Jones Restroom/Concessions – a budget decrease of $101,000 in special program fund revenue. All significant budget increases that have been previously approved by the City Council are listed below: Project Council Budget Increase Approval  Parking Facilities $ 1,500,000 03/17/22  Park Land Acquisition $ 350,000 05/05/22  Clearwater Harbor Marina Replace & Upgrade $ 2,289,695 05/19/22  Security System Upgrade $ 78,000 05/19/22 Increase/ Amdmt Project (Decrease)Transfer Net Budget #Number Amount Amount Description Amendment Computer Monitors - CLOSE PROJECT 1 94833 (25,735) To record a budget transfer of $25,735.02 in administrative services revenue to project 94883,Business Process Review and Improvement. This project will be closed.(25,735) Business Process Review & Improvement 2 94883 25,735 To record a budget transfer of $25,735.02 in administrative services revenue from project 94833, Computer Monitors. 25,735 New City Hall 3 ENGF220001 7,350,000 2,000,000 To record a budget transfer of $2,000,000.00 in infrastructure sales tax revenue from project 96212, Sanitary Sewer Upgrades/Improvement as approved by City Council on March 3,2022;and a transfer of $7,350,000.00 from General Fund reserves to provide funding for the project.9,350,000 P25 Radio Equipment & Infrastructure 4 L2001 299,000 To record a budget increase of $299,000.00 in reimbursement revenue for a trade in credit,as approved by City Council on April 7, 2022.299,000 Aerial Truck 5 91244 149,566 To record a budget increase of $149,566.40 of county fire tax reimbursement revenue to bring the budget in line with revenues received.149,566 Line Relocation-Pinellas Maintenance 6 96365 5,273 To record a budget increase of $5,273.45 in property owner share revenue to bring the budget in line with revenues received.5,273 Line Relocation - Pasco Maintenance 7 96376 2,244 To record a budget increase of $2,243.73 in property owner share revenue to bring the budget in line with revenues received.2,244 Pinellas New Mains / Service Lines 8 96377 99,994 To record a budget increase of $99,993.76 in property owner share revenue to bring the budget in line with revenues received.99,994 Pasco New Mains / Service Lines 9 96378 2,352 To record a budget increase of $2,351.50 in property owner share revenue to bring the budget in line with revenues received.2,352 CAPITAL IMPROVEMENT PROGRAM Mid-Year Amendments FY 2021/22 19 Increase/ Amdmt Project (Decrease)Transfer Net Budget #Number Amount Amount Description Amendment CAPITAL IMPROVEMENT PROGRAM Mid-Year Amendments FY 2021/22 Sanitary Sewer Upgrades/Improvements 10 96212 (2,000,000) To record a budget transfer of $2,000,000.00 of infrastructure sales tax revenue to project ENGF220001, New City Hall,as approved by City Council on March 3, 2022.(2,000,000) System R & R - Maintenance 11 96721 1,000,000 To record a budget transfer of $1,000,000.00 in water revenue from project 96783,Water System Upgrades/Improvement,as approved by City Council on May 5, 2022.1,000,000 Water System Upgrades/Improvement 12 96783 (1,000,000) To record a budget transfer of $1,000,000.00 in water revenue to project 96721,System R&R Maintenance,as approved by City Council on May 5, 2022.(1,000,000) Pollutant Storage Tank - CLOSE PROJECT 13 ENGF180010 (376,028) To record a budget transfer of $376,028.48 in General Fund revenue to project ENGF180011,Environmental Assessment & Clean-up. This project will be closed.(376,028) Environmental Assessment & Clean-up 14 ENGF180011 376,028 To record a budget transfer of $376,028.48 in General Fund revenue from project ENGF180010, Pollutant Storage Tank. 376,028 Traffic Calming - CLOSE PROJECT 15 ENRD180003 (1,809,477) To record a budget transfer of $1,809,476.54 to project ENRD180005,City-Wide Intersection Improvements.This project will be closed.(1,809,477) City-Wide Intersection Improvement 16 ENRD180005 1,809,477 To record a budget transfer of $1,809,476.54 from project ENRD180003, Traffic Calming. 1,809,477 Security System Upgrade 17 G2108 78,000 To record a budget increase of $65,000.00 in FDOT Grant revenue,and a transfer of $13,000.00 in administrative service revenue from project 94729,City-wide Connect Infrastructure,as approved by City Council on May 19, 2022.78,000 Parking Facilities 18 ENPK180003 1,500,000 To record a budget increase of $1,500,000.00 in parking revenue for MSB garage rehabilitation,as approved by the City Council on March 17, 2022.1,500,000 20 Increase/ Amdmt Project (Decrease)Transfer Net Budget #Number Amount Amount Description Amendment CAPITAL IMPROVEMENT PROGRAM Mid-Year Amendments FY 2021/22 Seminole Boat Ramp 19 M2102 129,957 To record a budget increase of $129,957.46 in parking revenues representing net operating revenues from fiscal year 2020/21.This will bring the project budget in line with revenues received.129,957 Library FF&E Repair & Replacement 20 93534 (150,000) To record a budget decrease of $150,000.00 in General Fund revenue to new project C2211,Main Library Renovation.(150,000) Main Library Renovation - NEW PROJECT 21 C2211 150,000 To record a budget increase of $150,000.00 in General Fund revenue from project 93534,Library FF&E Repair and Replacement.150,000 Park Land Acquisition 22 93133 350,000 To record a budget increase of $350,000.00 in open space impact fees from the Special Development fund,as approved by City Council on May 5, 2022.350,000 Fitness Equipment Replacement - CLOSE PROJECT 23 93247 500 (54,053) To record a budget increase of $500.00 in reimbursement revenue;and a budget transfer of $54,053.35 in General Fund revenue to new project M2205,Recreation Center R&R. This project will be closed.(53,553) Swimming Pool R&R - CLOSE PROJECT 24 93271 (147,745) To record a budget transfer of $147,745.01 in General Fund revenue to new project M2205,Recreation Center R&R. This project will be closed.(147,745) Parking Lot/Bike Path Rest/Impv - CLOSE PROJECT 25 93286 (376,291) To record a budget transfer of $376,291.45 in General Fund revenue to new project M2206,Parks &Beautification R&R. This project will be closed.(376,291) Boardwalks & Docks Repair & Repl - CLOSE PROJECT 26 93604 (13,497) To record a budget transfer of $13,497.32 in General Fund revenue to new project M2206,Parks &Beautification R&R. This project will be closed.(13,497) Concrete Sidewalk & Pad Repair - CLOSE PROJECT 27 93634 (139,335) To record a budget transfer of $139,335.22 in General Fund revenue to new project M2206,Parks &Beautification R&R. This project will be closed.(139,335) 21 Increase/ Amdmt Project (Decrease)Transfer Net Budget #Number Amount Amount Description Amendment CAPITAL IMPROVEMENT PROGRAM Mid-Year Amendments FY 2021/22 Park Amenity Purchase & Repl - CLOSE PROJECT 28 93635 (31,513) To record a budget transfer of $31,512.52 in General Fund revenue to new project M2206,Parks &Beautification R&R. This project will be closed.(31,513) Tennis Court Resurfacing - CLOSE PROJECT 29 93636 (266,665) To record a budget transfer of $266,665.45 in General Fund revenue to new project M2207,Athletic Field R&R.This project will be closed.(266,665) Playground & Fitness Purch & Rplc - CLOSE PROJECT 30 93637 (20,396) To record a budget transfer of $20,395.73 in General Fund revenue to new project M2206,Parks &Beautification R&R. This project will be closed.(20,396) Fencing Replacement Program - CLOSE PROJECT 31 93638 (86,016) To record a budget transfer of $86,016.19 in General Fund revenue to new project M2207,Athletic Field R&R.This project will be closed.(86,016) Parks & Beautification R&R - NEW PROJECT 32 M2206 581,032 To establish the project and record a budget increase of $581,032.24 representing the following transfers of General Fund revenue:1)$376,291.45 from project 93286, Parking Lot/Bike Path Resurface;2)$13,497.32 from project 93604,Boardwalk &Docks Replacement Repair & Replacement;3)$139,335.22 from project 93634,Concrete Sidewalk &Pad Repair;4)$31,512.52 from project 93635, Park Amenity Purchase &Replacement;and 5)$20,395.73 from project 93637,Playground &Fitness Purchase & Replacement. 581,032 Carpenter Field-Infra Repair/Improve - CLOSE PROJECT 33 93203 (86,363) To record a budget transfer of $86,362.62 in General Fund revenue to new project M2204,Carpenter &BayCare R&R. This project will be closed.(86,363) BayCare Ballpark Infrastructure Repair/Improve - CLOSE PROJECT 34 93205 652 (451,044) To record a budget increase of $652.21 of General Fund revenue to correct a 1st quarter amendment;and to record a budget transfer of $451,044.44 in General Fund revenue to new project M2204,Carpenter &BayCare R&R.This project will be closed.(450,392) 22 Increase/ Amdmt Project (Decrease)Transfer Net Budget #Number Amount Amount Description Amendment CAPITAL IMPROVEMENT PROGRAM Mid-Year Amendments FY 2021/22 Long Center Infrastructure Repairs - CLOSE PROJECT 35 93278 50,000 (143,660) To record a budget increase of $50,000.00 in donations revenue;and budget transfer of $143,659.92 in General Fund revenue to new project M2205,Recreation Center R&R. This project will be closed.(93,660) Utilities Services Replacement - CLOSE PROJECT 36 93418 (342,258) To record a budget transfer of $342,257.79 in Marina Fund revenue to project C1905,Beach Marina Upgrade.This project will be closed.(342,258) Sports Field Lighting - CLOSE PROJECT 37 93620 (68,824) To record a budget transfer of $68,823.66 in General Fund revenue to new project M2207,Athletic Field R&R.This project will be closed.(68,824) Pier 60 Pk & Bchwlk Rep & Improv -CLOSE PROJECT 38 93633 (766,901) To record a budget transfer of $766,901.03 in General Fund revenue to new project M2208,Beach Walk/Pier 60 Park R&R. This project will be closed.(766,901) Phillip-Jones Restroom/Concessions 39 93642 (101,000) To record a budget decrease of $101,000.00 of Special Program Fund revenue to bring the budget in line with actual receipts.(101,000) Crest Lake Park Improvement 40 93650 18,690 To record a budget increase of $18,690.47 of General Fund revenue for equipment purchases,as approved by City Council on April 7, 2022.18,690 Recreation Center Infrastructure Repairs - CLOSE PROJECT 41 93654 (156,711) To record a budget transfer of $156,710.67 in General Fund revenue to new project M2205,Recreation Center R&R. This project will be closed.(156,711) Beach Marina Upgrade 42 C1905 500,000 342,258 To record a budget transfer of $342,257.59 in Marina Fund revenue from project 93418,Utilities Services replacement; and budget increase of $500,000.00 in General Fund revenue transferred from project ENGF180006,City-wide Docks and Seawalls. 842,258 Clearwater Harbor Marina Replacement & Upgrade 43 C1906 2,289,695 To record a budget increase of $2,289,695.00 in General Fund revenue for wave attenuator construction as approved by Council on May 19, 2022.2,289,695 23 Increase/ Amdmt Project (Decrease)Transfer Net Budget #Number Amount Amount Description Amendment CAPITAL IMPROVEMENT PROGRAM Mid-Year Amendments FY 2021/22 Carpenter & BayCare R&R - NEW PROJECT 44 M2204 537,407 To establish the project and record a budget transfer of $86,362.62 in General Fund revenue from project 93203, Carpenter Field-Infrastructure Replacement/Improvement and $451,044.44 from project 93205,BayCare Ballpark Infrastructure Replacement/Improvement. 537,407 Recreation Center R&R - NEW PROJECT 45 M2205 502,169 To establish the project and record a budget increase of $502,169.95 representing the following transfers of General Fund revenue:1)$54,053.35 from project 93247, Fitness Equipment Replacement;2)$147,745.01 from project 93271,Swimming Pool R&R;3)$143,659.92 from project 93278,Long Center Infrastructure Repairs;and 4) $156,710.67 from project 93654,Recreation Centers Infrastructure Repairs. 502,169 Athletic Field R&R - NEW PROJECT 46 M2207 421,505 To establish the project and record a budget increase of $421,505.30 representing the following transfers of General Fund revenue:1)$68,823.66 from project 93620, Sports Field Lighting;2)$266,665.45 from project 93636, Tennis Court Resurfacing;and 3)$86,016.19 from project 93638, Fencing Replacement Program. 421,505 Beach Walk/Pier 60 Park R&R - NEW PROJECT 47 M2208 766,901 To establish the project and record an increase of $766,901.03 in General Fund revenue transferred from project 93633,Pier 60 Park &Beachwalk Replacement & Improvement. 766,901 12,724,924 (0) - 12,724,924 TOTAL 24 Increase/ Amdmt Project (Decrease)Transfer Net Budget #Number Amount Amount Description Amendment CAPITAL IMPROVEMENT PROGRAM Mid-Year Amendments FY 2021/22 City-wide Connect Infrastructure 94729 13,000 To record a transfer of $13,000.00 of Administrative Service revenue to project G2108,Security System Upgrade, as approved by City Council on May 19, 2022. Command Bus Refurbishment P1803 30,063 To record a budget transfer of $30,063.00 of General Fund revenue returned to the General Fund for Police vehicle refurbishment,as approved by City Council on April 7,2022 . City-wide Docks and Seawalls ENGF180006 500,000 To record a budget transfer of $250,000.00 in General Fund revenue to project C1905, Beach Marina Upgrade. TOTAL INTERFUND TRANSFERS:543,063 INTERFUND TRANSFERS 25 CAPITAL IMPROVEMENT PROGRAM PROGRAM & STATUS SUMMARY MID-YEAR: October 1, 2021 to March 31, 2022 Budget Amended Revised Project Open Available Amend Description 10/1/21 Prev Qtr Amdmts Budget To Date Encumbrance Balance Status Ref Other General Government 93535 Countryside Library Demolition 75,000 75,000 - 75,000 - - 75,000 94233 Motorized Equip-Cash 2,473,945 2,473,945 - 2,473,945 2,340,860 55,045 78,040 94246 Fleet Management & Mapping 710,000 710,000 - 710,000 598,888 - 111,112 94729 City-wide Connect Infra 4,423,089 4,423,089 - 4,423,089 3,726,372 - 696,718 94736 Geographic Information Sys 1,210,997 1,210,997 - 1,210,997 954,455 - 256,542 94828 Financial Systems Upgrades 4,158,165 4,158,165 - 4,158,165 2,805,032 39,664 1,313,469 94829 CIS Upgrades / Replacement 1,382,376 1,382,376 - 1,382,376 439,168 - 943,208 94830 MS Licensing / Upgrades 1,200,000 1,200,000 - 1,200,000 842,601 - 357,399 94833 Computer Monitors 429,828 429,828 (25,735) 404,093 404,093 - - C 1 94850 Backfile Conversion of Records 500,000 500,000 - 500,000 192,043 - 307,957 94857 Accela Permit & Code Enforce 400,000 400,000 - 400,000 304,871 23,642 71,488 94873 Citywide Camera System 360,000 360,000 - 360,000 221,664 - 138,336 94874 City Enterprise Timekeep Sys 360,000 360,000 - 360,000 202,802 - 157,198 94880 Granicus Agenda Mgt Sys 210,000 210,000 - 210,000 41,136 - 168,864 94883 Business Proc Review & Improve 800,000 800,000 25,735 825,735 311,925 - 513,810 2 94888 City EOC & Disaster Recovery Fac 3,360,000 3,360,000 - 3,360,000 3,134,363 40,537 185,099 C1901 Beach Radio Tower 852,370 852,370 - 852,370 - - 852,370 C2004 Lift Stations - General Gov 2,160,000 2,160,000 - 2,160,000 176,562 - 1,983,438 C2006 ADA Transition Plan 900,000 900,000 - 900,000 174,812 - 725,188 C2007 Citywide Audio/Visual Solutions 265,053 265,053 - 265,053 - - 265,053 C2101 North Ward Preservation 77,920 77,920 - 77,920 58,665 - 19,255 C2106 Greenprint Implementation 320,000 620,000 - 620,000 - - 620,000 ENGF220001 New City Hall 350,300 350,300 9,350,000 9,700,300 - - 9,700,300 3 GSBM180001 Air Cond Replace-City Wide 1,779,436 1,779,436 - 1,779,436 980,789 32,132 766,515 GSBM180002 Flooring for Facilities 1,477,837 1,477,837 - 1,477,837 873,634 31,746 572,457 GSBM180003 Roof Repair and Replacement 2,304,213 2,604,213 - 2,604,213 1,582,406 222,801 799,006 GSBM180004 Painting of Facilities 792,923 792,923 - 792,923 235,630 82,356 474,936 GSBM180005 Fencing of Facilities 173,170 173,170 - 173,170 73,199 - 99,970 GSBM180006 Light Replacement & Repair 728,197 728,197 - 728,197 312,726 - 415,470 GSBM180007 Elevator Refurbish/Modern 760,576 760,576 - 760,576 11,118 - 749,458 GSBM180008 Building Systems 2,018,377 1,718,377 - 1,718,377 809,035 525 908,817 GSBM180009 New A/C Chiller System 5,200,000 5,200,000 - 5,200,000 1,752,713 - 3,447,287 GSBM180010 General Services R&R 500,000 500,000 - 500,000 212,670 - 287,330 GSBM180011 Generator Maintenance 650,000 650,000 - 650,000 - - 650,000 GSBM180012 General Faci Bldg Major Reno 2,185,242 2,185,242 - 2,185,242 256,834 - 1,928,409 GSFL180001 Fleet Facility R&R 644,520 644,520 - 644,520 81,990 4,074 558,456 L1902 B&M Vehicle & Equipment 65,000 65,000 - 65,000 35,046 - 29,955 L1906/M2202 Telecommunications Upgrade 1,769,047 1,769,047 - 1,769,047 - 1,769,047 L1907/M1911 IT Disaster Recovery 480,396 480,396 480,396 57,869 - 422,527 L1908/M1912 Network Infra & Server R&R 2,341,417 2,341,417 - 2,341,417 1,343,419 13,722 984,276 L1910 Motorized Equip Replace - LP 17,437,127 17,437,127 - 17,437,127 12,146,602 3,795,448 1,495,077 L1911 Garage - Off Cycle Replacements 500,000 500,000 - 500,000 205,544 - 294,456 M1914 Sustainability Initiatives 200,000 200,000 - 200,000 127,710 19,000 53,290 M2007 City EOC Maintenance 100,000 100,000 - 100,000 - - 100,000 L2001/M2010 P25 Radio Equipment & Infrast 2,543,104 3,208,104 299,000 3,507,104 2,821,544 42,400 643,160 4 M2201 Studio/Production Eqp.25,000 26,344 - 26,344 - - 26,344 Sub-Total 71,654,624 72,620,968 9,649,000 82,269,968 40,850,792 4,403,091 37,016,085 Police Protection 94238 Police Vehicles 2,602,032 2,602,032 - 2,602,032 2,491,068 - 110,964 C2201 Police CAD Replacement 900,000 900,000 - 900,000 - - 900,000 C2206 PD Equipment Facility 750,000 750,000 - 750,000 - - 750,000 P1802 Police Equipment Replacement 679,686 679,686 - 679,686 503,275 31,973 144,437 P1803 Command Bus Refurbishment 200,000 200,000 200,000 121,055 32,488 46,457 P1902 Police Information Systems 425,000 425,000 - 425,000 357,945 - 67,055 P2102 Training Range Sound Mitigation 820,000 820,000 - 820,000 787,787 15,408 16,805 PD00180001 Police District 3 Station 13,050,000 13,050,000 - 13,050,000 5,488,188 7,154,191 407,621 Sub-Total 19,426,718 19,426,718 - 19,426,718 9,749,317 7,234,061 2,443,340 Actual Expenditures 26 CAPITAL IMPROVEMENT PROGRAM PROGRAM & STATUS SUMMARY MID-YEAR: October 1, 2021 to March 31, 2022 Budget Amended Revised Project Open Available Amend Description 10/1/21 Prev Qtr Amdmts Budget To Date Encumbrance Balance Status Ref Actual Expenditures Fire Protection 91218 Fire Engine Replacement 3,520,566 3,520,566 - 3,520,566 3,482,241 718,190 (679,864) 91244 Aerial Truck 3,218,514 3,218,514 149,566 3,368,080 2,653,479 - 714,601 5 91260 Thermal Imaging Cameras 295,270 295,270 - 295,270 148,954 - 146,316 91261 Personal Protection Equip 2,564,250 2,564,250 - 2,564,250 2,001,085 - 563,165 91262 SCBA Upgrade - Fill Station 125,000 125,000 - 125,000 82,366 - 42,634 91264 Fire Hose Replacement 516,010 516,010 - 516,010 301,045 15,426 199,539 91271 Fire Boat 1,008,363 1,008,363 - 1,008,363 694,171 - 314,192 C2207 FD Equipment Facility 750,000 750,000 - 750,000 - - 750,000 FD00190001 Fire Station 46 - Beach 6,372,693 10,350,693 - 10,350,693 1,309,766 8,414,896 626,032 FD00190002 Fire Station 47 Replacement 4,839,441 4,839,441 - 4,839,441 1,195,432 117,800 3,526,208 M2005 Fire Training Tower 225,286 225,286 - 225,286 52,987 - 172,299 Sub-Total 23,435,392 27,413,392 149,566 27,562,958 11,921,526 9,266,311 6,375,121 91229 Replace & Upgrade Airpacks 1,201,680 1,201,680 - 1,201,680 888,659 - 313,021 91236 Rescue Vehicle 602,500 602,500 - 602,500 275,930 219,850 106,720 91257 AED Program 293,510 293,510 - 293,510 269,334 14,000 10,176 91263 Extrication Tools 177,000 177,000 - 177,000 125,708 - 51,292 ENGF190002 Beach Guard Tower 258,239 258,239 258,239 90,033 - 168,205 ENGF200002 Beach Guard Admin Building 85,000 85,000 - 85,000 47,330 - 37,670 Sub-Total 2,617,929 2,617,929 - 2,617,929 1,696,994 233,850 687,085 Gas Utility Services 96358 Environmental Remediation 2,134,794 2,134,794 - 2,134,794 1,848,086 41,665 245,043 96365 Line Relocation-Pinellas Maint 806,106 806,106 5,273 811,379 559,924 - 251,455 6 96367 Gas Meter Change Out-Pinellas 4,363,000 4,363,000 - 4,363,000 4,144,959 - 218,041 96374 Line Relocation-Pinellas Capital 3,033,500 3,033,500 - 3,033,500 2,483,467 2,000 548,033 96376 Line Relocation - Pasco Maint 334,140 334,140 2,244 336,384 146,186 - 190,198 7 96377 Pinellas New Mains / Serv Lines 39,496,650 39,496,650 99,994 39,596,643 35,856,647 - 3,739,996 8 96378 Pasco New Mains / Serv Lines 25,386,980 25,386,980 2,352 25,389,332 23,052,488 57,775 2,279,068 9 96379 Pasco Gas Meter Change Out 1,392,821 1,392,821 - 1,392,821 857,660 - 535,161 96381 Line Reloc-Pasco-Capitalized 1,539,160 1,539,160 - 1,539,160 1,275,499 786 262,875 96382 Gas Inventory - Work Mgmt Sys 1,742,000 1,742,000 - 1,742,000 856,268 - 885,732 96384 Gas System - Pinellas Building 28,857,855 28,857,855 - 28,857,855 27,846,137 339,958 671,760 96385 Gas Main Extensions 1,807,845 1,807,845 - 1,807,845 1,503,357 - 304,488 96386 Expanded Energy Conservation 14,878,589 14,878,589 - 14,878,589 12,176,861 - 2,701,728 96387 Natural Gas Vehicle 7,484,584 7,484,584 - 7,484,584 4,677,771 2,373,967 432,846 96389 Future IMS Software & Hardware 1,450,000 1,450,000 - 1,450,000 361,793 - 1,088,207 96391 Gas System Pasco Building 700,000 700,000 - 700,000 - - 700,000 M1904 Pinellas Building Equip R&R 800,000 800,000 - 800,000 - - 800,000 Sub-Total 136,208,023 136,208,023 109,862 136,317,885 117,647,101 2,816,152 15,854,632 Solid Waste Control Services 96426 Facility R & R 3,027,608 3,027,608 - 3,027,608 1,849,997 24,049 1,153,562 96443 Res Container Acquisition 2,326,741 2,326,741 - 2,326,741 1,672,966 - 653,775 96444 Comm Container Acquisition 4,695,420 4,695,420 - 4,695,420 4,269,189 13,970 412,261 96445 Solar Trash & Recycling Kiosks 364,414 364,414 - 364,414 239,182 - 125,232 96448 Solid Waste CNG Station 150,000 150,000 - 150,000 - - 150,000 96449 Solid Waste Truck Wash Fac 555,500 555,500 - 555,500 - - 555,500 96804 Recycling Carts/Dumpsters 1,426,650 1,426,650 - 1,426,650 894,412 - 532,238 96805 Recycling Expan/Particip/R&R 1,341,525 1,341,525 - 1,341,525 1,222,936 - 118,589 C2005/L2005 Underground Refuse Program 1,945,090 1,945,090 - 1,945,090 1,235,145 372,366 337,579 L2201 SW/Recyc Add Veh & Equip 185,000 185,000 - 185,000 - - 185,000 SR00180003 Processing Ctr Building Replace 5,062,633 5,062,633 - 5,062,633 4,396 - 5,058,237 SRTS180001 S.W.Transfer Station Rebuild 19,650,130 19,650,130 19,650,130 19,051,177 34,149 564,804 Sub-Total 40,730,710 40,730,710 - 40,730,710 30,439,399 444,534 9,846,777 27 CAPITAL IMPROVEMENT PROGRAM PROGRAM & STATUS SUMMARY MID-YEAR: October 1, 2021 to March 31, 2022 Budget Amended Revised Project Open Available Amend Description 10/1/21 Prev Qtr Amdmts Budget To Date Encumbrance Balance Status Ref Actual Expenditures Water-Sewer Combination Services 96212 Sanitary Sewer Upgrades/Impr 44,040,261 23,345,431 (2,000,000) 21,345,431 7,634,573 6,108,480 7,602,379 10 96213 Marshall Street Upgrades/Impr 15,744,299 15,744,299 - 15,744,299 7,052,656 4,703,723 3,987,920 96214 East Plant Upgrades/Improve 4,150,000 4,150,000 - 4,150,000 343,950 431,265 3,374,784 96215 N.E. Plant Upgrades/Improve 32,263,620 32,263,620 - 32,263,620 6,064,429 16,720,494 9,478,697 96216 Laboratory Upgrade/Improve 1,155,079 1,155,079 - 1,155,079 12,168 - 1,142,912 96217 Pump Station R&R 1,950,192 1,350,192 - 1,350,192 664,247 4,843 681,103 96523 Pub Utilities Adm Bldg R&R 556,703 556,703 - 556,703 436,694 - 120,009 96526 Public Utility Admin Building 1,004,306 1,004,306 - 1,004,306 - - 1,004,306 96630 Sanitary Sewer Extension 15,182,068 15,182,068 - 15,182,068 12,611,362 8,352 2,562,355 96634 Sanitary Sewer Relocation 4,629,932 4,392,493 - 4,392,493 3,355,402 127,772 909,318 96645 Laboratory Upgrade & R&R 1,146,761 1,146,761 - 1,146,761 1,126,761 - 20,000 96654 Facilities Upgrade & Improve 13,779,876 13,779,876 13,779,876 10,588,663 296,536 2,894,678 96664 Water Pollution Control R & R 32,260,864 28,081,864 - 28,081,864 17,569,967 5,317,175 5,194,722 96665 Sanitary Sewer R&R 56,346,228 54,163,458 - 54,163,458 38,664,352 11,076,023 4,423,083 96686 Pump Station Replacement 13,613,137 11,413,137 - 11,413,137 5,547,736 394,713 5,470,688 96721 System R & R - Maintenance 9,020,686 9,515,686 1,000,000 10,515,686 2,949,436 4,333,633 3,232,617 1196722Line Relocation - Maintenance 10,718,140 4,646,468 - 4,646,468 3,624,731 102,772 918,966 96739 Reclaimed Water Dist Sys 47,316,014 47,316,014 - 47,316,014 45,384,999 711,336 1,219,679 96742 Line Relocation-Capitalized 5,869,275 5,869,275 - 5,869,275 4,255,780 - 1,613,495 96744 System Expansion 3,709,043 3,709,043 - 3,709,043 3,278,241 - 430,802 96764 RO Plant Exp Res #1 16,499,527 16,499,527 - 16,499,527 13,227,850 15,843 3,255,834 96767 RO Plant at Res #2 49,495,439 49,495,439 - 49,495,439 41,809,191 860,155 6,826,093 96773 Groundwater Replenishm Fac 20,900,118 20,900,118 - 20,900,118 5,902,487 - 14,997,631 96782 RO Plant @WTP #3 2,069,594 2,069,594 - 2,069,594 346,352 4,628 1,718,614 96783 Water Sys Upgrades/Improve 9,953,600 9,953,600 (1,000,000) 8,953,600 1,391,222 1,602,181 5,960,197 12 96784 Reclaim Water Distrib Sys R&R 2,340,936 3,840,936 - 3,840,936 1,175,556 1,789,649 875,731 96785 Feasibility Studies/Evalu - Water 3,755,000 3,755,000 - 3,755,000 2,322,017 167,533 1,265,451 96786 Devices/Equipments - Water 1,100,000 1,100,000 - 1,100,000 - - 1,100,000 G2206 Portable Generators 630,000 630,000 - 630,000 - - 630,000 L1904/L1905/ M2008 Vehicle & Equip-Sewer 1,077,913 1,077,913 - 1,077,913 755,016 242,323 80,574 M1905 Marshall Street Plant R&R 4,160,000 4,160,000 - 4,160,000 281,393 118,224 3,760,383 M1906 Northeast Plant R&R 2,029,313 2,029,313 - 2,029,313 430,513 8,717 1,590,083 M1907 East Plant R&R 5,165,000 5,165,000 - 5,165,000 268,179 3,874 4,892,947 M1908 RO Plant Exp Res #1 R&R 1,300,000 1,300,000 - 1,300,000 40,155 2,045 1,257,800 M1909 RO Plant at Res #2 R&R 1,250,000 1,250,000 - 1,250,000 66,546 969 1,182,485 M1910 Water Treatment Plant #3 R&R 898,851 898,851 - 898,851 152,182 969 745,701 M2103 Utilities Bldg & Maint 1,000,000 1,000,000 - 1,000,000 123,885 - 876,115 Sub-Total 438,081,774 403,911,063 (2,000,000) 401,911,063 239,458,688 55,154,225 107,298,150 Flood Protection/SW Management C1908 Stormwater Vehicles & Equip 4,388,380 4,388,380 - 4,388,380 3,377,022 322,642 688,716 ENST180001 Stormwater Pipe System Improve 13,389,067 13,389,067 - 13,389,067 3,743,749 3,053,047 6,592,271 ENST180002 Allen's Creek 2,816,271 2,816,271 - 2,816,271 2,509,926 - 306,345 ENST180003 Stormwater System Expansion 1,094,986 1,094,986 - 1,094,986 - - 1,094,986 ENST180004 Stevenson Creek 2,935,066 2,935,066 - 2,935,066 37,612 91,685 2,805,770 ENST180005 Coastal Basin 4,328,800 3,878,800 - 3,878,800 2,801,259 167,274 910,267 ENST180006 Alligator Creek Watershed 3,592,512 3,592,512 - 3,592,512 450,144 186,123 2,956,244 ENST180008 Hillcrest Bypass Culvert 4,096,167 4,096,167 - 4,096,167 3,611,508 - 484,658 ENST180010 Lower Spring Branch Improve 2,320,000 2,320,000 - 2,320,000 265,153 184,141 1,870,706 Sub-Total 38,961,249 38,511,249 - 38,511,249 16,796,373 4,004,912 17,709,964 28 CAPITAL IMPROVEMENT PROGRAM PROGRAM & STATUS SUMMARY MID-YEAR: October 1, 2021 to March 31, 2022 Budget Amended Revised Project Open Available Amend Description 10/1/21 Prev Qtr Amdmts Budget To Date Encumbrance Balance Status Ref Actual Expenditures Other Physical Environment 93422 Dredging of City Waterways 1,246,204 1,246,204 - 1,246,204 483,487 - 762,717 C2208 Coopers Point 1,400,000 1,400,000 - 1,400,000 - - 1,400,000 ENGF180006 City-wide Docks and Seawall 2,586,739 2,586,739 2,586,739 1,294,552 - 1,292,188 ENGF180010 Pollutant Storage Tank 419,408 419,408 (376,028) 43,380 43,380 - - C 13 ENGF180011 Environmental Assmt & Clean-up 763,636 763,636 376,028 1,139,664 107,062 22,398 1,010,204 14 ENGF180012 Public Works Complex 1,615,664 1,615,664 - 1,615,664 1,926 - 1,613,738 ENGF180014 Seminole Boat Launch Improve 6,752,000 6,752,000 - 6,752,000 4,293,348 48,285 2,410,367 M2002 Environ Park Remediate & Protect 150,000 150,000 - 150,000 - - 150,000 M2006 Right of Way Tree Mgt Prog 500,000 500,000 - 500,000 121,682 - 378,318 Sub-Total 15,433,651 15,433,651 - 15,433,651 6,345,437 70,683 9,017,531 C2102 Fort Harrison Reconstruction 11,015,576 11,015,576 - 11,015,576 - 2,767,677 8,247,899 C2103 Downtown Streetscaping 15,864,691 17,523,802 - 17,523,802 4,649,006 11,801,648 1,073,148 C2105 Mercado - Downtown Gateway 500,000 927,795 - 927,795 - 927,795 - ENGF180001 Downtown Streetscaping 1,644,610 1,644,610 - 1,644,610 1,567,006 - 77,605 ENGF200003 Memorial Causeway Bridge Lighting 200,000 200,000 - 200,000 152,656 - 47,344 ENRD180002 Bridge Maintenance & Improve 8,849,747 8,849,747 - 8,849,747 1,538,174 3,317,057 3,994,516 ENRD180003 Traffic Calming 2,205,031 2,205,031 (1,809,477) 395,554 395,554 - 0 C 15 ENRD180004 Streets and Sidewalks 21,072,094 21,072,094 - 21,072,094 12,012,068 2,509,103 6,550,923 ENRD180005 City-Wide Intersection Improve 2,613,430 2,613,430 1,809,477 4,422,907 866,266 352,800 3,203,841 16 ENRD180006 Traffic Signals 1,284,534 1,284,534 - 1,284,534 813,968 127,130 343,436 ENRD180007 Traffic Safety Infrastructure 1,281,765 1,281,765 - 1,281,765 816,013 70,198 395,554 Sub-Total 66,531,479 68,618,385 - 68,618,385 22,810,711 21,873,409 23,934,265 Airports 94817 Airpark Maintenance & Repair 338,976 339,245 339,245 259,949 - 79,296 G1901 Replace Hangar C 1,305,000 1,305,000 - 1,305,000 1,264,714 29,765 10,522 G2012 Clw Airpark Vehicle Replace 32,018 30,673 - 30,673 - - 30,673 G2108 Security System Upgrade 150,000 150,000 78,000 228,000 71,741 - 156,259 17 Sub-Total 1,825,994 1,824,918 78,000 1,902,918 1,596,404 29,765 276,749 93415 Waterway Maintenance 750,000 750,000 - 750,000 505,435 39,420 205,145 Sub-Total 750,000 750,000 - 750,000 505,435 39,420 205,145 Parking Facilities ENPK180001 Parking Lot Resurfacing 758,476 758,476 - 758,476 31,609 - 726,867 ENPK180002 Parking Lot Improvements 2,268,802 2,268,802 - 2,268,802 635,869 63,817 1,569,117 ENPK180003 Parking Facilities 2,169,348 2,169,348 1,500,000 3,669,348 917,326 70,912 2,681,110 18 M2102 Seminole Boat Launch Maint 225,125 225,125 129,957 355,083 19,075 - 336,007 19 Sub-Total 5,421,752 5,421,752 1,629,957 7,051,709 1,603,879 134,730 5,313,101 92842 City Wayfinding Project 2,050,000 2,050,000 - 2,050,000 771,302 461,158 817,540 ENGF180002 Downtown Intermodal 924,756 924,756 - 924,756 - - 924,756 ENGF180003 Miscellaneous Engineering 354,146 354,146 - 354,146 150,845 55,987 147,314 ENGF180004 Survey Equipment Replacement 33,788 33,788 - 33,788 - - 33,788 ENGF180013 Imagine Clearwater 84,661,322 84,661,322 - 84,661,322 24,369,618 56,336,161 3,955,544 Sub-Total 88,024,013 88,024,013 - 88,024,013 25,291,765 56,853,306 5,878,942 Libraries 93527 Books & Other Lib Materials 7,696,601 7,696,601 - 7,696,601 7,645,242 7,280 44,078 93530 Consolidated Eastside/SPC Libr 5,430,000 5,430,000 - 5,430,000 5,300,608 - 129,392 93532 Libr Maker Space Maint. & Up 282,560 282,560 - 282,560 200,775 - 81,785 93534 Library FF&E Repair & Replace 480,000 480,000 (150,000) 330,000 140,998 1,420 187,582 20 94861 Library Technology 1,525,000 1,525,000 - 1,525,000 1,320,243 - 204,757 C2211 Main Library Renovation - - 150,000 150,000 - - 150,000 21 Sub-Total 15,414,161 15,414,161 - 15,414,161 14,607,867 8,700 797,594 29 CAPITAL IMPROVEMENT PROGRAM PROGRAM & STATUS SUMMARY MID-YEAR: October 1, 2021 to March 31, 2022 Budget Amended Revised Project Open Available Amend Description 10/1/21 Prev Qtr Amdmts Budget To Date Encumbrance Balance Status Ref Actual Expenditures Parks & Recreation93133Park Land Acquisition 1,627,351 1,627,351 350,000 1,977,351 1,623,963 - 353,388 22 93247 Fitness Equipment Replacement 550,000 550,000 (53,553) 496,447 496,447 - - C 23 93271 Swimming Pool R&R 1,742,876 1,742,876 (147,745) 1,595,131 1,551,546 43,586 (0) C 24 93272 Bicycle Paths-Bridges 5,420,232 4,370,232 - 4,370,232 4,236,627 40,964 92,640 93286 Parking Lot/Bike Path Rsr/Imprv 1,026,618 986,618 (376,291) 610,327 610,327 - (0) C 25 93602 Sp Events Equip Rep & Rplcmnt 360,000 360,000 - 360,000 323,389 - 36,611 93604 Brdwlks & Docks Rep & Rplcmnt 905,000 905,000 (13,497) 891,503 757,697 133,806 0 C 26 93618 Miscellaneous Park & Rec Contract 935,000 935,000 - 935,000 524,010 132,688 278,302 93634 Concrete Sidewalk & Pad Repair 488,176 488,176 (139,335) 348,840 344,576 4,264 (0) C 27 93635 Park Amenity Purch & Rplcmnt 1,460,210 1,460,210 (31,513) 1,428,698 1,283,778 144,920 0 C 28 93636 Tennis Court Resurfacing 1,150,311 1,150,311 (266,665) 883,645 837,357 46,288 0 C 29 93637 Playground & Fitness Purch & Rplc 1,358,198 1,411,198 (20,396) 1,390,803 1,104,847 285,955 0 C 30 93638 Fencing Replacement Program 1,229,664 1,229,664 (86,016) 1,143,648 1,149,918 (6,270) 0 C 31 93646 Rest Rm Expan-Barefoot Bch House 520,950 520,950 - 520,950 518,374 1,500 1,076 93667 Del Oro Park Renovations 450,000 2,686,000 - 2,686,000 179,334 2,408,512 98,154 93672 Clw Bch Infrast Repairs & Improve 447,690 447,690 447,690 410,761 40,829 (3,900) C 93673 Jack Russell Stadium Improve 1,154,582 1,051,730 - 1,051,730 1,051,730 - - C C1902 Long Center Parking Improve 550,000 550,000 - 550,000 493,577 2,343 54,081 C1903 Phillies Entrance Sign 150,000 150,000 - 150,000 - - 150,000 C1904 Ruth Eckerd Hall 8,500,000 8,500,000 - 8,500,000 7,000,000 - 1,500,000 C2002 Ed Wright Park Renovations 600,000 600,000 - 600,000 - - 600,000 C2202 Long Center Major Reno 2,000,000 2,000,000 - 2,000,000 20,090 35,022 1,944,888 C2209 Neighborhood Park Renovations 400,000 0 - 0 - - - L1901 P&R Vehicle and Equip Additions 546,210 546,210 - 546,210 481,007 39,431 25,772 M1915 Belmont Park Revitalization 627,909 627,909 - 627,909 555,223 13,199 59,487 M2206 Parks & Beautification R&R - 0 581,032 581,032 - 581,032 32 ENGF180007 Phillip Jones Park Renovations 224,726 224,726 - 224,726 54,097 10,001 160,628 Sub-Total 34,425,704 35,121,852 (203,980) 34,917,872 25,608,675 3,377,039 5,932,159 A1901 Miscellaneous Minor Public Art 202,079 202,079 - 202,079 90,633 - 111,446 A2201 Cultural Arts Plan 70,000 70,000 - 70,000 - - 70,000 Sub-Total 272,078.62 272,079 - 272,079 90,633 - 181,446 30 CAPITAL IMPROVEMENT PROGRAM PROGRAM & STATUS SUMMARY MID-YEAR: October 1, 2021 to March 31, 2022 Budget Amended Revised Project Open Available Amend Description 10/1/21 Prev Qtr Amdmts Budget To Date Encumbrance Balance Status Ref Actual Expenditures Special Recreation Facilities 93203 Carpenter Field-Infras Rep/Imprv 932,817 932,817 (86,363) 846,454 846,454 - - C 33 93205 Baycare Ballpark Infrast Rep/Improv 5,257,649 5,258,302 (450,392) 4,807,910 4,539,156 268,754 (0) C 34 93278 Long Center Infra Repairs 2,430,815 2,377,815 (93,660) 2,284,155 2,284,155 - - C 35 93410 Clwr Harbor Marina Maint R&R 372,500 372,500 - 372,500 327,311 7,400 37,789 93418 Utilities Services Replacement 512,714 512,714 (342,258) 170,456 170,456 - 0 C 36 93420 Fuel System R & R 222,752 222,752 - 222,752 152,743 - 70,009 93499 Pier 60/Sailing Center Maint 601,952 371,952 - 371,952 344,505 218 27,228 93620 Sports Field Lighting 750,362 750,362 (68,824) 681,539 601,653 79,885 (0) C 37 93633 Pier 60 Pk & Bchwlk Rep & Improv 1,839,377 1,839,377 (766,901) 1,072,476 1,072,476 - (0) C 38 93642 Phillip-Jones Restroom/Concess 557,944 557,944 (101,000) 456,944 378,688 2,000 76,255 39 93650 Crest Lake Park Improvement 7,690,532 7,690,532 18,690 7,709,222 7,581,995 6,400 120,828 40 93654 Recreation Centers Infras Repairs 732,468 732,468 (156,711) 575,757 483,411 92,347 (0) 41 C1905 Beach Marina Upgrade 2,150,000 2,150,000 842,258 2,992,258 187,132 1,312,800 1,492,326 42 C1906 Clw Harbor Marina Repl & Up 406,000 406,000 2,289,695 2,695,695 191,590 131,737 2,372,367 43 C2001 Athletic Flds & Fac Reno/Improve 8,500,000 8,500,000 - 8,500,000 - - 8,500,000 C2203 Ross Norton Skate Park 110,000 110,000 - 110,000 - - 110,000 C2204 Soccer Reno EC Moore 40,000 40,000 - 40,000 - - 40,000 C2205 Enterprise Dog Park 220,000 260,000 - 260,000 221,820 9,191 28,989 C2210 Sailing Center Dock Replacement - 732,852 - 732,852 - - 732,852 M1902 Marine Fac Maint Dock R&R 514,970 514,970 - 514,970 340,058 8,903 166,009 M2204 Carpenter & BayCare R&R - 0 537,407 537,407 - 537,407 44 M2205 Recreation Center R&R - 0 502,169 502,169 - 502,169 45 M2207 Athletic Field R&R - 0 421,505 421,505 - - 421,505 46 M2208 Beach Walk/Pier 60 Park R&R - 0 766,901 766,901 - 766,901 47 Sub-Total 33,842,852 34,333,357 3,312,518 37,645,874 19,723,604 1,919,636 16,002,633 TOTAL ALL PROJECTS 1,033,058,103 1,006,654,218 12,724,924 1,019,379,142 586,744,601 167,863,824 264,770,717 31 Increase/ Amdmt Program (Decrease)Intrafund Net Budget Number Number Amount Transfer Amount Description Amendment Public Safety Programs Foreclosure Registry - Nuisance Abatement 1 98609 5,700 To record a budget increase of $5,700.00 which represents foreclosure registry fees collected to date to bring the budget in line with actual receipts.5,700 Police Extra Duty 2 99215 427,541 To record a budget increase of $427,541.34 in police service revenue to bring the budget in line with actual receipts.427,541 Police Education Fund 3 99317 9,650 To record a budget increase of $9,650.41 in police education fine revenue which will bring the budget in line with actual receipts.9,650 Investigative Costs Recovery 4 99329 43,733 To record a budget increase of $43,733.28 in fines,forfeitures and penalties revenue to bring the budget in line with actual receipts. 43,733 Florida Contraband Forfeiture Fund 5 99330 53,740 To record a budget increase of $53,740.00 in fines,forfeitures and penalties revenue which will bring the budget in line with actual receipts.53,740 Vehicle Replacement Fund 6 99350 32,586 To record a budget increase representing a transfer of $32,586.25 from 99215,Police Extra Duty.This represents revenue collected for vehicle usage on extra duty jobs.32,586 Federal Forfeiture Sharing 7 99387 16,799 To record an increase of $16,798.75 in grant revenues from the US Department of Justice which will bring the budget in line with actual receipts.16,799 Pedestrian/Bicycle Safety Grant 2022 8 G2110 25,000 To record a budget increase of $25,000.00 in grant revenues from the University of North Florida as approved by Council on March 3, 2022.25,000 Mental Health Co-Responder Team 9 P2101 107,400 To record a budget transfer of $107,400.00 in fines,forfeitures and penalties revenue from 99329,Investigative Recovery Costs to provide funding needed for the remainder of fiscal year 2022.107,400 Special Program Fund Mid-Year Amendments FY 2021/22 32 Increase/ Amdmt Program (Decrease)Intrafund Net Budget Number Number Amount Transfer Amount Description Amendment Special Program Fund Mid-Year Amendments FY 2021/22 Public Safety Programs (continued) DEA Overtime Reimbursement 10 P2201 10,000 To record a budget increase of $10,000.00 in reimbursement revenue from the Drug Enforcement Agency (DEA)to account for special duty assignments.10,000 FBI Overtime Reimbursement 11 P2203 10,000 To record a budget increase of $10,000.00 in reimbursement revenue from the Federal Bureau of Investigation (FBI)to account for special duty assignments.10,000 Secret Service Overtime Reimbursement 12 P2204 10,000 To record a budget increase of $10,000.00 in reimbursement revenue from the US Secret Services Agency to account for special duty assignments.10,000 Public Safety Program Totals:752,150 - 752,150 Physical Environment Programs Tree Replacement Program 13 99970 21,336 To record a budget increase of $21,336.00 in fines,forfeiture and penalties revenue to bring the budget in line with actual receipts.21,336 Physical Environment Programs Program: Totals:21,336 - 21,336 Economic Environment Programs Public Services 2022 14 G2205 6,952 To record a budget increase of $6,952.00 in CDBG program income revenue from the NSP3 closeout.6,952 Economic Environment Program Totals:6,952 - 6,952 Culture and Recreation Programs Library Special Account 15 99910 120 To record a budget increase of $120.00 in donation revenue to bring the budget in line with actual receipts.120 Clearwater for Youth Grants 16 G1907 11,500 To record a budget increase of $11,500.00 in donation revenue for youth programs at North Greenwood which will bring the budget in line with actual receipts.11,500 33 Increase/ Amdmt Program (Decrease)Intrafund Net Budget Number Number Amount Transfer Amount Description Amendment Special Program Fund Mid-Year Amendments FY 2021/22 Culture and Recreation Programs (continued) Special Events 17 PRSE190001 11,972 To record budget increase of $11,972.45 in sales revenue to bring the budget in line with actual receipts.11,972 Culture and Recreation Program Total:23,592 - 23,592 804,030 - 804,030 Intrafund/Interfund Transfers Police Extra Duty 99215 32,586 To record a transfer of $32,586.25 to 99350,Vehicle Replacement,representing revenue collected for vehicle usage on extra duty jobs. Investigative Cost Recovery 99329 107,400 To record a transfer of $107,400.00 of fines,forfeiture and penalty revenues to P2101,Mental Health Co-Responder Team,to provide fiscal year 2022 funding for this agreement. Total Interfund Transfers:139,986 Total Budget Increase/(Decrease): 34 SPECIAL PROGRAM STATUS SUMMARY MID YEAR REVIEW: October 1, 2021 to March 31, 2022 Actual Expenditures Budget Amended Revised Project Open Available Amend Description Budget Prev Qtr Amdmt Budget To Date Encumbr Balance Status Ref GENERAL GOVERNMENT PROGRAMS 99857 Stimulus - Elctrnc Plan Submittal & Rev 289,000 289,000 - 289,000 149,927 - 139,073 99925 Peg Access Support 838,261 838,261 - 838,261 838,261 - - C 99928 Nagano Sister City Program 341,519 341,519 - 341,519 172,561 - 168,958 M1913 Lien Foreclosure Program 725,984 850,984 - 850,984 386,969 - 464,015 M2101 Planning Studies Fund 750,000 750,000 - 750,000 234,477 177,948 337,575 G2109 American Rescue Plan Act Fund 11,241,947 11,241,947 - 11,241,947 - - 11,241,947 Sub-Total 14,186,710 14,311,710 - 14,311,710 1,782,194 177,948 12,351,568 PUBLIC SAFETY PROGRAMS 98609 Foreclosure Registry-Nuisance Abtmnt 153,700 160,900 5,700 166,600 22,163 - 144,438 1 98610 Hurricane Irma 3,506,686 3,918,682 - 3,918,682 2,706,118 - 1,212,563 99215 Police Extra Duty 4,924,539 5,431,894 427,541 5,859,435 5,851,280 2,674 5,481 2 99279 Police Recruitments 231,010 231,010 - 231,010 85,961 - 145,049 99281 Fed Forfeitures - Treasury 167,234 195,885 - 195,885 120,171 - 75,714 99316 Police Volunteers 158,519 158,519 - 158,519 147,667 - 10,851 99317 Police Education Fund 1,414,856 1,428,799 9,650 1,438,449 1,304,567 - 133,882 3 99329 Investigative Recovery Costs 2,796,014 2,863,495 43,733 2,907,228 2,672,783 159,194 75,250 4 99330 FL Contraband Forfeiture Fund 1,021,489 1,069,661 53,740 1,123,401 1,025,276 - 98,124 5 99350 Vehicle Replacement Fund 661,532 711,365 32,586 743,951 444,133 36,275 263,543 6 99356 Safe Neighborhood Program 1,352,719 1,427,719 - 1,427,719 1,343,631 - 84,088 99364 Crime Prevention Program 240,574 241,424 - 241,424 185,519 11,500 44,405 99387 Federal Forfeiture Sharing 2,462,883 2,479,961 16,799 2,496,760 1,911,139 - 585,621 7 99927 Emergency Operations 4,328,870 4,328,870 - 4,328,870 3,224,770 37,976 1,066,123 99982 EMS Incentive/Recognition 69,700 69,700 - 69,700 41,088 - 28,612 D2001 COVID-19 Prep & Response 1,980,740 1,981,240 - 1,981,240 646,992 - 1,334,249 G2110 Pedestrian/Bicycle Safety Grant 2022 21,455 21,455 25,000 46,455 46,358 - 97 8 P1801 School Resource Officers 1,670,795 2,266,427 - 2,266,427 2,005,828 - 260,599 P2002 Police Body Worn Camera Program 761,253 882,922 - 882,922 652,236 68,685 162,002 P2101 Mental Health Co-Responder Team 143,200 143,200 107,400 250,600 143,200 - 107,400 9 P2201 DEA OT Reimbursement Program - 10,000 10,000 20,000 12,597 - 7,403 10 P2202 ESST OT Reimbursement Program - 2,000 - 2,000 81 - 1,919 P2203 FBI OT Reimbursement Program - 10,000 10,000 20,000 11,872 - 8,128 11 P2204 Secret Service OT Reimb Program - 10,000 10,000 20,000 10,241 - 9,759 12 Sub-Total 28,067,766 30,045,127 752,150 30,797,277 24,615,672 316,304 5,865,301 PHYSICAL ENVIRONMENT PROGRAMS 99970 Tree Replacement Program 1,956,306 1,971,666 21,336 1,993,002 984,908 50,097 957,998 13 Sub-Total 1,956,306 1,971,666 21,336 1,993,002 984,908 50,097 957,998 ECONOMIC ENVIRONMENT PROGRAMS 99764 Public Facilities 2018 443,768 381,432 - 381,432 381,432 - (0) C 99802 Brownfield Revolving Loan 1,216,732 1,216,732 - 1,216,732 420,381 - 796,351 99846 Economic Development - QTI 166,879 166,879 - 166,879 71,591 - 95,288 G1902 Public Facilities 2019 319,253 234,746 - 234,746 234,746 - (0) C G2004 Public Facilities 2020 105,345 104,841 - 104,841 104,841 - (0) C G2010 CDBG-CV Fund 1,549,338 1,549,338 - 1,549,338 273,444 43,970 1,231,923 G2011 Back to Business Grant Program 3,550,000 3,550,000 - 3,550,000 1,427,498 - 2,122,502 G2101 Public Facilities 2021 492,291 690,825 - 690,825 496,667 64,951 129,207 G2102 Economic Development 2021 100,000 165,836 - 165,836 86,100 - 79,736 G2103 Program Administration 2021 182,446 138,635 - 138,635 138,635 - - C G2105 Public Services 2021 155,486 213,384 - 213,384 120,477 - 92,907 M2009 Afford Housing & Comm Development 290,853 290,853 - 290,853 13,962 - 276,891 M2105 ED Strategic Plan 153,896 153,896 - 153,896 - - 153,896 G2201 Public Facilities 2022 671,925 740,471 - 740,471 2,325 549,925 188,221 35 SPECIAL PROGRAM STATUS SUMMARY MID YEAR REVIEW: October 1, 2021 to March 31, 2022 Actual Expenditures Budget Amended Revised Project Open Available Amend Description Budget Prev Qtr Amdmt Budget To Date Encumbr Balance Status Ref ECONOMIC ENVIRONMENT PROGRAMS (CONTINUED) G2202 Economic Development 2022 229,866 410,246 - 410,246 14,300 85,700 310,246 G2203 Program Administration 2022 118,637 231,771 - 231,771 166,282 10,551 54,938 G2204 Infill Housing 2022 86,154 86,154 - 86,154 - - 86,154 G2205 Public Services 2022 226,560 226,560 6,952 233,512 86,368 140,192 6,952 14 Sub-Total 10,059,430 10,552,601 6,952 10,559,553 4,039,050 895,289 5,625,214 HUMAN SERVICES PROGRAMS 98601 Next Steps to Better Nutrition 9,000 9,000 - 9,000 6,574 - 2,426 98607 Senior Citizens Services - Trips 14,000 14,000 - 14,000 10,958 - 3,042 99562 HUD Special Education 30,000 30,000 - 30,000 27,600 - 2,400 99844 United Way 16,580 16,580 - 16,580 12,431 - 4,149 99869 Health Prevention Program 190,269 190,269 - 190,269 180,134 - 10,135 G2107 JWB Youth Programming 802,228 1,196,323 - 1,196,323 622,778 1,200 572,345 Sub-Total 1,062,077 1,456,172 - 1,456,172 860,474 1,200 594,498 CULTURE AND RECREATION PROGRAMS 98608 Clark-Turner Trust (Library)106,077 106,077 - 106,077 - 106,077 99910 Library Special Account 890,525 892,950 120 893,070 869,723 13,718 9,628 15 G1907 Clearwater for Youth Grants 30,000 30,000 11,500 41,500 15,100 - 26,400 16 PRSE190001Special Events 2,635,227 2,817,085 11,972 2,829,058 2,656,277 4,599 168,182 17 Sub-Total 3,661,829 3,846,112 23,592 3,869,704 3,541,100 18,317 310,287 TOTAL ALL PROJECTS 58,994,119 62,183,389 804,030 62,987,419 35,823,400 1,459,155 25,704,864 36 City of Clearwater SPECIAL DEVELOPMENT FUND Mid-Year FY 2021/22 Increase/ (Decrease)Description Revenues Allocation of Assigned Fund Balance 350,000 Mid year amendments reflect an allocation of $350,000.00 in open space impact fees to capital project 93133,Park Land Acquisition,as approved by the Council on May 5, 2022. 350,000$ Net Revenue Amendments Expenditures Transfer to Capital Improvement Fund 350,000 Mid year amendments reflect a transfer of $350,000.00 in open space impact fees to capital project 93133,Park Land Acquisition,as approved by the Council on May 5, 2022. 350,000$ Net Expenditure Amendments 37 SPECIAL REVENUE FUNDS Mid-Year: October 1, 2021 - March 31, 2022 Original First Quarter Mid Year Budget Amended Budget Amended Budget 2021/22 2021/22 2021/22 Amendments Revenues: Ad Valorem Taxes 3,634,340 3,634,340 3,634,340 - Infrastructure Tax 12,699,480 12,699,480 12,699,480 - Interest Earnings 300,000 300,000 300,000 - Open Space Fees - - - - Recreation Facility Impact Fees - - - - Recreation Land Impact Fees - - - - Fee in Lieu of Sidewalks - - - - Multi-Modal Impact Fees 150,000 150,000 150,000 - Local Option Gas Tax 1,350,000 1,350,000 1,350,000 - Allocation of Assigned Fund Balance - - 350,000 350,000 18,133,820 18,133,820 18,483,820 350,000 Expenditures: Transfer to Capital Improvement Fund Road Millage 3,634,340 3,634,340 3,634,340 - Infrastructure Tax 5,350,300 5,350,300 5,350,300 - Recreation Facility Land Fees - - - - Open Space Impact Fees - - 350,000 350,000 Multi-Modal Impact fees 140,000 140,000 140,000 - Local Option Gas Tax 1,327,150 1,327,150 1,327,150 - Infrastructure Tax - Debt on Internal L 6,000,000 6,000,000 6,000,000 - 16,451,790 16,451,790 16,801,790 350,000 Revenues: CDBG/Home Funds 922,626 922,626 922,626 - Interest Earnings 75,000 81,458 81,458 - Intergovernmental Revenue - 1,333,604 1,405,403 71,799 Charges for Service Revenue - 514,555 947,796 433,241 Judgments, Fines and Forfeit Revenue - 244,678 373,138 128,460 Miscellaneous Revenue - 17,883 41,475 23,592 Transfers from General Fund:- - - - Sister City Program 37,380 37,380 37,380 - Planning Study Fund 275,000 275,000 275,000 - United Way Campaign Fund 1,500 1,500 1,500 - Special Events 70,000 237,750 237,750 - Economic Development Strategic Pla 88,230 88,230 88,230 - Police Recruitments 30,000 30,000 30,000 - Police Body Worn Camera Program 75,000 128,314 128,314 - Transfers from other Housing Funds - 493,171 493,171 - Transfers from Special Programs - 357,857 504,795 146,938 1,574,736 4,764,006 5,568,037 804,030 SPECIAL PROGRAM FUND SPECIAL DEVELOPMENT FUND 38 SPECIAL REVENUE FUNDS Mid-Year: October 1, 2021 - March 31, 2022 Original First Quarter Mid Year Budget Amended Budget Amended Budget 2021/22 2021/22 2021/22 Amendments Expenditures: General Government 312,380 437,380 437,380 - Public Safety 105,000 2,082,361 2,834,511 752,150 Physical Environment - 15,360 36,696 21,336 Economic Environment 820,831 1,314,002 1,320,954 6,952 Human Services 1,500 395,595 395,595 - Culture and Recreation 70,000 254,283 277,875 23,592 Interfund Transfers 190,025 190,025 190,025 - Transfer to Capital Fund - - - - 1,499,736 4,689,006 5,493,037 804,030 Revenues: HOME Investment Partnerships 452,259 452,259 452,259 - State Housing Initiatives Partnerships 779,230 779,230 779,230 - Total - HOME/SHIP Funds 1,231,489 1,231,489 1,231,489 - Expenditures: Economic Environment 1,108,344 1,108,344 1,108,344 Interfund Transfers 123,145 123,145 123,145 Total - HOME/SHIP Programs 1,231,489 1,231,489 1,231,489 - OTHER HOUSING ASSISTANCE FUNDS SPECIAL PROGRAM FUND (continued) 39 ADMINISTRATIVE CHANGE ORDERS Mid-Year Review FY 2021/22 40 In accordance with City of Clearwater Code Section 2.554(6), the City Manager may approve and execute change orders without City Council approval within certain limitations. The following change orders have been administratively approved since the last report to the Council based on the code specified criteria: 1. The city manager may increase any contract up to a total award of one hundred thousand dollars ($100,000.00). 2. The city manager may approve any increase of contract up to a maximum of ten percent (10%) over the most recent award of the city council. 3. No contract price increase shall be approved unless sufficient funds are available for such purpose. 4. Contract price decreases may be approved without limitation. 5. The time for completion may be extended up to ninety (90) days, in any one change or cumulatively for the same project, beyond the most recent city council approved completion time. ***** There were no change orders at mid-year that meet the guidelines above. Ordinance #9589-22 41 ORDINANCE NO. 9589-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING THE OPERATING BUDGET FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2022 TO REFLECT INCREASES AND DECREASES IN REVENUES AND EXPENDITURES FOR THE GENERAL FUND, SPECIAL DEVELOPMENT FUND, SPECIAL PROGRAM FUND, GAS FUND, MARINE FUND, AND PARKING FUND AS PROVIDED HEREIN; PROVIDING AN EFFECTIVE DATE. WHEREAS, the budget for the fiscal year ending September 30, 2022, for operating purposes, including debt service, was adopted by Ordinance No. 9498-21; and WHEREAS, at the mid-year review it was found that an increase of $18,776,765 is necessary for revenues and an increase of $20,235,733 is necessary for expenditures; and WHEREAS, a summary of the amended revenues and expenditures is attached hereto and marked Exhibit A; and WHEREAS, Section 2.519 of the Clearwater Code authorizes the City Council to provide for the expenditure of money for proper purposes not contained in the budget as originally adopted due to unforeseen circumstances or emergencies arising during the fiscal year; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. Section 1 of Ordinance No. 9498-21 is amended to read: Pursuant to the Amended City Manager's Annual Report and estimate for the fiscal year beginning October 1, 2021 and ending September 30, 2022 a copy, of which is on file with the City Clerk, the City Council hereby adopts an amended budget for the operation of the City, a copy of which is attached hereto as Exhibit A. Section 2. This ordinance shall take effect immediately upon adoption. PASSED ON FIRST READING _________________________ PASSED ON SECOND AND FINAL _________________________ READING AND ADOPTED _______________________________ Frank Hibbard, Mayor Approved as to form: Attest: _______________________________ ________________________________ David Margolis, City Attorney Rosemarie Call, City Clerk EXHIBIT A 2021-22 BUDGET REVENUE FirstQuarter Mid-Year Budgeted Amended AmendedRevenuesBudgetBudget 2021/22 2021/22 2021/22 Amendments General Fund: Ad Valorem Taxes 72,648,340 72,648,340 72,648,340 - Utility Taxes 17,270,000 17,270,000 17,270,000 - Local Option, Fuel & Other Taxes 6,080,000 6,080,000 6,080,000 - Franchise Fees 10,527,550 10,527,550 10,527,550 - Other Permits & Fees 2,808,500 2,808,500 3,208,500 400,000 Intergovernmental Revenues 24,259,680 24,399,380 24,399,380 Charges for Services 15,799,810 15,799,810 15,799,810 - Judgments, Fines & Forfeitures 1,429,000 1,429,000 1,429,000 - Miscellaneous Revenues 2,719,226 2,719,226 2,719,226 - Transfers In 11,276,294 11,395,080 11,425,143 30,063 Transfer (to) from Reserves - 3,741,980 13,431,675 9,689,695 Total, General Fund 164,818,400 168,818,866 178,938,624 10,119,758 Special Revenue Funds: Special Development Fund 18,133,820 18,133,820 18,483,820 350,000 Special Program Fund 1,574,736 4,764,006 5,568,036 804,030 Local Housing Asst Trust Fund 1,231,489 1,231,489 1,231,489 - Utility & Other Enterprise Funds: Water & Sewer Fund 110,251,710 110,251,710 110,251,710 - Stormwater Utility Fund 24,042,640 24,042,640 24,042,640 - Solid Waste & Recycling Fund 29,366,280 29,366,280 29,366,280 - Gas Fund 49,235,700 49,235,700 55,738,677 6,502,977 Airpark Fund 350,000 350,000 350,000 - Marine Fund 5,723,810 5,723,810 6,723,810 1,000,000 Clearwater Harbor Marina 928,730 928,730 928,730 - Parking Fund 9,544,080 9,544,182 9,544,182 - Internal Service Funds: Administrative Services Fund 15,025,780 15,025,984 15,025,984 - General Services Fund 6,146,260 6,146,260 6,146,260 - Garage Fund 17,623,060 17,623,060 17,623,060 - Central Insurance Fund 32,285,530 32,285,530 32,285,530 - Total, All Funds 486,282,025 493,472,067 512,248,832 18,776,765 42 Ordinance #9589-22 EXHIBIT A (Continued) 2021-22 BUDGET EXPENDITURES FirstQuarter Mid-Year Original Amended AmendedBudgetBudgetBudget 2021/22 2021/22 2021/22 Amendments General Fund: City Council 419,450 419,450 419,450 - City Manager's Office 1,485,330 1,485,384 1,485,384 - City Attorney's Office 1,826,656 1,966,428 1,966,428 - City Audit 233,752 233,764 233,764 - City Clerk 1,307,108 1,307,156 1,307,156 - CRA Administration 504,274 619,304 619,304 - Economic Development & Housing 1,992,482 1,992,554 2,042,554 50,000 Engineering 8,492,000 8,492,000 8,492,000 - Fire 30,788,310 31,289,534 31,289,534 - Finance 2,800,130 2,800,310 2,800,310 - Human Resources 1,662,773 1,904,855 1,904,855 - Library 8,416,337 8,416,841 8,416,841 - Non-Departmental 8,854,656 11,854,656 21,494,351 9,639,695 Parks & Recreation 37,205,403 37,206,825 37,206,825 - Planning & Development 7,057,846 7,057,846 7,457,846 400,000 Police 50,099,334 50,099,334 50,129,397 30,063 Public Communications 1,274,489 1,274,555 1,274,555 - Public Utilities 398,070 398,070 398,070 - Total, General Fund 164,818,400 168,818,866 178,938,624 10,119,758 Special Revenue Funds: Special Development Fund 16,451,790 16,451,790 16,801,790 350,000 Special Program Fund 1,499,736 4,689,006 5,493,036 804,030 Local Housing Asst Trust Fund 1,231,489 1,231,489 1,231,489 - Utility & Other Enterprise Funds: Water & Sewer Fund 110,251,710 110,251,710 110,251,710 - Stormwater Utility Fund 24,042,640 24,042,640 24,042,640 - Solid Waste & Recycling Fund 28,044,120 28,044,120 28,044,120 - Gas Fund 49,176,970 49,176,970 55,638,915 6,461,945 Airpark Fund 333,690 333,690 333,690 - Marine Fund 5,723,810 5,723,810 6,723,810 1,000,000 Clearwater Harbor Marina 909,680 909,680 909,680 - Parking Fund 6,852,830 6,852,932 8,352,932 1,500,000 Internal Service Funds: Administrative Services Fund 15,025,780 15,025,984 15,025,984 - General Services Fund 6,146,260 6,146,260 6,146,260 - Garage Fund 17,595,180 17,595,180 17,595,180 - Central Insurance Fund 32,285,530 32,285,530 32,285,530 - Total, All Funds 480,389,615 487,579,657 507,815,390 20,235,733 43 Ordinance #9589-22 44 Ordinance #9590-22 ORDINANCE NO. 9590-22 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING THE CAPITAL IMPROVEMENT BUDGET FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2022, TO REFLECT AN INCREASE OF $12,724,924 PROVIDING AN EFFECTIVE DATE. WHEREAS, the Capital Improvement Budget for the fiscal year ending September 30, 2021 was adopted by Ordinance No. 9499-21; and WHEREAS, Section 2.519 of the Clearwater Code authorizes the City Council to provide for the expenditure of money for proper purposes not contained in the budget as originally adopted due to unforeseen circumstances or emergencies arising during the fiscal year; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA; Section 1. Section 1 of Ordinance No. 9499-21 is amended to read: Pursuant to the Mid-Year Amended Capital Improvement Program Report and estimated budget for the fiscal year beginning October 1, 2021 and ending September 30, 2022, a copy of which is on file with the City Clerk, the City Council hereby adopts a Mid-Year Amended budget for the capital improvement fund for the City of Clearwater, a copy of which is attached hereto as Exhibit A. Section 2. This ordinance shall take effect immediately upon adoption. PASSED ON FIRST READING _____________________ PASSED ON SECOND AND FINAL _____________________ READING AND ADOPTED ___________________________ Frank Hibbard, Mayor Approved as to form: Attest: ______________________________ ____________________________ David Margolis, City Attorney Rosemarie Call, City Clerk First Qtr.Mid-Year Original Amended Amended Budget Budget Budget 2021/22 2021/22 2021/22 Amendments Police Protection 1,905,500 1,905,500 1,905,500 - Fire Protection 1,005,000 4,983,000 5,132,566 149,566 Fire Rescue Services 458,280 458,280 458,280 - Road and Street Facilities 11,090,300 13,177,206 13,177,206 - Flood Protection/Stormwater Mgmt 2,955,170 2,505,170 2,505,170 - Parking Facilities 734,000 734,000 2,363,957 1,629,957 Other General Government 12,008,000 12,974,344 22,623,344 9,649,000 Special Recreation Facilities 7,258,030 7,748,534 11,061,052 3,312,518 Other Physical Environment 1,920,000 1,920,000 1,920,000 - Airports 25,000 23,924 101,924 78,000 Other Transportation 51,500 51,500 51,500 - Libraries 110,000 110,000 110,000 - Gas Utility Services 10,900,000 10,900,000 11,009,862 109,862 Parks & Recreation 2,286,000 2,982,148 2,778,168 (203,980) Cultural Services 95,000 95,000 95,000 - Solid Waste Services 2,200,000 2,200,000 2,200,000 - Water Transportation Systems 150,000 150,000 150,000 - Water-Sewer Services 79,487,300 45,316,589 43,316,589 (2,000,000) TOTAL PROJECT EXPENDITURES 134,639,080 108,235,195 120,960,119 12,724,924 GENERAL SOURCES: General Operating Revenue 12,210,030 15,710,030 25,369,068 9,659,038 Penny for Pinellas 5,350,300 5,350,300 5,350,300 - Road Millage 3,634,340 3,634,340 3,634,340 - Local Option Gas Tax 1,327,150 1,327,150 1,327,150 - Grants 385,000 383,924 448,924 65,000 County Fire Reimbursements 290,000 1,424,000 1,573,566 149,566 Other Governmental - 427,795 427,795 Multi-Modal Impact Fee 140,000 140,000 140,000 - Special Program Fund - 1,344 (99,656) (101,000) Open Space Impact Fee - - 350,000 350,000 Donations 50,000 50,000 100,000 50,000 Other - 652 300,152 299,500 Transfer-in - 830,000 1,343,000 513,000 EXHIBIT A CAPITAL IMPROVEMENT PROGRAM FOR FISCAL YEAR 2021/22 45 Ordinance # 9590-22 First Qtr.Mid-Year Original Amended Amended Budget Budget Budget 2021/22 2021/22 2021/22 Amendments EXHIBIT A CAPITAL IMPROVEMENT PROGRAM FOR FISCAL YEAR 2021/22 SELF SUPPORTING FUNDS: Parking Revenue 819,000 819,000 2,448,957 1,629,957 Marine Revenue 1,190,000 1,190,000 1,190,000 - Clearwater Harbor Marina Revenue 150,000 150,000 150,000 - Airpark Revenue 25,000 25,000 25,000 - Water Revenue 15,696,000 15,696,000 15,696,000 - Sewer Revenue 19,685,350 19,685,350 19,685,350 - Utility R&R 11,964,700 11,964,700 11,964,700 Water Impact Fees 160,000 160,000 160,000 - Sewer Impact Fees 50,000 50,000 50,000 - Stormwater Utility Revenue 6,500,630 6,500,630 6,500,630 - Gas Revenue 10,900,000 10,900,000 11,009,862 109,862 Solid Waste Revenue 775,000 775,000 775,000 - Recycling Revenue 1,240,000 1,240,000 1,240,000 - INTERNAL SERVICE FUNDS: Garage Revenue 365,700 365,700 365,700 - Administrative Services Revenue 1,820,000 1,820,000 1,820,000 - General Services Revenue 100,000 100,000 100,000 - Central Insurance Revenue 28,280 28,280 28,280 - BORROWING - GENERAL SOURCES: Lease Purchase - General Fund 106,000 106,000 106,000 - BORROWING - SELF SUPPORTING FUNDS: Bond Financing - Water & Sewer Fund 32,961,600 - - - Lease Purchase - Water & Sewer Fund 428,000 428,000 428,000 Lease Purchase - Solid Waste/Recycling 185,000 185,000 185,000 BORROWING - INTERNAL SERVICE FUNDS: Lease Purchase - Garage 5,702,000 6,367,000 6,367,000 - Lease Purchase - Administrative Services 400,000 400,000 400,000 - TOTAL ALL FUNDING SOURCES:134,639,080 108,235,195 120,960,119 12,724,924 46 Ordinance # 9590-22 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: 22-14 Agenda Date: 6/16/2022 Status: City Manager ReportVersion: 1 File Type: ResolutionIn Control: Finance Agenda Number: 10.2 SUBJECT/RECOMMENDATION: Supplement and amend Resolution 19-34 for the sale of not to exceed $30,000,000 of City of Clearwater, Florida Non-Ad Valorem Revenue Bonds, Series 2022 (Imagine Clearwater Improvements), authorize the appropriate officials to execute same and adopt Resolution 22-14. SUMMARY: City Council previously approved issuance of not-to-exceed $30 million of Imagine Clearwater Non-Ad Valorem revenue bonds per Resolution 19-34 adopted November 21, 2019 and Ordinance 9357-20 adopted February 6, 2020. This resolution supplements and amends the authorizing resolution including the following: ·Fixes certain details of the bonds, such as changing the year from 2020 to 2022 ·Approves the form of the Summary Notice of Sale and the Official Notice of Sale ·Authorizes the award of sale to the lowest conforming bidder per the public sale ·Approves the form and distribution of the Preliminary Official Statement ·Authorizes execution and delivery of an Official Statement ·Authorizes the execution and delivery of a Disclosure Dissemination Agent Agreement ·Authorizes certain city officials to execute documents Staff currently plans to sell the bonds in late June, with the closing scheduled for mid-July. Page 1 City of Clearwater Printed on 6/14/2022 Resolution No. 22-__ 1 RESOLUTION NO. 22-14 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA SUPPLEMENTING AND AMENDING RESOLUTION NO. 19-34; AUTHORIZING AND APPROVING THE SALE OF NOT TO EXCEED $30,000,000 STATED PRINCIPAL AMOUNT CITY OF CLEARWATER, FLORIDA NON-AD VALOREM REVENUE BONDS, SERIES 2022 (IMAGINE CLEARWATER IMPROVEMENTS); FIXING CERTAIN DETAILS OF SAID BONDS; APPROVING THE FORMS OF THE SUMMARY NOTICE OF SALE AND OFFICIAL NOTICE OF SALE WITH RESPECT TO SUCH BONDS; DELEGATING TO THE CITY MANAGER OR FINANCE DIRECTOR THE AUTHORITY TO DETERMINE THE PRINCIPAL AMOUNTS OF SUCH BONDS TO BE ISSUED AND THE BID DATE WITH RESPECT TO SUCH BONDS, TO AWARD THE SALE THEREOF TO THE LOWEST CONFORMING BIDDER BASED ON BIDS SUBMITTED AT PUBLIC SALE, AND TO DETERMINE THE TERMS OF SUCH SALE; APPOINTING THE PAYING AGENT AND REGISTRAR; APPROVING THE FORM AND AUTHORIZING THE EXECUTION AND DELIVERY OF A DISCLOSURE DISSEMINATION AGENT AGREEMENT; APPROVING THE FORM AND AUTHORIZING THE DISTRIBUTION OF A PRELIMINARY OFFICIAL STATEMENT AND AUTHORIZING THE EXECUTION AND DELIVERY OF AN OFFICIAL STATEMENT PERTAINING TO THE BONDS; AUTHORIZING CERTAIN OFFICIALS OF THE CITY TO EXECUTE ANY DOCUMENT OR TO TAKE ANY ACTIONS REQUIRED IN CONNECTION WITH THE ISSUANCE OF SAID BONDS; PROVIDING CERTAIN OTHER MATTERS RELATING TO THE SERIES 2022 BONDS; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY AND AN EFFECTIVE DATE. WHEREAS, the City Council (the "City Council") of the City of Clearwater, Florida (the "Issuer") adopted Resolution No. 19-34 on November 21, 2019, as particularly supplemented hereby (the “Authorizing Resolution”, together with this Supplemental Resolution, collectively, the "Resolution"); and WHEREAS, the City Council enacted Ordinance No. 9357-20 on February 6, 2020 (the “Bond Ordinance”), approving the adoption of the Authorizing Resolution in satisfaction of section 2.522 of the City of Clearwater Code of Ordinances; and WHEREAS, all capitalized undefined terms used herein shall have the meanings ascribed thereto in the Resolution; and WHEREAS, by the Resolution, the Issuer authorized the issuance of not to exceed $30,000,000 stated principal amount of City of Clearwater, Florida Non-Ad Valorem Revenue Bonds, Series 2022 (Imagine Clearwater Improvements) (the "Series 2022 Bonds") to finance and/or reimburse a portion of the cost of the acquisition, construction Resolution No. 22-__ 2 and equipping of the Project and pay certain expenses relating to the issuance of the Series 2022 Bonds; and WHEREAS, relating to the Series 2022 Bonds, the City Council wishes to approve the form of the Summary Notice of Sale attached hereto as Exhibit A and the Official Notice of Sale attached hereto as Exhibit B, each by reference made a part hereof; and WHEREAS, the Official Notice of Sale is to be provided to all parties expressing an interest in the offering of the Series 2022 Bonds; and WHEREAS, the City Council wishes to delegate to the City Manager or Finance Director the authority to determine the bid date with respect to the Series 2022 Bonds, to award the sale thereof to the lowest conforming bidder (the "Purchaser") in the aggregate stated principal amount of not exceeding $30,000,000 for the purposes described above, and to determine the terms of such sale, all in accordance with the Official Notice of Sale; and WHEREAS, prior to the award and sale of the Series 2022 Bonds, the Issuer will be provided all applicable disclosure information required by Section 218.385, Florida Statutes, a copy of which will be attached to or otherwise included as part of the Official Notice of Sale; and WHEREAS, the City Council desires to approve the form of and authorize the distribution of a Preliminary Official Statement, a form of which is attached hereto as Exhibit C (the "Preliminary Official Statement") in connection with the marketing and sale of the Series 2022 Bonds, to authorize the execution and delivery of a final Official Statement incorporating the final details of the Series 2022 Bonds; and WHEREAS, the City Council desires to approve the form of and authorize the execution of a Disclosure Dissemination Agent Agreement, a form of which is attached hereto as Exhibit D (the "Disclosure Agreement"); and WHEREAS, this Supplemental Resolution shall constitute a Supplemental Resolution under the terms of the Authorizing Resolution. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA, as follows: SECTION 1. For purposes of the Resolution, the following definitions in the Authorizing Resolution are hereby modified or added to read as follows: “Bonds” shall mean the Series 2022 Bonds, which were originally denominated in the Authorizing Resolution as Series 2020 Bonds, and are redesignated in accordance with Section 2.01 of the Authorizing Resolution, and any other Non-Ad Valorem Debt then Outstanding. “Financial Advisor” shall mean Public Resources Advisory Group, Inc., or any other Resolution No. 22-__ 3 financial advisor appointed from time to time by the Issuer. “Non-Ad Valorem Debt” shall mean (i) all financial obligations appearing on the Issuer's most recent audited financial statements that are secured by or payable in whole or part from any Non-Ad Valorem Revenues, (ii) financial obligations that are secured by or payable in whole or part from any Non-Ad Valorem Revenues, (iii) financial obligations of other Persons that are guaranteed or secured by any of the Issuer’s Non-Ad Valorem Revenues, provided however that unless the Issuer actually used or expended its Non-Ad Valorem Revenues to pay such other Person's obligations during the prior two Fiscal Years, such Non-Ad Valorem Debt shall be excluded and (iv) lease obligations secured by or payable from any Non-Ad Valorem Revenues. Such obligation shall not be considered Non-Ad Valorem Debt unless the Issuer has actually used Non-Ad Valorem Revenues to pay such obligation during the immediately preceding Fiscal Year or reasonably expects to use Non-Ad Valorem Revenues to pay such obligation in the current or immediately succeeding Fiscal Year. SECTION 2. A new section 5.05 is hereby added to Resolution 19-34 to read as follows: SECTION 5.05. Anti-Dilution Test. The Issuer may incur additional Non-Ad Valorem Debt secured by all or a portion of the Non-Ad Valorem Revenues only if the total amount of Non-Ad Valorem Revenues for the prior Fiscal Year were at least 1.50x times the Maximum Annual Debt Service of all then Outstanding Non-Ad Valorem Debt, including the proposed Non-Ad Valorem Debt to be issued. For purposes of the covenants in this Section 5.05, in calculating the Maximum Annual Debt Service on balloon indebtedness whether such Non-Ad Valorem Debt is bearing interest at a fixed or variable rate, such balloon indebtedness shall be assumed to amortize over twenty-five (25) years on a level debt service basis. For purposes of this paragraph, "balloon indebtedness" includes indebtedness if 25% or more of the principal amount thereof comes due in any one year. For purposes of the covenants in this Section 5.05, Maximum Annual Debt Service on Non-Ad Valorem Debt means, with respect to Non-Ad Valorem Debt that bears interest at a fixed interest rate, the actual Maximum Annual Debt Service, and with respect to Non-Ad Valorem Debt that bears interest at a variable interest rate, Maximum Annual Debt Service on such Non-Ad Valorem Debt shall be determined assuming an interest rate that accrues at the current “Bond Buyer Revenue Bond Index” as published in The Bond Buyer immediately prior to any such calculation. SECTION 3. It is hereby ascertained, determined and declared that it is in the best Resolution No. 22-__ 4 interest of the Issuer to provide for the sale by competitive bid of the Series 2022 Bonds. SECTION 4. (A) The form of the Summary Notice of Sale and the Official Notice of Sale attached hereto as Exhibits A and B, respectively, are hereby approved, subject to such changes, insertions and omissions and filling of blanks therein as may be approved and made in such form by the City Manager or Finance Director in a manner consistent with the terms of this resolution. The City Manager or Finance Director is hereby authorized to accept the offer of the Purchaser to purchase the Series 2022 Bonds in accordance with the terms of the Official Notice of Sale; provided, however, that (i) the aggregate stated principal amount of the Series 2022 Bonds shall not exceed $30,000,000, (ii) the true interest cost rate of the Series 2022 Bonds shall not exceed 5.50%, (iii) the Series 2022 Bonds shall be subject to redemption prior to maturity as provided in the Official Notice of Sale, and (iv) the final maturity date for the Series 2022 Bonds shall not be later than 2052. The City Manager or Finance Director is hereby authorized to award the sale of the Series 2022 Bonds to the Purchaser for and on behalf of the Issuer pursuant to the terms hereof and of the Official Notice of Sale. The Issuer hereby authorizes the publication of the Summary Notice of Sale pursuant to the requirements of law. (B) Prior to the delivery of the Series 2022 Bonds, the Purchaser will provide the Issuer with a disclosure statement containing the information required by Section 218.38(1)(b)2., Florida Statutes and a Truth in Bonding Statement pursuant to Section 218.385, Florida Statutes, substantially in the forms provided by the Official Notice of Sale. SECTION 5. The Issuer hereby ratifies and approves the form of the Preliminary Official Statement relating to the Series 2022 Bonds which is attached hereto as Exhibit C. The Issuer hereby ratifies and approves the use of such Preliminary Official Statement as part of the competitive sale of the Series 2022 Bonds. The Issuer hereby authorizes execution and delivery of a final Official Statement (with such changes as are necessary to describe the final terms of the Series 2022 Bonds) by the Mayor and the City Manager, which execution and delivery shall constitute complete evidence of the approval of such final Official Statement by the Issuer. SECTION 6. The Issuer hereby approves the form of the Disclosure Agreement attached hereto as Exhibit D. Subject to satisfaction of the conditions in Section 3(A) hereof, the Disclosure Agreement shall be executed in the name of the Issuer with the manual signature of the Mayor and the City Manager, and the official seal of the Issuer shall be imprinted thereon and attested with the manual signature of the City Clerk. The execution and delivery thereof in the manner described in the preceding sentence shall constitute complete approval of such Disclosure Agreement by the Issuer, including any changes to the form being approved, and shall be deemed to be a part of this instrument as fully and to the same extent as if incorporated verbatim herein. SECTION 7. U.S. Bank Trust Company, National Association, is hereby appointed Registrar and Paying Agent relating to the Series 2022 Bonds. The Issuer and the Resolution No. 22-__ 5 Registrar and Paying Agent will enter into a Registrar and Paying Agent Agreement relating to the Series 2022 Bonds, in a form to be approved by the City Attorney and Bond Counsel. Subject to satisfaction of the conditions in Section 3(A) hereof, the Bond Registrar and Paying Agent shall be executed in the name of the Issuer with the manual signature of the Mayor and City Manager and the official seal of the Issuer shall be imprinted thereon and attested with the manual signature of the City Clerk. The execution and delivery thereof in the manner described in the preceding sentence shall constitute complete approval of such Bond Registrar and Paying Agent Agreement by the Issuer. SECTION 8. The members of the City Council and the Issuer's officers, attorneys and other agents and employees are hereby authorized and directed to execute any and all certifications or other instruments or documents required by the Resolution or any other document referred to above as a prerequisite or precondition to the issuance of the Series 2022 Bonds and any such representation made therein shall be deemed to be made on behalf of the Issuer. All action taken to date by the officers of the Issuer in furtherance of the issuance of the Series 2022 Bonds is hereby approved, confirmed and ratified. SECTION 9. All prior resolutions of the Issuer inconsistent with the provisions of this Resolution are hereby amended and supplemented to conform with the provisions herein contained and, except as may otherwise amended and supplemented hereby, the Resolution shall remain in full force and effect. SECTION 10. If any one or more of the covenants, agreements or provisions of this Resolution shall be held contrary to any express provision of law or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separable from the remaining covenants, agreements and provisions of this Resolution and shall in no way affect the validity of any of the other covenants, agreements or provisions hereof or of the Series 2022 Bonds issued hereunder. SECTION 11. Except as may be expressly described herein or in the Authorizing Resolution, nothing in the Authorizing Resolution, this Supplemental Resolution or in the Series 2022 Bonds, expressed or implied, is intended or shall be construed to confer upon any person or entity other than the Issuer and the Series 2022 Bondholders any right, remedy or claim, legal or equitable, under and by reason of the Resolution or any provision thereof, or of the Series 2022 Bonds, all provisions hereof and thereof being intended to be and being for the sole and exclusive benefit of the Issuer and the Series 2022 Bondholders from time to time. SECTION 12. Neither the members of the City Council nor any person executing the Series 2022 Bonds shall be personally liable therefor or be subject to any personal liability or accountability by reason of the issuance thereof. Resolution No. 22-__ 6 SECTION 13. This Resolution shall take effect immediately upon its adoption. Resolution No. 22-__ 7 PASSED AND ADOPTED by the City Council of the City of Clearwater, Florida this __ day of ________, 2022. CITY OF CLEARWATER, FLORIDA By: __________________________ Frank Hibbard, Mayor Approved as to form: Attest: ______________________ _____________________________ David Margolis, City Attorney Rosemarie Call, City Clerk Resolution No. 22-__ A-1 EXHIBIT A FORM OF SUMMARY NOTICE OF SALE Resolution No. 22-__ B-1 EXHIBIT B FORM OF OFFICIAL NOTICE OF SALE Resolution No. 22-__ C-1 EXHIBIT C FORM OF PRELIMINARY OFFICIAL STATEMENT Resolution No. 22-__ D-1 EXHIBIT D FORM OF DISCLOSURE DISSEMINATION AGENT AGREEMENT SUMMARY NOTICE OF SALE $30,000,000* CITY OF CLEARWATER, FLORIDA NON-AD VALOREM REVENUE BONDS, SERIES 2022 (IMAGINE CLEARWATER IMPROVEMENTS) ELECTRONIC BIDS, via BiDCOMP/PARITY Competitive Bidding System (BiDCOMP/Parity) only, will be received by the City of Clearwater, Florida (the "Issuer") for the purchase of all, but not less than all, of the Issuer’s $30,000,000* Non-Ad Valorem Revenue Bonds, Series 2022 (Imagine Clearwater Improvements) (the “Bonds”), until [10:30 a.m., local Tampa, Florida time, on Tuesday, June 28, 2022,] or such other date (which date shall be no earlier than ten (10) days from the date of publication hereof) to be established by the Finance Director of the Issuer and communicated via Thomson Municipal Market Monitor at the internet website address www.tm3.com pertaining to this competitive sale at least 18 hours prior to the date of such sale. All bids will be reviewed, and the winning bid will be determined publicly at the Municipal Services Building, 3rd Floor Finance Conference Room, 100 S. Myrtle Avenue, Clearwater, FL 33756 following receipt of bids as described in this Notice of Sale. Bonds Dated: Date of Delivery Principal*: Payable annually on October 1, commencing October 1, 2023 through and including October 1, 2052, in the estimated amounts set forth in the Notice of Sale Optional Bond Insurance: At the option and expense of the bidder as set forth in the Notice of Sale Legal Opinion: Bryant Miller Olive P.A., Tallahassee, Florida, Bond Counsel Bids must be electronically submitted only via BiDCOMP/Parity on an "all-or-none" basis. Copies of the Notice of Sale and the Preliminary Official Statement may be obtained electronically at www.munios.com, or on a limited basis, from Brian Jay Ravins, Finance Director, The City of Clearwater, 100 S. Myrtle Avenue, 3rd Floor, Clearwater, Florida 33756; or from the Financial Advisor, Natalie Sidor, Public Resources Advisory Group Inc., 150 Second Avenue North, Suite 400, St. Petersburg, Florida 33701, (727) 822-3339. For more information about the Electronic Platform, potential bidders may call BiDCOMP/Parity at (212) 849-5021. CITY OF CLEARWATER, FLORIDA *Preliminary, subject to adjustment. 1 NOTICE OF SALE $30,000,000* CITY OF CLEARWATER, FLORIDA NON-AD VALOREM REVENUE BONDS, SERIES 2022 (IMAGINE CLEARWATER IMPROVEMENTS) ELECTRONIC BIDS, via BiDCOMP/PARITY Competitive Bidding System (BiDCOMP/Parity) only, will be received by the City of Clearwater, Florida (the "Issuer") for the purchase of all, but not less than all, of the Issuer’s $30,000,000* Non-Ad Valorem Revenue Bonds, Series 2022 (Imagine Clearwater Improvements) (the “Bonds”), until [10:30 a.m., local Tampa, Florida time, on Tuesday, June 28, 2022.] The Bonds Authorization and Security The Bonds are being issued to (i) finance and/or reimburse a portion of the costs of acquisition, design, construction, reconstruction, renovation, expansion, improving and equipping of the Imagine Clearwater Project, and (ii) pay costs of issuance for the Bonds. The Bonds are being issued pursuant to the provisions of the Constitution and laws of the State of Florida, particularly Chapter 166, Florida Statutes, the municipal charter of the Issuer and other applicable provisions of law, and Resolution No. 19-34 duly adopted by the City Council of the Issuer on November 21, 2019, as the same may be amended and supplemented, and as particularly supplemented by Resolution No. [22-XX] duly adopted by City Council of the Issuer on June 16, 2022 (collectively, the "Resolution") and are subject to all terms and conditions of the Resolution. Capitalized undefined terms used herein shall have the meanings ascribed thereto in the Resolution. The Bonds and the interest thereon are payable solely from and secured by an irrevocable pledge of the Pledged Funds. Pledged Funds consist of (1) Non-Ad Valorem Revenues which are budgeted and appropriated by the Issuer in accordance with the Resolution and deposited into the Debt Service Fund, and (2) until applied in accordance with the provisions of the Resolution, all moneys, including the investments thereof on deposit in the funds and accounts established under the Resolution. The Issuer has covenanted and has agreed to appropriate in its annual budget for each Fiscal Year and deposit into the Debt Service Funds sufficient amounts of Non-Ad Valorem Revenues for the payment of principal of and interest on the Bonds in each Fiscal Year, and to make certain other payments required by the Resolution, subject to the limitations described in the Resolution “Non-Ad Valorem Revenues” are defined in the Resolution to mean all Governmental Funds Revenues, other than revenues generated from ad valorem taxation on real or personal property, which are legally available to make the payments required herein. THE BONDS SHALL NOT BE OR CONSTITUTE GENERAL OBLIGATIONS OR INDEBTEDNESS OF THE ISSUER AS “BONDS” WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISION, BUT SHALL BE SPECIAL OBLIGATIONS OF THE ISSUER, PAYABLE SOLELY FROM AND SECURED BY A LIEN UPON AND PLEDGE OF THE PLEDGED FUNDS IN THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION. NO HOLDER OF ANY BOND SHALL EVER HAVE THE RIGHT TO COMPEL THE EXERCISE OF ANY AD VALOREM TAXING POWER TO PAY SUCH BOND, FOR THE PAYMENT OF ANY AMOUNTS PAYABLE UNDER THE RESOLUTION, OR IN ORDER TO MAINTAIN ANY SERVICES OR PROGRAMS THAT GENERATE NON-AD VALOREM REVENUES, OR 2 BE ENTITLED TO PAYMENT OF SUCH BOND FROM ANY MONEYS OF THE ISSUER EXCEPT FROM THE PLEDGED FUNDS IN THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION. Book-Entry Only The Bonds shall be initially issued in the form of a separate single certificated fully registered Bond for each maturity. Upon initial issuance, the ownership of the Bonds shall be registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). As long as the Bonds shall be registered in the name of Cede & Co., all payments on the Bonds shall be made by the Paying Agent by check or draft or by wire transfer to Cede & Co., as Holder of the Bonds. The foregoing notwithstanding, until such time as participation in the book-entry system is discontinued, the provisions set forth in the existing Blanket Issuer Letter of Representations previously executed by the Issuer and on file with DTC shall apply to the payment of principal and interest on the Bonds. Description of the Bonds and Interest Payment Dates All Bonds shall be in fully registered form in denominations of $5,000 or any integral multiple thereof, shall be dated the date of delivery (expected to be [July 14, 2022]) and shall bear interest payable on April 1 and October 1 of each year, commencing April 1, 2023, or such other date as determined by the Issuer. Principal Amortization of the Bonds Principal of the Bonds will be paid on the following dates in the following principal amounts: Maturity (October 1) Principal Amount* 2023 $195,000 2024 490,000 2025 515,000 2026 540,000 2027 565,000 2028 595,000 2029 625,000 2030 655,000 2031 690,000 2032 725,000 2033 760,000 2034 795,000 2035 835,000 2036 880,000 2037 925,000 2038 970,000 2039 1,020,000 2040 1,070,000 2041 1,120,000 2042 1,180,000 2043 1,235,000 2044 1,285,000 3 2045 1,340,000 2046 1,390,000 2047 1,445,000 2048 1,505,000 2049 1,565,000 2050 1,630,000 2051 1,695,000 2052 1,760,000 *Preliminary, subject to adjustment as provided herein. Adjustment to Principal Amounts The preliminary aggregate principal amount of the Bonds and the preliminary principal amount of each maturity on the Bonds as set forth in this Notice of Sale (the “Preliminary Aggregate Principal Amount” and the “Preliminary Principal Amount” of each periodic payment, respectively; collectively, the “Preliminary Amounts”) may be revised before the receipt of electronic bids for their purchase. ANY SUCH REVISIONS made prior to the receipt of electronic bids (the “Revised Aggregate Principal Amount” and the “Revised Principal Amount” of each payment, respectively; collectively, the “Revised Amounts”) WILL BE PUBLISHED ON THOMSON MUNICIPAL MARKET MONITOR (“TM3”) (www.TM3.com) NOT LATER THAN 9:00 a.m. (LOCAL TAMPA, FLORIDA TIME) ON THE ANNOUNCED DATE FOR RECEIPT OF BIDS. In the event that no such revisions are made, the Preliminary Amounts will constitute the Revised Amounts. Bidders shall submit bids based on the Revised Amounts and the Revised Amounts will be used to compare bids and select a winning bidder. As promptly as reasonably possible after the bids are received, the Issuer will notify the bidder to whom the Bonds will be awarded, if and when such award is made, and such bidder, upon such notice, shall advise the Issuer of the initial reoffering prices to the public of each maturity of the Bonds (the “Initial Reoffering Prices”). Such Initial Reoffering Prices, among other things, will be used by the Issuer to calculate the final principal amount of each principal payment on the Bonds (the “Final Aggregate Principal Amount” and the “Final Principal Amount” of each principal payment, respectively; collectively, the “Final Amounts”) to accommodate the financing objectives of the Issuer. The Final Aggregate Principal Amount of the Bonds will not be reduced or increased by more than 15% from the Revised Aggregate Principal Amount unless the winning bidder agrees to a greater percentage change. THE SUCCESSFUL BIDDER MAY NOT WITHDRAW ITS BID OR CHANGE THE INTEREST RATES BID OR THE INITIAL REOFFERING PRICES AS A RESULT OF ANY CHANGES MADE TO THE REVISED AMOUNTS. The dollar amount bid by the successful bidder will be adjusted to reflect changes in the dollar amount of the underwriter’s discount and the original issue discount/premium, if any, but will not change the selling compensation per $1,000 of par amount of the Bonds from the selling compensation that would have been received based on the purchase price for the Bonds in the winning bid and the Initial Reoffering Prices. The Final Amounts will be communicated to the successful bidder as soon as possible, but not later than 3:00 P.M. the day after awarding the Bonds. Term Bond Option Any bidder may, at its option, specify that the maturities of the Bonds maturing after October 1, 2042, will consist of term bonds which are subject to mandatory sinking fund redemption in consecutive years immediately preceding the maturity thereof (each a “Term Bond”) as designated in the bid of such bidder. In the event that the bid of the successful bidder specifies that a permitted maturity of the Bonds will be a Term Bond, such Term Bond will be subject to mandatory sinking fund redemption on October 1, in each applicable year, in the principal amount 4 for such year as set forth hereinbefore under the heading “Principal Amortization of the Bonds,” at a Redemption Price equal to the principal amount thereof to be redeemed together with accrued interest thereon to the redemption date, without premium. Optional Redemption The Bonds maturing on or after October 1, 2033, are subject to redemption prior to their stated dates of maturity at the option of the Issuer in whole or in part on any date on or after October 1, 2032, and if in part, from such maturities as the Issuer shall designate, at the Redemption Price of par plus accrued interest to the redemption date. Optional Bond Insurance The Issuer is not planning to purchase bond insurance at its expense to insure all or some of the Bonds. However, bidders, at their own expense, may elect to insure all or a portion of the Bonds, and such insurance may be obtained from one or more bond insurance providers identified by the successful bidder. The successful bidder agrees to disclose to the Issuer the cost of any such insurance obtained from each (if more than one) insurance provider used, and to which serial bond or term bond maturity or maturities such insurance applies. The successful bidder must certify to the net interest cost benefit from the use of bond insurance, as more fully described in “Undertakings of the Successful Bidder” herein. Insured ratings with the use of bond insurance, if required, are to be applied for by the successful bidder, and costs incurred for such ratings must be paid at the successful bidder’s expense. The Issuer will not amend the Resolution nor adopt any other resolution or enter any agreement to accommodate the bidder’s purchase of insurance. Electronic Bidding and Bidding Procedures Registration to Bid All prospective bidders must be contracted customers of BiDCOMP/Parity Competitive Bidding System. If you do not have a contract with BiDCOMP, call (212) 849-5021 to become a customer. By submitting a bid for the Bonds, a prospective bidder represents and warrants to the Issuer that such bidder’s bid for the purchase of the Bonds (if a bid is submitted in connection with the sale) is submitted for and on behalf of such prospective bidder by an officer or agent who is duly authorized to bind the prospective bidder to a legal, valid, and enforceable contract for the purchase of the Bonds. If any provisions of this Notice of Sale shall conflict with information provided by BiDCOMP/Parity as approved provider of electronic bidding services, this Notice of Sale shall control. Further information about BiDCOMP/Parity, including any fee charged, may be obtained from BiDCOMP/Parity at (212) 849-5021. Disclaimer Each prospective bidder shall be solely responsible to register to bid via BiDCOMP/Parity. Each qualified prospective bidder shall be solely responsible to make necessary arrangements to access BiDCOMP/Parity for purposes of submitting its bid in a timely manner and in compliance with the requirements of this Notice of Sale. Neither the Issuer nor BiDCOMP/Parity shall have any duty or obligation to undertake such registration to bid for any prospective bidder or to provide or assure such access to any qualified prospective bidder, and neither the Issuer nor BiDCOMP/Parity shall be responsible for a bidder’s failure to register to bid or for proper operation of or have any liability for any delays or interruptions of, or any damages caused by BiDCOMP/Parity. The Issuer is using BiDCOMP/Parity as a communication mechanism, and not as the Issuer’s agent, to conduct the electronic bidding 5 for the Bonds. The Issuer is not bound by any advice and determination of BiDCOMP/Parity to the effect that any particular bid complies with the terms of this Notice of Sale and in particular the “Bid Specifications” hereinafter set forth. All costs and expenses incurred by prospective bidders in connection with their registration and submission of bids via BiDCOMP/Parity are the sole responsibility of the bidders; and the Issuer is not responsible, directly or indirectly, for any such costs or expenses. If a prospective bidder encounters any difficulty in registering to bid or submitting, modifying, or withdrawing a bid for the Bonds, it should telephone BiDCOMP/Parity. Bidding Procedures Bids must be submitted electronically for the purchase of the Bonds (all or none) via BiDCOMP/Parity by [10:30 a.m., local Tampa, Florida time, on Tuesday, June 28, 2022] unless postponed as described herein (see “Change of Bid Date and Closing Date”). Prior to that time, a prospective bidder may input and save proposed terms of its bid in BiDCOMP. Once the final bid has been saved in BiDCOMP, the bidder may select the final bid button in BiDCOMP to submit the bid to BiCOMP/Parity. Once the bids are communicated electronically via BiDCOMP/Parity to the Issuer, each bid will constitute an irrevocable offer to purchase the Bonds on the terms therein provided. For purposes of the electronic bidding process, the time as maintained on BiDCOMP shall constitute the official time. For information purposes only, bidders are requested to state in their bids the true interest cost to the Issuer, as described under “Award of the Bonds” below, represented by the rate or rates of interest and the bid price specified in their respective bids. No bids will be accepted in written form, by facsimile transmission or in any other medium or on any system other than via BiDCOMP. No bid will be received after the time for receiving such bids specified above. All bids will be reviewed, and the winning bid will be determined publicly at the Municipal Services Building, 3rd Floor Finance Conference Room, 100 S. Myrtle Avenue, Clearwater, FL 33756 following receipt of bids as described in this Notice of Sale. Bid Specifications Each bid for the Bonds must specify the amount bid for such Bonds and must specify in multiples of one- eighth (1/8) or one-twentieth (1/20) of one percent (1%) the rate or rates of interest per annum which the Bonds are to bear. Each bidder must bid a single rate for each maturity of the Bonds. No interest rate for the Bonds may exceed five percent (5.00%). As specified in the Resolution, bids must be for not less than 98% of the par value of the aggregate principal amount of the Bonds and the True Interest Cost (“TIC”) cannot exceed [5.50%]. Good Faith Deposit A good faith deposit (the “Deposit”) in the amount equal to $300,000.00 (the “Deposit”) is required in the form of a Federal funds wire transfer to be submitted to the Issuer by the successful bidder not later than 5:00 p.m., local Tampa, Florida time, on the date of the sale (the “Wire Transfer Deadline”). The Deposit of the successful bidder will be collected and the proceeds thereof retained by the Issuer to be applied in partial payment for the Bonds and no interest will be allowed or paid to the successful bidder upon the amount thereof, but in the event the successful bidder shall fail to comply with the terms of the respective bid, the proceeds thereof will be retained as and for full liquidated damages. The Issuer will distribute wiring instructions for the Deposit to the successful bidder upon verification of the bids submitted by the bidders and prior to the Wire Transfer Deadline. If the Deposit is not received by the Wire Transfer Deadline, the award of the sale of the Bonds to the successful bidder may be cancelled by the Issuer in its discretion without any financial liability of the Issuer to the successful bidder or any limitation whatsoever on the 6 Issuer’s right to sell the Bonds to a different purchaser upon such terms and conditions as the Issuer shall deem appropriate. Award of the Bonds The Issuer will not accept and will reject any bid for less than all of the above-described Bonds. The Issuer reserves the right to reject any and all bids and to waive any irregularities or informalities in any bid or to take any other action the Issuer may deem to be in the best interest of the Issuer. The judgment of the Issuer shall be final and binding upon all bidders with respect to the form and adequacy of any bid received and as to its conformity with the terms of this Notice of Sale. The award of the Bonds, if made, will be made as promptly as possible after the bids are opened to the bidder offering the lowest interest rate to the Issuer for the Bonds. The lowest interest rate shall be determined in accordance with the true interest cost (TIC) method by doubling the semiannual interest rate (compounded semiannually) necessary to discount the debt service payments from the payment dates to the date of the Bonds and to the price bid. If more than one bid offers the same lowest true interest cost, the successful bid will be selected by lot from among all such bids. Each bidder shall include in its bid a statement of true interest cost offered in its bid, but this statement shall not be deemed to be part of the bid. Upon notice of such award, the winning bidder shall advise the Issuer of the Initial Reoffering Prices to the public of each maturity of the Bonds. Change of Bid Date and Closing Date The Issuer reserves the right to postpone, from time to time, the date established for the receipt of bids and will undertake to notify registered prospective bidders via notification published on TM3 (www.tm3.com). Prospective bidders may request notification by email of any such changes in the date or time for the receipt of bids by so advising, and furnishing their email address to Public Resources Advisory Group at nsidor@pragadvisors.com by 12:00 Noon, Tampa, Florida time, on the day prior to the announced date for receipt of bids. In addition, the Issuer reserves the right to make changes to this Notice of Sale. Such changes will be announced on TM3. A postponement of the bid date will be announced via TM3 not later than 9:30 a.m., Tampa, Florida time, on the announced date for receipt of bids, and an alternative sale date and time will be announced via TM3 at least 18 hours prior to such alternative date for receipt of bids. On any such alternative date and time for receipt of bids, the Issuer will accept electronic bids for the purchase of the Bonds, such bids to conform in all respects to the provisions of this Notice of Sale, except for the changes in the date and time for receipt of bids and any other changes announced via TM3 at the time the date and time for receipt of bids are announced. Undertakings of the Successful Bidder THE SUCCESSFUL BIDDER SHALL MAKE A BONA FIDE PUBLIC OFFERING OF THE BONDS AT THEIR RESPECTIVE INITIAL REOFFERING PRICES AND SHALL PROVIDE THE RELATED CERTIFICATION DESCRIBED BELOW. The successful bidder shall, within 30 minutes after being notified of the award of the Bonds, advise the Issuer in writing (via email) of the Initial Reoffering Prices for the Bonds. The successful bidder must, by email or delivery received by the Issuer within 24 hours after notification of the award, furnish the following information to the Issuer to complete the Official Statement in final form, as described below: 7 A. Selling compensation (aggregate total anticipated compensation to the underwriters expressed in dollars, based on the expectation that all the Bonds are sold at the prices or yields at which the successful bidder advised the Issuer that the Bonds were initially offered to the public). B. The identity of the underwriters if the successful bidder is part of a group or syndicate. C. Whether the successful bidder will utilize bond insurance for any of the Bonds and, if so, the maturities insured and name and contact information for the bond insurer. D. Any other material information that the Issuer determines is necessary to complete the Official Statement in final form. In addition, if municipal bond insurance is used for any of the Bonds, the successful bidder shall include the following in its certification described above: (I) The present value of the fee paid to the bond insurer for insuring the Bonds (the “Credit Facility”) (using a discount rate the expected yield on the Bonds treating the fee paid as interest on the Bonds) is less than the present value of the interest reasonably expected to be saved on the Bonds over the term of the Bonds as a result of the Credit Facility, that the fee paid for the Credit Facility does not exceed a reasonable, arm’s length charge for the transfer of credit risk, and that the fee does not include any payment for any direct or indirect services other than the transfer of credit risk. After the award of the Bonds, the Issuer will prepare copies of the final Official Statement and will include therein such additional information concerning the reoffering of the Bonds as the successful bidder may reasonably request. The successful bidder will be responsible to the Issuer in all aspects for the accuracy and completeness of information provided by such successful bidder with respect to such reoffering. Issue Price Certificate The successful bidder shall assist the Issuer in establishing the issue price of the Bonds and shall execute and deliver to the Issuer on or prior to the Closing Date (as defined below) an "issue price" or similar certificate setting forth the reasonably expected initial offering prices to the public or the actual sales price or prices of the Bonds, together with the supporting pricing wires or equivalent communications, substantially in the applicable form attached hereto as Exhibit A, with such modifications as may be appropriate or necessary, in the reasonable judgment of the successful bidder, the Issuer and Bond Counsel. Competitive Sale Requirements. The Issuer intends that the provisions of Treasury Regulation Section 1.148- 1(f)(3)(i) (defining "competitive sale" for purposes of establishing the issue price of the Bonds) will apply to the initial sale of the Bonds (“competitive sale requirements”) because: (1) the Issuer has disseminated this Notice of Sale to potential underwriters in a manner that is reasonably designed to reach potential underwriters; (2) all bidders shall have an equal opportunity to bid; (3) the Issuer expects to receive bids from at least three underwriters of municipal bonds who have established industry reputations for underwriting new issuances of municipal bonds; and (4) the Issuer anticipates awarding the sale of the Bonds to the bidder who submits a firm offer to purchase the Bonds at the lowest true interest cost, as set forth in this Notice of Sale. 8 In the event that the competitive sale requirements are not satisfied, the Issuer shall so advise the successful bidder. In such case, the Issuer shall treat the first price at which 10% of a maturity of the Bonds is sold to the public (the "10% test") as the issue price of that maturity, applied on a maturity-by-maturity basis. The successful bidder shall advise the Issuer if any maturity of the Bonds satisfies the 10% test as of the date and time of the award of the Bonds. Any bid submitted pursuant to this Notice of Sale shall be considered a firm bid for the purchase of the Bonds. By submitting a bid for the Bonds, a bidder represents and warrants to the Issuer that the bidder has an established industry reputation for underwriting new issuances of municipal bonds and such bidder’s bid is submitted for and on behalf of such bidder by an officer or agent who is duly authorized to bind the bidder to a legal, valid and enforceable contract for the purchase of the Bonds. Once the bids are communicated electronically via PARITY® to the Issuer, each bid will constitute an irrevocable offer to purchase the Bonds on the terms herein and therein provided. The Issuer will not require bidders to comply with the "hold-the-offering-price rule" set forth in Treasury Regulation Section 1.148-1(f)(2)(ii). If the competitive sale requirements are not satisfied, then until the 10% test has been satisfied as to each maturity of the Bonds, the successful bidder agrees to promptly report to the Issuer the prices at which the unsold Bonds of each maturity have been sold to the public. That reporting obligation shall continue, whether or not the Closing Date has occurred, until the 10% test has been satisfied for each maturity or until all Bonds of that maturity have been sold. By submitting a bid and if the competitive sale requirements are not met, each bidder confirms that: (i) any agreement among underwriters, any selling group agreement and each retail distribution agreement (to which the bidder is a party) relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each underwriter, each dealer who is a member of the selling group, and each broker-dealer that is a party to such retail distribution agreement, as applicable, to report the prices at which it sells to the public the unsold Bonds of each maturity allotted to it until it is notified by the successful bidder that either the 10% test has been satisfied as to the Bonds of that maturity or all Bonds of that maturity have been sold to the public, if and for so long as directed by the successful bidder and as set forth in the related pricing wires, and (ii) any agreement among underwriters relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each underwriter that is a party to a retail distribution agreement to be employed in connection with the initial sale of the Bonds to the public to require each broker-dealer that is a party to such retail distribution agreement to report the prices at which it sells to the public the unsold Bonds of each maturity allotted to it until it is notified by the successful bidder or such underwriter that either the 10% test has been satisfied as to the Bonds of that maturity or all Bonds of that maturity have been sold to the public, if and for so long as directed by the successful bidder or such underwriter and as set forth in the related pricing wires. Sales of any Bonds to any person that is a related party to an underwriter shall not constitute sales to the public for purposes of this Notice of Sale. Further, for purposes of this Notice of Sale: (i) "public" means any person other than an underwriter or a related party, (ii) "underwriter" means (A) any person that agrees pursuant to a written contract (i.e. this Notice of Sale) with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the public and (B) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (A) to participate in the initial sale of the Bonds to the public (including a member 9 of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the public), (iii) a purchaser of any of the Bonds is a "related party" to an underwriter if the underwriter and the purchaser are subject, directly or indirectly, to (i) at least 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (ii) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (iii) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other), and (iv) "sale date" means the date that the Bonds are awarded by the Issuer to the successful bidder. Official Statement Not later than seven (7) business days after the award of the Bonds to the successful bidder on the day of sale, the Issuer will deliver to the successful bidder an Official Statement, which is expected to be substantially in the form of the Preliminary Official Statement referred to below. If so requested by the successful bidder at or before the close of business on the date of the sale, the Issuer will include in the Official Statement such pricing and other information with respect to the terms of the reoffering of the Bonds by the successful bidder (“Reoffering Information”), if any, as may be specified and furnished in writing by the successful bidder. If no Reoffering Information is specified and furnished by the successful bidder, the Official Statement will include the interest rates on the Bonds resulting from the bid of the successful bidder and the other statements with regard to reoffering contained in the Preliminary Official Statement. The successful bidder shall be responsible to the Issuer and its officials for the Reoffering Information, and for all decisions made by the successful bidder with respect to the use or omission of the Reoffering Information in any reoffering of the Bonds, including the presentation or exclusion of any Reoffering Information in any documents, including the Official Statement. The successful bidder for the Bonds will also be furnished, without cost, a reasonable number of copies of the Official Statement for the Bonds (and any amendment or supplement thereto). Delivery of the Bonds It is anticipated that delivery will be on or about [July 14, 2022] upon due notice and at the expense of the successful bidder, at the offices of DTC, upon payment of the amount of the successful bid (including any premium), less the deposit theretofore made. Such payment shall be made in Federal Reserve Bank Funds (“Fed Funds”). The Bonds will be accompanied by the customary closing documents, including a no-litigation certificate, effective as of the date of delivery, stating that there is no litigation pending affecting the validity of any of the Bonds included in this issue. It shall be a condition to the obligation of the successful bidder to accept delivery of and pay for the Bonds that, simultaneously with or before delivery and payment for the Bonds, the respective bidder shall be furnished a certificate or certificates of the Issuer to the effect that, to the best of their knowledge and belief, the Official Statement (and any amendment or supplement thereto except for the Reoffering Information as to which no view will be expressed) as of the date of sale and as of the date of delivery of the Bonds does not contain any untrue statement of a material fact and does not omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, and that between the date of the most recent audited financial statements and the date of delivery of the Bonds there has been no material adverse change in the financial position or revenues of the Issuer, except as reflected or contemplated in the Official Statement (and any amendment or supplement thereto). 10 Legal Opinion The issuance of the Bonds will be subject to legal approval by Bryant Miller Olive, P.A., and copies of such opinion will be delivered upon request, without charge, to the successful bidder for the Bonds. Such opinion shall be substantially in the form included in Appendix D to the Preliminary Official Statement referred to below. The legal opinion (or reliance letter thereon) of Nabors, Giblin & Nickerson, P.A., Disclosure Counsel, with respect to certain matters concerning the Final Official Statement will be furnished without charge to the successful bidder at the time of delivery of the Bonds. CUSIP Numbers It is anticipated that CUSIP identification numbers will be printed on the Bonds, but neither the failure to print any such number on any bond nor any error with respect thereto shall constitute cause for a failure or refusal by the successful bidder to accept delivery of and pay for the Bonds in accordance with the terms of this Notice of Sale. Public Resources Advisory Group (the “Financial Advisor”) will timely apply for CUSIP numbers with respect to the Bonds as required by MSRB Rule G-34. All expenses in relation to the printing of the CUSIP identification numbers on the Bonds shall be paid by the Issuer. However, the CUSIP Service Bureau charge for the assignment of such numbers shall be the responsibility of and shall be paid by the successful bidder. Continuing Disclosure In order to assist the successful bidder with its obligation under SEC Rule 15c2-12(b)(5), the Issuer has covenanted to provide certain ongoing disclosure with respect to the Bonds. The Issuer’s continuing disclosure covenant is more fully described in the Preliminary Official Statement referred to below. Truth-In-Bonding Statement Each bidder will be required to fill out the Truth in Bonding section set out in the form attached hereto as Exhibit B pursuant to Section 218.385(2), Florida Statutes prior to the award of the Bonds by the Issuer. THE ISSUER RESERVES THE RIGHT TO ASSIST THE BIDDER IN CORRECTING ANY INCONSISTENCIES OR INACCURACIES SET FORTH IN SUCH PARAGRAPHS. THE ISSUER MAY WAIVE ANY INCONSISTENCIES OR INACCURACIES RELATING TO SUCH PARAGRAPHS AND ANY SUCH WAIVED INCONSISTENCIES OR INACCURACIES SHALL NOT ADVERSELY AFFECT THE BID. Additional Information The Bonds are more particularly described in the Preliminary Official Statement of the Issuer relating to the Bonds (the “Preliminary Official Statement”), available via the internet at www.munios.com. This Notice of Sale contains certain information for quick reference only. It is not, and is not intended to be, a summary of the Bonds. Each bidder is required to read the entire Preliminary Official Statement to obtain information essential to making an informed investment decision. Capitalized terms used but not defined herein shall have the meaning assigned to such terms in the Preliminary Official Statement. The Preliminary Official Statement is deemed final by the Issuer as of its date for purposes of SEC Rule 15c2-12 but is subject to revision, amendment and completion in the Official Statement referred to above. Brian Jay Ravins, Finance Director City of Clearwater, Florida 11 Exhibit A To Notice of Sale Form of Issue Price Certificates $30,000,000* CITY OF CLEARWATER, FLORIDA NON-AD VALOREM REVENUE BONDS, SERIES 2022 (IMAGINE CLEARWATER IMPROVEMENTS) ISSUE PRICE CERTIFICATE The undersigned, on behalf of __________ (the "Initial Purchaser"), hereby certifies as set forth below with respect to the sale and issuance of the above-captioned obligations (the "Bonds"). [Alternate 1 - Competitive Safe Harbor Met] 1. Reasonably Expected Initial Offering Price. (a) As of the Sale Date, the reasonably expected initial offering prices of the Bonds to the Public by the Initial Purchaser are the prices listed in Schedule A (the "Expected Offering Prices"). The Expected Offering Prices are the prices for the Maturities of the Bonds used by the Initial Purchaser in formulating its bid to purchase the Bonds. Attached as Schedule B are true and correct copies of the (i) bid provided by the Initial Purchaser to purchase the Bonds and (ii) the pricing wire or equivalent communication. (b) The Initial Purchaser was not given the opportunity to review other bids prior to submitting its bid. (c) The bid submitted by the Initial Purchaser constituted a firm offer to purchase the Bonds. (d) The Initial Purchaser has an established industry reputation for underwriting new issuances of municipal bonds. 2. Defined Terms. (a) “Issuer” means the City of Clearwater, Florida. (b) "Maturity" means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate Maturities. (c) "Public" means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term "related party" for purposes of this certificate generally means any two or more persons who have (i) at least 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (ii) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (iii) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other). (d) "Sale Date" means the date that the Bonds are awarded by the Issuer to the successful bidder. The Sale Date of the Bonds is [DATE]. 12 (e) "Underwriter" means (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public). The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents the Initial Purchaser's interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Certificate and with respect to compliance with the federal income tax rules affecting the Bonds, and by Bond Counsel in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Bonds. [INITIAL PURCHASER] By: ___________________________________ Name: _________________________________ Dated: [ISSUE DATE] [Alternate 2 - Competitive Sale Requirements Not Met – General Rule to Apply] 1. Sale of the Bonds. As of the date of this certificate, for each Maturity of the Bonds, the first price at which at least 10% of such Maturity of the Bonds was sold to the Public is the respective price listed in Schedule A. Each maturity of the Bonds of which at least 10% of such maturity has not yet been sold to the public (the “Unsold Bonds”) is also identified in Schedule A. Attached as Schedule B are true and correct copies of the (i) bid provided by the Initial Purchaser to purchase the Bonds, and (ii) the pricing wire or equivalent communication for the Bonds. The Initial Purchaser has and will comply with the requirements set forth under the heading “Issue Price Certificate” in the Notice of Sale for the Bonds, including reporting on the sale prices of the Unsold Bonds after the date hereof as provided therein. 2. Defined Terms. (a) "Issuer" means the City of Clearwater, Florida. (b) "Maturity" means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate maturities. (c) "Public" means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term "related party" for purposes of this certificate generally means any two or more persons who have (i) at least 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (ii) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (iii) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other). (d) "Sale Date" means the date that the Bonds are awarded by the Issuer to the successful bidder. The Sale Date of the Bonds is [DATE]. 13 (e) "Underwriter" means (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public). The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents the Initial Purchaser's interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Certificate and with respect to compliance with the federal income tax rules affecting the Bonds, and by Bond Counsel in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of Internal Revenue Service Form 8038-G, and other federal income tax advice it may give to the Issuer from time to time relating to the Bonds. [INITIAL PURCHASER] By: ___________________________________ Name: _________________________________ Dated: [ISSUE DATE] [SCHEDULE A] [EXPECTED OFFERING PRICES – COMPETITVE SAFE HARBOR MET] [SCHEDULE A] [SALE PRICES OF THE GENERAL RULE MATURITIES] (To Be Attached) SCHEDULE B PRICING WIRE OR EQUIVALENT COMMUNICATION (To Be Attached) 14 Exhibit B to Notice of Sale Form of Truth-in-Bonding Statement and Disclosure CITY OF CLEARWATER, FLORIDA NON-AD VALOREM REVENUE BONDS, SERIES 2022 (IMAGINE CLEARWATER IMPROVEMENTS) TRUTH-IN-BONDING STATEMENT AND DISCLOSURE In compliance with Section 218.385, Florida Statutes, as amended, the undersigned bidder submits the following Truth-In-Bonding Statement with respect to the 2022 Bonds, as defined below (NOTE: For information purposes only and not a part of the bid): The City of Clearwater, Florida Non-Ad Valorem Revenue Bonds, Series 2022 (Imagine Clearwater Improvements), (the "2022 Bonds") are being issued by the City of Clearwater, Florida (the "Issuer") in the aggregate principal amount of $30,000,000* to (i) finance and/or reimburse a portion of the costs of acquisition, design, construction, reconstruction, renovation, expansion, improving and equipping of the Imagine Clearwater Project, and (ii) pay costs of issuance for the 2022 Bonds. The 2022 Bonds are expected to be paid over a period of ___ years, at a true interest cost of _______%, total interest paid over the life of the 2022 Bonds will be $_______________. The 2022 Bonds are being issued pursuant to the provisions of the Constitution and laws of the State of Florida, particularly Chapter 166, Florida Statutes, the municipal charter of the Issuer and other applicable provisions of law, and Resolution No. 19-34 duly adopted by the City Council of the Issuer on November 21, 2019, as the same may be amended and supplemented, and as particularly supplemented by Resolution No. [22-XX] duly adopted by City Council of the Issuer on June 16, 2022 (collectively, the "Resolution"). The 2022 Bonds and the interest thereon are payable solely from and secured by an irrevocable pledge of the Pledged Funds. Pledged Funds consist of (1) Non-Ad Valorem Revenues which are budgeted and appropriated by the Issuer in accordance with the Resolution and deposited into the Debt Service Fund, and (2) until applied in accordance with the provisions of the Resolution, all moneys, including the investments thereof on deposit in the funds and accounts established under the Resolution. The Issuer has covenanted and agreed to appropriate in its annual budget for each fiscal year and deposit into the Debt Service Fund sufficient amounts of Non-Ad Valorem Revenues for the payment of principal of and interest on the 2022 Bonds in each fiscal year, and to make certain other payments required by the Resolution, subject to the limitations described in the Resolution. Authorizing the 2022 Bonds will result in a maximum of approximately $________ of such Pledged Funds not being available for other services or purposes of the Issuer each year for approximately ____ years. In compliance with Section 218.386, Florida Statutes, the undersigned, on behalf of itself and all other members of the underwriting group, if any, hereby certifies that neither it nor any member of the underwriting group have paid any “finder’s fees” as defined in Section 218.386, Florida Statutes, any bonus, fee or gratuity in connection with the sale of the 2022 Bonds, except as the following: Bidder’s Name: ________________________________ By: ______________________________________________ Title: ____________________________________________ Date: ____________________________________________ NG&N DRAFT #2: 5/26/2022 180-00023.C2 A-1 GENERAL INFORMATION RELATING TO THE CITY OF CLEARWATER, FLORIDA Location The City of Clearwater (the "City"), the county seat of Pinellas County (the sixth most populous county in Florida), is geographically located in the middle of the west coast of the State of Florida (the "State") on the Gulf of Mexico. It is situated approximately 20 miles west of Tampa and 20 miles north of St. Petersburg. Standing on the highest coastal elevation of the State, the City limits comprise approximately 26.6 square miles of land and 13.7 square miles of waterways and lakes. Clearwater Beach, a corporate part of the City, is a beach community connected to the mainland by the Clearwater Memorial Causeway, a four-lane, toll-free drive stretching almost two miles across the Intracoastal Waterway. Business on Clearwater Beach is mainly tourist-oriented, with hotels, motels, restaurants, and other amenities serving them. Many homes, apartments and condominiums offer pleasant, semi-tropical island accommodations to permanent residents and winter and summer visitors. History Present-day Clearwater was originally the home of the Tocobaga people. In or around 1835, the United States Army began construction of Fort Harrison, named after William Henry Harrison, as an outpost during the Seminole Wars. The fort was located on a bluff overlooking Clearwater Harbor, which later became part of an early 20th- century residential development called Harbor Oaks. The area's population grew after the Federal Armed Occupation Act of 1842 offered 160 acres to anyone who would bear arms and cultivate the land. Prior to 1906, the area was known as Clear Water Harbor. The Native Americans who inhabited this area are said to have called it "Pocotopaug," meaning "clear water," for the many springs of clear, fresh water that bubbled along the shore and even below the waterline at low tide. The town began developing in the late nineteenth century, prompted by the completion of the first passenger railroad line into the City in 1888. Clearwater was incorporated in 1891. The area's popularity as a vacation destination grew after railroad magnate Henry B. Plant built a sprawling Victorian resort hotel named Belleview Biltmore just south of Clearwater in 1897. Clearwater was reincorporated as a city on May 27, 1915 and was designated the county seat for Pinellas County. Government and Administration The City has a Council/Manager form of government, and the City Manager serves as the Chief Executive and Administrative Officer of the City. The Clearwater City Council (the "Council") is comprised of the Mayor and four Councilmembers, who are elected to serve four-year terms. The Council is responsible for setting policies and A-2 making decisions on local government issues including tax rates, annexations, re-zonings, and large contract awards. The City has approximately 1,840 full-time equivalent employees. Three employee unions represent the City's civil labor force: the Fraternal Order of Police (two bargaining units), the International Association of Fire Fighters, and the Communications Workers of America. Transportation Pinellas County and the City are served by three major causeways and bridges over Tampa Bay, by U.S. 19 and I-275 to the north and south, and by I-4 and U.S. 60 to the east. State Roads 590 and 686 also afford access to the City. Tampa International Airport, located approximately seventeen miles from downtown Clearwater, provides air travel access with daily national and international flights. The number of passengers served in 2021 was in excess of 18 million, an increase of 76.94% over calendar year 2020. St. Petersburg/Clearwater International Airport ("PIE"), located approximately ten miles from downtown Clearwater, is a full service airport with commercial passenger service, military, and general aviation operations. PIE is home to one of the busiest Coast Guard Air Station in the world. U.S. Customs and the FAA-operated control tower are also important federal government services at the airport, along with the Airport Industrial Park. The entire 2000-acre tract of the airport is designated as a Foreign Trade Zone. The number of passengers served at PIE in 2021 exceeded 2.0 million, representing a 46% increase over 2020. The Clearwater Airpark, owned by the City and located slightly over a mile from the downtown business area, is a smaller airport that provides storage, service, and maintenance for private plane owners. The airpark has one 4,108 foot hard-surface runway and facilities for visiting and locally-based planes, including 57 T-hangars, 30 shade hangars, 65 paved tie down spaces and 25 grass spaces. The Port of Tampa (22 miles to the east) is the closest deep water port. The port is serviced by a variety of steamship agents and operators. The United States Coast Guard maintains a search and sea rescue cutter station on Clearwater Harbor opposite Sand Key. The Pinellas Suncoast Transit Authority ("PSTA") bus service is currently Pinellas County's only general public transit. The service offers approximately 40 local routes, including two express routes to Hillsborough County, and a beach trolley that runs north and south along Pinellas County's roughly 25-mile-long chain of barrier islands. The Clearwater Trolley also provides transportation on Clearwater Beach with daily routes along North and South Clearwater Beach, Island Estates, and Sand Key. One of PSTA's transfer hubs, Park Street Terminal, is located in downtown Clearwater. A-3 Utilities, Public Service and Community Facilities The City owns and operates its own water and wastewater collection systems. Water is obtained from 44 deep wells owned and operated by the City (approximately 60%) and from wholesale purchases from the Pinellas County Water System (approximately 40%). Total daily average water demand is approximately 10.8 million gallons per day distributed through a network of 597 miles of water mains. The wastewater collection program provides for the transmission of wastewater through the City's underground sewer mains, collectors and interceptor lines and for the maintenance, repair and replacement of 408 miles of sanitary sewer lines. The City maintains 305 miles of paved streets, 156 miles of stormwater mains and 1,053 miles of gas mains. Electric power is provided by Duke Energy and telephone, cable, and internet services are provided by Frontier Communications, Spectrum, and WOW! The Clearwater Public Library System consists of a main library and four branches which are spread evenly throughout the community for easy access. The City, in a joint partnership with St. Petersburg College, opened the Clearwater East Community Library at St. Petersburg College in April 2018. The $15 million project was cooperatively funded with St. Petersburg College and is located on the college's Clearwater Campus. The 40,000-square-foot library includes 10,000 square feet of dedicated public space, 15,000 square feet of dedicated college space and 15,000 square feet of shared space. Highlights of the state-of-the-art library include a dedicated children's section with an educational discovery area, as well as a youth program room, a collection of more than 90,000 electronic and print materials, and two conference rooms. The library also features a drive-up service window for item pick-up and return. The college and the city share 40 public internet computers, access to both collections and a large community meeting room. The City offers 42 acres of public beach front, approximately 1,875 acres of parks, 27 playgrounds, numerous athletic courts and fields, nine swimming pools, an 8,500 seat baseball and softball stadium, three golf courses, eight recreation centers, approximately 19 miles of recreational paths, a 207 slip yacht basin and marina located on Clearwater Beach, and a 126 slip marina downtown. The Philadelphia Phillies conduct spring training at the City-owned Spectrum Field. Clearwater is also the home of the Phillies' minor league team, the Clearwater Threshers. Tourism VISIT FLORIDA reported 117.7 million domestic tourists in addition to an estimated 4.1 million overseas visitors and 584 thousand Canadians who came to Florida during calendar year 2021 compared to a total of 79.2 million tourists in 2020. This represents a 54.6% increase from 2020, though it was still lower than 2019 by 6.6%. Domestic visitation fell below pre-COVID levels in the first quarter of 2021 but saw a A-4 robust recovery in the subsequent three quarters that resulted in visitation for the calendar year exceeding visitation in 2019. Overseas and Canadian visitation remained significantly lower than in 2019, though the rescinding of many international travel restrictions in November resulted in a notable improvement in the fourth quarter. Domestic visitors to the State in 2021 constituted 96.2% of total visitors, followed by 3.3% from overseas countries and 0.5% from Canada. According to information provided by the Visit St. Petersburg/Clearwater Area Convention and Visitors Bureau (the "CVB"), the St. Petersburg/Clearwater area attracted 14.9 million visitors in 2021 compared to 12.5 million in 2020, an increase of 18.8%. Tourism continues to be a major employer for Pinellas County and the Tampa Bay region. The total estimated economic impact of tourism to Pinellas County for 2021 was over $9.0 billion per the CVB. Clearwater Beach was rated best beach in the U.S., and 6th in the world, per TripAdvisor's 2019 Traveler's Choice Awards. Education The Pinellas County School District operates a total of 150 schools within Pinellas County, comprising elementary through high school, vocational schools, alternative schools, Charter Schools, and the Pinellas Virtual School. The Pinellas County School District is the 26th largest in the nation and the seventh largest in the State with approximately 13,384 full- and part-time positions, of which 7,394 are teachers. During the 2021-2022 school year, enrollment was 101,427 for pre-kindergarten thru high school. Private schools and academies are also located within or near the City limits. Four four-year colleges and universities serve Pinellas County with a total of five campuses: Eckerd College; the University of South Florida, with campuses in Tampa and St. Petersburg; St. Petersburg College; and Stetson University College of Law. Additionally, Pinellas Technical College, operated by the Pinellas County School District with campuses in St. Petersburg and Clearwater, provides Pinellas County's students with over 40 different career areas and about 60 programs, including continuing education courses and commercial training services, and has approximately 5,000 full-time students enrolled. Labor, Commerce and Industry Some of the City's largest employers include BayCare Health System, Bausch & Lomb Surgical, Lincare Holdings, Aerosonic Corporation, MarineMax, Heritage Insurance, KnowBe4 and GE Instrument Transformers, which completed construction of a 208,000-square-foot advanced manufacturing center of excellence in 2015. The Wyndham Grand opened its doors in 2017 on Clearwater Beach adding one of the largest banquet facilities in Pinellas County. Nova Southeastern University’s Tampa Bay Regional Campus, which is the result of a $200 million investment in the future, features a 311,000-square-foot, state-of-the-art facility. This new campus brings several graduate and professional education A-5 opportunities to the City. Located at the eastern entry to the City, the regional campus includes additional locations for NSU’s Dr. Pallavi Patel College of Health Care Sciences, the Dr. Kiran C. Patel College of Osteopathic Medicine and the Ron and Kathy Assaf College of Nursing. The campus opened in 2019 and is home to approximately 2,000 students enrolled in programs that include, but are not limited to, occupational and physical therapy, clinical mental health counseling, nursing, osteopathic medicine and school psychology. The Clearwater Downtown Redevelopment Plan Area serves as a long-term vision for Downtown Clearwater and surrounding residential and commercial areas. It includes a 540-acre community redevelopment area, the Downtown Gateway, the North Marina Area Master Plan and the Imagine Clearwater Master Plan. Imagine Clearwater, a $55 million dollar master plan for redevelopment along downtown’s waterfront, contains recommendations that include improvements to open spaces and infrastructure assets and the activation of existing buildings and underdeveloped parcels. Downtown Clearwater offers business and investment opportunities including high-rise office space, mixed-use residential and retail space. Light, clean industry is encouraged in Clearwater. The Hercules Industrial Area, which is located in central Clearwater and adjacent to Clearwater Airpark, is the industrial center of the City and is home to major manufacturers, including Aerosonic Corporation, F.K. Instrument Company, Phasetronics, Dosatron International, Monin and GE Instrument Transformers. There is an additional privately-owned industrial park of approximately 35 acres in the same area. Pension Plan The City's Employees' Pension Plan is a defined benefit pension plan for general and public safety employees that is self-administered by the City. As of January 1, 2021, the most recent actuarial valuation date, the Employees' Pension Plan was 105.7 percent funded per the funding-basis valuation. The actuarial accrued liability for benefits was $1,034.7 billion, and the actuarial value of assets was $1,093.2 billion, resulting in an unfunded actuarial accrued liability ("UAAL") of ($58.5) million, or $58.5 million in funding in excess of the actuarial accrued liability. For financial statement reporting, per FASB 35, the January 1, 2021 valuation indicated the plan was 104.2% funded. The actuarial accrued liability for benefits was $984.0 million, and the market value of assets was $1,254.3 billion, resulting in an UAAL of ($43.5) million (funding in excess of the liability of $43.5 million). The covered payroll (annual payroll of active employees covered by the plan) was $92.7 million. The City's Firefighters' Relief and Pension Plan (the "FRP Plan") is a defined benefit pension plan self-administered by the City. As of October 1, 2020, the most recent actuarial valuation date, the Firefighters' Relief and Pension Plan was 160.48 percent funded. The actuarial accrued liability for benefits was $2.2 million, and the A-6 actuarial value of assets was $3.5 million, resulting in $1.3 million of funding in excess of the actuarial accrued liability. The covered payroll was $-0- with no active employees covered. The City did not need to make a contribution for fiscal year 2020, in accordance with actuarially determined funding requirements. The actuary's report dated October 1, 2020, indicates the FRP Plan is funded at a level that can reasonably be expected to support the benefits promised by the FRP Plan on an adequate and timely basis. In addition, supplemental pensions exist for certified police officers and firefighters, funded solely from excise taxes on certain insurance premiums covering property in the City, collected by the State and remitted to the City. Both plans require benefits to be adjusted to equal fund assets provided by the defined contributions. [Remainder of page intentionally left blank] A-7 City of Clearwater, Florida Demographic Information Last Ten Fiscal Years Year Population(a) Personal Income (thousands of dollars) Per Capita Personal Income(b) Median Age(c) School Enrollment(d) Unemployment Rate(e) 2012 107,906 $4,698,767 $43,545 46.5 14,210 7.9% 2013 109,065 4,757,306 43,619 46.8 14,010 6.6 2014 109,340 5,053,913 46,222 47.0 14,160 5.9 2015 110,679 5,333,842 48,192 47.5 14,132 5.0 2016 112,387 5,493,252 48,878 47.8 14,000 4.7 2017 113,723 5,845,931 51,405 47.6 13,652 3.9 2018 115,589 6,193,027 53,578 48.5 13,207 3.3 2019 116,585 6,528,993 56,002 48.1 12,523 2.9 2020 118,017 6,972,208 59,078 48.8 11,789 5.7 2021 117,800 - - - 11,675 4.3 (a) Population data for the City is from the University of Florida, Bureau of Economic and Business Research, published April 1 of each year. (b) Per capita personal income data for Pinellas County for 2012-2020 is from the Florida Office of Data & Economic Research. (c) Median age data for Pinellas County for 2012-2016 is from the University of Florida, Bureau of Economic and Business Research. Data for 2017-2020 is from the U.S. Census Bureau, American Community Survey. (d) School enrollment data for public schools located within the City is from the Pinellas County School District. (e) Unemployment data for the Tampa-St. Petersburg-Clearwater Metropolitan Statistical Area for September of each year is from the Bureau of Labor Statistics. Note: Data is the latest published annual data available for an unspecified point in each year, not specifically September 30. Source: City of Clearwater, Florida Annual Comprehensive Financial Report for the Fiscal Year ended September 30, 2021. [Remainder of page intentionally left blank] A-8 Building Permit Activity Pinellas County, Florida 2011-2020 (Valuations in 000's) Number of Units Calendar Year Single Family Multi- Family Total Valuations 2011 340 14 $ 89,110 2012 488 1,072 231,250 2013 699 2,313 333,438 2014 663 1,023 307,384 2015 1,648 1,294 630,395 2016 984 1,343 468,679 2017 909 960 392,048 2018 936 1,532 452,252 2019 912 2,495 579,815 2020 896 1,423 368,691 _______________ Source: U.S. Census Bureau, Building Permit Activity by County. [Remainder of page intentionally left blank] A-9 City of Clearwater, Florida Assessed Value and Estimated Actual Value of Taxable Property Last Ten Fiscal Years (in thousands of dollars) Assessed Value(a) Fiscal Year Residential Property Commercial Property Industrial Property Government and Institutional Property Personal Property Other Property Less: Homestead Assessment Cap Differential(b) Less: Tax Exempt Property Total Taxable Assessed Value Total Direct Tax Rate(c) Estimated Actual Taxable Value Assessed Value as % of Actual Value 2012 $6,732,585 $2,001,945 $149,166 $973,917 $609,704 $94,750 $391,670 $2,573,448 $ 7,596,949 5.1550 $8,937,587 85.0% 2013 6,496,278 2,043,952 140,377 1,017,944 593,746 114,615 290,989 2,623,699 7,492,224 5.1550 8,814,381 85.0 2014 6,863,874 2,077,078 149,298 1,057,915 601,743 113,552 485,295 2,640,339 7,737,826 5.1550 9,103,325 85.0 2015 7,713,777 2,145,212 156,487 1,117,973 631,798 113,591 959,433 2,714,945 8,204,460 5.1550 9,652,306 85.0 2016 8,606,077 2,248,376 161,628 1,167,103 659,302 116,457 1,447,451 2,762,807 8,748,685 5.1550 10,292,571 85.0 2017 9,309,714 2,416,458 181,646 1,170,702 653,678 116,714 1,655,985 2,792,826 9,400,101 5.1550 11,058,942 85.0 2018 10,027,947 2,634,890 191,916 1,199,559 753,946 112,055 1,835,694 2,903,688 10,180,931 5.1550 11,977,566 85.0 2019 10,929,070 2,924,352 193,383 1,229,391 1,097,973 130,025 2,022,246 3,322,023 11,159,925 5.9550 13,129,324 85.0 2020 11,645,166 3,133,808 201,106 1,289,515 1,043,462 142,185 2,150,286 3,392,403 11,912,553 5.9550 14,014,768 85.0 2021 12,416,788 3,258,784 220,657 1,399,614 1,119,370 161,319 2,244,667 3,613,906 12,717,959 5.9550 14,962,305 85.0 (a) Properties are assessed at approximately 85% of market value to reflect cost of sales, personal property included in market value, etc. (b) Chapter 193.155, Florida Statutes, provides for an annual cap on assessment increases for "Homestead properties" (properties qualifying for Homestead exemption). The cap is the lower of 3% of the assessed value of the property or the percentage change in the Consumer Price Index for All Urban Consumers. (c) Rate is per $1,000 of assessed value. Source: City of Clearwater, Florida Annual Comprehensive Financial Report for the Fiscal Year ended September 30, 2021. A-10 City of Clearwater, Florida Property Tax Levies and Collections Last Ten Fiscal Years Collected within the Fiscal Year of the Levy Total Collections to Date Fiscal Year Taxes Levied for the Fiscal Year Amount Percentage of Levy Collections in Subsequent Years Amount Percentage of Levy 2012 $39,162,295 $37,874,151 96.71% $73,583 $37,947,734 96.90% 2013 38,622,438 37,298,959 96.57 66,140 37,365,099 96.74 2014 39,888,516 38,521,211 96.57 61,514 38,582,725 96.73 2015 42,294,009 40,832,366 96.54 59,342 40,891,708 96.68 2016 45,099,493 43,545,722 96.55 49,225 43,594,947 96.66 2017 48,457,539 46,762,216 96.50 40,754 46,802,970 96.59 2018 52,482,716 50,620,131 96.45 29,515 50,649,646 96.51 2019 66,457,374 64,014,536 96.32 89,424 64,103,960 96.46 2020 70,939,266 68,396,543 96.42 28,545 68,425,088 96.46 2021 75,735,461 73,035,751 96.44 - 73,035,751 96.44 Note 1: Discounts are allowed for early payment: 4% for November, 3% for December, 2% for January, and 1% for February. No discount is allowed for payment in March. Penalties are assessed beginning in April. Note 2: Prior to fiscal year 2012, the Pinellas County Tax Collector (the "Tax Collector") did not allocate delinquent taxes collected by the original tax year levied. Consequently, all collections of delinquent taxes were applied to the immediately preceding tax year. Beginning with fiscal year 2012, the Tax Collector has allocated delinquent taxes collected by the original tax year levied. Source: City of Clearwater, Florida Annual Comprehensive Financial Report for the Fiscal Year ended September 30, 2021. A-11 City of Clearwater, Florida Direct and Overlapping Property Tax Rates Last Ten Fiscal Years (rate per $1,000 of assessed value) City Direct Rates Overlapping Rates Fiscal Year Operating Total Direct Pinellas County Pinellas County Schools Pinellas Transit District Emergency Medical Services Other Districts Downtown Development Board(a) 2012 5.1550 5.1550 4.8730 8.3850 0.7305 0.8506 1.2390 0.9651 2013 5.1550 5.1550 5.0727 8.3020 0.7305 0.9158 1.3034 0.9651 2014 5.1550 5.1550 5.3377 8.0600 0.7305 0.9158 1.2959 0.9651 2015 5.1550 5.1550 5.3377 7.8410 0.7305 0.9158 1.2799 0.9651 2016 5.1550 5.1550 5.3377 7.7700 0.7305 0.9158 1.2629 0.9651 2017 5.1550 5.1550 5.3377 7.3180 0.7500 0.9158 1.2448 0.9651 2018 5.1550 5.1550 5.3590 7.0090 0.7500 0.9158 1.2262 0.9700 2019 5.9550 5.9550 5.3590 6.7270 0.7500 0.9158 1.2086 0.9700 2020 5.9550 5.9550 5.3950 6.5840 0.7500 0.9158 1.1932 0.9700 2021 5.9550 5.9550 5.3590 6.4270 0.7500 0.9158 1.1800(b) 0.9700 (a) A separate taxing district established by referendum which affects only downtown properties. (b) "Other" includes Pinellas County Planning Council 0.0150; Juvenile Welfare Board 0.8981; SW Florida Water Management District 0.2669. Source: City of Clearwater, Florida, Annual Comprehensive Financial Report for the Fiscal Year ended September 30, 2021. A-12 City of Clearwater, Florida Principal Real Property Taxpayers Current Year and Nine Years Ago 2021 2012 Taxpayer REAL PROPERTY Taxable Assessed Value Rank Percentage of Total City Taxable Assessed Value Taxable Assessed Value Rank Percentage of Total City Taxable Assessed Value Bellwether Prop FLA $157,724,000 1 1.30% $119,775,938 1 1.67% Wyndham Vacation Resorts Inc 123,325,447 2 1.01% B W C W Hospitality LLC 106,375,729 3 0.87% John S. Taylor Properties LLC(1) 86,305,252 4 0.71% 43,283,000 3 0.60% K & P Clearwater Estate LLC 81,000,000 5 0.67% Clearmar LLC 73,000,000 6 0.60% P E P F Solaris Key LLC 70,700,000 7 0.58% Sandpearl Resort LLC 65,473,851 8 0.54% 33,917,233 7 0.47% CL Clearwater LP 65,000,000 9 0.53% G R F P LLC 65,000,000 10 0.53% Crystal Beach Capital LLC 75,324,551 2 1.05% Standard Grand Reserve LLC 38,350,000 4 0.53% Centro Np Clearwater Mall LLC 37,470,911 5 0.52% Sand Key Assoc Ltd Partnership 35,750,000 6 0.50% Zom Bayside Arbors LTD 31,958,925 8 0.45% Weingarten Nostat Inc 25,832,000 9 0.36% Radsk Assoc Ltd. 23,250,000 10 0.32% Total $893,904,279 7.34% $464,912,558 6.47% (1) John S. Taylor Properties LLC was listed as John S. Taylor III in 2011. Source: City of Clearwater, Florida, Annual Comprehensive Financial Report for the Fiscal Year ended September 30, 2021. [Remainder of page intentionally left blank] A-13 City of Clearwater, Florida Ratios of General Bonded Debt Outstanding Last Ten Fiscal Years The City did not have any General Bonded Debt Outstanding in the last 10 Fiscal Years. Details regarding the City's other outstanding debt can be found in the notes to the financial statements contained in Appendix D attached to this Official Statement. [Remainder of page intentionally left blank] A-14 City of Clearwater, Florida Direct and Overlapping Government Activities Debt As of September 30, 2021 (amounts in thousands) _____________________________ (a) The percentage of overlapping debt applicable is estimated using taxable assessed property values. Applicable percentages were estimated by determining the portion of another governmental unit's taxable assessed value that is within the City's boundaries and dividing it by each unit's total taxable assessed value. (b) The School District State Bonds are secured by a pledge of the School District's portion of the State-assessed motor vehicle license tax. The State's full faith and credit is also pledged for the bonds. Note: Overlapping governments are those that coincide, at least in part, with the geographic boundaries of the City. This schedule estimates the portion of the outstanding debt of those overlapping governments that is borne by the residents and businesses of the City. This process recognizes that, when considering the City's ability to issue and repay long-term debt, the entire debt burden borne by the residents and businesses should be taken into account. Source: City of Clearwater, Florida, Annual Comprehensive Financial Report for the Fiscal Year ended September 30, 2021; Assessed value data used to estimate applicable percentages provided by Pinellas County Property Appraiser. Debt outstanding data is provided by each respective governmental unit. Governmental Unit Debt Outstanding Estimated Percentage Applicable(a) Estimated Share of Overlapping Debt Debt Repaid with Property Taxes $ - n/a $ - Other Debt Pinellas County Government Notes 12,006 13.9% 1,665 Pinellas County Government Capital Leases 433 13.9 60 Pinellas County School District Certificates of Participation 133,889 13.9 18,564 Pinellas County School District State Bonds(b) 6 13.9 1 Pinellas County School District Capital Leases 2,974 13.9 412 Subtotal, overlapping debt 20,702 City Direct Debt 16,613 Total Direct and Overlapping Debt $37,315 A-15 City of Clearwater, Florida Legal Debt Margin Information Last Ten Fiscal Years (amounts in thousands) Fiscal Year Debt Limit Total Net Debt Applicable to Limit Legal Debt Margin Total Net Debt Applicable to Limit as Percentage of Debt Limit 2012 $1,911,916 $224,409 $1,687,507 11.74% 2013 1,904,237 215,753 1,688,484 11.33 2014 1,955,083 208,318 1,746,765 10.66 2015 2,057,302 204,926 1,852,376 9.96 2016 2,170,214 199,317 1,970,897 9.18 2017 2,307,618 199,611 2,108,007 8.65 2018 2,466,049 193,379 2,272,670 7.84 2019 2,676,718 182,710 2,494,008 6.83 2020 2,852,238 170,515 2,681,723 5.98 2021 3,042,407 155,808 2,886,599 5.12 Legal Debt Margin Calculation for Fiscal Year 2021: Assessed valuation of all real property $15,212,034 Debt Limit (20% of assessed valuation per City Charter) 3,042,407 Debt applicable to limit: Revenue bonds $151,240 Capital leases 13,180 Less: Amount set aside for repayment of bonded debt (8,612) 155,808 Legal debt margin $2,886,599 _____________________________ Note: Per City Charter, the City's indebtedness, to include revenue, refunding, and improvement bonds shall not exceed 20 percent of the current assessed valuation of all real property located in the City. Source: City of Clearwater, Florida, Annual Comprehensive Financial Report for the Fiscal Year ended September 30, 2021. RESOLUTION NO. 19-34 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $30,000,000 CITY OF CLEARWATER, FLORIDA NON -AD VALOREM REVENUE BONDS, SERIES 2020 (IMAGINE CLEARWATER IMPROVEMENTS) FOR THE PURPOSES OF FINANCING AND/OR REIMBURSING A PORTION OF THE COSTS OF ACQUISITION, DESIGN, CONSTRUCTION, RECONSTRUCTION, RENOVATION, EXPANSION, IMPROVING AND EQUIPPING OF THE IMAGINE CLEARWATER PROJECT; COVENANTING TO BUDGET AND APPROPRIATE LEGALLY AVAILABLE NON -AD VALOREM REVENUES TO PROVIDE FOR THE PAYMENT OF SUCH BONDS; MAKING CERTAIN COVENANTS AND AGREEMENTS FOR THE BENEFIT OF THE HOLDERS OF SUCH BONDS; AUTHORIZING CERTAIN OFFICIALS AND EMPLOYEES OF THE CITY TO TAKE ALL ACTIONS REQUIRED IN CONNECTION WITH THE SALE, ISSUANCE AND DELIVERY OF SUCH BONDS; TAKING CERTAIN OTHER ACTIONS WITH RESPECT TO SUCH BONDS; PROVIDING FOR SEVERABILITY; PROVIDING FOR THE VALIDATION OF THE BONDS; PROVIDING FOR CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; AND PROVIDING FOR AN EFFECTIVE DATE. Resolution No. 19-34 TABLE OF CONTENTS ARTICLE I GENERAL 1 SECTION 1.01. DEFINITIONS. 1 SECTION 1.02. AUTHORITY FOR RESOLUTION. 6 SECTION 1.03. RESOLUTION TO CONSTITUTE CONTRACT. 6 SECTION 1.04. FINDINGS 6 SECTION 1.05. THE PROJECT. 7 ARTICLE II AUTHORIZATION, TERMS, EXECUTION AND REGISTRATION OF BONDS 7 SECTION 2.01. AUTHORIZATION OF BONDS. 7 SECTION 2.02. DESCRIPTION OF BONDS. 8 SECTION 2.03. APPLICATION OF BOND PROCEEDS. 9 SECTION 2.04. EXECUTION OF BONDS. 9 SECTION 2.05. AUTHENTICATION. 9 SECTION 2.06. TEMPORARY BONDS. 9 SECTION 2.07. BONDS MUTILATED, DESTROYED, STOLEN OR LOST.....10 SECTION 2.08. TRANSFER 10 SECTION 2.09. BOOK ENTRY. 12 SECTION 2.10. FORM OF BONDS. 13 ARTICLE III REDEMPTION OF BONDS 20 SECTION 3.01. PRIVILEGE OF REDEMPTION. 20 SECTION 3.02. SELECTION OF BONDS TO BE REDEEMED. 20 SECTION 3.03. NOTICE OF REDEMPTION 20 SECTION 3.04. REDEMPTION OF PORTIONS OF BONDS. 21 SECTION 3.05. PAYMENT OF REDEEMED BONDS 21 ARTICLE IV SECURITY, SPECIAL FUNDS AND APPLICATION THEREOF 22 SECTION 4.01. BONDS NOT TO BE INDEBTEDNESS OF ISSUER. 22 SECTION 4.02. BONDS SECURED BY PLEDGE OF PLEDGED FUNDS 22 SECTION 4.03. CONSTRUCTION FUND 24 SECTION 4.04. FUNDS AND ACCOUNTS. 24 SECTION 4.05. FLOW OF FUNDS 24 SECTION 4.06. INVESTMENTS. 25 SECTION 4.07. SEPARATE ACCOUNTS 25 ARTICLE V OTHER OBLIGATIONS AND COVENANTS OF ISSUER 26 SECTION 5.01. TAX COVENANTS. 26 Resolution No. 19-34 SECTION 5.02. BOOKS AND RECORDS 26 SECTION 5.03. ANNUAL AUDIT. 26 SECTION 5.04. NO IMPAIRMENT 27 ARTICLE VI DEFAULTS AND REMEDIES 27 SECTION 6.01. EVENTS OF DEFAULT 27 SECTION 6.02. REMEDIES. 27 SECTION 6.03. DIRECTIONS TO PAYING AGENT AS TO REMEDIAL PROCEEDINGS 28 SECTION 6.04. REMEDIES CUMULATIVE. 28 SECTION 6.05. WAIVER OF DEFAULT. 28 SECTION 6.06. APPLICATION OF MONEYS AFTER DEFAULT 29 ARTICLE VII SUPPLEMENTAL RESOLUTIONS 30 SECTION 7.01. SUPPLEMENTAL RESOLUTIONS WITHOUT BONDHOLDERS' CONSENT. 30 SECTION 7.02. SUPPLEMENTAL RESOLUTIONS WITH BONDHOLDERS' CONSENT. 30 ARTICLE VIII MISCELLANEOUS SECTION 8.01. DEFEASANCE SECTION 8.02. SECTION 8.03. SECTION 8.04. SECTION 8.05. SECTION 8.06. SECTION 8.07. SECTION 8.08. SECTION 8.09. GENERAL AUTHORITY. INTERESTED PARTIES NO PERSONAL LIABILITY. SEVERABILITY OF INVALID PROVISIONS. REPEAL OF INCONSISTENT RESOLUTIONS. DECLARATION OF OFFICIAL INTENT. VALIDATION AUTHORIZED EFFECTIVE DATE. LIST OF EXHIBITS EXHIBIT A - DESCRIPTION OF IMAGINE CLEARWATER PROJECT ii 32 32 33 33 33 34 34 34 34 35 Resolution No. 19-34 BE IT RESOLVED BY THE CITY COUNCIL OF CITY OF CLEARWATER, FLORIDA, as follows: ARTICLE I GENERAL SECTION 1.01. DEFINITIONS. When used in this Resolution, the following terms shall have the following meanings, unless the context clearly otherwise requires: Act" shall mean the Constitution of the State of Florida, Chapter 166, Florida Statutes, the municipal charter of the Issuer, and other applicable provisions of law. Amortization Installment" shall mean an amount designated as such by the Issuer pursuant to the terms of Section 2.02 hereof and established with respect to any Term Bonds. Annual Debt Service" shall mean, with respect to any Bond Year, the aggregate amount of (1) all interest required to be paid on the Outstanding Bonds during such Bond Year, except to the extent that such interest is to be paid from deposits in the Construction Fund or the Interest Account made from Bond proceeds, (2) all principal of Outstanding Serial Bonds maturing in such Bond Year, and (3) all Amortization Installments designated as provided herein with respect to such Bond Year. Blanket Letter" shall mean the Blanket Issuer Letter of Representation delivered by the Issuer on June 27, 1996, and received and accepted by The Depository Trust Company ("DTC") in order to induce DTC to act as securities depository for the Bonds. Bond Amortization Account" shall mean the separate account in the Debt Service Fund established pursuant to Section 4.04 hereof. Bond Counsel" shall mean Bryant Miller Olive P.A., or any attorney at law or firm of attorneys duly admitted to practice law before the highest court of any state of the United States of America subsequently designated by the Issuer. Bond Year" shall mean the period commencing on October 1 of each year and continuing through the next succeeding September 30, unless otherwise provided by Supplemental Resolution. Bondholder" or "Holder" or "holder" or any similar term, when used with reference to a Bond or Bonds, shall mean any person who shall be the registered owner of any Outstanding Bond or Bonds, as provided in the registration books of the Issuer. Bonds" shall mean the Series 2020 Bonds. Resolution No. 19-34 1 City Attorney" shall mean the City Attorney of the Issuer, or any assistant or deputy City Attorney. City Clerk" shall mean the City Clerk of the Issuer, or any assistant or deputy City Clerk of the Issuer. City Council" shall mean the City Council of the Issuer. City Manager" shall mean the City Manager of the Issuer, or in his absence, any assistant or deputy City Manager of the Issuer, or such other person as may be duly authorized by the Issuer to act on his or her behalf. Code" shall mean the Internal Revenue Code of 1986, as amended, and any Treasury Regulations, whether temporary, proposed or final, promulgated thereunder or applicable thereto. Construction Fund" shall mean the Construction Fund established pursuant to Section 4.03 hereof. Costs" when used in connection with the Project shall mean (i) all direct costs of such Project items described in the plans and specifications for such Project including without limitation the cost of physical construction and including machinery or equipment required by the Issuer to commence operation of the Project; (ii) all costs of planning, designing, acquiring, constructing, financing and placing such Project in operation, including costs incurred by the Issuer prior to the issuance of the Bonds to finance the costs of such Project; (iii) all costs of issuance of the Bonds, including, without limitation, the fees and costs of municipal bond insurance, Bond Counsel, City Attorney, placement agent or underwriter and placement agent's or underwriter's counsel, special counsel and financial advisors, printing costs, rating agency fees, initial acceptance fees of paying agents, registrars, trustees, depositaries and all fees and costs of financial institutions providing special credit facilities with respect to of the Bonds; (iv) the cost of acquisition, by purchase or condemnation, of any lands, structures, improvements, rights-of-way, franchises, easements or interests therein and all of the properties, tangible or intangible, deemed necessary or convenient for the maintenance and operation of such Project; (v) all engineering, legal and financial costs and expenses, including legal and consultant's fees and expenses and other costs of negotiating license, use, facilities renovation and/or similar agreements relating to the Project or the Bonds, and including costs incurred by the Issuer prior to the issuance of the Bonds to finance such Project; (vi) all expenses for estimates of costs and of revenues; (vii) costs of obtaining governmental and regulatory permits, licenses and approvals; (viii) all fees of special advisors and consultants associated with one or more aspects of such Project; (ix) all amounts required to be paid by this Resolution into the Debt Service Fund upon the issuance of the Bonds; (x) interest on the Bonds prior to and during construction of such Project for which such Bonds were issued, and for such additional periods as the Issuer may reasonably determine to be necessary; (xi) the reimbursement to the Issuer of all such eligible costs of the Project Resolution No. 19-34 2 that have been advanced by the Issuer from its available funds or on behalf of the Issuer before the delivery of the Bonds issued to finance such costs; (xii) the principal, interest, premium, if any, and costs related thereto, payable with respect to any note or other obligation issued by the Issuer to pay any part of the cost of the Project enumerated in this definition; and (xiii) such other costs and expenses which shall be necessary or incidental to the financing herein authorized and placing the Project into operation. Debt Service Fund" shall mean the Debt Service Fund established pursuant to Section 4.04 hereof. Defeasance Securities" shall mean: 1) Cash; 2) U.S. Treasury Certificates, Notes and Bonds (including State and Local Government Series — "SLGs"); 3) Direct obligations of the Treasury which have been stripped by the Treasury itself, CATS, TIGRS and similar securities; 4) The interest component of Resolution Funding Corp. ("REFCORP") strips which have been stripped by request to the Federal Reserve Bank of New York in book entry form are acceptable; 5) Pre -refunded municipal bonds rated "Aaa" by Moody's and "AAA" by S&P. If however, the issue is only rated by S&P (i.e., there is no Moody's rating), then the pre - refunded bonds must have been pre -refunded with cash, direct U.S. or U.S. guaranteed obligations, or AAA rate pre -refunded municipals to satisfy this condition. 6) Obligations issued by the following agencies which are backed by the full faith and credit of the U.S. a. U.S. Export -Import Bank (Eximbank) Direct obligations or fully guaranteed certificates of beneficial ownership b. Farmers Home Administration (FmHA) Certificates of beneficial ownership c. Federal Financing Bank d. General Services Administration Participation certificates e. U.S. Maritime Administration Resolution No. 19-34 3 Guaranteed Title XI financing f. U.S. Department of Housing and Urban Development (HUD) Project Notes Local Authority Bonds New Communities Debentures — U.S. government guaranteed debentures U.S. Public Housing Notes and Bonds — U.S. government guaranteed public housing notes and bonds Finance Director" shall mean the Finance Director of the Issuer, or in his absence, any acting, interim, assistant or deputy Finance Director of the Issuer. Financial Advisor" shall mean Hilltop Securities Inc. or any other financial advisor appointed from time to time by the Issuer. Fiscal Year" shall mean the period commencing on October 1 of each year and continuing through the next succeeding September 30, or such other period as may be prescribed by law. Governmental Fund Revenues" shall mean total revenues of the Issuer derived from any source whatsoever and that are allocated and accounted for in the governmental funds" as shown in the annual audited financial statements of the Issuer for the applicable Fiscal Year. Interest Account" shall mean the separate account in the Debt Service Fund established pursuant to Section 4.04 hereof. Interest Date" shall be such date or dates for the payment of interest on the Bonds as shall be provided for herein. Issuer" shall mean the City of Clearwater, Florida, a municipal corporation of the State of Florida. Maximum Annual Debt Service" shall mean the maximum Annual Debt Service to come due during any Bond Year of the Issuer on the Outstanding Bonds, excluding all Bond Years which shall have ended prior to the Bond Year in which Maximum Annual Debt Service shall be computed. Mayor" shall mean the Mayor, or in his absence, the Vice Mayor of the Issuer. Non -Ad Valorem Revenues" shall mean all Governmental Funds Revenues, other than revenues generated from ad valorem taxation on real or personal property, which are legally available to make the payments required herein. Resolution No. 19-34 4 Outstanding" when used with reference to Bonds and as of any particular date, shall describe all Bonds theretofore and thereupon being authenticated and delivered except, (1) any Bond in lieu of which another Bond or other Bonds have been issued under an agreement to replace lost, mutilated or destroyed Bonds, (2) any Bond surrendered by the Holder thereof in exchange for another Bond or other Bonds under Sections 2.06 and 2.08 hereof, (3) Bonds canceled after purchase in the open market or because of payment at or redemption prior to maturity, and (4) Bonds deemed paid in accordance with Section 8.01 hereof. Paying Agent" shall mean the paying agent for Bonds appointed by or pursuant to a Supplemental Resolution adopted by the Issuer prior to the sale of the Bonds. Permitted Investments" shall mean any investments authorized pursuant to the written investment policy of the Issuer and the laws of the State. Person" shall mean an individual, a corporation, a partnership, an association, a joint stock company, a trust, any unincorporated organization or governmental entity. Pledged Funds" shall mean (1) Non -Ad Valorem Revenues budgeted and appropriated by the Issuer in accordance with Section 4.02 hereof and deposited into the Debt Service Fund, and (2) until applied in accordance with the provisions of this Resolution, all moneys, including the investments thereof, in the funds and accounts established hereunder in the manner and to the extent described herein. Principal Account" shall mean the separate account in the Debt Service Fund established pursuant to Section 4.04 hereof. Project" shall mean the Imagine Clearwater Project described on Exhibit "A" attached hereto. Purchase Contract" shall mean the Bond Purchase Agreement, the form of which is to be approved by the Issuer in a Supplemental Resolution adopted prior to the sale of the Bonds. Redemption Price" shall mean, with respect to any Bond or portion thereof, the principal amount or portion thereof, plus the applicable premium, if any, payable upon redemption thereof pursuant to such Bond or this Resolution. Registrar" shall mean the registrar for the Bonds appointed by or pursuant to a Supplemental Resolution adopted by the Issuer prior to the sale of the Bonds. Resolution" shall mean this Resolution, as the same may from time to time be amended, modified or supplemented by Supplemental Resolution. Serial Bonds" shall mean all of the Bonds other than the Term Bonds. Resolution No. 19-34 5 Series 2020 Bonds" shall mean the City of Clearwater, Florida Non -Ad Valorem Revenue Bonds, Series 2020 (Imagine Clearwater Improvements). State" shall mean the State of Florida. Supplemental Resolution" shall mean any resolution of the Issuer amending or supplementing this Resolution adopted and becoming effective in accordance with the terms of Sections 7.01 and 7.02 hereof. Term Bonds" shall mean those Bonds which shall be designated as Term Bonds hereby and which are subject to mandatory redemption by Amortization Installments. Underwriter" shall mean the firm or firms of underwriters selected by the Issuer to underwrite the Bonds as set forth in a Supplemental Resolution adopted prior to the sale of the Bonds. The terms "herein," "hereunder," "hereby," "hereto," "hereof" and any similar terms, shall refer to this Resolution; the term heretofore shall mean before the date of adoption of this Resolution; and the term "hereafter" shall mean after the date of adoption of this Resolution. Words importing the masculine gender include every other gender. Words importing the singular number include the plural number, and vice versa. SECTION 1.02. AUTHORITY FOR RESOLUTION. This Resolution is adopted pursuant to the provisions of the Act. SECTION 1.03. RESOLUTION TO CONSTITUTE CONTRACT. In consideration of the purchase and acceptance of any or all of the Bonds by those who shall hold the same from time to time, the provisions of this Resolution shall be a part of the contract of the Issuer with the Holders of the Bonds and shall be deemed to be and shall constitute a contract between the Issuer and the Holders from time to time of the Bonds. The pledge made in this Resolution and the provisions, covenants and agreements herein set forth to be performed by or on behalf of the Issuer shall be for the equal benefit, protection and security of the Holders of any and all of said Bonds. All of the Bonds, regardless of the time or times of their issuance or maturity, shall be of equal rank without preference, priority or distinction of any of the Bonds over any other thereof except as expressly provided in or pursuant to this Resolution. SECTION 1.04. FINDINGS. It is hereby ascertained, determined and declared: 1) That the Issuer deems it necessary, desirable and in the best interests of the Issuer and its citizens and to serve a paramount public purpose that the Project be Resolution No. 19-34 6 completed. 2) That the Project shall be financed and/or reimbursed with the proceeds of the Series 2020 Bonds, together with the proceeds of other indebtedness of the Issuer and certain other legally available funds of the Issuer. 3) That in order to preserve and promote the gainful employment and tourism and to enhance the economic prosperity and public welfare of the inhabitants of the Issuer, it is necessary and desirable that the Project be completed. 4) That the estimated Non -Ad Valorem Revenues, after satisfying funding requirements for obligations having an express lien on or pledge thereof and after satisfying any funding requirements for essential governmental services of the Issuer which are not funded by ad valorem taxation, will be sufficient to pay the principal of and interest on the Bonds, as the same become due, and to make all other payments provided for in this Resolution. 5) That the principal of and interest on the Bonds and all other payments provided for in this Resolution will be paid solely from the Pledged Funds; and the ad valorem taxing power of the Issuer will never be necessary to pay the principal of and interest on the Bonds and, except as otherwise provided herein, the Bonds shall not constitute a lien upon any property of the Issuer. 6) That the Issuer intends on adopting a Supplemental Resolution to provide for the manner of sale and terms of the Bonds, including the approval of the Purchase Contract, the designation of the Underwriter and the distribution of an offering document in connection with the sale of the Bonds by the Underwriter, and the designation of the Paying Agent and Registrar, after it has completed the validation of the Bonds authorized in Section 8.08 hereof. SECTION 1.05. THE PROJECT. The Issuer does hereby ratify prior authorization of the Project. ARTICLE II AUTHORIZATION, TERMS, EXECUTION AND REGISTRATION OF BONDS SECTION 2.01. AUTHORIZATION OF BONDS. This Resolution authorizes the issuance of the Series 2020 Bonds of the Issuer to be designated as "City of Clearwater, Florida Non -Ad Valorem Revenue Bonds, Series 2020 (Imagine Clearwater Improvements)" in an aggregate principal amount of not to exceed $[30,000,000] for the purpose of financing and/or reimbursing a portion of the Costs of the Project, including paying certain costs of issuance incurred with respect thereto and any capitalized interest related thereto; provided the Issuer may change such Series designation in the event that the Series 2020 Bonds are not issued in calendar year 2020, and Resolution No. 19-34 7 The Bonds may, if and when authorized by the Issuer pursuant to this Resolution and a Supplemental Resolution, be issued with such further appropriate particular designations added to or incorporated in such title for the Bonds as the Issuer may determine. The Bonds shall bear interest at such rate or rates not exceeding the maximum rate permitted by law; and shall be payable in lawful money of the United States of America on such dates; all as determined hereunder. The Bonds shall be issued in denominations of $5,000 or integral multiples thereof, in such form, whether coupon or registered; shall be dated such date; shall bear such numbers; shall be payable at such place or places; shall contain such redemption provisions; shall have such Paying Agent and Registrar; and shall mature in such years and amounts; all as determined hereunder. The Bonds shall be issued under and secured by this Resolution and shall be executed and delivered in the manner as set forth in this Resolution and a Supplemental Resolution. SECTION 2.02. DESCRIPTION OF BONDS. (1) The Bonds shall be issued as fully registered Bonds; shall be numbered consecutively from one upward in order of maturity preceded by the letter "R"; shall bear interest at a rate or rates not exceeding the maximum rate allowed by Florida law, payable in such manner and on such dates; shall consist of such amounts of Serial Bonds and Term Bonds; maturing in such amounts or Amortization Installments and in such years; shall be payable in such place or places; shall have such Paying Agent and Registrar; and shall contain such redemption provisions; all as hereinafter described. 2) The principal of or Redemption Price, if applicable, on the Bonds are payable upon presentation and surrender of the Bonds at the designated office of the Paying Agent. Interest payable on any such Bond on any Interest Date will be paid by check or draft of the Paying Agent to the Holder in whose name such Bond shall be registered at the close of business on the date which shall be the fifteenth day (whether or not a business day) of the calendar month next preceding such Interest Date, or, unless otherwise provided by Supplemental Resolution, at the option of the Paying Agent, and at the request and expense of such Holder, by bank wire transfer for the account of such Holder. In the event the interest payable on any such Bond is not punctually paid or duly provided for by the Issuer on such Interest Date, such defaulted interest will be paid to the Holder in whose name such Bond shall be registered at the close of business on a special record date for the payment of such defaulted interest as established by notice to such Holder, not less than ten days preceding such special record date. All payments of principal of or Redemption Price, if applicable, and interest on the Bonds shall be payable in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Resolution No. 19-34 8 SECTION 2.03. APPLICATION OF BOND PROCEEDS. Except as otherwise provided by Supplemental Resolution, the proceeds derived from the sale of the Series 2020 Bonds, including accrued interest, if any, and premium, if any, together with legally available funds of the Issuer, if any, shall, simultaneously with the delivery of the Series 2020 Bonds to the purchaser or purchasers thereof, be applied by the Issuer as follows: 1) Accrued interest, if any, shall be deposited in the Interest Account and shall be used only for the purpose of paying the interest which shall thereafter become due on the Series 2020 Bonds. 2) The balance of the proceeds of the Series 2020 Bonds shall be deposited in the Construction Fund to be used to pay a portion of the Costs of the Project, including but not limited to the costs of issuance of the Series 2020 Bonds and any capitalized interest related thereto. SECTION 2.04. EXECUTION OF BONDS. The Bonds shall be signed by, or bear the facsimile signature of the Mayor, the City Manager, and the City Clerk upon the approval of the City Attorney, and the official seal of the Issuer shall be imprinted on each Bond. In case any one or more of the officers who shall have signed or sealed any of the Bonds or whose facsimile signature shall appear thereon shall cease to be such officer of the Issuer before the Bonds so signed and sealed have been actually sold and delivered, such Bonds may nevertheless be sold and delivered as herein provided and may be issued as if the person who signed or sealed such Bonds had not ceased to hold such office. Any Bond may be signed and sealed on behalf of the Issuer by such person who at the actual time of the execution of such Bond shall hold the proper office of the Issuer, although, at the date of such Bond, such person may not have held such office or may not have been so authorized. The Issuer may adopt and use for such purposes the facsimile signatures of any such persons who shall have held such offices at any time after the date of the adoption of this Resolution, notwithstanding that either or both shall have ceased to hold such office at the time the Bonds shall be actually sold and delivered. SECTION 2.05. AUTHENTICATION. No Bond shall be secured hereunder or be entitled to the benefit hereof or shall be valid or obligatory for any purpose unless there shall be manually endorsed on such Bond a certificate of authentication by the Registrar or such other entity as may be approved by the Issuer for such purpose. Such certificate on any Bond shall be conclusive evidence that such Bond has been duly authenticated and delivered under this Resolution. The form of such certificate shall be substantially in the form provided in Section 2.11 hereof. SECTION 2.06. TEMPORARY BONDS. Until the definitive Bonds are prepared, the Issuer may execute, in the same manner as is provided in Section 2.04 hereof, and deliver, upon authentication by the Registrar pursuant to Section 2.05 hereof, Resolution No. 19-34 9 in lieu of definitive Bonds, but subject to the same provisions, limitations and conditions as the definitive Bonds, except as to the denominations thereof, one or more temporary Bonds substantially of the tenor of the definitive Bonds in lieu of which such temporary Bond or Bonds are issued, in denominations authorized by the Issuer by Supplemental Resolution, and with such omissions, insertions and variations as may be appropriate to temporary Bonds. The Issuer, at its own expense, shall prepare and execute definitive Bonds, which shall be authenticated by the Registrar. Upon the surrender of such temporary Bonds for exchange, the Registrar, without charge to the Holder thereof, shall deliver in exchange therefor definitive Bonds, of the same aggregate principal amount and maturity as the temporary Bonds surrendered. Until so exchanged, the temporary Bonds shall in all respects be entitled to the same benefits and security as definitive Bonds issued pursuant to this Resolution. All temporary Bonds surrendered in exchange for another temporary Bond or Bonds or for a definitive Bond or Bonds shall be forthwith canceled by the Registrar. SECTION 2.07. BONDS MUTILATED, DESTROYED, STOLEN OR LOST. In case any Bond shall become mutilated, or be destroyed, stolen or lost, the Issuer may, in its discretion, issue and deliver, and the Registrar shall authenticate, a new Bond of like tenor as the Bond so mutilated, destroyed, stolen or lost, in exchange and substitution for such mutilated Bond upon surrender and cancellation of such mutilated Bond or in lieu of and substitution for the Bond destroyed, stolen or lost, and upon the Holderfumishing the Issuer and the Registrar proof of such Holder's ownership thereof and satisfactory indemnity and complying with such other reasonable regulations and conditions as the Issuer or the Registrar may prescribe and paying such expenses as the Issuer and the Registrar may incur. All Bonds so surrendered or otherwise substituted shall be canceled by the Registrar. If any of the Bonds shall have matured or be about to mature, instead of issuing a substitute Bond, the Issuer may pay the same or cause the Bond to be paid, upon being indemnified as aforesaid, and if such Bonds be lost, stolen or destroyed, without surrender thereof. Any such duplicate Bonds issued pursuant to this Section 2.07 shall constitute original, additional contractual obligations on the part of the Issuer whether or not the lost, stolen or destroyed Bond be at any time found by anyone, and such duplicate Bond shall be entitled to equal and proportionate benefits and rights as to lien on the Pledged Funds to the same extent as all other Bonds issued hereunder. SECTION 2.08. TRANSFER. Bonds, upon surrender thereof at the office of the Registrar with a written instrument of transfer satisfactory to the Registrar, duly executed by the Holder thereof or such Holder's attorney duly authorized in writing, may, at the option of the Holder thereof, be exchanged for an equal aggregate principal amount of registered Bonds of the same maturity of any other authorized denominations. The Bonds issued under this Resolution shall be and have all the qualities and incidents of negotiable instruments under the commercial laws and the Uniform Resolution No. 19-34 10 Commercial Code of the State, subject to the provisions for registration and transfer contained in this Resolution and in the Bonds. So long as any of the Bonds shall remain Outstanding, the Issuer shall maintain and keep, at the office of the Registrar, books for the registration and transfer of the Bonds. Each Bond shall be transferable only upon the books of the Issuer, at the office of the Registrar, under such reasonable regulations as the Issuer may prescribe, by the Holder thereof in person or by such Holder's attomey duly authorized in writing upon surrender thereof together with a written instrument of transfer satisfactory to the Registrar duly executed and guaranteed by the Holder or such Holder's duly authorized attorney. Upon the transfer of any such Bond, the Issuer shall issue, and cause to be authenticated, in the name of the transferee a new Bond or Bonds of the same aggregate principal amount and Series and maturity as the surrendered Bond. The Issuer, the Registrar and any Paying Agent or fiduciary of the Issuer may deem and treat the Person in whose name any Outstanding Bond shall be registered upon the books of the Issuer as the absolute owner of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving payment of, or on account of, the principal or Redemption Price, if applicable, and interest on such Bond and for all other purposes, and all such payments so made to any such Holder or upon such Holder's order shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid and neither the Issuer nor the Registrar nor any Paying Agent or other fiduciary of the Issuer shall be affected by any notice to the contrary. The Registrar, in any case where it is not also the Paying Agent in respect to the Bonds, forthwith (A) following the fifteenth day prior to an Interest Date; (B) following the fifteenth day next preceding the date of first mailing of notice of redemption of any Bonds; and (C) at any other time as reasonably requested by the Paying Agent, shall certify and fumish to such Paying Agent the names, addresses and holdings of Bondholders and any other relevant information reflected in the registration books. Any Paying Agent of any fully registered Bond shall effect payment of interest on such Bonds by mailing a check or draft to the Holder entitled thereto or may, in lieu thereof, upon the request and at the expense of such Holder, transmit such payment by bank wire transfer for the account of such Holder. In all cases in which the privilege of exchanging Bonds or transferring Bonds is exercised, the Issuer shall execute and the Registrar shall authenticate and deliver such Bonds in accordance with the provisions of this Resolution. Execution of Bonds in the same manner as is provided in Section 2.04 hereof for purposes of exchanging, replacing or transferring Bonds may occur at the time of the original delivery of the Bonds. All Bonds surrendered in any such exchanges or transfers shall be held by the Registrar in safekeeping until directed by the Issuer to be canceled by the Registrar. For every such exchange or transfer of Bonds, the Issuer or the Registrar may make a charge sufficient to reimburse it for any tax, fee, expense or other governmental charge required to be paid with respect to such exchange or transfer. The Issuer and the Registrar shall not be Resolution No. 19-34 11 obligated to make any such exchange or transfer of Bonds during the fifteen days next preceding an Interest Date on the Bonds, or, in the case of any proposed redemption of Bonds, then during the fifteen days next preceding the date of the first mailing of notice of such redemption and continuing until such redemption date. SECTION 2.09. BOOK ENTRY. The Blanket Letter was entered into by the Issuer with The Depository Trust Company ("DTC"). It is intended that the Bonds be registered so as to participate in a global book -entry system with DTC as set forth herein and in such Blanket Letter. The terms and conditions of such Blanket Letter shall govern the registration of the Bonds. The Bonds shall be initially issued in the form of a single fully registered Bond for each maturity. Upon initial issuance, the ownership of such Bonds shall be registered by the Registrar in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. So long as any Bond is registered in the name of DTC (or its nominee), the Issuer, the Registrar and the Paying Agent may treat DTC (or its nominee) as the sole and exclusive holder of such Bonds registered in its name, and all payments with respect to the principal or redemption price of, if any, and interest on such Bond ("Payments") and all notices with respect to such Bond ("Notices") shall be made or given, as the case may be, to DTC. Transfers of Payments and delivery of Notices to DTC Participants shall be the responsibility of DTC and not of the Issuer, subject to any statutory and regulatory requirements as may be in effect from time to time. Transfers of Payments and delivery of Notices to beneficial holders of the Bonds by DTC Participants shall be the responsibility of such participants, indirect participants and other nominees of such beneficial holders and not of the Issuer, subject to any statutory and regulatory requirements as may be in effect from time to time. Upon (I) (a) receipt by the Issuer of written notice from DTC (i) to the effect that a continuation of the requirement that all of the Outstanding Bonds be registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee of DTC, is not in the best interest of the beneficial holders of the Bonds or (ii) to the effect that DTC is unable or unwilling to discharge its responsibilities and no substitute depository willing to undertake the functions of DTC hereunder can be found which is willing and able to undertake such functions upon reasonable and customary terms, (b) termination, for any reason, of the agreement among the Issuer, the Registrar and Paying Agent and DTC evidenced by the Blanket Letter, or (c) determination by the Issuer that such book -entry only system should be discontinued by the Issuer, and (II) compliance with the requirements of any agreement between the Issuer and DTC with respect thereto, the Bonds shall no longer be restricted to being registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee of DTC, but may be registered in whatever name or names Holders shall designate, in accordance with the provisions hereof. In such event, the Issuer shall issue and the Registrar shall authenticate, transfer and exchange Bonds consistent with the terms hereof, in denominations of $5,000 or any integral multiple thereof to the Holders thereof. The foregoing notwithstanding, until such time as participation in the book - entry only system is discontinued, the provisions set forth in the Blanket Letter shall apply Resolution No. 19-34 12 to the registration and transfer of the Bonds and to Payments and Notices with respect thereto. SECTION 2.10. FORM OF BONDS. The text of the Bonds shall be in substantially the following form with such omissions, insertions and variations as may be necessary and/or desirable and approved by the Mayor prior to the issuance thereof which necessity and/or desirability and approval shall be presumed by the Issuer's delivery of the Bonds to the purchaser or purchasers thereof): Remainder of page intentionally left blank] Resolution No. 19-34 13 No. R - CITY OF CLEARWATER, FLORIDA NON -AD VALOREM [REFUNDING] REVENUE BOND, SERIES 2020 (IMAGINE CLEARWATER IMPROVEMENTS) Date of Original Interest Rate Maturity Date Issue Registered Holder: Principal Amount: 2020 CUSIP KNOW ALL MEN BY THESE PRESENTS, that the City of Clearwater, Florida, a municipality created and existing under and by virtue of the laws of the State of Florida the "Issuer"), for value received, hereby promises to pay, solely from the Pledged Funds hereinafter described, to the Registered Holder identified above, or registered assigns as hereinafter provided, on the Maturity Date identified above, the Principal Amount identified above and interest on such Principal Amount from the Date of Original Issue identified above or from the most recent interest payment date to which interest has been paid at the Interest Rate per annum identified above on 1 and 1 of each year commencing 1, until such Principal Amount shall have been paid, except as the provisions hereinafter set forth with respect to redemption prior to maturity may be or become applicable hereto. Interest on this Bond will be computed on the basis of a 360 -day year consisting of twelve 30 -day months. Such Principal Amount and interest and the redemption premium, if any, on this Bond are payable in any coin or currency of the United States of America which, on the respective dates of payment thereof, shall be legal tender for the payment of public and private debts. Such Principal Amount and the redemption premium, if any, on this Bond, are payable, upon presentation and surrender hereof, at the designated corporate trust office of , , , as Paying Agent. Payment of each installment of interest shall be made to the person in whose name this Bond shall be registered on the registration books of the Issuer maintained by , as Registrar, at the close of business on the date which shall be the fifteenth day (whether or not a business day) of the calendar month next preceding each interest payment date and shall be paid by a check or draft of such Paying Agent mailed to such Registered Holder at the address appearing on such registration books or, at the option of such Paying Agent, and at the request and expense of such Registered Holder, by bank wire transfer for the account of such Holder. In the Resolution No. 19-34 14 event interest payable on this Bond is not punctually paid or duly provided for by the Issuer on such interest payment date, payment of each installment of such defaulted interest shall be made to the person in whose name this Bond shall be registered at the close of business on a special record date for the payment of such defaulted interest as established by notice to such Registered Holder, not less than ten (10) days preceding such special record date. This Bond is one of an authorized issue of Bonds in the aggregate principal amount of $ (the "Bonds") of like date, tenor and effect, except as to maturity date, interest rate, denomination and number, issued for the purpose of financing and/or reimbursing a portion of the Costs of acquiring, designing, constructing, reconstructing, renovating, expanding, improving and equipping Imagine Clearwater facilities, under the authority of and in full compliance with the Constitution of the State of Florida, Chapter 166, Florida Statutes, the municipal charter of the Issuer, and other applicable provisions of law (the "Act"), and Resolution No. 19- duly adopted by the City Council of the Issuer on , 2019, as may be amended and supplemented from time to time the "Resolution"), and is subject to the terms and conditions of the Resolution. Capitalized undefined terms used herein shall have the meanings ascribed thereto in the Resolution. The Bonds and the interest thereon are payable solely from and secured by an irrevocable pledge of the Pledged Funds. Pledged Funds consist of (1) Non -Ad Valorem Revenues budgeted and appropriated by the Issuer in accordance with Section 4.02 of the Resolution and deposited into the Debt Service Fund, and (2) until applied in accordance with the provisions of the Resolution, all moneys, including the investments thereof, in the funds and accounts established under the Resolution in the manner and to the extent described in the Resolution. The Issuer has covenanted and has agreed to appropriate in its annual budget for each Fiscal Year sufficient amount of Non -Ad Valorem Revenues for the payment of principal of and interest on the Bonds in each Fiscal Year, and to make certain other payments required by the Resolution, subject to the limitations described in the Resolution. Reference is made to the Resolution for more complete description of the security for the Bonds. IT IS EXPRESSLY AGREED BY THE REGISTERED HOLDER OF THIS BOND THAT THE BONDS SHALL NOT BE OR CONSTITUTE GENERAL OBLIGATIONS OR INDEBTEDNESS OF THE ISSUER AS "BONDS" WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISION, BUT SHALL BE SPECIAL OBLIGATIONS OF THE ISSUER, PAYABLE SOLELY FROM AND SECURED BY A LIEN UPON AND PLEDGE OF THE PLEDGED FUNDS IN THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION. NO HOLDER OF ANY BOND SHALL EVER HAVE THE RIGHT TO COMPEL THE EXERCISE OF ANY AD VALOREM TAXING POWER TO PAY SUCH BOND, FOR THE PAYMENT OF ANY AMOUNTS PAYABLE UNDER THE RESOLUTION, OR IN ORDER TO MAINTAIN ANY SERVICES OR PROGRAMS THAT GENERATE NON -AD VALOREM REVENUES, OR BE Resolution No. 19-34 15 ENTITLED TO PAYMENT OF SUCH BOND FROM ANY MONEYS OF THE ISSUER EXCEPT FROM THE PLEDGED FUNDS IN THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION. Neither the members of the City Council of the Issuer nor any person executing this Bond shall be liable personally hereon or be subject to any personal liability or accountability by reason of the issuance hereof. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE SIDE HEREOF AND SUCH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH IN THIS PLACE. This Bond shall not be valid or become obligatory for any purpose until the Certificate of Authentication hereon shall have been signed by the Registrar. IN WITNESS WHEREOF, the City of Clearwater, Florida has issued this Bond and has caused the same to be executed by the manual or facsimile signature of the Mayor, attested and countersigned by the City Clerk, and its official seal or a facsimile thereof to be affixed or reproduced hereon, all as of the ! day of SEAL) ATTESTED AND COUNTERSIGNED: City Clerk Approved as to form and legal sufficiency City Attorney 16 CITY OF CLEARWATER, FLORIDA By: Mayor By: City Manager Resolution No. 19-34 Provisions on Reverse Side of Bond] This Bond is transferable in accordance with the terms of the Resolution only upon the books of the Issuer kept for that purpose at the designated corporate trust office of the Registrar by the Registered Holder hereof in person or by such Holder's attorney duly authorized in writing, upon the surrender of this Bond together with a written instrument of transfer satisfactory to the Registrar duly executed by the Registered Holder or such Holder's attomey duly authorized in writing, and thereupon a new Bond or Bonds in the same aggregate principal amount shall be issued to the transferee in exchange therefor, and upon the payment of the charges, if any, therein prescribed. The Bonds are issuable in the form of fully registered Bonds in the denominations of $5,000 and integral multiples thereof, not exceeding the aggregate principal amount of the Bonds maturing on the same date. The Issuer, the Registrar and any Paying Agent may treat the Registered Holder of this Bond as the absolute owner hereof for all purposes, whether or not this Bond shall be overdue, and shall not be affected by any notice to the contrary. The Issuer and the Registrar shall not be obligated to make any exchange or transfer of the Bonds during the fifteen (15) days next preceding an interest payment date, or in the case of any proposed redemption of the Bonds, then, during the fifteen (15) days next preceding the date of the first mailing of notice of such redemption. INSERT REDEMPTION PROVISIONS] Notice of redemption shall be given in the manner described in the Resolution. It is hereby certified and recited that all acts, conditions and things required to exist, to happen and to be performed precedent to and in the issuance of this Bond, exist, have happened and have been performed, in regular and due form and time as required by the laws and Constitution of the State of Florida applicable thereto, and that the issuance of the Bonds does not violate any constitutional or statutory limitations or provisions. CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds of the issue described in the within mentioned Resolution. Date of Authentication: 17 REGISTRAR] Registrar, as Authenticating Agent By: Authorized Signatory Resolution No. 19-34 ASSIGNMENT FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto Insert Name, Address, Social Security or Other Identifying Number of Assignee Name and Address of Assignee) the within Bond and does hereby irrevocably constitute and appoint as attorneys to register the transfer of the said Bond on the books kept for registration thereof with full power of substitution in the premises. Dated: Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or trust company. NOTICE: The signature to this assignment must correspond with the name of the Registered Holder as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever and the Social Security or other identifying number of such assignee must be supplied. The following abbreviations, when used in the inscription on the face of the within Bond, shall be construed as though they were written out in full according to applicable laws or reg ulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties as joint tenants with right of survivorship and not as tenants in JT TEN - common UNIF TRANS MIN ACT -- Cust.) Custodian for under Uniform Transfer to Minors Act of State) Resolution No. 19-34 18 Additional abbreviations may also be used though not in the list above. STATEMENT OF INSURANCE IF APPLICABLE, INSERT INSURER LANGUAGE] Remainder of page intentionally left blank] Resolution No. 19-34 19 ARTICLE III REDEMPTION OF BONDS SECTION 3.01. PRIVILEGE OF REDEMPTION. The Bonds shall be subject to optional and/or mandatory redemption at the times and in the amounts provided by a Supplemental Resolution. SECTION 3.02. SELECTION OF BONDS TO BE REDEEMED. The Bonds shall be redeemed only in the principal amount of $5,000 each and integral multiples thereof. The Issuer shall, at least sixty (60) days prior to the redemption date (unless a shorter time period shall be satisfactory to the Registrar) notify the Registrar of such redemption date and of the principal amount of Bonds to be redeemed. For purposes of any redemption of Tess than all of the Outstanding Bonds of a single maturity, the particular Bonds or portions of Bonds to be redeemed shall be selected not more than forty-five (45) days prior to the redemption date by the Registrar from the Outstanding Bonds of the maturity or maturities designated by the Issuer by such method as the Registrar shall deem fair and appropriate and which may provide for the selection for redemption of Bonds or portions of Bonds in principal amounts of $5,000 and integral multiples thereof. Notwithstanding the foregoing, in the event that less than the entire principal amount of a Term Bond is to be optionally redeemed, the Issuer shall determine how the principal amount of such refunded Term Bond is to be allocated to the Amortization Installments for the Term Bond and shall notify the Paying Agent and Registrar of such allocation. If less than all of the Outstanding Bonds of a single maturity are to be redeemed, the Registrar shall promptly notify the Issuer and Paying Agent (if the Registrar is not the Paying Agent for such Bonds) in writing of the Bonds or portions of Bonds selected for redemption and, in the case of any Bond selected for partial redemption, the principal amount thereof to be redeemed. SECTION 3.03. NOTICE OF REDEMPTION. Unless waived by any Holder of Bonds to be redeemed, notice of any redemption made pursuant to this section shall be given by the Registrar on behalf of the Issuer by mailing a copy of an official redemption notice by registered or certified mail at least thirty (30) days and not more than sixty (60) days prior to the date fixed for redemption to each Holder of Bonds to be redeemed at the address of such Holder shown on the registration books maintained by the Registrar or at such other address as shall be furnished in writing by such Holder to the Registrar; provided, however, that no defect in any notice given pursuant to this Section to any Holder of Bonds to be redeemed nor failure to give such notice shall in any manner defeat the effectiveness of a call for redemption as to all other Holders of Bonds to be redeemed. Every official notice of redemption shall be dated and shall state: 1) the redemption date, Resolution No. 19-34 20 2) the Redemption Price, 3) if less than all Outstanding Bonds are to be redeemed, the number (and, in the case of a partial redemption of any Bond, the principal amount) of each Bond to be redeemed, 4) that, on the redemption date, the Redemption Price will become due and payable upon each such Bond or portion thereof called for redemption, and that interest thereon shall cease to accrue from and after said date, and 5) that such Bonds to be redeemed, whether as a whole or in part, are to be surrendered for payment of the Redemption Price at the designated office of the Reg istrar. Prior to any redemption date, the Issuer shall deposit with the Registrar an amount of money sufficient to pay the Redemption Price of all the Bonds or portions of Bonds which are to be redeemed on that date. The Issuer may provide that a notice of redemption may be contingent upon the occurrence of condition(s) and that if such condition(s) do not occur, the notice will be rescinded; provided notice of such rescission shall be mailed in the manner described herein to all Bondholders as soon as practicable after the Issuer has determined to rescind the redemption. SECTION 3.04. REDEMPTION OF PORTIONS OF BONDS. Any Bond which is to be redeemed only in part shall be surrendered at any place of payment specified in the notice of redemption (with due endorsement by, or written instrument of transfer in form satisfactory to, the Registrar duly executed by, the Holder thereof or such Holder's attorney duly authorized in writing) and the Issuer shall execute and the Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds, of the same interest rate and maturity, and of any authorized denomination as requested by such Holder, in an aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bonds so surrendered. SECTION 3.05. PAYMENT OF REDEEMED BONDS. Notice of redemption having been given substantially as aforesaid, the Bonds or portions of Bonds so to be redeemed shall, on the redemption date, become due and payable at the Redemption Price therein specified, and from and after such date (unless the Issuer shall default in the payment of the Redemption Price) such Bonds or portions of Bonds shall cease to bear interest. Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the Registrar and/or Paying Agent at the appropriate Redemption Price, plus accrued interest. All Bonds which have been redeemed shall be canceled by the Registrar and shall not be reissued. Resolution No. 19-34 21 ARTICLE IV SECURITY, SPECIAL FUNDS AND APPLICATION THEREOF SECTION 4.01. BONDS NOT TO BE INDEBTEDNESS OF ISSUER. THE BONDS SHALL NOT BE OR CONSTITUTE GENERAL OBLIGATIONS OR INDEBTEDNESS OF THE ISSUER AS "BONDS" WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISION, BUT SHALL BE SPECIAL OBLIGATIONS OF THE ISSUER, PAYABLE SOLELY FROM AND SECURED BY A LIEN UPON AND PLEDGE OF THE PLEDGED FUNDS IN THE MANNER AND TO THE EXTENT PROVIDED HEREIN. NO HOLDER OF ANY BOND SHALL EVER HAVE THE RIGHT TO COMPEL THE EXERCISE OF ANY AD VALOREM TAXING POWER TO PAY SUCH BOND, FOR THE PAYMENT OF ANY AMOUNTS PAYABLE HEREUNDER, OR IN ORDER TO MAINTAIN ANY SERVICES OR PROGRAMS THAT GENERATE NON - AD VALOREM REVENUES, OR BE ENTITLED TO PAYMENT OF SUCH BOND FROM ANY MONEYS OF THE ISSUER EXCEPT FROM THE PLEDGED FUNDS IN THE MANNER AND TO THE EXTENT PROVIDED HEREIN. SECTION 4.02. BONDS SECURED BY PLEDGE OF PLEDGED FUNDS. 1) The Issuer covenants and agrees to appropriate in its annual budget, by amendment if necessary, for each Fiscal Year in which the Bonds remain Outstanding, sufficient amounts of Non -Ad Valorem Revenues into the Debt Service Fund for the payment of principal of and interest on the Bonds and to make certain other payments required hereunder in each such Fiscal Year. Such covenant and agreement on the part of the Issuer shall be cumulative and shall continue until all payments of principal of and interest on the Bonds shall have been budgeted, appropriated, deposited and actually paid. The Issuer agrees that this covenant and agreement shall be deemed to be entered into for the benefit of the Holders of the Bonds and that this obligation may be enforced in a court of competent jurisdiction in accordance with the remedies set forth herein. No lien upon or pledge of such budgeted Non -Ad Valorem Revenues shall be in effect until such monies are budgeted, appropriated and deposited as provided herein. Notwithstanding the foregoing or any provision of this Resolution to the contrary, the Issuer does not covenant to maintain or continue any activities, services or programs now maintained or provided by the Issuer, including those programs and services which generate user fees, regulatory fees or other Non -Ad Valorem Revenues. This covenant and agreement shall not be construed as a limitation on the ability of the Issuer to pledge all or a portion of such Non -Ad Valorem Revenues or to covenant to budget and appropriate Non -Ad Valorem Revenues for other legally permissible purposes. Nothing herein shall be deemed to pledge ad valorem tax revenues or to permit or constitute a mortgage or lien upon any assets owned by the Issuer and no Holder of Bonds or other person may compel the levy of ad valorem taxes on real or personal property within the boundaries of the Issuer for the payment of the Issuer's obligations hereunder or to maintain any activities, services or programs now maintained or provided by the Issuer, Resolution No. 19-34 22 including those programs and services which generate user fees, regulatory fees or other Non -Ad Valorem Revenues. However, this covenant to budget and appropriate in its annual budget for the purposes and in the manner stated herein has the effect of making available for the payment of the Bonds the Non -Ad Valorem Revenues of the Issuer in the manner provided herein and placing on the Issuer a positive duty to appropriate and budget, by amendment if necessary, and deposit amounts sufficient to meet its obligations hereunder; subject, however, in all respects to the restrictions of Section 166.241, Florida Statutes, which make it unlawful for any municipality to expend moneys not appropriated and in excess of such municipality's current budgeted revenues. The obligation of the Issuer to make such payments from its Non -Ad Valorem Revenues is subject in all respects to the payment of obligations secured by a pledge of such Non -Ad Valorem Revenues heretofore or hereafter entered into (including the payment of debt service on bonds and other debt instruments) and funding requirements for essential public purposes affecting health, welfare and safety of the inhabitants of the Issuer; however, such obligation is cumulative and would carry over from Fiscal Year to Fiscal Year. The Issuer has previously and may hereafter provide a covenant to budget and appropriate Non -Ad Valorem Revenues as a source of security, and/or pledge one or more of such Non -Ad Valorem Revenues to provide for the payment of obligations (including debt obligations) incurred by the Issuer. No priority of payment among such obligations is established when a covenant to budget and appropriate Non -Ad Valorem Revenues is used as a source of security for the payment thereof. Such covenant to budget and appropriate does not create any lien upon or pledge of such Non -Ad Valorem Revenues until such funds are deposited in the Debt Service Fund established pursuant to Section 4.04 hereof, nor does it preclude the Issuer from pledging in the future or covenanting to budget and appropriate in the future its Non -Ad Valorem Revenues, nor does it require the Issuer to levy and collect any particular Non - Ad Valorem Revenues, nor does it give the Holders of the Bonds a prior claim on the Non -Ad Valorem Revenues as opposed to claims of general creditors of the Issuer. The payment of the debt service of all of the Bonds issued hereunder shall be secured forthwith equally and ratably by a pledge of and a lien upon the Pledged Funds, as now or hereafter constituted. The Issuer does hereby irrevocably pledge such Pledged Funds to the payment of the principal of and interest on the Bonds issued pursuant to this Resolution in the manner and to the extent described herein, and the Issuer does hereby irrevocably agree to the deposit of Non -Ad Valorem Revenues into the Debt Service Fund at the times provided of the sums required to secure to the Holders of the Bonds issued hereunder, and the payment of the principal of and interest thereon when due. The Pledged Funds shall immediately be subject to the lien of this pledge without any physical delivery thereof or further act, and the lien of this pledge shall be valid and binding as against all parties having claims of any kind in tort, contract or otherwise against the Issuer. Resolution No. 19-34 23 2) Until applied in accordance with this Resolution, the Non -Ad Valorem Revenues deposited by the Issuer in the Debt Service Fund and other amounts on deposit from time to time in the funds and accounts established pursuant to Section 4.04 hereof, plus any earnings thereon, except as otherwise described herein, shall be pledged to the repayment of the Series 2020 Bonds. SECTION 4.03. CONSTRUCTION FUND. The Issuer covenants and agrees to establish a separate fund to be known as the "City of Clearwater Non -Ad Valorem Revenue Bonds, Series 2020 (Imagine Clearwater Improvements) Construction Fund," which shall be used only for payment of a portion of the Costs of the Project. Moneys in the Construction Fund which derive from proceeds of the Series 2020 Bonds, until applied in payment of any item of the Costs of a Project in accordance with the provisions hereof, shall be held in trust by the Issuer and shall be subject to a lien and charge in favor of the Holders of the Series 2020 Bonds and for the further security of such Holders as Pledged Funds. SECTION 4.04. FUNDS AND ACCOUNTS. The Issuer covenants and agrees to establish a separate fund to be known as the "City of Clearwater Non -Ad Valorem Revenue Bonds, Series 2020 (Imagine Clearwater Improvements) Debt Service Fund." The Issuer shall maintain in the Debt Service Fund three accounts: the "Interest Account," the "Principal Account, and the "Bond Amortization Account". Moneys in the aforementioned funds and accounts, until applied in accordance with the provisions hereof, shall be subject to a lien and charge in favor of the Bondholders and for the further security of the Bondholders as Pledged Funds, in the manner and to the extent described herein. SECTION 4.05. FLOW OF FUNDS. 1) Pursuant to Section 4.02 hereof, Non -Ad Valorem Revenues shall be deposited or credited at least five (5) business days prior to the applicable due date, in the following manner: a) Interest Account. The Issuer shall deposit into or credit to the Interest Account the sum which, together with the balance in said Account, shall be equal to the interest on all outstanding Bonds accrued and unpaid and to accrue on such Interest Date. Moneys in the Interest Account shall be used to pay interest on the Bonds as and when the same become due, whether by redemption or otherwise, and for no other purpose. b) Principal Account. The Issuer shall deposit into or credit to the Principal Account the sum which, together with the balance in said Account, shall equal the portion of the principal on the Outstanding Bonds next due. Moneys in the Principal Account shall be used to pay the principal of the Bonds as and when the same shall mature, and for no other purpose. Resolution No. 19-34 24 c) Bond Amortization Account. The Issuer shall deposit into or credit to the Bond Amortization Account the sum which, together with the balance in said Account, shall equal the portion of the Amortization Installments of all Bonds Outstanding next due. Moneys in the Bond Amortization Account shall be used to purchase or redeem Term Bonds in the manner herein provided, and for no other purpose. Payments to the Bond Amortization Account shall be on a parity with payments to the Principal Account. 2) On the date established for payment of any principal of or Redemption Price, if applicable, or interest on the Bonds, the Issuer shall withdraw from the appropriate account of the Debt Service Fund sufficient moneys to pay such principal or Redemption Price, if applicable, or interest and deposit such moneys with the Paying Agent for the Bonds to be paid. SECTION 4.06. INVESTMENTS. The Construction Fund and the Debt Service Fund shall be continuously secured in the manner by which the deposit of public funds are authorized to be secured by the laws of the State. Moneys on deposit in the Construction Fund and the Debt Service Fund may be invested and reinvested in Permitted Investments maturing not later than the date on which the moneys therein will be needed. Any and all income received by the Issuer from the investment of moneys in each account of the Construction Fund, the Interest Account, the Principal Account, and the Bond Amortization Account shall be retained in such respective Fund or Account unless otherwise required by applicable law. Nothing contained in this Resolution shall prevent any Permitted Investments acquired as investments of or security for funds held under this Resolution from being issued or held in book -entry form on the books of the Department of the Treasury of the United States. Permitted Investments shall be valued at cost. SECTION 4.07. SEPARATE ACCOUNTS. The moneys required to be accounted for in each of the foregoing funds and accounts established herein may be deposited in a single account, and funds allocated to the various funds and accounts established herein may be invested in a common investment pool, provided that adequate accounting records are maintained to reflect and control the restricted allocation of the moneys on deposit therein and such investments for the various purposes of such funds and accounts as herein provided. The designation and establishment of the various funds and accounts in and by this Resolution shall not be construed to require the establishment of any completely independent, self -balancing funds as such term is commonly defined and used in governmental accounting, but rather is intended solely to constitute an earmarking of Resolution No. 19-34 25 certain revenues for certain purposes and to establish certain priorities for application of such revenues as herein provided. ARTICLE V OTHER OBLIGATIONS AND COVENANTS OF ISSUER SECTION 5.01. TAX COVENANTS. 1) The Issuer covenants with the Holders of the Series 2020 Bonds that it shall not use the proceeds of such Series 2020 Bonds in any manner which would cause the interest on such Series 2020 Bonds to be or become includable in the gross income of the holder thereof for federal income tax purposes. 2) The Issuer covenants with the Holders of the Series 2020 Bonds that neither the Issuer nor any person under its control or direction will make any use of the proceeds of such Series 2020 Bonds (or amounts deemed to be proceeds under the Code) in any manner which would cause such Series 2020 Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code and neither the Issuer nor any other such person shall do any act or fail to do any act which would cause the interest on such Series 2020 Bonds to become includable in the gross income of the holder thereof for federal income tax purposes. 3) The Issuer hereby covenants with the Holders of the Series 2020 Bonds that it will comply with all provisions of the Code necessary to maintain the exclusion of the interest on such Series 2020 Bonds from the gross income of the holder thereof for federal income tax purposes, including, in particular, the payment of any amount required to be rebated to the U.S. Treasury pursuant to the Code. SECTION 5.02. BOOKS AND RECORDS. The Issuer shall keep proper books, records and accounts of the receipt of the Non -Ad Valorem Revenues in accordance with generally accepted accounting principles, and any Holders of Bonds shall have the right at all reasonable times to inspect such books, records, accounts and data of the Issuer relating thereto. The Issuer shall, by each April 30th following the close of each Fiscal Year of the Issuer, cause an audit of such books, records and accounts to be made by an independent firm of certified public accountants. Copies of each such audit report shall be placed on file with the Issuer and be made available at reasonable times for inspection by Holders of the Bonds. SECTION 5.03. ANNUAL AUDIT. The Issuer shall cause the financial statements of the Issuer to be properly audited by a recognized independent certified public accountant or recognized independent firm of certified public accountants, and shall require such accountants to complete their report on the annual financial statements in accordance with applicable law. Such annual financial statements shall contain, but Resolution No. 19-34 26 not be limited to, a balance sheet, a statement of revenues, expenditures and changes in fund balance, and any other statements as required by law or accounting convention, and a report by such accountants disclosing any material default on the part of the Issuer of any covenant or agreement herein which is disclosed by the audit of the financial statements. The annual financial statements shall be prepared in conformity with generally accepted accounting principles. SECTION 5.04. NO IMPAIRMENT. The pledging of the Pledged Funds in the manner and to the extent provided herein shall not be subject to repeal, modification or impairment by any subsequent ordinance, resolution or other proceedings of the City Council of the Issuer. ARTICLE VI DEFAULTS AND REMEDIES SECTION 6.01. EVENTS OF DEFAULT. The following events shall each constitute an "Event of Default:" 1) The Issuer shall fail to make payment of the principal of, Amortization Installment, redemption premium or interest on any Bond when due. 2) There shall occur the dissolution or liquidation of the Issuer, or the filing by the Issuer of a voluntary petition in bankruptcy, or the commission by the Issuer of any act of bankruptcy, or adjudication of the Issuer as a bankrupt, or assignment by the Issuer for the benefit of its creditors, or appointment of a receiver for the Issuer, or the entry by the Issuer into an agreement of composition with its creditors, or the approval by a court of competent jurisdiction of a petition applicable to the Issuer in any proceeding for its reorganization instituted under the provisions of the Federal Bankruptcy Act, as amended, or under any similar act in any jurisdiction which may now be in effect or hereafter enacted. 3) The Issuer shall default in the due and punctual performance of any other of the covenants, conditions, agreements and provisions contained in the Bonds or in this Resolution on the part of the Issuer to be performed, and such default shall continue for a period of thirty (30) days after written notice of such default shall have been received from the Holders of not less than twenty-five percent (25%) of the aggregate principal amount of Bonds Outstanding. Notwithstanding the foregoing, the Issuer shall not be deemed in default hereunder if such default can be cured within a reasonable period of time and if the Issuer in good faith institutes curative action and diligently pursues such action until the default has been corrected. SECTION 6.02. REMEDIES. In the Event of Default, any Holder of Bonds issued under the provisions of this Resolution or any trustee or receiver acting for such Bondholders may either at law or in equity, by suit, action, mandamus or other proceedings in any court of competent jurisdiction, protect and enforce any and all rights Resolution No. 19-34 27 under the laws of the State, or granted and contained in this Resolution, and may enforce and compel the performance of all duties required by this Resolution or by any applicable statutes to be performed by the Issuer or by any officer thereof. The Holders of Bonds in an aggregate principal amount of not less than twenty- five percent (25%) of the Bonds then Outstanding may by a duly executed certificate in writing appoint a trustee for Holders of Bonds issued pursuant to this Resolution with authority to represent such Bondholders in any legal proceedings for the enforcement and protection of the rights of such Bondholders and such certificate shall be executed by such Bondholders or their duly authorized attomeys or representatives, and shall be filed in the office of the City Clerk. Notice of such appointment, together with evidence of the requisite signatures of the Holders of not Tess than twenty-five percent (25%) in aggregate principal amount of Bonds Outstanding and the trust instrument under which the trustee shall have agreed to serve shall be filed with the Issuer and the trustee and notice of appointment shall be given to all Holders of Bonds in the same manner as notices of redemption are given hereunder. After the appointment of the first trustee hereunder, no further trustees may be appointed; however, the Holders of a majority in aggregate principal amount of all the Bonds then Outstanding may remove the trustee initially appointed and appoint a successor and subsequent successors at any time. Notwithstanding anything herein to the contrary, acceleration as a remedy in the Event of a Default is not permitted. SECTION 6.03. DIRECTIONS TO PAYING AGENT AS TO REMEDIAL PROCEEDINGS. The Holders of a majority in principal amount of the Bonds then Outstanding shall have the right, by an instrument or concurrent instruments in writing executed and delivered to the Paying Agent, to direct the method and place of conducting all remedial proceedings to be taken by the trustee hereunder, provided that such direction shall not be otherwise than in accordance with law or the provisions hereof, and that the trustee shall have the right to decline to follow any such direction which in the opinion of the trustee would be unjustly prejudicial to Holders of Bonds not parties to such direction. SECTION 6.04. REMEDIES CUMULATIVE. No remedy herein conferred upon or reserved to the Bondholders is intended to be exclusive of any other remedy or remedies, and each and every such remedy shall be cumulative, and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute. SECTION 6.05. WAIVER OF DEFAULT. No delay or omission of any Bondholder to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default, or an acquiescence therein; and every power and remedy given by Section 6.02 of this Resolution No. 19-34 28 Resolution to the Bondholders may be exercised from time to time, and as often as may be deemed expedient. SECTION 6.06. APPLICATION OF MONEYS AFTER DEFAULT. If an Event of Default shall happen and shall not have been remedied, the Issuer or a trustee or receiver appointed for the purpose shall apply all Pledged Funds as follows and in the following order (provided, however, and notwithstanding anything herein to the contrary, moneys in the Construction Fund which derive from the proceeds of the Series 2020 Bonds shall not be applied to the payment of the Series 2020 Bonds): 1) To the payment of the reasonable and proper charges, expenses and liabilities of the trustee or receiver, Registrar and Paying Agent hereunder; and 2) To the payment of the interest and principal or Redemption Price, if applicable, then due on the Bonds, as follows: A) All such moneys shall be applied: FIRST: to the payment to the Persons entitled thereto of all installments of interest then due, in the order of the maturity of such installments, and, if the amount available shall not be sufficient to pay in full any particular installment, then to the payment ratably, according to the amounts due on such installment, to the Persons entitled thereto, without any discrimination or preference; SECOND: to the payment to the Persons entitled thereto of the unpaid principal of any of the Bonds which shall have become due at maturity or upon mandatory redemption prior to maturity (other than Bonds called for redemption for the payment of which moneys are held pursuant to the provisions of Section 8.01 of this Resolution), in the order of their due dates, with interest upon such Bonds from the respective dates upon which they became due, and, if the amount available shall not be sufficient to pay in full Bonds due on any particular date, together with such interest, then to the payment first of such interest, ratably according to the amount of such interest due on such date, and then to the payment of such principal, ratably according to the amount of such principal due on such date, to the Persons entitled thereto without any discrimination or preference; and THIRD: to the payment of the Redemption Price of any Bonds called for optional redemption pursuant to the provisions of this Resolution. B) If the principal of all the Bonds shall have become due and payable, all such moneys shall be applied to the payment of the principal and interest then due and unpaid upon the Bonds, with interest thereon as aforesaid, without preference or priority of principal over interest or of interest over principal, or of any installment of interest over any other installment of interest, or of any Bond over any other Bond, ratably, Resolution No. 19-34 29 according to the amounts due respectively for principal and interest, to the Persons entitled thereto without any discrimination or preference. ARTICLE VII SUPPLEMENTAL RESOLUTIONS SECTION 7.01. SUPPLEMENTAL RESOLUTIONS WITHOUT BONDHOLDERS' CONSENT. The Issuer, from time to time and at any time, may adopt such Supplemental Resolutions without the consent of the Bondholders (which Supplemental Resolutions shall thereafter form a part hereof) for any of the following purposes: 1) To cure any ambiguity or formal defect or omission or to correct any inconsistent provisions in this Resolution or to clarify any matters or questions arising hereunder. 2) To grant to or confer upon the Bondholders any additional rights, remedies, powers, authority or security that may lawfully be granted to or conferred upon the Bondholders. 3) To add to the conditions, limitations and restrictions on the issuance of Bonds under the provisions of this Resolution other conditions, limitations and restrictions thereafter to be observed. 4) To add to the covenants and agreements of the Issuer in this Resolution other covenants and agreements thereafter to be observed by the Issuer or to surrender any right or power herein reserved to or conferred upon the Issuer. 5) To specify and determine the matters and things referred to in Sections 2.01 or 2.02 hereof, and also any other matters and things relative to such Bonds which are not contrary to or inconsistent with this Resolution as theretofore in effect, or to amend, modify or rescind any such authorization, specification or determination at any time prior to the first delivery of such Bonds. 6) To change or modify the description of the Project. 7) To provide for the manner and terms of sale of the Bonds. 8) To make any other change that, in the opinion of the Issuer, would not materially adversely affect the security for the Bonds. SECTION 7.02. SUPPLEMENTAL RESOLUTIONS WITH BONDHOLDERS' CONSENT. Subject to the terms and provisions contained in this Section 7.02 and Section 7.01 hereof, the Holders of not less than a majority in aggregate principal amount of the Bonds then Outstanding shall have the right, from time to time, to consent to and Resolution No. 19-34 30 approve the adoption of such Supplemental Resolution or resolutions hereto as shall be deemed necessary or desirable by the Issuer for the purpose of supplementing, modifying, altering, amending, adding to or rescinding, in any particular, any of the terms or provisions contained in this Resolution. No Supplemental Resolution may be approved or adopted which shall permit or require (A) an extension of the maturity of the principal of or the payment of the interest on any Bond issued hereunder, (B) reduction in the principal amount of any Bond or the Redemption Price or the rate of interest thereon, C) the creation of a lien upon or a pledge of other than the lien and pledge created by this Resolution which adversely affects any Bondholders, (D) a preference or priority of any Bond or Bonds over any other Bond or Bonds, or (E) a reduction in the aggregate principal amount of the Bonds required for consent to such Supplemental Resolution, unless such Supplemental Resolution has the approval of 100% of the Bondholders. Nothing herein contained, however, shall be construed as making necessary the approval by Bondholders of the adoption of any Supplemental Resolution as authorized in Section 7.01 hereof. If, at any time the Issuer shall determine that it is necessary or desirable to adopt any Supplemental Resolution pursuant to this Section 7.02, the City Clerk shall cause the Registrar to give notice of the proposed adoption of such Supplemental Resolution and the form of consent to such adoption to be mailed, postage prepaid, to all Bondholders at their addresses as they appear on the registration books. Such notice shall briefly set forth the nature of the proposed Supplemental Resolution and shall state that copies thereof are on file at the offices of the City Clerk and the Registrar for inspection by all Bondholders. The Issuer shall not, however, be subject to any liability to any Bondholder by reason of its failure to cause the notice required by this Section 7.02 to be mailed and any such failure shall not affect the validity of such Supplemental Resolution when consented to and approved as provided in this Section 7.02. Whenever the Issuer shall deliver to the City Clerk an instrument or instruments in writing purporting to be executed by the Holders of not less than a majority in aggregate principal amount of the Bonds then Outstanding, which instrument or instruments shall refer to the proposed Supplemental Resolution described in such notice and shall specifically consent to and approve the adoption thereof in substantially the form of the copy thereof referred to in such notice, thereupon, but not otherwise, the Issuer may adopt such Supplemental Resolution in substantially such form, without liability or responsibility to any Holder of any Bond, whether or not such Holder shall have consented thereto. If the Holders of not less than a majority in aggregate principal amount of the Bonds Outstanding at the time of the adoption of such Supplemental Resolution shall have consented to and approved the adoption thereof as herein provided, no Holder of any Bond shall have any right to object to the adoption of such Supplemental Resolution, or to object to any of the terms and provisions contained therein or the operation thereof, or in any manner to question the propriety of the adoption thereof, or to enjoin or restrain the Resolution No. 19-34 31 Issuer from adopting the same or from taking any action pursuant to the provisions thereof. Upon the adoption of any Supplemental Resolution pursuant to the provisions of this Section 7.02, this Resolution shall be deemed to be modified and amended in accordance therewith, and the respective rights, duties and obligations under this Resolution of the Issuer and all Holders of Bonds then Outstanding shall thereafter be determined, exercised and enforced in all respects under the provisions of this Resolution as so modified and amended. ARTICLE VIII MISCELLANEOUS SECTION 8.01. DEFEASANCE. If the Issuer shall payor cause to be paid, or there shall otherwise be paid to the Holders of all Bonds, the principal or Redemption Price, if applicable, and interest due or to become due thereon, at the times and in the manner stipulated therein and in this Resolution, then the pledge of the Pledged Funds, and all covenants, agreements and other obligations of the Issuer to the Bondholders, shall thereupon cease, terminate and become void and be discharged and satisfied. In such event, the Paying Agents shall pay over or deliver to the Issuer all money or securities held by them pursuant to this Resolution which are not required for the payment or redemption of Bonds not theretofore surrendered for such payment or redemption. Any Bonds or interest installments appertaining thereto, whether at or prior to the maturity or redemption date of such Bonds, shall be deemed to have been paid within the meaning of this Section 8.01 if (A) in case any such Bonds are to be redeemed prior to the maturity thereof, there shall have been taken all action necessary to call such Bonds for redemption and notice of such redemption shall have been duly given or provision shall have been made for the giving of such notice, and (B) there shall have been deposited in irrevocable trust with a banking institution or trust company by or on behalf of the Issuer either moneys in an amount which shall be sufficient, or Defeasance Securities the principal of and the interest on which when due will provide moneys which, together with the moneys, if any, deposited with such bank or trust company at the same time shall be sufficient, to pay the principal of or Redemption Price, if applicable, and interest due and to become due on said Bonds on and prior to the redemption date or maturity date thereof, as the case may be. Except as hereafter provided, neither the Defeasance Securities nor any moneys so deposited with such bank or trust company nor any moneys received by such bank or trust company on account of principal of or Redemption Price, if applicable, or interest on said Defeasance Securities shall be withdrawn or used for any purpose other than, and all such moneys shall be held in trust for and be applied to, the payment, when due, of the principal of or Redemption Price, if applicable, of the Bonds for the payment or redemption of which they were deposited and the interest accruing thereon to the date of maturity or redemption; provided, however, the Issuer may substitute new Defeasance Securities and moneys for the deposited Resolution No. 19-34 32 Defeasance Securities and moneys if the new Defeasance Securities and moneys are sufficient to pay the principal of or Redemption Price, if applicable, and interest on the refunded Bonds. In the event the Bonds for which moneys are to be deposited for the payment thereof in accordance with this Section 8.01 are not by their terms subject to redemption within the next succeeding sixty (60) days, the Issuer shall cause the Registrar to mail a notice to the Holders of such Bonds that the deposit required by this Section 8.01 of moneys or Defeasance Securities has been made and said Bonds are deemed to be paid in accordance with the provisions of this Section 8.01 and stating such maturity or redemption date upon which moneys are to be available for the payment of the principal of or Redemption Price, if applicable, and interest on said Bonds. Nothing herein shall be deemed to require the Issuer to call any of the Outstanding Bonds for redemption prior to maturity pursuant to any applicable optional redemption provisions, or to impair the discretion of the Issuer in determining whether to exercise any such option for early redemption. SECTION 8.02. GENERAL AUTHORITY. The Mayor, the Vice Mayor, the City Manager, the Finance Director, the City Attorney and any other proper officials of the Issuer are hereby authorized to perform all acts and things required of them by this Resolution or any Supplemental Resolution or desirable or consistent with the requirements hereof for the full, punctual and complete performance of all of the terms, covenants and agreements contained in the Bonds, this Resolution, and any Supplemental Resolution, and they are hereby authorized to execute and deliver all documents which shall be required by Bond Counsel or the initial purchasers of the Bonds to effectuate the sale of the Bonds to said initial purchasers and any representation made in such documents shall be deemed to be made on behalf of the Issuer. All action taken to date by the officers of the Issuer in furtherance of the issuance of the Bonds is hereby approved, confirmed and ratified. SECTION 8.03. INTERESTED PARTIES. Nothing in this Resolution expressed or implied is intended or shall be construed to confer upon, or to give to, any person or entity, other than the Issuer, the Paying Agent, and the registered Holders of the Bonds, any right, remedy or claim under or by reason of this Resolution or any covenant, condition or stipulation thereof, and all covenants, stipulations, promises and agreements in this Resolution contained by and on behalf of the Issuer shall be for the sole and exclusive benefit of the Issuer, the Paying Agent, and the registered Holders of the Bonds. SECTION 8.04. NO PERSONAL LIABILITY. Neither the members of the City Council of the Issuer, the Mayor, the Vice Mayor, the City Manager, the Finance Director, the City Attorney, any person executing the Bonds nor any Charter officers shall be Resolution No. 19-34 33 personally liable therefor or be subject to any personal liability or accountability by reasonoftheissuancethereof. SECTION 8.05. SEVERABILITY OF INVALID PROVISIONS. If any one or more of the covenants, agreements or provisions of this Resolution shall be held contrary to any express provision of law or contrary to the policy of express law, but not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separable from the remaining covenants, agreements or provisions and shall in no way affect the validity of the other provisions hereof or of the Bonds. SECTION 8.06. REPEAL OF INCONSISTENT RESOLUTIONS. All resolutions or parts thereof in conflict herewith are hereby superseded and repealed to the extent of such conflict. SECTION 8.07. DECLARATION OF OFFICIAL INTENT. The Issuer hereby expresses its intention to be reimbursed from proceeds of a tax-exempt financing or other obligations for capital expenditures to be paid by the Issuer in connection with the construction of the Project. Pending reimbursement, the Issuer expects to use funds on deposit in its general fund and other funds legally available to pay a portion of the cost of the Project. It is not reasonably expected that the total amount of debt to be incurred by the Issuer to reimburse itself for expenditures paid with respect to the Project will exceed 30,000,000. This Resolution is intended to constitute a "declaration of official intent" within the meaning of Section 1.150-2 of the Income Tax Regulations. SECTION 8.08. VALIDATION AUTHORIZED. The City Attorney and Bond Counsel are authorized and directed to prepare and file proceedings in the Circuit Court of the Sixth Judicial Circuit of Florida in and for Pinellas County, Florida, for the validation of the Bonds and the Project to be financed with the proceeds thereof, and the proper officers of the Issuer are hereby authorized to verify on behalf of the Issuer any pleading in such proceedings. Remainder of page intentionally left blank] Resolution No. 19-34 34 SECTION 8.09. EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption. Passed and adopted by the City Council of the City of Clearwater, Florida this Ai day of November, 2019. Approved as to f rm: jC Pamela Akin City Attorney CITY OF CLEARWATER, FLORIDA By: Cke°11C1Cr tVACO George N. Cretekos Mayor Attest: 35 Resolution No. 19-34 EXHIBIT A DESCRIPTION OF IMAGINE CLEARWATER IMPROVEMENTS COACHMAN PARK REDEVELOPMENT SUMMARY OF IMPROVEMENTS On February 21, 2017, the Clearwater City Council accepted the plan for the redevelopment of Coachman Park known as Imagine Clearwater. This plan detailed a concept for park redevelopment which is in the process of final design and activation planning leading toward permitting in mid -2020. This project is to occur in two phases commencing with a southerly portion or Phase I which includes an amphitheater/band shell site along with a bluff walk, entry way plaza, and various other improvements and amenities. These amenities and structural components include an amphitheater/band shell with substantial back of house associated facilities, covering canopy for up to 4,000 seats; marina office and public restroom facilities; various trails and walkways comprising extensive hardscape infrastructure; a bluff walk extending the length of the park from north to south and including an elevated bridge/walkway across Cleveland Street; a small lake area with bridge and island crossing, ceremony venue, and overlook structures; parking, lighting, seating, and other public amenity areas. Phase II improvements will occur in the northerly portion of the site and includes extensive active use areas including interactive fountains; elevated "tree walk" play structure, slides, and picnic areas; an extensive hardscape trail and pathway system; parking areas; public restroom and related facilities; and stepped access to waterfront areas. ORDINANCE NO. 9357-20 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA; RATIFYING THE ADOPTION OF RESOLUTION NO. 19-34; AUTHORIZING THE ISSUANCE OF BONDS TO FINANCE A PORTION OF THE COSTS OF THE IMAGINE CLEARWATER PROJECT IN ACCORDANCE WITH THE CITY CODE OF ORDINANCES; PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Clearwater (the "Issuer") deems it necessary, desirable and in the best interests of the Issuer and its citizens and to serve a paramount public purpose that the Imagine Clearwater Project (the "Project") be completed; and WHEREAS, the Project shall be financed and/or reimbursed with the proceeds of debt instruments, together with certain other legally available funds of the Issuer; and WHEREAS, that in order to preserve and promote the gainful employment and tourism and to enhance the economic prosperity and public welfare of the inhabitants of the Issuer, it is necessary and desirable that the Project be completed; and WHEREAS, the Issuer has adopted Resolution No. 19-34 on November 21, 2019 the "Bond Resolution") authorizing the issuance of debt instruments (the "Series 2020 Bonds"), and in accordance with the Issuer's Code of Ordinances, Chapter 2, Article VI, Section 2.522, the Issuer wants to ratify the adoption of the Bond Resolution and approve the issuance of such debt instruments in accordance with the Issuer's Code of Ordinances; and WHEREAS, the estimated Non -Ad Valorem Revenues, after satisfying funding requirements for obligations having an express lien on or pledge thereof and after satisfying any funding requirements for essential governmental services of the Issuer which are not funded by ad valorem taxation, will be sufficient to pay the principal of and interest on the Series 2020 Bonds, as the same become due, and to make all other payments provided for in the Bond Resolution; and WHEREAS, the principal of and interest on the Series 2020 Bonds and all other payments provided for in the Bond Resolution will be paid solely from the Pledged Funds; and the ad valorem taxing power of the Issuer will never be necessary to pay the principal of and interest on the Series 2020 Bonds and, except as otherwise provided in the Bond Resolution, the Series 2020 Bonds shall not constitute a lien upon any property of the Issuer; and WHEREAS, the Issuer intends on adopting a Supplemental Resolution to provide for the manner of sale and terms of the Series 2020 Bonds, including the approval of the Purchase Contract, the designation of the Underwriter and the distribution of an offering document in connection with the sale of the Series 2020 Bonds by the Underwriter, and Ordinance No. 9357-20 the designation of the Paying Agent and Registrar, after it has completed the validation of the Series 2020 Bonds authorized in Section 8.08 of the Bond Resolution; now therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. The adoption of the Bond Resolution is hereby ratified and confirmed and the issuance of the debt instruments identified as the Series 2020 Bonds is hereby approved, subject to and in conformity with the provisions set forth in the Bond Resolution as the same may be modified or supplemented prior to the issuance of the Series 2020 Bonds as contemplated by the Bond Resolution. Section 2. This ordinance shall take effect immediately upon adoption. PASSED ON FIRST READING JAN 1:6 2019 FEB 0.6 2020PASSEDONSECONDANDFINAL READING AND ADOPTED Mayor George N. Cretekos Approved as to form: Attest: 2 Rosemarie Call City Clerk Ordinance No. 9357-20 PRELIMINARY OFFICIAL STATEMENT DATED _______, 2022 NEW ISSUE – BOOK-ENTRY ONLY RATING: See "RATING" herein. In the opinion of bond counsel, assuming compliance by the City with certain covenants, under existing statutes, regulations, and judicial decisions, the interest on the Series 2022 Bonds will be excluded from gross income for federal income tax purposes of the holders thereof and will not be an item of tax preference for purposes of the federal alternative minimum tax. See "TAX MATTERS" herein for a description of other tax consequences to holders of the Series 2022 Bonds. $30,000,000* CITY OF CLEARWATER, FLORIDA NON-AD VALOREM REVENUE BONDS, SERIES 2022 (IMAGINE CLEARWATER IMPROVEMENTS) Dated: Date of Delivery Due: October 1, as shown on inside cover The $30,000,000* City of Clearwater, Florida Non-Ad Valorem Revenue Bonds, Series 2022 (Imagine Clearwater Improvements) (the "Series 2022 Bonds") will be issued only as fully registered bonds, without coupons, and when initially issued will be registered to Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"). Individual purchases will be made in book-entry form only, in the principal amount of $5,000 or any integral multiple thereof. Beneficial owners of the Series 2022 Bonds will not receive physical delivery of bond certificates. Interest on the Series 2022 Bonds is payable commencing on April 1, 2023 and on each October 1 and April 1 thereafter, until maturity or earlier redemption as more fully described herein. So long as DTC or its nominee is the registered owner of the Series 2022 Bonds, payment of the principal of and interest on such Series 2022 Bonds will be made directly to DTC. Disbursements of such payments to DTC participants are the responsibility of DTC and disbursements of such payments to the beneficial owners are the responsibility of DTC participants (see "THE SERIES 2022 BONDS – Book-Entry Only System" herein). U.S. Bank Trust Company, National Association, Orlando, Florida, is serving as Registrar and Paying Agent for the Series 2022 Bonds. Certain of the Series 2022 Bonds are subject to redemption prior to maturity as set forth herein. See "THE SERIES 2022 BONDS – Redemption Provisions" herein. Pursuant to the Resolution (as hereinafter defined), the City of Clearwater (the "City") has covenanted and agreed to appropriate in its annual budget, by amendment, if necessary, for each Fiscal Year in which the Series 2022 Bonds remain Outstanding, sufficient amounts of Non-Ad Valorem Revenues into the Debt Service Fund (as such terms are defined in the Resolution) for the payment of principal of and interest on the Series 2022 Bonds and to make certain other payments required hereunder in each such Fiscal Year. The covenant and obligation of the City to budget and appropriate such amounts as described above is subject to certain caveats more fully described herein and in the Resolution. See "SECURITY FOR THE SERIES 2022 BONDS" herein. The Series 2022 Bonds are being issued pursuant to (a) the charter of the City, (b) the Constitution and the laws of the State of Florida, particularly Chapter 166, Parts I and II, Florida Statutes, and other applicable provisions of law, (c) Ordinance No. 9357-20 enacted by the City on February 6, 2020, and (d) Resolution No. 19-34 of the City, adopted on November 21, 2019, as amended and supplemented by Resolution No. 22-__, adopted [June 16], 2022 (collectively, the "Resolution"), to provide funds which will be sufficient to (i) finance and/or reimburse a portion of the cost of acquisition, construction and equipping of the Imagine Clearwater Project (as further described herein, the "Project"), and (ii) pay related costs of issuance of the Series 2022 Bonds. Terms not defined herein shall have the meanings given to them in the Resolution. The Series 2022 Bonds are a portion of the bonds that were validated by a Final Judgment of the Circuit Court of the Sixth Judicial Circuit of Florida, in and for Pinellas County, Florida. See "VALIDATION" herein. SEE THE INSIDE COVER PAGE FOR MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, PRICES, YIELDS AND INITIAL CUSIP NUMBERS. This cover page is not intended to be a summary of the terms or security provisions of the Series 2022 Bonds. Investors are advised to read the entire Official Statement to obtain information essential to the making of an informed investment decision. THE SERIES 2022 BONDS DO NOT CONSTITUTE A GENERAL INDEBTEDNESS OF THE CITY WITHIN THE MEANING OF ANY CONSTITUTIONAL, STATUTORY OR CHARTER PROVISION OR LIMITATION, AND NO BONDHOLDER SHALL EVER HAVE THE RIGHT TO REQUIRE OR COMPEL THE EXERCISE OF THE AD VALOREM TAXING POWER OF THE CITY OR TAXATION OF ANY REAL OR PERSONAL PROPERTY THEREIN FOR THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE SERIES 2022 BONDS OR THE MAKING OF ANY OTHER PAYMENTS IN CONNECTION THEREWITH. Pursuant to the provisions of the Official Notice of Sale, only electronic bids for the Series 2022 Bonds will be received on behalf of the City up to [10:30 a.m. (but not later than 10:30 a.m.), eastern time on June 28, 2022]. The Series 2022 Bonds are offered when, as and if issued and accepted by the Underwriter subject to the approval of legality by Bryant Miller Olive P.A., Tallahassee, Florida, Bond Counsel. Certain other legal matters will be passed upon for the City by David Margolis, Esquire, City Attorney, and by Nabors, Giblin & Nickerson, P.A., Tampa, Florida, Disclosure Counsel to the City. Public Resources Advisory Group, Inc., St. Petersburg, Florida, is serving as Financial Advisor to the City. It is expected that the Series 2022 Bonds, in definitive book-entry form, will be available for delivery through DTC in New York, New York on or about ___________, 2022. The date of this Official Statement is __________, 2022. * Preliminary, subject to change. * Preliminary, subject to change. ** Subject to the Term Bond option as described in the Official Notice of Sale. † The City is not responsible for the use of the CUSIP Numbers referenced herein nor is any representation made by the City as to their correctness. The CUSIP Numbers provided herein are included solely for the convenience of the readers of this Official Statement. $30,000,000* CITY OF CLEARWATER, FLORIDA NON-AD VALOREM REVENUE BONDS, SERIES 2022 (IMAGINE CLEARWATER IMPROVEMENTS) MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, PRICES, YIELDS AND INITIAL CUSIP NUMBERS Maturity (October 1)* Principal Amount* Interest Rate Price Yield Initial CUSIP Numbers† 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042** 2043** 2044** 2045** 2046** 2047** 2048** 2049** 2050** 2051** 2052** $_______ _____% Term Bonds Due October 1, 20__ Price _______% Yield _____% Initial CUSIP†: _________ CITY OF CLEARWATER, FLORIDA CITY OFFICES One Clearwater Tower, 6th Floor 600 Cleveland Street Clearwater, Florida 33758-4748 MAYOR Frank V. Hibbard CITY COUNCIL David Allbritton Kathleen Beckman Mark Bunker Lina Teixeira APPOINTED OFFICIALS Jon Jennings, City Manager Michael Delk, Assistant City Manager Micah Maxwell, Assistant City Manager David Margolis, Esq., City Attorney Brian J. Ravins, CGFO, Finance Director BOND COUNSEL Bryant Miller Olive P.A. Tallahassee, Florida FINANCIAL ADVISOR Public Resources Advisory Group, Inc. St. Petersburg, Florida DISCLOSURE COUNSEL Nabors, Giblin & Nickerson, P.A. Tampa, Florida REGISTRAR AND PAYING AGENT U.S. Bank Trust Company, National Association Orlando, Florida No broker, dealer, salesman or other person has been authorized by the City to give any information or to make any representation with respect to the Series 2022 Bonds, other than those contained in this Official Statement, and, if given or made, such other information or representations must not be relied upon as having been authorized by the foregoing. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, and there shall be no sale of the Series 2022 Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. The information set forth herein has been obtained from the City and other sources which are believed to be reliable, but is not guaranteed as to accuracy or completeness by, and is not to be construed as a representation of, the City with respect to any information provided by others. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the City since the date hereof or the earliest date as of which such information is given. THE SERIES 2022 BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, NOR HAS THE RESOLUTION BEEN QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939, IN RELIANCE UPON EXEMPTIONS CONTAINED IN SUCH ACTS. THE REGISTRATION OR QUALIFICATION OF THE SERIES 2022 BONDS IN ACCORDANCE WITH APPLICABLE PROVISIONS OF THE SECURITIES LAWS OF THE STATES, IF ANY, IN WHICH THE SERIES 2022 BONDS HAVE BEEN REGISTERED OR QUALIFIED AND THE EXEMPTION FROM REGISTRATION OR QUALIFICATION IN CONNECTION WITH OTHER STATES CANNOT BE REGARDED AS A RECOMMENDATION THEREOF. NEITHER THESE STATES NOR ANY OF THEIR AGENCIES HAVE PASSED UPON THE MERITS OF THE SERIES 2022 BONDS OR THE ACCURACY OR COMPLETENESS OF THIS OFFICIAL STATEMENT. ANY REPRESENTATIONS TO THE CONTRARY MAY BE A CRIMINAL OFFENSE. IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE SECURITY FOR THE SERIES 2022 BONDS AND THE TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. THESE SECURITIES HAVE NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY. FURTHERMORE, THE FOREGOING AUTHORITIES HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED THE ADEQUACY OF THIS DOCUMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. The order and placement of materials in this Official Statement, including the Appendices, are not to be deemed a determination of relevance, materiality or importance, and this Official Statement, including the Appendices, must be considered in its entirety. The captions and headings in this Official Statement are for convenience only and in no way define, limit or describe the scope or intent, or affect the meaning or construction, of any provisions or sections in this Official Statement. The offering of the Series 2022 Bonds is made only by means of this entire Official Statement. References to website addresses presented in this Official Statement are for informational purposes only and may be in the form of a hyperlink solely for the reader's convenience. Unless specified otherwise, such websites and the information or links contained therein are not incorporated into, and are not part of, this Official Statement. Certain statements included or incorporated by reference in this Official Statement constitute "forward-looking statements." Such statements generally are identifiable by the terminology used, such as "plan", "expect", "estimate", "project", "forecast", "budget" or other similar words. The achievement of certain results or other expectations contained in such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements described to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The City does not plan to issue any updates or revisions to those forward-looking statements if or when its expectations or events, conditions or circumstances on which such statements are based occur. THIS PRELIMINARY OFFICIAL STATEMENT IS IN A FORM DEEMED FINAL BY THE CITY FOR PURPOSES OF RULE 15C2-12 ISSUED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, EXCEPT FOR CERTAIN INFORMATION PERMITTED TO BE OMITTED PURSUANT TO RULE 15C2-12(B)(1). i TABLE OF CONTENTS PAGE INTRODUCTION ............................................................................................................... 3 PURPOSE OF THE SERIES 2022 BONDS ....................................................................... 4 THE PROJECT .................................................................................................................... 4 ESTIMATED SOURCES AND USES OF FUNDS ........................................................... 5 SCHEDULED DEBT SERVICE FOR THE SERIES 2022 BONDS ................................. 6 THE SERIES 2022 BONDS ............................................................................................... 7 General ............................................................................................................................ 7 Registration, Transfer and Exchange .............................................................................. 7 Redemption Provisions ................................................................................................... 8 Book-Entry Only System ................................................................................................ 9 SECURITY FOR THE SERIES 2022 BONDS ................................................................ 13 General .......................................................................................................................... 13 Limited Obligations ...................................................................................................... 13 Construction Fund ......................................................................................................... 14 No Reserve Fund ........................................................................................................... 14 Non-Ad Valorem Revenues .......................................................................................... 14 Other Non-Ad Valorem Indebtedness ........................................................................... 31 Anti-Dilution Covenant ................................................................................................. 32 OTHER FINANCIAL INFORMATION .......................................................................... 33 Historical Non-Ad Valorem Revenues ......................................................................... 33 Historical Governmental Funds .................................................................................... 35 THE CITY ......................................................................................................................... 37 General Information and Location ................................................................................ 37 Government ................................................................................................................... 37 Administration ............................................................................................................... 38 Budgetary Process ......................................................................................................... 38 Limitations; Effective Date. .......................................................................................... 39 Investment Policy .......................................................................................................... 39 Self-Insurance ............................................................................................................... 40 Management Discussion ............................................................................................... 40 Pension and Other Post-Employment Benefits ............................................................. 41 Other Post-Employment Benefits (OPEB) ................................................................... 42 INVESTMENT CONSIDERATIONS .............................................................................. 43 Climate Change ............................................................................................................. 43 Cybersecurity ................................................................................................................ 44 COVID-19 ..................................................................................................................... 45 VALIDATION .................................................................................................................. 46 LITIGATION .................................................................................................................... 47 LEGAL MATTERS .......................................................................................................... 47 TAX MATTERS ............................................................................................................... 47 ii General .......................................................................................................................... 47 Information Reporting and Backup Withholding ......................................................... 48 Other Tax Matters ......................................................................................................... 49 [Tax Treatment of Original Issue Discount .................................................................. 49 [Tax Treatment of Bond Premium ................................................................................ 50 ENFORCEABILITY OF REMEDIES .............................................................................. 50 FINANCIAL ADVISOR ................................................................................................... 51 UNDERWRITING ............................................................................................................ 51 RATING ............................................................................................................................ 52 FINANCIAL STATEMENTS ........................................................................................... 52 DISCLOSURE REQUIRED BY FLORIDA BLUE SKY LAW ...................................... 52 CONTINUING DISCLOSURE ........................................................................................ 53 MISCELLANEOUS .......................................................................................................... 53 CERTIFICATE CONCERNING THE OFFICIAL STATEMENT .................................. 54 EXECUTION .................................................................................................................... 55 APPENDIX A GENERAL INFORMATION RELATING TO THE CITY OF CLEARWATER, FLORIDA APPENDIX B AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED SEPTEMBER 30, 2021 APPENDIX C COPIES OF BOND ORDINANCE AND RESOLUTION APPENDIX D FORM OF BOND COUNSEL OPINION APPENDIX E FORM OF CONTINUING DISCLOSURE AGREEMENT 3 OFFICIAL STATEMENT $30,000,000* CITY OF CLEARWATER, FLORIDA NON-AD VALOREM REVENUE BONDS, SERIES 2022 (IMAGINE CLEARWATER IMPROVEMENTS) INTRODUCTION The purpose of this Official Statement, including the cover page, and all appendices, is to set forth certain information in connection with the sale by the City of Clearwater, Florida (the "City") of its $30,000,000* aggregate principal amount of Non- Ad Valorem Revenue Bonds, Series 2022 (Imagine Clearwater Improvements) (the "Series 2022 Bonds"). The Series 2022 Bonds are being issued pursuant to (a) the charter of the City, (b) the Constitution and the laws of the State of Florida, particularly Chapter 166, Parts I and II, Florida Statutes, and other applicable provisions of law, (c) Ordinance No. 9357-20 enacted by the City on February 6, 2020, and (d) Resolution No. 19-34 of the City, adopted on November 21, 2019, as amended and supplemented by Resolution No. 22-__, adopted [June 16], 2022 (collectively, the "Resolution"). Capitalized terms used but not defined herein have the same meaning as when used in the Resolution unless the context clearly indicates otherwise. Complete descriptions of the terms and conditions of the Series 2022 Bonds are set forth in the Resolution. See "APPENDIX C – COPIES OF BOND ORDINANCE AND RESOLUTION" attached hereto. The description of the Series 2022 Bonds, the documents authorizing and securing the same, and the information from various reports and statements contained herein are not intended to be comprehensive or definitive. All references herein to such documents, reports and statements are qualified by the entire, actual content of such documents, reports and statements. Copies of such documents, reports and statements referred to herein that are not included in their entirety in this Official Statement may be obtained from the City Clerk, One Clearwater Tower, 6th Floor, 600 Cleveland Street, Clearwater, Florida 33756, telephone number (727) 562- 4093. The assumptions, estimates, projections and matters of opinion contained in this Official Statement, whether or not so expressly stated, are set forth as such and not as matters of fact, and no representation is made that any of the assumptions or matters of * Preliminary, subject to change. 4 opinion herein are valid or that any projections or estimates contained herein will be realized. Neither this Official Statement nor any other statement which may have been made verbally or in writing in connection with the Series 2022 Bonds, other than the Resolution, is to be construed as a contract with the Holders of the Series 2022 Bonds. PURPOSE OF THE SERIES 2022 BONDS The Series 2022 Bonds are being issued to provide funds which will be sufficient to (i) finance and/or reimburse a portion of the cost of acquisition, construction and equipping of the Imagine Clearwater Project (as further described herein, the "Project"), and (ii) pay related costs of issuance of the Series 2022 Bonds. See "THE PROJECT" herein. THE PROJECT On February 21, 2017, the City Council accepted the plan for the redevelopment of Coachman Park known as the Imagine Clearwater Project (the "Project"). Coachman Park and the Project are located approximately one (1) mile west of the City's downtown and approximately six (6) miles from U.S. Highway 19 North. The Project is designed to connect the waterfront and the Downtown Clearwater community. The Project is to occur in one phase to include an amphitheater/band shell with substantial back of house facilities; a covering canopy for up to 4,000 seats; marina office and public restroom facilities; various trails and walkways comprising extensive hardscape infrastructure; a bluff walk extending from the Drew Street to the new civic gateway on Cleveland Street; a small lake area with bridge; and parking, lighting, seating, and other public amenity areas. The improvements planned for the southern portion of the site are planned to include extensive active use areas including interactive fountains; elevated play structures, slides, and picnic pavilions; an extensive hardscape trail and pathway system; parking areas; and public restroom and related facilities. Construction of the Project began in July 2021 and is expected to be completed by July 2023. An aerial rendering of the Project is included below. [Remainder of page intentionally left blank] 5 Overhead Rendering of Completed Project ESTIMATED SOURCES AND USES OF FUNDS The following table sets forth the estimated sources and uses of the proceeds to be received from the sale of the Series 2022 Bonds: SOURCES: Principal Amount of Series 2022 Bonds $____________ [Net] Original Issue [Discount/Premium] ____________ TOTAL SOURCES $____________ USES: Deposit to Construction Fund $____________ Cost of Issuance(1) ____________ TOTAL USES $____________ (1) Includes legal and financial advisory fees and expenses, rating fee, Underwriter's discount and other costs associated with the issuance of the Series 2022 Bonds. [Remainder of page intentionally left blank] 6 SCHEDULED DEBT SERVICE FOR THE SERIES 2022 BONDS Bond Year Ending October 1 Series 2022 Bonds Total Principal Interest 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 2046 2047 2048 2049 2050 2051 2052 Total 7 THE SERIES 2022 BONDS General The Series 2022 Bonds are being issued in fully registered form in the denomination of $5,000 or any integral multiple thereof. The Series 2022 Bonds are dated their date of delivery and shall bear interest from that date as set forth on the inside cover page of this Official Statement. The Series 2022 Bonds will be in book-entry only form and registered, on the date of issuance and delivery, in the name of Cede & Co., as registered owner and nominee for The Depository Trust Company ("DTC"), which will act as securities depository for the Series 2022 Bonds. U.S. Bank Trust Company, National Association will act as Registrar and Paying Agent for the Series 2022 Bonds. The principal of and premium, if any, on the Series 2022 Bonds are payable, while in book-entry only form, in accordance with the provisions of DTC, when due, and the interest on the Series 2022 Bonds will be initially payable on April 1, 2023, and on each October 1 and April 1 thereafter until maturity or earlier redemption as more fully described herein. Registration, Transfer and Exchange Subject to the provisions described below under "– Book-Entry Only System" while the Series 2022 Bonds are held under a book entry system of registration, the City shall cause books for the registration and transfer of the Series 2022 Bonds, as provided in the Resolution, to be kept by the Registrar. Upon surrender for transfer of any Bond at the designated office of the Registrar, accompanied by an assignment duly executed by the registered Holder or his attorney-in-fact duly authorized in writing, the City shall execute and the Registrar shall authenticate and deliver in the name of the transferee or transferees a new Series 2022 Bond or Series 2022 Bonds for a like aggregate principal amount. Series 2022 Bonds of the same type may be exchanged at the designated office of the Registrar for a like aggregate principal amount of Series 2022 Bonds of other authorized denominations. The City shall execute and the Registrar shall authenticate and deliver the Series 2022 Bonds which the Bondholder making the exchange is entitled to receive, bearing numbers not contemporaneously outstanding. The Registrar shall not be required to transfer or exchange any Series 2022 Bonds during the 15 days next preceding an interest payment date on the Series 2022 Bonds, or in the case of any proposed redemption of Series 2022 Bonds, for the Bonds subject to redemption, during the 15 days next preceding the date of the first mailing of notice of such redemption and continuing until such redemption date. 8 For every such exchange or transfer of Series 2022 Bonds, the City or Registrar may make a charge sufficient to reimburse it for any tax, fee, expense or other governmental charge required to be paid with respect to such exchange or transfer. Redemption Provisions The Series 2022 Bonds are subject to redemption prior to maturity as follows: Optional Redemption. The Series 2022 Bonds maturing on or prior to October 1, 202__ shall not be redeemable prior to their stated dates of maturity. The Series 2022 Bonds maturing after October 1, 202__ shall be redeemable at the option of the City from any legally available source, in whole or in part, in any order of maturity selected by the City, and by lot within a maturity if less than an entire maturity is to be redeemed, on October 1, 202__, or at any time thereafter, at a redemption price of not greater than 100%, together with accrued interest to the date fixed for redemption. Mandatory Redemption. The Series 2022 Bonds maturing on October 1, _____ are subject to mandatory sinking fund redemption, in part by lot, in such manner as the Paying Agent may deem appropriate, prior to maturity on October 1 of each year, at a Redemption Price equal to the principal amount of such Series 2022 Bonds to be redeemed, without premium, plus accrued interest to the date of redemption, in the years and in the amounts as follows: Series 2022 Bonds maturing October 1, 20__ Year Principal Amount *Final Maturity Notice of Redemption. Notice of any redemption will be given by the Registrar on behalf of the City by mailing a copy of an official redemption notice by registered or certified mail at least thirty (30) days and not more than sixty (60) days prior to the date fixed for redemption to each Holder of Series 2022 Bonds to be redeemed at the address of such Holder shown on the registration books maintained by the Registrar or at such other address as shall be furnished in writing by such Holder to the Registrar; provided, however, that no defect in any notice given pursuant to this Section to any Holder of Series 2022 Bonds to be redeemed nor failure to give such notice shall in any manner defeat the effectiveness of a call for redemption as to all other Holders of Bonds to be redeemed. 9 Notice of redemption shall set forth (i) the redemption date, (ii) the Redemption Price, (iii) if less than all Outstanding Series 2022 Bonds are to be redeemed, the number (and, in the case of a partial redemption of any Series 2022 Bond, the principal amount) of each Series 2022 Bond to be redeemed, (iv) that, on the redemption date, the Redemption Price will become due and payable upon each such Series 2022 Bond or portion thereof called for redemption, and that interest thereon shall cease to accrue from and after said date, and (v) that such Series 2022 Bonds to be redeemed, whether as a whole or in part, are to be surrendered for payment of the Redemption Price at the designated office of the Registrar. The City may provide that a notice of redemption may be contingent upon the occurrence of condition(s) and that if such condition(s) do not occur, the notice will be rescinded; provided notice of such rescission shall be mailed in the manner described herein to all Bondholders as soon as practicable after the Issuer has determined to rescind the redemption. Book-Entry Only System The information provided immediately below concerning DTC and the Book-Entry Only System has been obtained from DTC and is not guaranteed as to accuracy or completeness by, and is not to be construed as a representation by, the Underwriter, the City or the Registrar. Unless the book-entry system described herein is terminated, DTC will act as securities depository for the Series 2022 Bonds. The Series 2022 Bonds will be issued as fully-registered securities registered in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. One or more fully-registered bond certificates will be issued for the Series 2022 Bonds, and will be deposited with the Registrar on behalf of DTC. Individual purchases of beneficial interests in the Series 2022 Bonds will be made in increments of $5,000 or integral multiples thereof. DTC and its Participants. DTC, the world's largest securities depository, is a limited-purpose trust company organized under the New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934, as amended. DTC holds and provides asset servicing for over 3.5 million U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC's participants ("Direct Participants") deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of 10 securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation ("DTCC"). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). DTC has a Standard & Poor's Rating of AA+. The DTC Rules applicable to its Direct and Indirect Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. The contents of such website do not constitute a part of this Official Statement. Purchases. Purchases of the Series 2022 Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Series 2022 Bonds on DTC's records. The ownership interest of each actual purchaser of each Series 2022 Bond ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchases. Beneficial Owners are, however, expected to receive written confirmations providing details of the transactions, as well as periodic statements of their holdings, from the Direct or Indirect Participants through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Series 2022 Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the Series 2022 Bonds, except in the event that use of the book-entry system for the Series 2022 Bonds is discontinued. Transfers. To facilitate subsequent transfers, all Series 2022 Bonds deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of the Series 2022 Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Series 2022 Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such Series 2022 Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Notices. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of the Series 2022 Bonds may wish to take certain steps to 11 augment the transmission to them of notices of significant events with respect to the Series 2022 Bonds, such as redemptions, tenders, defaults, and proposed amendments to the Series 2022 Bond documents. For example, Beneficial Owners of Series 2022 Bonds may wish to ascertain that the nominee holding the Series 2022 Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the Registrar and request that copies of notices be provided directly to them. Redemption notices shall be sent to DTC. If less than all of the Series 2022 Bonds within an issue are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the Series 2022 Bonds unless authorized by a Direct Participant in accordance with DTC's procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the issuer as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the Series 2022 Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). NEITHER THE CITY NOR THE REGISTRAR WILL HAVE ANY RESPONSIBILITY OR OBLIGATION TO SUCH PARTICIPANTS OR THE PERSONS FOR WHOM THEY ACT AS NOMINEES WITH RESPECT TO THE PAYMENTS TO OR THE PROVIDING OF NOTICE FOR THE DTC PARTICIPANTS, THE INDIRECT PARTICIPANTS OR THE BENEFICIAL OWNERS OF THE SERIES 2022 BONDS. THE CITY CANNOT PROVIDE ANY ASSURANCE THAT DTC, DIRECT PARTICIPANTS OR OTHERS WILL DISTRIBUTE PAYMENTS OF PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE SERIES 2022 BONDS PAID TO DTC OR ITS NOMINEE, AS THE REGISTERED OWNER, OR ANY NOTICES TO THE BENEFICIAL OWNERS, OR THAT THEY WILL DO SO ON A TIMELY BASIS, OR THAT DTC WILL ACT IN THE MANNER DESCRIBED IN THIS OFFICIAL STATEMENT. Payments. Payments on the Series 2022 Bonds will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding detail information from the Registrar on the relevant payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such Participant and not of DTC, the Registrar, or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is 12 the responsibility of the Registrar, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. Discontinuance of Book-Entry Only System. DTC may discontinue providing its services as depository with respect to the Series 2022 Bonds at any time by giving reasonable notice to the City or the Registrar. Under such circumstances, in the event that a successor depository is not obtained, certificated Series 2022 Bonds are required to be printed and delivered to the holders of record. The City may decide to discontinue use of the system of book-entry only transfers through DTC (or a successor securities depository) with respect to the Series 2022 Bonds. Under current industry practices, however, DTC would notify its Direct or Indirect Participants of the City's decision but will only withdraw beneficial interests from a Series 2022 Bond at the request of any Direct or Indirect Participant. In that event, certificates for the Series 2022 Bonds will be printed and delivered. No Assurance Regarding DTC Practices. The foregoing information in this section concerning DTC and DTC's book-entry system has been obtained from sources that the City believes to be reliable, but the City and the Registrar take no responsibility for the accuracy thereof. So long as Cede & Co. is the registered owner of the Series 2022 Bonds as nominee of DTC, references herein to the holders or registered owners of the Series 2022 Bonds will mean Cede & Co. and will not mean the Beneficial Owners of the Series 2022 Bonds. Neither the City nor the Registrar will have any responsibility or obligation to the Participants, DTC or the persons for whom they act with respect to (i) the accuracy of any records maintained by DTC or by any Direct or Indirect Participant of DTC, (ii) payments or the providing of notice to the Direct Participants, the Indirect Participants or the Beneficial Owners, (iii) the selection by DTC or by any Direct or Indirect Participant of any Beneficial Owner to receive payment in the event of a partial redemption of the Series 2022 Bonds or (iv) any other action taken by DTC or its partnership nominee as owner of the Series 2022 Bonds. [Remainder of page intentionally left blank] 13 SECURITY FOR THE SERIES 2022 BONDS General The principal of, premium, if any, and interest on the Series 2022 Bonds will be payable from and will be secured solely by Pledged Funds. Pledged Funds consist of (1) Non-Ad Valorem Revenues budgeted and appropriated by the City in accordance with the Resolution and deposited into the Debt Service Fund, and (2) until applied in accordance with the provisions of the Resolution, all moneys, including the investments thereof, in the funds and accounts established hereunder in the manner and to the extent described in the Resolution. The City has covenanted and has agreed in the Resolution to appropriate in its annual budget for each Fiscal Year sufficient amount of Non-Ad Valorem Revenues for the payment of principal of and interest on the Series 2022 Bonds in each Fiscal Year, and to make certain other payments required by the Resolution, subject to the limitations described in the Resolution. "Non-Ad Valorem Revenues" means all Governmental Funds Revenues, other than revenues generated from ad valorem taxation on real or personal property, which are legally available to make the payments required under the Resolution. "Governmental Funds Revenues" means total revenues of the City derived from any source whatsoever and that are allocated and accounted for in the "governmental funds" as shown in the annual audited financial statements of the City for the applicable Fiscal Year. As further described herein, not all revenues of the City that are derived from sources other than ad valorem revenues are legally available to make the payments required under the Resolution. Limited Obligations THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THE SERIES 2022 BONDS WILL NOT BE OR CONSTITUTE A GENERAL INDEBTEDNESS OF THE CITY WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISION OR LIMITATION, AND THE CITY IS NOT OBLIGATED TO LEVY ANY AD VALOREM TAXES FOR THE PAYMENT THEREOF. NEITHER THE FULL FAITH AND CREDIT NOR THE AD VALOREM TAXING POWER OF THE CITY, THE STATE OF FLORIDA (THE "STATE") OR ANY POLITICAL SUBDIVISION OR AGENCY THEREOF IS PLEDGED TO SUCH PAYMENT, AND NO HOLDER OF ANY SERIES 2022 BOND SHALL EVER HAVE THE RIGHT TO COMPEL THE EXERCISE OF THE AD VALOREM TAXING POWER OF THE CITY OR TAXATION IN ANY FORM ON ANY REAL OR PERSONAL PROPERTY TO PAY THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON SUCH SERIES 2022 BOND, OR BE ENTITLED TO PAYMENT THEREOF FROM ANY MONEYS OF THE CITY EXCEPT FROM THE NON-AD VALOREM REVENUES IN THE MANNER AND TO THE EXTENT PROVIDED IN 14 THE RESOLUTION. THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THE SERIES 2022 BONDS DO NOT CONSTITUTE A LIEN UPON ANY PROPERTY OF OR IN THE CITY. Construction Fund In the Resolution, the City covenants and agrees to establish a separate fund to be known as the "City of Clearwater Non-Ad Valorem Revenue Bonds, Series 2022 (Imagine Clearwater Improvements) Construction Fund" (the "Construction Fund"), which shall be used only for payment of a portion of the Costs of the Project. Moneys in the Construction Fund which derive from proceeds of the Series 2022 Bonds, until applied in payment of any item of the Costs of a Project in accordance with the provisions of the Resolution, shall be held in trust by the City and shall be subject to a lien and charge in favor of the Holders of the Series 2022 Bonds and for the further security of such Holders as Pledged Funds. No Reserve Fund The Series 2022 Bonds are not secured by a reserve fund. Non-Ad Valorem Revenues The Covenant to Budget and Appropriate. In the Resolution, the City covenants and agrees to appropriate (such covenant being referred to as the "Covenant to Budget and Appropriate") in its annual budget, by amendment, if necessary, for each Fiscal Year in which the Series 2022 Bonds remain Outstanding, sufficient amounts of Non-Ad Valorem Revenues into the Debt Service Fund for the payment of principal of and interest on the Series 2022 Bonds and to make certain other payments required under the Resolution in each such Fiscal Year. Such covenant and agreement on the part of the City shall be cumulative and shall continue until all payments of principal of and interest on the Series 2022 Bonds shall have been budgeted, appropriated, deposited and actually paid. The City further agrees that the Covenant to Budget and Appropriate shall be deemed to be entered into for the benefit of the Holders of the Series 2022 Bonds and that such obligation may be enforced in a court of competent jurisdiction in accordance with the remedies set forth in the Resolution. No lien upon or pledge of such budgeted Non- Ad Valorem Revenues shall be in effect until such monies are budgeted, appropriated and deposited as provided in the Resolution. Notwithstanding the foregoing or any provision of the Resolution to the contrary, the City does not covenant to maintain or continue any activities, services or programs, now maintained or provided by the City, including those programs and services which generate user fees, regulatory fees or other Non-Ad Valorem Revenues. The Covenant to Budget and Appropriate shall not be construed as a limitation on the ability of the City to pledge all or a portion of such Non-Ad Valorem Revenues or to covenant to budget and appropriate Non-Ad Valorem Revenues for other legally permissible purposes. Nothing in the Resolution shall be deemed to pledge ad 15 valorem tax revenues or to permit or constitute a mortgage or lien upon any assets owned by the City and no Holder of Series 2022 Bonds or other person may compel the levy of ad valorem taxes on real or personal property within the boundaries of the City for the payment of the City's obligations hereunder or to maintain any activities, services or programs now maintained or provided by the City, including those programs and services which generate user fees, regulatory fees or other Non-Ad Valorem Revenues. However, the Covenant to Budget and Appropriate in its annual budget for the purposes and in the manner stated in the Resolution shall have the effect of making available for the payment of the Series 2022 Bonds the Non-Ad Valorem Revenues of the City in the manner provided in the Resolution and placing on the City a positive duty to appropriate and budget, by amendment, if necessary, and deposit amounts sufficient to meet its obligations under the Resolution; subject, however, in all respects to the restrictions of Section 166.241, Florida Statutes, which make it unlawful for any municipality to expend moneys not appropriated and in excess of such municipality's current budgeted revenues. The obligation of the City to make such payments from its Non-Ad Valorem Revenues is subject in all respects to the payment of obligations secured by a pledge of such Non-Ad Valorem Revenues heretofore or hereafter entered into (including the payment of debt service on bonds and other debt instruments) and funding requirements for essential public purposes affecting health, welfare and safety of the inhabitants of the City; however, such obligation is cumulative and would carry over from Fiscal Year to Fiscal Year. The City has previously and may hereafter provide a covenant to budget and appropriate Non-Ad Valorem Revenues as a source of security, and/or pledge one or more of such Non-Ad Valorem Revenues to provide for the payment of obligations (including debt obligations) incurred by the City. No priority of payment among such obligations is established when a covenant to budget and appropriate Non- Ad Valorem Revenues is used as a source of security for the payment thereof. Such covenant to budget and appropriate does not create any lien upon or pledge of such Non-Ad Valorem Revenues until such funds are deposited in the Debt Service Fund established pursuant to the Resolution, nor does it preclude the City from pledging in the future or covenanting to budget and appropriate in the future its Non-Ad Valorem Revenues, nor does it require the City to levy and collect any particular Non- Ad Valorem Revenues, nor does it give the Holders of the Bonds a prior claim on the Non-Ad Valorem Revenues as opposed to claims of general creditors of the City. The payment of the debt service of all of the Series 2022 Bonds issued hereunder shall be secured forthwith equally and ratably by a pledge of and a lien upon the Pledged Funds, as now or hereafter constituted. The City irrevocably pledges, in the Resolution, such Pledged Funds to the payment of the principal of and interest on the Series 2022 Bonds issued pursuant to the Resolution in the manner and to the extent described herein, and the City irrevocably agrees in the Resolution to the deposit of Non-Ad Valorem Revenues into the Debt Service Fund at the times provided of the sums required to secure to the Holders of the Series 2022 Bonds issued hereunder, and the payment of the principal of and interest 16 thereon when due. The Pledged Funds shall immediately be subject to the lien of such pledge without any physical delivery thereof or further act, and the lien of such pledge shall be valid and binding as against all parties having claims of any kind in tort, contract or otherwise against the City. In the State, the revenues received by State cities may be classified based upon whether such revenues are derived from ad valorem taxation. Ad valorem taxes are taxes levied by local governments upon taxable real and tangible personal property located within the geographic jurisdiction of the government. Ad valorem taxes are levied based upon the assessed value of taxable property, and are imposed at a uniform rate per thousand dollars of assessed value. This rate is referred to as the "millage rate," with one mill representing one dollar of ad valorem taxes per thousand dollars of assessed valuation. Exclusive of millage levied pursuant to the approval of the qualified electors of a municipality, State cities generally may not levy ad valorem taxes at a rate in excess of ten mills annually. The ad valorem revenues of the City are not pledged as security for the payment of the Series 2022 Bonds. Revenues received by a city other than from ad valorem taxation are referred to as "non-ad valorem revenues." State cities collect non-ad valorem revenues from a variety of sources. The Non-Ad Valorem Revenues of the City include several major categories described below. Certain non-ad valorem revenues are not lawfully available to be used by cities to pay debt service on various obligations. Brief descriptions of certain of such legally available non-ad valorem revenue sources are set forth below with subheading and sections corresponding to the Table of Historical Non-Ad Valorem Revenues under the heading "OTHER FINANCIAL INFORMATION – Historical Non-Ad Valorem Revenues" herein. These sources do not purport to constitute all of the Non-Ad Valorem Revenues, but are included to provide additional information regarding some Non-Ad Valorem Revenue sources. See also "INVESTMENT CONSIDERATIONS – COVID-19" herein for discussion of the financial impacts of the novel strain of the coronavirus ("COVID-19") upon Non-Ad Valorem Revenue sources. Taxes. Utility Tax. The utility tax (also commonly referred to as the public service tax), is levied and collected pursuant to Section 166.231, Florida Statutes, and Section 29.72 of the City's Code of Ordinances, as amended (the "City Code"). The tax is levied, with certain exceptions, on each and every purchase of electricity, metered or bottled gas (natural, liquefied petroleum gas or manufactured) and water service, within the corporate limits of the City, in the amount of 10% of each payment received by the seller of the item taxed from the purchaser for the purchase of such service, which tax is required to be paid by the purchaser to the seller for the use of the City at the time of payment for such service. An additional tax is further levied by the City on every purchase in the City of 17 fuel oil at the rate of $0.04 per gallon. This tax is paid by the purchaser of fuel oil to the seller of fuel oil, at the time of payment for such service. The term "fuel oil" includes fuel oil grade nos. 1, 2, 3, 4, 5, and 6, kerosene and coal oil. State law provides that a municipality may exempt from the utilities tax the first 500 kilowatts of electricity per month purchased for residential use, metered or bottled gas or fuel oil for agricultural purposes, purchases of electricity, natural gas, liquefied petroleum gas or manufactured gas by industrial customers for use in industrial manufacturing or processing facilities in the municipality and electrical energy used in a facility located in a designated enterprise zone. The City has exempted the United States of America, the State, and the political subdivisions and agencies thereof from the payment of the tax. Such tax does not apply to the sales of bottled water. In addition, the City has excluded from the taxes levied and imposed by Section 29.72 of the City Code: (a) purchases of "special fuels" as defined in Section 206.86, Florida Statutes; (b) the purchase of not more than five (5) gallons of fuel oil delivered at the seller's place of business into the purchaser's container of not more than five gallon capacity; (c) the purchase of fuel oil or kerosene for use as an aircraft engine fuel or propellant or for use in internal combustion engines; (d) the purchase of natural gas or fuel oil by a public or private utility, including municipal corporation and rural electric cooperative associations, either for resale or for use as fuel in the generation of electricity and (e) all purchases by any recognized church in the State for use exclusively for church purposes. The utility tax is not applied against any fuel adjustment charge. The term "fuel adjustment charge" means all increases in the cost of utility services to the ultimate consumer resulting from an increase in the cost of fuel to the utility subsequent to October 1, 1973. Taxes on most utility services are separately itemized on the bill rendered to customers, but separate disclosure is not required. A failure by a consumer to pay that portion of the bill attributable to the utility tax may result in a suspension of the service involved in the same fashion as the failure to pay that portion of the bill attributable to the particular utility service. The amount of utility tax received by the City may fluctuate as the price of electricity and other services subject to the utility tax fluctuates, and a sustained increase in the price thereof may have an adverse effect on the amount of utility tax collected. The utility tax revenues received by the City are deposited into the City's General Fund and may be used for any public purpose. Communications Services Tax. The Communications Services Tax Simplification Act, enacted by Chapter 2000-260, Laws of Florida, as amended by Chapter 2001-140, Laws of Florida, and now codified in part as Chapter 202, Florida Statutes (the "CSTA"), established, effective October 1, 2001, a local communications services tax on the sale of 18 communications services as defined in Section 202.11, Florida Statutes, and as of the same date repealed Section 166.231(9), Florida Statutes, which previously granted municipalities the authority to levy a utility tax on the purchase of telecommunications services. Following the CSTA's enactment, the City increased its local communications services tax rate. Pursuant to Resolution No. 01-22 of the City, enacted on June 21, 2001, the City elected to increase its local communications services tax by 0.12% to take effect on October 1, 2001. Simultaneously, the City elected not to require and collect permit fees from any provider of communications services that uses municipal roads or rights-of- way for provision of communications services. As a result, the City imposed the local communications services tax at a rate of 5.52% for the Fiscal Year beginning October 1, 2001 and at a rate of 5.12% as of the Fiscal Year beginning October 1, 2002. The City currently continues to impose the local communications services tax at a rate of 5.12%. The proceeds of the local communications services tax, less Florida Department of Revenue's ("FDOR") cost of administration, which may not exceed 1% of the total tax generated, are deposited in the Local Communications Services Tax Clearing Trust Fund (the "CST Trust Fund") and distributed monthly to the appropriate jurisdiction. The revenues that are received by the City from such communications services tax which derive from the CST Trust Fund created with the FDOR pursuant to Section 202.193, Florida Statutes, may be pledged for the repayment of current or future bonded indebtedness. One effect of the CSTA was to replace the former utilities tax on telecommunications, including pre-paid calling arrangements, as well as any revenues from franchise fees on cable and telecommunications service providers of certain telecommunications services, with the local communications services tax. This change in law was intended to be revenue neutral to counties and municipalities. The communications services tax applied to a broader base of communications services than the former utilities tax on telecommunications. The local communications services tax applies to the purchase of "communications services" which originated or terminated within the City, with certain exemptions described below. "Communication services" under the CSTA are defined as the transmission, conveyance, or routing of voice, data, audio, video, or any other information or signals, including cable services, to a point, or between or among points, by or through any electronic, radio, satellite, cable, optical, microwave, or other medium or method now in existence or hereafter devised, regardless of the protocol used for such transmission or conveyance. The term does not include: (a) Information services. (b) Installation or maintenance of wiring or equipment on a customer's premises. 19 (c) The sale or rental of tangible personal property. (d) The sale of advertising, including, but not limited to, directory advertising. (e) Bad check charges. (f) Late payment charges. (g) Billing and collection services. (h) Internet access service, electronic mail service, electronic bulletin service, or similar on-line services. While such services have historically been taxed, if the charges for such services are not stated separately from the charges for communications services on a customer's bill, providers now have the ability to exclude such services from the tax if they can be reasonably identified from the selling dealer's books and records kept in the regular course of business. The dealer may support the allocation of charges with books and records kept in the regular course of business covering the dealer's entire service area, including territories outside of the State. The sale of communications services to (i) the federal government, or any instrumentality or agency thereof, or any entity that is exempt from state taxes under federal law, (ii) the State or any county, municipality or political subdivision of the State when payment is made directly to the dealer by the governmental entity, and (iii) any home for the aged or educational institution (which includes state tax-supported and nonprofit private schools, colleges and universities and nonprofit libraries, art galleries and museums, among others) or religious institutions (which include, but are not limited to, organizations having an established physical place for worship at which nonprofit religious services and activities are regularly conducted) that is exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code"), are exempt from the local communications services tax. The CSTA provides that, to the extent that a provider of communications services is required to pay to a local taxing jurisdiction a tax, charge, or other fee under any franchise agreement or ordinance with respect to the services or revenues that are also subject to the local communications services tax, such provider is entitled to a credit against the amount of such local communications services tax payable to the State in the amount of such tax, charge, or fee with respect to such service or revenues. The amount of such credit is deducted from the amount that such local taxing jurisdiction is entitled to receive under Section 202.18(3), Florida Statutes. However, the City does not impose any such fees or charges on communications services providers. 20 The amount of local communications services tax revenues received by the City is subject to increase or decrease due to (i) increases or decreases in the dollar volume of taxable sales within the City, (ii) legislative changes, and/or (iii) technological advances which could affect consumer preferences. The amount of the local communications services tax revenues collected within the City may be adversely affected by de- annexation. Such de-annexation would decrease the number of addresses contained within the City. At this time there are no de-annexations anticipated within the City. The local communications services tax revenues received by the City are deposited into the City's General Fund and may be used for any public purpose. Local Business Tax. The "Business Tax" (formerly called the "Occupational License Tax") includes the business taxes levied and collected by the City pursuant to Chapter 205, Florida Statutes, and Chapter 29, Article II of the City Code. Section 205.042, Florida Statutes, authorizes the City to levy "a business tax for the privilege of engaging in or managing any business, profession, or occupation within its jurisdiction." The Business Tax may be levied on: (1) Any person who maintains a permanent business location or branch office within the municipality, for the privilege of engaging in or managing any business within its jurisdiction. (2) Any person who maintains a permanent business location or branch office within the municipality, for the privilege of engaging in or managing any profession or occupation within its jurisdiction. (3) Any person who does not qualify under subsection (1) or subsection (2) and who transacts any business or engages in any occupation or profession in interstate commerce, if the Business Tax is not prohibited by the United States Constitution. All Business Tax receipts are issued for payment by the City beginning July 1 of each year and such taxes are due and payable on or before September 30 of each year. Each Business Tax receipt expires on September 30 of the succeeding year. Business Tax receipts that are not renewed when due and payable are delinquent and subject to a delinquency penalty of 10 percent for the month of October, plus an additional 5 percent penalty for each subsequent month of delinquency until paid. However, the total delinquency penalty may not exceed 25 percent of the Business Tax for the delinquent establishment. In addition to the delinquency penalty, an administrative fee in the amount of two times the annual business tax fee, with a maximum of $250 will be imposed on any business with delinquent Business Tax Receipts. Any person who engages in or manages any business, occupation, or profession without first paying the required Business Tax, is subject to a penalty of 25 percent of the 21 tax due, in addition to any other penalty provided by law or ordinance. Any person who engages in any business, occupation, or profession covered by Chapter 205, Florida Statutes, who does not obtain the required Business Tax receipt, is subject to civil actions and penalties, including court costs, reasonable attorneys' fees, additional administrative costs incurred as a result of collection efforts, and a penalty of up to $250. [In past sessions of the Florida Legislature, legislation has been introduced that, had it been enacted, could have reduced the amount of Business Taxes to be collected by the City. No assurance can be given that similar legislation will not be re-introduced in the future. As certain indebtedness of the City is secured by City's Business Taxes, if the Florida Legislature did attempt to take such action, the City would challenge such an action on the grounds of "impairment of contract" under the Florida Constitution.] Local Option Gas Tax. Pursuant to Section 336.025, Florida Statutes, each county may impose a tax of one to six cents per gallon on motor and diesel fuel sold within the county's jurisdiction (the "Local Option Gas Tax"). Pursuant to Ordinance Nos. 85-14, 87-46, 93-64, 05-96 and 15-48, enacted on June 18, 1985, June 30, 1987, June 8, 1993, December 20, 2005 and December 15, 2015, respectively, the County has imposed the Local Option Gas Tax in the County. The County collects an additional six cents per gallon gas tax which is remitted to the State and then forwarded back to the County for distribution to local governments. Funds are utilized only for transportation expenditures authorized by Florida Statutes. This includes: public transportation operations and maintenance; roadway and right-of-way maintenance and equipment; structures used primarily for the storage and maintenance; roadway and right-of-way maintenance and equipment; structures used primarily for the storage and maintenance of equipment; street lighting, traffic signs, engineering signalization, and pavement markings; and bridge maintenance and operations. Therefore, funds derived from the Local Option Gas Tax may not be used to pay debt service on the Series 2022 Bonds. Intergovernmental Revenues. Infrastructure Sales Surtax. Pursuant to Chapter 212, Florida Statutes, counties are authorized to levy a local discretionary sales surtax (also commonly known as the infrastructure sales surtax) of an additional one-half percent (1/2%) or one percent (1%) pursuant to an ordinance enacted by a majority of the members of the board of county commissioners and approved by referendum. Chapter 212, Florida Statutes, provides that the levy on such surtax may be extended upon approval of a majority of the electors of the County voting in a referendum on the discretionary sales surtax. The infrastructure sales surtax revenues are amounts paid to the City pursuant to the one percent (1%) sales surtax imposed by Pinellas County (the "County") on residents within the County ("Sales Surtax Revenues") and approved at a referendum held in November 2017. The Sales Surtax Revenues are to be distributed among the municipalities within the County pursuant to the Interlocal Agreement, as described 22 below. Unless extended pursuant to another referendum, said sales surtax expires December 31, 2029. The City's Sales Surtax Revenues are restricted legally or by City Council policy for specific capital improvement projects, and thus may only be used with respect to certain capital projects. Pursuant to Ordinance No. 6137-97, adopted by the City Council on March 6, 1997, as amended and supplemented, a special public hearing is required on capital projects funded with Sales Surtax Revenues, or at any time there is a proposed change of $500,000 or more to a capital project funded with Sales Surtax Revenues. Thus, a special public hearing would be required for the City's Sales Surtax Revenues to be available to pay debt service on the Series 2022 Bonds. Generally, the proceeds of the infrastructure sales surtax may only be expended to finance, plan and construct "infrastructure," which is defined as including fixed capital expenditures or fixed capital costs associated with the construction, reconstruction or improvement of public facilities which have a life expectancy of five or more years and any land acquisition, land improvement, design and engineering costs related thereto. Pursuant to Section 212.055(2)(e), Florida Statutes, as amended, counties receiving discretionary sales surtax proceeds may pledge such proceeds for the purpose of servicing new bond indebtedness incurred pursuant to law. Section 212.055(2)(d), Florida Statutes, expressly states that neither the proceeds from the infrastructure sales surtax nor the interest accrued thereon shall be used for operational expenses of any infrastructure. Further restrictions prohibit counties from using the infrastructure sales surtax to replace or supplant user fees or to reduce ad valorem taxes. The surtax applies to all transactions in the County that are subject to State sales tax imposed on sales, use, rentals, admissions, and other transactions under Chapter 212, Florida Statutes, and on communication services. The surtax does not apply to the sales amount of tangible personal property greater than $5,000 or to long distance telephone service. The FDOR has the responsibility to administer, collect, and enforce the discretionary sales surtax. Pursuant to Section 212.054(4)(b), Florida Statutes, the proceeds of the County's discretionary sales surtax collections are transferred to the Discretionary Sales Surtax Clearing Trust Fund. A separate account in the trust fund is established for each county imposing such a surtax. FDOR is authorized to deduct up to 3% of the total revenue generated for all counties levying a surtax for administrative costs. The amount deducted for administrative costs is required to be used only for those costs solely and directly attributable to the surtax. The total administrative costs are prorated among those counties levying the surtax on the basis of the amount collected for a particular county to the total amount collected for all counties. Historically the FDOR has deducted less than 1.0% for administrative costs. Pursuant to Section 212.15, Florida Statutes, vendors are required to remit sales tax receipts (including proceeds of any discretionary sales surtax) by the twentieth (20th) day of the month immediately following the month of collection. No statute prescribes a 23 deadline for remitting surtax proceeds from FDOR to the local governing bodies. However, according to the accounting division of FDOR, FDOR consistently remits the surtax proceeds to such local governing bodies by the end of the month immediately following receipt by FDOR. Pursuant to Chapter 212, Part I, Florida Statutes, the Sales Surtax Revenues are to be distributed by FDOR among the County and all of the municipalities within the County (collectively, the "Municipalities"), either (i) in accordance with the formula provided under Section 218.62, Florida Statutes, or (ii) pursuant to an interlocal agreement between the County and the governing bodies of the municipalities representing a majority of the population of the County. On June 17, 2017, the County and the Municipalities entered into an interlocal agreement which governs the distribution of Sales Surtax Revenues within the County, pursuant to Section 212.055(2)(c)1, Florida Statutes (the "Interlocal Agreement"). Until the expiration of the Interlocal Agreement on December 31, 2029, the Sales Surtax Revenues are collected and distributed as follows: (i) 11.3% shall be used to fund Countywide Investments (as defined in the Interlocal Agreement); and (ii) the remainder of Sales Surtax Tax Revenues shall be distributed in various percentages to the Municipalities (as set forth in the Interlocal Agreement), with the City receiving 7.9957% of Sales Surtax Tax Revenues. The total amount of Sales Surtax Revenues collected within the County and distributed to the City is subject to increase or decrease due to increases or decreases in the dollar volume of taxable sales within the County, which, in turn, is subject to among other things, (i) legislative changes which may include or exclude from taxation sales of particular goods or services, and (ii) changes in the dollar volume of purchases in the County, which is affected by changes in population and economic conditions. The potential for increased use of electronic commerce and other internet-related sales activity could have a material adverse impact upon the amount of Sales Surtax Revenues collected by the County and distributed to the City. The Sales Surtax Revenues received by the City are deposited into the City's Special Development Fund (a Governmental Fund of the City) used to account for revenues which are restricted legally or by City Council policy to be used for specific capital improvement projects. As such, a special public hearing would be required for the City's Sales Surtax Revenues to be available to pay debt service on the Series 2022 Bonds. 24 The infrastructure sales surtax, unless renewed, expires prior to the final maturity of the Series 2022 Bonds. There can be no assurance that the extension of the infrastructure sales tax will be enacted and approved at referendum. Local Government Half-Cent Sales Tax. Pursuant to Chapter 212, Florida Statutes, as amended, the State is currently authorized to levy and collect a tax on sales, use and other transactions, including a sales tax of six percent (6%) on, among other things, the sales price of each item or article of tangible personal property sold at retail in the State, subject to certain exceptions and dealer allowances as set forth in Chapter 212, Florida Statutes. The Local Government Half-Cent Sales Tax (the "Sales Tax") is remitted to the City pursuant to Chapter 218, Part VI, Florida Statutes, as amended (the "Half-Cent Sales Tax Act"). The Sales Tax is collected on behalf of the State by businesses at the time of sale at retail, use, consumption, or storage for use or consumption, of taxable property and remitted to the State on a monthly basis. State law provides for penalties and fines, including criminal prosecution, for non-compliance with the provisions thereof. All funds received and collected by the State are required to be deposited in the General Revenue Fund of the State and then distributed to various funds as enumerated by law. After various enumerated distributions, a portion of the amount remitted by a Sales Tax dealer within a participating county is required to be transferred into the Local Government Half-Cent Sales Tax Clearing Trust Fund (the "Trust Fund") and earmarked for distribution to the governing body of that participating county and of each participating municipality within that county pursuant to formulas set forth in the Half- Cent Sales Tax Act. The Sales Tax does not include any Sales Tax revenues which may be distributed to the County or the City as Sales Surtax Revenues or any discretionary communications services tax imposed by the County on communications services pursuant to Section 202.19, Florida Statutes. As of October 1, 2001, the Trust Fund began receiving a portion of certain taxes imposed by the State on the sales of communication services (the "CST Revenues") pursuant to the CSTA, described above under "– Communications Services Tax". Accordingly, moneys distributed from the Trust Fund now consist of funds derived from both Sales Tax Proceeds and CST Revenues required to be deposited into the Trust Fund. The amount of CST Revenues deposited into the Trust Fund is subject to change based on changes to the CSTA. The Sales Tax collected within a county and distributed to local government units is distributed among the county and the municipalities therein in accordance with the formula below. 25 County Share (percentage of total Half-Cent = unincorporated + 2/3 incorporated Sales Tax receipts) area population area population total county population + 2/3 incorporated area population Municipality Share (percentage of total Half-Cent = municipality population Sales Tax receipts) total count population y + 2/3 incorporated area population For purposes of the foregoing formula, "population" is based upon the latest official State estimate of population certified prior to the beginning of the local government fiscal year. The Sales Tax is distributed from the Trust Fund on a monthly basis to participating units of local government. The Half-Cent Sales Tax Act permits the City to pledge its share of the Sales Tax for the payment of principal of and interest on any capital project. To be eligible to participate in the Sales Tax, the counties and municipalities must comply with certain requirements set forth in the Half-Cent Sales Tax Act. These requirements include those concerning the reporting and auditing of its finances, the levying of ad valorem taxes or receipt of other revenue sources, and certifying certain requirements pertaining to the employment and compensation of law enforcement officers, the employment of fire fighters, the auditing of certain dependent special districts, and the method of fixing millage rates for the levying of ad valorem taxes. The City has historically maintained its eligibility to receive payments pursuant to the Half- Cent Sales Tax Act. Although the Half-Cent Sales Tax Act does not impose any limitation upon the number of years during which the City can receive distribution of the Sales Tax from the Trust Fund, there may be future amendments to the Sales Tax Act. To be eligible to participate in the Trust Fund in future years, the City must comply with certain eligibility and reporting requirements of the Half-Cent Sales Tax Act; otherwise, the City will not be entitled to any Trust Fund distributions for twelve (12) months following a "determination of noncompliance" by the State Department of Revenue. [The City has complied with all of the requirements set forth in the Half-Cent Sales Tax Act.] The Florida Legislature passed HB 7061 and SB 50 during its 2021 session each of which went into effect on July 1, 2021. Among other things, HB 7061 implemented new, extended, and expanded sales tax exemptions including: several tax holidays for the 2021 Fiscal Year; changes that allow businesses to pay sales tax on behalf of their customers in certain circumstances; a five-year extension of the deadline for a new data center to apply 26 for an existing tax exemption; and a sales tax exemption for items used in independent living. The City does not expect HB 7061 will have an adverse impact on its ability to pay debt service on the Series 2022 Bonds. Additionally, SB 50 requires out-of-state online retailers with no presence within the State who expect to make over $100,000 in remote/online sales to collect and remit the State's 6% sales tax on such online sales of taxable items. The City expects that, if SB 50 has an impact on the City, it will be positive and therefore will not have any adverse impact on its ability to pay debt service on the Series 2022 Bonds. In its 2022 session, the Florida Legislature passed HB 7071 which will go into effect on July 1, 2022. HB 7071 also implemented new, extended, and expanded sales tax exemptions including: a three-month tax holiday from May to August for children's books; a ten-day "back-to-school" tax holiday in late July and early August for certain clothing, school supplies and personal computers; a ten-day "disaster preparedness" tax holiday in late May and early June for specified disaster preparedness items; a seven-day "Freedom Week" tax holiday the first week of July for certain admissions and certain recreational items and supplies; a one-year tax holiday baby and toddler clothing, shoes and diapers; a one-year tax holiday for certain Energy Star certified appliances; a one- month fuel tax holiday in the month of October, where the price of gas is lowered 25.3 cents per gallon; changes that reduce the sales tax for new mobile homes from 6% to 3%; and exemptions for farm trailers and fencing used in agricultural production, and machinery and equipment used in the production of green hydrogen. The City expects that, if HB 7071 has an impact on the City, it will be positive and therefore will not have any adverse impact on its ability to pay debt service on the Series 2022 Bonds. The amount of Sales Tax received by the City is subject to increase or decrease due to (i) increases or decreases in the dollar volume of taxable sales within the County, (ii) legislative changes relating to the overall sales tax, which may include changes in the scope of taxable sales, changes in the tax rate and changes in the amount of sales tax revenue deposited into the Half-Cent Sales Tax Trust Fund, (iii) changes in the relative population of the City, which affect the percentage of Sales Tax received by the City, and (iv) other factors which may be beyond the control of the City, including but not limited to the potential for increased use of electronic commerce and other internet-related sales activity that could have a material adverse impact upon the amount of sales tax collected by the State and then distributed to the City. The sales tax revenues received by the City are deposited into the City's General Fund and may be used for any public purpose. State Revenue Sharing. "State Revenue Sharing" consists of amounts levied and collected by the State and shared with local governments under the provisions of Section 218.215, Florida Statutes. The amount deposited by the FDOR into the State Revenue Trust Fund for Municipalities is 1.3653% of available sales and use tax collections after 27 certain required distributions, and the net collections from the one-cent municipal fuel tax. The amount of revenues from the State Revenue Sharing Trust Fund for Municipalities distributed to any one municipality is the average of three factors: an adjusted population factor; a sales tax collection factor, which is the proportion of the local municipality's ordinary sales tax distribution the municipality would receive if the distribution were strictly population based; and a relative revenue raising ability factor, which measures the municipality's ability to raise revenue relative to other qualifying municipalities in the State. Brief descriptions of the sources of revenues that are deposited into the State Revenue Sharing Fund for Municipalities are set forth below. Sales Tax Revenues. Prior to July 1, 2000, a state tax was levied on cigarette packages at varying rates, depending on the length and number of cigarettes in a package and, pursuant to Section 210.20(2)(a), Florida Statutes, certain amounts derived from such cigarette taxes were deposited to the Revenue Sharing Trust Fund for Municipalities after deducting therefrom certain charges for administration and collection. Effective July 1, 2000, the cigarette tax revenues were eliminated from distribution to the Revenue Sharing Trust Fund for Municipalities and replaced with sales and use tax proceeds. Currently, 1.3653% of the available proceeds of the sales and use tax imposed pursuant to Chapter 212, Florida Statutes, is transferred monthly to the Revenue Sharing Trust Fund for Municipalities after certain other transfers have been made and certain charges for administration and collection have been deducted therefrom. The sales and use tax provides the majority of the receipts for the Revenue Sharing Trust Fund for Municipalities. For the State's fiscal year ending 2022, approximately 79.6% of the deposits of the Revenue Sharing Trust Fund for Municipalities were from the sales and use tax, and approximately 20.4% were from the municipal fuel tax. Municipal Fuel Tax. The proceeds of the municipal fuel tax imposed pursuant to Section 206.41(1)(c), Florida Statutes, after deducting certain service charges and administrative costs, is transferred into the Revenue Sharing Trust Fund for Municipalities. Funds derived from the municipal fuel tax on motor fuel may only be used to pay debt service allocable to transportation facilities. The municipal fuel tax portion of the distribution is not available to pay debt service on the Series 2022 Bonds. To be eligible for State Revenue Sharing funds beyond the minimum entitlement (defined as the amount necessary to meet obligations to which a municipality has pledged amounts received from the State Revenue Sharing Trust Fund for Municipalities), a local 28 government must have satisfied certain eligibility requirements set forth under State law. If the City fails to comply with the eligibility requirements, the FDOR may utilize the best information available to it, if such information is available, or take any necessary action including disqualification, either partial or entire, and the City shall further waive any right to challenge the determination of the FDOR as to its distribution, if any. Eligibility is retained if the local government has met eligibility requirements for the previous three years, even if the local government reduces its millage or utilities taxes because of the receipt of State Revenue Sharing funds. The City has continuously maintained its eligibility to receive State Revenue Sharing funds. [Not all of State Revenue Sharing revenues are for general governmental use. A portion is comprised of fuel taxes and restricted for transportation related expenses. The range varies annually but over the past several years has not exceeded 29% of the total State Revenue Sharing. Therefore, the City restricts 29% of the State Revenue Sharing for transportation-related expenses, with the remaining going towards general governmental use.] Permits and Fees. Electric Franchise Fees. The City has a non-exclusive franchise agreement granting Duke Energy Florida (formerly Florida Power Corporation) use of the public streets, alleys, highways, waterways, bridges, easements, and sidewalks and parks of the City for the construction, erection, operation, ownership and maintenance of its electric system. In consideration for this privilege, Duke Energy Florida, LLC has agreed to pay six percent (6%) of its revenues from the sale of electricity, net customer credits to residential, commercial, and industrial customers and City sponsored streetlighting all within the corporate limits of the City. This agreement was entered into by the City pursuant to Ordinance No. 5944-95, adopted by the City Council on December 7, 1995. This agreement is currently due to be renegotiated in 2025. The expiration of this agreement is prior to the final maturity date of the Series 2022 Bonds unless renewed. Gas Franchise Fees. the City owns and operates as an enterprise utility the Clearwater Gas System (the "Gas System"). Pursuant to Ordinance No. 5887-95, enacted on August 17, 1995, as supplemented and amended, the Gas System shall levy a charge on every purchase of gas within a municipality or county area to recover the costs assessed by governmental entities in accordance with the franchise agreement in force between the City and that other governmental entity and including any other otherwise unrecoverable fees, special taxes, payments in lieu of taxes, or other impositions by any governmental entity (including the City) on the services of the Gas System sold within such municipality or county area. The fees collected within each governmental jurisdiction shall be used exclusively to pay the franchise fees and other governmental fees, taxes, and other impositions levied on services within that governmental jurisdiction. Within the City, where a franchise agreement is not in force, the City levies 29 a 6% Payment in Lieu of Taxes on all gross natural gas sales excluding interruptible and contract services, and the Gas System bills this in the same manner as if it were a franchise fee. [From time to time, the City considers putting the Gas System out for bid. The City is currently considering the sale of the Gas System but has not made any commitment to do so. Should the City sell the Gas System in the future, revenues of the gas system, including the gas franchise fees and gas dividends paid from the Gas System to the City's General Fund, would be unavailable to pay debt service on the Series 2022 Bonds.] Charges for Services. Revenues resulting from the City's charges for services are reflected within this category and include those charges received from private individuals or other governmental units within the following functional areas of the City's General Fund: (a) General government; (b) Public safety; (c) Physical environment; (d) Transportation; and (e) Culture and recreation. Other. Enterprise Fund Transfers. The City annually transfers to its General Fund amounts from its airpark, Clearwater Harbor Marina, marine, parking, gas, solid waste and recycling, stormwater utility, and water and sewer enterprise funds. A portion of such amounts are equivalent to what the City deems it would otherwise charge as a franchise fee if the provider of such service was a private provider rather than the City, and these amounts are listed as "Transfers In" to the General Fund in the City's financial statements; a separate amount related to direct and indirect costs of the City attributable to such enterprise operations is treated as part of "Charges for Services." [Per City Council policy, the City calculates such transfers at a rate of 5.5% of prior Fiscal Year gross revenues for each enterprise fund (with the exception of the Gas Fund which pays an annual dividend from the Gas System at the discretion of the City Council). The enterprise fund transfers in Fiscal Year 2021 totaled $11,471,726, which includes the total amount of transfers from each enterprise fund calculated at 5.5% of gross revenues of each respective enterprise fund in Fiscal Year 2018/2019, the gas system annual dividend and net parking fine revenue transfers to the General Fund. There is no legal obligation of the City to transfer any amount from the enterprise funds to the General Fund.] 30 Airpark Fund. The "Airpark Fund" is a self-supporting enterprise operation established to fund all operations, maintenance, and improvements necessary to maintain Clearwater Airpark operations. Clearwater Harbor Marina Fund. The "Clearwater Harbor Marina Fund" is a self-supporting enterprise operation established to fund all operations, maintenance, and improvements necessary to maintain Clearwater Harbor Marina operations. Gas Fund. The "Gas Fund" is a self-supporting enterprise operation established to fund all operations, maintenance, and improvements necessary to maintain the Gas System which serves customers in the County and Pasco County. Marine Fund. The "Marine Fund" is a self-supporting enterprise operation established to fund all operations, maintenance, and improvements necessary to maintain the City's Marina at Clearwater Beach. Parking Fund. The "Parking Fund" is a self-supporting enterprise operation established to fund parking operations, beach lifeguards, and other beach-related operations which include, inter alia, daily beach raking and increased services to assist with daily cleaning and trash pick-up on the beach. Stormwater Utility Fund. The "Stormwater Utility Fund" is a self- supporting enterprise operation established to fund all stormwater functions. Solid Waste and Recycling Fund. "The Solid Waste and Recycling Fund" is comprised of two separate self-supporting enterprise operations, the Solid Waste Fund and the Recycling Fund. The "Solid Waste Fund" was established to fund all operations, maintenance and improvements necessary to maintain the City's solid waste programs. The "Recycling Fund" was established to fund all operations, maintenance and improvements necessary to maintain the City's recycling programs. Water and Sewer Fund. "The Water and Sewer Fund" is a self-supporting enterprise operation established to fund all operations, maintenance and improvements necessary to provide citywide water supply, water distribution, wastewater collection, wastewater treatment and reclaimed water programs. Rents and Leases. Rents and leases consist primarily of revenues collected from beach umbrella rentals and under concessions lease agreements. Fines and Forfeitures. Fines and forfeitures reflect those penalties and fines imposed for the commission of statutory offenses and violation of lawful administrative rules and regulations. Fines and Forfeitures also include charges for service of crossing 31 guards and alarm service charges. Forfeitures include revenues resulting from court fines as well as proceeds from the sale of found/abandoned property. Miscellaneous. This category includes a variety of revenues and transfers from other funds, including: (a) interest earnings; (b) gains (or losses) on sale of investments; (c) rents and royalties; (d) disposition of fixed assets; (e) sales of surplus materials and scrap; and (f) contributions from private sources. Other Non-Ad Valorem Indebtedness Under the terms of the Resolution, the City may pledge its Non-Ad Valorem Revenues to obligations that it issues in the future. The City does not have currently outstanding any indebtedness which is secured by and payable from specific Non-Ad Valorem Revenues or is payable from a covenant to budget and appropriate legally available Non-Ad Valorem Revenues. However, the City previously issued its Revenue Bonds (Spring Training Facility), Series 2002 (the "Series 2002 Bonds"), currently outstanding in the amount of $3,480,000 with a final maturity of March 1, 2031, which are secured by (1) payments received by the City from the State pursuant to Section 212.20, Florida Statutes (the "State Payments"), and (2) payments received from the County (collectively with the State Payments, the "2002 Pledged Revenues") pursuant to an interlocal agreement between the City and the County, dated as of December 1, 2000. In addition to the pledge of 2002 Pledged Revenues, the City pledged, pursuant to a municipal bond insurance debt service agreement, to supplement the 2002 Pledged Revenues with Non-Ad Valorem Revenues, if necessary, to pay debt service on the Series 2002 Bonds. To date, the City has not had to supplement the 2002 Pledged Revenues with Non-Ad Valorem Revenues to pay debt service on the Series 2002 Bonds and does not expect to in the future. Additionally, the City has entered into a Master Equipment/Lease Purchase Agreement with SunTrust Equipment Finance & Leasing Corp. (the "SunTrust Lease") pursuant to which the City leases certain equipment and is required to appropriate legally available revenues to make lease payments. The majority of such payments have historically been made from enterprise fund revenues, based on the type of equipment leased. In the event of any future pledge of a specific Non-Ad Valorem Revenue source, 32 specific pledged Non-Ad Valorem Revenues would be required to be applied to said obligations prior to being used to pay debt service on the Series 2022 Bonds. Anti-Dilution Covenant The City has covenanted in the Resolution (such covenant being referred to as the "Anti-Dilution Covenant") that, prior to the issuance of any additional Debt of the City to be secured by or payable from any source of Non-Ad Valorem Revenues, Non-Ad Valorem Revenues for the prior Fiscal Year were at least 1.50x times the Maximum Annual Debt Service of all then Outstanding Non-Ad Valorem Debt, including the proposed Non-Ad Valorem Debt to be issued. Maximum Annual Debt Service means, the maximum Annual Debt Service to come due during any Bond Year of the Issuer on the Outstanding Bonds, excluding all Bond Years which shall have ended prior to the Bond Year in which Maximum Annual Debt Service shall be computed. Annual Debt Service means with respect to any Bond Year, the aggregate amount of (1) all interest required to be paid on the Outstanding Bonds during such Bond Year, except to the extent that such interest is to be paid from deposits in the Construction Fund or the Interest Account made from Bond proceeds, (2) all principal of Outstanding Serial Bonds maturing in such Bond Year, and (3) all Amortization Installments designated as provided herein with respect to such Bond Year. Maximum Annual Debt Service on Non-Ad Valorem Debt means, with respect to Non-Ad Valorem Debt that bears interest at a fixed interest rate, the actual Maximum Annual Debt Service, and with respect to Non-Ad Valorem Debt that bears interest at a variable interest rate, Maximum Annual Debt Service on such Non-Ad Valorem Debt shall be determined assuming an interest rate that accrues at the current "Bond Buyer Revenue Bond Index" as published in The Bond Buyer immediately prior to any such calculation. For purposes of the Anti-Dilution Covenant described above, in calculating the Maximum Annual Debt Service on balloon indebtedness whether such Non-Ad Valorem Debt is bearing interest at a fixed or variable rate, such balloon indebtedness shall be assumed to amortize over twenty-five (25) years on a level debt service basis. For purposes of this paragraph, "balloon indebtedness" includes indebtedness if 25% or more of the principal amount thereof comes due in any one year. "Non-Ad Valorem Debt" is defined as (i) all financial obligations appearing on the City's most recent audited financial statements that are secured by or payable in whole or part from any Non-Ad Valorem Revenues, (ii) financial obligations that are secured by or payable in whole or part from any Non-Ad Valorem Revenues, (iii) financial obligations of other Persons that are guaranteed or secured by any of the City's Non-Ad Valorem Revenues, provided however that unless the City actually used or expended its Non-Ad Valorem Revenues to pay such other Person's obligations during the prior two Fiscal Years, such Non-Ad Valorem Debt shall be excluded and (iv) lease obligations secured 33 by or payable from any Non-Ad Valorem Revenues. Such obligation shall not be considered Non-Ad Valorem Debt unless the City has actually used Non-Ad Valorem Revenues to pay such obligation during the immediately preceding Fiscal Year or reasonably expects to use Non-Ad Valorem Revenues to pay such obligation in the current or immediately succeeding Fiscal Year. OTHER FINANCIAL INFORMATION Historical Non-Ad Valorem Revenues The following table sets forth, for the City's Fiscal Years ended September 30, 2017 through and including September 30, 2021, the Non-Ad Valorem Revenues that may be legally available to pay all or a portion of the debt service on the Series 2022 Bonds, subject to the conditions and restrictions described herein. As described above, the City does not currently have outstanding indebtedness granting a lien on any of these specific sources, although the City is entitled under the Resolution to grant such a lien to other indebtedness, subject to compliance with the Anti- Dilution Covenant. The City does not currently have any other indebtedness secured by a covenant to budget and appropriate Non-Ad Valorem Revenues on a similar basis to the Series 2022 Bonds, other than as described above under the heading "SECURITY AND SOURCES OF PAYMENT – Other Non-Ad Valorem Indebtedness." Since there is no lien on the Non-Ad Valorem Revenues in favor of the Holders of the Series 2022 Bonds, the exercise of remedies by the holders of other obligations hereafter issued which are secured by a pledge of any portion of Non-Ad Valorem Revenues may result in the payment of debt service on any such obligations prior to the payment of debt service on the Series 2022 Bonds. The amount and availability of Non-Ad Valorem Revenues of the City is subject to change, including reduction or elimination by change of state law or changes in the facts and circumstances according to which certain of the Non-Ad Valorem Revenues are collected. The amount of Non-Ad Valorem Revenues collected by the City is, in certain circumstances, beyond the control of the City. [Remainder of page intentionally left blank] 34 City of Clearwater, Florida Historical Non-Ad Valorem Revenues Fiscal Year Fiscal Year Fiscal Year Fiscal Year Fiscal Year 2017 2018 2019 2020 2021 Taxes Electric Utility Taxes (Public Service Tax) $10,679,169 $10,994,831 $11,895,320 $12,423,810 $12,712,884 Water Utility Taxes (Public Service Tax) 3,414,511 3,700,869 3,754,315 4,000,713 4,246,078 Gas/Propane Utility Taxes (Public Service Tax) 740,929 848,460 799,213 741,067 786,621 Communications Services Taxes 4,511,892 4,721,390 4,370,997 4,368,536 4,174,817 Local Business Tax 1,913,492 1,956,325 2,077,054 2,027,827 2,127,380 Local Option Gas Tax(1) 1,545,537 1,536,462 1,526,214 1,381,690 1,438,852 Intergovernmental Revenues Infrastructure Sales Surtax(2) 11,013,554 11,669,871 12,277,473 12,087,548 14,296,517 Half-Cent Sales Tax 6,995,443 7,344,964 7,561,298 7,223,098 8,545,241 State Revenue Sharing 3,706,515 3,826,043 3,968,913 3,694,083 4,274,388 County Fire Protection Tax(3) 2,143,087 1,796,985 2,204,826 1,982,071 2,347,737 County EMS Tax(4) 6,318,836 5,888,844 5,466,073 6,385,390 6,920,226 Other Intergovernmental(5) 1,665,625 4,614,249 2,008,240 1,999,853 2,059,830 Permits and Fees Electric Franchise Fees 8,772,468 9,392,489 9,994,490 9,723,086 9,792,097 Gas Franchise Fees 621,060 599,775 648,251 588,685 563,190 Other Licenses and Permits 3,893,229 3,747,850 3,995,469 4,439,432 5,264,834 Charges for Services General Governmental 10,631,256 10,451,703 9,911,353 10,130,574 10,658,514 Public Safety 353,889 510,577 431,472 477,087 545,259 Physical Environment 54,877 66,168 59,738 25,157 45,825 Transportation 177,335 181,453 160,537 93,970 169,080 Culture and Recreation 4,847,875 4,705,496 5,532,353 3,508,054 4,241,205 Other Enterprise Fund Transfers(6) 10,403,388 9,885,613 10,902,995 11,877,105 11,471,726 Rents and Leases 1,773,347 1,787,725 2,045,244 1,721,918 2,048,323 Fines and Forfeitures 1,421,063 1,724,608 1,881,613 1,479,026 1,688,182 Miscellaneous 747,642 827,660 4,538,757 2,174,890 604,175 Total Sources of Non-Ad Valorem Revenues(7) $98,346,019 $102,780,410 $108,012,207 $104,554,669 $111,022,981 Source: City of Clearwater, Florida. (1) Revenues derived from the Local Option Gas Tax may only be used for transportation operations and maintenance. As such, local option gas tax funds are not available to pay debt service on the Series 2022 Bonds. (2) A portion of Infrastructure Sales Surtax funds are restricted legally or by City Council policy to be used for specific capital improvement projects, and thus may only be used with respect to certain capital projects after a special public hearing is held. Thus, a special public hearing would be required for the City's Infrastructure Surtax Revenues to be available to pay debt service on the Series 2022 Bonds. The current Infrastructure Sales Surtax will expire on December 31, 2029, which is prior to the expiration of the Series 2022 Bonds. (3) The County Fire Protection Tax funds are revenues from the County that are reimbursed to the City for provision of fire services to the unincorporated areas with the designated Clearwater Fire District. County Fire Protection Tax funds are restricted legally for such purposes and may not be used to pay debt service on the Series 2022 Bonds. (4) The County Emergency Medical Services ("EMS") Tax funds are revenues that are reimbursed to the City from the County for the provision of EMS services in the Clearwater Fire District. County EMS Tax funds are restricted legally for such purposes and may not be used to pay debt service on the Series 2022 Bonds. (5) Other Intergovernmental Revenues are derived from a number of sources including Florida Department of Transportation reimbursements for traffic signals and street lighting, mobile home licenses, alcoholic beverage licenses, firefighters' supplemental compensation, the rebates on municipal vehicle fuel, the Pinellas Library Cooperative, County traffic signal reimbursements, and other reimbursements from the County for the use of fire and EMS vehicles in the Clearwater Fire District. (6) The Enterprise Fund Transfers revenues include the total amount of transfers from each enterprise fund (with the exception of the Gas Fund), calculated at 5.5% of gross revenues in Fiscal Year 2018/19, the annual dividend transferred from the Gas Fund and net parking fine revenue transfers to the General Fund. (7) May not add due to rounding. 35 Historical Governmental Funds The following table shows information regarding actual revenues and expenditures within the Governmental Funds of the City for Fiscal Years ended September 30, 2017 through and including September 30, 2021. The table is not intended to represent revenues of the City which would necessarily be available to pay debt service on the Series 2022 Bonds. The table is intended to provide general historical information regarding the City's Governmental Funds, from which the City is obligated to budget and appropriate sufficient Non-Ad Valorem Revenues to pay debt service on the Series 2022 Bonds, subject to the conditions set forth in the Resolution. See "SECURITY FOR THE SERIES 2022 BONDS" herein. [Remainder of page intentionally left blank] 36 City of Clearwater, Florida Changes in Fund Balances of Governmental Funds (modified accrual basis of accounting, in thousands of dollars) Revenues 2017 2018 2019 2020 2021 Total Governmental Funds Property taxes $46,852 $50,710 $64,050(1) $68,522 $73,096 Sales taxes 11,014 11,670 12,278 12,087 14,296 Utility taxes 14,835 15,544 16,449 17,166 17,746 Communications services taxes 4,512 4,721 4,371 4,368 4,175 Other taxes 3,459 3,493 3,603 3,409 3,566 Franchise fees 9,394 9,992 10,643 10,312 10,355 Licenses, permits, and fees 3,893 3,748 3,995 4,439 5,265 Intergovernmental revenues 30,236 34,277 34,770 29,730 36,442 Charges for services 17,304 17,381 17,719 15,461 17,106 Fines and forfeitures 1,727 2,165 2,605 2,321 2,308 Investment earnings 460 194 5,292(2) 2,963 (387) (3) Miscellaneous 4,051 4,499 4,289 3,592 3,185 Total Revenues 147,737 158,394 180,064 174,370 187,153 Expenditures Total Governmental Funds: Current: General government 16,277 17,250 17,521 12,648 13,248 Public safety 71,752 74,486 74,164 78,002 81,172 Physical environment 4,185 4,403 3,488 3,938 3,644 Transportation 9,626 9,629 9,956 8,453 8,427 Economic environment 4,826 4,106 4,831 6,602 4,711 Human services 466 490 594 634 595 Culture and recreation 33,868 43,030 40,080 34,971 35,218 Debt service: Principal 1,088 1,271 1,486 1,508 1,617 Interest and issuance costs 414 380 348 308 260 Capital outlay 13,015 8,921 12,068 15,916 19,029 Total Expenditures 163,966 163,966 164,536 162,980 167,921 Excess (deficiency) of revenues over (under) expenditures (7,780) (5,572) 15,528 11,390 19,232 Other Financing Sources (Uses) Total Governmental Funds: Transfers in 45,413 49,202 45,697 47,307 45,071 Transfers out (38,658) (43,895) (40,396) (42,979) (40,354) Proceeds from sale of capital assets - - 1,545 1,746 537 Other long term debt issued 1,077 1,677 - 964 - Total other financing sources (uses) 7,832 6,984 6,846 7,038 5,254 Extraordinary item: BP Oil settlement proceeds - - - - - Net Change in Fund Balances $52 $1,412 $22,374 $18,428 $24,486 Debt service as a percentage of noncapital expenditures 1.1% 1.1% 1.3% 1.2% 1.3% Source: City of Clearwater, Florida Annual Comprehensive Financial Report for the Fiscal Year Ended September 30, 2021. (1) The increase in 2019 investment earnings was due to an unrealized gain in market value as of September 30, 2019 as well as an increase in the average balance of cash and investments. (2) The increase in 2019 property taxes was due to an increase in the millage rate from 5.155 to 5.955 as well as an increase in property values. (3) The decrease in 2021 investment earnings was due to a decrease interest rates as well as an unrealized loss in market value as of September 30, 2021. 37 THE CITY General Information and Location The City is the county seat of the County (the sixth most populous county in the State) and is geographically located in the middle of the west coast of the State on the Gulf of Mexico. It is situated approximately 20 miles west of Tampa and 20 miles north of St. Petersburg. Standing on the highest coastal elevation of the State, the City limits comprise approximately 26.6 square miles of land and 13.7 square miles of waterways and lakes. Clearwater Beach, a corporate part of the City, is a beach community connected to the mainland by the Clearwater Memorial Causeway, a four-lane, toll-free drive stretching almost two miles across the Intracoastal Waterway. Business on Clearwater Beach is mainly tourist-oriented, with hotels, motels, restaurants, and other amenities serving them. Many homes, apartments and condominiums offer pleasant, semi-tropical island accommodations to permanent residents and winter and summer visitors. Government The City has a Council/Manager form of government, and the City Manager serves as the Chief Executive and Administrative Officer of the City. The Clearwater City Council (the "City Council") is comprised of the Mayor and four Councilmembers, who are elected to serve four-year terms. The City Council is responsible for setting policies and making decisions on local government issues including tax rates, annexations, re- zonings, and large contract awards. The City has approximately 1,840 full-time equivalent employees. Three employee unions represent the City's civil labor force: the Fraternal Order of Police (two bargaining units), the International Association of Fire Fighters, and the Communications Workers of America. The current Mayor and Councilmembers and the years in which their terms expire are listed below: Official Beginning Term Term Expires Frank Hibbard, Mayor March 15, 2020 March 15, 2024 Mark Bunker, Councilmember March 15, 2020 March 15, 2024 Kathleen Beckman, Councilmember March 15, 2020 March 15, 2024 David Allbritton, Councilmember March 15, 2022 March 15, 2026 Lina Teixeira, Councilmember March 15, 2022 March 15, 2026 38 Administration The administration of the City is conducted by the City Manager, who serves as the Chief Executive and Administrative Officer. The City Manager, who is appointed by the City Council, provides leadership in administration of policies and objectives formulated by the City Council. Budgetary Process The City is required by law to annually formulate a budget with respect to all departments of the City, and to hold public hearings thereon prior to the determination of the final budget. As part of the budget process of the City, each year, every department of the City prepares a preliminary estimate of its expenses and disbursements for the succeeding Fiscal Year. On or before October 1 of each year, after conducting public hearings on the budget proposals submitted by the City Manager, at which time anyone has an opportunity to be heard, the City Council adopts a final budget for the succeeding Fiscal Year. Under State law, appropriations for each Fiscal Year of the City cannot exceed the sum of the amount of expected revenues to be received by the City, plus carry-forward fund balances. If a budget is not enacted by October 1, the Florida Statutes provide for continued operation under the previous year's budget, subject to any amendments. The City Code provides direction for the amendment of an adopted budget. If during the Fiscal Year the City Manager certifies that there are available for appropriation revenues in excess of those estimated in the budget, the City Council, by ordinance, may make supplemental appropriations for the year up to the amount of such excess. If an amendment is needed to meet a public emergency affecting life, health, property or the public welfare, the City Council may make emergency appropriations by emergency ordinance. To the extent that there are no available unappropriated revenues to meet such appropriations, the City Council may by such ordinance authorize the issuance of emergency notes which may be renewed from time to time, but the emergency notes and renewals of any Fiscal Year shall be paid not later than the last day of the Fiscal Year next succeeding that in which the emergency appropriation was made. If at any time during the Fiscal Year it appears probable to the City Manager that the revenues available will be insufficient to meet the amount appropriated, such event shall be reported to the City Council without delay. Such report shall indicate the estimated amount of the deficit, any remedial action taken by the City Manager and recommendation as to any other steps to be taken. The City Council shall then take such 39 further action as it deems necessary to prevent or minimize any deficit, and for that purpose it shall by ordinance reduce one or more appropriations. At any time during the Fiscal Year the City Manager may for reasons of economy or efficiency, transfer part or all of any unencumbered appropriation balance among programs within an operating fund, provided such action does not result in the discontinuance of a program. The City Manager may transfer appropriations within the capital budget provided such transfer does not result in changing the scope of any project or the fund source included in the adopted capital budget. Such operating and capital transfers must be included in the next budget review presented to the City Council. Upon detailed written request by the City Manager, the City Council may by ordinance transfer part or all of any unencumbered appropriation balance from one fund to another. Limitations; Effective Date. No appropriation for debt service may be reduced or transferred except where such reduction or transfer is surplus and will not jeopardize the specific debt service requirements. No appropriation may be reduced below any amount required by law to be appropriated by more than the unencumbered balance thereof. The supplemental and emergency appropriation and reduction or transfer of appropriations authorized by this section may be made effective immediately upon adoption. If after adoption of the capital improvement budget and program there is a change proposed for the use of Penny for Pinellas tax, adding or subtracting $500,000 or more from a project approved in the capital improvement budget or adding new projects in excess of $500,000, there shall be an advertised public hearing before the City Council. Investment Policy The City's investments must conform to the provisions of Florida statutory law as amended from time to time. The overall investment policies of the City are established by the City charter and the current investment policy enacted by the City Council on September 9, 2010. The City's investments are limited to the following: direct federal government obligations; federal agencies and instrumentalities; Securities and Exchange Commission registered money market funds with the highest credit quality rating; interest bearing time deposits or savings accounts in qualified public depositories; debt issued by the State or any political subdivision thereof including pools; securities of open-end or closed-end management-type investment companies as defined in the City's investment policy; collateralized repurchase agreements and reverse repurchase agreements; local government investment pools per Section 163.01, Florida Statutes; and commercial paper 40 of prime quality as defined in the City's investment policy. All investments are reported at fair value. The City's investment policy may be modified from time to time by the City Council. Self-Insurance Except as herein noted, the City is self-insured within certain parameters for losses arising from claims for general liability, auto liability, police professional liability, public official's liability, property damage, and workers' compensation. The City maintains certain insurance coverage to pay for or indemnify the City for losses in excess of certain specific retentions and up to specified maximum limits in the case of claims for liability, property damage, and workers' compensation. The City maintains an excess Property Insurance program with a loss limit of $100,000,000 per occurrence subject to $100,000 self-insured retention per claim for all perils, excluding perils of a named storm, flood or earth movement. The coverage for a named storm is limited to $75,000,000 per occurrence after a five-percent (5%) self- insured retention with a $100,000 minimum. The coverage for floods and earth movement has a total annual aggregate limit of $75,000,000 after either: (1) a $100,000 minimum or (2) in the case of a high-hazard storm, a 5% self-insured retention with a $100,000 minimum. The City maintains excess Auto Liability and General Liability Insurance with limits of $5,000,000 per occurrence/$10,000,000 aggregate with a self-insured retention of $500,000, and statutory Workers Compensation Insurance, in accordance with Chapter 440, Florida Statutes, with a self-insured retention of $600,000. The City also maintains Boiler & Machinery coverage, Terrorism coverage, and various other specialty policies. In addition, the City Council also authorized a partial self-insured funding arrangement with Cigna for health insurance effective for the plan year beginning January 1, 2013. Under this arrangement, the City is self-insured for medical and pharmacy claims up to $250,000 per person per year. The City has purchased stop loss insurance from Cigna which covers 50% of individual claims for any amount of the claim between the amounts of $250,000 and $350,000 and 100% of individual claims in excess of $350,000 per person per year. Management Discussion The Fiscal Year 2021-2022 Budget for the City was adopted by the City Council on September 30, 2021 in the amount of [$615.0] million and is comprised of Governmental Funds (which include the General Fund, Special Revenue Funds and 41 Capital Project Funds), Enterprise Funds and Internal Service Funds. The General Fund Budget for Fiscal Year 2021-2022 reflects expenditures of $164,818,400, an increase of 7% from the 2020-2021 final amended budget of $154,415,831. See "INVESTMENT CONSIDERATIONS – COVID-19" for the City's estimates and projections of the impact of the COVID-19 virus on its Fiscal Year 2021-22 budget. Pension and Other Post-Employment Benefits The City maintains and self-administers two separate single employer defined benefit pension plans. The Employees' Pension Plan covers all permanent, full-time City employees who successfully pass the required physical examination; except for firefighters employed prior to July 1, 1963, and certain unclassified (primarily managerial) employees. The Firefighters' Relief and Pension Plan covers eligible firefighters hired prior to July 1, 1963 and is closed to new entrants. See "APPENDIX B – ANNUAL COMPREHENSIVE FINANCIAL REPORT OF THE CITY FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2021," for additional information regarding the Pension Trust Funds and the City's compliance with other post- employment benefits ("OPEB") requirements. Net Pension Liability/(Asset) for the Employees' Pension Plan and the Firefighters' Relief and Pension Plan for the five years ended on September 30, 2021 were as follows: Employees' Pension Plan Total Pension Liability Plan Fiduciary Net Position Net Pension Liability/(Asset) September 30, 2017 $ 902,629,886 $ 980,288,359 $ (77,658,473) September 30, 2018 939,291,240 1,043,759,224 (104,467,984) September 30, 2019 987,830,735 1,064,103,121 (76,272,386) September 30, 2020 1,042,461,593 1,132,560,858 (90,099,265) September 30, 2021 1,055,835,834 1,325,814,385 (269,978,551)(1) Firefighters' Relief and Pension Plan Total Pension Liability Plan Fiduciary Net Position Net Pension Liability/(Asset) September 30, 2017 $3,162,699 $3,842,781 $(680,082) September 30, 2018 2,709,051 3,566,898 (857,847) September 30, 2019 2,354,798 3,598,272 (1,243,474) September 30, 2020 2,169,234 3,481,098 (1,311,864) September 30, 2021 1,743,078 3,247,484 (1,504,406) Source: City of Clearwater, Florida Annual Comprehensive Financial Report for the Fiscal Year Ended September 30, 2021. (1) The increase in the Net Pension Liability/(Asset) from $90.1 million at 9/30/2020 to $270.0 million at 9/30/2021 was primarily due to a Fiscal Year 2021 investment return of 20.61% equating to $231.1 million of investment income. 42 The Employees' Pension Plan liability was determined by an actuarial valuation as of January 1, 2021 (Valuation Date), using the following actuarial assumptions, applied to September 30, 2021 (Measurement Date): Inflation 2.25% Salary increases Hazardous Duty – 4.50% to 7.60%, including 2.25% inflation, based on merit and seniority Non-Hazardous Duty – 2.75% to 6.50%, including 2.25% inflation, based on merit and seniority Investment rate of return 6.55% net of investment expense The Firefighters' Relief and Pension Plan liability was determined by an actuarial valuation as of October 1, 2021 (Valuation Date), using the following actuarial assumptions, applied to September 30, 2021 (Measurement Date): Inflation 2.00% Salary increases N/A Investment rate of return 2.50% net of investment expense See Note IV.B.1, Employee retirement systems and pension plans, included in the "Notes to the Basic Financial Statements" in APPENDIX B hereto for more information regarding the City's defined benefit pension plans. Other Post-Employment Benefits (OPEB) The City administers a single-employer defined benefit healthcare plan (the "Plan") that provides medical insurance benefits to its employees and their eligible dependents. The City is required by State statute to provide eligible retirees the opportunity to participate in the Plan at the same cost that is applicable to active employees. The City provides no explicit medical insurance subsidy to retirees, only the implicit subsidy required by State statute. Additionally, the City provides and pays for $1,000 of term life insurance for retirees who retired before October 1, 2008. The City's total OPEB liability and OPEB annual expense since for the Fiscal Years ended 2020 and 2021 are as follows: Fiscal Year Ended Total OPEB Liability Total OPEB Expense 9/30/2020 $25,787,424 $2,284,957 9/30/2021 27,520,408 1,878,929 N/A = Not available. 43 See Note IV.C, Post-Employment benefits other than pension, included in the Notes to the Basic Financial Statements in APPENDIX B hereto for a description of the actuarial assumptions applied with respect to the City's actuarial accrued OPEB liability. INVESTMENT CONSIDERATIONS This section does not purport to summarize all risks that may be associated with purchasing or owning the Series 2022 Bonds and prospective purchasers are advised to read this Official Statement in its entirety for a more complete description of investment considerations relating to the Series 2022 Bonds. Climate Change The State is naturally susceptible to the effects of extreme weather events and natural disasters, including floods, droughts, and hurricanes, which could result in negative economic impacts on coastal communities like the City. Such effects can be exacerbated by a longer-term shift in the climate over several decades (commonly referred to as climate change), including increasing global temperatures, rainfall intensification and rising sea levels. The occurrence of such extreme weather events could damage the local infrastructure that provides essential services to the City. The economic impacts resulting from such extreme weather events could have a material adverse effect on the business operations or financial condition of the City or its Non-Ad Valorem Revenues. The City continues to proactively address climate change throughout the organization. The City's Comprehensive Plan was amended to add "peril of flood" policies and requirements including: strategies and engineering solutions to reduce flood risk in the City's coastal areas, policies to encourage preservation within the City's barrier islands, policies to encourage more resilient construction practices and a more robust stormwater design, and adding policies that bolster the City's post-disaster management planning. The City's Community Development Code was amended to update floodplain regulations to: • Establish requirements for flood resistant development including limitations on development in floodways, isolated wetlands, and preservation areas; • Include additional requirements for buildings, structures, and facilities that would otherwise be exempt from the Florida Building Code; • Add requirements for subdivisions, site improvements and utilities, manufactured homes, recreational vehicles and park trailers, the placement of underground and above ground tanks, and hazardous materials; 44 • Require two additional foot of design flood elevation above the requirements of the Florida Building Code – also known as "freeboard", to provide a margin of protection to account for waves and debris during flood events; and • Increase elevation for critical facilities in the 500-year floodplain and increased regulations for Coastal A Zone to V Zone Standards to reduce likelihood of damage and improve the community's ability to respond to citizens during a disaster. The City actively identifies areas where the historic floodplain can be restored to provide additional protection from floods and climate change. Several major projects have been completed including a project that included physical removal of 243 homes from a historic floodway with the restoration of wetlands. Furthermore, in order to provide a greater level of protection to development, the City adopted standards recommended from the Pinellas County Vulnerability Assessment. These standards exceed the minimum basis for flood hazard areas and base flood elevations required by the Federal Emergency Management Agency's Flood Insurance Rate Maps. In addition to adaptation measures, the City actively prioritizes climate mitigation, instituting programs and policies that will reduce greenhouse gas emissions across the City. Currently, the City aims to reduce its community-wide greenhouse gas emissions 80% below its 2007 level by 2050. To achieve this, the City is focused on reducing emissions from its energy and transportation sectors first. The City has partnered with a firm to reduce its municipal energy consumption by 20%, is evaluating all of its major facilities for solar panels, has enrolled in a program with its electrical utility to receive 40% of its electricity from off-site solar arrays, and has become a funding partner for a non-profit that enables residents to afford residential solar arrays at a discounted cost. The City has also approved a "Green Fleet Policy" and aims to convert 100% of its light- duty vehicles to hybrid or electric by 2040. All of these efforts are done to ensure that the City does not experience unnecessary climate change impacts in the future. No assurance can be given as to whether future extreme weather events will occur that could materially impair the financial condition of the City or damage the Project. While the City believes that it maintains adequate insurance to cover any loss arising from such natural disasters, there can be no assurance that in severe circumstances such insurance will be adequate to rebuild its facilities. Additionally, there can be no assurance that after experiencing natural disasters, citizens will continue to choose to live in or travel to areas affected by such disasters. Such decisions could have an adverse impact on the revenues of the City. Cybersecurity Computer networks and systems used for data transmission and collection are vital to the efficient operations of the City. City systems provide support to departmental operations and constituent services by collecting and storing sensitive data, including 45 intellectual property, security information, proprietary business process information, information applying to suppliers and business partners, and personally identifiable information of customers, constituents, and employees. The secure processing, maintenance and transmission of this information is critical to departmental operations and the provision of citizen services. Increasingly, governmental entities are targeted by cyberattacks seeking to obtain confidential data, disrupt critical services or obtain ransoms. A rapidly changing cyber risk landscape may introduce new vulnerabilities that attackers/hackers can exploit in attempts to effect breaches or service disruptions. Employee error and/or malfeasance may also affect confidentiality, integrity and availability of systems and the information stored there. The City maintains a comprehensive information security program to protect the confidentiality, integrity, and availability of the City's critical systems and sensitive data. The solution is designed to assess and mitigate current threats and the risk of data breaches to local government. The City also maintains a comprehensive insurance policy covering various aspects related to cybersecurity incidents, which currently provides $1 million of coverage. The most recent on-site cyber security risk assessment was completed in 2021. The assessment resulted in: (1) expanded implementation of multi- factor authentication; (2) implementation of diverse administration and service accounts for major systems and privileged access workstations for administration of major systems; (3) expanded video-based user training for all network users for security awareness and socially engineered phishing attacks; and (4) implementation of end point protection and monitoring. Despite taking the above preventative action, the potential disruption, access, modification, or destruction of data could result in the interruption, or efficiency, of City commerce; the initiation of legal claims or proceedings; liability under laws that protect the privacy of personal information; regulatory penalties; disruptions in operations and the services provided; or the loss of confidence in City operations, ultimately adversely affecting City revenues. COVID-19 The COVID-19 pandemic, along with various governmental measures taken to protect public health in light of the pandemic, has had an adverse impact on global financial markets and economies, including financial markets and economic conditions in the United States. The impact of the COVID-19 pandemic on the U.S. economy has been broad based and has negatively impacted national, state and local economies. The long- term impacts of the COVID-19 crisis are unknown and dependent on a variety of factors. The COVID-19 crisis may continue to negatively impact world, federal, state and local economies for some period of time. However, the length and degree of any negative impact cannot be predicted at this time. 46 In response to the COVID-19 pandemic, on March 13, 2020, then President Trump declared a "national emergency," which, among other effects, allows the executive branch to disburse disaster relief funds to address the COVID-19 pandemic and related economic dislocation. On March 9, 2020, Florida Governor Ron DeSantis declared a state of emergency in Florida due to the spread of COVID-19 (the "State Emergency Declaration"). The State Emergency Declaration allowed for certain executive actions to respond to the increasing number of COVID-19 cases in the State and was extended multiple times and expired on June 26, 2021. The City and other governmental entities had previously taken a number of steps locally with respect to COVID-19. The City closed all of its recreational facilities, and City Council meetings were held digitally for a period of time but all facilities have resumed normal operations and "in person" City Council meetings have resumed. Similar to all local governments, the City's finances were impacted by the pandemic. Due to COVID-19's impacts and the unknown length of the public health crisis, as well as the duration of measures to mitigate the pandemic, the City is unable to accurately project the total economic impact of the COVID-19 pandemic upon the City's operations. These measures adversely impacted the City's revenues for Fiscal Year 2020, with General Fund revenues reflecting a $0.4 million, or 0.3%, decrease, and government wide revenues reflecting a $15.2 million, or 3.9%, decrease versus the prior year. Fiscal Year 2021 financial statements reflected a recovery to pre-pandemic revenue levels for both the General Fund and government wide. The City's Fiscal Year 2021 financial statements reflect a $9.0 million, or 6.2%, increase in General Fund revenues over the prior year, and a $15.9 million, or 4.2%, increase in government-wide revenues over Fiscal Year 2020. During Fiscal Year 2021, the City received $1,980,740.06 of Coronavirus Aid, Relief, and Economic Security Act monies from the County in reimbursement of COVID-19 related expenditures. Of this total, $1,621,348.55 represented General Fund expenditures with the balance from various enterprise funds. The City does not anticipate the COVID- 19 virus to have a material impact on its Fiscal Year 2021-22 budget. The City's Fiscal Year 2021 financial statements reflect $48.6 million of unrestricted reserves for governmental activities and $291.3 million for business-type activities. A new wave of the virus could produce more negative impacts, and could adversely impact the rating on the Series 2022 Bonds. Please refer to "RATING," herein. VALIDATION The Series 2022 Bonds are a portion of the bonds that were validated by a Final Judgment of the Circuit Court of the Sixth Judicial Circuit of Florida, in and for Pinellas County, Florida, entered on September 2, 2020. The period during which an appeal can be taken has expired with no appeal being taken. 47 LITIGATION There is no litigation or controversy of any nature now pending or threatened to restrain or enjoin the issuance, sale, execution or delivery of the Series 2022 Bonds or in any way contesting the validity of the Series 2022 Bonds, validation proceeding or any other proceedings of the City taken with respect to the authorization, sale or issuance of the Series 2022 Bonds or the pledge or application of the moneys provided for the payment of the Series 2022 Bonds which, if successful, would materially financially affect the City. The City experiences claims, litigation and various legal proceedings which individually are not expected to have a material adverse effect on its operations or financial condition, but may, in the aggregate, have a material impact thereon. In the opinion of the City Attorney, however, the City will either successfully defend such actions or otherwise resolve such matters without any material adverse consequences on the financial condition of the City. LEGAL MATTERS Legal matters incident to the authorization, issuance and sale of the Series 2022 Bonds are subject to the approval of Bryant Miller Olive P.A., Tallahassee, Florida, Bond Counsel, whose approving opinion will be in substantially the form set forth in APPENDIX D. Certain other legal matters will be passed upon for the City by David Margolis, Esquire, City Attorney and by Nabors, Giblin & Nickerson, P.A., Tampa, Florida, Disclosure Counsel to the City. TAX MATTERS General The Code establishes certain requirements which must be met subsequent to the issuance of the Series 2022 Bonds in order that interest on the Series 2022 Bonds be and remain excluded from gross income for purposes of federal income taxation. Non- compliance may cause interest on the Series 2022 Bonds to be included in federal gross income retroactive to the date of issuance of the Series 2022 Bonds, regardless of the date on which such non-compliance occurs or is ascertained. These requirements include, but are not limited to, provisions which prescribe yield and other limits within which the proceeds of the Series 2022 Bonds and the other amounts are to be invested and require that certain investment earnings on the foregoing must be rebated on a periodic basis to the Treasury Department of the United States. The City has covenanted in the Resolution with respect to the Series 2022 Bonds to comply with such requirements in order to 48 maintain the exclusion from federal gross income of the interest on the Series 2022 Bonds. In the opinion of Bond Counsel, assuming compliance with certain covenants, under existing laws, regulations, judicial decisions and rulings, interest on the Series 2022 Bonds is excluded from gross income for purposes of federal income taxation. Interest on the Series 2022 Bonds is not an item of tax preference for purposes of the federal alternative minimum tax. Except as described above, Bond Counsel will express no opinion regarding other federal income tax consequences resulting from the ownership of, receipt or accrual of interest on, or disposition of Series 2022 Bonds. Prospective purchasers of Series 2022 Bonds should be aware that the ownership of Series 2022 Bonds may result in collateral federal income tax consequences, including (i) the denial of a deduction for interest on indebtedness incurred or continued to purchase or carry Series 2022 Bonds; (ii) the reduction of the loss reserve deduction for property and casualty insurance companies by fifteen percent (15%) of certain items, including interest on Series 2022 Bonds; (iii) the inclusion of interest on Series 2022 Bonds in earnings of certain foreign corporations doing business in the United States for purposes of the branch profits tax; (iv) the inclusion of interest on Series 2022 Bonds in passive income subject to federal income taxation of certain Subchapter S corporations with Subchapter C earnings and profits at the close of the taxable year; and (v) the inclusion of interest on Series 2022 Bonds in "modified adjusted gross income" by recipients of certain Social Security and Railroad Retirement benefits for the purposes of determining whether such benefits are included in gross income for federal income tax purposes. As to questions of fact material to the opinion of Bond Counsel, Bond Counsel will rely upon representations and covenants made on behalf of the City, certificates of appropriate officers and certificates of public officials (including certifications as to the use of proceeds of the Series 2022 Bonds and of the property financed or refinanced thereby), without undertaking to verify the same by independent investigation. PURCHASE, OWNERSHIP, SALE OR DISPOSITION OF THE SERIES 2022 BONDS AND THE RECEIPT OR ACCRUAL OF THE INTEREST THEREON MAY HAVE ADVERSE FEDERAL TAX CONSEQUENCES FOR CERTAIN INDIVIDUAL AND CORPORATE BONDHOLDERS, INCLUDING, BUT NOT LIMITED TO, THE CONSEQUENCES DESCRIBED ABOVE. PROSPECTIVE BONDHOLDERS SHOULD CONSULT WITH THEIR TAX SPECIALISTS FOR INFORMATION IN THAT REGARD. Information Reporting and Backup Withholding Interest paid on tax-exempt bonds such as the Series 2022 Bonds is subject to information reporting to the Internal Revenue Service in a manner similar to interest paid 49 on taxable obligations. This reporting requirement does not affect the excludability of interest on the Series 2022 Bonds from gross income for federal income tax purposes. However, in conjunction with that information reporting requirement, the Code subjects certain non-corporate owners of Series 2022 Bonds, under certain circumstances, to "backup withholding" at the rate specified in the Code with respect to payments on the Series 2022 Bonds and proceeds from the sale of Series 2022 Bonds. Any amount so withheld would be refunded or allowed as a credit against the federal income tax of such owner of Series 2022 Bonds. This withholding generally applies if the owner of Series 2022 Bonds (i) fails to furnish the payor such owner's social security number or other taxpayer identification number ("TIN"), (ii) furnished the payor an incorrect TIN, (iii) fails to properly report interest, dividends, or other "reportable payments" as defined in the Code, or (iv) under certain circumstances, fails to provide the payor or such owner's securities broker with a certified statement, signed under penalty of perjury, that the TIN provided is correct and that such owner is not subject to backup withholding. Prospective purchasers of the Series 2022 Bonds may also wish to consult with their tax advisors with respect to the need to furnish certain taxpayer information in order to avoid backup withholding. Other Tax Matters During recent years, legislative proposals have been introduced in Congress, and in some cases enacted, that altered certain federal tax consequences resulting from the ownership of obligations that are similar to the Series 2022 Bonds. In some cases, these proposals have contained provisions that altered these consequences on a retroactive basis. Such alteration of federal tax consequences may have affected the market value of obligations similar to the Series 2022 Bonds. From time to time, legislative proposals are pending which could have an effect on both the federal tax consequences resulting from ownership of the Series 2022 Bonds and their market value. No assurance can be given that legislative proposals will not be enacted that would apply to, or have an adverse effect upon, the Series 2022 Bonds. Prospective purchasers of the Series 2022 Bonds should consult their own tax advisors as to the tax consequences of owning the Series 2022 Bonds in their particular state or local jurisdiction and regarding any pending or proposed federal or state tax legislation, regulations or litigation, as to which Bond Counsel expresses no opinion [Tax Treatment of Original Issue Discount Under the Code, the difference between the maturity amount of the Series 2022 Bonds maturing on ______________ (collectively, the "Discount Bonds"), and the initial offering price to the public, excluding bond houses, brokers or similar persons or organizations acting in the capacity of underwriters or wholesalers, at which price a substantial amount of the Discount Bonds of the same maturity and, if applicable, interest rate, was sold is "original issue discount." Original issue discount will accrue over the 50 term of the Discount Bonds at a constant interest rate compounded periodically. A purchaser who acquires the Discount Bonds in the initial offering at a price equal to the initial offering price thereof to the public will be treated as receiving an amount of interest excludable from gross income for federal income tax purposes equal to the original issue discount accruing during the period he or she holds the Discount Bonds, and will increase his or her adjusted basis in the Discount Bonds by the amount of such accruing discount for purposes of determining taxable gain or loss on the sale or disposition of the Discount Bonds. The federal income tax consequences of the purchase, ownership and redemption, sale or other disposition of the Discount Bonds which are not purchased in the initial offering at the initial offering price may be determined according to rules which differ from those above. Bondholders of the Discount Bonds should consult their own tax advisors with respect to the precise determination for federal income tax purposes of interest accrued upon sale, redemption or other disposition of the Discount Bonds and with respect to the state and local tax consequences of owning and disposing of the Discount Bonds.] [Tax Treatment of Bond Premium The difference between the principal amount of the Series 2022 Bonds maturing on _________________ (collectively, the "Premium Bonds"), and the initial offering price to the public (excluding bond houses, brokers or similar persons or organizations acting in the capacity of underwriters or wholesalers) at which price a substantial amount of such Premium Bonds of the same maturity and, if applicable, interest rate, was sold constitutes to an initial purchaser amortizable bond premium which is not deductible from gross income for federal income tax purposes. The amount of amortizable bond premium for a taxable year is determined actuarially on a constant interest rate basis over the term of each of the Premium Bonds, which ends on the earlier of the maturity or call date for each of the Premium Bonds which minimizes the yield on such Premium Bonds to the purchaser. For purposes of determining gain or loss on the sale or other disposition of a Premium Bond, an initial purchaser who acquires such obligation in the initial offering is required to decrease such purchaser's adjusted basis in such Premium Bond annually by the amount of amortizable bond premium for the taxable year. The amortization of bond premium may be taken into account as a reduction in the amount of tax-exempt income for purposes of determining various other tax consequences of owning such Premium Bonds. Bondholders of the Premium Bonds are advised that they should consult with their own tax advisors with respect to the state and local tax consequences of owning such Premium Bonds.] ENFORCEABILITY OF REMEDIES The remedies available to the owners of the Series 2022 Bonds upon an event of default under the Resolution are in many respects dependent upon judicial actions which are often subject to discretion and delay. Under existing constitutional and statutory law 51 and judicial decisions, including specifically Title 11 of the United States Code, the remedies specified by the federal bankruptcy code, the Resolution, the Series 2022 Bonds and any policy of insurance referred to herein may not be readily available or may be limited. The various legal opinions to be delivered concurrently with the delivery of the Series 2022 Bonds (including Bond Counsel's approving opinion) will be qualified, as to the enforceability of the remedies provided in the various legal instruments, by limitations imposed by bankruptcy, reorganization, insolvency or other similar laws affecting the rights of creditors enacted before or after such delivery. FINANCIAL ADVISOR Public Resources Advisory Group, Inc., St. Petersburg, Florida, is serving as Financial Advisor to the City with respect to the sale of the Series 2022 Bonds. The Financial Advisor assisted in the preparation of this Official Statement and in other matters relating to the planning, structuring and issuance of the Series 2022 Bonds. The Financial Advisor is not obligated to undertake and has not undertaken to make an independent verification or to assume responsibility for the accuracy, completeness or fairness of the information contained in this Official Statement and is not obligated to review or ensure compliance with the undertakings by the City to provide continuing secondary market disclosure. Public Resources Advisory Group, Inc., is an independent advisory firm and is not engaged in the business of underwriting, trading or distributing municipal or other public securities. UNDERWRITING The Series 2022 Bonds are being purchased by ________________ (the "Underwriter"), subject to certain terms and conditions. The Underwriter has agreed to purchase the Series 2022 Bonds at an aggregate purchase price of $______________ (which purchase price represents the $30,000,000.00* original principal amount of the Series 2022 Bonds, plus/less net original issue premium/discount of $_____________, less an Underwriter's discount of $____________). The Underwriter's obligations are subject to certain conditions precedent described in the Official Notice of Sale and the Underwriter will be obligated to purchase all of the Series 2022 Bonds. The Series 2022 Bonds may be offered and sold to certain dealers at prices lower than such offering prices, and such public offering prices may be changed, from time to time, by the Underwriter. All other information concerning the nature and terms of any reoffering should be obtained from the Underwriter and not the City. * Preliminary, subject to change. 52 RATING S&P Global Ratings has assigned an underlying rating of "___" (______ Outlook) to the Series 2022 Bonds. Such rating reflects only the view of S&P Global Ratings at the time such rating was issued and an explanation of the significance of such ratings may be obtained from S&P Global Ratings. There is no assurance that such rating will continue for any given period of time or that it will not be revised downward or withdrawn entirely by S&P Global Ratings, if in its judgment, circumstances so warrant. Any such downward revision or withdrawal of such rating can be expected to have an adverse effect on the market price of the Series 2022 Bonds. An explanation of the significance of the rating can be received from S&P Global Ratings. FINANCIAL STATEMENTS The combined financial statements of the City as of September 30, 2021, are contained in the City's Annual Comprehensive Financial Report for the Fiscal Year ended September 30, 2021, attached hereto as APPENDIX B, which financial statements have been audited by Carr, Riggs & Ingram, LLC as stated in their report. The consent of Carr, Riggs & Ingram, LLC to include in this Official Statement the aforementioned report was not requested, and the general purpose financial statements of the City are provided only as publicly available documents. Carr, Riggs & Ingram, LLC, the City's independent auditor, has not been engaged to perform and has not performed, since the date of its report included herein, any procedures on the financial statements addressed in that report. Carr, Riggs & Ingram, LLC also has not performed any procedures relating to this Official Statement. DISCLOSURE REQUIRED BY FLORIDA BLUE SKY LAW Pursuant to Section 517.051, Florida Statutes, as amended, no person may directly or indirectly offer or sell securities of the City except by an offering circular containing full and fair disclosure of all defaults as to principal or interest on its obligations since December 31, 1975, as provided by rule of the Office of Financial Regulation within the Florida Financial Services Commissioner (the "FFSC"). Pursuant to administrative rulemaking, the FFSC has required the disclosure of the amounts and types of defaults, any legal proceedings resulting from such defaults, whether a trustee or receiver has been appointed over the assets of the City, and certain additional financial information, unless the City believes in good faith that such information would not be considered material by a reasonable investor. The City is not and has not been in default on any bond issued since December 31, 1975 that would be considered material by a reasonable investor. The City has not undertaken an independent review or investigation of securities for which it has served as conduit issuer. The City does not believe that any information 53 about any default on such securities is appropriate and would be considered material by a reasonable investor in the Series 2022 Bonds because the City would not have been obligated to pay the debt service on any such securities except from payments made to it by the private companies on whose behalf such securities were issued, and no funds of the City would have been pledged or used to pay such securities or the interest thereon. CONTINUING DISCLOSURE The City has covenanted for the benefit of the Series 2022 Bondholders to provide certain financial information and operating data relating to the City and the Series 2022 Bonds in each year, and to provide notices of the occurrence of certain enumerated material events. The City has agreed to file annual financial information and operating data and its audited financial statements with each entity authorized and approved by the SEC to act as a repository (each a "Repository") for purposes of complying with Rule 15c2-12 adopted by the SEC (the "Rule"). Effective July 1, 2009, the sole Repository is the Municipal Securities Rulemaking Board. The City has agreed to file notices of certain enumerated material events, when and if they occur, with the Repository. The specific nature of the financial information, and of the type of events which trigger a disclosure obligation, and other details of the undertaking are described in "APPENDIX E – Form of Continuing Disclosure Agreement" attached hereto. The Continuing Disclosure Agreement shall be executed by the City upon the issuance of the Series 2022 Bonds. These covenants have been made in order to assist the Underwriter in complying with the continuing disclosure requirements of the Rule. With respect to the Series 2022 Bonds, no party other than the City is obligated to provide, nor is expected to provide, any continuing disclosure information with respect to the Rule. The City inadvertently failed to timely file the County's Annual Comprehensive Financial Report for the Fiscal Year 2020 with respect to the City's continuing disclosure undertakings entered into in connection with the Series 2002 Bonds. Upon realizing the failure to comply, the City reported such circumstances in accordance with the requirements of its continuing disclosure undertakings made with respect to the Rule and cured such filing deficiency. The City does not believe that such failure to comply with its continuing disclosure undertakings was material to bondholders. The City currently utilizes Digital Assurance Certification, L.L.C., as dissemination agent for continuing disclosure purposes. MISCELLANEOUS The references, excerpts and summaries of all documents referred to herein do not purport to be complete statements of the provisions of such documents, and reference is directed to all such documents for full and complete statements of all matters of fact 54 relating to the Series 2022 Bonds, the security for payment of the Series 2022 Bonds and the rights and obligations of the owners thereof. Copies of such documents may be obtained from the City at the office of the City Clerk, One Clearwater Tower, 6th Floor, 600 Cleveland Street, Clearwater, Florida 33755, telephone number (727) 562-4052. The information contained in this Official Statement has been compiled from official and other sources deemed to be reliable, and is believed to be correct as of this date, but is not guaranteed as to accuracy or completeness by, and is not to be construed as a representation by the Underwriter. Any statements made in this Official Statement involving matters of opinion or of estimates, whether or not so expressly stated, are set forth as such and not as representations of fact, and no representation is made that any of the estimates will be realized. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the City since the date hereof. CERTIFICATE CONCERNING THE OFFICIAL STATEMENT Concurrently with the delivery of the Series 2022 Bonds, the City will furnish its certificate, executed by its Mayor and the City Clerk, to the effect that, to the best of their knowledge, this Official Statement as of its date and as of the date of the delivery of the Series 2022 Bonds does not contain an untrue statement of a material fact and does not omit any material fact which should be included therein for the purpose for which the Official Statement is to be used, or which is necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading. [Remainder of page intentionally left blank] 55 EXECUTION The execution and delivery of this Official Statement by the Mayor and City Manager of the City has been duly authorized by the City Council. CITY OF CLEARWATER, FLORIDA By: Mayor By: City Manager APPENDIX A GENERAL INFORMATION RELATING TO THE CITY OF CLEARWATER, FLORIDA APPENDIX B AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED SEPTEMBER 30, 2021 APPENDIX C COPIES OF BOND ORDINANCE AND RESOLUTION APPENDIX D FORM OF BOND COUNSEL OPINION APPENDIX E FORM OF CONTINUING DISCLOSURE AGREEMENT CONTINUING DISCLOSURE AGREEMENT This Continuing Disclosure Agreement (the "Disclosure Agreement"), dated as of July __, 2022, is executed and delivered by and between the CITY OF CLEARWATER, FLORIDA (the "Issuer") and DIGITAL ASSURANCE CERTIFICATION, L.L.C., as exclusive Disclosure Dissemination Agent (the "Disclosure Dissemination Agent" or "DAC") for the benefit of the Holders (hereinafter defined) of the Bonds (hereinafter defined) and in order to assist _________________ (the "Underwriter") in processing certain continuing disclosure with respect to the Bonds in accordance with Rule 15c2-12 of the United States Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time (the "Rule"). The services provided under this Disclosure Agreement solely relate to the execution of instructions received from the Issuer through use of the DAC system and do not constitute "advice" within the meaning of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Act"). DAC will not provide any advice or recommendation to the Issuer or anyone on the Issuer’s behalf regarding the "issuance of municipal securities" or any "municipal financial product" as defined in the Act and nothing in this Disclosure Agreement shall be interpreted to the contrary. DAC is not a "Municipal Advisor" as such term is defined in Section 15B of the Securities Exchange Act of 1934, as amended, and related rules. SECTION 1. Definitions. Capitalized terms not otherwise defined in this Disclosure Agreement shall have the meaning assigned in the Rule or, to the extent not in conflict with the Rule, in the Official Statement (hereinafter defined). The capitalized terms shall have the following meanings: "Annual Filing Date" means the date, set in Sections 2(a) and 2(f) hereof, by which the Annual Report is to be filed with the MSRB. "Annual Financial Information" means annual financial information as such term is used in paragraph (b)(5)(i) of the Rule and specified in Section 3(a) of this Disclosure Agreement. "Annual Report" means an Annual Report containing Annual Financial Information as described in and consistent with Section 3 of this Disclosure Agreement. "Audited Financial Statements" means the annual financial statements of the Issuer for the prior fiscal year, certified by an independent auditor as prepared in accordance with generally accepted accounting principles, or otherwise, as such term is used in paragraph (b)(5)(i)(B) of the Rule and specified in Section 3(b) of this Disclosure Agreement. 2 "Bonds" means the bonds as listed on the attached Exhibit A, with the 9- digit CUSIP numbers relating thereto. "Certification" means a written certification of compliance signed by the Disclosure Representative stating that the Annual Report, Audited Financial Statements, Notice Event notice, Failure to File Event notice, Voluntary Event Disclosure or Voluntary Financial Disclosure delivered to the Disclosure Dissemination Agent is the Annual Report, Audited Financial Statements, Notice Event notice, Failure to File Event notice, Voluntary Event Disclosure or Voluntary Financial Disclosure required to be submitted to the MSRB under this Disclosure Agreement. A Certification shall accompany each such document submitted to the Disclosure Dissemination Agent by the Issuer and include the full name of the Bonds and the 9-digit CUSIP numbers for all Bonds to which the document applies. "Disclosure Dissemination Agent" means Digital Assurance Certification, L.L.C., acting in its capacity as Disclosure Dissemination Agent hereunder, or any successor Disclosure Dissemination Agent designated in writing by the Issuer pursuant to Section 9 hereof. "Disclosure Representative" means the Finance Director or Assistant Finance Director of the Issuer or his or her designee, or such other person as the Issuer shall designate in writing to the Disclosure Dissemination Agent from time to time as the person responsible for providing Information to the Disclosure Dissemination Agent. "Failure to File Event" means the Issuer’s failure to file an Annual Report on or before the Annual Filing Date. "Financial Obligation" as used in this Disclosure Agreement is defined in the Rule as (i) a debt obligation; (ii) derivative instrument entered into in connection with, or pledged as a security or a source of payment for, an existing or planned debt obligation; or (iii) guarantee of (i) or (ii). The term "Financial Obligation" shall not include municipal securities as to which a final official statement has been provided to the MSRB consistent with the Rule. "Force Majeure Event" means: (i) acts of God, war, or terrorist action; (ii) failure or shut-down of the Electronic Municipal Market Access system maintained by the MSRB; or (iii) to the extent beyond the Disclosure Dissemination Agent’s reasonable control, interruptions in telecommunications or utilities services, failure, malfunction or error of any telecommunications, computer or other electrical, mechanical or technological application, service or system, computer virus, interruptions in Internet service or telephone service (including due to a virus, electrical delivery problem or similar occurrence) that 3 affect Internet users generally, or in the local area in which the Disclosure Dissemination Agent or the MSRB is located, or acts of any government, regulatory or any other competent authority the effect of which is to prohibit the Disclosure Dissemination Agent from performance of its obligations under this Disclosure Agreement. "Holder" means any person (a) having the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries) or (b) treated as the owner of any Bonds for federal income tax purposes. "Information" means, collectively, the Annual Reports, the Audited Financial Statements, the Notice Event notices, the Failure to File Event notices, the Voluntary Event Disclosures and the Voluntary Financial Disclosures. "MSRB" means the Municipal Securities Rulemaking Board, or any successor thereto, established pursuant to Section 15B(b)(1) of the Securities Exchange Act of 1934. "Notice Event" means any of the events enumerated in paragraph (b)(5)(i)(C) of the Rule and listed in Section 4(a) of this Disclosure Agreement. "Obligated Person" means any person, including the Issuer, who is either generally or through an enterprise, fund, or account of such person committed by contract or other arrangement to support payment of all, or part of the obligations on the Bonds (other than providers of municipal bond insurance, letters of credit, or other liquidity facilities), as shown on Exhibit A. "Official Statement" means the Official Statement prepared in connection with the issuance of the Bonds. "Voluntary Event Disclosure" means information that is accompanied by a Certification of the Disclosure Representative containing the information prescribed by Section 7(a) of this Disclosure Agreement. "Voluntary Financial Disclosure" means information that is accompanied by a Certification of the Disclosure Representative containing the information prescribed by Section 7(b) of this Disclosure Agreement. SECTION 2. Provision of Annual Reports. (a) The Issuer shall provide, annually, an electronic copy of the Annual Report and Certification to the Disclosure Dissemination Agent not later than the Annual Filing Date. Promptly upon receipt of an electronic copy of the Annual Report and the 4 Certification, the Disclosure Dissemination Agent shall provide an Annual Report to the MSRB not later than April 30 following the end of each fiscal year of the Issuer, commencing with the fiscal year ending September 30, 2022. Such date and each anniversary thereof is the Annual Filing Date. The Annual Report may be submitted as a single document or as separate documents comprising a package, and may cross-reference other information as provided in Section 3 of this Disclosure Agreement. (b) If on the fifteenth (15th) day prior to the Annual Filing Date, the Disclosure Dissemination Agent has not received a copy of the Annual Report and Certification, the Disclosure Dissemination Agent shall contact the Disclosure Representative by telephone and in writing (which may be by e-mail) to remind the Issuer of its undertaking to provide the Annual Report pursuant to Section 2(a). Upon such reminder, the Disclosure Representative shall either (i) provide the Disclosure Dissemination Agent with an electronic copy of the Annual Report and the Certification no later than two (2) business days prior to the Annual Filing Date, or (ii) instruct the Disclosure Dissemination Agent in writing that the Issuer will not be able to file the Annual Report within the time required under this Disclosure Agreement, state the date by which the Annual Report for such year will be provided and instruct the Disclosure Dissemination Agent to immediately send a Failure to File Event notice to the MSRB in substantially the form attached as Exhibit B, which may be accompanied by a cover sheet completed by the Disclosure Dissemination Agent in the form set forth in Exhibit C-1. (c) If the Disclosure Dissemination Agent has not received an Annual Report and Certification by 10:00 a.m. Eastern time on the Annual Filing Date (or, if such Annual Filing Date falls on a Saturday, Sunday or holiday, then the first business day thereafter) for the Annual Report, a Failure to File Event shall have occurred and the Issuer irrevocably directs the Disclosure Dissemination Agent to immediately send a Failure to File Event notice to the MSRB in substantially the form attached as Exhibit B without reference to the anticipated filing date for the Annual Report, which may be accompanied by a cover sheet completed by the Disclosure Dissemination Agent in the form set forth in Exhibit C-1. (d) If Audited Financial Statements of the Issuer are prepared but not available prior to the Annual Filing Date, the Issuer shall, when the Audited Financial Statements are available, provide at such time an electronic copy to the Disclosure Dissemination Agent, accompanied by a Certification, for filing with the MSRB. (e) The Disclosure Dissemination Agent shall: (i) verify the filing specifications of the MSRB each year prior to the Annual Filing Date; (ii) upon receipt, promptly file each Annual Report received under Sections 2(a) and 2(b) hereof with the MSRB; 5 (iii) upon receipt, promptly file each Audited Financial Statement received under Section 2(d) hereof with the MSRB; (iv) upon receipt, promptly file the text of each Notice Event received under Sections 4(a) and 4(b)(ii) hereof with the MSRB, identifying the Notice Event as instructed by the Issuer pursuant to Section 4(a) or 4(b)(ii) hereof (being any of the categories set forth below) when filing pursuant to Section 4(c) of this Disclosure Agreement: 1. "Principal and interest payment delinquencies;" 2. "Non-Payment related defaults, if material;" 3. "Unscheduled draws on debt service reserves reflecting financial difficulties;" 4. "Unscheduled draws on credit enhancements reflecting financial difficulties;" 5. "Substitution of credit or liquidity providers, or their failure to perform;" 6. "Adverse tax opinions, IRS notices or events affecting the tax status of the security;" 7. "Modifications to rights of securities holders, if material;" 8. "Bond calls, if material, and tender offers;" 9. "Defeasances;" 10. "Release, substitution, or sale of property securing repayment of the securities, if material;" 11. "Rating changes;" 12. "Bankruptcy, insolvency, receivership or similar event of the obligated person;" 13. "Merger, consolidation, or acquisition of the obligated person, if material;" 14. "Appointment of a successor or additional trustee, or the change of name of a trustee, if material;" 6 15. "Incurrence of a Financial Obligation of the obligated person, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the obligated person, any of which affect security holders, if material;" 16. "Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the obligated person, any of which reflect financial difficulties;" and (v) upon receipt (or irrevocable direction pursuant to Section 2(c) of this Disclosure Agreement, as applicable), promptly file a completed copy of Exhibit B to this Disclosure Agreement with the MSRB, identifying the filing as "Failure to provide annual financial information as required" when filing pursuant to Section 2(b)(ii) or Section 2(c) of this Disclosure Agreement; (f) The Issuer may adjust the Annual Filing Date upon change of its fiscal year by providing written notice of such change and the new Annual Filing Date to the Disclosure Dissemination Agent and the MSRB, provided that the period between the existing Annual Filing Date and new Annual Filing Date shall not exceed one year. (g) Anything in this Disclosure Agreement to the contrary notwithstanding, any Information received by the Disclosure Dissemination Agent before 10:00 a.m. Eastern time on any business day that it is required to file with the MSRB pursuant to the terms of this Disclosure Agreement and that is accompanied by a Certification and all other information required by the terms of this Disclosure Agreement will be filed by the Disclosure Dissemination Agent with the MSRB no later than 11:59 p.m. Eastern time on the same business day; provided, however, the Disclosure Dissemination Agent shall have no liability for any delay in filing with the MSRB if such delay is caused by a Force Majeure Event provided that the Disclosure Dissemination Agent uses reasonable efforts to make any such filing as soon as possible. SECTION 3. Content of Annual Reports. (a) Each Annual Report shall contain Annual Financial Information with respect to the Issuer, including the financial information and operating data of the type included with respect to the Issuer, in the Official Statement, including, but not limited to updates of the historical financial information set forth in the Official Statement under the subcaptions "OTHER FINANCIAL INFORMATION – Historical Non-Ad Valorem Revenues," and "– Historical Governmental Funds" for the then-immediately preceding five fiscal years. 7 (b) Audited Financial Statements will be included in the Annual Report. If Audited Financial Statements are not available, then unaudited financial statements, prepared in accordance with GAAP will be included in the Annual Report. In such event, Audited Financial Statements (if any) will be provided pursuant to Section 2(d). Any or all of the items listed above may be included by specific reference from other documents, including official statements of debt issues with respect to which the Issuer is an "obligated person" (as defined by the Rule), which have been previously filed with the Securities and Exchange Commission or available on the MSRB Internet Website. If the document incorporated by reference is a final official statement, it must be available from the MSRB. The Issuer will clearly identify each such document so incorporated by reference. If the Annual Financial Information contains modified operating data or financial information different from the Annual Financial Information agreed to in this continuing disclosure undertaking related to the Bonds, the Issuer is required to explain, in narrative form, the reasons for the modification and the impact of the change in the type of operating data or financial information being provided. SECTION 4. Reporting of Notice Events. (a) The occurrence of any of the following events with respect to the Bonds constitutes a Notice Event: 1. Principal and interest payment delinquencies; 2. Non-payment related defaults, if material; 3. Unscheduled draws on debt service reserves reflecting financial difficulties; 4. Unscheduled draws on credit enhancements reflecting financial difficulties; 5. Substitution of credit or liquidity providers, or their failure to perform; 6. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; 7. Modifications to rights of Bond holders, if material; 8 8. Bond calls, if material, and tender offers; 9. Defeasances; 10. Release, substitution, or sale of property securing repayment of the Bonds, if material; 11. Rating changes; 12. Bankruptcy, insolvency, receivership or similar event of the Obligated Person; Note to subsection (a)(12) of this Section 4: For the purposes of the event described in subsection (a)(12) of this Section 4, the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for an Obligated Person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Obligated Person, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Obligated Person. 13. The consummation of a merger, consolidation, or acquisition involving an Obligated Person or the sale of all or substantially all of the assets of the Obligated Person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; 14. Appointment of a successor or additional trustee or the change of name of a trustee, if material; 15. Incurrence of a Financial Obligation of the Borrower, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the Borrower, any of which affect security holders, if material; and 9 16. Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the Borrower, any of which reflect financial difficulties. The Issuer shall, in a timely manner not later than nine (9) business days after its occurrence, notify the Disclosure Dissemination Agent in writing of the occurrence of a Notice Event. Such notice shall instruct the Disclosure Dissemination Agent to report the occurrence pursuant to subsection (c) and shall be accompanied by a Certification. Such notice or Certification shall identify the Notice Event that has occurred (which shall be any of the categories set forth in Section 2(e)(iv) of this Disclosure Agreement), include the text of the disclosure that the Issuer desires to make, contain the written authorization of the Issuer for the Disclosure Dissemination Agent to disseminate such information, and identify the date the Issuer desires for the Disclosure Dissemination Agent to disseminate the information (provided that such date is not later than the tenth business day after the occurrence of the Notice Event). (b) The Disclosure Dissemination Agent is under no obligation to notify the Issuer or the Disclosure Representative of an event that may constitute a Notice Event. In the event the Disclosure Dissemination Agent so notifies the Disclosure Representative, the Disclosure Representative will within two business days of receipt of such notice (but in any event not later than the tenth business day after the occurrence of the Notice Event, if the Issuer determines that a Notice Event has occurred), instruct the Disclosure Dissemination Agent that either (i) a Notice Event has not occurred and no filing is to be made or (ii) a Notice Event has occurred and the Disclosure Dissemination Agent is to report the occurrence pursuant to subsection (c) of this Section 4, together with a Certification. Such Certification shall identify the Notice Event that has occurred (which shall be any of the categories set forth in Section 2(e)(iv) of this Disclosure Agreement), include the text of the disclosure that the Issuer desires to make, contain the written authorization of the Issuer for the Disclosure Dissemination Agent to disseminate such information, and identify the date the Issuer desires for the Disclosure Dissemination Agent to disseminate the information (provided that such date is not later than the tenth business day after the occurrence of the Notice Event). (c) If the Disclosure Dissemination Agent has been instructed by the Issuer as prescribed in subsection (a) or (b)(ii) of this Section 4 to report the occurrence of a Notice Event, the Disclosure Dissemination Agent shall promptly file a notice of such occurrence with MSRB in accordance with Section 2 (e)(iv) hereof. This notice may be filed with a cover sheet completed by the Disclosure Dissemination Agent in the form set forth in Exhibit C-1. SECTION 5. CUSIP Numbers. The Issuer will provide the Dissemination Agent with the CUSIP numbers for (i) new bonds at such time as they are issued or become subject to the Rule and (ii) any Bonds to which new CUSIP numbers are 10 assigned in substitution for the CUSIP numbers previously assigned to such Bonds; provided, however, that a failure to do so shall not be a breach by the Issuer of this Disclosure Agreement. SECTION 6. Additional Disclosure Obligations. The Issuer acknowledges and understands that other state and federal laws, including but not limited to the Securities Act of 1933 and Rule 10b-5 promulgated under the Securities Exchange Act of 1934, may apply to the Issuer, and that the duties and responsibilities of the Disclosure Dissemination Agent under this Disclosure Agreement do not extend to providing legal advice regarding such laws. The Issuer acknowledges and understands that the duties of the Disclosure Dissemination Agent relate exclusively to execution of the mechanical tasks of disseminating information as described in this Disclosure Agreement. SECTION 7. Voluntary Filing. (a) The Issuer may instruct the Disclosure Dissemination Agent to file a Voluntary Event Disclosure with the MSRB from time to time pursuant to a Certification of the Disclosure Representative. Such Certification shall identify the Voluntary Event Disclosure, include the text of the disclosure that the Issuer desires to make, contain the written authorization of the Issuer for the Disclosure Dissemination Agent to disseminate such information, and identify the date the Issuer desires for the Disclosure Dissemination Agent to disseminate the information. If the Disclosure Dissemination Agent has been instructed by the Issuer as prescribed in this Section 7(a) to file a Voluntary Event Disclosure, the Disclosure Dissemination Agent shall promptly file such Voluntary Event Disclosure with the MSRB. This notice may be filed with a cover sheet completed by the Disclosure Dissemination Agent in the form set forth in Exhibit C-2. (b) The Issuer may instruct the Disclosure Dissemination Agent to file a Voluntary Financial Disclosure with the MSRB from time to time pursuant to a Certification of the Disclosure Representative. Such Certification shall identify the Voluntary Financial Disclosure, include the text of the disclosure that the Issuer desires to make, contain the written authorization of the Issuer for the Disclosure Dissemination Agent to disseminate such information, and identify the date the Issuer desires for the Disclosure Dissemination Agent to disseminate the information. If the Disclosure Dissemination Agent has been instructed by the Issuer as prescribed in this Section 7(b) hereof to file a Voluntary Financial Disclosure, the Disclosure Dissemination Agent shall promptly file such Voluntary Financial Disclosure with the MSRB. This notice may be filed with a cover sheet completed by the Disclosure Dissemination Agent in the form set forth in Exhibit C-3. The parties hereto acknowledge that the Issuer is not obligated pursuant to the terms of this Disclosure Agreement to file any Voluntary Event Disclosure pursuant to Section 7(a) hereof or any Voluntary Financial Disclosure pursuant to Section 7(b) hereof. 11 Nothing in this Disclosure Agreement shall be deemed to prevent the Issuer from disseminating any other information through the Disclosure Dissemination Agent using the means of dissemination set forth in this Disclosure Agreement or including any other information in any Annual Report, Audited Financial Statements, Notice Event notice, Failure to File Event notice, Voluntary Event Disclosure or Voluntary Financial Disclosure, in addition to that required by this Disclosure Agreement. If the Issuer chooses to include any information in any Annual Report, Audited Financial Statements, Notice Event notice, Failure to File Event notice, Voluntary Event Disclosure or Voluntary Financial Disclosure in addition to that which is specifically required by this Disclosure Agreement, the Issuer shall have no obligation under this Disclosure Agreement to update such information or include it in any future Annual Report, Audited Financial Statements, Notice Event notice, Failure to File Event notice, Voluntary Event Disclosure or Voluntary Financial Disclosure. SECTION 8. Termination of Reporting Obligation. The obligations of the Issuer and the Disclosure Dissemination Agent under this Disclosure Agreement shall terminate with respect to the Bonds upon the legal defeasance, prior redemption or payment in full of all of the Bonds, when the Issuer is no longer an obligated person with respect to the Bonds, or upon delivery by the Disclosure Representative to the Disclosure Dissemination Agent of an opinion of counsel expert in federal securities laws to the effect that continuing disclosure is no longer required. SECTION 9 . Disclosure Dissemination Agent. The Issuer has appointed Digital Assurance Certification, L.L.C. as exclusive Disclosure Dissemination Agent under this Disclosure Agreement. The Issuer may, upon thirty days written notice to the Disclosure Dissemination Agent, replace or appoint a successor Disclosure Dissemination Agent. Upon termination of DAC’s services as Disclosure Dissemination Agent, whether by notice of the Issuer or DAC, the Issuer agrees to appoint a successor Disclosure Dissemination Agent or, alternately, agrees to assume all responsibilities of Disclosure Dissemination Agent under this Disclosure Agreement for the benefit of the Holders of the Bonds. Notwithstanding any replacement or appointment of a successor, the Issuer shall remain liable to the Disclosure Dissemination Agent until payment in full for any and all sums owed and payable to the Disclosure Dissemination Agent. The Disclosure Dissemination Agent may resign at any time by providing thirty days’ prior written notice to the Issuer. SECTION 10. Remedies in Event of Default. In the event of a failure of the Issuer or the Disclosure Dissemination Agent to comply with any provision of this Disclosure Agreement, the Holders’ rights to enforce the provisions of this Agreement shall be limited solely to a right, by action in mandamus or for specific performance, to compel performance of the parties' obligation under this Disclosure Agreement. Any failure by a party to perform in accordance with this Disclosure Agreement shall not 12 constitute a default on the Bonds or under any other document relating to the Bonds, and all rights and remedies shall be limited to those expressly stated herein. SECTION 11. Duties, Immunities and Liabilities of Disclosure Dissemination Agent. (a) The Disclosure Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Agreement. The Disclosure Dissemination Agent’s obligation to deliver the information at the times and with the contents described herein shall be limited to the extent the Issuer has provided such information to the Disclosure Dissemination Agent as required by this Disclosure Agreement. The Disclosure Dissemination Agent shall have no duty with respect to the content of any disclosures or notice made pursuant to the terms hereof. The Disclosure Dissemination Agent shall have no duty or obligation to review or verify any Information or any other information, disclosures or notices provided to it by the Issuer and shall not be deemed to be acting in any fiduciary capacity for the Issuer, the Holders of the Bonds or any other party. The Disclosure Dissemination Agent shall have no responsibility for the Issuer’s failure to report to the Disclosure Dissemination Agent a Notice Event or a duty to determine the materiality thereof. The Disclosure Dissemination Agent shall have no duty to determine, or liability for failing to determine, whether the Issuer has complied with this Disclosure Agreement. The Disclosure Dissemination Agent may conclusively rely upon Certifications of the Issuer at all times. The obligations of the Issuer under this Section shall survive resignation or removal of the Disclosure Dissemination Agent and defeasance, redemption or payment of the Bonds. (b) The Disclosure Dissemination Agent may, from time to time, consult with legal counsel (either in-house or external) of its own choosing in the event of any disagreement or controversy, or question or doubt as to the construction of any of the provisions hereof or its respective duties hereunder, and shall not incur any liability and shall be fully protected in acting in good faith upon the advice of such legal counsel. The reasonable fees and expenses of such counsel shall be payable by the Issuer. (c) All documents, reports, notices, statements, information and other materials provided to the MSRB under this Agreement shall be provided in an electronic format and accompanied by identifying information as prescribed by the MSRB. SECTION 12. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Agreement, the Issuer and the Disclosure Dissemination Agent may amend this Disclosure Agreement and any provision of this Disclosure Agreement may be waived, if such amendment or waiver is supported by an opinion of counsel expert in federal securities laws acceptable to both the Issuer and the Disclosure Dissemination Agent to the effect that such amendment or waiver does not materially impair the 13 interests of Holders of the Bonds and would not, in and of itself, cause the undertakings herein to violate the Rule if such amendment or waiver had been effective on the date hereof but taking into account any subsequent change in or official interpretation of the Rule; provided neither the Issuer or the Disclosure Dissemination Agent shall be obligated to agree to any amendment modifying their respective duties or obligations without their consent thereto. Notwithstanding the preceding paragraph, the Disclosure Dissemination Agent shall have the right to adopt amendments to this Disclosure Agreement necessary to comply with modifications to and interpretations of the provisions of the Rule as announced by the Securities and Exchange Commission from time to time by giving not less than 20 days written notice of the intent to do so together with a copy of the proposed amendment to the Issuer. No such amendment shall become effective if the Issuer shall, within 10 days following the giving of such notice, send a notice to the Disclosure Dissemination Agent in writing that it objects to such amendment. SECTION 13. Beneficiaries. This Disclosure Agreement shall inure solely to the benefit of the Issuer, the Disclosure Dissemination Agent, the Underwriter, and the Holders from time to time of the Bonds, and shall create no rights in any other person or entity. SECTION 14. Governing Law. This Disclosure Agreement shall be governed by and construed in accordance with the laws of the State of Florida without regard to any conflict of laws provisions thereof. SECTION 15. Counterparts. This Disclosure Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 14 The Disclosure Dissemination Agent and the Issuer have caused this Continuing Disclosure Agreement to be executed, on the date first written above, by their respective officers duly authorized. DIGITAL ASSURANCE CERTIFICATION L.L.C., as Disclosure Dissemination Agent By: Name: Title: CITY OF CLEARWATER, FLORIDA, as Issuer By: Name: Title: A-1 EXHIBIT A NAME AND CUSIP NUMBERS OF BONDS Name of Issuer City of Clearwater, Florida Obligated Person(s) City of Clearwater, Florida Name of Bond Issue: City of Clearwater, Florida Non-Ad Valorem Revenue Bonds, Series 2022 (Imagine Clearwater Improvements) Date of Issuance: July __, 2022 Date of Official Statement July __, 2022 CUSIP Numbers: B-1 EXHIBIT B NOTICE TO MSRB OF FAILURE TO FILE ANNUAL REPORT Name of Issuer City of Clearwater, Florida Obligated Person(s) City of Clearwater, Florida Name of Bond Issue: City of Clearwater, Florida Non-Ad Valorem Revenue Bonds, Series 2022 (Imagine Clearwater Improvements) Date of Issuance: July __, 2022 Date of Official Statement July __, 2022 CUSIP Numbers: NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report with respect to the above-named Bonds as required by the Disclosure Agreement between the Issuer and Digital Assurance Certification, L.L.C., as Disclosure Dissemination Agent. The Issuer has notified the Disclosure Dissemination Agent that it anticipates that the Annual Report will be filed by ______________. Dated: _____________________________ Digital Assurance Certification, L.L.C., as Disclosure Dissemination Agent, on behalf of the Issuer ______________________________________ cc: C-1-1 EXHIBIT C-1 EVENT NOTICE COVER SHEET This cover sheet and accompanying "event notice" may be sent to the MSRB, pursuant to Securities and Exchange Commission Rule 15c2-12(b)(5)(i)(C) and (D). Issuer’s and/or Other Obligated Person’s Name: City of Clearwater, Florida Issuer’s Six-Digit CUSIP Number: _______________________________________________________________________ _______________________________________________________________________ or Nine-Digit CUSIP Number(s) of the bonds to which this event notice relates: _______________________________________________________________________ Number of pages attached: _____ ____ Description of Notice Events (Check One): 1. "Principal and interest payment delinquencies;" 2. "Non-Payment related defaults, if material;" 3. "Unscheduled draws on debt service reserves reflecting financial difficulties;" 4. "Unscheduled draws on credit enhancements reflecting financial difficulties;" 5. "Substitution of credit or liquidity providers, or their failure to perform;" 6. "Adverse tax opinions, IRS notices or events affecting the tax status of the security;" 7. "Modifications to rights of securities holders, if material;" 8. "Bond calls, if material, and tender offers;" 9. "Defeasances;" 10. "Release, substitution, or sale of property securing repayment of the securities, if material;" 11. "Rating changes;" 12. "Bankruptcy, insolvency, receivership or similar event of the obligated person;" 13. "Merger, consolidation, or acquisition of the obligated person, if material;" 14. "Appointment of a successor or additional trustee, or the change of name of a trustee, if material;" 15. "Incurrence of a Financial Obligation of the obligated person, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the obligated person, any of which affect security holders, if material;" and C-1-2 16. "Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the obligated person, any of which reflect financial difficulties." ____ Failure to provide annual financial information as required. I hereby represent that I am authorized by the Issuer or its agent to distribute this information publicly: Signature: _______________________________________________________________________ Name: ___________________________ Title: _________________________________ Digital Assurance Certification, L.L.C. 315 E. Robinson Street Suite 300 Orlando, FL 32801 407-515-1100 Date: C-2-1 EXHIBIT C-2 VOLUNTARY EVENT DISCLOSURE COVER SHEET This cover sheet and accompanying "voluntary event disclosure" may be sent to the MSRB, pursuant to the Disclosure Dissemination Agent Agreement dated as of July __, 2022 between the Issuer and DAC. Issuer’s and/or Other Obligated Person’s Name: City of Clearwater, Florida Issuer’s Six-Digit CUSIP Number: _______________________________________________________________________ _______________________________________________________________________ or Nine-Digit CUSIP Number(s) of the bonds to which this notice relates: _______________________________________________________________________ Number of pages attached: _____ ____ Description of Voluntary Event Disclosure: I hereby represent that I am authorized by the Issuer or its agent to distribute this information publicly: Signature: _______________________________________________________________________ Name: ___________________________ Title: _________________________________ Digital Assurance Certification, L.L.C. 315 E. Robinson Street Suite 300 Orlando, FL 32801 407-515-1100 Date: C-3-1 EXHIBIT C-3 VOLUNTARY FINANCIAL DISCLOSURE COVER SHEET This cover sheet and accompanying "voluntary financial disclosure" may be sent to the MSRB, pursuant to the Disclosure Dissemination Agent Agreement dated as of July __, 2022, between the Issuer and DAC. Issuer’s and/or Other Obligated Person’s Name: City of Clearwater, Florida Issuer’s Six-Digit CUSIP Number: _______________________________________________________________________ _______________________________________________________________________ or Nine-Digit CUSIP Number(s) of the bonds to which this notice relates: _______________________________________________________________________ Number of pages attached: _____ ____ Description of Voluntary Financial Disclosure: I hereby represent that I am authorized by the Issuer or its agent to distribute this information publicly: Signature: _______________________________________________________________________ Name: ___________________________ Title: _________________________________ Digital Assurance Certification, L.L.C. 315 E. Robinson Street Suite 300 Orlando, FL 32801 407-515-1100 Date: Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0580 Agenda Date: 6/16/2022 Status: City Manager ReportVersion: 1 File Type: Action ItemIn Control: Official Records & Legislative Services Agenda Number: 10.3 SUBJECT/RECOMMENDATION: Designate a Councilmember to serve as the City’s official voting delegate at the Florida League of Cities’ Annual Conference, August 11-13, 2022. SUMMARY: The Florida League of Cities is hosting their annual conference at the Diplomat Beach Resort, Hollywood, Florida on August 11-13, 2022. The League is asking each municipality to designate one official to be the voting delegate at the Annual Business Session on Saturday, August 13 at 9:00 a.m. Election of League leadership and adoption of resolutions are undertaken at the business meeting. Page 1 City of Clearwater Printed on 6/14/2022 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#22-0606 Agenda Date: 6/16/2022 Status: City Manager ReportVersion: 1 File Type: Action ItemIn Control: City Council Agenda Number: 10.4 SUBJECT/RECOMMENDATION: Approve a preferred development concept and team for the former City Hall site and the former Harborview site and direct staff to begin negotiations to finalize a development agreement. SUMMARY: On May 5, 2022, City Council directed staff to issue a call for Development Concepts for the former City Hall site and former Harborview site commonly referred to as the “Bluff Properties.” The call was published on May 11 and closed on June 9, 2022. The City received three responses from GSP Development, Elevate Clearwater, and Gotham Organization. At the June 13 special work session, City Council heard a 15-minute presentation from each group. Staff was directed to place the item on the June 16 council meeting agenda in order to reach consensus on a preferred development concept and team and to direct staff to begin negotiations to finalize a development agreement. Page 1 City of Clearwater Printed on 6/14/2022 15K+ Multi-family Units 30K+ Affordable/Workforce Housing 20+ Hotels Owns 5700 Apartment Units Founder of Sports Illustrated Resorts INVESTED - ROOTED - COMMITTED ECI MIXED - USE DEVELOPMENT KD KELLER Channelside History Wind Study Strong Anchor Tenants 2004 2019 - Allocation of residential unit density from the Public Amenities Incentives Pool to allow for 150 units per acre and 5.25 FAR - Tax Abatement of 75% for Years 1-5 and 50% for Years 6-10 - 100% Discount on Impact Fees (Building Permits, Schools, Roads, Parks, Sewer, Water, Plan Review, etc.) - City to reimburse developer for or City to perform demolition of the existing site and parking lot and any environmental remediation deemed necessary by the applicable county and state regulatory authorities Contribution of $5M for the construction of the public portion of the parking garage, which will contain at least 200 public parking spaces We ask that the City reimburse the developer for the hardscape costs for the entrances to the park on the The project starts; November 2022 90 days for due diligence and 9 months for predevelopment activities Construction start and duration; November 2023, duration 20 months Initial occupancy; July 2025 FINANCIAL OFFER TIMELINE INCENTIVES 15.4 Million Purchase P A R K P L A C E F O O D H A L L / C O U R T Y A R D M U L T I -F A M I L Y 1 ,2 ,3 B E D R O O M S F U L L Y - A C T I V A T E D C O N N E C T I O N T O T H E P A R K 7 0 0 P A R K I N G S P A C E S I N T R I N S I C A L L Y D I V E R S E SOLARIS MUSIC HOTEL DEVELOPMENT H A R M O N Y 1 2 M U S I C H O T E L W E D D I N G C O N F E R E N C E & E V E N T S P A C E S P E A K E A S YJAZZ H O L I D A Y G I V E T H E M A S T A G E J A Z Z W A L K H A L L O F F A M E A C T I V A T E D P O O L D E C K The project starts; November 2022 90 days for due diligence and 9 months for predevelopment activities Construction start and duration; November 2023, duration 20 months Initial occupancy; July 2025 FINANCIAL OFFER TIMELINE INCENTIVES 65-Year Lease + 30-Year Option $900,000 - For Underground Parking 6.8 Million Zero Interest Loan Extra 65 Units from the density pool The City waives the cost for streetscape improvement, permit fees and impact fees. 1. 2. 3. 4. S O L A R S U S T A I N A B I L I T Y I N N O V A T I O N E N V I R O M E N T W E L L N E S S E V -C H A R G I N G S T A T I O N S C A R B O N - N E U T R A L S T A F F (H A R M O N Y 1 2 ) S O L A R & S M A R T F L O W E R C O M M U N I T Y D R I V E N P E T -F R I E N D L Y M U L T I -G E N E R A T I O N A L S M A R T C I T Y O F T H E F U T U R E C O N N E C T I O N T H R O U G H M U S I C , A R T S A N D C U L T U R E RFP Number 28 - 22 Downtown Clearwater Waterfront Development Opportunities Harborview Site (Cleveland St. & N. Osceola Ave) and City Hall Site (Pierce St. & S. Osceola Ave.) 2 CONTENTS 01 COVER LETTER 02 TEAM INTRODUCTION & EXPERIENCE • DEVELOPMENT TEAM • OPERATORS • FIRM EXPERIENCE & QUALIFICATIONS • PERSONAL EXPERIENCE & QUALIFICATIONS 03 DEVELOPMENT PLAN • DEVELOPMENT NARRATIVE • VERTICAL DEVELOPMENT PROGRAM • APPROACH TO PUBLIC PARTNERS • PERSONAL EXPERIENCE & QUALIFICATIONS 04 FINANCIAL PLAN & FINANCIAL OFFER • PRO FORMA • EQUITY & DEBT SOURCES • FINANCING APPROACH FOR AFFORDABLE HOUSING • CONFIDENTIAL PUBLIC FUNDING SOURCES & USE OF INCENTIVES • CONSTRUCTION COSTS • TENANT & LEASING APPROACH • PROPERTY VALUATION • OWNERSHIP & FEES 05 LETTERS OF SUPPORT 06 APPENDIX • EXHIBITS 3 June 9, 2022 Amanda Thompson CRA Director City of Clearwater 100 South Myrtle Ave., 3rd Floor Clearwater, FL 33756 Re: Response to Request for Proposal RFP Number 28 - 22 Dear City of Clearwater Community Redevelopment Agency, Thank you for the opportunity to submit our vision and strategy for the development of the Harborview and former City Hall sites. This is more than just a project for our blended group; it is a multi-generational opportunity to impact Downtown Clearwater in a transformative way. We have specifically selected and curated a qualified team of developers, operators, planners, architects and industry experts for this project, all of whom share a commitment to the sustainable development of Clearwater. Through our collective experiences, we are of the clear understanding that in order for any project of this scale to be successful, it must be inspired by smart and intentional placemaking, while also rooted in the realities of creating efficient and functional buildings tailored for the local market. With our combined knowledge, we are able to provide the right guidance early in the process, helping frame up the decisions that the City’s team will need, to convert these sites into fully activated properties that will regenerate Downtown Clearwater. We believe we are the right team for this project for the following reasons: Local Roots — The Elevate Clearwater teams have long-standing roots and have been investing in Clearwater and the surrounding Tampa Bay Area for over 20 years. We’ve built our families here. We’ve built our lives here. Our commitment to Clearwater is compounded by our years of insight into the needs of our community. We’ve built our careers here. Getting it Done — Our local presence means we know the players and the processes to execute successful projects on- time and on-budget. Collectively, we have managed 5,600+ guestrooms, developed over 20 hotels, built 45,000 affordable and market-rate housing units. We will connect with key stakeholders to manage and implement each part of the plan from day one. Engaging the Community — We strive to sustainably shape the built environment, to positively contribute towards the planned economic, socio-economic, smart and environmental development of our neighborhood. We are honored to help shape the experiences of our diverse community and are excited to present our vision for a community-based plan that will support the local economy, which will bring new residents, visitors, and businesses to a vibrant and smart live work play community. Thank you again for taking the time to review our submission. We look forward to reimagining the future of Downtown Clearwater together. Sincerely, Daniels Ikajevs, Smart City GroupKen K. Stolenberg, KD Keller Stephen Stover, ECI Group Steve Burks, Solaris COVER LETTER01 CLEARWATER ELEVATE 4 CONFIDENTIAL MIXED-USE PROJECT | CHICAGO, IL | 7 ACRES | CONCEPT TEAM INTRODUCTION & EXPERIENCE 02 5CO-DEVELOPER & LOCAL PARTNER CO-DEVELOPER LEAD DEVELOPER LEAD DEVELO P E R & O P E R A T O R LEAD DEVELOPER CO-DEVELOPER C O -DE V E L OPER & OPERATOR GENERAL CONTRACTOR CITY HALL ORGANIZATIONAL CHART CONTRACTORS AND OPERATORS ARCHITECTS, ADVISORS, CO N S U L T A N T S , S U STAINABILITY EXPERTS, COMMUNITY ORGANIZATIONS C O N T R A CT ORS AND OPERATORS MADE SMART CITY GROUP KD KELLER E C I G R O U P SOLARIS SMART CITY G R O U P E X P E RI ENTI AL VENTURES KILLIANHARBORVIEW 6 Seth G r eenberg Jam e s Baugnon Stev e n Stover Stua r t Scott Derek Mateos CITY HALL TEAM KAST Con s truction Zac h Young Se a n Ouellette KAST Con s truction Da v e DeMay KAST Con s truction M ik e Neal KAST Con s truction MADE ECI GR O U P KD KELLER S M ART CIT Y G R O U P Ken S t olenberg Paig e Johnson Gens l e r Carlo s Cubillos Gens l e r Broo k s Howell Janelle Branch Sime e Adhikari C O N T R A C TORS AND OPERATORS ARCHITECTS, ADVISORS, CON SU L T A N T S , S U STAINABILITY EXPERTS, COMMUNITY ORGANIZATIONS John K ilpatrick RW D I Kimle y -H orn Jared S chneider Ke nstructio n D ynamics Bakar i Kennedy EOS L in x Dan Briggs Edm o n Rakipi EOS L i nx To n y Paoli EOS L in x Jef Hutchins EOS L i n x Alex McGhee Jam e s Carras Carras Com m u nity Dev. CO-DEVELOPER & LOCAL PARTNER (2%) LEAD DEVELOPER & O PE R A T O R (9 0 %) LEAD DEVELOPER (5%) CO-DEVELOPER & LO CAL P A R T N E R ( 3 %) Kimley -H orn Daw n Dodge Kimley -H orn David Flanagan Danie ls Ikajevs Gens l e r Jo s ie Hyde 7 RETAIL Retail Layout Tenant Selection Leasing Tenant Buildout Disposition Retail CITY HALL DEVELOPMENT TEAM LEAD DEVELOPER LEAD DEVELOPER & OPERATOR DEVELOPMENT & CONSTRUCTION MANAGEMENT Capital Sourcing Construction Financing A&E Contract Construction Company Civil Engineering Materials Testing Property Management Disposition Multifamily CO-DEVELOPERS & LOCAL PARTNERS LOCAL PARTNER Smart Cities Criteria Permits Appraisals Zoning Entitlements Community Outreach 8TEAM INTRODUCTION AND EXPERIENCE / ECI GROUP CITY HALL LEAD DEVELOPER & OPERATOR We are the ECI Group. For over 50 years, we’ve continued to grow as a fully integrated developer, builder, and manager of multi- family real estate. Our experienced teams are composed of carefully selected experts that take a hands on approach to virtually all stages of the process. Our mission is to continue to work together as one company with a common purpose, Building Communities, Enriching Lives. ECI Group is a tenured, vertically integrated multifamily specialist focused on America’s high growth sunbelt markets. As different than most firms, we have been providing investors reliable returns by developing, constructing and managing apartment assets across the southeast for 50 years. Our vertical integration better aligns the key elements of project execution towards a common goal while also ensuring we make the best decisions at each step of the design, entitlement and construction process. Our in-house management and construction staff are also able to provide submarket specific insight, data, and feedback that informs our decision making for new projects. This combination of deep experience, cross functional in-house expertise, and direct exposure across our target high growth geography allows ECI to best identify, evaluate and execute on opportunities. Our presence extends across the Southeastern United States. From the likes of VA & Maryland to Louisiana & Texas, ECI’s commitment extends across state lines. We have constructed over 12,000 total units to date. Seth Greenberg Chief Executive Officer ECI Group His vision and extensive due diligence has positioned us to capitalize on changing demographic trends in major growth markets. This combined with a reputation for creating profitable niche opportunities within the market has garnered esteem from his peers. Prior to joining ECI, Seth served as judicial law clerk in Newark, NJ for the Honorable John W. Bissell, United States District Court Judge. His academic background includes a degree from Seton Hall School of Law, as well as a Bachelor of Arts in History from the University of Michigan. Through solid asset management, Seth Greenberg has facilitated a considerable expansion of our portfolio. James Baugnon Chief Investment Officer ECI Group Now, his responsibilities range between Development, Acquisition, Disposition, Finance, and Asset Management functions. He holds a degree in economics from UGA, and graduated with honors and an MBA from Emory University. James is an active leader in the multifamily industry, with an impressive career spanning two decades. Before the ECI Group, Mr. Baugnon served both as a development partner to Terwilliger Pappas, and head of the Atlanta Development Office for Wood Partners. James Baugnon joined the ECI Group in May of 2016. He began his tenure as President of ECI Capital, LLC. Stephen Stover Vice President of Development ECI Group His skill at contract negotiation, structuring, and closing has helped to position ECI as a leader in multifamily development. He has been instrumental in several new development project closings in the SE region. Prior to joining ECI, Stephen served as Senior Associate, and eventually VP of Development Acquisitions and Management at FCP in Maryland. He graduated Summa Cum Laude with a dual degree in Finance and Economics from James Madison University. Since 2018, Stephen has evaluated and overseen multifamily development projects for the company. 9TEAM INTRODUCTION AND EXPERIENCE / ECI GROUP CITY HALL LEAD DEVELOPER & OPERATOR Size 191 Units Estimated Completion 2023 Total Cost $79,300,000 Construction Loan $51,540,000 Equity $27,760,000 Averly at West PalmMulti-Family 1991 Presidential Way, West Palm Beach, FL Size 300 Units Estimated Completion 2024 The Corwyn at ConyersMulti-Family Conyers, GA Size 260 Units Estimated Completion 2022 The Corwyn at South PointMulti-Family McDonough, GA Development Multi-family Waters EdgeMulti-Family Coral Gables, FL 10 KD Keller Development was formed in 2018 as a real estate development partner specializing in urban mixed use properties. Our firm is the successor entity to Mercury Advisors, which has been active in the commercial development in downtown Tampa since 2003 with notable projects such as Grand Central at Kennedy and Channel Club welcoming Tampa’s first downtown Publix. Our mission is to help landowners realize the full potential of their emerging property by creating a true partnership that improves their local community. We’re able to do this by working with local family-owned businesses that possess real estate as part of their portfolio, but are not actively involved in the Real Estate development side of their business. We help these families re-develop their properties, which may have become obsolete over time, and transform with them assets they own into income generating legacy assets that can be retained by future generations to come. TEAM INTRODUCTION AND EXPERIENCE / KD KELLER CITY HALL DEVELOPMENT TEAM SEE APPENDIX FOR ADDITIONAL PROJECT INFORMATION Ken K. Stolenberg Principal KD Keller Development Before starting KDK Keller Development, he was employed by the Leo Eisenberg Company (1990- 1996), Medallion Mortgage Inc. (1997-1999), Euro American Advisors Inc. (1999-2003), and his own company Mercury Advisors (2003-Present). Combining his experience in both the development and the operational fields, Ken has been instrumental in the startup and creative process of multi-family developments and redevelopments . For the past 15 years Ken has been the principal developer and visionary for Grand Central at Kennedy and The Channel Club. Grand Central at Kennedy is a 392- unit condominium with 80,000 square feet of office space and 116,000 square feet of retail space with ample structured parking. It is home to tenants like Quality Distribution, St. Leo University, Kraft Heinz and Crunch Fitness. The Channel Club is a 22 story 324-unit apartment tower which also houses a 36,000 square feet Publix supermarket, Tampa’s first true urban supermarket. Both projects are in Tampa’s up and coming Channel District. He is currently working on three mixed use developments two in the Channel District and one in the City of Saint Petersburg, which are similar in scale to Grand Central at Kennedy and Channel Club. Ken K. Stolenberg has been active in the commercial real estate industry for almost 30 years. Paige Johnson Asset Manager KD Keller Development She interned in the summer of 2018 as the leasing agent for Channel Club and headed up the pre- leasing activity for that project. Paige is an asset manager who’s role involves identifying real estate investment opportunities in today’s volatile market. Paige’s current duties include looking for distressed assets in the retail, hospitality and office markets primarily in the south east. She also assists Ken with site selection, planning and development of multifamily projects in the greater Tampa Bay market. Paige joined KD Keller upon graduation from the University of Tampa in 2019. 11 This mixed-use development spans two city blocks in downtown Tampa’s Channel District and responds to the neighborhood’s unique pedestrian nature. Size 392 Condos 80,000 sf Office 117,000 sf Retail Total Cost $142,200,000 Construction Loan $113,600,000 Equity $28,600,000 Construction Lender ABN AMBRO Grand Central At KennedyUrban Mixed Use 1208 & 1120 E Kennedy Blvd Tampa, FL FIRM EXPERIENCE AND QUALIFICATIONS / KD KELLER CITY HALL DEVELOPMENT TEAM Street level retail shops and community art facilities are topped by office space, a parking structure and residential units. The sleek, modern façade with large expanses of glass recalls the industrial/ warehouse aesthetic of the district and brings a new urban density to this emerging downtown residential area. The multifamily community features one- and two-bedroom apartments that average 911 square feet in size. Size 324 Apartments 37,560 sf Retail (Publix) Total Cost $93,000,000 Construction Loan $63,240,000 Equity $29,760,000 Construction Lender Capitol One Bank Channel Club ApartmentsUrban Mixed Use 1105 & 1115 E. Twiggs Street Tampa, FL Features and finishes include private balconies with skyline views, granite countertops, and in- unit washers and dryers. A media center-movie theater is among the most upscale amenities of the property. 12 This project will be a mixed use 353 unit apartment complex with 5,000 sf of retail. Parc MadisonMulti-Family 1237 E Twiggs St. Tampa, FL CITY HALL DEVELOPMENT TEAM Developed in conjunction with ECI Group, KD Keller will redevelop a 1.8 acre former petroleum storage facility into an aforementioned mixed use project. The Williams Family has owned JH Williams Oil for over 70 years and sought our assistance to help them achieve a market land value from their holdings, and the potential to invest a portion of their profit from the sale of their land in this development. KD Keller was able to structure an opportunity for the Williams family where they had no real out of pocket expenses in the transaction and did not have to pay a dime to realize the true value of their asset FIRM EXPERIENCE AND QUALIFICATIONS / KD KELLER Size 353 Apartments 5,500 sf Retail Total Cost $97,000,000 Construction Loan $63,050,000 Equity $33,950,000 Construction Lender Wells Fargo 13TEAM INTRODUCTION AND EXPERIENCE / KD KELLER CITY HALL DEVELOPMENT TEAM / WIND ADVISOR Advanced wind engineering can improve occupant comfort and safety, save capital and operational costs, and help realize ambitious architectural visions. World leaders in wind, we’ve informed the design of many of the world’s tallest buildings, as well as hundreds of other towers, long-span bridges, and stadia around the world. You can use the tools and expertise we apply to perfecting skyscrapers, to optimize the wind performance of your unique project, from athletic equipment to outdoor sculptures to offshore platforms. John Kilpatrick Practice Area Leader - Wind Loading | Principal RWDI During his over two decades in the field, John has earned a reputation as a creative and insightful wind engineer who delivers substantial value for clients by meeting complex challenges in building design. Working closely with design teams to develop a thorough understanding of wind effects on specific sites and structures--especially high-rise buildings, stadia and flexible structures--John has developed technically sound and cost-effective solutions for projects around the world. Among other professional distinctions, John has been a recipient of the State- of-the-Art in Civil Engineering Award, presented by the American Society of Civil Engineers. John manages our global wind engineering team as well as the firm’s technical development in this area. 14TEAM INTRODUCTION AND EXPERIENCE / KD KELLER CITY HALL DEVELOPMENT TEAM / WIND ADVISOR Wind Study at the Courtyard Tampa, FL 15 To utilize our expertise to produce exceptional results for all our stakeholders while maintaining the utmost integrity and professionalism. TEAM INTRODUCTION AND EXPERIENCE / MADE INVESTMENTS & DEVELOPMENT CITY HALL DEVELOPMENT TEAM Derek Mateos President & CEO Made Investments & Development Under his guidance Matcon has flourished to over 170 employees and achieved multipronged success as a general contractor, a solar subcontractor and a concrete and shell subcontractor. It has seen many satisfied and repeat clients and equity partners as a result of timely execution, cost-effective delivery, impeccable quality control and excellent customer service. In 2019 Matcon added development to its platform and proceeded to launch over $60M in new residential-focused development projects, before launching MADE as an independent real estate investment and development company. Derek is a graduate of the University of South Florida, a licensed general contractor and a licensed real estate sales broker. Under his leadership the Matcon family of companies has been recognized by organizations such as the Business Journal, the Business Observer and USF over 30 times for business and project excellence. Derek Mateos has been in development for over 25 years, and been doing business as Matcon Construction Services, Inc. since 2001. Stuart Scott Managing Director Made Investments & Development Stuart Scott has held senior leadership roles in his 30+ year career at multiple commercial lending, investment banking and development firms and has been involved in many billions of dollars of Class A commercial real estate developments. These projects covered almost all property types and are located throughout the United States. For the past 5 years he has been very active in the Senior Housing Industry running the development arm of a top 10 owner/ operator and for his own account. He is a graduate of The University of Southern California, a licensed real estate broker and has presented at trade conferences both here and abroad. At MADE Investments & Development, Stuart handles sourcing, underwriting, entitlement, programming and execution of new opportunities as well as connecting those to aligned equity partners. Stuart Scott has held senior leadership roles in his 30+ year career at multiple commercial lending, investment banking and development firms and has been involved in many billions of dollars of Class A commercial real estate developments. 16 Size 101 Units 70,000 sf Retail/Commercial Estimated Completion 2024 Acquisition $25,000,000 Role Lead Developer Clearwater Gardens Senior Living Community Clearwater, FL TEAM INTRODUCTION AND EXPERIENCE / MADE INVESTMENTS & DEVELOPMENT CITY HALL DEVELOPMENT TEAM Size 120 Units 25,000 sf Retail/Commercial Completed 2018 Acquisition $75,000,000 Jonquil VillageMixed-Use Development Smyrna, GA Size 300 Units Estimated Completion 2023 Acquisition $68,000,000 Role Development Management / Owner’s Representative Parkway Preserve Apartment Homes Lakeland, FL 17 Size 120 Units 96,000 sf Retail/Commercial Completed 20102 Acquisition $9,500,000 Role Pre-development Entitlements Construction management and Construction Tall Timbers Apartments Mixed-Use Development TEAM INTRODUCTION AND EXPERIENCE / MADE INVESTMENTS & DEVELOPMENT CITY HALL DEVELOPMENT TEAM Size 68 Units 101,000 sf Retail/ Commercial Estimated Completion 2024 Acquisition $20,000,000 Role Lead Developer Sleepy Hill Townhomes Apartment Homes Lakeland, FL Size 92,500 sf Retail/Commercial Completed 2007 Acquisition $22,000,000 Role Pre-development Entitlements Construction management Ovation Town CenterRetail Davenport, FL 18 Kast Construction is one of Florida’s largest general contractors with offices in West Palm Beach, Miami and Tampa. In the current real estate cycle Kast has delivered over 2,500 units / 1,600+ hotel beds and boasts over $1.5B in completed or in-progress construction. Kast specializes in skyline defining high-density projects and has reshaped the Tampa Bay region with projects of significance in St Petersburg, Sarasota and Tampa. Kast previously worked with Ken Stoltenberg and the Channel Club team through completion in 2020. As has been noted, the City Hall site project would be a sister project to Channel Club and in an effort to carry the team success to Clearwater, Kast has provided insight and estimates on the programming, design and constructability of this project as well as preliminary budgeting. Kast stands ready to advance preconstruction on what is sure to be another community defining high-rise development in downtown Clearwater. CITY HALL DEVELOPMENT TEAM FIRM EXPERIENCE AND QUALIFICATIONS / KAST CONSTRUCTION Mike Neal CEO KAST Construction Throughout his 37 year career, Mike has built landmark projects throughout Florida and across the United States. Mike’s strength as a leader lies in building cohesive high performing teams and lasting relationships with his clients.   Prior to joining KAST as CEO, Mike held executive posts at several  ENR  Top 100  construction management firms and has a successful track record in executing “controlled profitable growth” strategies in the construction industry. Mike is responsible for KASTs strategic growth initiatives, building KASTs client base, geographic expansion, and market sector diversification. Mike received his Bachelors of Building Construction from the University of Florida. He is a Certified General Contractor in the State of Florida (CGC 1505619) and is involved in service to the construction industry and the community through his efforts in charitable fundraising efforts and board memberships. Mike has served the construction industry since 1979. Dave Demay Senior Vice President KAST Construction Dave pursues a “value added approach” to working with KAST’s clients providing leadership and solutions throughout the preconstruction and construction phases. Dave’s focus is building long term relationships with all of KAST’s clients.   Dave’s deep ties to the community have made him a highly sought after industry resource. Dave’s 18 years of industry experience includes a wide spectrum of market sectors, specifically; hospitality, office, industrial, country club, multi-family, municipal and retail.   Dave received his Bachelor’s Degree and Master’s Degree from Auburn University and serves on a variety of local boards. Dave is additionally involved in several community and charitable organizations Dave is a results oriented leader overseeing KAST’s strategic growth. 19 Sean Ouellette Senior Vice President & Division Manager - Tampa  KAST Construction Sean is an analytical problem solver with 17 years of construction experience who has spent several years in the field earning progressively responsible roles on a variety of project types. Thoroughly experienced in all project phases from initiation, purchasing, and planning through execution, monitoring, and control leading to successful closing.  Detailed planner driven to achieve continuous improvement through creative solutions. Sean’s role as Senior VP & Division Managers for KAST’s Tampa unit, is to assure consistency and continuity of process across KAST’s operating platform. Zach Young President KAST Construction Helping and watching people grow personally and professionally is Zach’s greatest joy, along with providing second mile service for Kast’s clients. Zach’s diverse background in construction and development puts him in the ideal position to understand the client’s needs, priorities, and expectations.    As part of the Executive team, he helps to shape and implement Kast’s culture, strategic vision, and geographic expansion.  He works closely with preconstruction, business development, and Kast’s strategic services departments to develop training initiatives, continuous improvement opportunities, and understand the shifting dynamics of the industry as a whole.  Zach is also responsible for all aspects of operations to include project staffing and the execution and performance of Kast projects during the construction phase.  Zach places a heavy emphasis on building relationships with trade partners and fostering a collaborative environment on all Kast projects with the owner and design team.  Zach received his degree from Florida State University and is a State Licensed General Contractor (CGC1518299) and LEED Accredited professional. As President, Zach’s mission is to create a healthy culture that promotes a positive, people first environment. CITY HALL DEVELOPMENT TEAM FIRM EXPERIENCE AND QUALIFICATIONS / KAST CONSTRUCTION Located in the heart of downtown, ONE St. Petersburg is the new tallest building in town. One St. Petersburg St. Petersburg, FL The 41-story luxury condominium tower is located along the waterfront and within walking distance of the Sun Dial St. Petersburg retail mall. This 253-residence architecturally distinct building is defined by its exceptional floorplans offering designer kitchens, expansive great rooms, private terraces and floor-to-ceiling windows. Residents enjoy unobstructed views of the city and Tampa Bay. A new 175-room Hyatt Place sits adjacent to One St. Petersburg completing Kolter’s mixed use urban center in one of Florida’s most desirable locations. Size 253 Units 20 CITY HALL DEVELOPMENT TEAM 100 Las Olas is a new mixed-used development featuring dining and retail spaces, a full-service hotel, and luxury residences in the urban district of Fort Lauderdale, Florida. 100 Las Olas Fort Lauderdale, FL At 46 stories, 1oo Las Olas is the tallest building in Fort Lauderdale, proudly changing the city’s skyline with a unique, iconic architecture, designed with a contemporary aesthetic, incorporates curved geometric shapes clad in steel and glass creating the feeling of complete transparency and light transmission. Size 113 Units 238 Keys 735,029 sf FIRM EXPERIENCE AND QUALIFICATIONS / KAST CONSTRUCTION Paying homage to the surrounding entertainment district, Wynwood Square offers flexible design with an artistic flare. Wynwood Square Miami, FL Miami’s blossoming Wynwood neighborhood is known as an entertainment district with a diverse set of cultural offerings including restaurants, galleries, lofts, and more. As the district has grown in both size and popularity, more residential options were needed to accommodate demand. This mixed-use development incorporates hundreds of residential units, retail, artist studios, and office space. Size 267 Units 24,907 sf Retail 21 Overview and History Founded in 1967, Kimley-Horn is a full-service, employee-owned, multidisciplinary consulting firm offering a broad range of engineering, planning, landscape architecture, and environmental services to clients in both the private and public sectors. Over the years, we have grown from a small group of engineers and planners to one of the most respected consulting engineering firms in the nation— and a recognized leader in land development. Today, Kimley-Horn has over 5,500 employees in more than 99 offices across the United States and in Puerto Rico, offering a full range of consulting services to local, regional, national, and international clients. Engineering News-Record (ENR) annually compiles and publishes the rankings of the 500 largest U.S. design firms (architectural and engineering firms), measured by gross revenues. Kimley-Horn’s sound growth and stability is reflected in its steady rise on ENR’s top 500 list. The firm first appeared on the list in 1981, when it ranked 421st. In 2021, Kimley-Horn ranked 15th overall and 3rd among the top 100 “pure design firms.” This growth has been accompanied by a steadfast commitment to providing responsive client service and pursuing continuous quality improvement. In addition, ENR named Kimley-Horn the 2015 Southeast Design Firm of the Year. The following awards provide even more insight into Kimley-Horn’s culture: • The firm has appeared on Fortune magazine’s list of the 100 Best Companies To Work For 15 times: for six years from 2005 through 2010, and from 2014 through 2022. In 2022, we rank 22nd. • Ranked the #1 Civil Engineering Firm To Work For by CE News in 2004, 2006, and 2007. Kimley-Horn is the only firm to have been selected for this honor three times. • Each year since 2008, Kimley-Horn has also been recognized by ENR as one of the nation’s “Top Green Design Firms.” More than 100 of our professionals across the firm have earned LEED accreditations. As consultants, we take pride in building real partnerships with clients. That means you get an expert Kimley-Horn team that delivers high-quality results on time and on budget, advocates for your best interests, and works closely with you and your entire development team throughout the site development process—from the earliest stages of due diligence and entitlements to construction bidding, inspection, and final punch lists. And because Kimley-Horn makes deliberate business-planning decisions on hiring, growth, and client selection, we remain financially strong, independent, and stable. CITY HALL DEVELOPMENT TEAM FIRM EXPERIENCE AND QUALIFICATIONS / KIMLEY-HORN Range of Services Kimley-Horn offers a broad range of engineering, planning, landscape architectural, and environmental services including: • Site civil engineering - Stormwater management - Water/wastewater treatment and collection systems - Paving and drainage - Utilities • Land development services • Landscape architecture • Urban design and planning • Predevelopment services • Comprehensive planning • Permitting and approvals • Transportation planning/engineering and traffic operations • Roadway and bridge design • Advanced traffic management systems • Areawide traffic signal systems • Parking planning and design • Public involvement programs • Geographic Information Systems (GIS) • Environmental permitting, assessment, and remediation • Wetland delineation, assessment, and mitigation • Construction administration/observation • Building structures • Surveying/platting • Aviation planning and design 22 Dawn Dodge, P.E., LEED AP Civil Engineer Kimley-Horn Her project experience includes site layout, stormwater design and permitting, utility design, construction document preparation and permitting, construction phase services, and project management. Dawn’s recent experience includes providing engineering services for the City of Clearwater, the City of St. Petersburg, Pinellas County, the City of Largo, the City of Tampa, the City of Zephyrhills, and the City of New Port Richey. In addition, she has designed and permitted several private developments throughout Pinellas and Hillsborough counties. Dawn received her Bachelor of Science in Civil Engineering from the University of Florida and is a Leadership in Energy and Environmental Design Accredited Professional (LEED AP). She is an active member of the Urban Land Institute (ULI). Dawn has more than 17 years of experience in commercial, municipal, and multifamily land development projects. David Flanagan, PLA, ASLA Landscape Architect Kimley-Horn His primary areas of expertise are in urban design, park planning, and sports architecture. David has extensive experience with local municipalities and counties and a comprehensive portfolio of signature public- and private-sector projects. He treats every project as a unique opportunity to thoughtfully shape the way we live, work, and play, while unifying the built and natural environments and creating memorable and meaningful places. David received his Bachelor of Landscape Architecture degree from Iowa State University and is currently serving a two-year term on the National American Society of Landscape Architects (ASLA) Government Affairs Advisory Committee. David has more than 35 years of experience as a landscape architect and site planner. CITY HALL DEVELOPMENT TEAM FIRM EXPERIENCE AND QUALIFICATIONS / KIMLEY-HORN Jared Schneider, AICP, CNU-A Transportation Planner Kimley-Horn He has led numerous special area and district plans, form-based code reviews, complete streets, and a wide-range of multimodal transportation plans. These plans have included extensive public involvement that have led to successful recommendations and outcomes. Jared’s professional interests include land planning, multimodal transportation planning, and complete streets. Jared received his Bachelor of Arts degrees in Business Administration and Geography from the University of Florida and his Master of Urban Planning degree from Rollins College. He is an active member of the American Institute of Certified Planners (AICP), the American Planning Association (APA), Congress for New Urbanism (CNU), and the Urban land Institute (ULI). Jared is a leader in Kimley-Horn’s multimodal transportation and planning practice with more than 15 years of professional experience. 23 CITY HALL DEVELOPMENT TEAM FIRM EXPERIENCE AND QUALIFICATIONS / KIMLEY-HORN The project is designed to serve as a catalyst for the growth and development of downtown Largo. Largo City Hall Horizon Bay West Largo, FL The project includes a six-story city hall and municipal services center, a parking garage with ground-floor retail and restaurants, a public plaza with a linear water feature, a one-acre canopy covering both buildings and most of the outdoor plaza, an outdoor amphitheater and performance stage, and surface parking, as well as extensive landscape and streetscape. Services Landscape Architecture Civil Engineering Client City of Largo Budget $60,000,000 The overall district is nine million square feet and has several ongoing projects that will revitalize the urban framework of Tampa’s waterfront area. Water Street District Tampa, FL Water Street Tampa is an interconnected community that aligns people, productivity, and wellness. This urban environment is designed to provide and enhanced street-level experience for residents, workers, and visitors alike. This mixed-use district includes residential, office, hotel, retail, and restaurant space. Kimley-Horn is currently providing civil engineering design, urban planning, and landscape architectural services. Services Landscape Architecture Civil Engineering Urban Planning Client Water Street District Total Cost $49,915,630 24 DOWNTOWN TAMPA – BEFORE AND AFTER 2004 2019 “Seeing the possibility to dynamically transform the urban environments” 25 HARBORVIEW TEAM Killian Co n s truction Bo b Stockdale To n y Smith Killian Con s truction Dua n e Prewitt Killian Co n s truction Jef Julich Killian Con s truction Steve Holden Ste v e Burks Killian Co n struction Layto n Jones Killian Co n struction Ran d y Done Killian Co n s truction Layto n Jones Eric a Phillips Behr C hampagna Ke n t Purdy Chris Schroeder R ic k Lisa Sangeeth a Ramkum a r Ma r k Korros Da n Rahill Northside En g ineering Danie l E. Shockey CO-DEVELOPER & OPERATOR (20%) L E A D D EVELOPER (40%) CO-DEVELO PE R & L O C A L A D V I S ORS (40%) EXPERIENTIAL VENTURES S OLARIS S M A R T C I T Y GROUP Janelle Branch Sim ee Adhikari ARCHITECTS, ADVISORS, CON SU L T A N T S , S U STAINABILITY EXPERTS, COMMUNITY ORGANIZATIONS EOS L in x Dan Briggs EOS L i nx To n y Paoli EOS L in x Jef Hutchins EOS L i n x Alex McGhee C O N T R A C TORS AND OPERATORS Cl e arwater J a zz Holiday Stev e Weinberg Northside E n g ineering Donald B. Fairbairn Northside E n g ineering Hous h Ghovaee H ostmark H o spitality Jerom e F. Cataldo Mitc h Pinkard Ed S chrank Harry S chwartz Jam e s Carras Carras Com m unity Dev. Ke nstruction D ynamics Baka r i Kennedy Hostmark H o spitality To m Prins H ostmark H o spitality William D. Gingrich II Hostmark H o spitality Camero n Lammin g Danie ls Ikajevs Gens l e r Jo s ie Hyde Gens l e r Carlo s Cubillos Gens l e r Robe r t Fischel Edm o n Rakipi 26 HARBORVIEW DEVELOPMENT TEAM CONSTRUCTION MANAGEMENT RETAIL LAYOUT CIVIL ENGINEERING PROGRAMMING EVENT PLANNING VALET SERVICES MARKETING & PROMOTION CO-DEVELOPER & OPERATOR CO-DEVELOPER & LOCAL ADVISOR SMART CITIES CRITERIA PERMITS APPRAISALS ZONING ENTITLEMENTS COMMUNITY OUTREACH LEAD DEVELOPER DEVELOPMENT CAPITAL SOURCING CONSTRUCTION FINANCING LEASING TENANT SELECTION TENANT BUILDOUT 27 With more than thirty years of successful outcomes, SOLARIS is a family office headquartered in Clearwater, FL. Backed by deep expertise and strong relationships that deliver high-impact investment opportunities and incentives to qualified investors, SOLARIS’ strategy is to provide a diverse portfolio through investment vehicles designed to optimize after-tax returns. At SOLARIS we create partnerships designed to bring value to communities. The intention is to facilitate what the U.S. Congress has made available for direct high-impact social investing. SOLARIS has developed real estate communities and mixed-use assets valued at over $3.5 billion located in over 42 states, consisting of 10,000+ acres of agricultural properties, 20+ extended-stay hotels, 150+ triple-net lease retail stores, 30,000 affordable housing units and over 3,000 units of multi- family housing, and the development/ management of 120+ Megawatts of renewable energy. In all we do, SOLARIS supports investment strategies through the continual process of education, advisement and consultation with carefully chosen consultants, CPAs, tax advisors, and compliance managers to target the potential risks and maximize the returns associated with each investment opportunity. TARGETED INDUSTRIES INCLUDE: • REAL ESTATE INVESTMENTS • RENEWABLE ENERGY • HOSPITALITY • HISTORIC PRESERVATION AND REHABILITATION • LOW-INCOME HOUSING • OPPORTUNITY ZONES HIGHLIGHTS: • Raised over $1 billion of tax equity to support $2 billion of affordable housing developments with over 30,000 affordable housing units and 3,000 multi-family units. • Secured $150 million of tax equity and developed $500 million in renewable energy projects totaling over 120 Megawatts. • Developed 20+ extended stay hotels. • Developed 150+ double and triple net lease retail stores. • 5 buildings on the historic register. • Farming over 16,000 acres of rice, soybeans, corn, cotton and crawfish. • Developing over $700 million in projects in Opportunity Zones. TEAM INTRODUCTION AND EXPERIENCE / SOLARIS HARBORVIEW DEVELOPMENT TEAM Steve Burks Mr. Burks has held many senior executive positions that includes the last several years with Sixty-West Development as the Director of Real Estate. Mr. Burks has prior leadership positions with Disney Development, Ritz-Carlton Development, and Marriott Vacations. Mr. Burks started his career in Hilton Head Island, SC and soon became one of the early team members at Marriott Vacations. Mr. Burks joined Disney Development to launch the Disney Vacation Club where he led the ramp- up to over $100 million in sales in the first year. Mr. Burks then rejoined Marriott to help lead the company to over $1 billion in annual sales and to add The Ritz-Carlton Destination Club to its portfolio. Steve Burks is a senior Hospitality executive with a 30-year extensive background in the industry. Steve Holden Serving as Developer and Lender’s counsel, Mr. Holden has closed more than $2 billion in affordable housing projects in dozens of syndicated developments throughout the Midwest. Since 2010 he has applied his proven investment model and expertise in syndication of tax credit properties to the renewable energy field, resulting in the completion of numerous turbine wind and solar projects. Stephen W. Holden graduated from the University of Kansas with a J.D. in 1975 and began his career with an emphasis on commercial real estate, specializing in long-term health care properties and affordable housing developments. 28 Mitch Pinkard In 2011, he obtained his Master of Real Estate Development (MRED) from Arizona State University and as the real estate market began to improve in 2014, he formed MPact Development and Capital to leverage a combined 20 years of progressive finance and real estate experience. Outside of work, Mitch enjoys spending time with his wife of 10 years and two boys. Mitch was involved in structuring the Joint Venture between Sixty-West and Palladium for the Grid at Mesa. Mitch has underwritten and structured the capital stack, in addition to working with Palladium in a Development Manager capacity. Mitch has been working with the design team on design development and the contractors on design and construction management, while also processing pay requests and keeping financial records. Mitch began his financial career in New York City in 1999 working in the financial services industry. Dan Rahill He works closely with clients on structuring mergers and acquisitions, as well as financial modeling and budgeting. Dan advises investors and wealthy families on tax minimization, wealth preservation, and family office strategies. His corporate clients have crossed various sectors, including consumer and industrial products, energy, and real estate. Dan has a J.D. and LL.M. (Taxation) from DePaul University College of Law, and his B.B.A. in Accounting from the University of Notre Dame (2008 Accounting Alumni of the Year). He is licensed to practice before the US Tax Court. A financial advisor for more than 40 years, Dan has significant experience advising high net worth individuals, family offices, and privately held businesses on their tax, estate, investment, philanthropic, risk and capital needs. TEAM INTRODUCTION AND EXPERIENCE / SOLARIS HARBORVIEW DEVELOPMENT TEAM Ed Schrank He has directed the management, development, marketing, estimating and operations – with full profit and loss responsibilities – for four companies. Each has had a reputation for high quality, complex projects built to intense schedules. Ed is a Licensed Real Estate Broker, Certified General Contractor and LEED Accredited Professional. Ed Schrank has extensive experience in all phases of hotel, convention, timeshare, restaurant, office and retail construction and development. Harry Schwartz He has extensive expertise in working with clients in the hospitality, timeshare and vacation marketing industry, as well as real estate and professional service businesses. He also assists clients with their retirement planning and investments. Harry earned his Bachelor of Business Administration degree in public accounting at Pace University. He is a member of both the American Institute of Certified Public Accountants and the Florida Institute of Certified Public Accountants. Harry is a board member of the Osceola County Chamber of Commerce and on the advisory committee at City of Life Church. He enjoys travel, golf and spending time with his family. Harry has over forty years of diversified public accounting, business management, and consulting experience. 29TEAM INTRODUCTION AND EXPERIENCE / SOLARIS The proposed Kimpton Hotel & Residences is located at the West End of Greenville, South Carolina. Size 170 Keys Total Cost $59,413,987 Equity $18,790,406 KimptonHotel & Residences Greenville, SC The Project will contain an urban 134-key, Kimpton Hotel, 25 luxury, Kimpton branded residences, multiple food and beverage outlets in including fine dining, a brewery tasting room, casual dining with rooftop amenity deck, pool and bar, as well as street-level retail, and structured parking. The project is located at the northeast corner of Markley Street and Rhett Street in the Historic West End neighborhood of Greenville, South Carolina. Located within the only Opportunity Zone in Greenville and approximately one-half mile from the $1 Billion redevelopment of County Square. This Kimpton project will bring new hospitality and luxury residential that has had minimal development in over 15 years, filling a shortage in supply that is greatly needed to support its tremendous growth. HARBORVIEW DEVELOPMENT TEAM This project is intended to be a 120 unit ALF center with 4 Stories. The operator will be Innovation Senior Living (Pilar Carvajal). Size 256 Keys 82 Residences Total Cost $283,000,000 Construction Loan $216,076,756 Ritz-Carlton Hotel & Residences Atlanta, GA The Project will be comprised of a 256-key Ritz- Carlton Hotel below 82 Ritz-Carlton branded for- sale residences, located along Peachtree Road in the epicenter of Buckhead’s luxury retail and Class A office markets. The Property sits directly adjacent to the existing 3630 Peachtree Tower (delivered in 2009) that features 436,000 SF of Class A office space and 127 Ritz-Carlton branded for-sale residences. 3630 Peachtree was originally developed in a joint venture between Duke Realty, Pope & Land, and Post Properties. The partnership contemplated a second phase, thus, the Project will benefit from in-place infrastructure and an existing, overbuilt parking deck that will create significant cost and timing savings for the Sponsor. 30 The most celebrated name in sports has created a one of a kind lifestyle hotel, resort & entertainment experience. Size 450 Keys Total Cost $223,425,633 Sports Illustrated Resorts Orlando, FL The resort will include a Sports Illustrated Arena, Beach Club with private beach, water sports activities, rock climbing wall, batting cages, golf simulator, water ropes course, and Surf Rider Kids Club TEAM INTRODUCTION AND EXPERIENCE / SOLARIS HARBORVIEW DEVELOPMENT TEAM This project is intended to be a 120 unit ALF center with 4 Stories. The operator will be Innovation Senior Living (Pilar Carvajal). Size 120 Units Total Cost $24,000,000 Clearwater Gardens ALFUrban Mixed Use 1105 Druid Road East, / Martin Luther King Ave, Clearwater, Pinellas County, FL The operator will be Innovation Senior Living (Pilar Carvajal). The market occupancy for ALF’s per the market study completed April 12, 2018 was 96%. The property is strategically located 1.1 Miles from Morton Plant Hospital of Clearwater, 1.1 Miles from the court house and 2.9 Miles from the famous pristine Clearwater Beaches. Directly across the street is the Clearwater Housing Authority’s Barbee Towers. It is a 12 Story affordable independent living facility with 150 one-bedroom apartments of subsidized housing for seniors 50 years of age and older. This twelve story high rise stands amid massive oak trees 31 Killian Construction Co. is a recognized Engineering News Record (ENR) Top 400 firm, committed to building quality projects while sustaining lifelong partnerships. Killian has been building structures such as hospitals, hotels, education, residences, entertainment, and sports venues since 1948. Our construction results from experienced, trained and credentialed practitioners and experts in many career fields, trades, and communities of practice. Killian’s Code of Ethics governs our own business activities and allows us to continually exceed expectations. Our Code includes obeying the law, safety throughout, demonstrating great integrity, avoiding conflicts of interests, business partner confidentiality, meeting or exceeding technical code standards, simultaneously upholding various career fields, technical competence standards, and security. HARBORVIEW DEVELOPMENT TEAM TEAM INTRODUCTION AND EXPERIENCE / KILLIAN Tony Smith Chief Executive Officer Killian Construction Tony earned a bachelor’s degree in business administration and certification in construction management. Before entering the construction industry, Tony worked in civil engineering as a surveyor, drafter and water resource designer. In Tony’s role as CEO, he leads Killian on all company operations, project selection and business decisions. He spends his free time with his family and loves to enjoy a nice day by boating or fishing at the lake. Tony joined Killian Construction in November 2017 with 20 years in the construction industry. Duane Prewitt Senior Vice President of Pre-Construction Services Killian Construction Duane has spent over 40 years in the construction industry, working at Killian for 38 of those years. He oversees all pre-construction and estimating services, interacting with clients, designers and team members daily. Duane enjoys being involved with projects from their infancy and bringing new ideas to the table. An individual of many talents, Duane also pursues woodworking, furniture building and photography. You can also find him riding ATVs and motorcycles. Duane has an excellent working relationship with owners and developers, architects and subcontractors from all over the country. Jeff Julich Senior Estimator Killian Construction As an estimator for The Killian Group, he primarily works closely with the SVP of Preconstruction Services in preparing bid packages, conceptual estimates, and analysis of subcontractor proposals, for all areas of large complex projects. Jeff works exceptionally well with owners, architects, and engineers, as well as subcontractors to provide data regarding feasibility for the different projects. Jeff joined Killian Construction in 2010 with over 20 years of experience in the construction industry. 32 Randy Done Quality Control Manager Killian Construction He works closely with teams to review design documents, communicate requirements and monitor work conditions. Randy earned a bachelor’s degree in civil engineering and completed the Construction Quality Management for Contractors training from the U.S. Army Corps of Engineers. He spends time with his family and grandchildren, traveling or completing small projects around the house. Randy’s expertise brings projects to fruition. At Killian Construction, he maintains and documents the quality control system. HARBORVIEW DEVELOPMENT TEAM Bob Stockdale Director of Architecture Killian Construction After graduating with his Bachelor of Environmental Design and Bachelor of Architecture, Bob mentored directly under Mr. Gyo Obata, the founding design partner for HOK in St. Louis. He has also held senior design positions with retail giants The Limited Corporation and Bass Pro Shops. At Killian, Bob is responsible for architectural design, site feasibility and planning, 3D modeling, illustrations and value engineering. Additionally, Bob is a published author and is currently working on his second novel. As an Architect with over 40 years of experience, Bob has held leadership responsibility on projects in the corporate, hospitality, sports, religious, civic, medical and retail sectors. TEAM INTRODUCTION AND EXPERIENCE / KILLIAN Mike Cummings Senior Project Superintendent Killian Construction As senior project superintendent, mike is responsible for assigning and scheduling subcontractors, ordering appropriate materials for the jobsite and ensuring correct payment of invoices with the project manager. He also assists with establishing survey control points, elevation working heights and making sure all lay-out is according to plans. Mike also assists the quality manager to ensure that the quality of work is in conformance with the contract documents. The senior project superintendent also documents any delays, observers weather conditions, and coordinates all jobsite personnel to maintain the schedule. Mike joined Killian Construction in 2000 with 28 years construction experience. Layton Jones Safety Manager Killian Construction Layton is a task-oriented safety professional that enjoys helping people understand the value of safety in the workplace and at home. He leads by example and in doing so earns the trust of his employees and jobsites he oversees. Layton values education and believes that employees respond best to training with the right guidance and persistence. Safety should be part of a company culture and begins with ownership and moves down the chain of command, with each employee making a difference when it comes to a safe company environment Jeff joined Killian Construction in 2010 with over 20 years of experience in the construction industry. 33 HARBORVIEW DEVELOPMENT TEAM TEAM INTRODUCTION AND EXPERIENCE / KILLIAN This hotel features 293 guest rooms and suites in a 12-story glass tower with an overall height of 160 feet and a total of 239,000 square feet. Size 293 Keys 239,000 sf Completed 2007 Hilton Branson Convention Center & Hotel Branson, MO The hotel lobby is approximately 6,000 square feet. On the second floor, there are three board rooms, a full-service restaurant and bar, and two meeting rooms. Other amenities include an indoor and outdoor pool, a fitness center, a business center and golf. There is a total of 3,462 square feet of meeting space and five meeting rooms within the hotel. The guest rooms are a mixture of 170 Queen units, 83 King units, 33 Condotelson floors 9, 10 and 11 and the 12thfloor has privately owned Condotelsand Suites all managed by Hilton. The second floor holds three board rooms, an overlook to the lobby below with curved glass railings, a full service restaurant and bar, and two meeting rooms. The second floor concourse area has massive 15 inch diameter timbers (or V braces) supporting the timber-framed roof above, and an all glass enclosure from the entire east side of the hotel and the convention enter. Contemporary and inviting, The Westin at the Domain hotel is ideally situated in the heart of the 57 acre pedestrian-friendly Domain Retail district - making it a short walk to over one million square feet of retail, dining and entertainment venues.. Size 341 Keys 228,000 sf Completed 2010 The Westin at Domain Austin, TX This 228,000 SF, full service hotel includes a fine dining restaurant with a display cooking line, a lounge, meeting rooms, large ballrooms, a state-of- the-art fitness center, in-room massage and much more. The 8-story hotel has 341 stylish guest rooms, including two WestinWORKOUT® Rooms, seven Executive Suites and a Presidential Suite. The exterior finish of this post-tension concrete structure consists of a native limestone veneer at the ground floor and has a stucco finish above. 34 HARBORVIEW DEVELOPMENT TEAM TEAM INTRODUCTION AND EXPERIENCE / KILLIAN The Renaissance Hotel is just a short stroll from specialty shops and fine dining in the Westgate City Center, the Jobing.com Arena and University of Phoenix Stadium. Size 320 Keys 300,000 sf Completed 2007 Renaissance GlendaleHotel & Spa Glendale, AZ This four star 12 story hotel, has 320 quest rooms of which there are 33 suites, consists of more than 300,000 square feet. Constructed of post-tension concrete with stone and EIFS exterior. The design features rich colors, inspired by desert sunsets, with a splash of contemporary accents and furnishings. The hotel’s restaurant, Soleil, offers contemporary American cuisine for breakfast, lunch and dinner. Ray’s lounge and outdoor patio make it easy to unwind with signature cocktails and light fare. Caffeina’s Marketplace Café serves Starbucks® coffee and internet access HCW Development Company and the city of Branson have worked together to develop one of the nation’s most attractive and dynamic mixed-use projects in America’s heartland. Size 450,000 sf Completed 2007 Branson LandingMixed-Use Development Branson, MO Situated between US Route 65 and Lake Taneycomo in the city of Branson, this master planned project will offer the only lifestyle retail, restaurant and waterfront entertainment district in the region. A two and one half acre town square at the culminating point of the city of Branson’s celebrated Main Street will serve as the complex’s entertainment headquarters with 2 fountains created by Wet Design, the foremost designers of some famous fountains in Las Vegas, will showcase a nightly music, light, fire and water show of spectacular proportions in a 1,500 seat amphitheater. Additionally, a 100 room Hilton boutique hotel, 140 waterfront luxury condos and penthouses are all located at the town square. The Landing is separated into six districts which are Station, Wharf, Downtown, Uptown, Neighborhood, and Country. Within these districts are 12 stand alone buildings with over 100 retail stores, 10 restaurants, a hotel, luxury condos a four level parking garage, a mile of lake front boardwalk, a brick paved promenade, a new city street, and over 1,000,000 square feet of parking lots. 35 The Broadway Double Tree Hotel was awarded the Development of the Year from Hilton Worldwide for its boutique style. Size 114 Keys 92,647 sf Completed 2014 The BroadwayDouble Tree Hotel Columbia, MO The hotel features 92,647 square foot in 8-stories with a total of 114-rooms. From the point of entrance there is a modern and lustrous lobby with a fireplace and sitting area. In the guest rooms, there are several different styles all with a fine-lined modern décor. For a more private living area there are king suites with kitchenettes, outdoor balconies, separated living and bedroom areas. Some suites even have whirlpool tubs. Also featuring the 11Eleven restaurant and The Roof, an indoor-outdoor bar on the hotel’s top floor. There is 3,260 square feet of meeting space with two operable panel partitions making three smaller meeting rooms. HARBORVIEW DEVELOPMENT TEAM TEAM INTRODUCTION AND EXPERIENCE / KILLIAN The Hilton Garden Inn Springfield is adjacent to the Springfield Nature Center, which offers outdoor education or the opportunity to experience the wonders of the Ozarks by hiking the Center’s public trails. Size 125 Keys 80,000 sf Completed 2011 Hilton Garden Inn Springfield, MO The hotel’s stylish design offers the latest in technology and ergonomic comfort creating the perfect environment for business and effortless relaxation. Warm tones and elegant features have been artfully designed with a trendy edge. This 80,000 SF, 5 story hotel with 125 guest rooms and suites was the first “Green” hotel in the Hilton chain. There are solar panels on the roof for supplemental electricity, the public areas utilize geothermal heating and cooling and solar ban glass was used throughout the building. 36 HARBORVIEW DEVELOPMENT TEAM TEAM INTRODUCTION AND EXPERIENCE / GIONIS, LILLY & ROMERO A core belief at Gionis, Lilly & Romero, PLLC, is that while we benefit from the great business atmosphere and growth of our communities, we at that same time are stewards of those communities and owe a fundamental responsibility to be a productive part and a responsible force in helping to make our communities stronger. Our focus in this regard is to support local arts, local charities, and other like-minded businesses that see themselves as small parts of a greater whole. In this regard, we encourage others to join in our efforts to be responsible citizens to make our places of business and these great communities just a little bit better. And the more we can encourage others, the greater our ultimate impact can be. The firm will serve as Legal Advisors for the development of the music-themed hotel situated on the former site of the Harborview Center. Paul A. Gionis Partner Gionis, Lilly & Romero, PLLC Born to Greek immigrant parents who settled on Clearwater Beach in the 70’s, Paul grew up a “beach kid” fishing the shores of Clearwater Beach and helping his parents at their various beach businesses; Fritz’s Market and the Waterfront Restaurant (now Clear Skyz Cafe) for those of you who were around in the old days. In later years, Paul went on to attend Clearwater Central Catholic High School, the University of Florida and the University of Florida Levin College of Law where he received his law degree. Upon graduating, Paul moved back to Clearwater to take a position with the Tampa satellite office of Jones, Verras & Freiberg, a New Orleans based mass torts law firm. Paul later began working for the State Attorney’s Office of the Sixth Judicial Circuit, so that he could gain trial experience. Paul left the State Attorney’s Office to engage in civil practice, and ultimately opened his own firm in 2011. He currently specializes in trial and litigation practice, serious injury cases, eminent domain cases, real estate transactions and probate litigation. There are not many people more familiar with Clearwater, Florida than Paul A. Gionis. Scott R. Lilly Partner Gionis, Lilly & Romero, PLLC He handles serious injury cases, eminent domain cases, probate litigation matters, complex commercial real estate transactions, complex commercial real estate litigation and health care litigation. Scott is a former shareholder of Florida based firms, GrayRobinson, PA, and Greenspoon Marder, PA., but is now enjoying the challenges and rewards of building the Gionis, Lilly & Romero brand. He has practiced in the Tampa Bay area for the last twenty years. He is very active in the Tampa Bay community, and has a passion for supporting and promoting local arts and local artists. He is an alumnus of Florida Southern College, graduating summa cum laude in 1993. A former rock vocalist, he enjoyed a taste of the classical edge, spending a year with the Cimarron Circuit Opera Company in Norman, Oklahoma between undergrad and law school. He returned home to Florida and graduated from the University of Florida College of Law, with honors, in 1997. He has served on the board of the Opera Tampa League, and regularly lends support to raise funds for local music scholarship. He continues to study classical voice and regularly performs abroad – having most recently (pre Covid-19) performed in Italy, Austria, and Hungary. He looks forward to returning to local and international stages in the near future. Scott leads Gionis, Lilly & Romero’s efforts to shine the spotlight on local charities and local arts, and actively organizes community concerts with local professional artists lending support to promote the efforts of local public outreach and charitable organizations. Scott R. Lilly is a trial lawyer with over twenty years of experience in the Florida and federal courts. 37 HARBORVIEW DEVELOPMENT TEAM TEAM INTRODUCTION AND EXPERIENCE / GIONIS, LILLY & ROMERO Mario Romero Partner Gionis, Lilly & Romero, PLLC He was born in Artemisa, Cuba, in 1966. He was raised in Hialeah, Florida, and attended the University of Miami, where he graduated with a degree in electrical engineering in 1989. He then attended law school at Tulane University and graduated with honors in 1993. Upon graduation, Mario moved to the Central Florida area and has lived here since 1993. Initially, he worked at the State Attorney’s Office of the Ninth Judicial Circuit were he had an opportunity to try dozens of jury trial cases. Mario then worked for one a few defense law firms in Florida defending architects and engineers accused of design malpractice, and he represented multiple businesses, and insurance companies in a myriad of civil claims. In 2013, he joined a very large personal injury firm handling claims involving wrongful death, catastrophic personal injury, premises liability, automobile and trucking negligence. In January of 2021, Mario joined Gionis, Lilly & Romero, PLLC, where he currently focuses his practice on personal injury and premises liability litigation. Mario provides aggressive representation while maintaining compassion for his clients. In each case, Mario brings his experience litigating cases in both state and federal courts, as well as significant trial experience as a civil trial lawyer. Mario has been a member of the Florida Bar since 1993, and is admitted to the Southern, Middle and Northern federal district courts in Florida. He has been a Certified Mediator since 2000. Mario Romero is an AV rated member of the Florida Bar and a Certified Civil Mediator. Jason M. Thomassy Associate Attorney Gionis, Lilly & Romero, PLLC Jason currently focuses his law practice in the areas of personal injury litigation, commercial litigation, and real property litigation and transactional practice. A 2010 graduate of Florida State University, something Paul and Scott try hard not to hold against him, he majored in International Affairs with emphasis on business. While at Florida State University, he was a four-year member of the Men’s Club Soccer Team earning leadership roles as a captain and travel coordinator. He also held various leadership positions in the Epsilon Zeta Chapter of the Sigma Chi Fraternity. Following undergrad, he spent time working in the Florida State Legislature, particularly in Florida’s House of Representatives. During the 2010 election cycle, he served as acting Campaign Coordinator in one of the largest races in the Florida Senate. Jason’s legislative experience ultimately led him to law school at Nova Southeastern University Shepard Broad College of Law, where he earned his juris doctor degree. Elected Chairman of the Student Bar Association Elections Committee at Nova, he created and implemented campaign rules and further oversaw all school-wide elections. He earned a position on the Transaction Law Meet Team and was a Pro Bono Gold Member, the highest honor, having provided over 300 hours of pro bono work during law school. He further served as a Volunteer/ Fellow at the Legal Aid of Broward County, among other clerkships which included a two (2) year-long position with a large national real estate litigation firm and other political advocacy positions. Consistent with the deeply held community principles espoused by Gionis, Lilly & Romero, PLLC, Jason has continued to focus on community service as a young lawyer. He is active in the Hillsborough County Bar Association, the Military Veterans Advocacy Committee – otherwise known as MVAC – and seeks to serve with and cultivate resources providing affordable and pro bono legal services to military veterans. Jason has also held a leadership position with the Young Lawyers Division Events Committee of the Hillsborough County Bar Association, having been involved in organizing and overseeing various community outreach events. He has also been a member of the J. Clifford Cheatwood American Inn of Court, where he had the opportunity to be mentored by some of the best and most influential attorneys in the Tampa Bay Area and state. Jason has been admitted to practice law in Florida since September of 2015, and possesses litigation, administrative claims, and appeals experience within State and Federal Courts throughout Florida. He has successfully litigated against the largest law firms in the state and country and has been acknowledged for his legal writing and oral argument ability from many of the judges he has appeared before. Jason M. Thomassy is an associate attorney with Gionis, Lilly & Romero, PLLC. 38 HARBORVIEW CO-DEVELOPER AND OPERATOR Experiential Ventures (EXP) is a team of hospitality, food & beverage, branding, retail, design and real estate leaders who have worked with iconic brands like Disney, Sports Illustrated, Conde Nast, MGM Grand, American Express, Marriott, IHG, Samsonite, Reebok and more. EXP uses their expertise to create, expand or reposition brands, especially brands with high consumer appeal in certain verticals. EXP takes into consideration a holistic approach to brands, creating every aspect of a brand launch, from mission statement, brand look and feel, design, marketing, proprietary products and services, plus integration of technology to assist in the customer experience and operations of the brand company and affiliated businesses. The following are some of the highlights of the accomplishments EXP team members and affiliated companies have achieved with leading brands: MGM Grand Hotels • Key leader in the rebranding of the world’s largest hotel at the time, MGM Grand, including new building design, brand direction and stockholder and Wall Street presentation. • Created the first transactional website allowing for online reservations and meeting planner information, creating hundreds of millions of dollars in eventual revenue. Sports Illustrated • Leading the creation of hotels, resorts and attractions for the oldest and most respected sports media brand. • Currently working on close to $1B in projects in leading destinations. Samsonite/American Tourister • Developed Samsonite’s first transactional website and repositioned them on a global level from manufacturer only to direct to consumer brand. • Relaunched American Tourister brand, making it the #2 best selling luggage brand in the U.S. Universal Studios Theme Parks • Key players in the creation of elements of the Harry Potter experience. • Helped design the master plan for Universal Theme Parks in Asia. TEAM INTRODUCTION AND EXPERIENCE / EXPERIENTIAL VENTURES Bonnaroo • Lead the development of music event management technology for their large- scale music & sports events National Football League (NFL) • All-time leading rusher in the NFL Intercontinental Hotels Group (IHG) Director Global Design & Guest Experience for Intercontinental Hotel Group Disney, Marriott and Ritz Carlton • Expanded sales exponentially for hospitality division and launched new products with the brands Formula E • Key role in creating and launching the world’s first all electric racing circuit held in major cities across the globe California Travel and Tourism Commission • Created and launched a multi-year marketing program incorporating over 15 civic tourism board including Los Angeles, San Francisco and San Diego, in addition to corporate partners including over 300 Albertsons grocery stores, Southwest Airlines and 400 Longs Drugs Stores. Ford Motor Company • Created multi-year marketing, sales and loyalty program for customers and sales staff in over 4,000 Ford/Lincoln/Mercury dealerships across North America • Increased accessory sales by close to 10%. Emmitt Smith Brand • Leading the creation and development of an iconic restaurant and entertainment center on the Las Vegas strip. WIRED & Conde Nast • Leading the creation and expansion of hotel and coworking developments for WIRED magazine in partnership with one of the world’s largest media companies, Conde Nast. 39 Chris Schroeder CEO Experiential Ventures Over the last 30 years Chris Schroeder has also been an interactive media pioneer, visionary resort developer, brand creator and marketing leader for globally recognized brands. He brings an award- winning background in creating and implementing large scale marketing, branding and development projects for globally recognized organizations including American Express, California Tourism Commission, UMUSIC Hotels and MGM Resorts. He is a founding partner of the UMUSIC hotel and entertainment center concept that is a partnership with the world’s largest music company Universal Music Group. Schroeder previously served as Chief Marketing Officer for Veremonte, a multi-billion-dollar investment company out of London, where he worked to create the largest leisure development in Europe, bringing partnerships with Hard Rock Hotels and Cirque du Soleil. He also worked to incubate and launch Formula E, the first fully electric racing championship in the world, with such notable partners as Leonardo di Caprio, Michael Andretti, Alain Prost, and Virgin Racing. Races are held in iconic cities including Paris, London, and New York. As an interactive media pioneer, Schroeder founded the world’s leading internet development company for the hospitality industry at the time, with 90% of the world’s largest hotels as his client. Additionally, he led the development of the first online reservation system of its kind in the travel industry for MGM Resorts and Hilton/Park Place Entertainment. During this time Schroeder also played a lead role in creating and implementing the largest rebranding and redevelopment campaign in history for MGM Resorts, which included developing a multimedia roadshow to present to stockholders and Wall Street investors to secure funding to implement the massive project. Schroeder also served as President of the Interactive Division for Custom Marketing Group, the exclusive destination marketing group at the time for American Express, where he developed and managed digital media campaigns for over 20 leading Tourism Boards for destinations including State of California, State of Florida, Country of Mexico, and cities of Las Vegas, Cancun, Orlando, New York, and Chicago. Many of the programs Schroeder worked on were responsible for double digit tourism growth and hundreds of millions of dollars in consumer spend in-market. As CEO of Experiential Ventures, Schroeder is also leading the creation and expansion of other major projects with legacy brands including Sports Illustrated, Conde Nast, Authentic Brands Group and Emmitt Smith, as well as creating proprietary brands like The GARAGE. TEAM INTRODUCTION AND EXPERIENCE / EXPERIENTIAL VENTURES HARBORVIEW CO-DEVELOPER AND OPERATOR Mr. Schroeder has also been a leader in travel marketing, incentives, and loyalty, having created a patented rewards system and founding a leading incentive company that created proprietary products and long-term marketing campaigns for companies including Capital One, American Express, Bank of America, Samsonite, and Ford Motor Company. Many of his programs were ongoing and included massive cooperative marketing initiatives incorporating local tourism boards, corporate partners, attractions, media, airlines and hotels. Schroeder also created the first custom travel offers for the Today Show, the #1 morning show in America, in addition to Fox and Friends, CBS, and others. Additionally, Schroeder, in partnership with Steve Burks, created a proprietary travel rewards system that multiple companies used including the world’s largest online travel company, Priceline/Booking. com. During college, Schroeder founded one of the largest college travel and marketing companies in the country, with clients including Ocean Pacific, Miller Beer, Hawaiian Tropics and Ujena Swimwear. This led to him being hired directly out of college to serve as the National Marketing and Retail Director for the company owning Ujena Swimwear, Swimwear Illustrated and Runner’s World Magazines. Schroeder has been an invited speaker at large conferences globally for groups like American Express, Mexican Tourism Board, National Renewable Energy Laboratory, Caribbean Tourism Organization, Global Automotive Trends, American Resort Development Association (ARDA) and Intel Partnership Showcase. 40 Kent Purdy Managing Director & Chief Strategy Officer Experiential Ventures Kent’s entrepreneurial spirit motivated his business ventures across many platforms from hospitality, apparel, tech, and entertainment: where he managed all aspects of the business including raising and managing capital. Kent Purdy has served as the Vice President of Global Development for Dakia Destination Development for the past three years, being instrumental in helping to launch and expand the UMG Hotel brand, a partnership with Universal Music Group, to key cities throughout the U.S. Kent Purdy was the Former CSO of Feyline Presents and serves currently as a Chief Advisor /Board of Directors with the goal of continuing the legacy of Barry Fey. Fey was a legend among concert promoters and musicians. Prior to Feyline, Mr Purdy served as partner at Dataflow Enterprises, the leading music event management technology solution for managing large-scale music & sports events, touring artists, and venues. Customers included Bonnarroo (AC Entertainment), Coachella (AEG), Burning Man(Black Rock Productions), Phish, Dave Mathews , Venue Coalition, Live Nation , and more. Additionally, Purdy was instrumental in constructing and managing the merger with Vendini Ticketing Software. Kent Purdy also served as Senior Vice President All-Star Apparel where worked with the team who designed, manufactured, and secured Licenses with Major Brands. During his time there, Mr. Purdy was responsible for securing licenses with 140 college, plus brands in multiple verticals including Jack Daniels, Omni Peace, Schlitz Brands, King Kong Movie(Universal Studios), Military(,Army, Navy, Air Force, Marines), Ford, Chevrolet, Dodge, Everlast, and Minor League Baseball. Additionally, he managed accounts with top retailers: Walmart, JC Penney, Hat World & Lids, Target and several boutique and C chain stores. Kent organized and managed the company’s trade shows and exhibitions. Most notable Magic, Project, Pool, WWD Magic, Surf Expo, PPAI and others. Sales Manager at Teksystems-the largest private talent management firm in the world. During the tech expansion of the late 90’s, staffed the IT Departments for IBM, Disney, Universal, Warner Bros, Jet Propulsion Laboratories , CB Richard Ellis, Honda, Toyota and others. Kent has been working in the Hospitality and Restaurant Industry for over 25 years for companies including Steak N Ale, Copper Cellar Corporation, Connor Concepts & Peabody Hotel. HARBORVIEW CO-DEVELOPER AND OPERATOR TEAM INTRODUCTION AND EXPERIENCE / EXPERIENTIAL VENTURES Film producer & Music festival producer, producing feature films with actors Luke Wilson, Whoopi Goldberg, Charlie Sheen, Luis Guzman, Gina Gershon, Tom Berenger , Keith David ,Bruce Dern, Jeff Fahey, Venassa Hudgens, Ezra Miller, Drew Van Acker (Pretty Little Liars), Matilda Lutz (Rings) Claire Holt (Vampire Diaries)......are amongst a few of the actors he has worked with. Versed in finance, production, and distribution. Producing Music Festivals in an advisory role and focus on providing technology and ancillary services. Extensive career in finance, information technology and services, intellectual property rights, hotel and restaurant administration, apparel and branding, and real estate development. Metal International Member - METal is an exclusive gathering of and for dynamic entrepreneurs and change-makers in the media, entertainment and technology space. B.A. Sociology from University of Tennessee with a focus on Tourism, Food, and Lodging. Hotel & Restaurant Administration. 41 His passion for design, international travel and culture, won him major project commissions in Dubai where he later became one of the main strategic “design think tank” leaders for the various development groups of the Ruler of Dubai, Sheikh Mohammed bin Rashid Al Maktoum. The purpose of his team was to engage in the creation of new and innovative design ideas in line with the visions and iconic developments planned by the Ruler. Some of the projects included the original master planning of Business Bay, The Lagoons, the extension of Dubai Creek back to the Arabian Gulf, and Dubai Towers Dubai, which at its early concept stage won the 2008 MENA Awards for the best supertall building in the world. His project accomplishments are still widely featured today in the “Impossible City” documentary of the Discovery Channel.   Behr has given international lectures on sustainability and his firm is actively engaged in sustainable research. His firm was also awarded one of the 25 most creative international design practices in the Middle East and which led the firm being featured in the best seller book “Superlative Emirates”. and application of advanced renewable technologies for the development of solar cities in the USA and Western Hemisphere. In the last 2 decades, Behr has lectured at many worldwide conferences, and was a Master Class speaker at the 2005 Light India International conference in New Delhi, India. In March 2009, he also was one of the main speakers at an international convention in Mumbai ,and in his lecture titled “Bright Lights ; Big City - India’s Path to Environmental Sustainability“ he focused on the need for India to properly approach to urban design and master planning of future cities, townships and large scale developments through a careful consideration of the specific cultural, social and environmental traditions of the Indian Sub-continent, and not how many in The Western economies and other developed nations have done so at the expense of their environments and natural resources. In July 2010, he was selected as the I.S.L.E. 25th Silver Jubilee international keynote speaker on sustainability at both the Bangalore and New Delhi celebrations He speaks 6 languages and his hobbies are sketching, working out, travel, meditation and metaphysics. He is also a talented artist whose work has won freehand drawing competitions, and has been exhibited in museums and galleries. His design work and life experiences have also been documented in CNN Live & CNN Telemundo, news organizations, and in many other international multi-media publications. Behr Champagna SVP Architecture & Systems Experiential Ventures Known internationally as an award- winning, world-class architect, planner and innovator, Behr is the CEO of Quantum-AIP and has more than 30 years of experience in the areas of urban design, master planning, architectural design excellence and construction. HARBORVIEW CO-DEVELOPER AND OPERATOR TEAM INTRODUCTION AND EXPERIENCE / EXPERIENTIAL VENTURES Erica Phillips SVP Real Estate Experiential Ventures • Expert in off-market procurement and transactions • Highly successful at fund-raising, deal structure and capital markets Career real estate professional having collaborated on over 8,500 residential and commercial real estate transactions across the globe, totaling over $4.7B. Rick Lisa Chief Technology Consultant Experiential Ventures • Director of Business Development North American for INTEL responsible for IOT, M2M, and Smart Infrastructure business development activities across all selling motions of the company, • Simultaneously orchestrated Intel sales teams and ecosystems to opportunities across all vertical market and industry segments including Industrial, MAG, Healthcare, Retail, Gaming, Hospitality, Education, Transportation, and Smart FED/State/City. • Primary architect of Intel’s North American selling, marketing, and business development structure • Assisted and drove the delivery of in excess of $1.1B in total demand gen dollars (Intel Silicon value) for Intel in North America. Serves as a Chief Technology Officer as a partner in technology integration for Experiential Ventures. 42 Her vision and direction for new brand development, brand repositioning, design strategy, visual identity have helped to transform, grow and future proof some of the largest global brands in luxury, travel and hospitality. INTERCONTINENTAL HOTEL GROUP (IHG), Atlanta, Georgia (3/2008 to 12/2019) • Advanced through roles with increasing scope and responsibility from Manager to Director, delivering best-in-class hospitality services across the globe. • Established the product vision and hired required resources to bring the design strategy to life. Developed briefs, selected agencies and teams, working across global teams with unique market needs and conditions. • Tasked with brand curation and partnerships. Developed new collaborations with luxury retail brands for hotel uniforms, signature hotel scent and amenities. • Collaborated closely with the Marketing and UX teams on marketing materials, website & app design and brand photography to set direction & ensure cohesiveness. • Evaluated sites for IHG branded hotels, establishing the scope of work and identifying the appropriate project budgets to execute on the brand vision. • Provided design guidance direction for new hotel openings and ongoing renovations in the global pipeline, working with franchise owners and internal stakeholders. Expertise in market intelligence and new consumer needs, balancing cultural trends, style with competitor intelligence for innovative solutions in branding and design. Key Projects & Achievements: • Regent Hotels: Established the vision for a new product experience and re- launch, encompassing architecture, interior design, guest experience, branding, logo, website and curated brand partnerships. The makeover and re-positioning of this storied brand was very well received during its launch at HICAP in Hong Kong and has continued to establish IHG’s goal of gaining credibility in the luxury space. • InterContinental Hotels and Resorts: Primary lead for a full branding and design makeover of this flagship brand. Developed innovative new programs for amenities, scent and uniforms. Worked with global teams to implement new direction in market. New openings in Lyon, Shanghai and Maldives that reflect new design and brand identity have opened to rave guest reviews. Sangeetha Ramkumar SVP Interior Design & Guest Experience Experiential Ventures Sangeetha is an experienced creative leader with a demonstrated history of innovation in the hospitality industry. HARBORVIEW CO-DEVELOPER AND OPERATOR TEAM INTRODUCTION AND EXPERIENCE / EXPERIENTIAL VENTURES DIRECTOR, GLOBAL DESIGN & INNOVATION Key Projects & Achievements: • Global design philosophy (all IHG brands): Primary visionary and project lead for this unprecedented and transformational project to create and deliver a global design and guest experience strategy. This project unified segmented channels and departments to create a globally consistent playbook for implementing branded experiences. Resulted in delivering an omni- channel guest experience in market - ensuring every touch point, both large and small, from brand identity, property design, amenities, service style and digital experience reflected the global brand intent and experience narrative. Engaged and influenced senior executives and team globally to adopt the new playbook and ways of working. • Crown Plaza Hotels and Resorts: Lead breakthrough room design concept (with patent) to recover struggling brand with high financial success based on consumer research and initial room rate numbers. This project required massive stakeholder management from internal teams to franchise owners. 43 Dynamic Executive with extensive consumer products experience and held P&L responsibility for companies ranging up to $350 million with over 1000 employees. Provided leadership to create a vision that leverages a company’s core strengths, brand potential and organization to unlock value and propel growth and stock value. Achieved meaningful value creation by establishing a vision of purpose that positions a company such that it exists in a “Category of One”. This playbook has delivered a strong value proposition at several companies and been inspirational in establishing a common goal for the organization.      COVERCRAFT INDUSTRIES, LLC - Pauls Valley, OK Position: President and CEO • Created the vision of establishing Covercraft Industries as a platform for expanding its business base of custom-fit protective covers categories and executed by acquiring 5 companies over a 4-year period. Along with the objective of owning the category leading brands strategy included expanding our production capabilities and broadening the distribution network. Designed a 5-year plan for Covercraft to more than double revenue base and triple EBITDA. Actual performance exceeded plan and all expectations tripling the revenue base and quadrupling EBITDA performance in 4½ years. Provided base for sustainable, long term profitable growth with an emphasis on high quality market leading brands, custom-fit products, extensive pattern library and USA production. Delivered continual revenue growth in all channels over 4½ years while improving margin by 2%. • Expanded both profitability and revenue base of top 10 accounts growing revenue by 50%. • Delivered explosive growth of Covercraft Direct to Consumer business base evolving from 7% of total business in 2015 to 28% of our total business in 2019. • Developed aggressive yet controlled Amazon growth strategy expanding business base by 7x. • Expanded Carhartt licensed product offerings and distribution growing business by 5x. • Executed new licensing agreements with Tommy Bahama & Eddie Bauer adding new excitement and consumer interest for our custom-fit car cover & seat cover categories. PENDLETON WOOLEN MILLS – Portland, OR Position: CEO • Operating as CEO and the first non-family Board member, joined Pendleton to continue the efforts of effecting a turnaround bringing the business back to profitability. Job 1 was to re-energize the Brand to attract a younger and broader customer base. Over the two-year period delivered a compounded 8% increase in sales and a 10% increase in GM dollars. Placed focus Mark Korros SVP F&B and Retail Experiential Ventures Highly successful CEO who has consistently delivered rapid growth driving measurable, sustainable multimillion-dollar returns across multiple industries and product categories within PE and Privately Owned companies. HARBORVIEW CO-DEVELOPER AND OPERATOR TEAM INTRODUCTION AND EXPERIENCE / EXPERIENTIAL VENTURES • on speed to market reducing 18-month planning cycle in conjunction with company’s mills. Made strong erodes in expanding the Pendleton brand relevance in the marketplace growing Menswear by 15% and Home 24%. Efforts continued to make Pendleton Women’s more relevant for today’s consumer.    FILSON – Seattle, WA Position: President and CEO • Responsible for the overall performance of the company along with the strategic vision for building Filson’s “brand presence” and “share of closet “. In 2011 delivering a 27% increase in revenues and doubled EBITDA performance over prior year. 2012 sales growth was tracking 25% ahead of prior year.   FRANKLINCOVEY - Salt Lake City, UT Position: President and General Manager, Consumer Business Unit • Reporting to the CEO was accountable for the $197 million Consumer Products Division with 1,200 employees. Focused Company on strategically repositioning brand and growing demand for paper planning tools. Direct reports included; CFO, VP Retail, VP E-Commerce and Catalog, VP Wholesale/Government Products, VP Paper/Specialty, VP Technology/Binders, VP of Marketing, VP Graphic Design/ Public Relations, VP Human Resources. Responsible for Franklin Covey’s printing facility manufacturing 5 million units annually. • Developed an aggressive plan to return business unit to profitability after losing $6.7 million. Reduced operating costs from $108.7 to $76.3 million executed from 2002 through 2004 with gross margin improvements, provided a near breakeven performance in 2003. • Created progressive product and marketing strategies to reposition consumer division as the destination for “Tools for the Mobile Professional.” Established consumer focused initiatives included Microsoft, AT&T, HP, EarthLink and MasterCard increased traffic and provided $800,000 in co-op marketing funds.   SAMSONITE CORPORATION - Denver, CO and Warren, RI Position: President, Samsonite Company Stores Position: President, Samsonite USA and Canada • Responsible for $356 million of combined wholesale distribution & retail store sales in USA & Canada. Responsible for product design, development, sourcing, marketing, sales forecasting, sales organization, Customer Service (14 reps servicing 10,000 doors) and Retail Distribution Center. Wholesale distribution included department, specialty & chain stores, mass merchants, warehouse clubs, drugstores, hotels, Internet retail & airline personnel. Samsonite Company Stores became USA’s largest independent luggage/travel retail chain with 200 stores. • Created the vision and strategy to evolve Samsonite from a luggage brand ($8.5 B luggage industry) to a travel brand (multi-trillion- dollar industry). Developed several strategic partnerships enhancing Samsonite brand as a global travel Company. • Increased USA wholesale business (3,500 accounts) by 18.3% and Canada (600 accounts) by 15.0%. Developed new product distribution through office superstores, electronic stores, television shopping networks, internet retail and Avon. • Drove retail chain sales growth from 94 to 200 stores. • Established new formats including Samsonite Travel Expo, launched “Samsonite.com” with Chris Schroeder. • Developed and launched 5 major product lines placing Samsonite’s emphasis on “innovative technologies”. Positioned American Tourister as “best value” in marketplace, re-launching brand in all distribution channels of establishing it as the Number 2 Brand in USA. Created national advertising campaign filmed at Universal Studios generating $18 million in sales. • 44 Northside Engineering Inc. turns clients’ wishes into reality with our innovative designs. We area a multi-disciplined Civil Engineering and Land Planning firm specializing in Site Design of new and existing commercial properties. We take projects from design through construction administration meeting necessary schedules and budget. With a wide array of services our staff of certified design professionals have designed projects in over eight states and have established respected working relationships with all local Counties, Cities, and State Governmental Agencies. TEAM INTRODUCTION AND EXPERIENCE / NORTHSIDE ENGINEERING, INC. HARBORVIEW DEVELOPMENT TEAM Housh Ghovaee President & CEO Northside Engineering EDUCATION AND BACKGROUND • Norwich University, Vermont 1979 (Electrical Engineering) • Bachelor of Science in Engineering, University of South Florida, 1981 • Saint Petersburg College 1998 (Business Administration) • Pinellas County resident for 43 years • Madeira Beach resident for 18 years COMMUNITY INVOLVEMENT • USF St. Pete, College of Business, Board of Directors, Since 2013 • St. Petersburg College, Leeper-Rattner Museum Board, Since 2013 • Juvenile Welfare Board, Mid-County Community Council Member, Board of Directors, 2007 • Pinellas Park/Gateway Chamber of Commerce Member, Board of Directors, 1994 to Present; Chairman of the Board, 2001, 2008, 2009 • Palm Harbor Museum, Board Member • Pinellas Pace Center for Girls, Inc. Board of Directors, 2003 to 2013, Chairman of the Board, 2010 to 2012 • President and CEO, Northside Engineering, Inc. • Principal in Charge for 33 Years • Civil Engineering and Land Planning Firm PREVIOUS • Florida Holocaust Museum Member Board of Directors, 2010 to 2016 • Palm Harbor Montessori Academy Member, Board of Directors, 1998 to 2013 • Suncoast Health Council Member, Board of Directors, 2011 to 2013 • SWFWMD Pinellas-Anclote River Basin Board Member, Board of Directors, 2010 to 2011 • Suncoast Equestrian Association, Inc., 2009-2010 • Greater Largo Library Foundation Board of Directors, 2007-2010 • Tampa Bay Regional Planning Council, Member Gubernatorial Appointment, 2003-2009 Pinellas • County’s Pinellas by Design Steering Committee Member, 2003-2005 • Pinellas County U.S. 19 Task Force Member, 2000-2001 45 Donald B. Fairbairn Senior Engineer Northside Engineering EDUCATION AND BACKGROUND • University of Massachusetts - Lowell • Pinellas County resident for 32 years • City of Seminole resident for 32 years LICENSE • Florida Professional Engineer • Real Estate Sales Associate EXPERIENCE • 49 Years of Professional Experience, the last 32 years have been in Florida. • Experience has been in roadway, site, utility permitting and eminent domain, Roadways include SR580, 4th Street and Gandy, US 19 in Crystal River and Metro Parkway in Fort Myers, Bridge in Treasure Island, Ringling Causeway, Isle of Capri. • Eminent Domain and Expert Witness projects include US 19 and Drew Street, I-75 in Fort Myers, I-10 Tallahassee, and I-75 Route 56 in Pasco. • Municipal and Site Development of Residential and Commercial projects have ranged from • Senior Engineer for Northside Engineering, Inc. • Civil Engineering and Land Planning Firm Massachusetts, Connecticut, Saudi Arabia and the past 24 years in Florida. Professional Organizations • Florida Engineering Society • Current Organizational Involvement • Seminole Lake Rotary Current Organizational Involvement • Seminole Lake Rotary Previous Professional Organization Involvement • Youth Services • ASCE Future Cities Competition (7th and 8th Grade) • Judged Competition for ASCE • Mentored Team at Morgan Fitzgerald Middle School • Volunteered at Bauder Elementary Schools – Chest Club TEAM INTRODUCTION AND EXPERIENCE / NORTHSIDE ENGINEERING, INC. HARBORVIEW DEVELOPMENT TEAM Daniel E. Shockey Engineer, Project Manager Northside Engineering EDUCATION AND BACKGROUND • United States Coast Guard Academy (Civil Engineering) • Pinellas County resident for 25 years • City of Seminole resident for 25 years LICENSE • Florida Professional Engineer EXPERIENCE • 9 Years of Engineering Experience, the last 7 of which have been in Florida. • Experience has been in roadway, site, drainage, and utilities. Roadways include SR574 in Hillsborough, SR61 • in Leon, and US 19 in Pinellas. Experience includes Federal Facilities Engineering in New Jersey, with • Municipal and Site Development of Residential and Commercial projects in Florida. Massachusetts, Connecticut, Saudi Arabia and the past 24 years in Florida. • Engineer and Project Manager for Northside Engineering, Inc. • Civil Engineering and Land Planning Firm Professional Organizations • Society of American Military Engineers Current Community Organizational Involvement • American Legion Previous Community Organization Involvement • Big Brothers / Big Sisters • Habitat for Humanity 46TEAM INTRODUCTION AND EXPERIENCE / NORTHSIDE ENGINEERING, INC. HARBORVIEW DEVELOPMENT TEAM Size 250 Luxury Resort Units 18 Condominium Units Completed 2010 Total Project Cost $77,000,000 Aqualea Residences at Hyatt Regency Hotel Clearwater Beach, FL Size 259-room dual-hotel property Completed 2017 Total Project Cost $71,000,000 Residence Inn / Springhill Suites Hotel Size 157 Units 10,000 sq. ft. of retail space Completed 2008 Total Project Cost $100,000,000 Waters EdgeLuxury Condominiums Clearwater, FL 47TEAM INTRODUCTION AND EXPERIENCE / HOSTMARK HARBORVIEW HOTEL MANAGEMENT Hostmark Hospitality group is one of the largest third- party management companies in the United States. Founded in 1965, Hostmark manages full- service, select- service, resorts and independent properties worldwide. For decades, their Chairman C. A. “Bud” Cataldo and his brother, Vice Chairman Robert Cataldo, nourished & guided the organization with leadership based on integrity, family & partnership. Today, his son Jerome Cataldo leads the company as President & CEO with a new vision for the future. In early 2020, Hostmark continued its strong growth through the acquisition of RAR Hospitality, a San Diego-based hospitality management group. The newly combined company now owns and operates both limited service and full- service properties across the United States, with a portfolio spanning nearly 5,000 rooms across 32 properties. As a preferred, award-winning hotel management company for Marriott, Hilton, Starwood ,IHG and Choice, Hostmark Hospitality Group consistently delivers superior results to clients and investors. Historical Overview: • 400+ hotels & resorts managed • 125+ independent hotels & resorts • 200+ restaurants, lounges & outlets • 68,000+ guestrooms • 5 countries, 40 states • 9 spas • 7 marinas • 8 golf courses • 2 airports • 5 conference centers Current Hotels & Venues by the Numbers • Properties (36) - 25 Management & Construction - 7 Development - 4 Restaurant/Venue • Guestrooms (4,564) - 3,792 Management & Construction - 862 Development SEE APPENDIX FOR ADDITIONAL INFORMATION Jerome F. Cataldo President & CEO Hostmark Hospitality He also directs relationships with real estate brokers, hotel owners, financial and institutional fund managers and hotel franchise companies. As the CEO, Mr. Cataldo is tasked with furthering the company mission, vision, and strategy. Mr. Cataldo began his career in hospitality as a teenager working in Chicago area hotels in various positions from desk clerk to maintenance staff to the accounting and financial department. He joined Hostmark Hospitality Group in 1983 to lead the company’s information systems division. As President, Mr. Cataldo is responsible for strategy and operations management including identifying acquisition, development and management contract opportunities for the company and its investment partners as well as directing the expansion of strategic business relationships with institutional owners and investment funds. Tom Prins Partner Hostmark Hospitality Previously Principal in TQP Capital Partners, LLC which owns and develops hotels in various sectors of hospitality real estate TQP Capital is a partner in the Ritz Carlton Hotel White Plains and developing Burlington Cambria Hotels and Hyatt House in Norfolk, VA. Co-founder, Gemstone Hotel & Resorts Principal and Chief Executive Officer, Hospitality Investment Counselors Partner, responsible for corporate growth. 48TEAM INTRODUCTION AND EXPERIENCE / HOSTMARK HARBORVIEW HOTEL MANAGEMENT Cameron Lamming Chief Development Officer, West Hostmark Hospitality As part of the Hostmark Executive Committee, Cameron helps guide the operational direction of the organization as whole and particularly of the San Diego office of Hostmark. Cameron is responsible for growing the Hostmark portfolio of managed assets in the Western Region of the US and facilitating acquisition opportunities for the company. William D. Gingrich II EVP & CFO Hostmark Hospitality Provided functional and business expertise and strategic perspective to identify profitable opportunities, anticipate challenges and create competitive breakthrough strategies for the company. Responsible for the management and oversight of accounting functions, financial functions, entity structure, tax compliance, risk management, property based financial systems, shared services, as well as additional lines of business. 49 HARBORVIEW HOTEL FLAG Harmony Hotels is a partnership of iconic and notable music, culinary and hospitality leaders who are owners and curators of the bespoke authentic Harmony experience. Harmony will capitalize on the connection of our music and culinary artists with hundreds of millions of people to promote, grow and sustain the Harmony brand. Harmony is up close, personal and affiliated with music and the people who make and live it. Harmony Hotels will provide an exclusive, luxury experience, curated specially for guests of distinction. • Fine Dining with hand crafted cocktails and chef inspired dishes using only the freshest regionally curated, vegetables, herbs, meats, spirits and beer. • Intimate live music venue featuring the best upcoming and notable artists. • Health and Wellness Center featuring ancient and modern practices • Music Recording Studios • Exclusive Boutique Retail Harmony Hotels and Resorts provide an exclusive resort experience curated for our guests by some of the most notable music artists in the industry Designed to provide an exclusive and intimate music encounter with notable and emerging artists, Harmony is the ultimate melding of music, fine cuisine, health and wellness in a luxurious pampering environment, all designed to bring our lives into perfect harmony. TEAM INTRODUCTION AND EXPERIENCE / HARMONY HOTELS SEE APPENDIX FOR ADDITIONAL INFORMATION 50 A sustainable solution to the inevitable challenges surrounding urban development requires a mixture of foresight, strategy, and innovation. Smart City Group’s mission is to expand strategic partnerships, efficiently utilize local resources, provide equitable opportunities, and institute inclusive sustainable initiatives that create a diverse environment for economic and community resilience. With our sustainable development framework, we’ve created a structure that harnesses the power of smart collaboration to channel the revitalization and renovation of underutilized real estate into innovative smart spaces that attract talent and industry alike. Smart & Sustainable City Collaboration Smart Collaboration refers to a consortium of local co-development partners, industry experts, advisors, and consultants, in real estate, business, technology, environment, health, and government. Each group specializes in the planning, integration, and implementation of secure, sustainable, smart city strategies and research-backed solutions. “From smart lighting, automation, redundant power and the seamless integration of technology & nature, smart collaboration is the nexus at which experienced leaders and field experts with the specific pedigree required to sustainably expand the community, enhance and protect the environment and provide equal access to job creation, job opportunities and a higher quality of urban life.” TEAM INTRODUCTION AND EXPERIENCE / SMART CITY GROUP CO-DEVELOPER & LOCAL ADVISORS Daniels Ikajevs Partner Smart City Group He brings over 20 years of international experience and relationships in managing and developing office buildings, residential buildings, and retail projects. Mr. Ikajevs completed his first Multi-Family residential project in his early 20’s in Clearwater, Florida, and has continued to build Luxury Mixed-Use projects. Since his purchase of the former Bank of America building in 2012, occupancy rose from 50% vacancy to 87% occupancy by (insert year). During this time Mr, Ikajevs has continued to gradually rehabilitate and collectively activate distressed properties across Clearwater. He is now the largest private property owner in the Clearwater Downtown Core, where he owns and oversees over 200,000 square feet of commercial space. However, Mr. Ikajevs has proven himself to be more than a commercial investor. As an active community member, he has contributed to the environmental development and protection of the area via donations to organizations including the Siera Club, supported the health and livelihood of merchants in the downtown area through the procurement of N95 masks and other PPE during the Covid pandemic, and led his business to join with residents in the Crest Lake Park clean up activity. Daniels Ikajevs is an esteemed entrepreneur, real estate investor, and philanthropist. Through ongoing assessments of conditions facing the Clearwater community, Mr. Ikajevs recognized and affirmed his belief in the potential of Clearwater as a social and economic space. He saw an opportunity to combine his enthusiasm for entrepreneurship, concern for the environment and need for innovation, through the creation of a hub to attract small businesses into Downtown Clearwarer. This foresight led to the co-founding of The Ring Workspaces, a microcosm for innovation, collaboration and empirical testing of new ventures. Since its launch in 2019, The Ring has attracted over 160 new businesses from Consulting, Retail and marketing to health, technology, real estate and other services. Daniels is highly passionate about the sustainable development of his community and is committed to supporting the growth of business and tech startups locally. He is currently leading a ground- breaking “Smart and Sustainable City Framework” in collaboration with innovators and educators from green energy sectors, healthcare, technology, telecommunications, and other industries, converting existing urban infrastructures into connected, resilient, sustainable, and economically thriving domestic ecosystems. As an internally motivated individual with a relentless desire for self-improvement, Mr. Ikajevs achieved two Master’s Degrees in Marketing and Business Management and is currently an Executive Board Member of the Clearwater Downtown Partnership, He has participated in the Dentons Smart Cities & Connected Communities Think Thank focussed on Innovative and equitable approaches to urban infrastructure and is dedicated to the vision of building a brand new, sustainable image for the city’s urban hub. 51 Janelle Branch Director of Innovation/Chief Operating Officer Smart City Group Currently, Ms. Branch is the Chief Operating Officer and Co-owner of The Ring Workspaces, an innovative and eco-friendly flex-office space, intentionally designed and supported by research data to optimize human health, performance, and productivity. Having acted as a Senior Project Manager during facility construction, she now oversees multiple aspects of the business, with a core focus on cross- functional integration, operations, agile design, marketing, growth strategies, and technological efficiencies. Passionate about inclusive innovation, sustainability, and new business success, Ms. Branch has led several ventures from early-stage development to eventual investor acquisition. She began her Project Management career at Keen Info. Tek, an IT consulting and services company, offering SaaS Solutions for Automotive, Manufacturing, Logistics, and Media companies. In her successive years, she joined Global Soft Technologies US, which provided on-demand Software integration and reporting services. As the Director of Business Development, she applied her understanding of organizational Janelle Branch is an accomplished International Senior Executive with over 11 years of experience in Project Management, Business Development, Sales, Branding, and Research Analytics. change management and product diversification to strategically accelerate corporate growth. Concurrently, Ms. Branch worked as the Senior Vice President of Marketing and Digital Strategy for HospitalityJobs.com, an online platform for quality vocational solutions, job training, and employment support services for both employers and employees in the Travel and Hospitality industry. Her vast multi-industry expertise has also led her to become the Director of Innovation for Smart City Group, a pioneering venture aimed at propelling economic development through responsible urban design and development. Ms. Branch holds a Bachelor’s degree in International Business with a minor in International Relations and Diplomacy. She is the first woman to Chair the Clearwater Downtown Partnership, she is a member of the Tampa Bay Business Journal Leadership Trust and sits on the City of Clearwater Brownfields Advisory Board. CO-DEVELOPER & LOCAL ADVISORS TEAM INTRODUCTION AND EXPERIENCE / SMART CITY GROUP Simee Adhikari Chief Sustainability Officer Smart City Group For the past two decades, Simee has dedicated her academic and professional career to studying and developing socially-conscious, economically- viable, and, environmentally-friendly technologies and solutions to move the world closer to net- zero emissions. With a varied multidisciplinary background, all her professional endeavors have furthered innovation in achieving sustainable development in the context of economic growth of smaller and mid-size enterprises. As a technology consultant for Rolls Royce, Simee interpreted client’s need into highly technical and innovative design solutions which contributed to 30% increased profit for the company. As a project supervisor at Data Systems and Solutions, she worked with the marketing department to implement IT solutions that made redundant paper reports obsolete and saved thousands of dollars in the process. As the principal, project manager of Four Seasons Townhomes, a green real estate development company that builds eco-friendly, energy-efficient homes in Florida, Simee supervised successful completion of dozens of townhomes Simee Adhikari, is a business professional, with over 21 years of experience, in the realm of sustainability and innovation. in Florida working with government agencies and city planning departments to ensure compliance with state and municipal regulations. As the Co- founder and Chief Sustainability Officer at the Ring Workspaces, Simee along with the executive team developed a detailed framework for healthy co- working space that optimize for human wellness, performance, and productivity. In the process she performed Environmental and Economic Assessment for the project to enact the “triple bottom line” framework. Her latest research proposes a framework by which small and mid-sized businesses may thrive with an increased focus on environmental social and governance (ESG) considerations. Simee obtained her master’s degree (as Dean’s List Academic Award recipient) in Sustainability from Harvard University where her two focus areas were Corporate Sustainability and Sustainable Cities and Communities. As part of her final thesis work, she developed and published a 101-page Sustainable Action Plan based on in-depth research of macroeconomic theory and small business principles in the context of a sustainable smart city. Simee currently holds an active Florida Real Estate Broker License. 52TEAM INTRODUCTION AND EXPERIENCE / SMART CITY GROUP LOCAL ADVISOR / CONSULTANT Edmon Rakipi Smart City Group In the US, his family successfully operated restaurants in the Midwest, and Florida. Edmon then joined Aldi Foods as a Manager Trainee before quickly being promoted to Store Manager, where he drove company expansion and corporate growth. With a hunger for growth and a demand for positive results, Edmon began a career with Tampa-based insurance company, Aegon. Here he gained expertise in holistic risk management and asset protection. He spent time as an Advisor at Westshore Financial Group in Tampa and at CORE Asset Management as Vice President. His focus on multi-generational wealth preservation and growth lead to his passion project of tax credits and incentives that lead to Edmon becoming an expert on the Tax Cut and Jobs Act of 2017. He quickly became a leader in the space which lead to his joining the Opp Zone Capital team. His finance and real estate expertise lead to a role as a Land Acquisition Manager for Meritage Homes Tampa. A native of Denmark, Edmon moved to the US after a successful exit of his family-owned hospitality enterprise. A graduate of the University of South Florida with a B.S. degree in Finance. Edmon currently attends Georgetown University where he is pursuing his Masters in Real Estate. 53TEAM INTRODUCTION AND EXPERIENCE / KENSTRUCTION DYNAMICS LOCAL ADVISORS In 1958, Deacon Bernard Lafayette Sr. pulled the building permit for the first block home on 40th Street and Louisiana Avenue in Tampa, Florida. This single story 5-room home, located at 4023 East Louisiana Avenue, became the foundation of our family. A family guided by faith and driven by honest quality work. A modest home of 845 square feet with an estimated price of $8,284 was built by Deacon Lafayette’s own hands with support of family, friends, and neighbors. Always willing to lend a hand Deacon Lafayette understood the importance of building lasting relationships. It is this tradition of quality craftsmanship and honest hard work that Kenstruction Dynamics, Inc will bring to building your vision. For every house is builded by some man; but he that built all things is God. Hebrews 3:4. “We are committed to using the latest technologies and a dependable team dedicated to owner satisfaction and building your vision. It has been and always will be our tradition.” - Bakari C. Kennedy, President Kenstruction Dynamics, Inc. is state licensed and committed to building residential and commercial projects with quality craftsmanship and total customer satisfaction. Through our education, professionalism, experience, and work ethic, Kenstruction Dynamics has earned the trust of clients as a quality builder of commercial and residential projects. Our team has decades of experience and is backed by expert subcontractors and suppliers. Our dedication starts with our own team members, who go above and beyond, and extends to our subcontractor and supplier partners, a highly qualified group who share our values of performance and quality. Kenstruction Dynamics was incorporated with the vision that a company can be profitable and uphold these four important client- focused values: We introduce sustainable building practices whenever possible. Our knowledge of materials and building technologies is extensive, and we enjoy helping clients find multiple avenues through which their Craft or Construction project can be sustainable. We provide high quality construction and craft fabrication services. The appreciation for sustainable design unites all Kenstruction Dynamics principles, and we strive to build the best designs and products in Florida. We respect the value and intent of our client’s designs. As client’s bring us their design dreams, it is our vision that we can be the best team to help preserve and execute this design. We provide exceptional quality customer service. Within Florida’s building and craft industry, we aim to ensure that our clients know that they will be treated with respect by our staff, that we will always make their project a priority, and that they have become a part of the Kenstruction Dynamics family. At Kenstruction Dynamics our employees believe that we must focus on the client’s needs and expectations as well as conduct business that is good for the community and good for the environment. The Kenstruction Dynamics Approach • Kenstruction Dynamics practices a team approach. Every project is handled by experienced team members appropriate for the phase and scope of the project. Those serving your project are intimately involved and aware of the overall goals and specific objectives. • We get to know our clients. We ask the right questions to accurately define their goals and objectives. By doing so, we help our clients achieve their goals. • Because we have earned expertise in many aspects of our field from contracting, construction management, and owner representation, we have a unique 360-degree perspective of project management. This knowledge allows us to view projects from our clients’ perspectives. By being proactive, we are able to avoid common mistakes and to meet budget, schedule and quality goals. • We pride ourselves on attending to our clients with exceptional service from preconstruction to closeout. Differentiators • 45 Years Commercial Construction Throughout Eastern United States • Energy And Wellness Experts • Certified Energy Manager (CEM) • LEED AP BD +C (Building Design And Construction) Capabilities • Sustainable Materials and Technologies • Energy Audits And Commissioning • Building Envelope And Facility / Maintenance Consulting • Health And Wellness Occupant Planning • Photovoltaics And Solar • Geothermal Heating And Cooling • Construction Recyling Licenses • Florida General Contractors (Cgc1530509) • Florida Building Contractors (Cbc1261564) 54TEAM INTRODUCTION AND EXPERIENCE / KENSTRUCTION DYNAMICS LOCAL ADVISORS Safety • EMR Rating: .94 Certifications • State Of Florida Mbe • Hillsborough County Sbe/Mbe • City Of Tampa Dbe/Sbe Financial Capacity • Sales Revenue For 2021 - $2,300,000 • Average Project Size – $300,000 • Bonding Capacity - $350,000 Single /$600,000 Aggregate Notable Clients - Scope of Work • Tampa Convention Center Energy Audit • Brandon Chamber Of Commerce Energy Audit • St. Petersburg High School Renovovation (Prime Creative Contractors) • The Ring Clearwater – Sustainability Consultant • Moffitt Cancer Center Clinical Services Building – USF Campus – Concrete Flatwork And Pedestrian Canopy – (Prime Creative Contractors) • Tampa International Airport – Skycenter Office Building - (Prime Jedunn) • Hillsborough County Schools – Tampa Heights Elementary School Renovation (Prime Jedunn) • USF Tampa / Sarasota – Boardroom Renovation, Lockerroom Renovation, Lobby Renovations – On Going Workforce – Trades You Hire & Are Signatory With • Mechanical, Electrical, Plumbing, And Roofing Contractors Travel Location- List Areas In Which Company Is Willing To Travel • FL (Hillsborough, Lee, Pasco, Polk, Pinellas, Orange Counties) Bakari C. Kennedy, C.E.M., LEED AP, CGC President & Owner Kenstruction Dynamics Kenstruction Dynamics is a commercial and residen- tial Florida licensed building contracting firm. He has 20 years of experience in engineering, construction, project management, and energy auditing. His focus has been the coordination and planning for construc- tion, and facilities management projects for a variety of market sectors including federal government, industrial/manufacturing and commercial businesses. Bakari is recognized for his services implementing MEP sustainable designs for Suncoast Credit Union and received the 2017 Sustany Sustainable Business Award, 2017 Tampa Bay Planning Council Future of the Region Award Certificate, 2017 USGBC Gulf Coast Chapter Continuing Green Business Commit- ment Award and 2010 GSA Region 3 Team of the Year Award for The Department of Interior – Cafete- ria Modernization – Certified LEED Platinum. Earning a Bachelor of Science in Mechanical Engi- neering from the University of Florida; Bakari is a Florida Certified General Contractor (CGC1530509), a Certified Energy Manager (CEM®), and is also a LEED® AP with a BD+C designation. Bakari is also the founder of Factory on Fifth Avenue LLC, an artist studio and event venue in Ybor City, a board member of the Sustany Foundation (Tampa), a board member of Hanks Hope Cancer Foundation (Tampa), and an advisory board member of the Tampa Bay Energy Efficiency Alliance. Kenstruction Dynamics, Inc (EIN-81-4326698) is a FDOT Certified DBE, State of Florida Minority Busi- ness Enterprise, and Hillsborough County Small Business Enterprise. Bakari C. Kennedy serves as President of Kenstruction Dynamics, Inc headquartered in Brandon, Florida. 55 LOCAL COLLABORATOR Clearwater Jazz Holiday music festival (CJH) brings a 40+ year tradition of diverse, world- class performances and significant, sustained cultural and economic impact. The festival spans four days and nights every October and is situated on downtown Clearwater’s beautiful waterfront, which unique setting attracts thousands of attendees and unites a community. The growth of the festival enables the Foundation to deliver a year- round, impactful cultural presence with innovative programs, special funding, creative learning experiences, exciting performance opportunities, and a diverse, vibrant social community. CJH is produced and organized by the Clearwater Jazz Holiday Foundation (Foundation), a 501(c)(3) not-for-profit organization and proud winner of the 2016 Clearwater Regional Chamber’s Judge’s Choice Nonprofit of the Year. The Foundation’s year- round events and activities celebrate and promote the art form of Jazz and include, in part, the CJH Presents Wanderlust Music Series, History of Jazz Outreach Program, My Journey with Jazz Program, Young Lions Jazz Master Sessions, Give them a Stage Program, and a variety of new virtual and online initiatives that complement the traditional programs. TEAM INTRODUCTION AND EXPERIENCE / CLEARWATER JAZZ HOLIDAY Steve Weinberger CEO Clearwater Jazz Holiday Foundation, Inc. He went on to receive his JD/MBA from Stetson University College of Law. Steve was a partner with the law firm Johnson, Pope from 1999-2015 with a varied, civil/business litigation practice. For as long as he practiced law with Johnson, Pope, Steve was extremely involved with the Clearwater Jazz Holiday Foundation Board of Directors where he wore many hats and served as a leader on its Executive Team. In March 2015, Steve left the practice of law and accepted the position of CEO of the Clearwater Jazz Holiday Foundation, where he is steering the Foun- dation’s music festival and annual slate of collateral events, programs and education initiatives to even greater heights. Steve attended the University of Florida where he received a Bachelor of Arts in English. 56TEAM INTRODUCTION AND EXPERIENCE / CARRAS COMMUNITY INVESTMENT LOCAL ADVISORS Carras Community Investment, Inc. is a locally based community and economic development consulting firm (Fort Lauderdale) with over twenty-five years of experience. We have provided community development and planning advisory services to many jurisdictions – counties and local governments. Our services include the preparation of Consolidated Plans and Analyses of Impediments to Fair Housing studies that are required by the U.S. Department of Housing and Urban Development relative to receipt of federal funds such as Community Development Block Grants. Clients have included Miami-Dade County, City of Fort Lauderdale, West Palm Beach, Coral Springs, Miami Beach, City of Lake Worth, City of Hialeah, and Pompano Beach. James Carras Principal Carras Community Investment, Inc. CRA Zones For the past six years, he was a member of the facul- ty at Harvard University’s Kennedy School of Govern- ment, Graduate School of Design, Extension Schools as well as Tufts University’s Department of Urban Policy and Planning teaching courses on Urban Policy and Financing Community Economic Development. He currently is conducting research focusing on equitable economic development and development finance. As Principal of Carras Community Investment, Inc. he has been consulting with mission-driven organi- zations and government agencies as well as financial institutions and developers for the past 30 years. Carras Community Investment, Inc., has facilitated the creation and capitalization of over fifty commu- nity development corporations (CDCs), development financial institutions (CDFIs) and public private partnership initiatives. He is the author of numerous James is a 2021 Advanced Leadership Initiative Fellow at Harvard University where he is focusing on equitable development finance research. affordable housing and equity studies and revitaliza- tion plans and has served as the Founding Executive Director of the National Association of Affordable Housing Lenders, the Founding President of the Broward Housing Partnership and the South Florida Community Land Trust. Prior to establishing his consulting business, he served as a Community Development Advisor to the Mayor of Boston and was the Executive Director of the Massachusetts Urban Reinvestment Advisory Group where he was awarded the John Hay Whitney Fellowship. Mr. Carras is recognized as a national development finance expert with a particular focus on New Markets Tax Credits, Opportunity Zones, the Community Development Financial Institution Fund and the Community Reinvestment Act. Mr. Carras was awarded a Bachelor of Arts Degree in Urban Sociology from Suffolk University in Bos- ton, completed graduate work at Tufts University’s Department of Urban and Environmental Policy and received a Master’s Degree from Harvard Universi- ty’s John F. Kennedy School of Government in Public Administration. He is certified by the National Devel- opment Council (NDC) as an Economic Development Finance Professional and completed NDC”s Rental Housing Finance course. Mr. Carras has published various articles and publi- cations including ones focusing on New Markets Tax Credits for the American Planners Association and the Federal Reserve Bank of Boston, the Community Reinvestment Act for the American Planners Associ- ation, the Federal Home Loan Bank of Boston, Na- tional League of Cities and the National Community Reinvestment Coalition and Affordable Housing Loan Consortia for the National Association of Affordable Housing Lenders. Most recently, he was the recipient of the Council of Development Finance Agencies (CDFA) Lifetime Achievement Award. 57 EOS Linx offers smarter solutions, supported by renewable energy, designed to improve communities through technology and engagement. The EOS comprehensive product suite, including solar power generation and storage, electric vehicle charging, AI-based security, and digital out-of-home advertising, adds immediate value to each location. Our innovative, environmentally conscious, and futuristic platform of services utilizes advanced analytics and machine learning to grow with your business. Solar-supported with self- contained connectivity, EOS Linx continuously performs…even when grid power is interrupted. At EOS Linx we believe sustainable energy infrastructure is the future. We are the smartest solution to power today’s on-the-go lifestyle. TEAM INTRODUCTION AND EXPERIENCE / EOS LINX LOCAL ADVISORS Dan Briggs President & CEO EOS Linx Founder and Chief Executive of a family of companies that include the solar, electric vehicle, energy storage, and molecular laboratory sectors, he was named one of the Top 10 Leaders of 2020 by Industry Magazine. He also sits on the Board of Directors for NeoVolta Inc and EOS Lynx. Before his current endeavors Dan was President of DC Solar Freedom where he oversaw the robust expansion of the company into Electric Vehicle Charging Solutions. He took them into vital markets, including municipalities like Phoenix, Las Vegas and Columbus; was a member of the Electrification Coalition; built the Electrification plan for the winning city of the DOT’s Smart City Competition; and collaborated with EV manufacturers to create a better path forward. Dan previously had an immensely successful 8-year tenure at MGM Resorts International. While at As President & CEO Dan Briggs brings a wealth of experience from both the public and private sectors to guide some of the most innovative companies in the U.S. today. MGM, he directed the revenue operations for the transformation of THE Hotel into Delano Las Vegas; created crucial strategic worldwide partnerships for MGM including immersive deals with Art Basel, Pinnacle Gaming and Playboy Enterprises; introduced the award-winning M-life Rewards Program; and led the luxury casino teams through record years of growth and revenue. In addition to his successes in the private sector, Dan’s career also has firm roots in public policy and advocacy, a long-held personal passion of his. Dan was a member of the advance team of President George W. Bush during the first US and Russia Summit with Vladimir Putin, held in St. Petersburg, Russia. Dan then oversaw campaigns on behalf of the Governor of California for the Office of Members Services, and after relocating to Nevada, Dan was a Founding Member of the Las Vegas World Affairs Council. Dan spearheaded the development and execution of programs that benefitted education, business, and government within Southern Nevada. His desire for public service resulted in him being recruited to run as a candidate for the Nevada State Assembly District 20. Dan studied law at Thomas Jefferson School of Law; Russian, East European, and Eurasian Studies at Stanford University; and International Business & Political Science at Pepperdine University. His interest and knowledge of international affairs were augmented by two years of work and study in both Italy and Russia. Dan is an active member of his community in Henderson, NV, where he sits on the Board of Big Brothers and Sisters of Southern Nevada and acts as a CEO Peer Mentor for Vistage. He is married with three young sons, and in his spare time he enjoys reading, travel, and golf. 58 Jeff Hutchins COO & CIO EOS Linx He was part of the acquired team where he served as President of Ingenuity Sun Media (ISM). At Ingenuity Sun Media Jeff acquired the exclusive rights to all digital at NASCAR tracks and brokered the ISM Raceway deal along with many others. In the years leading up to ISM Jeff was a partner and CIO of Contour Data Solutions, a cloud service provider and value-added reseller. Prior to Contour, he managed the end-user support team, the SQL and Oracle database team, the Systems and Network Administration, the Datacenter, and Internal Application Development for Uniform Code Council (GS1 US). Before GS1 US, Jeff worked at GE Information Services for five years, eventually becoming Senior Director of Operations. At GE, he was involved in the project and process management of hundreds of customer electronic data interchanges (EDI) management rollouts for customers including Sears, Amoco, and Walmart. Prior to his roles as the COO and CIO for the companies, Jeff served as Vice President of Business Development for ISM Connect, a digital media and technology company. Responsible for the Freedom program and Smart Cities vertical. Jeff began his IT career at Responsibility Systems USA, where, as the Director of Operations, he ran everything from the VAX billing and management system and the BOLD alarm management systems to end-user support team. Jeff also managed the acqui- sition of large government-agency based contracts and the subsequent roll-out of technology to the homes of 30,000 end users. Prior to joining the IT industry, Jeff worked as a crisis management and intervention specialist in the men- tal health industry. TEAM INTRODUCTION AND EXPERIENCE / EOS LINX LOCAL ADVISORS Alex McGhee CSO EOS Linx With a strong history in the world of professional sports management McGhee became known for taking brands to a national stage. Famously, McGhee leveraged his relationships to orchestrate DC Solar’s first foray into the world of NASCAR, where the company’s brand exposure quickly translated to a host of new business ventures and national exposure. McGhee was also responsible for a groundbreaking collaboration with ISM Connect to develop the first network of “green” off-grid billboards. The endeavor, Project Sunshine, represented a milestone in the application of mobile solar technology, as well as a new advertising business model estimated to generate over $20 million in incremental revenue within its first year. Prior to that role, McGhee worked with blue chip brands including Red Bull, MillerCoors, Redbox and Dollar General on sports and entertainment partnerships totaling over $50 million in value. In 2009, McGhee received his MBA from University of North Carolina at Charlotte; he attended North Carolina State University where he received his BS in Business Management in 2001. Alex McGhee is the Chief Strategy Officer for the companies with a background in marketing, finance, and startup structure. Tony Paoli EVP, Sales EOS Linx Over the past 15 years Tony has served as a senior sales and marketing executive for Fortune 500 companies and nationwide industry leaders in customer acquisition, retention and development. These companies include: MGM Resorts International, The Cosmopolitan of Las Vegas, Tao Group Hospitality, Cirque du Soleil and The Light Group. Throughout his career, Tony has consistently led sales teams to understand the marketplace, develop unique sales strategies, create longstanding customer relationships, exceed budgets and drive revenues. Tony was twice named on the “30 under 30” list of the most successful executives in Las Vegas by Vegas Seven magazine. As Executive Vice President of Sales, Tony oversees the flows of revenue and the pipeline creation for the companies. 59 Our mission to create a better world through design means that we need to take on challenging problems—as a path to optimize our clients’ performance as well as achieving equity, resilience, and opportunity for more people. About Gensler For more than 55 years, Gensler has been a pioneer in creating great places that enhance the experiences of people who live, work, travel, learn, and heal. Founded in San Francisco in 1965 by Arthur Gensler, today Gensler has over 6,000 employee-owners in 50 cities around the world. We have more than 4,300 active clients in virtually every industry and delivers projects at every scale. With 29 practice areas, we bring wide-ranging, collaborative expertise to address our clients’ needs. Gensler’s talented staff offers a wealth of specialized knowledge across a wide breadth of industry sector coverage. Our collaborative, integrated approach blends the diverse knowledge of these specialties to explore new possibilities and give clients a competitive edge through fresh ideas. LOCAL LOVE. GLOBAL SUPPORT. To elevate the experience for Clearwater, we have brought together a team that includes team members that are local and love Clearwater. We also include some global experts in city and urban planning, hospitality, and mixed-use residential. COMMUNITY Cities + Urban Design Climate Action & Sustainability Education Aviation Critical Facilities LIFESTYLE Sports Residential Brand Design Retail Culture + Museums Hospitality Digital Experience Design Mixed Use + Retail Centers WORK Energy Media Developer Technology Government + Defense Professional Services Consumer Goods Financial Services Product Development Consulting + Real Estate Services Repositioning + Landlord Services Foundations, Associations, + Organizations HEALTH Healthcare Sciences Wellness Senior Living Practice Areas Across 4 Sectors 29 FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER LOCAL ADVISORS / ARCHITECT My source of inspiration has always been very clear, very simple: my clients. —Art Gensler, Founder““After almost two years of pandemic-infused stops and starts, we’re seeing our clients usher in a new era with a new kind of resilience. We’re witnessing optimistic investments and plans to define the future of buildings and places with projects that respond to the new way that people work and live and that reflect the most influential issues we’re facing today in climate change, inclusion, and community. This optimism is happening in spite of the pandemic, not because we’ve gotten past it. Innovation is Accelerating The challenges our clients face remain significant. Across industries and time zones, companies are feeling the pinch of supply chain woes and labor shortages. Climate change and its economic fallout have become a constant threat. Issues of equity and inclusion remain top of mind. And yet, there’s reason to be hopeful. The past two years have shown how tough times can accelerate innovation. New tools, techniques, and research have been able to bring people back together in purposeful, inclusive, and resilient spaces. Shaping the Future of Cities Cities must also look at the challenges they face through the lens of human experience. To position themselves as places where people want to live, cities must create convenient and walkable 15-minute neighborhoods, healthy green spaces that promote wellness, buildings that have low-carbon footprints, and connected communities that embrace inclusivity for everyone. Holistic Design for the Human Experience The most valued places prioritize the human experience, which is why human experience design is such a powerful opportunity for you and your communities. By taking a holistic approach to design, Gensler is creating places that feel inclusive, healthy, and purposeful — places that honor local context, while considering the health of occupants and planet alike. RIVERFRONT JACKSONVILLE MASTER PLAN | JACKSONVILLE, FL | 15 ACRES | CONCEPT Everything we do is guided by our mission: To create a better world through the power of design. 60FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER LOCAL ADVISORS / ARCHITECT ARCHITECTURAL DESIGNPLANNING PLACEMAKING BRAND EXPRESSION & THEMING DIGITAL EXPERIENCE DESIGN IMMERSIVE EXPERIENCE INTERIOR DESIGN +++++=2021 QUALIFICATIONSGENSLER » PAGE 11AND, TELLING YOUR STORY.OUR APPROACH The power of environments is in the stories they tell and the experiences they create. The key to achieving this is collaboration across multiple disciplines including planning, architectural design, interior design, brand strategy and theming, digital experience, placemaking, and more. Our secret power as your partner is our ability to leverage all of our disciplines through a single team to deliver immersive, resonant experiences that activate authentic environments, technology, rich storytelling, and human-centered design. Great stories belong to those that tell them, and we build our teams with the specific expertise, understanding, and experience to deliver projects as such. We are also very pleased with the way the Shanghai/SFO/ LA multi- office approach has worked; so often we get sold a bill of goods about integrated offices humming 24/7 around the world but rarely see the benefit of such an arrangement. You’ve proved otherwise.”—The Las Vegas Sands Development TeamLas Vegas Sands Corporation I recommend retaining Gensler on any assignment for which the priorities and objectives include delivering high quality products and services and providing technical expertise and expert project management. Gensler approaches every assignment with a dedicated and committed project team that cares deeply about the success of the project.”—Alison LearyVP of Global Facilities Services, JPMorgan Chase “ “ 61FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER LOCAL ADVISORS / ARCHITECT 2021 QUALIFICATIONSGENSLER » PAGE 9RESORT HOTELS INTEGRATED RESORTS/CASINOS A new vacation paradigm. Tourism visits is up 40% since the launch of IRCs in Singapore —PwC: Hospitality WHAT’S HOT. WHAT’S NOT. AND, WHAT REALLY MATTERS. TRENDS & DATA TRENDS & DATA NOT.THE DESIGN BRAND PERCEPTION INTEGRATING WELLNESS BRICK & MORTAR CURATING TECHNOLOGY BLUR THE LINE: WORK/PLAY HOT. 86 SINGLE USE SITES & VENUES $800B 1.5X % of surveyed consumers say authenticity drives their choices in brands they like, support, & purchase. But, 57% think that less than half of brands create content that resonates as authentic. —Stackla Wellness tourism is expected to exceed $800 billion by 2020. —Global Wellness Institute Millennials are leading the “buy local” movement— a movement that has become a $29 billion industry and doubled in size in the last 10 years. —AdWeek 16% of guests reported using digital devices during at least part of a hotel visit. —Deloitte Surveyed 18-25 year olds view the office as an extension of the home. —Johnson Controls 2X Users who rated a space’s design as excellent rated their experiences nearly 2x better than those who had a poor experience. —EXI:R 77 76 70 % of GenZ prefer a physical store over online. And, 62% of all consumers say they still want to touch and see merchandise in-store. —Accenture & Retail Dive ‘17 % respondents who rated a store as having the latest tech, rated their experience as excellent; 81% said their experience in public places with the latest tech was excellent. —EXI:R % of business travelers did leisure activities at their resort/hotel on work trips; 20% of leisure travelers conducted business at their hotel/resort. —EXI:Hospitality (EXI:H) 65% of the total United States economy is driven by word of mouth. —McKinsey TECH FOR TECH’S SAKE TECH AS BASIC INFRASTRUCTURE Tech is now an extension of our being. 31 billion devices and 4.8 billion people will be connected to the internet by 2020. —Gartner, Inc. Green buildings lease up 24% faster and are seeing a 19% increase in ROI. —EY, 2017 & USGBC 2015 People who visited public spaces designed for inspiration rated the spaces 1.5x higher on exceeding expectations. —EXI:R 83% of users who rated the product display “excellent,” rated the product quality as high. —EXI:R People who do more than one activity in a store rate that store as one favorite places nearly 2x as often. —EXI:R 73% of people surveyed say they know of systems that would help them produce higher quality work. —PwC Millennials are most likely to book a hotel “for fun” but also are 2x more likely to use hotels for client meetings. —EXI:H AR/VR market will be $85 billion by 2025. —Goldman Sachs WORK IS WORK…IS WORK WORKPLACE AS SHOWCASE & LIFESPACE Blurring the lines between work & play. Of the most innovative people, 65% of say they socialize at work; 77% report having fun at work. —Gensler 2016 Workplace Index LIVE EVENTS BROADCASTED MIXED REALITY Just seeing it like everybody else isn’t enough. 60% of major US Pro-League venues feature one or more event level products (both on- and off-site) that provide premium ticket holders with exclusive access and views. —PwC: Sports Outlook 2016 MULTI-USE DISTRICTS, 365 DAYS A YEARNo car? No problem. 52% all Americans and 63% of millennials would like to live in a place where they do not need to use a car very often, or at all. —Urban Land Institute, 2015 RETAIL CENTERSBetween 20 to 25% of traditional American malls are forecasted to close by 2022. —Credit Suisse RETAIL-TAINMENTMillennials aren’t on a mission. Research indicates they are 2x more likely to be in entertainment mode* while shopping and 1.4x more likely to be in discovery mode*, as opposed to task mode. —Gensler Experience Index: Retail (EXI:R) *Entertainment mode describes the moments when people are looking to be entertained and brought away from “everyday life.” In discovery mode, people often do not have a concrete plan. They are likely to wander, explore, and uncover new things. 62 LOCAL ADVISORS / ARCHITECT FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER hospitality We know hospitality in every configuration. We have planned and designed projects at every scale and price point, from urban hotels and mixed-use towers to hotel-branded residences and resorts. We work collaboratively with owners and operators as well as interior designers, architects of record and the many consultants required to execute these specialized projects. We provide professional and efficient delivery of our services while working in a collaborative environment, balancing design, technical and management disciplines focused on enhancing the project and maximizing the performance of each member of the team. CURATING THE GUEST EXPERIENCE LOBBY & PUBLIC AREAS In designing a hotel lobby, we “script” the arrival experience to create for the guest a sense of drama, pleasure, comfort, and orientation. Our experience in entertainment design gives us valuable insight into creating spaces that have a sense of theater. GUESTROOMS & SUITES Today’s guests expect far more amenities in their guest rooms. Our design team knows how to meet these expectations within budget and with furniture and fixtures that will maintain their appearance well over time. RESTAURANTS & BARS We help today’s restaurant and bar pioneers invent and refresh their brands by developing optimal strategies that address culinary concepts, functional needs of kitchen and floor staff as well as guests, and the vital need to create a memorable, dynamic brand experience. SPA & ATHLETIC FACILITIES We have decades of experience designing athletic clubs, pools and spas. And, we know how to use expert planning and design to create first rate clubs out of second rate spaces. BRAND DESIGN We develop engaging experiences via a holistic approach of brand strategy, interior design, communications and messaging, environmental graphic design, and signage and wayfinding, resulting in comprehensive environments that immerse people in the philosophy of the brand. #1 MOST ADMIRED FIRM Interior Design Magazine #2 HOSPITALITY DESIGN FIRM Hospitality Construction Magazine #2 HOSPITALITY GIANTS Interior Design Magazine #2 TOP HOTEL DESIGN FIRMS Hotel Design Magazine #3 HOSPITALITY DESIGN FIRM Hotel & Motel Management Magazine SELECT HOSPITALITY CLIENTS 63 LOCAL ADVISORS / ARCHITECT FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER RESIDENTIAL #10 MULTI-FAMILY SECTOR FIRM Building Design + Construction 2021 Giants 13M +SF OF RESIDENTIAL WORK WORLDWIDE The past two years have reemphasized the central role of the home in people’s lives. Residential amenities are not as important as they used to be. Instead, people are willing to forgo the extras for the right balance of affordability, quality, and space in their units. In the coming months and years, there will also be a big push to identify and design for middle-income residents in the form of workforce housing. IN-UNIT EXPERIENCE NOW MATTERS MORE THAN OUTSIDE AMENITIES. Developers traditionally have enticed tenants with building amenities and neighborhood attractions. However, residents now prioritize the in-unit experience more than outside perks. Specifically, residents value well-designed units with features like natural light, storage space, and in-unit laundry over communal amenities like multipurpose spaces, children’s play areas, or proximity to local landmarks. WELL-DESIGNED SPACE IS BETTER THAN MORE SPACE. Residents like space, but they’re willing to trade it for better unit design — especially if the design retains a feeling of more space. As a result, developers are finding new ways to optimize living space within a finite area. The most effective ways to accomplish this are unit designs that offer more storage, better layouts, and reduced noise levels. DEVELOPERS WILL CONTINUE TO BALANCE AMENITIES WITH AFFORDABILITY. No matter their income, people want more affordable ways to live. A majority of residents across nine global markets say they’re willing to make trade-offs with building amenities for lower rent. Consequently, developers are seeing higher levels of tenant satisfaction and retention by designing experiences that thoughtfully balance amenities and services with residents’ own priorities. THE BEST RESIDENTIAL EXPERIENCE WILL BE ONE THAT PRIORITIZES FLEXIBILITY. Residents’ tastes are not universal. Every tenant likes to personalize their space for their own lives, and developers are responding with more flexible designs. It will be crucial for developers to understand their audience and tailor designs to provide a more fulfilling residential experience. User-centric homes can better accommodate the diverse lifestyles, interests, and long- term expectations of residents. • In pursuit of more affordable housing solutions, people are open to making trade-offs when it comes to building amenities. • In-unit design factors have a significantly larger effect on respondents’ overall home and living satisfaction than building and neighborhood factors combined. • The design of residential units is ripe for innovation. A focus on storage space, layout, and noise level will make the most meaningful impact. • A great place to live needs to support the wide variety of activities we use our homes for today— and what we will need them for in the future. • Support for well-being, privacy, and quiet not only drive overall unit satisfaction— they’re also key elements of a functional home workspace. 2021 RESIDENTIAL EXPERIENCE INDEX Our homes play a larger role in our lives than ever before. To optimize the residential experience, we must find the right balance between affordability, quality, and space. We surveyed over 10,000 residents across nine global markets to understand the nature of their current living situation, how they chose to live where they do, and how they’re thinking about where they might live in the future. Gensler’s Residential Experience Index uncovers tactical solutions to help improve the residential experience, particularly for those in multifamily residences, alongside key data expressing how people are currently making decisions about their housing. This data was collected from 13,000+ residents living within specific zip codes in New York City, San Francisco, Atlanta, Austin, Dallas, Seattle, Chicago, London, and Singapore. TOP FINDINGS 64 LOCAL ADVISORS / ARCHITECT FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER #1 ARCHITECTURE FIRM, 10 YEARS AND COUNTING ENR #1 GREEN BUILDINGS DESIGN FIRM ENR, 2020 1,500+LEED Certified or Registered Projects Firmwide 110+Million sq ft of LEED Certified Projects Firmwide 20+ Net-Zero or LBC Petal Certified or Registered Projects Firmwide 20+Fitwel or WELL CertifiedProjects Firmwide Our team works to preserve our planet’s resources and produce results that matter for our clients: reduced energy and operating costs, brand advantages, enhanced real estate and human performance, and overall higher quality of life. APPROACH Our goal is to balance human needs, economic requirements, and environmen- tal responsibility at every step of every project, no matter how small or large. Our approach to sustainability solutions is grounded in three key principles: we strive for integrated, whole-building design; we achieve innovation in products and technology tools; we maximize nat- ural features, siting and climatic condi- tions; and we leverage our firmwide and industry networks to apply new ideas and best practices. IMPACT Buildings account for almost one-third of energy use in developed nations and Gensler is devoted to taking a sustainable approach to not just reduce this impact but make buildings more restorative places to work and live. In developing and fast-growth economies, we’re shaping a better future by bringing sustainable thinking to our plans for new cities, air- ports, retail and hospitality projects, and commercial office buildings. INNOVATION As leading advocates for sustainable de- sign since our founding, Gensler has long been committed to working with our clients to create sustainable, economical, and responsible designs. We designed the first large-scale U.S. office building with an underfloor air system, helped the U.S. Green Building Council pilot LEED certification programs, and built the first LEED-certified athletic facility, data center, private practice law firm, car dealership, and LEED/BREEAM-rated headquarters buildings. The sustainable approaches that we’ve always advocat- ed set the government and business standards and consumer expectations. Gensler built some of the first LEED-cer- tified projects in China, Mexico, and the United Kingdom. Last year, we designed 1.5 billion square feet of space to pre- vent 16 million metric tons of CO2 from entering the atmosphere annually. Sustainability Solutions 65 City Pulse Research How can we reimagine the post-pandemic downtown? As an update to our previous Gensler City Pulse surveys, we surveyed residents of 15 cities around the world to understand urban residents’ evolving relationships with their downtowns and business districts as the COVID-19 pandemic continues to unfold. Our data reflects a variety of perspectives, including residents, students, business owners, employees, and visitors. Our respondents make clear the imperative for business districts to evolve in order to remain relevant, resilient, and successful. While those surveyed largely feel positively about their downtowns, respondents say they expect to go downtown less post-pandemic, possibly propelled by expectations that they may not have to commute downtown for work as often in the future. As businesses around the world navigate the decentralization of work and the rise of the hybrid workforce, business districts will have to adapt to keep urban residents engaged. This briefing takes a closer look at what features urban residents value in business districts, where they feel their business districts are successful, and what improvements they’d like to see in their downtowns moving forward. This data is collected from an anonymous, panel-based online survey of 7,500 urbanites in 15 cities, conducted from September 7 to October 15, 2021. Learn more about our methods. Urban residents generally feel their downtowns offer a great experience — but not every business district is created equal, according to responses from Gensler’s latest City Pulse Survey. Key Findings: • Satisfaction with business districts varies by region, generation, and user persona. • To re-enliven our post-pandemic downtowns and business districts, cities need to create experiences that aren’t just for office workers. • Options for dining, outdoor leisure, and transportation continue to be important draws for city dwellers. METHODS This anonymous, panel-based survey of 5,000 urbanites was conducted online — f r o m J a n u a r y 2 5 , 2 0 2 1 t o F e b r u a r y 2 5 , 2 0 2 1 . R e s p o n d e n t s were required to be residents within the city proper boundaries of New York Cit y , S a n F r a n c i s c o , A t l a n t a , A u s t i n , D e n v e r , G r e a t e r L o n d o n , P a r i s , Singapore, Shanghai, or Mexico City and to have lived there prior to t h e C O V I D - 1 9 p a n d e m i c . P a r t i c i p a n t s a r e d e m o g r a p h i c a l l y d i v e r s e b y g e n d e r , a g e , income, and education level. Great neighborhoods, employment opportunities, and multimodal transportation are the foundations of a great city. As urban residents around the world consider relocating, o u r a n a l y s i s u n c o v e r e d f i v e statistical drivers that predict whether residents are conside r i n g s t a y i n g i n t h e i r c i t i e s or planning to move. Per our survey, 28% of the respondents across 10 cities around the worl d w e r e l i k e l y t o m o v e o u t o f t h e i r c i t y s o o n , as urban living satisfaction continues to decline. This doesn’t necessarily mean a wholesale flight from cities—the most popular destination is a city with a smaller population. Urban residents a r e , h o w e v e r , e y e i n g t h e s e m o v e s a s s o l u t i o n s t o “ b i g city” problems of affordability, crowdedness, and the loss of c u l t u r a l h e r i t a g e . T o k e e p r e s i d e n t s , a n d a t t r a c t n e w o n e s i n t h e w a k e of these migrations, cities will need to focus on what people still lov e a b o u t u r b a n l i v i n g — g r e a t n e i g h b o r h o o d s , e m p l o y m e n t opportunities, and multimodal transportation options. 1 | CITY PULSE SURVEY BRIEFING | © 2021 Gensler CITY PULSE SURVEY 2021 The Post-Pandemic City What is the future of urban life? EXECUTIVE SUMMARY A multimodal approach to transportation that includes delivering micro-mobility options. Positive and increasing opportunities for job growth and career advancement in the city. Neighborhoods that are beautiful, authentic, and clean—and that prioritize pedestrians over cars. Neighborhood Design Transportation OptionsEmployment Opportunities Cities that feel too big, too crowded, and too noisy—and those that are losing their cultural heritage. “Big City” Problems Cities and neighborhoods that are becoming less affordable, and where residents struggle to save. Affordability Challenges FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER LOCAL ADVISORS / ARCHITECT COMMUNITY ENGAGEMENT We believe intentional community engagement can lead to healthier, meaningful, resilient and more just outcomes for all (and better design). Approach to Community Engagement Our team brings a dynamic set of tools, and a team of individuals with strengths to facilitate participatory, energetic, empathetic, and meaningful community engagement, executed with justice- centered inclusive practices. Our strengths are unmatched by any others in the library industry. The process will also leverage community assets, including community leaders and community-based organizations alignments to result in a collaborative community impact model that strengthens the role of the library, facilities, and partnerships. Successful engagement will connect with the broad diversity of users, nearby businesses, neighbors, and residents and to find means to allow their contributions to hold equal weight in discourse. Engagement is about listening and understanding. Great engagement leaves people feeling heard and acknowledged, confirms for people that their opinion is important, and that their participation will help shape the outcome. If constituents come away feeling respected, understood and committed to the success of the project, then the resultant effort will be not only better for it but will create an opportunity for everyone to share in the success when we reach the finish line with you. We strive for a transparent public discourse that: • Engages a Robust Dialogue • Promotes Diversity and Inclusion • Establishes a Transparent Process • Builds Trust • Flows Seamlessly from In-person to Online Tools • Is Data-Driven and Human-Centric • Targets Outreach to a Multiplicity of Constituents • Continues the Conversation Beyond the Project We are out-of-the box designers, employing experience and “take action” techniques to build on these for outreach best practices. We will: • Leverage any existing outreach efforts, relationships, local engagement • Connect with relevant city agencies, non-profits, and/ or other stakeholders • Consider different modes of outreach from analog to digital including larger stakeholder workshops, local meet-and- greets, digital surveys, and field trips to related spaces. Our ApproachEngagement is an Iterative and Organic Process We have developed and refined a unique process that is scalable and effective across a wide variety of users, both public and private sectors. Our process combines the essence of Appreciative Inquiry with the wisdom of John Kotter’s 8-step methodology to create lasting change. 08030201 04 05 0607COMMUNITY IMMERSION CREATE A COMMUNITY ADVISORY COMMITTEE DEVELOP OUTREACH ROADMAP COMMUNICATE OPPORTUNITY EMPOWER BROAD-BASED ACTION TELL COMMUNITY STORIES CONSOLIDATE & BUILD ON GAINS AMPLIFY GROWING RELATIONSHIPS DYNAMIC FEEDBACK LOOPS 66 MIXED USE STRATEGIES Creating an informed and curated mix comes down to a few questions: Who is going to come here? Why will they come here?What will they do when they get here? Identify User Groups A cornerstone of program development is identification and segmentation of user groups and their relative size and importance in a given market. Identify trip occasions From segmentation, trip types and behavioral + lifestyle patterns across segments can be identified, with implications for areas of common activity. Define components From segmentation and lifestyle patterns, supporting physical program elements are revealed, as well as implications for scaling and complementary offerings. Skill Sets • Stakeholder Engagement • Statistics • Benchmarks • Econometrics • Modeling • Financial Analysis • Programming • User Analysis Project Types • Program Development • Economic, Financial, and Fiscal-Impact Analysis • Demographic and Psychographic Analysis • Market Analysis • Decision Modeling • Conjoint Analysis • Location Analysis • Financial Analysis, Lifecycle Costing, Revenue Modeling • Data Mining • Facility Optimization For complex and large-scale projects, understanding the urban context is critical. Gensler Analytics combines analysis, strategy, and design to help our clients make fully-informed project decisions, reduce risk, and provide direction toward the most optimal outcomes. The Gensler Analytics team—comprised of economists, market analysts, business planners, urban planners, economic development specialists, statisticians, and infographics specialists—is experienced at defining uses and programs that stem from market demand. For multi-use, complex demand sources, understanding the business profile requires full year’s definition—using data from seasons, months, and days of the week. The ability to create this full profile of business and a project’s positioning within its market context is what enables successful projects. Working in partnership with our clients and the design team, this team develops scenarios that accomplish project goals, helps identify a preferred scenario, then defines steps to accomplish the project’s overarching objectives. gensler analytics FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER LOCAL ADVISORS / ARCHITECT Gensler | Milwaukee Entertainment Block | 20162150 100 150 200 250 300Beer/AleChampagne/Sparkling WineImported Beer/AlePremium Domestic Beer/AleMixed DrinkRegular Domestic Beer/AleSuper Premium Domestic Beer/AleAlcohol at Bar/ClubAlcohol at RestaurantWhiskeyWineOther Hard AlcoholArt GalleryMuseumMovieRock Music PerformanceTheme ParkLive TheaterDined OutShopped at Whole FoodsOrganic FoodFamily Restaurant/SteakhouseFast Food RestaurantWent DancingExercise at ClubYogaWent to Bar/Night ClubAttend Sports EventsPlay BasketballPlay Fantasy SportsWatch Sports on TVDomestic TravelAll SegmentsSource: ESRI Business Analyst WHAT WE KNOW ABOUT THE DISTRICT— COMPARING PROFILES DOWNTOWN INDIVIDUALS UP-AND-COMING FAMILIES SUBURBAN FAMILIES ESTABLISHED FAMILIES LATER IN LIFE SPORTS ENTHUSIASTS NIGHTLIFE LOVERS CULTURAL CONSUMERS 10,000,000 0 20,000,000 30,000,000 40,000,000 50,000,000 60,000,000 70,000,000 80,000,000 YTD201520142013201220112010200920082007 RETAIL INVENTORY 1% 0% 2% 3% 4% 5% 6% 7% 8% YTD201520142013201220112010200920082007 VACANCY RATES 7% 6% 8% 9% 10% 11% 12% 13% 14%15%16% YTD201520142013201220112010200920082007 VACANCY RATES 0-200,000 -400,000 200,000 400,000 600,000800,000 1,000,000 1,200,000 1,400,000 YTD201520142013201220112010200920082007 ABSORPTION TRENDS $20 $15 $25 $30 $35 $40 $45 $50 YTD201520142013201220112010200920082007 NNN RENT HISTORY $29.35$28.93 $32.30 $15 $17 $19 $21 $23 $25 $27 YTD201520142013201220112010200920082007 OFFICE BASE RENT HISTORY $20.90 $22.59 $24.21 1 MILE TREND1 MILE TREND 1 MILE LINEAR1 MILE LINEAR 1 MILE TREND1 MILE TREND 1 MILE LINEAR1 MILE LINEAR 20,000,000 0 40,000,000 60,000,000 80,000,000 100,000,000 120,000,000 140,000,000 160,000,000180,000,000 YTD201520142013201220112010200920082007 OFFICE INVENTORY -1,000,000 -1,500,000 -500,000 0 500,000 1,000,000 1,500,000 YTD201520142013201220112010200920082007 ABSORPTION TRENDS 1 MILE3 MILES5 MILES 1 MILE3 MILES5 MILES REAL ESTATE MARKET ANALYSIS RETAIL OFFICE • The 1-mile radius has historically outperformed the 3- and 5-mile areas in vacancy rate and rent • Retail rents have been increasingly steadily over the last decade, and rising even faster over the past few years • Vacancy rates have been decreasing steadily, with low vacancy in the 1-mile radius• The 5-mile radius outperforms the 1- and 3- mile areas in terms of absorption, with positive absorption for eight of the previous ten years.• Relatively little inventory has been added in the 1-mile area over the past decade, with only 6 new deliveries totaling 350,000 SF since 2007 • The 1-mile radius has historically outperformed the 3- and 5-mile areas in vacancy rent, but all areas share similar trends in vacancy rates• Office rents have been increasingly steadily since 2007, with the 1-mile area showing the best growth over the past few years• Vacancy rates have varied from year-to-year, but have been growing steadily in recent years• After several years of positive absorption, all three areas had negative absorption in 2015• Office inventory growth was relatively static from 2007-2012, but has seen strong growth in the years since Source: CoStar 67PERSONNEL EXPERIENCE AND QUALIFICATIONS / GENSLER Dawn Gunter, AIA, RID Principal Principal-in-Charge 33 Years of Experience Joined Gensler 2007 Background Masters of Architecture, University of South Florida, Tampa, FL Bachelor of Design in Architecture, University of Florida, Gainesville, FL Selected Project Experience Size (sq ft) Riverwalk Place, Tampa, FL 576,501 Cocoa Beach Westin, Cocoa Beach, FL 502 Keys Confidential Luxury Hotel, Orlando, FL 400,000 The Cove at the Walt Disney World Swan Hotel Expansion, Bay Lake, FL 349 Keys 400 Channelside Drive, Tampa, FL 1,406,000 Confidential Energy Client, Headquarters Building, St. Petersburg, FL 200,000 Fidelity National Information Services Headquarters, Jacksonville, FL 360,000 SouthPark Center Concept, Orlando, FL 2,000,000 Tavistock Lake Nona, Orlando, FL 250,000 Dawn has designed and managed all aspects of a wide variety of projects, and enjoys taking on the challenges particular to each project. Her strategy for each project is to combine Gensler’s research and point of view with the client’s goals to bring the highest level of design and industry knowledge to the project. Dawn often serves as the key point-of- contact for large, complex projects,and enjoys the close relationships she develops with clients. LOCAL ADVISORS / ARCHITECT Josie Hyde, AIA, NCARB, LEED® AP BD+C Senior Associate Design Manager 20 Years of Experience Joined Gensler 2016 Background Master of Architecture and Community Design, University of South Florida, Tampa, FL School of Architecture | Study Abroad Program, Syracuse University, Florence, Italy Selected Project Experience Size (sq ft) Fidelity National Information Services, Headquarters, Jacksonville, FL 360,000 The Swan Reserve at the Walt Disney World Swan, Orlando, FL 350,000 The Edison, Disney Springs, FL 40,000 Town Park Master Plan, Lake Mary, FL 17 ac Confidential Luxury Hotel, Orlando, FL 800 Keys 36th and Downing, Denver, CO 239,000 Gaylord Palms Resort, Orlando, FL* USAA Corporate Campus, Tampa, FL 550,000 Confidential Immersive Retail Complex, Orlando, FL 300,000 Shands Hotel, Office and Retail, Gainesville FL 218,000 6-story/165,000 SF hotel, 4-story/40,000 SF office space, & 13,000 SF retail for UF and Shands Hospital* Streamsong Resort Lodge, Polk County, FL 228 keys / 300,000 *Experience prior to Gensler As a design manager and architect, Josie has served as a trusted advisor and problem solver for her clients on many large and complex projects. Josie has been an architect in the Tampa Bay area for over 20 years and has worked on a variety of local projects in the public and private sector. In addition to bringing passion for design excellence to each new project, she also expects holistic sustainable goals to be integrated as well. To date, Josie has worked on almost 2,000,000 SF of projects that are either currently or previously pursued LEED.In starting her career in early 2000 and working for a smaller Clearwater-based firm, she led the initiative to integrate LEED into most of her projects. Since a newer rating system at the time, she dedicated extra time to educate the consultant teams to ensure a successful outcome for the projects. She is currently working on a large Fortune 200 FinTech HQ with a target of LEED Platinum and WELL Gold. It is believed to be the first in the State. Josie has also developed a curiosity and knowledge in protecting our client’s investments from sea level rise when building close to our beautiful waterways. She recently authored a blog and presented on the topic.Josie and her family called Clearwater home for almost 20 years. 68PERSONNEL EXPERIENCE AND QUALIFICATIONS / GENSLER LOCAL ADVISORS / ARCHITECT Carlos Cubillos, LEED GA Principal Master/Urban Planner Global Practice Area Leader, Community Sector 35+ Years of Experience Joined Gensler 1999 Background Master of Architecture, University of Pennsylvania Master of City Planning & Urban Design, University of Pennsylvania Bachelor of Architecture, Universidad Nacional de Colombia Experience Size (sq ft) Boca Center Master Plan, Boca Raton, FL N/A Confidential Health & Wellness Campus Master Plan Concept, Falls Church, VA N/A Confidential Marriott Redevelopment Concept Design, Arlington, VA N/A Confidential Mixed-Use Development, Alexandria, VA 200,000 New Carrollton Station Transit-Oriented Development, New Carrollton, MD 16 Ha Traville Site Master Planning, Density and Massing Concept Study, Rockville, MD 46,000 Crystal City Repositioning, Arlington, VA 20,400 Elian - San Antonio Design Guidelines, San Antonio, TX 46 Ha Marymount University Ballston Center Redevelopment, Arlington, VA 165,000 Park Place Master Plan, Irvine, CA 4 Ha South Beach Retail Charrette, South Beach, FL N/A Avion Lakeside III Buildings 4 & 5, Norfolk, VA 1.6 Ha Gateway, Columbia, MD, United States N/A Potomac Yard Master Plan, Alexandria, VA 64,000 Carlos is a visionary thought leader in the area of planning and urban design. To every assignment, he brings a strong design expertise as well as excellent communication skills. His particular expertise is in providing design leadership to high-profile assignments that require big-picture, resource-driven solutions that can move beyond ideas into built environments. Carlos has more than 35 years of experience in master planning, urban design, and architecture, with a focus on mixed-use projects in both new development and infill settings. His experience includes project visioning, conceptual planning, and architectural detail for a wide variety of project types around the world, including extensive experience in the U.S., Latin America, and the Middle East. A Gensler Principal and Design Director, Carlos has participated in projects across the globe, including the USA, Jordan, Malaysia, Panama, Nigeria, and Saudi Arabia. Carlos holds a Master of Architecture and Master of City Planning/Urban Design, from the University of Pennsylvania, which he attended under a Fulbright Scholarship, and a Bachelor of Architecture from Universidad Nacional de Colombia. He is a frequent juror for international design and planning competitions and a speaker at forums around the world related to planning and urban design. He has also served as a visiting critic at the University of Pennsylvania and taught at various universities in Colombia. Brent Mather, AIA, LEED AP Principal-in-Charge Design Principal 28 years experience Joined Gensler 1998 Background Bachelor in Architecture, University of Tennessee Member, American Institute of Architects LEED Accredited Professional 2010 Denver Business Journal Top 40 Under 40 2010 Mountain States Construction Top 20 Under 40 2009 Young Architect of the Year, AIA Colorado Hospitality Experience Size (sq ft) 245 Columbine, Office, Retail, Residential (Concept), Denver, CO Block 162 Hotel Concept, Denver, CO 600 keys Block 197 Hotel, Condo, Office, Retail (Concept), Denver, CO 480,000 Central Park Station Hotel, Denver, CO 130 keys Courtyard by Marriott, Tritech Building, Denver, CO* 127,000 Denver International Airport Westin Hotel, Denver, CO 480,000 HUB Hotel Concept, Denver, CO 150 keys Isle of Capri Hotel & Expansion, Black Hawk, CO 583,500 Isle of Capri Parking Structure & Expansion, Black Hawk, CO 1,080 stalls Renaissance Denver Hotel, Denver, CO 400 keys Windham Mountain Resort, Windham, NY 175,000 Mixed-Use Experience Size (sq ft) 16 Chestnut, Denver, CO 625,000 16M, Denver, CO 330,000 36th & Downing, Denver, CO 82,000 Fiddler’s View, Greenwood Village Creative Office Building 36,500 Parking Garage 242 stalls HUB RiNo Station, Denver, CO 500,000 HUB II, Denver, CO 500,000 One Belleview Station, Denver, CO 315,000 Residential Experience Size (sq ft) MOTO, Denver, CO 90,000 16M, Denver, CO 330,000 33rd & Mariposa, Denver, CO 156,000 Parkside Apartments, Colorado Springs, CO 400,000 Upper East Side Residential Complex, Beijing, PRC 720,000 Brent loves to consider possibilities. His passion is searching for the inherent harmony that exists between architecture, site, and the people who experience it. As the Design Principal and Aviation Practice Area Leader for Gensler’s Denver office, Brent inspires teams to pursue design excellence and consider all possibilities while exceeding client expectations. He is passionate about the future of mobility and its impact on our cities, and has spoken publicly about the topic. During his 28 years of experience, Brent has been recognized for his innovative vision and leadership. His projects have been published widely, including Dezeen and ArchDaily, and his accolades include one of the architecture industry’s highest honors: the 2014 AIA National Institute Honor Award for the design of Jackson Hole Airport. Most recently, the Eagle County Regional Airport has been recognized by the AIA Colorado Chapter with the 2020 Award of Distinction. Brent is a member of the AIA Colorado Chapter, ULI Colorado Chapter, and is a Board Member of Denver Film. 69 Robert Fischel, AIA, LEED AP Principal Hospitality Practice Area Leader 30+ Years of Experience Joined Gensler 2014 Background Graduate Studies, Graduate School of Architecture and Urban Design Program, Washington University, St Louis, MO Bachelor of Architecture, Mississippi State University, Starkville, MS Experience Size (sq ft) JAX Riverfront Predesign Services, Jacksonville, FL 1,089,000 Signia by Hilton, Atlanta, GA 1,000 keys / 890,000 Great Wolf Lodge LaGrange, GA 456 keys / 498,178 Gumee, IL 413 keys / 34,491 Bloomington, MN 403 keys / 225,146 Reverb by Hard Rock Prototype 154 keys / 82,000 Atlanta, GA 195 keys / 141,000 Hard Rock Hotel, Atlanta, GA 236 keys / 225,000 Hilton Atlanta Airport Hotel, Atlanta, GA 510 keys the Gantry Hotel, Atlanta, GA 80,000 Shepherd Eco Wynwood, Miami, FL 150 keys / 48 residential units THesis Hotel, Miami, FL 245 keys Westin Raleigh, Raleigh, NC 254 keys / 240,000 Aloft Miami Dadeland, Miami, FL 118 Keys Bethlehem Steel Family Hotel and Adventure Park, Bethlehem, PA Hotel 302 keys Retail 133,000 Event Center 3,550 seats Hilltop Hotel, Harpers Ferry, WV 179 keys / 189,000 Hotel Guaicamacuto, La Guaira, Venezuela 400 keys / 452,000 Hotel Caribe, La Guaira, Venezuela 200 keys / 273,000 Hilton Corferias, Bogota, Columbia 411 keys / 382,000 Doubletree Palm Beach Gardens* Palm Beach Gardens, FL 280 keys / 191,000 The Sanctuary at Kiawah Island* Kiawah Island, SC 255 keys / 455,000 Hilton Garden Inn, Sea World, Orlando, FL* 233 keys / 124,000 *Experience prior to Gensler As a hospitality leader with experience spanning over 30 years, Robert has collaborated on more than 10 million square feet of new and renovated hospitality assets, nationally and internationally. His experience spans a wide variety of markets from 5-star luxury resort, upscale, boutique and full-service convention center hotels to spa, dual-brand, and business hotels. Robert has completed almost 10 million square feet of hospitality work, from which he has developed industry strategies and insight necessary to meet the complex and demanding budget, schedule, and brand standard requirements typical to the industry. Robert is an effective team communicator responsible for new construction and renovation projects for hotel developers with major brands like Marriott, Hilton, Hyatt, and Starwood as well as independent and unique properties. His attention to detail and the client’s needs have resulted in a portfolio of successful projects. PERSONNEL EXPERIENCE AND QUALIFICATIONS / GENSLER LOCAL ADVISORS / ARCHITECT Brooks Howell, AIA, RID Principal Residential Practice Area Leader 28 Years of Experience Joined Gensler 2010 Background Bachelor of Architecture, University of Texas at Austin Experience Size (sq ft) 6 X Guadalupe, Austin, TX 350 units/2,351,000 AHS Residential, Mansfield Concept Study, Mansfield, TX Tucker Exchange Concept Study, Tucker, GA Elmira at Myrtle, San Antonio, TX 315,000 Memorial City, West Residential, Houston, TX 199 units/460,000 Mid Main Lofts, Houston, TX 357 units/242,000 Moontower Student Housing, Austin, TX 275,000 Old Spanish Trail Multi-Family Residential, Houston, TX 6,500 Sterling University Village, Clubhouse & Amenities, Tempe, AZ 9,334 Tabor Street Multi-Family Residential, Houston, TX 6,500 The Dinerstein Companies, Aspire College Station, Student Housing, College Station, TX 263 units/760,648 Aspire Post Oak, Luxury Residential Tower, Houston, TX 3 83 units/989,243 Aspire Tucson, Tucson, AZ 149 units/235,902 Aspire Tucson 2.0, Student Housing, Tucson, AZ 130 units/303,236 Confidential Mixed Use Development, Houston, TX 117 keys/860 units/1,950,000 U.S.VETS Houston, Houston, TX 64,000 Dunlavy III, Public Amenity Spaces, Houston, TX 20,000 EpiCentre Houston Master Plan, Houston, TX 118 acres Hotel Alessandra, Houston, TX 225 keys/188,271 Hyatt Regency Galleria, Houston, TX 157 keys/100,755 Midtown 41 Mixed Use, Houston, TX 375 units/1,243,473 Preston Hollow Village, Dallas, TX 42 acres/118,196 Rivermark Centre & The Residences at Rivermark Centre, Baton Rouge, LA 207,000 River Oaks District, Houston, TX 720,000 The Mix at Midtown, Houston, TX 60,491 Brooks possesses a deep and intuitive understanding about the business of design. He brings a big-picture approach to real estate strategy and an ability to align design, finance, and market knowledge to provide immense value. With more than 25 years of industry experience leading mixed use, residential, retail, and hospitality projects of every scale, Brooks specializes in delivery strategies for large-scale, highly complex projects. Brooks created the Residential Practice Area at Gensler more than five years ago and currently serves as the firm’s Residential Practice Area Leader. Having previously served as Special Advisor on development, regulatory, and permitting issues for two City of Houston mayors and as an adjunct professor in the Real Estate MBA program at the Bauer School of Business at The University of Houston, Brooks is notably skilled at efficiently navigating development and regulatory review processes. 70 Riverfront Jacksonville will be the largest public-private partnership in the history of Jacksonville and will generate substantial economic benefits and public revenues. The site comprises more than 15 acres of public green space and 2.3 million square feet of new real estate assets that embrace the region’s most iconic natural resource: the St. Johns River. In partnership with NELSON Worldwide and SWA Group, Gensler designed a comprehensive, multi-phased, mixed- use plan for the Northbank Riverwalk area of Downtown Jacksonville that will feature 12 new hotels, apartments, condominiums, commercial office space, retail, specialty restaurants, a food hall, and exhibition and entertainment buildings. The riverfront master plan also encompasses programmed experiences and public amenities including a flexible amphitheater, expansive 15-acre park space, and pedestrian walkways. 15 acres Concept Completed 2021 Services Provided Master Planning Project Leaders Robert Fischel Public Sector Envolvement Largest public/private partnership in Jacksonville’s history. Project Cost N/A Riverfront JacksonvilleMaster Plan Jacksonville, FL FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER LOCAL ADVISORS / ARCHITECT 71 Westin Cocoa Beach Cocoa Beach, Florida Driftwood Capital is jumping on an opportunity to build a new four star resort in Cocoa Beach, Florida, where restrictions on development have finally loosed after many years. Also known as the Space Coast, Cocoa Beach sits only a few miles South of NASA. The area, featured on I Dream of Genie, was home to many of the NASA astronauts and workforce during the Apollo and Space Shuttle missions. The nearby Cape Canaveral has now become a busy tourist destination for cruises in addition to the exceptional coastline. The project’s extensive program, including a high number of keys, many resort amenities, conference center, and a very low building height restriction, challenged the Gensler team to provided a predominantly horizontal design, spanning much of the site. The team found a solution by lifting the building up to create porosity through the site and establishing a main view corridor directly from the entrance to the beach. The podium is shaped to define a large central courtyard while creating smaller pockets of space for outdoor activities. The approach to the outdoor spaces is terraced, which activates the ground floor and the roof tops of the podium-taking advantage of the world-class views. With views directly to the beach ahead, the entry is framed by the convention center and parking structure. Guests get an instant view of the guestrooms bridging across two hotel podiums, to help pull them into the site and through to the ocean. Semi-public programs are distributed on the North side of the site, while the more private guest experience is distributed on along the South. With aesthetic clues draw from the NASA space program and the local surfing and beach culture, the design of this resort and conference center features sleek lines and curvilinear design language throughout the building massing. From the highway-side facing envelopes to the beach- facing and pool courtyard, this language becomes more granular in order to respond to the sand and surfboard design shapes. Warm tones and textures were selected in order to enhance and invite relaxation-not only to the hotel guests, but also to the residents of Cocoa Beach. 784,341 sq ft 502 keys Estimated Completion 2025 Services Provided Architectural Design Interior Design Project Leaders Robert Fischel Dawn Gunter LOCAL ADVISORS / ARCHITECT FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER 72 Reverb by Hard Rock Atlanta, GA The new Reverb by Hard Rock Hotel in Atlanta serves as a key differentiator in a mixed- use development by ushering a community driven by rich culture, a spirit for adventure, and passion for music. Nestled in Castleberry Hill—a neighborhood deeply ingrained in the history of Atlanta—lies an unparalleled Hard Rock Hotel experience. This area was once characterized by its intricate railroad network; now it is a bourgeoning arts and entertainment district, where cultural collision has influenced lifestyles, attitudes, and music, accelerating the evolution of diversity and creativity that culminates in the city of Atlanta. Recognizing the power of this location, Hard Rock teamed with Gensler to establish the first Reverb by Hard Rock Hotel, inviting fans who live and breathe music to eat, sleep and drink it too. The hotel is part of a larger mixed-use development which is located directly across from the Mercedes- Benz Stadium, home of the Atlanta Falcons, and offers unparalleled views inside the venue on game days. Situated behind the tall stadium, the hotel takes advantage of a great urbanistic setup with residential and retail massing progressively decreasing in height behind the hotel. The exterior contrasts slate grey with silver accents to invoke mystery. A porte-cochère entrance features a large scale modern map of Atlanta, while a three-story jewel box lobby is framed with a glass curtain wall, activating the street and drawing in passersby. The large lobby and multifunction space is ideal for hosting the public after games, and a large patio opens up to activate the hotel’s street presence. The warm palette inside ties to the surrounding area—a warehouse district now occupied by artists and creatives. “Will Call” allows for a fluid arrival process where guests can check in with their phones on kiosks. Communal seating welcomes the community, and can be converted to a performance zone where artists can do pop up installations or host intimate concerts. A meeting room for guests to collaborate is closed off from the main lobby, and an art vending area that ties in the local community and is flanked by two private sound booths contain fan photo wall collages and motorcycle headlight fixtures overhead. “Constant Grind” is a coffeeshop in the center of the lobby that turns into a bar in the evenings, signifying a day-to-night atmosphere; the bar front incorporates woodblock letters in spirit of the Reverb by Hard Rock logo, which was inspired by the woodblock typeface on music posters. Unisex restrooms are efficiently designed with smaller stalls and private doors. Large industrial glass doors in the back of the lobby can be opened up—facilitating larger performances— to an outdoor living room with ping pong tables, lounge areas, and fire pits. A large roof terrace overlooking the stadium features a glass-enclosed bar that serves as an attraction for visitors before and after games for “Instagramable moments”. Materials on the terrace feel authentic to Castleberry—warm woods, metals, and tera cotta create an industrial vibe. The gym provides an untraditional experience with modern workout amenities including colorful yoga mats, free weights, jump ropes, plyo boxes, Peloton bikes, and screens to choose from guided workouts. Expansive guest rooms are larger than the Reverb prototype suggest, featuring Amazon Echo’s, wide headboards, industrial fixtures, and a neutral palette with wood tones. The architectural bones of Castleberry Hill that created connections and the dramatic commercialization of Atlanta now gives life to the diversity and creativity that Reverb celebrates—a place that will continue to shape and influence shared experiences and accelerate change for the community. 141,000 sq ft 195 keys Completed 2021 Services Provided Architectural Design Interior Design Brand Design Project Leaders Robert Fischel LOCAL ADVISORS / ARCHITECT FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER 73 Swan Reserve HotelWalt Disney World Lake Buena Vista, FL The Swan Reserve is a refined oasis for the most sophisticated traveler. Nestled within the grounds of the Walt Disney World Swan and Dolphin Resorts, the hotel is just steps away from the excitement of everything Disney has to offer. Conceived at a time when the line between business and leisure continues to blur, the Swan Reserve was created for a new type of “bleisure” traveler-one that expects an upscale environment, enriched amenities, and the ability to work from anywhere. Working with Tishman Hotel & Realty, the Gensler design team was challenged to answer the question, how do you create a premier environment for a guest that is well traveled and over-stimulated? The resulting design is a 349-key boutique hotel that feels like Orlando, but with a South Beach flair. With a full suite of amenity spaces, this destination hotel brings refined luxury to the Marriott Autograph Collection. Inspired by the theme of wellspring and referencing the Swan and Dolphin-both water creatures-the Swan Reserve greets guests with a rippling, glassy facade. Its intermittent projecting bay windows accented with panels of turquoise and shades of cyan shimmer and sparkle like sunlight off of a water’s surface, while expressive wing-like architectural flourishes mark the porte-cochere entrance and high rooftops. As guests enter the first floor, they are greeted by a teak welcoming wall that guides them to the second floor. Organic shapes throughout like a Calder-inspired mobile above the front desk, lush plantings, and sculptural totems create a relaxed and refined check-in experience. Many of the hotel’s shared spaces were dynamically designed to go from day-to-night. Offering all day hospitality, the hotel restaurant-Amare Mediterranean-offers a warm atmosphere accentuated by bespoke and hand-crafted art. A breakfast buffet in the morning, this space evolves into a bar and restaurant at night allowing guests to seamlessly transition from business into social hour. Guestrooms are also equipped to facilitate business and relaxation. The signature suite features both a king and queen bedroom as well as a parlor that doubles as a meeting room with a table that can expand to accommodate up to 14 guests. Luxurious amenity spaces set this Marriott Autograph Collection hotel apart. Guests can relax and unwind in the hotel’s crescent shaped pool, ensconced by a blue and white mural on the back facade a continuation the water motif applied throughout. Outdoor cabanas and an elegant bar give guests a respite from the surrounding Disney environs. Meeting and conference spaces on the first floor feature exterior terraces. Guests can also take in spectacular nightly fireworks displays from the 15th floor. The highest floor in the building has an event space as well as a pre-function space with an outdoor terrace that takes full advantage of the building’s orientation to give guests incredible panoramic views-rumored to be the best in the park. Taking cues from the adjacent Swan and Dolphin Resorts, the Swan Reserve has all the perks of proximity to the Disney experience, while offering a serene respite for its amenity-seeking guests. 350,000 sq ft 349 keys Completed 2021 Services Provided Architectural Design Site & Building Analysis Interior Design Project Leaders Josie Hyde Dawn Gunter LOCAL ADVISORS / ARCHITECT FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER 74 Reign Living at Newport & Fig Tampa, FL 225,000 sq ft / 168 units Est. Completion 2023 Services Provided Architectural Design Project Leaders Dawn Gunter Brooks Howell The student housing project sits on approximately 1.9 acres, includes a new residential development with approximately 168 dwelling units and 546 beds. Two levels of structured parking will provide 341 parking spaces and approximately 1,500 s.f. of retail space. A rooftop amenity deck will provide swimming pool, pool deck and resident seating/lounge areas totaling approximately 9,146 s.f. LOCAL ADVISORS / ARCHITECT FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER 75 36th & Downing Mixed-Use Development Denver, CO 239,000 sq ft / 240 units Est. Completion 2024 Services Provided Site & Building Analysis Architectural Design Core/Shell Design for Retail Interior Design for Residential Ground- Floor Lobby/Amenity Space Interior Design Residential Apartments Project Leaders Josie Hyde Brent Mather The 36th and Downing development will deliver an authentic live, work, play destination to the Cole neighborhood of Denver, CO. It will provide 240 residential units, 46,000 sf of commercial office space and feature ground-floor retail. 36th and Downing is a new five-story mixed-use building located between 36th & 37th Avenues and Downing and Marion Streets in the Cole neighborhood of Denver, CO. The building will include core and shell design for one level of retail along Downing Street ranging from 30,000 to 45,000 sf. The building will include four levels of residential above the retail podium, approximately 240 residential units, for rent apartments. The developable land along Marion Street, serving as a podium wrapper, will be residential units and include the main residential building lobby. The project will also include interior design services for the units, residential lobby, leasing office, public mail area, elevator cabs and the elevator lobbies and corridors at the typical residential floors. Interior design services include at Level 2 a fitness center and one amenity room, and at Level 5 two amenity spaces and a small outdoor terrace. The project will also include design of exterior amenity spaces at the Level 2 roof and top of the garage podium on the east side of the block. Parking will include two levels with a partial basement level located behind the Downing retail. The concept anticipates a full level of below grade parking to accommodate larger and deeper retail being considered. All parking levels are to be mechanically ventilated. The parking target is approximately 315 stalls. Access for the parking garage may be split between entry points on Downing, 36th Avenue and 37th Avenue or some combination, to be determined. The retail podium is assumed to be concrete construction and the residential Type V wood construction. LOCAL ADVISORS / ARCHITECT FIRM EXPERIENCE AND QUALIFICATIONS / GENSLER 76 DEVELOPMENT PLAN STARWOOD CAPITAL HQ | MIAMI BEACH, FL 03 77 Increasing vibrancy and economic activity in Downtown Clearwater. Supporting activation of the new waterfront park. Improving connection between the waterfront and the rest of Downtown. Setting a precedent for future Downtown development. Generating a financial return for the City. In response, we are proposing a connected district… PROJECT GOALS We understand the City has five (5) major project goals for the redevelopment of the two (2) waterfront properties as follows: 1 2 3 4 5 78 DEVELOPMENT PLAN DOWNTOWN CLEARWATER TODAY “Great places don’t happen accidentally. They are not just a collection of buildings and open spaces. They are a product of careful curation of diverse, interactive connected, aspirational, and sublime experiences.” DOWNTOWN CLEARWATER, FLORIDA The Tampa Bay region is one of the most dynamic and fast-growing metro areas in the country and the City of Clearwater has been preparing for this growth. “More than 126,000 new residents are forecast to move to the metropolitan area by 2024. Population growth in the Tampa Bay Region is expected to be 25% over the next 20 years, with more than 3.8 million people living in the metropolitan area by 2040.” - Recent estimates for the city of Clearwater show that population growth is up 6.2% since the last census, displaying that the city’s infrastructure still has plenty of room for growth. IMAGINE CLEARWATER PARK Today, the city of Clearwater is boldly creating an incredible public realm with the transformation of Coachman park to a much grander vision of Imagine Clearwater. Imagine Clearwater will be located front and center for the downtown district (downtown core) and will serve as the launching pad for a better and brighter future for the city as a whole. Through strong city leadership, this long-awaited reality for the park, will: • Create a centralized hub for residents and visitors alike looking for respite in nature; • Generate programs and community events that will engage and enthuse individuals of all age groups in our community through entertainment, events, health and wellness activities, and more. • Attract new visitors who share a passion and love for music and the profound effect that music has on bringing people together. • Provide pedestrian paths with consistent views of the intercoastal; and • Set a stage for unobstructed, breathtaking views of sunsets on the Bluff perfect for an engaging night out, or a relaxing break after a long day With the renaissance of the urban downtown core, the new park will highlight and enhance the existing events and experiences that many of us have enjoyed over the years such as the famous Clearwater Jazz Holiday, the dynamic line-up at Capitol Theater, Blast Friday, Clearwater Celebrates America - 4th of July Fireworks, and the newer Station Square park. These events have historically held high attendance and engagement within the community, and are anticipated to continue year after year. CONNECTION With the existing and popular Pinellas Trail, the established Jolly Trolley routes, PSTA bus main station and routes, and the Clearwater Ferry, the downtown core has a variety of modes of transportation in place for residents and visitors alike to easily access the downtown core or nearby Clearwater Beach as well as surrounding neighborhoods. WHAT’S MISSING... Although there are a number of aspects of downtown Clearwater that we all love, there are some areas that can be improved to make this downtown one of the best in the Country. Currently, the city faces a lack of density, portrayed by the small number of retail stores, food and beverage establishments as well as homes that have seen better days. These reasons are just a few of the potential causes that Clearwater’s downtown has lagged behind in progress compared to neighboring areas such as downtown Tampa and downtown St. Petersburg.. The hospitality industry has also lagged far behind neighboring areas including nearby Clearwater Beach. There is only one hotel near downtown, the Residence Inn by Marriott, while Clearwater Beach, however, hosts upwards of 100 hotel options for the 4.6+ Million yearly visitors. With the implementation of Imagine Clearwater Park, there is an opportunity to create even more economic gain with a hotel addition, as those traveling to explore downtown Clearwater specifically would have more options to choose from. 7975 1 2 TROLLEY PINELLAS TRAIL NEW BICYCLE GATEWAY FERRY HARBOR VIEW SITE CITY HALL SITE ALT TRANSPORTATION MODESPSTA BUS TERMINAL 1 2 5 MIN W A L K CLEARWATER BEACH IMAGINE CLEARWATER PARK COMMUNITY TRAIL 17EXISTING CONDITIONS / MACRO-SCALE CONTEXTUAL STUDIES EXISTING CONDITIONS / MACRO-SCALE CONTEXTUAL STUDIES SITE OPPORTUNITIES The two (2) parcels are each situated at an optimal elevation offering unparalleled waterfront views. Additionally, the locations are strategically picked to be conveniently located adjacent to a number of popular downtown amenities. Imagine Clearwater waterfront park, which the sites overlook, is an $84.6 million dollar transformation of the city’s beautiful downtown waterfront location into additional greenspace which will include marina facilities, a playground, and garden and entertainment venues. The bluff that the sites are situated along is located outside the FEMA flood hazard and risk areas and therefore will not be subject to flood hazard regulations. Additionally, the sites are also conveniently located 2 miles from the world- renowned Clearwater Beach, a popular tourist destination hosting upwards of 5 million visitors each year. Existing Maximum Density - The allowable FAR is 4.0 and the allowable density is 75 units per acre or 95 hotel units per acre. As of July 2018, there are 2,088 residential units available and 2,095,667 square feet of floor area available. Existing Maximum Height - No Height Limit 01 HARBORVIEW SITE This first parcel, the former site of the Harborview Center (+/- 1.43 acres), is located just to the north of the intersection of Osceola and Cleveland Street, downtown Clearwater’s major commercial corridor. Today, it is a vacant site adjacent to Clearwater’s Main Library and will serve as the main entry point from downtown to the new waterfront park. The Harborview site is the city’s priority for redevelopment out of the two (2) sites, given its strategic location and adjacency to the park entrance. 02 CITY HALL SITE The second parcel is the City Hall site (+/- 2.60 acres). This site is located at 112 S. Osceola Avenue, at the intersection of Pierce Street and S. Osceola Avenue. The City has relocated the functions of City Hall to a nearby building. 8076 MULTI-USE HOTEL SITE TO PARK CONNECTION PARK TO CITY CONNECTION PEDESTRIAN STREET / TEMPORARY STREET CLOSURE SITES INTERCOASTAL VIEWS PEDESTRIAN CIRCULATION CLEVELAND ST PIERCE ST DREW ST OSCEOLA AVESTREET IMPROVEMENTS FOR HUMAN EXPERIENCE AND FUTURE MOBILITY. 18OPPORTUNITIES / MACRO-SCALE CONTEXTUAL STUDIESOPPORTUNITIES / MACRO-SCALE CONTEXTUAL STUDIESOPPORTUNITIES / MACRO-SCALE CONTEXTUAL STUDIES 81 CLEVELAND ST PIERCE STOSCEOLA AVEMULTI-USE / CITY HALL HOTEL / HARBORVIEW 19MASTER PLAN / MACRO-SCALE CONTEXTUAL STUDIES MASTER PLAN / MACRO-SCALE CONTEXTUAL STUDIES 82 Our team’s approach is to successfully implement the City’s goals as identified in this RFP which will amplify not only what is currently working well, but also close the gap on what features are currently missing. Our strategy is a proposed partnership with the City and the community to elevate the downtown core into a vibrant place to live, work, and play while protecting our future. In order to efficiently design and construct this development, the best approach is to start with understanding the downtown and site context. Site context encompasses the physical layout and characteristics of the land. Additionally, site context should take into consideration existing infrastructure, street connectivity, and environmental conditions, and the city’s historic and present-day community context. The majority of our team are residents of Clearwater and its surrounding areas. As natives, our experiences living within this community grants us a personal connection to the future of this city and its development. With respect to what is currently working well in the city of Clearwater, we have taken into consideration some key strategies that will elevate the experience which we propose as part of our integrated design and approach to the two sites included as part of this RFP. These strategies do include some proposed scope outside of the defined parcels in which we look forward to continued dialogue with the City to properly implement. They are important considerations to create a unified place that is unique and authentic to Clearwater. There are three worth highlighting that will be introduced in more detail throughout this proposal – OUR VISION 1) Creating a Downtown Clearwater Music and Performing Arts District 2) Establishing a Smart and Sustainability-Focused Foundation 3) Developing a Pedestrian-Centric Core 83 15-minute neighborhoods to drive equity. First, the focus of the district will be to create social cohesions and strengthen the sense of community within the city of Clearwater. By developing in a concentrated area, there exists an opportunity to develop a 15-minute neighborhood strategy. This strategy focuses on creating equitable transportation, housing, employment, and technology infrastructure. With this goal in mind, the proposed developments will offer a mix of residential and hospitality with an abundance of retail and dining offerings, which includes a community food hall and kitchen incubator. Between the two sites, we are proposing over 200 hotel rooms, 388 residential units with a mix of apartments and townhomes, space for a larger tenant such as grocer, a food hall concept, and total 54,000 SF of space for retail and/or food and beverage. Additionally, there will be a parking synergy strategy introduced to provide the required parking and keep the focus on a pedestrian-friendly and safe district. In working closely with the City, we can achieve this goal to integrate all the necessary components, to create a viable, multigenerational neighborhood located within the core of downtown. A multigenerational neighborhood is key to achieving the outlined goals identified in this RFP which includes, increasing vibrancy and economic activity, supporting and activating the connection to the new park, and setting a precedent for future development while generating a high-financial return for the city of Clearwater. Further contributions will be identified and proposed in the following paragraphs as well as within the site-specific descriptions. Investing in parks and flexible streets can create healthier cities. We anticipate that designers and urbanists will continue to prioritize pedestrian-oriented urban spaces over car-centric developments. Our interpretation of pedestrian-oriented urban spaces means outdoor spaces promoting an inviting, collaboration focused atmosphere, which will be a key ingredient for the development. Additionally ,this concept also contributes to safe streets. Access to nature through landscaped public plazas, green spaces, sidewalks, and urban parks increases health benefits and creates community by reducing stress and depression, promoting positive emotions, and facilitating cognitive functioning. There are two main approaches: 1. Connection to the park and back to S Osceola Avenue within the defined sites 2. Strategies for S. Osceola to create a flexible, safer and more pedestrian-friendly streetscape. For each development, the goal is to provide heavily landscaped public walkways along the edges of the property to create the most healthy and comfortable access to and from the Park to S Osceola Avenue. The extension of the natural environment created within the Imagine Clearwater Park can be brought through all parallel paths including Pierce Street and the Gateway to connect the city to the nearby park with landscape and biophilia concepts included as part of the architecture. These in-between spaces are often neglected, however, in the case of these two properties, we are proposing a complete experience around the entire site. The cross-breezes from the waterfront can make these spaces special for residents to enjoy. We will be further connecting to these cross streets by introducing art such as, and engaging micro-park environments to elevate the health and wellness for better living, while also making the area safer with activation. OUR VISION DEVELOPMENT PLAN MULTIGENERATIONAL 15 Minute Neighborhoods NEIGHBORHOOD BASED EMPLOYMENT RETAIL + SHOPPING GROCERYSTORES HOUSINGDIVERSITY AFFORDABLE HOUSING WALKABILITY SAFESTREETS PARKS + OPEN SPACE LOCALSCHOOLS HEALTH CAREFACILITIES MICRO MOBILITY + PUBLIC TRANSPORTATION THE INTERNET AS A PUBLIC UTILITY 84 The two developments have incredible potential for amplifying the experience along the street- front from Drew Street through to Pierce Street. To further emphasize the concept of bringing the park connection into the city, we would propose working with the community to create a continuous music-themed experience while offering low-cost solutions for either narrowing the avenue to minimize vehicular traffic and potentially granting the potential to introduce event-specific road closures without negatively impacting the neighboring properties. The solution could be as simple as adding painted graphics to partially narrow parts of the street which could be temporary, with the long-term goal of being a permanent approach. This concept takes into account the future of mobility which is further detailed in the next section. We envision a space that displays banners for localized music events, static and dynamic art experiences within each block, and the introduction of our very own Clearwater Jazz ‘Walk of Fame’ where we can celebrate the city of Clearwater’s rich history embedded in the relationship between culture and music which can be shared with residents and visitors alike. This is the beginning to creating a unified district with the ability to celebrate Clearwater as a unique cultural region. This experience will create encapsulating restaurants, and dynamic retail stores which will bring the experience economy to life in downtown Clearwater. This streetscape can be further designed to plan for the future with concepts such as pop-up pavilions, multi-function poles for information, security, and/or digital dashboards that can support education, alerts, city performances or wayfinding. OUR VISION DEVELOPMENT PLAN 85 OUR VISION Mobility’s next phase will advance our cities. From e-scooter to e-bikes to cars where gas prices are irrelevant, improvements in vehicles powered by an electric motor and battery are transforming first- and last-mile mobility. Beyond the benefits for tackling climate change, the shift to electric vehicles has even broader implications for how we might reimagine our urban environments and city streets. For example, gas stations and parking garages could be repurposed for new uses that promote health and wellness. Using mobility innovation as a catalyst, we can remake our cities toward a much more human-centric model. Through extensive research, our team understands that cities are preparing to accept future modes of transportation including drone deliveries, air taxis, digital dashboards for pedestrians, autonomous vehicles, along with the electric motor modes mentioned above. These sustainable means of transportation can be easily incorporated within S Osceola Avenue if the overall area can plan for flexibility for the future. Air taxis in particular are continuing to be proposed for the tri-city area including Tampa, St Petersburg and Clearwater. Lilium has a partnership with the City of Orlando to build a vertiport within Orlando’s downtown, and they plan to expand. As recently as May 27, 2022, the Tampa Bay Area Regional Transit Authority considered an opportunity with Eve Air Mobility to introduce their electric aircraft system to our area. Eve Air Mobility is noting economic impact with job creation, saving 40 minutes of driving time among the tri-city areas during rush hour, and zero emissions. One the plan we propose to design our buildings to be ‘drone-passenger or drone-taxi’ ready for the future which includes a dedicated clear area on the roof and structural planning if required. DEVELOPMENT PLAN Flexible R.O.W. to accommodate Autonomous Vehicles, micro-mobility strategies, and areas for pedestrians and non- vehicular activities. AFTERDigital DashboardsFor Active Wayfinding, Signage, City Performance, Events, Alerts Multi-function Poles Monitoring Traffic, Security, Lighting, Temperature, Pollution Autonomous VehiclesDevelop Reducing Needs For Roads Additional 5G Connection Enabled Public RealmCreate People Places (Walkability, Gathering, Vegetation, Art) Pop-up Pavilions Serving for Cultural Function & Unmanned Retail Kiosks BEFORE 86 Rising cities will provide compelling alternatives. Rising cities are booming as people searching for more value and space are looking to relocate from large cities to more affordable, less dense regions. To be a compelling alternative, a rising city should build arts and culture while also seeking strategies for creating more equity and diversity, while also celebrating its local DNA within new developments. A Music District, which we believe is part of the DNA of downtown Clearwater, by its simplest definition, is a place with a vibrant music economy. There is growing recognition among governments and other stakeholders that Music incorporated into the placing of Cities can deliver significant economic, employment, cultural and social benefits. This will not only draw new tourists but also retain existing tourists. Music tourism holds the potential of benefitting cities to the tune of billions of dollars each year. They also create the same draw for tech-firms and others in the creative class. “Music Districts” can also draw people from the surrounding region to downtown Clearwater as the new destination for locals and tourists of all age groups and ethnic backgrounds. Imagine Clearwater Park and the defined music scene will be the center stage for Clearwater to crowd around. What an incredible opportunity to have a city that is not only located on an amazing waterfront bluff, but also holds the extensive DNA to be one of the best Music Cities in the world. By DNA, we mean Clearwater has the artists and musicians (within the area), a budding music scene, access to spaces and places with the new park bandshell, Capitol Theater, and the proposed music hotel incorporating the rich history of Jazz and music in collaboration with the Clearwater Jazz Holiday and a receptive and engaged audience. Lastly, we know there is government support for music and the recognition of music as an economic driver. The ability for a music ecosystem to generate a rich social, cultural and diverse environment while also generating vast amounts of revenue for the city are strong-reasons for implementation. This all integrates within the 15-minute multigenerational 15-minute district being created. To reiterate the importance of music tourism which we are thriving to contribute to with our proposed development in a meaningful way, the couple of examples from other Music Districts and Cities is worth noting. Nashville, famous as a ‘Music City’, shows in a 2013 “Nashville Music Industry” report that the music industry helps to create and sustain more than 56,000 jobs within the Nashville areas, supports more than $3.2B of annual labor income, and contributes $5.5B to the local economy. In Melbourne, Australia, a 2012 census found that live music alone generated more than $1B in spending a small venues, concerts and festivals and produced spin-off benefits to restaurants, hotels, transportation companies and other providers. This puts music in the top ranks of the city’s economic drivers. Clearwater is a very special place when it comes to its longstanding Jazz history, with the Clearwater Jazz Holiday bringing world-class music to the area every year for over 42 years. Some of the best and legendary musicians have drawn many local residents and visitors to beautiful Coachman park and the surrounding area. With Imagine Clearwater Park and the new bandshell, the event is poised to explode in popularity and include many more related events for all ages to enjoy. With the Harborview site being so integral to the Gateway to the Park, it is inherently a great fit to include a hotel, with an emphasis on music, to tie the events of the Park, the Gateway, and extending into the pedestrian-friendly portion of Cleveland street (which includes Capitol Theater) to create a nucleus for the music scene to emerge. There will be partnerships with the Clearwater Jazz Holiday who will now have a place to call home and expand their program and accordingly with the hotel program. This center will be the catalyst for future development and a large boost in the local economy. OUR VISION DEVELOPMENT PLAN The growth and development of a new urban center must be supported by a smart, intrinsically diverse and integrated experience. 87 More cities will think regeneratively to combat climate change. We are committed to the global goals established by many organizations to eliminate all greenhouse gas emissions associated with the built environment by 2030. It is an ambitious goal that is imperative that we all contribute to the fullest extent possible. We propose a holistic design strategies approach that it puts people first and creates positive climate and economic outcomes. This approach will include all entities involved with the project through construction and into the operational aspects of each building. First, we will pursue LEED Silver minimum for both the City Hall site and the Harborview site. In coordination with the LEED requirements, we propose include the following strategies into the design and construction both projects: 1. Align with Clearwater’s Greenprint 2.0 goals* 2. Energy Star certification 3. Renewable energy planning and future integration (solar) 4. Use building energy modeling for design. 5. Community education – examples include: a) data tracking, b) digital communication and/or c) education where possible. 6. Focus and priority on evaluating materials with the largest embodied carbon impact – example: steel, concrete, insulation, aluminum, generic metals and carpet. 7. Implement a health and wellness approach for each development unique to the experience for permanent residence versus short term stay. 8. Plan and manage for extreme heat – example: a) shading strategies, b) replace concrete and asphalt where possible, c) use native and drought tolerant landscape, d) partner with the local community. 9. Plan and manage for extreme storm events (or other unforeseen events – example City of Orlando Future-Ready Planning) – example: implement a redundant emergency plan for during and following an extreme event. *Clearwater Greenprint 2.0 – selective: • Transform Clearwater into a community where people walk, bike, take transit, or carpool for most trips in a safe, accessible, and affordable transportation network. • Make Clearwater a leader in clean and local renewable energy opportunities. • Transform our buildings into high-performing places to live, work, learn and play. • Inspire community action and ensure environmental justice and equity as we transition to a lower-carbon, more sustainable community. • Create a thriving urban agriculture community in order to increase the local knowledge and abundance of healthy, sustainable food. • Become a leader in sustainble, smart transportation through innovative partnerships, policies, programs, and technology. • Understand potential climate-related risks and mitigate these risks while preparing our community to chronic and extreme weather events. OUR VISION DEVELOPMENT PLAN 88 “From smart lighting, automation, redundant power and the seamless integration of technology & nature, smart collaboration is the nexus at which experienced leaders and field experts with the specific pedigree required to sustainably expand the community, enhance and protect the environment and provide equal access to job creation, job opportunities and a higher quality of urban life.” Leverage technology to create intelligent cities. In partnership with innovators from the energy, telecommunications, and design industries and the minds behind Smart City Group, we propose to integrate innovative physical, digital, and social infrastructure into the redevelopment of Downtown Clearwater. Our efforts to revitalize Downtown Clearwater will focus on two (2) waterfront parcels within the RFP to work in tandem with Imagine Clearwater Plan, based on three (3) core principles. 1. Accessibility (available to everyone) 2. Diversity (something to do for everyone) 3. Connectedness (a place for everyone). The architecture of revitalizing Downtown Clearwater. Downtown Clearwater has a unique opportunity to utilize the redevelopment of the two lots to create a resilient, integrated, vibrant waterfront community where residents and visitors can interact with and leverage the resources and available services in a comprehensive, efficient, cost-effective, equitable, and sustainable manner. A. Connected Communities are Vibrant Communities People, nature, and technology are often at crossroads in balancing between the progress of the community and the preservation of the natural resources. Though it appears that the digital divide has become one of the most pressing issues of this century, we see an opportunity to utilize all publicly accessible spaces to enhance accessibility through the provision of free internet access. Likewise, in the urban core, it is equally important to remain connected and grounded to the surrounding nature. Our team saw an opportunity not only make a connection between bluff properties and the park but also to extend the park towards and along Osceola Avenue. B. An Anchor for Innovators The parcels would serve as the first building blocks to create a unique learning network of incubators and accelerators in Downtown Clearwater that will allow the city to continue to grow local talent. Access to free educational programs not only allows to widen the regional knowledge base but also helps to grow job skills of the local market. Where growth occurs, innovation naturally follows and we expect that this will not be a linear progression. Within the network innovation can come from various sectors, including but not limited to arts, food industry, medical etc. C. Community Intersecting Music, Art, Culture, Food, and Nature As partners and collaborators of Elevate, we will help to reinvent Downtown Clearwater by constructing dense-living, residential buildings with ground-floor commercial amenities, including community food halls, entertainment venues, and green spaces that complement the Imagine Clearwater redevelopment. Our goal is to create a healthy and vibrant ecosystem in Downtown Clearwater where residents live, work and play. Through intentional design that focuses on connectivity between technology and nature, we believe we can rebuild a sense of community in Downtown Clearwater. The new buildings included in Smart City Group’s proposal will also be constructed as “healthy buildings”, which will not only benefit tenants’ wellness and effectiveness but also mitigate the future health risks. Smart City Group will incorporate proactive design techniques like reducing chemicals, using non-hazardous building materials, and using sensors to monitor building operations and employing smart ventilation techniques. SMART CITY GROUP SUSTAINABLE DEVELOPMENT FRAMEWORK DEVELOPMENT PLAN 89 SMART CITY GROUP SUSTAINABLE DEVELOPMENT FRAMEWORK DEVELOPMENT PLAN D. Connecting the Waterfront to Downtown with Integrated Transportation Solutions A transportation hub close to the Marina that (1) integrates public parking, electric vehicle (EV) charging stations, trolley and bus stops, a taxi stand and a stand for ride-sharing drop off and pick-up, as well as a bike share facility and bike racks/lockers with public restrooms and locker rooms, and (2) is powered by integrated transit information (such as easy to find, accurate transit schedules and routes), could provide a safe, well-liit and clean area for citizens to transfer between modes of transit and make a significant contribution to the City’s goal of improving the connection between the waterfront and the rest of downtown. • A citizen could ride a bike downtown, park it in a secure bike rack or locker, freshen up and store their bike equipment in the locker room, and then stroll or take the trolley to work or to a nearby restaurant for dinner. • A visitor driving over from a nearby town in their EV could park at the EV charging station and leave their car to charge while they easily walk or catch the trolley or bus to local shops. • A family could take the bus to the transit hub and then quickly and easily catch the trolley or ferry across to Clearwater Beach. • And visitors to Clearwater Beach could take the trolley to the transit hub and from there easily access all of the local amenities. Allowing passengers to easily switch back and forth between various modes of transportation in a sheltered and secure location can significantly reduce vehicle traffic on congested streets. When transportation infrastructure is powered by advanced technology, countless benefits are realized. Reliable, efficient transportation and mobility infrastructure connects people with goods, services, employment, opportunities and each other. To that end, redevelopment of Downtown Clearwater must incorporate the infrastructure necessary to support EVs and other enabling technology. Widespread use of electric car ride shares and automated vehicles reduce emissions and congestion; smart monitoring, reporting and routing of responders enhances public safety; and as underserved communities are connected with employment and development opportunities through data-driven mass-transit, economic development increases By integrating electric vehicles, automated vehicles, and smart mobility options, Downtown Clearwater will be a model for reliable, efficient, and renewable transportation. SEE CITY HALL NARRATIVE FOR ADDITIONAL INFORMATION NEW MOBILITY ECOSYSTEM Reimagine mobility 3 90 MASTER PLAN 91 The City Hall site is approximately +/- 2.6 acres and possesses the greatest opportunity to maximize density and build with efficiencies and contribute to the sustainable and resilient development of Clearwater Downtown. Given the prominent position the City Hall site has on the bluff and southern end of the Imagine Clearwater Park, we have the opportunity to create a true mixed-use development to enhance the lives of the Residents, Park visitors, as well as the greater Clearwater community. We strongly believe in sustainable urban design and will ensure the best green building techniques, materials and construction practices are applied. Electronic Vehicles (EV) Charging Stations, Solar Technology, Energy Star Appliances, LED Lights and green building Materials will be incorporated throughout the project. A Sustainability Action Plan (SAP) defining specific “green” strategies, goals and ongoing performance indicators will furthermore be developed in conjunction with our Smart City, to ensure our ongoing commitment to this healthy and highly efficient development. With the Water’s Edge development immediately to the north, our first challenge was the strategic positioning of the proposed residential tower. Located generally mid-site or mid-block, this afforded the greatest opportunity for the dramatic view corridors to the west, particularly to the northwest with a layering of views over the park and the intercoastal waterway. The Tower placement was based on maximizing the views for the development, preserving the water views of the neighboring Water’s Edge Condominium building and being mindful of all other adjacent buildings. With the mid-block tower placement, the supportive parking podium allows for a tower pedestal, setting the tower back from the development edges and offering vertical relief to surrounding developments. To create the activation and integration requested into the contextual urban environment, we expanded the development footprint to add a mix of uses to the property. A food Hall/courtyard, multiple retail, food, and beverage offerings would be placed on the western edge of the development to take full advantage of the dramatic views. These offerings will create a destination for residents, visitors of the park, and the community at large to bring energy and activities to the development. Above the western and eastern retail footprint, we propose additional residential units in the form of townhomes to again, take advantage of the views this site has to offer, but also screen the parking podium behind. We propose for the north and south, elevations screening art elements. A Silver LEED Certified residential tower of 24 floors will rise above the parking podium shaped to offer the greatest number of units to enjoy the dramatic views to the west and the Park below, the intercoastal waterway and the barrier islands, particularly Clearwater Beach. The residential amenity areas of the pool deck, such as cabanas, recreation areas, outdoor “summer kitchens”, resident and guest lounge areas, ample, outdoor seating and plaza spaces, will rest on the podium. Providing an architectural cascade of the massing to flow from the tower to the pool deck, to the townhomes over the retail, roof decks to the west retail plaza, and connecting down to the new South Bluff Walk that terrace to the Park’s featured lake below. This architectural cascading accentuates the verticality of the natural bluff elevation bringing the development into a unified expression of the site’s greatest feature. Our residential address will be Osceola Avenue with an entry drive leading to a porte cochere or drop-off/pick-up at the recessed residential lobby. CITY HALL MULTI-FAMILY DEVELOPMENT NARRATIVE / CITY HALL SITE MULTI-USE TOWER / CITY HALL VISION PROVIDE LAYERED PERMEABILITY AND LYRICAL FACADES Convenient garage access immediately off Pierce Street leads residents to the 5th,6th & 7th level residential parking. On Osceola Avenue, we propose to bring retail or service users market to the urban neighborhood generously offset from the street to protect and preserve the existing grand oaks and offer café seating and/or market displays to add to the festive market ambiance. Patrons can access the proposed street curbside parking, minimal convenience parking on the entry drive with provisions for tenant and community bicycle parking, or dedicated 2nd level garage parking. The recessed residential lobby and the preservation of the grand oaks offer an urban lawn or pocket park at the northwest corner of Osceola Avenue and Pierce Street for programmed activities such as a farmer’s market, seasonal festivals, or other community driven events. ECI Group, K.D. Keller, Smart City Group, and MADE seek to redevelop the current City Hall site into a 24-story mixed-use building composed of three hundred and eighty-eight (388) rental class “A” apartment units. The high-rise tower will be similar in character to the Channel Club property located at the corner of Twiggs Street and Meridian Avenue in the heart of Tampa’s booming Channel District. While the Channel Club includes a thirty-seven thousand square foot Publix Supermarket, the first and only in Tampa’s urban core, we will replace this element to incorporate an open-air food hall/ courtyard consisting of unique and diverse food and beverage options. Concerning scope and size, an example of our courtyard concept can be seen at the Grand Central at Kennedy (GCAK). The design led by the principal of K.D. Keller included a fourteen thousand square foot outdoor area with five adjacent restaurants and bars. The $1,800,000 project was completed in the fall of 2020 and has been a tremendous success in the Tampa market. 92 MULTI-USE TOWER / CITY HALL VISION DEVELOPMENT NARRATIVE / CITY HALL SITE The retail component of the building will have twenty thousand square feet of ground floor retail space along Osceola Avenue that could accommodate a variety of stores and potentially a grocer or fitness center in the future. The newly built retail component will have the ability to be converted and accommodate a grocer in the future. It is necessary to note that a prospective grocer will have their own size and layout requirements, which cannot be known in advance, we will therefore plan for all potential logistical needs. K.D Keller and ECI Group has effectively done the same with Publix in Tampa and are well equipped and suited for this task. The remainder of the retail components will focus on offering food and beverage options to service the surrounding residents and provide options for park events and shows at the nearby Capitol Theater. The current plans accommodate approximately eight concepts on the first and potentially second level of retail. The first level will also have a component for a one-of-a-kind incubator geared towards culinary establishments. These businesses would lease space on a short-term basis, with the long-term vision of relocating and expanding into a more permanent downtown Clearwater location. Ideally these establishments would move to buildings on Cleveland Street and the surrounding neighborhoods. We will build out these spaces as basic restaurant stalls, therefore making them more affordable and keeping the capital requirements for the new owners between $50,000 and $75,000. A key objective would be to facilitate a new group of culinary entrepreneurs as each expands in the area. It should be noted that the principal is forty CITY HALL 93 25 CITY HALL CONTINUED MULTI-USE TOWER / VISION known in advance, we will therefore plan for all potential logistical needs. K.D Keller has effectively done the same with Publix in Tampa and are well equipped and suited for this task. The remainder of the retail components will focus on offering food and beverage options to service the surrounding residents and provide options for park events and shows at the nearby Capitol Theater. The current plans accommodate approximately eight concepts on the first level of retail. We will utilize small indoor seating areas and kitchens, with the bulk of seating being outdoors as is depicted at the Grand Central at Kennedy. The concepts will be fast-casual or quick service, relying mainly on the food market for seating. With a strong focus on an integrated design, we will build our project with a natural aesthetic. The market will seamlessly integrate into the bluff and support the renovations and programing of Imagine Clearwater and the waterfront. The first level will also have a component for a one-of-a-kind incubator geared towards culinary establishments. These businesses would lease space on a short-term basis, with the long-term vision of relocating and expanding into a more permanent downtown Clearwater location. Ideally these establishments would move to buildings on Cleveland Street and the surrounding neighborhoods. We will build out these spaces as basic restaurant stalls, therefore making them more affordable and keeping the capital requirements for the new owners between 01 HARMONY HOTEL 02 MAIN LOBBY 03 PARK FOOD + BEVERAGE 04 VISITOR / FUTURE TENANT PARKING ENTRY 05 TENANT PARKING RAMP 06 LOADING / SERVICE 07 TERRACED GREEN PLAZA 08 PARK CONNECTOR 09 INTERACTIVE SCULPTURES 10 RETAIL/FUTURE GROCER 11 PARKING 12 MIXED-USE BACK OF HOUSE 13 TOWER CORE 01 02 03 05 04 06 07 08 09 09 09 10 11 12 13 13 13 13 13 MULTI-USE TOWER / CITY HALL VISION 01 02 03 04 05 06 07 08 09 10 11 12 13 14 15 HARMONY HOTEL FUTURE MULTI-FAMILY RESIDENTIAL FUTURE DEVELOPMENTMAIN LOBBY PARK-FACING FOOD + BEVERAGE VISITOR/FUTURE TENANT PARKING ENTRY TENANT PARKING RAMP LOADING/SERVICE TERRACED GREEN PLAZA PARK CONNECTOR INTERACTIVE SCULPTURESRETAIL/FUTURE GROCER PARKING BOH TOWER CORE DEVELOPMENT NARRATIVE / CITY HALL SITE (40) percent owner in CENA, an Italian Restaurant at GCAK which was recently featured on The Food Network’s show “Beat Bobby Flay”, whereby CENA ‘s chief did just that in a cooking competition. Additionally, one of the Development Partners is certified by the International Business Innovation Association (INBIA) to build and manage incubator ecosystems. Furthermore, the partner currently owns one of the healthiest and most innovative flexible office and coworking spaces in the United States. The contemplated second story of retail will have two additional signature restaurants and a brewery. These concepts would also utilize a significant portion of outdoor covered space like the concept at GCAK. Being particularly cognizant of the site’s interplay with the redevelopment of the adjacent park, we will focus on modifying known elements, while incorporating amenities that blend and create a distinct environment for the site. With several years of experience, we have learned many lessons in making usable outdoor spaces that factor in variances in local climatic conditions such as temperature, wind and rain. We will commission a wind study as we did at GCAK which proved invaluable to enhancing the usability duration of this space. All the aforementioned factors need to be properly mitigated for the area to ensure the highest degree of year-round functionality and community use. It is imperative to note that in designing this practical space, we have kept the corner of Pierce Street and Osceola Avenue as open space to provide ample parking, areas for ride sharing vehicles and the flexibility for a future grocer. Downtown Clearwater has lagged in comparison to the growth of neighboring cities such as Tampa and St. Petersburg, but our understanding of the needs of the local market will allow us to construct a project that will become a magnet CITY HALL 94 MULTI-USE TOWER / CITY HALL VISION DEVELOPMENT NARRATIVE / CITY HALL SITE *Note: There is a discrepancy in the RFP with +/- 2.60 acres in site description, and the Stan- tec Imagine Clearwater Schematic Concept Plan included as an exhibit labels the parcel as +/- 1.74 acres. Actual acreage to be confirmed at a later date with required surveys, etc. for many forthcoming developments. Our experience will ensure the project is successfully completed to provide best-in-class residential and commercial spaces. We will greatly enhance the area just as our GCAK development did for the Channel District fifteen years ago. Challenges: The Apartment will be a market leading asset and will prove that a downtown high-rise development can generate rental rates in this market like what is being achieved in its sister markets. Now there are no comparable properties in the area which will act as a deterrent to any potential developers, lenders, or equity investors. To mitigate this, we propose the following City Incentives to encourage investment and interest. The City will be responsible for the demolition of the existing City Hall building and any environmental remediation that may be necessary. The City will either waive or fund all impact, building permit, water, sewer, and fire fees through the City of Clearwater General Fund or Enterprise fund. Plan review costs will also be waived or funded utilizing the same funding mechanism. The land will be purchased by the development group at current appraised value after 60 months of building operation. Real Estate Taxes will be 75% abated for the first 5 years of operation and 50% for the next 5 years of operation. We ask that the City agree to reimburse the Developer for hard scape costs on the northern edge of the property to create a grand entrance to the park between our development and Waters Edge. We will ask for additional unit and FAR density from the City’s Density Bank to accommodate 388 residential units and an overall FAR of 5.25 at no charge. We would also ask that the City approve the overall building height of 275FT. The City will provide $2,500,000 from the City of Clearwater Parking Fund allocated for the RFP. We also ask that the City provide an additional $2,500,000 from the City of Clearwater Parking Fund for onsite parking total of 200 spaces to be utilized by customers of the retail and to be made accessible for individuals visiting the park. The Development team would operate the parking program themselves and have a revenue share agreement with the City for fifty (50) percent of net revenue for 40 years. Again, we believe this will be more advantageous than allocating all of the funds for the future offsite Downtown Garage as it will make park access more convenient. Conclusion: We are excited to make the proposal. We are cognizant that this will need to go to a public referendum and that is why we have presented a proposal that we believe will get support from local community. We hope that with our experience in similar projects and a chance for voters to view our Tampa projects, it will lend credibility to this submission. We want to win your vote of confidence and build a project that we all can be proud of. CITY HALL 2.6 ACRES 270 FEET IN HEIGHT 24 STORIES 18,000 SQUARE FOOTAGE FOOD + BEVERAGE 22,000 SQUARE FOOTAGE RETAIL 388 RESIDENTIAL UNITS 800,000 GROSS SQUARE FOOTAGE PARKING RETAIL / FOOD + BEVERAGE TERRACE LOBBY RESIDENTIAL AMENITIES RESIDENTIAL 95 HOSPITALITY DEVELOPMENT AT FORMER HARBORVIEW SITE Harborview Narrative: Harmony 12 - A Music Hotel The Harborview site will provide an in-depth integration of the Imagine Clearwater Park and Bandshell with an intrinsically themed music hotel. The “Harmony 12” Hotel will be a true amenity to the City of Clearwater. The music hotel will bring harmony and connectivity to all aspects of downtown Clearwater by tying together culture, food, and beverages with the phenomena of music. The hotel will host events, coupled with some of the best sunsets in the country. The key to activating our Clearwater Downtown Core is to increase frequent visitation and drive overnight stays. With music at the heart of the city and with a special focus on Clearwater’s unique jazz heritage, the Harmony 12 Hotel will become the perfect added attraction to the downtown. The City of Clearwater holds a vast amount of rich history stemming from the amazing musicians that have traveled and performed within the City, and specifically, old Coachman Park. We envision an opportunity for a truly authentic Clearwater experience that supports the patron’s immersion into the history, legacy art, and talent that has graced the Clearwater music scene for decades. We propose to work with the City of Clearwater by utilizing their resources to tell the story of some of the legendary performances and personalities of the artists that have created the legacy of the Clearwater music phenomenon. It is in this spirit that we want to celebrate and preserve this legacy, establishing Clearwater as a city of music for generations to come. We believe there is a great opportunity for a music-themed hotel to be coupled with the already established Clearwater Jazz Holiday and Foundation. This collaboration would go beyond just being a site to host events, but will play into the theme of the hotel as a whole. The Harmony 12 will take into consideration the Clearwater Jazz Holiday brand, and incorporate design themes and elements to truly establish the connection between both entities. Our planned proposal can serve as a resource for the Clearwater Jazz Holiday Foundation and therefore serve as more than just a hotel, but a philanthropic hub to enhance the community. Jazz Walk of Fame The musical theme will tap into Clearwater’s rich history of music and showcase local events such as Clearwater’s Jazz Holiday. The thematic property will play two crucial roles, one as a destination hotel, and the other as a cultural center showcasing decades of Clearwater’s vast history. This music- centered history dates as far back as 1910, when the Tampa Bay Chapter of the American Federation of Musicians was formed to today, as Clearwater’ Jazz Holiday festival has occurred every year for the past 42 years. Evidently, the history of Clearwater will be on full display in this property. One such display can be found right outside of the hotel where the Jazz Walk of Fame will be on display. This walk of fame is inspired by the Hollywood Walk of Fame found in California. Designed to enhance a guests’ walk through Osceola Avenue, the Jazz Walk of Fame will enlighten the presence of some of the world’s greatest jazz artists right at the footsteps of Imagine Clearwater. An additional feature located at the nearby plaza are the music note themed archways which inspire a harmonious experience for hotel guests and residents alike. These music note archways contain projectors that will project stories related to the history of jazz in Clearwater, adding an additional element of entertainment for visitors of the grounds. Also found within the hustle and bustle of the plaza area, is the rich sound of local street musicians that provide for an enlightening atmosphere. Street musicians will be drawn to the populated area from the inviting atmosphere provided by the music-themed features of the site. Perfect Harmony Perfect harmony is when different people come together in unison Harmony’s mission is to bring people together through music, where they can laugh, love, and play together. Clearwater Jazz Holiday (CJH) Foundation’s mission is to be a leading proponent of jazz entertainment and education in Florida. Through a collaboration with CJH, we plan to provide a “home” for the exhibition of their rich history, wanderlust events, and youth programs. The Clearwater Jazz Holiday has a 42 year record of bringing diverse, world class performances to the area, while also having cultural and economic impacts. We stand firmly with the mission of CJH and therefore want to utilize our development as a base or “home” for the Clearwater Jazz Holiday Foundation’s community events and celebrations. One such example is CJH’s “Give Them A Stage” program which aims to showcase “young, incredibly talented, home-grown musicians.” The “Give Them a Stage” program speaks to the core of CJH’s value of growing and inspiring young musicians. Another planned partnership activity with CJH and Harmony 12 is hosting the CJH highnote society events. These events are annually held, and typically are aimed toward locals and donors for the CJH foundation. The Clearwater Jazz Holiday Foundation aims to give youth an opportunity to enhance their musical talent, especially for those that cannot find the opportunity due to lack of financial resources. Our development builds on the local music scene, and strives to enhance the music-based culture and potential opportunities. HOTEL / HARBORVIEW VISION DEVELOPMENT NARRATIVE / HARBORVIEW SITE EXPRESS MUSIC/JAZZ CONCEPT THROUGH FACADE RHYTHM, FORM PLASTICITY, AND MATERIALITY Photo: Escapada Rural 96 HOTEL / HARBORVIEW VISION DEVELOPMENT NARRATIVE / HARBORVIEW SITE 97 21 Elevate is proposing a 181 room music themed hotel with a twelve thousand square foot ground floor retail component that extends across North Osceola Ave and wraps around to activate Cleveland Street as well. The hotel will be a flagged Universal Music Group (UMG) asset. A UMG Hotels and Resorts will capture the very essence of music and the wealth of musical history available to Elevate through the over 100 music labels covering almost every genre of music and the thousands of artists associated with Universal Music. The very brand name UMG is iconic and bold, standing out in the skyline of any city, unique unto itself, because no other brand has the affiliation and power of music and the world’s largest and leading music company. The musical theme will also tap into Clearwater’s rich history of music and showcase local events such as Clearwater’s Jazz Holiday. The thematic property will play two crucial roles, one as a destination hotel, and the other as a cultural center showcasing decades of Clearwater’s rich and vast history. Ranging as far back as 1910, when the Tampa Bay Chapter of the American Federation of Musicians was formed, up to today’s Clearwater Jazz Holiday festival, the history of Clearwater will be on full display in this property. The twelve thousand square foot wrap around retail component will provide those traveling through the Civic Gateway and surrounding residents ample shopping and food & beverage options while activating the HARBORVIEW CONTINUED HARMONY HOTEL / VISION 01 IMAGINE CLEARWATER PARK 02 CLEARWATER MAIN LIBRARY 03 THE GATEWAY 04 HARMONY HOTEL MAIN LOBBY 05 HARMONY HOTEL AMENITIES 06 FOOD + BEVERAGE AT THE GATEWAY 07 OUTDOOR DINING 08 INTERACTIVE SCULPTURES 09 HARMONY HOTEL RETAIL 10 HARMONY HOTEL CORE 11 HARMONY HOTEL BACK OF HOUSE 12 THE GATEWAY PLAZA EXTENSION 13 CLEARWATER JAZZ WALK OF FAME 14 SOLAR SMART FLOWERS 15 HARMONY HOTEL WEDDING LAWN 01 02 03 04 05 06 07 08 09 10 11 12 13 14 15 01 02 03 04 05 06 07 08 09 10 11 12 HOTEL / HARBORVIEW VISION 01 02 03 04 05 06 07 08 09 10 11 12 13 14 IMAGINE CLEARWATER PARK CLEARWATER MAIN LIBRARY THE GATEWAY HARMONY HOTEL MAIN LOBBYHOTEL AMENITIES FOOD + BEVERAGE ALONG THE ‘PARK’S GATEWAY’ OUTDOOR DINING INTERACTIVE SCULPTURES HARMONY HOTEL MAIN RETAIL HARMONY HOTEL CORE HARMONY HOTEL BACK OF HOUSEGATEWAY PLAZA EXTENSION/TEMPORARY PEDESTRIAN STREET CLEARWATER JAZZ WALK OF FAME SOLAR SMART FLOWER DEVELOPMENT NARRATIVE / HARBORVIEW SITE Guest Experience Guest arrival will come from Osceola Avenue at the north end of the site past the fronting commercial and/or cultural spaces activating the public corridor. The guest portal will bring patrons to the western side of the hotel, where some of the most dramatic views for their first experience of the Imagine Clearwater from the north Bluff Walk will occur. The covered porte-cochere will offer multi- modal staging and convenient bicycle parking for the facility. The visitor experience continues with a generous lobby lounge, and agourmet and casual dining spaces paralleling the north Bluff Walk that will have direct access through open terraces nestled under the existing grand oaks and the park below. Hotel guests will ascend from the lobby registration into the guest room floors above the amenity deck perched above the ground floor guest services where they will be greeted by ionizing air vents found in the hotel lobby. We propose the amenity deck to have multiple levels for patrons to enjoy the dramatic views across the park and intercoastal waterway. The pool lounge and dining services will distinguish itself throughout the terraced plazas offering a secluded dining experience yet accessible from the refreshing pool areas. Hotel services are tucked behind the Osceola commercial frontage space with guest parking ascending below the ground floor offerings to two levels conveniently shelved into the grades afforded by the limestone bluff. The guest will be immersed in sensory offerings of lush landscape and living walls coupled with aquatic sounds that create intimate privacy areas and playful shading areas using landscape and structures to define a variety of spaces for a resort experience in an urban setting. Occasionally, particularly on busier nights, live music can be enjoyed during specific times of day and evening. One planned example is a speakeasy, a planned component of the plaza that will feature intimate live music from local and international artists. HARBORVIEW 98 HOTEL / HARBORVIEW VISION DEVELOPMENT NARRATIVE / HARBORVIEW SITE *Note: There is a discrepancy n the RFP with 1.43 acres in site description, and the Stantec Imagine Clearwater Schematic Concept Plan included as an exhibit labels the parcel as +/- 1.50 acres. Actual acreage to be confirmed at a later date with required surveyss, etc. HARBORVIEW *Note: There is a discrepancy n the RFP with 1.43 acres in site description, and the Stantec Imagine Clearwater Schematic Concept Plan included as an exhibit labels the parcel as +/- 1.50 acres. Actual acreage to be confirmed at a later date with required surveyss, etc. 1.43* ACRES 75 FEE T IN HEIGHT 6 STORIES 5 HOSPITALITY 1 AMENITIES / FOOD + BEVERAGE 1-2 UNDERGROUND PARKING 14,000 SQUARE FEET RETAIL AND FOOD + BEVERAGE 200 KEYS 210,000 GROSS SQUARE FEET *Note: There is a discrancy in the RFP with 1.43 acres in site description, and the Stantec Imagine Clearwater Schematic Concept Plan included as an exhibit labels the parcel as +/- 1.50 acres. Actual acreage to be conr med at a later date with required surverys, etc. PARKING RETAIL / FOOD + BEVERAGE TERRACE LOBBY HOTEL AMENITIES HOTEL Harmony 12 Hotels will provide an exclusive, luxury experience, curated specially for guests of distinction. Fine Dining with hand-crafted cocktails and chef-inspired dishes using only the freshest locally-sourced and regionally accessible vegetables, herbs, meats, spirits, and beer. Guests and park goers will be able to stroll along the western paved pathway which seamlessly connects to the sloping bluff. The guest tower will rise above the amenity deck where guest lounge spaces can be found at every level, presenting the fabulous views at the elevator lobby. Guest rooms will encapsulate the amenity deck creating an escape from the city hustle and bustle. Each room has its own exterior and interior spaces to offer guests varied experiences within their home away from home. The southern guestroom experience offers additional terracing roof forms with sustainable green surfaces showcasing indigenous wildflowers to add to the tranquility of the resort environment. Osceola Avenue guest rooms will add to the vitality of the urban experience with ample balconies to take in the streetscape activities when desired, but have the option to shut the city out with noise canceling full glass sliding door when privacy is the premium. Open stair access to the elevated pool deck that will face the newly designed Imagine Clearwater provides a seamless pattern of integration between the property and the park. Additionally, the pool deck boasts a melting- ciello themed pool which takes inspiration from Salvador Dali’s “Melting Clocks” painting. The pool deck will serve as a unique feature of the hotel that will be a fun place for families during the day, but also a lively experience in the evening with live music and outdoor movie nights. Fronting the Gateway Plaza to the south as part of the Imagine Clearwater experience will be a series of Plaza activating program spaces with food and beverage outlets, retail spaces and the opportunity for curatorial and institutional offerings. These key features will serve to welcome guests, residents, and visitors to enjoy the past, present and future of this city jewel, Imagine Clearwater Park. This site offers city guests and visitors an introduction to Clearwater at its best, while opening its doors to residents and the community as a place to enjoy craft cocktails, a large selection of wines and locally crafted beers, and exceptional cuisine. Coupled with some of the best live music in the region, locals will experience the ultimate “staycation” in their own backyard. Site Programming As proper programming is crucial to bridge the park activation with the hotel site, the park The operator, Experiential Ventures Hospitality, with their over 35 years of experience in the hospitality, culinary, branding, retail, design, technology, entertainment & real estate industries, will utilize their extensive relationships to bring the most iconic brands and notable personalities, who have influenced and shaped our past and present culture. “We are creating experiential extensions in hospitality, entertainment, food and beverage and more in collaboration with some of the leading brands in these experiential verticals.” (See EXHIBIT - Experiential Brochure in the Appendix). Experiential Ventures brands include a partnership with Conde Nast and Wired magazine on hotel and workspace adaptations. Emmitt’ an Emmitt Smith steakhouse which is debuting in Las Vegas 4th quarter 2022, and Sports Illustrated Hotels and Resorts. Harmony 99 HOTEL / HARBORVIEW VISION DEVELOPMENT NARRATIVE / HARBORVIEW SITE 12 Hotels will include a partnership with highly notable music artists to be announced in the coming weeks. Harmony12 will be a ”Soft Brand” “such as the Autograph (Marriott), Curio (Hilton), and Unbound (Hyatt), which offers us as developers “all of the perceived benefits of a full-blown, without the potentially overwhelming burden to meet the cookie cutter standards of their more rigid brands. The “Soft Brands” have been the most successful within Marriott, Hilton, and Hyatt over the last several years as the customer has shifted away from the cookie cutter experience to the boutique lifestyle experience for business and leisure.” There is still a place for large conference centers and business meeting hotels that are cookie cutter but clearly that is not our objective at the Harborview site. Harmony 12 will feature approximately 14,000 sq. ft. of ground-floor commercial space with half of it dedicated to food and beverages, and another half to an assortment of retail spaces bringing local craft stores, clothing shops, and art galleries for visitors. Providing a multi-generational and immersive experience is essential for the planned development, and music has the ability to cross all cultures, ages and demographics. Sustainability Focus The Hotel will also have a diligent focus on sustainability. The developer, Solaris Development has sister companies that specialize in solar with REA Investments and EOS Linx which specialize in free electric vehicle charging. We will be utilizing solar panels over a large portion of the roof, EV chargers available for guests, recycled foam glass products, and greenery will be found throughout the property to show the team’s deep commitment to the environment and sustainability. The Harmony 12 hotel will be built and certified to at least LEED Silver Standard. Sustainability coupled with luxury are at the heart of our value structure when we designed this concept. The result is that with every extravagant feature of the hotel will also come an effort to make that feature sustainable. For example, every commercial kitchen will contain energy star appliances. Our rooms will feature smart wood doors operated through an access card in effort to reduce the amount of plastic consumed by our operations. Furthermore, sustainable materials for our rooms and for our staff will be incorporated to the greatest extent that is feasibly possible. A highly unique and anticipated feature located between the hotel and the city plaza is the SmartFlower. The SmartFlower is created by a Boston-based solar company that makes solar energy fun, interactive, and dynamic. The SmartFlower is an all-in-one, self-sustaining solar panel system that tracks the sun during the day to absorb energy, and closes in the evening. The SmartFlower will serve as a mobile charging station, and also have the capability to generate a QR code that directly links to Green Print 2.0, communicating to residents and visitors of the area local sustainable practices, green tech, and the city’s initiatives for a sustainable action plan. The SmartFlower is an invention that blends sustainability, art, and functionality into one. The SmartFlower is unique in that it is mobile and can be moved between sites and locations if need be. It is accessible by the public, and will add value to the location it is placed. Another capability of the SmartFlower can be utilized in the event of a hurricane. Since the SmartFlower is powered by the sun, it can serve as a means of energy in the case of large-scale outages. Overall, SmartFlower will not only HARBORVIEW 100 HOTEL / HARBORVIEW VISION DEVELOPMENT NARRATIVE / HARBORVIEW SITE help downtown Clearwater with climate change preparedness, but also serve as a value-adding resource to the community. One of the largest missions that we hope to accomplish with this project is to build a carbon- negative community by offsetting carbon emissions. Our staff will be trained about energy and water conservation, and encourage staff as well as guests to promote using public transportation. Bed sheet and towel changes will be offered on demand expanding efforts to reduce water and energy usage. Additionally, Rooms will be equipped with LED lights for maximum energy efficiency. On the grounds of the hotel and within the surrounding areas also being developed can be found a number of key features expanding on our sustainable values. As previously mentioned, smart electric vehicle parking stations will be available for guests, and solar panels can be found on top of the roof of the hotel to further enhance energy efficient practices. Smart lights with sensors that will be utilized for data collection will be implemented on the grounds. Our passion for sustainability means raising awareness and studying our space, therefore we believe these smart lights can provide useful insight towards following our passion. Lastly, our shopping areas found at the hotel will be constructed to be as energy efficient as possible, and will feature complete paperless checkouts. KEY POINTS • Smart flower, blending sustainability, art, and functionality into one. Smart flower is Boston based solar company that makes solar energy fun, interactive, and dynamic. Solar panels that form a shape of a flower awakes in the mornings and follows the sun during the day to maximize efficiency of energy production. • Street artists (BUSKERS) can welcome sustainability as part of their performance and contribute to a better planet by powering music instruments, speakers, and microphone to renewable energy source. • Public access to renewable energy charging stations. • Smart Flower is a Platform to promote sustainability, create a QR code that directly links to City of Clearwater Green Print, and community about local sustainable practices, green tech, and city’s initiatives. • Smart flower will help downtown with climate change preparedness and will have power backup battery, which will serve as emergency power supply during power outages caused by severe weather. • Jazz Walk of Fame inspired by the famous Hollywood Walk of Fame in California. Walk through Osceola Avenue and stop by embedded blue musical notes, feel the presence of world’s greatest jazz artists right at the footsteps of Imagine Clearwater, learn about 43 years Jazz rich history of our downtown, hear the sounds of street musicians and dance your night away with your family, friends and loved ones. • Speakeasy, an intimate setting for a dinner or drink, a great place to mingle with the local artists and musicians or just casually unwind your day between friends and family. • Elevated pool deck that serves as a highlight outdoor amenity for the hotel guests. Infinity melting cello pool takes inspiration from famous Dali’s painting “Melting Clocks”. Pool deck with be a fun place for children and families during the day and will comes to life in the evening hours with live music programing and outdoor movie nights. • Hotel will feature approximately 14,000 sq.ft. of ground floor commercial space with half of it dedicated to F&B (food and beverage) and another half to retail bringing local crafts stores, clothing shops, and art galleries. • Sustainable practices are at the core of our hospitality culture. Training staff about energy and water conservation, promoting using public transportation • Building carbon-negative community by offsetting carbon emissions (apartment management and hotel staff within the first 3 years of operation) • Bed sheet and towel change service on demand to reduce water and energy usage. • LED lights for energy efficiency. • Biophilia will be incorporated thought out the property to build physical spaces that incorporate natural elements. • Ionizing air vents in the hotel lobby and event space. Check in and enjoy the hotel with confidence, your health and well being is important to us. • Paperless checkout • Smart wood door access cards (no plastic) • Solar panels on the roof to help with energy efficiency. • Smart EV charging stations for hotel guests (at least 20% of all parking dedicated to EVs) HARBORVIEW INVESTING IN A SUSTAINABLE AND PURPOSFUL PUBLIC REALM 113 LETTERS OF INTEREST & SUPPORT PROJECT NAME | LOCATION | SIZE | CONCEPT OR BUILT 05 114 LETTERS OF INTEREST & SUPPORT ECI – CITY HALL EXPERIENTIAL VENTURES – HARBORVIEW OPERATOR Mrs. Amanda Thompson CRA Director City of Clearwater CRA 100 South Myrtle Ave. 3rd Floor Clearwater, FL 33756 Dear City of Clearwater, RE: Downtown Clearwater Waterfront Development Opportunities Call For Concepts No. 28-22 Please accept this letter as our Letter of Interest Experiential Ventures Hospitality (“EVH”) is expressing its interest to participate in the new development for Downtown Clearwater with the City of Clearwater Community Redevelopment Agency, Economic Development and Housing Department (the “Department”) and to build The Harmony Hotel Clearwater as one or more of its lodging, entertainment and restaurant brands. This includes but not necessarily limited to developing, implementing, managing, and operating these facilities inclusive of the Harmony brand and its associated intellectual properties. EVH is an industry leader in the development and implementation of high profile, experiential hospitality venues driven by innovation, technology, music, art, sports and cuisine. We look forward to discussing this project in further detail and the opportunity to work with the City of Clearwater. DATE: June 7, 2022 CHRIS SCHROEDER CHIEF EXECUTIVE OFFICER 115 CLEARWATER JAZZ HOLIDAY LETTERS OF INTEREST & SUPPORT CRUNCH FITNESS 116 LETTERS OF INTEREST & SUPPORT CENA OLIVIA GSP Development Prepared By: Downtown Clearwater Waterfront Development  Opportunities No. 28‐22 Harborview Site (Cleveland St & N. Osceola Ave) City Hall Site (Pierce St & S. Osceola Ave) June 13, 2022 DEVELOPMENT PROPOSAL From Dreams To Reality GSP Development is a team‐based real estate development group. Our focus is to go beyond the traditional client‐developer relationship and instead focus on building partnerships based on trust, communication, and results GSP Development At GSP Development we have a longstanding commitment to excellence.  Our broad range of  expertise allows us to provide services of the absolute highest quality at all levels of the real  estate development process.  Innovation, quality and professionalism are the hallmarks of  our work.  However, what truly sets us apart is our unique ability to find creative solutions to  complex problems. ABOUT GSP DEVELOPMENT GSP DEVELOPMENT Team  Member Relevant Experience APEX CLEARWATER Project Location:1100 Cleveland Ave Clearwater, FL Project Size:134 units Role:Owner / Developer / Construction Manager Completion Date:2020 Total Project Cost / Financing:$55 million Description:Where others saw failure, we saw opportunity. We purchased this failed office‐to‐condo conversion project that sat in hiatus for over eight years. Construction was completed last year, and we are now 100% leased. The 134 condo‐quality rental units have set a new standard for multi‐family developments in the Clearwater, Florida market. MAJOR PROJECT GOALS 1) Increase vibrancy and economic  activity in Downtown  Clearwater. 2) Support activation of the new waterfront park. 3) Improve the connection  between the waterfront and the  rest of Downtown. 4) Set aprecedent for future  Downtown development. 5) Generate a financial return for  the City. GSP Development KEY RFP PROJECT GOALS AND  CORE CONSIDERATIONS REQUESTED PROPOSED Minimum of 150 rental units 504 rental units Ground floor retail with restaurants  overlooking the park. Harborview Site 16,900 sf, including two  indoor/outdoor restaurants, pop‐up  space, and high‐end retail. City Hall Site 4,850 sf of high‐end retail, plus 1,500 sf  free to use by civic, cultural, and non‐ profit organizations. Public access from Harborview site to  the park. An active, well‐landscaped promenade  with outdoor dining, music, and  artwork on the south side, and a  covered, well‐lit sidewalk on the north  side. Strong preference for sidewalks on the  City Hall site. A meandering, extensively landscaped,  well‐lit sidewalk with seating and  artwork on the north side. Comply with Downtown District quality  architecture and site design. Dynamic site layout and mix of uses to  encourage pedestrian activity.  High  quality materials and superior  architectural design that is both  modern and complimentary to  adjacent buildings and Downtown  Clearwater. Partially replace parking spaces used by  the library on the Harborview site with  at least 50 parking spaces. 75 ground‐level public parking spaces  for exclusive use by the library and the  City. GSP Development RETAIL(2 STORY)LEASINGOFFICE(2 STORY)ELEVRETAILELEVPOP-UPRESTAURANTRESTAURANT / BARENTRY PLAZARETAIL ACTIVATIONOSCEOLA AVE STREETRAMP UP ENTRY TO RES. PARKING ABOVERETAIL ACTIVATIONALFRESCO RESTAURANT ACTIVATIONBLUFFWALKEXISTING LIBRARY/ PUBLIC PARKING RES. AMENITIES; THEATER ROOM, GOLF SIMULATOR, PET WASH, TENANT STORAGETEXISTING LIBRARY/ PUBLIC PARKING ENCLOSED LOBBYRETAIL(2 STORY)RETAIL(2 STORY)RETAILRETAILGARAGE ENTRYPARKING EXITPROPERTY LINESECOND FLOOR ABOVE18 SPACESPARKINGPROPERTY LINEDRIVE WAYDRIVE WAYFIRST FLOOR PLANLOBBYSECOND FLOOR ABOVE112' - 6"SLAB LINE ABOVEPARKING EXITPARKING ENTRYRETAIL BELOWELEVELEVTTTRAMP DN TO 1ST FLOOR BUILDING PROFILE ABOVEBUILDING PROFILE ABOVEBUILDING PROFILE ABOVEDRIVE WAYDRIVE WAYPROPERTY LINEPROPERTY LINESECOND FLOOR PLANDRIVE WAYDRIVE WAYPOOL ABOVE27' - 0"PARKING - 97 SPACESLEASINGOFFICEBELOWENCLOSED LOBBYDRIVE WAYDRIVE WAYDRIVE WAYRETAIL BELOWRETAIL BELOWDRAWINGS NOT FOR PERMIT OR CONSTRUCTIONProject numberDateDrawn by2803 W. Busch Blvd, Ste 101Tampa, Florida 33618P: 813.915.7431www.KS-Arc.comFL LIC # AA26003407Revision HistoryProject PhaseArchitect Justin Kimmich, NCARBFL Lic# AR97894A01FIRST & SECOND FLOORPLAN2020.15HARBORVIEWLARRY DEBB06.22.2020AuthorCONCEPTDOWNTOWN CLEARWATER, FLNORTHNORTHNo. Description Date (CLUB ROOM)POOLELEVELEVTTT(FITNESS ROOM)AMENITY(REST ROOMS)DECKTHIRD FLOOR PLANFIRST FLOOR0' -0"SECOND FLOOR13' -0"THIRD FLOOR21' -0"FOURTH FLOOR34' -0"FIFTH FLOOR43' -8"SIXTH FLOOR53' -4"TERRACE FLOOR63' -0"9' - 8"9' - 8"9' - 8"13' - 0"8' - 0"13' - 0"PARKING ON 2ND FLOOR29 D.U. TYP.63' - 0"RETAILLEASING OFFICEGARAGE ENTRANCEPARKING ON 2ND FLOOREXISTING PARKING28 D.U. TYP.28 D.U. TYP.26 D.U. TYP.RAMPDRAWINGS NOT FOR PERMIT OR CONSTRUCTIONProject numberDateDrawn by2803 W. Busch Blvd, Ste 101Tampa, Florida 33618P: 813.915.7431www.KS-Arc.comFL LIC # AA26003407Revision HistoryProject PhaseArchitect Justin Kimmich, NCARBFL Lic# AR97894A01.1THIRD FLOOR PLANWITH AMENITIES2020.15HARBORVIEWLARRY DEBB06.22.2020AuthorCONCEPTDOWNTOWN CLEARWATER, FLNo. Description DateNORTH1" = 20'-0"2EAST ELEVATION DIAGRAM3VIEW FROM SOUTH WEST CORNER POOLENTRY PLAZARETAIL ACTIVATIONOSCEOLA AVEGARAGEENTRYRETAIL ACTIVATIONALFRESCO RESTAURANTACTIVATIONBLUFFWALKTTTYPICAL FLOOR PLAN (4TH, 5TH, 6TH)DRAWINGS NOT FOR PERMIT OR CONSTRUCTIONProject numberDateDrawn by2803 W. Busch Blvd, Ste 101Tampa, Florida 33618P: 813.915.7431www.KS-Arc.comFL LIC # AA26003407Revision HistoryProject PhaseArchitect Justin Kimmich, NCARBFL Lic# AR97894A01.2TYPICAL UNIT LAYOUTPLAN2020.15HARBORVIEWLARRY DEBB06.22.2020AuthorCONCEPTDOWNTOWN CLEARWATER, FLNo. Description Date3VIEW FROM SOUTH EAST CORNERNORTH2VIEW FROM NORTH EAST CORNER City Hall SiteExample of Potential Exterior Design 30' - 0"60' - 0"SCHEMATIC LAYOUT OF BUILDING UNITSTTOWER-APROPERTY LINEMTOWER-BTM25' - 0"6' - 0"9' - 0"19' - 5 1/2" 17' - 9"DRAWINGS NOT FOR PERMIT OR CONSTRUCTIONProject numberDateDrawn by2803 W. Busch Blvd, Ste 101Tampa, Florida 33618P: 813.915.7431www.KS-Arc.comFL LIC # AA26003407Revision HistoryProject PhaseArchitect Justin Kimmich, NCARBFL Lic# AR97894A4.3TYPICAL UNITS LAYOUTPLANProject NumberClearwater ParkApartments | RetailLARRY DEBB05.25.22AuthorProject StatusDOWNTOWN CLEARWATER,FLORIDANORTH2VIEW FROM SOUTH EAST CORNER3VIEW FROM NORTH EAST CORNER4VIEW FROM WEST SIDENo. Description Date 1ST FLOOR0' -0"2ND FLOOR10' -0"3RD FLOOR20' -0"4TH FLOOR30' -0"7TH FLOOR60' -0"8TH FLOOR70' -0"9TH FLOOR80' -0"10TH FLOOR90' -0"11TH FLOOR100' -0"ROOF LVL110' -0"5TH FLOOR40' -0"6TH FLOOR50' -0"BASEMENT FLOOR-8' -0"RETAILPARKING APPROX. 240 SPACESBASEMENT PARKING APPROX. 276 SPACESPOOL DECK + AMENITIES + 13 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)14' - 6"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"8' - 0"110' - 0"SECTION ON EAST-WEST DIRECTION1ST FLOOR0' -0"2ND FLOOR10' -0"3RD FLOOR20' -0"4TH FLOOR30' -0"7TH FLOOR60' -0"8TH FLOOR70' -0"9TH FLOOR80' -0"10TH FLOOR90' -0"11TH FLOOR100' -0"ROOF LVL110' -0"5TH FLOOR40' -0"6TH FLOOR50' -0"BASEMENT FLOOR-8' -0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"8' - 0"118' - 0"110' - 0"PARKING APPROX. 240 SPACESBASEMENT PARKING APPROX. 276 SPACES13 UNITS + AMENITIES + POOL DECK (TOWER A) (TOWER B) 20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITSSECTION ON NORTH-SOUTH DIRECTION20 UNITSDRAWINGS NOT FOR PERMIT OR CONSTRUCTIONProject numberDateDrawn by2803 W. Busch Blvd, Ste 101Tampa, Florida 33618P: 813.915.7431www.KS-Arc.comFL LIC # AA26003407Revision HistoryProject PhaseArchitect Justin Kimmich, NCARBFL Lic# AR97894A12SECTION ANALYSISProject NumberClearwater ParkApartments | RetailLARRY DEBB05.25.22AuthorProject StatusDOWNTOWN CLEARWATER,FLORIDANo. Description Date GSP Development Prepared By: Downtown Clearwater Waterfront Development  Opportunities No. 28‐22 Harborview Site (Cleveland St & N. Osceola Ave) City Hall Site (Pierce St & S. Osceola Ave) June 13, 2022 DEVELOPMENT PROPOSAL From Dreams To Reality GSP Development is a team‐based real estate development group. Our focus is to go beyond the traditional client‐developer relationship and instead focus on building partnerships based on trust, communication, and results GSP Development At GSP Development we have a longstanding commitment to excellence.  Our broad range of  expertise allows us to provide services of the absolute highest quality at all levels of the real  estate development process.  Innovation, quality and professionalism are the hallmarks of  our work.  However, what truly sets us apart is our unique ability to find creative solutions to  complex problems. ABOUT GSP DEVELOPMENT GSP DEVELOPMENT Team  Member Relevant Experience APEX CLEARWATER Project Location:1100 Cleveland Ave Clearwater, FL Project Size:134 units Role:Owner / Developer / Construction Manager Completion Date:2020 Total Project Cost / Financing:$55 million Description:Where others saw failure, we saw opportunity. We purchased this failed office‐to‐condo conversion project that sat in hiatus for over eight years. Construction was completed last year, and we are now 100% leased. The 134 condo‐quality rental units have set a new standard for multi‐family developments in the Clearwater, Florida market. MAJOR PROJECT GOALS 1) Increase vibrancy and economic  activity in Downtown  Clearwater. 2) Support activation of the new waterfront park. 3) Improve the connection  between the waterfront and the  rest of Downtown. 4) Set aprecedent for future  Downtown development. 5) Generate a financial return for  the City. GSP Development KEY RFP PROJECT GOALS AND  CORE CONSIDERATIONS REQUESTED PROPOSED Minimum of 150 rental units 504 rental units Ground floor retail with restaurants  overlooking the park. Harborview Site 16,900 sf, including two  indoor/outdoor restaurants, pop‐up  space, and high‐end retail. City Hall Site 4,850 sf of high‐end retail, plus 1,500 sf  free to use by civic, cultural, and non‐ profit organizations. Public access from Harborview site to  the park. An active, well‐landscaped promenade  with outdoor dining, music, and  artwork on the south side, and a  covered, well‐lit sidewalk on the north  side. Strong preference for sidewalks on the  City Hall site. A meandering, extensively landscaped,  well‐lit sidewalk with seating and  artwork on the north side. Comply with Downtown District quality  architecture and site design. Dynamic site layout and mix of uses to  encourage pedestrian activity.  High  quality materials and superior  architectural design that is both  modern and complimentary to  adjacent buildings and Downtown  Clearwater. Partially replace parking spaces used by  the library on the Harborview site with  at least 50 parking spaces. 75 ground‐level public parking spaces  for exclusive use by the library and the  City. GSP Development RETAIL(2 STORY)LEASINGOFFICE(2 STORY)ELEVRETAILELEVPOP-UPRESTAURANTRESTAURANT / BARENTRY PLAZARETAIL ACTIVATIONOSCEOLA AVE STREETRAMP UP ENTRY TO RES. PARKING ABOVERETAIL ACTIVATIONALFRESCO RESTAURANT ACTIVATIONBLUFFWALKEXISTING LIBRARY/ PUBLIC PARKING RES. AMENITIES; THEATER ROOM, GOLF SIMULATOR, PET WASH, TENANT STORAGETEXISTING LIBRARY/ PUBLIC PARKING ENCLOSED LOBBYRETAIL(2 STORY)RETAIL(2 STORY)RETAILRETAILGARAGE ENTRYPARKING EXITPROPERTY LINESECOND FLOOR ABOVE18 SPACESPARKINGPROPERTY LINEDRIVE WAYDRIVE WAYFIRST FLOOR PLANLOBBYSECOND FLOOR ABOVE112' - 6"SLAB LINE ABOVEPARKING EXITPARKING ENTRYRETAIL BELOWELEVELEVTTTRAMP DN TO 1ST FLOOR BUILDING PROFILE ABOVEBUILDING PROFILE ABOVEBUILDING PROFILE ABOVEDRIVE WAYDRIVE WAYPROPERTY LINEPROPERTY LINESECOND FLOOR PLANDRIVE WAYDRIVE WAYPOOL ABOVE27' - 0"PARKING - 97 SPACESLEASINGOFFICEBELOWENCLOSED LOBBYDRIVE WAYDRIVE WAYDRIVE WAYRETAIL BELOWRETAIL BELOWDRAWINGS NOT FOR PERMIT OR CONSTRUCTIONProject numberDateDrawn by2803 W. Busch Blvd, Ste 101Tampa, Florida 33618P: 813.915.7431www.KS-Arc.comFL LIC # AA26003407Revision HistoryProject PhaseArchitect Justin Kimmich, NCARBFL Lic# AR97894A01FIRST & SECOND FLOORPLAN2020.15HARBORVIEWLARRY DEBB06.22.2020AuthorCONCEPTDOWNTOWN CLEARWATER, FLNORTHNORTHNo. Description Date (CLUB ROOM)POOLELEVELEVTTT(FITNESS ROOM)AMENITY(REST ROOMS)DECKTHIRD FLOOR PLANFIRST FLOOR0' -0"SECOND FLOOR13' -0"THIRD FLOOR21' -0"FOURTH FLOOR34' -0"FIFTH FLOOR43' -8"SIXTH FLOOR53' -4"TERRACE FLOOR63' -0"9' - 8"9' - 8"9' - 8"13' - 0"8' - 0"13' - 0"PARKING ON 2ND FLOOR29 D.U. TYP.63' - 0"RETAILLEASING OFFICEGARAGE ENTRANCEPARKING ON 2ND FLOOREXISTING PARKING28 D.U. TYP.28 D.U. TYP.26 D.U. TYP.RAMPDRAWINGS NOT FOR PERMIT OR CONSTRUCTIONProject numberDateDrawn by2803 W. Busch Blvd, Ste 101Tampa, Florida 33618P: 813.915.7431www.KS-Arc.comFL LIC # AA26003407Revision HistoryProject PhaseArchitect Justin Kimmich, NCARBFL Lic# AR97894A01.1THIRD FLOOR PLANWITH AMENITIES2020.15HARBORVIEWLARRY DEBB06.22.2020AuthorCONCEPTDOWNTOWN CLEARWATER, FLNo. Description DateNORTH1" = 20'-0"2EAST ELEVATION DIAGRAM3VIEW FROM SOUTH WEST CORNER POOLENTRY PLAZARETAIL ACTIVATIONOSCEOLA AVEGARAGEENTRYRETAIL ACTIVATIONALFRESCO RESTAURANTACTIVATIONBLUFFWALKTTTYPICAL FLOOR PLAN (4TH, 5TH, 6TH)DRAWINGS NOT FOR PERMIT OR CONSTRUCTIONProject numberDateDrawn by2803 W. Busch Blvd, Ste 101Tampa, Florida 33618P: 813.915.7431www.KS-Arc.comFL LIC # AA26003407Revision HistoryProject PhaseArchitect Justin Kimmich, NCARBFL Lic# AR97894A01.2TYPICAL UNIT LAYOUTPLAN2020.15HARBORVIEWLARRY DEBB06.22.2020AuthorCONCEPTDOWNTOWN CLEARWATER, FLNo. Description Date3VIEW FROM SOUTH EAST CORNERNORTH2VIEW FROM NORTH EAST CORNER City Hall SiteExample of Potential Exterior Design 30' - 0"60' - 0"SCHEMATIC LAYOUT OF BUILDING UNITSTTOWER-APROPERTY LINEMTOWER-BTM25' - 0"6' - 0"9' - 0"19' - 5 1/2" 17' - 9"DRAWINGS NOT FOR PERMIT OR CONSTRUCTIONProject numberDateDrawn by2803 W. Busch Blvd, Ste 101Tampa, Florida 33618P: 813.915.7431www.KS-Arc.comFL LIC # AA26003407Revision HistoryProject PhaseArchitect Justin Kimmich, NCARBFL Lic# AR97894A4.3TYPICAL UNITS LAYOUTPLANProject NumberClearwater ParkApartments | RetailLARRY DEBB05.25.22AuthorProject StatusDOWNTOWN CLEARWATER,FLORIDANORTH2VIEW FROM SOUTH EAST CORNER3VIEW FROM NORTH EAST CORNER4VIEW FROM WEST SIDENo. Description Date 1ST FLOOR0' -0"2ND FLOOR10' -0"3RD FLOOR20' -0"4TH FLOOR30' -0"7TH FLOOR60' -0"8TH FLOOR70' -0"9TH FLOOR80' -0"10TH FLOOR90' -0"11TH FLOOR100' -0"ROOF LVL110' -0"5TH FLOOR40' -0"6TH FLOOR50' -0"BASEMENT FLOOR-8' -0"RETAILPARKING APPROX. 240 SPACESBASEMENT PARKING APPROX. 276 SPACESPOOL DECK + AMENITIES + 13 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)20 UNITS (TOWER A) + 20 UNITS (TOWER B)14' - 6"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"8' - 0"110' - 0"SECTION ON EAST-WEST DIRECTION1ST FLOOR0' -0"2ND FLOOR10' -0"3RD FLOOR20' -0"4TH FLOOR30' -0"7TH FLOOR60' -0"8TH FLOOR70' -0"9TH FLOOR80' -0"10TH FLOOR90' -0"11TH FLOOR100' -0"ROOF LVL110' -0"5TH FLOOR40' -0"6TH FLOOR50' -0"BASEMENT FLOOR-8' -0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"10' - 0"8' - 0"118' - 0"110' - 0"PARKING APPROX. 240 SPACESBASEMENT PARKING APPROX. 276 SPACES13 UNITS + AMENITIES + POOL DECK (TOWER A) (TOWER B) 20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITS20 UNITSSECTION ON NORTH-SOUTH DIRECTION20 UNITSDRAWINGS NOT FOR PERMIT OR CONSTRUCTIONProject numberDateDrawn by2803 W. Busch Blvd, Ste 101Tampa, Florida 33618P: 813.915.7431www.KS-Arc.comFL LIC # AA26003407Revision HistoryProject PhaseArchitect Justin Kimmich, NCARBFL Lic# AR97894A12SECTION ANALYSISProject NumberClearwater ParkApartments | RetailLARRY DEBB05.25.22AuthorProject StatusDOWNTOWN CLEARWATER,FLORIDANo. Description Date THE BLUFFS Downtown Clearwater Waterfront Development Opportunities RFP Presentation to City Council | June 13, 2022 THE BLUFFS | Presentation to City Council 2 •100+ year history •5th generation family run •Experience financing large-scale projects •Programmatic equity relationships •Demonstrated success in public-private partnerships •Locally based company •Clearwater Experience •Specializes in mixed-use urban projects •Hotel experience with different brands •Public-private partnership on St Petersburg project •Practicing in Pinellas County for over 20 years •15+ active projects in St. Petersburg and Clearwater •Volunteer with the City of Clearwater, community, non-profits and neighborhood associations •Locally-owned and managed office •Public work on Imagine Clearwater •Public realm design plans for private projects •Longstanding commitment to the community •Industry-leading experience DESIGN TEAMDEVELOPMENTTEAM TRUDY & JOHN COOPERSTRATEGIC PARTNERS THE BLUFFS | Presentation to City Council 3 THE BLUFFS | Presentation to City Council 5 URBAN EDGE & PARK SETTING THE BLUFFS | Presentation to City Council 6 HARBORVIEW •150 HOTEL KEYS •15,000 SF GROUND LEVEL LOCAL RETAIL AND RESTAURANT •1,000 PERSON CONFERENCE CENTER •2,000 SF PRIVATE EVENT SPACE OR PERFORMANCE HALL •150 PARKING GARAGE (BELOW GROUND) •13 SURFACE PARKING SPACES •ROOFTOP BAR AND RESTAURANT •ROOFTOP BIERGARTEN •HOTEL POOL DECK •SHARED LOADING AND SURFACE PARKING DROP OFF WITH LIBRARY •50 DEDICATED LIBRARY PARKING SPACES CONNECTIONS ACTIVITY VIEWS TRANSPARANCY THE BLUFFS | Presentation to City Council 11 CITY HALL •600 RESIDENTAL RENTAL HOMES •25,000 SF GROUND LEVEL LOCAL RETAIL AND RESTAURANT •600 PARKING SPACES (BELOW GROUND) •PARK FACING CAFE •RESIDENCE POOL AND ACTIVITY DECK CLOSELY TIED TO THE PARK CONNECTIONS ACTIVITY MAINTAIN VIEWS TRANSPARANCY THE BLUFFS | Presentation to City Council 12 THE BLUFFS | Presentation to City Council 13 THE BLUFFS | Presentation to City Council 14 UNPRECEDENTED COMMUNITY- BUILDING OPPORTUNITY •Significant moment in time for Clearwater •Activates downtown public realm in a meaningful way •Immersive & interactive experience between private development and public spaces •Seamless integration into Imagine Clearwater park •Community-oriented site plan and programming TEAM VISION & ABILITY TO EXECUTE •Unparalleled depth and breadth of experience •Strong history of delivering private investment for best-in- class development •Access to capital / demonstrated ability to source financing •Key relationships with local partners •Community-minded approach THE BLUFFS Downtown Clearwater Waterfront Development Opportunities RFP Harborview & City Hall Site Proposal CONTENTS 1.Cover Letter 2.Team Introduction & Experience •Development Team •Operators •Firm Experience and Qualifications •Personnel Experience & Qualifications* 3.Development Plan •Development Narrative •Vertical Development Program •Approach to Public Partners 4.Financial Plan •Pro-Forma •Equity and Debt Sources •Conditional Public Funding Sources & Use of Incentives •Construction Costs •Tenant and Leasing Approach 5.Financial Offer •Property Valuation •Ownership & Fees HARBORVIEW & CITY HALL SITE PROPOSAL 2 *Located in Appendix HARBORVIEW & CITY HALL SITE PROPOSAL 3 COVER LETTER1 HARBORVIEW & CITY HALL SITE PROPOSAL 4 June 9, 2022 VIA ELECTRONIC DELIVERY Amanda Thompson; CRA DirectorCity of Clearwater100 South Myrtle Ave. 3rd FloorClearwater, Florida 33756amanda.thompson@myclearwater.com Re: Downtown Clearwater Waterfront Development Opportunities RFP Dear Ms. Thompson: The Gotham Organization and The DeNunzio Group team (“The Development Team”) experience brings a level of sophistication and confidence to the City that a viable, timely project will be constructed in downtown Clearwater. The combination of Gotham’s big-city development experience and work on public-private projects coupled with DeNunzio’s local investment and history provides the backdrop for a successful development. Gotham and DeNunzio have partnered with local firm BeharPeterancz to bring their vision for The Bluffs to life. Our team’s experience with the site is unparalleled. Members have been engaged since the Imagine Clearwater Master Plan was developed and supported through vast community engagement. The totally inclusive process of program development through citizenry input, as well as economic viability of the treasured Coachman Park, evolved into the visionary park now under construction. With Stantec as one of our partners, we bring a deep understanding of the Imagine Clearwater park development, implementation of strategic areas of coordination and integration to deliver a seamless development of the Harborview and City Hall sites. Gotham’s interest in Florida’s Gulf Coast is a natural expansion of its development work out of New York City. Clearwater is ripe for investment from the national development community and deserves quality, thoughtful development, which has evaded downtown Clearwater for some time. Past partnerships with local organizations, development organizations, and local governments give Gotham the experience the City can rely upon to develop its most valuable asset. As evidenced by the financial proposal included herein, Gotham has the resources to bring this vision to life. DeNunzio’s local ties and past investment in projects up and down the Pinellas coast evidence the ability to bring a hospitality product to downtown that serves as the basis to truly imagine what Clearwater can offer. Working with the City of Clearwater on its goals for downtown is integral to a successful project. This proposal provides superior design which combines luxury rental residences, hospitality space, placemaking retail, open and active public spaces and sufficient parking. As part of this process, we have worked together to create a proposal consistent with the objectives of the City’s request and its vision for downtown. The viability of such a large development necessitates a team with a strong history of delivering private investment for best-in-class development. The team has coordinated with local treasures such as the Florida Wildlife Corridor Foundation and One Blue Ocean to reflect the rich history of Clearwater as it relates to the development and growth of Florida’s Gulf Coast. From Clearwater’s history of citrus groves to its evolution as a world-class tourist destination –all of it beginning a hundred years ago with the construction of rail through downtown delivering tourists to Clearwater’s downtown and sandy beaches –sets the stage for this next step. Interested restaurant and retail partners include John and Trudy Cooper, Volet Hospitality Group and Sea Dog Brewing Co. With added guidance from retail developer EDENS, the team is committed to identifying the optimal way to engage Clearwater’s residents and visitors in downtown Clearwater. The Bluffs provides a direct connection to Coachman Park and the Imagine project bridging the gap between the hotel, restaurant, and retail spaces with specific public realm improvements such as improved landscape connections, pedestrian bridge, and immersive art experiences. The City Hall site provides a residential rental product that provides a catalyst for people to engage in these private and public improvements. By providing public spaces, The Bluffs can support events to supplement the schedule of the Capitol Theater and Ruth Eckerd Hall’s programming of the Amphitheater. Local treasures such as Clearwater Jazz Holiday, the Fun-n-Sun Festival, Clearwater Nationals Offshore Racing and the annual July 4 celebration will realize growth and opportunity with a 150-room hotel and private investment to support these downtown events. The team of Gotham/DeNunzio has the experience, financial backing, and vision to create a downtown for Clearwater it deserves. Sincerely, David L. Picket Dustin J. DeNunzioCEO, Gotham Organization President, The DeNunzio Group COVER LETTER Development Team Points of Contact: Matt Picket, mpicket@gothamorg.com Dustin DeNunzio, djd@thedenunziogroup.com TEAM INTRODUCTION & EXPERIENCE HARBORVIEW & CITY HALL SITE PROPOSAL 5 2 HARBORVIEW & CITY HALL SITE PROPOSAL 6 GOTHAM ORGANIZATION Gotham Organization is an established andfully-integrated developer with a 100-year track record,bringing immense construction anddevelopmentexperienceaswellasitsbalance sheet and financial resources to theDevelopmentTeam.Gotham has longstandingexperienceinthedevelopmentoflarge-scale market rate,workforce,senior and mixed-income housing communities,and has successfully executed some of the largestpublic-private partnerships in New York Citythroughlanduseactions,the acquisition of public property,and complex financings. Gotham has built and developed a variety ofprojectsincludingofficebuildings,hospitals,schools,retail centers,and apartment buildings.Our development philosophy isdistinguishedbyanintelligentapproachto design,conscious appreciation of location,andmeticulousattentiontodetail.We understandtheimportanceofcreatingqualityproductfrom a construction and aesthetic standpoint,building homes and communities that foster a sense of pride and belonging for residents.Ourinnovativeapproachtodevelopmentandleadershipcontinuetoreshapeskylinesand streetscapes,while our ethos remainsgroundedinconstructionandanabilityto build projects on time and on budget. THE DENUNZIO GROUP The DeNunzio Group (TDG)is an established,results-driven developer based in Pinellas County.TDG specializes in urban mixed-usedevelopmentsthatgenerallyincludeabranded hotel as an anchor.TDG brings its grassrootsconnectiontothecommunity,its strongunderstandingofthelocalmarketdynamics, and relationships with local designers andconsultantstothedevelopmentteam.TDG brought its development experience back totheBayareain2011whenitpurchasedlandonClearwaterBeach.TDG completed the Fairfield Inn +Suites in 2016 and holds a sense of prideininvestinginitshomeneighborhood. TDG was founded in 2005 by Clearwater nativeDustinJ.DeNunzio to provide consulting services to real estate developers,but early onshiftedfocustothedevelopmentand management of its own portfolio,and that ofitspartners.Projects currently underconstructionandinthedevelopmentpipeline are primarily large mixed-use developments,many anchored by nationally branded hotel concepts.Most TDG hotels are affiliated withtheMarriottorHiltonfranchises,and oftenincorporateresidentialrentalunitsandretail spaces.TDG is also affiliated with Maine CourseHospitalityGroup,which owns and operates 24 hotels in 5 states. GOTHAM FIRM OVERVIEW Established track record of luxury, affordable, and mixed-use residential development Over 40 million square feet of space including 35,000 apartment units, office buildings, hospitals, schools and retail centers Vertically integrated •Development •Accounting •Legal support •Construction management •Property management •Leasing, marketing & branding FIRM DIFFERENTIATORS •Hotel experience through different lines •Clearwater experience •Public-private coordination on St. Petersburg project •Strong local relationships TEAM INTRODUCTION & EXPERIENCE | Development Team HARBORVIEW & CITY HALL SITE PROPOSAL 7 PUBLIC-PRIVATE PARTNERSHIPS TDG has enjoyed recent successes with public- private partnerships in Pinellas county,whileGothamhasexecutedsomeofthelargest public-private partnerships in New York City. 450 1ST AVENUE |ST.PETERSBURG TDG worked diligently with the City of St.Petersburg to create a development partnership that includes 260 public parkingspacesand50,000 SF of Class A office space.The project will also feature a 120-room hotel and 163 micro units for rent,as well asdestinationretailandrestaurants.This was the first private partnership that the City hadundertakeninalmost30years. 120 5TH AVENUE |ST.PETERSBURGOncethehomeoftheCityofSt.Petersburg's first female City Councilperson,TDG purchasedthispropertyandunderstoodtheeffortthatitwouldtaketopreservetheresidence.TDG knows the importance of preserving Florida’srichhistoryandhasbeenengagingwiththe community and Preserve the Burg to assist infindingaresponsiblesolutionfordevelopment. THE ASHLAND |BROOKLYN,NY53—story tower in Fort Greene,Brooklyn, representing successful city and statepartnershipsandfeaturing586rentalunits,cultural office space,16,000 SF of retail at its base which houses Gotham Market at TheAshland. GOTHAM WEST |NEW YORK,NY1,238 housing units that transformed the city block between 44th and 45th streets east of 11th Avenue.Gotham developed,built,and owns the four-acre site which includes four residentialbuildingsandanewschool,along with a first-of-its-kind food hall,Gotham West Market. WATERFRONT DEVELOPMENT Gotham and TDG have vast experience in bringing sustainable design solutions towaterfrontdevelopmentsrespondingtothe impacts of climate change.We view ourdevelopmentsasopportunitiestocreateaconnectionbetweenthenaturalandbuilt environmental to create memorableexperiencesforourusers.We concentrate on providing safe and diverse public waterfrontaccessopportunitiesforadynamicuserexperience. HOLIDAY ISLE HAMPTON INN |MADEIRA BEACH Transforming industrial into influential.Thisplanneddevelopmentwasthoughtfullydesignedtoprovideusersofthemarina,hotel and residential opportunities to interact.Thisproject,when built,will be anchored by a Hampton Inn by Hilton. GOTHAM POINT |LONG ISLAND CITY,NY Two towers,one 57-story and one 33-story,totaling 1,132 units on the Long Island City, Queens waterfront,and featuring culturalspace,community facility space,andplacemakingretail.Gotham Point was achieved through public-private partnership betweenGotham,the New York City Department of Housing Preservation and Development,RiseBoro Community Partnership,and GoldmanSachsUrbanInvestmentGroup. TEAM INTRODUCTION & EXPERIENCE | Development Team 450 1st Avenue St. Pete, FL Gotham West New York, NY Gotham Point Long Island City, NY The Ashland Brooklyn, NY Clockwise, from top left HARBORVIEW & CITY HALL SITE PROPOSAL 8 HOSPITALITY TDG is a local leader in hospitality development.Their overall developmentphilosophyisfoundedonsitespecificdesign,appreciation for a community’s character and inclusion of amenities for a variety of uses &users.TDG uses these same philosophies in determining what hotel design,brand and styleshouldbeappliedtofindthemostsuccessfulsolution.TDG works closely with its affiliate, Maine Course Hospitality Group (MCHG)in allitshotelventures.MCHG operates 24 hotels in 5 different states,most of which are brandedwithMarriottorHiltonflags. Gotham takes a unique approach to hospitality,developing and managing trendsetting,award- winning dining destinations that add value tothelivesofresidentsandprovideavibrantgatheringplaceforthegreatercommunity. Gotham has also built multiple pedestrian-oriented retail complexes that have reshaped their districts,setting off a renaissance ofrevitalizationaroundthem. FAIRFIELD INN &SUITES |CLEARWATER BEACHFindingtherightfit.After reviewing the available vast accommodation options onClearwaterBeach,TDG identified anopportunitytoprovideauniqueproduct catered to the vacationer.Marriot was thrilledtoworkwithusontheFairfieldInn&Suites on north Clearwater Beach. HARLEM USA |NEW YORK,NY 285,000 SF retail and entertainment complexbuiltbyGotham,which helped transform the 125th Street corridor and served as a model forotherurbanretailoutletsthroughoutthecountry. GOTHAM WEST MARKET |NEW YORK,NYGotham’s 15,000 SF food hall which infused new culinary energy into Hell’s Kitchen andtransformedtheneighborhoodwithastylish dining and drinking destination.Known to havelaunchedthemodernfoodhalltrend,themarkethasbeencitedasinspirationby numerous entrants around the globe,fromIcelandtoPortlandtoDenver. DC USA |WASHINGTON,D.C. Gotham’s 890,000 SF retail center in ColumbiaHeights,Washington DC.The largest retail development in the District of Columbia,attracting top retailers including Target,BestBuy,Staples,and Bed Bath &Beyond. GOTHAM MARKET AT THE ASHLAND | BROOKLYN, NY16,000 SF food hall sitting at the base ofGotham’s residential tower The Ashland in Fort Greene,the market brought a much-neededculinary&entertainment option to Brooklyn’s Cultural District. TEAM INTRODUCTION & EXPERIENCE | Development Team 450 1st Avenue St. Pete, FL Fairfield Inn & Suites Clearwater Beach, FL Hampton Inn Salem, MA Gotham West Market New York, NY Clockwise, from top left HARBORVIEW & CITY HALL SITE PROPOSAL 9 BEHAR + PETERANECZ ARCHITECTURE Behar +Peteranecz Architecture is a St Petersburg,Florida based design institution with over 200 years of combined architecturalexperience. Behar +Peteranecz was formed in early 2008 when Jordan Behar and Istvan Peteranecz joined to expand on the success built by Behar DesignInc.,which opened in Clearwater in early 2002. The Firm’s expanding portfolio of complex, impactful projects including more than 10 significant commercial projects on ClearwaterBeach.Additional experience includes, community centers,museums,educational facilities,hotels,single-family residential and large mixed-use multi-family developments.This broad spectrum of building types within theTampaBayareaandbeyondprovidesuswith extensive experience to address challenges at every phase and ensure the success of a project. FIRM SIZE With an architectural team of Thirty personnel (including eight registered architects)Behar +Peteranecz is a full-service architecture and interior design firm with a client-focused approach that spans all phases,from pre-design through construction.Our services include architecture,master planning,interior design,andsustainability. TEAM INTRODUCTION & EXPERIENCE | Development Team Mirror Lake Tower St. Petersburg, FL 285-unit apartment tower with street facing retail activation, elevated pool deck and fitness center. The tower incorporates a pedestrian scaled base, hidden parking garage and maximized views over Mirror Lake. Jewish Community Center Tampa, FL (Top) Hiatus Club Clearwater Beach, FL (Bottom) 103,000 SF community center includes a renovation of the Historic Armory building in West Tampa. The building serves as event space, gym, and revitalizing community center serving the entire city. 88-key boutique hotel with expansive views over Clearwater featuring a rooftop pool, indoor and outdoor bars and dining, and rentable meeting space over concealed structured parking to compliment the surrounding streetscape. FIRM DIFFERENTIATORS Practicing in Pinellas County for over 20 years 15+ active projects in St. Petersburg and Clearwater Volunteer with the City of Clearwater, community, non-profits and neighborhood associations Locally-owned and managed office HARBORVIEW & CITY HALL SITE PROPOSAL 10 STANTEC Stantec takes an integrated approach to problem solving and seizing opportunities,withasharpfocusoninnovativesolutions.OurUrbanPlacesteamdeliversjustthat,with urban-focused experts in: •Transportation,including smart and urbanmobility •Resilience •Real estate feasibility •Engineering •Urban planning and design •Mixed-use architecture •Smart cities •Brownfield redevelopment By integrating more than a dozen disciplines,we have helped communities across the globe chart a path to greater livability,sustainability,and equity. INSIGHT AND INNOVATION Blending big data and on-the-groundexperience,Stantec helps clients manage change by capturing the new demand for urbanliving.Our understanding of emerging trends allows us to create plans and designs that turnoverlookeddemandintoauthentic,vibrantplaceswhereurbanlifethrives. TOOLS WE USE Over the last 20 years,Stantec has helped move sustainable and resilient design in NorthAmericafromthefringestothemainstream. Our experts understand green frameworks likeLEED®,ENVISION®,and WELL®and know how tousethemtomakeourclients’projects better. By embracing new frameworks,we constantlysharpenandexpandthewayweapproach sustainability and resilient design. That constant rethinking has led us to add a host of disciplines to our urban repertoire –including alternative-energy systems,microgrid and district-energy design,building-performance analysis,daylighting strategies,energy audits,energy performance modeling, life-cycle costing,green roof design,gray-andblack-water systems,indoor environmental assessments,and natural ventilation design.Our expertise in designing and deploying thesesystemshelpsadvanceasustainableagenda for our clients,our communities,and ourcollectivefuture. Our model offers an unconventional approachtodevelopment.It breaks down the wallbetweendesignandrealestateservicessothat each side understands how the other works –and that both deliver targeted,informed support.Our team has deep market knowledgeandtheauthoritytoengagethebestdesignersfromacrossthefirm.This combination of market savvy and design chops helps usuncovergreatopportunitiesandbuildwinning teams that often include developers and otherserviceswithstronglocalknowledge. BUILDING SUSTAINABILITY &RESILIENCE Stantec plans and designs to safeguard humanlife,protect investments,and build a sustainable and resilient future forcommunities.We approach this work with a clear understanding that promotingenvironmentalstewardship–which includesworkingtomitigateclimateimpacts–simply represents the right thing to do.To us,planningtodaymeanshelpingcitiesprepareforan uncertain tomorrow with systems andprogramsthatrestore,maintain,and improveessentialfunctions. TEAM INTRODUCTION & EXPERIENCE | Development Team Imagine Clearwater Clearwater, FL Stantec’s team is providing architecture, landscape architecture, civil engineering, structural and MEP engineering, and management services to the expansive park, gateway plaza, and bluff walk on the downtown Clearwater waterfront. FIRM DIFFERENTIATORS •Public work on Imagine Clearwater •Public realm design plans for private projects •Longstanding commitment to the Tampa Bay regional community •Industry-leading expertise HARBORVIEW & CITY HALL SITE PROPOSAL 11 REAL BUILDING CONSULTANTS REAL Building Consultants (REAL)is an award- winning,full-service sustainable real estate consulting firm focused on helping createresponsible,efficient,and healthy places where we live,work,learn and play.Our diverse, collaborative team focuses on delivering “triple bottom line”solutions for our clients—integrating value-add ideas that positively impact thefinancial,environmental,and social performance of real estate development projects of all types throughout the Southeast. REAL TEAM Our experienced team of industry leaders are specialists in sustainable design,construction and operations—covering all stages of the project.With experience in urban planning,interior design,energy efficient engineering,building performance optimization,project management and district and community-scale sustainability, our team is able to assist real estatedevelopmentprojectsofalltypes;ranging from small retail to large-scale,mixed-use,urban development. Our successful,industry-leading,experience inthird-party green building certifications (LEED, NGBS,Energy Star,WELL,Fitwel,etc.),Corporate Sustainability,Energy Efficiency Analysis and Modeling,and Building Commissioning services offer a framework for creating high-levelsustainabilityprogramdevelopment opportunities that maximize the value and performance of real estate and achieve stringent third-party green building certifications. RELEVANT PROJECTS Water Street –Tampa,FL.WELL Community Standard Certified +Various LEED Projects Water Street is a 56-acre new,ground-up development indowntownTampa,FL.REAL’s Sarah Kearney served as theprojectmanagerforthedevelopment’s WELL CommunityandLEEDforNeighborhoodDevelopmentaswellasvariousLEEDbuildingcertifications.Water Street is thefirstneighborhoodtoachieveWELLDesign&Operationsintheworld. West River Development –Tampa,FL.Pursuing LEED for New Construction and NGBS Certification The West River development is approximate 150 acres ofnewground-up development replacing a blighted area ofTampa.Current scope includes 720+affordable housingunitsacross6buildingstodate.Projects are pursuingLEEDforNewConstructionandNAHB’s National GreenBuildingStandardaspartofTampaHousingAuthority’sWestRiverMasterPlan. Pinellas County Sustainability &Resiliency Action Plan –Pinellas County,FL REAL Building Consultants is a sub-consultant to VanasseHangenBrustlin,Inc.(VHB)as part of the development ofPinellasCounty’s Sustainability &Resiliency Action Plan(SRAP). Asher Water Street –Tampa,FL.LEED for New Construction Gold (Pursuing)511 unit market rate multi-family mixed-use buildingfeaturingmicro-units to 3 bedroom,and 4-floor short-term rental offering in the LEED for NeighborhoodDevelopmentandWELLCommunitycertifiedWaterStreetdistrict.Project features over 30,000 SF of retail andotheramenitiesincludingco-working,short term rentalandextensivefitnessandcommunityamenities. Water Street Tampa –District Cooling Plant. Tampa,FL.LEED Gold for New Construction 10,000 Ton District Chiller Plant Building with 15,000 SFIcePlantutilizedtosignificantlyreduceutilitychargesoftheplant.The Plant will Serve Most Buildings in Phase 1ofWaterStreet’s 9 Million Square Feet of Development. University of Tampa Ferman Center for the Arts –Tampa,FL.Pursuing LEED Certified for New Construction87,000 SF Space for Students Pursuing the Fine andPerformingArts.Includes Gallery Spaces,Theaters,Fabrication Shops,Dance,Recording,and Art Studios,Classrooms,and Faculty Offices. University of Tampa Innovation +Collaboration Center –Tampa,FL.LEED Gold for New Construction 213,000 SF Educational,Entrepreneurship and StartupLabs,including a Starbucks and Parking Garage. Dunkin’Brands –DD Green –Nationwide. Corporate Green Building Standard Developed Corporate Green Building Design Standard forDunkin’Donuts franchisees nationally,to be utilized forallNewConstructionandRenovationrestaurantlocations.REAL developed a comprehensive BrandStandardsdocumentforDDGreen,a National educationplatformandtrainingvideos,and performed other in-person engagement to assist in the understanding,expansion and use of the DD Green standard. University of South Florida Honors College – Tampa,FL.Pursuing LEED Silver for NewConstruction Five-Story,85,000 SF Home of the USF Judy GenshaftHonorsCollege.This Facility will House Faculty andAdvisorOffices,Classrooms,Study Areas,a Computer Lab,and Creative Spaces. TECO Clean Energy Demonstration Center – Apollo Beach,FL.LEED for New Construction Gold Tampa Electric Company net-positive energy project thatincludes91kWofsolarphotovoltaics,EV charging,onsitehabitatpreservation,and low flow and flush fixtures,among other sustainable design aspects. Spurlino Family YMCA –Gibsonton,FL.LEED Gold for New Construction 32,000 SF State of the Art YMCA including a 79 kW Roof-Mounted Solar Array,Healthy Interior Design includingViewsandDaylightDesign,LED Lighting Throughout,andWaterEfficientLandscaping. TEAM INTRODUCTION & EXPERIENCE | Development Team Water Street Tampa, FL REAL SERVICES •Real Estate and Sustainable Development Consulting •Sustainability Planning –Campus/District/Municipal •LEED® Consulting and Project Management •WELL® Consulting and Project Management •Fitwel® Consulting and Project Management •Energy Analysis and Modeling •Building Commissioning •HVAC Test and Balance Services •Energy Star Reporting •Corporate Sustainability Planning •Greenhouse Gas Inventory and Analysis •Custom Sustainability Program Development HARBORVIEW & CITY HALL SITE PROPOSAL 12 COASTAL CONSTRUCTION The Murphy family has been building throughout Florida since 1955,officially becoming Coastal Construction in 1988.Four generations (andcounting)of construction expertise later our methods are constantly evolving but our values are set in stone:Quality work,commitment to safety,long-standing relationships and unwavering personal commitment.It’s how weearnedaTop20Constructioncompanyranking and a roster of public and private clients that we are not just proud to work with,but who we consider true partners and friends. OUR TEAM More important to us than the structures we’ve built are the relationships we’ve made along the way.With founder and CEO Tom Murphy Jr.at the helm,our family owned and operated business begins and ends with the Murphy familycommitmenttothebestprojectsandthebest people. QUALITY ASSURANCE &CONTROL Our core values have always been centered around the service and quality we have been abletoprovidetoourclients.We adopted a formal QA/QC plan and created an official department to teach,maintain and ensure our core value of quality on every project.Led by one of the principals of Coastal Construction,Mike Murphy,our stringent QA/QC Program is based on over 45 years of experience building in Florida’s unique environment.Every project has a custom and very specific design that we must work within to ensure we implement “lessons learned”andmaintainthehighestofqualitystandards. PROJECTS In our 65+years in construction,32+of those as Coastal,we have been a part of many landmark projects.We have extensive experience in Multi- Family Residential,Hospitality,Commercial, Education and Homes &Interiors. Every project is different,but our values remain the same:Quality work,commitment to safety, long-standing relationships and unwavering personal commitment.It’s how we can assurethatourworkspeaksforitself. TEAM INTRODUCTION & EXPERIENCE | Development Team FIRM OVERVIEW •15,000+ Residential Units •5,000+ Hotel Rooms in 60 Hotels •0 Client or Design Team Litigations •$3B Bonding Capacity •30+ Safety Awards •100K+ Training Hours •20+ University of Southern Florida Sunshine State Safety Awards •100% Commitment Heron Water Street Tampa, FL (Top) Water Street Tampa, FL (Bottom) 26-story, 730k sf Multi-Family residential project for Strategic Property Partners (SPP) with architect KPF consisting of 420 total units Residential (815 Water Street), Hotel (JW Marriott) and Office (1001 Water Street) project HARBORVIEW & CITY HALL SITE PROPOSAL 13 TEAM INTRODUCTION & EXPERIENCE | Development Team Gotham Organization Co-Developer New York, NY The DeNunzio Group Co-Developer Palm Harbor, FL Behar + Peteranecz Architecture Architect St. Petersburg, FL Stantec Civil Engineer | Parking | Mobility Consultant Tampa, FL Emerald Engineering MEP/FP Engineer Tampa, FL Thornton Thomasetti Structural Engineer Tampa, FL Stantec Landscape Architect Tampa, FL REAL Building Consultants Sustainability Consultant Tampa, FL Katie Cole Hill Ward Henderson Land Use Counsel Clearwater, FL Coastal Construction General Contractor Tampa, FL PROJECT TEAM Joe Burdette Owner’s Representative HARBORVIEW & CITY HALL SITE PROPOSAL 14 TEAM INTRODUCTION & EXPERIENCE | Development Team JOINT VENTURE RESPONSIBILITIES During Predevelopment During Construction / Lease-Up TASK Primary Secondary(if applicable)Primary Secondary(if applicable) Contract Negotiations including Contract, Ground Lease, Development Agreement Gotham / DeNunzio Site Analysis including review of surveys, borings, and neighboring improvements both existing and proposed Gotham DeNunzio Feasibility Modeling including comparative analysis of potential uses Gotham DeNunzio Financial Analysis Gotham DeNunzio Gotham DeNunzio Permitting including coordination between all state and city agencies to the extent required in order to complete the development Gotham / DeNunzio Gotham / DeNunzio Project Scope including coordination of hard and soft cost budgeting and value engineering, from the time of the first SD set until 100% complete working drawings Gotham DeNunzio Gotham Project Schedule including preparation of project schedule Gotham DeNunzio Gotham DeNunzio Project Accounting including detail project reporting Gotham Gotham Debt and Equity Financing including sourcing and execution of debt and equity financing Gotham DeNunzio Gotham / DeNunzio Construction Management including management of owner/architect/contractor relationships and construction process including hiring of team, analysis of requests for building modifications, and processing of change orders Gotham DeNunzio Gotham DeNunzio Construction Administration of construction per agreed upon specifications and timeline, including punch list work with buyers Gotham DeNunzio CM / GC Selection and management of CM/GC through construction Gotham Construction Closeout including preparation and hand-off to property manager, if applicable, of all warranty items and operating manuals Gotham DeNunzio Gotham DeNunzio Leasing and Management -Residential Gotham Leasing and Management –Hospitality DeNunzio HARBORVIEW & CITY HALL SITE PROPOSAL 15 HILTON Hilton Hotels &Resorts is a global brand offull-service hotels and resorts and the flagship brand of American multinational hospitalitycompanyHilton.Hilton has provided a letter of interest for the proposed development as apotentialhoteloperatorattheHarborviewsite. For nearly a century,Hilton Hotels has beenproudlywelcomingtheworld’s travelers.With more than 584 hotels across six continents,Hilton provides the foundation for exceptionaltravelexperiencesandvalueseveryguestwho walks through its doors.The brand is targetedatbothbusinessandleisuretravelersaround the world. In 2020,Fortune magazine ranked Hilton Hotels &Resorts as number one on their Fortune ListoftheTop100CompaniestoWorkForin2020 based on an employee survey of satisfaction.Hilton has the longstanding global experienceandwouldbringanindustry-leading level of service and hospitality to operate the proposed150-key hotel and conference center at the Harborview site. MAINE COURSE HOSPITALITY GROUP The branded hotel on the Harborview site will be an easy draw for concert goers and generalvacationers.Maine Course Hospitality Group(MCHG)will hire a dedicated sales representative to work with the brand anddeterminetherightmixofprospectiveguests to target. MCHG will use the market knowledge gained in the years of operating the Fairfield Inn &SuitesonClearwaterBeachandextrapolateitto Downtown Clearwater.Evenings of concertsandeventswilldrawclosetocapacity,as willdaysandeveningswhentheconferencecenter is being rented.Additionally,a populardemographicduringnon-peak times is the “staycationer”. When rental rates are lower during non-peak times the area will attract guests from theTampaBayandOrlandoMSAswhowould normally drive home.Given the amenity-richexperiencethatwillbeprovided,and the newparkthatwillbecompletedbytheCity,the hotel demand will start off strong andcontinuouslygrow. TEAM INTRODUCTION & EXPERIENCE | Operators OPERATORS With over 30 years of industry leadership, Maine Course Hospitality Group (MHCG) is a well-respected and award-winning hotel management leader overseeing premium brand and independent properties. Choosing a Hotel partner and brand for development is a critical step for any team, and MCHG has successfully done this across it 24 hotels in 5 different states. Many of those hotels have fostered successful partnerships with Marriott and Hilton brands. COURTYARD BY MARRIOTTWATERFRONT Location:Portland, ME Opened:May 2014Size:132 Rooms MCHG ROLE Manager HOME 2 SUITES BY HILTON Location:Williston, VTOpened: June 2020Size:100 Suites MCHG ROLE OwnerManager HILTON GARDEN INN Location:Burlington, VTOpened:January 2015 Size:139 Rooms MCHG ROLE Manager HOTEL HARBORVIEW & CITY HALL SITE PROPOSAL 16 TEAM INTRODUCTION & EXPERIENCE | Firm Experience & Qualifications HAMPTON INN BY HILTON Location:Bath, ME Opened:May 2010Size:94 Rooms MCHG ROLE OwnerManager HOMEWOOD SUITES BY HILTON Location:Scarborough, ME Opened:May 2008Size:92 Suites MCHG ROLE OwnerManager HAMPTON INN BY HILTON Location:Augusta, MEOpened:June 2012Size:80 Rooms MCHG ROLE OwnerManager HAMPTON INN BY HILTON Location:Gilford, NHOpened:May 2009Size:75 Suites MCHG ROLE OwnerManager FAIRFIELD INN & SUITES BY MARRIOTT Location:Exeter, NH Opened: September 2009Size:71 Rooms & Suites MCHG ROLE OwnerManager ROCKPORT INN & SUITES Location:Rockport, MA Opened:June 2009 Size:79 Rooms & Suites MCHG ROLE Owner Manager HARBORVIEW & CITY HALL SITE PROPOSAL 17 TEAM INTRODUCTION & EXPERIENCE | Firm Experience & Qualifications HAMPTON INN BY HILTON Location:Freeport, MEOpened:October 1998Size:77 Rooms MCHG ROLE OwnerManager HAMPTON INN & SUITESBY HILTON Location:Thomaston, ME Opened:May 2006Size:85 Rooms & Suites MCHG ROLE OwnerManager FAIRFIELD INN & SUITESBY MARRIOTT Location:Augusta, ME Opened:November 2007Size:81 Rooms & Suites MCHG ROLE OwnerManager FAIRFIELD INN & SUITESBY MARRIOTT Location:Brunswick, ME Opened:October 2004Size:81 Rooms & Suites MCHG ROLE OwnerManager TOWNEPLACE SUITES Location:Bangor, MEOpened:October 2014Size:82 Suites MCHG ROLE OwnerManager HAMPTON INN BY HILTON Location:Pawtucket, RIOpened:September 2018Size:135 Rooms MCHG ROLE OwnerManager ROCKLAND HARBOR HOTEL Location:Rockland, ME Opened:May 2016Size:82 Rooms MCHG ROLE Manager SIX STREET SOUTH Location:Hanover, NHOpened:February 2011Size:69 Rooms MCHG ROLE OwnerManager HARBORVIEW & CITY HALL SITE PROPOSAL 18 TRUDY AND JOHN COOPER Trudy and John Cooper have been localrestauranteursforoverfortyyears.BeginningaspioneersoftheOutbackRestaurantsandthe original thought leaders of Bonefish Grill,theCoopershavemovedontofoundlocal,cutting- edge dining experiences such as Oak and Ola,located in Armature Works in Tampa HeightsandfeaturingJamesBeardAward-winning chef Anna Kearney;and On Swann,in Hyde Park,Tampa,in partnership with restauranteurs Chris Arreola and Chris Ponte. The Clearwater residents have been on the cutting edge of the national local food scenethroughouttheircareersandarenowfocusing their efforts on local restaurants.Trudy andJohnCooperhaveprovidedaletterofinterestfortheproposeddevelopment. TEAM INTRODUCTION & EXPERIENCE | Operators Oak and Ola | Tampa Heights VOLET HOSPITALITY Volet Hospitality was founded by Jacob Linzeyin2020.Jacob,who has had a long andsuccessfulcareerinthehospitalitybusiness, stepped down from his role of VP for a high-profile NYC Hospitality Group and immediately went to work making his dream company areality.Volet Hospitality has a company culturebasedonkindness,mutual respect,personal growth,and of course,one-of-a-kind cuisineandhospitality. Volet Hospitality Group is grounded in theideasofsouthernhospitality,rich culinary traditions,and outstanding dining experiences.Each restaurant under the Volet name offers a unique menu and creative ambiance.VoletHospitalityincludesawell-rounded team ofaward-winning chefs and leaders in the upscale food and beverage industry. Restaurants under Volet include Alto Mare FishBar,Annata Wine Bar,and 400 Beach Seafood &Tap House in St.Petersburg,FL.Volet has provided a letter of interest for the Bluffsproject. RETAIL HARBORVIEW & CITY HALL SITE PROPOSAL 19 SEA DOG BREWING COMPANY Sea Dog Brewing Co.has provided a letter of interest for retail space within the development.SeaDogwasfoundedonthecoastofMainein1993.Its ales are hand-brewed using time-honored methods and only the finest ingredients.They now operate 7 pubs in New England and one inFlorida.Their cantina concept,Sea Dog Cantina tequila bar and restaurant,blends handcrafted margaritas,Mexican-inspired cuisine,cold craft beer,and tequila infusions.Sea Dog Cantinacurrentlyhastwolocations—one in Gulfport,FL and one in Clearwater,FL. Sea Dog has been in business in Florida for 22 years,and has operated their Clearwater brewpubfor9years.They have established a significant presence in the Tampa Bay area through community events and support of local charities and look forward to the opportunity to continuetogrowtheirfootprintintheareaservingcraftbeer,good food,and great experiences. To supplement the retail users in this section,the Development Team has received a letter ofinterestfromEDENStoconsultonavailableretailopportunitiesintheproject.EDENS is a retail real estate owner,operator,and developer of a nationally leading portfolio of 110 places with apurposeofenrichingcommunitythroughhumanengagement.They have close relationships withhundredsofretailers,and place an emphasis on design while carefully selecting the most appropriate retailers so that there is a synergy that customers can feel. TEAM INTRODUCTION & EXPERIENCE | Operators Sea Dog Cantina Clearwater, FL RETAIL HARBORVIEW & CITY HALL SITE PROPOSAL 20 Florida’s long term economic prosperity andqualityoflifedependonahealthyandsustainableecosystem.The development team recognizes the importance of building asustainablefuture,and when considering potential operators for the proposeddevelopment,The Florida Wildlife CorridorFoundationquicklycametomind.The Florida Wildlife Corridor project was founded by Dr.Tom Hoctor,Director for the Center for Landscape and Conservation Planning at theUniversityofFlorida,and Carlton Ward Jr.,aConservationPhotographerfocusedon Florida’s living heritage. The Corridor Foundation seeks landscape-scaleconservationthroughhighquality,impactful,and authentic storytelling,weaving exploration and science with the stories of wildlife,wildlands,and those who steward it into the state of Florida’s most compelling conservationstory–to save the Corridor.They partner withorganizationsandindividualstoidentifyand elevate the most pressing threats andopportunitiesfacingtheCorridorandcultivate awareness and action. The Corridor Foundation relies on and continues the decades of work by numerousscientistsandconservationorganizationsthat determined the need for landscape-scaleconservationapproaches,and specificallycorridors,to address habitat loss and fragmentation across Florida.As part of ourproposeddevelopment,FWCF would be able to utilize space for education and exhibitionstargetedtowardsaddressingtheconservationofspeciesandhabitat,the understanding and promotion of the importance of nature,and itsconnectionstoourcollectivewellbeing. Recent examples of their work include a multi-day summit in April 2022 that convened thought leaders for discussions,collaboration,and problem-solving all geared toward conserving the Corridor.Hosted by the FloridaWildlifeCorridorFoundation,the Summitunitedcloseto300conservationists,business and real estate experts,policy makers andstateagencyleaderstoworkonsomeofthe most pressing concerns facing the Corridor. Wild Space,a project of the Corridor foundation,is a gallery at the St.Petersburgheadquarters.It’s planned to open fall 2022 with a survey of the art created by thescientistsofArchboldBiologicalStationastheyutilizevisualizationintheproductionof scientific knowledge,to be followed by newconservationartbyCarolMickettandRobert Stackhouse,and works in various media bylocalartistsfocusedonartandnatureastherapy.Works will be targeted towards addressing the conservation of species andhabitat,as well as the understanding and promotion of the importance of nature and itsconnectiontoourcollectivewellbeing. TEAM INTRODUCTION & EXPERIENCE | Operators Photo Credit: Carlton Ward Photo Credit: Carlton Ward ARTS / CULTURAL / ENVIRONMENTAL HARBORVIEW & CITY HALL SITE PROPOSAL 21 ONE BLUE OCEAN One Blue Ocean is a global social change non-profit that strives to ensure a healthy blue ocean.Their mission is to empower individualstoadoptoceanpositivehabitatsandshiftculturalbehavioraroundtheworld.Their flagship project,The Great Ocean Experience(GOE),is an immersive,multisensory touring exhibition designed to inspire awareness andignitechange.The development team proposestoworkwithOneBlueOceantobringtheGOE to Clearwater as part of our proposeddevelopment. One Blue Ocean would create a space thatimmersestheaudienceinanoceanexperience designed to stimulate the senses with anenvironmentrichinsight,sound,smell and touch to transform the way people think aboutouroceanandtheworld.The experienceeducatesandoffersnotonlyimpacttothe attendee,but on community,the environment,and the world. They are currently raising funds to begindevelopmentandproductionoftheGreat Ocean Experience prototype,which will containtheOneBlueOceanLab.This space will house an approx.2,000 sf model of the GOE prototypeandbethelocationofallsubsequentdigitalexperimentationfortheGreatOcean Experience.One Blue Ocean plans to expand to5GOEsthrough2026,creating a substantial base to protect the ocean and bringingmeaning,purpose,and connection to theFloridacommunity. GRAPHICSTUDIO Graphicstudio was founded in 1968 as anexperimentinartandeducationatthe University of South Florida,Tampa.AtGraphicstudio,research into art-makingtechniquesworksintandemwithnewaesthetic expressions by leading and emerging artists.The constant push by collaborating artists and studio staff to create new possibilities forartisticpracticeisthebackboneoftheatelier,and the impetus that has kept it at the forefront of international fine art publishing. Graphicstudio was founded as part of therenaissanceinAmericanprintmakinginthe1960s,which brought about artists involved in the Pop art movement such as RobertRauschenberg,James Rosenquist,and Jim Dine, together with a growing number of trainedprintmakers,and with an American publicdesiringtocollectaffordableart. Since its inception,Graphicstudio has invited over 100 emerging and establishedcontemporaryartistsfromaroundtheworldwhohaveworkedinarangeofstylesand media to produce more than 1,000 limitededitionprintandsculpturemultiples. Impressions of Graphicstudio editions havebeenacquiredbyleadingmuseumsandcorporateandprivatecollectionsworldwide. Graphicstudio also provides consultation for public art commissions through StrategicPropertyPartners,including the below-picturedYouBelongHereneoninstallationbyartist Tavares Strachan,installed at Sparkman Wharf,Tampa in 2019.Their presence would serve to further enrich the already established artscommunitywithinClearwater. TEAM INTRODUCTION & EXPERIENCE | Operators ARTS / CULTURAL / ENVIRONMENTAL HARBORVIEW & CITY HALL SITE PROPOSAL 22 TEAM INTRODUCTION & EXPERIENCE | Firm Experience & Qualifications FIRM EXPERIENCE & QUALIFICATIONS The Development Team consisting of Gotham Organization,The DeNunzio Group,Behar PeteraneczArchitecture,and Stantec has a combined depth and breadth of experience ideally suited to achieve the vision set forth in the City of Clearwater’s Call for Development Concepts for the Harborview andCityHallSites. The following pages cover representative projects from Gotham Organization and The DeNunzioGroupspeakingtoourabilitytodeliverahigh-quality mixed-use development.These examples illustrate projects of a similar scope or program to the proposed development,including projectswithpublicsectorinvolvementand/or the need for a public review process,and that requiredcoordinationwithoverseeinggovernmentagenciesorotherpublicpartners. HARBORVIEW & CITY HALL SITE PROPOSAL 23 TEAM INTRODUCTION & EXPERIENCE | Firm Experience & Qualifications Gotham developed,built,owns and managesGothamWest,a groundbreaking project that helped transform the West Side of Manhattan.The projectincludeddevelopingfourresidentialbuildings,theadaptiverenovationandreuseofahistoricschool building,and construction of a new school,alongwithfirst-of-its-kind food hall Gotham West Market. The megaproject houses 1,238 apartments,including682affordableapartmentsforlow-and middle- income residents.The 31-story tower on 11th Avenueissurroundedbymid-rise buildings on 44th and 45th Streets,and includes 15,000 sf of retail along 11th Avenue,with a 200-space below-grade parkinggarage. The project was designed to respect the low-rise tenement structures of Hell’s Kitchen while takingadvantageoftheviewsprovidedbyopenspacealongtheHudsonRiver.Design elements like setbacks,vertical metal panels,and insets work tocreatetheillusionofarowofsmallerbrickbuildings to help reduce the street impact.The fullyamenitizedbuildingfeaturesahealthclub,children’splayroom,rotating art gallery,and multiple lounges including the Sky Terrace at the 32nd floor. Gotham led the master planning process totransformtheentirecityblockbetween44thand 45th Streets east of 11th Avenue,working with theCityofNewYork,the local Community Board,City Planning,the Manhattan Borough President and the City Council to rezone the site frommanufacturingtoresidentialuse,resurrecting the condemned 4-acre site through the City’sULURPprocess.The mixed-income projectincludesaffordablehousingdevelopedin partnership with multiple City agencies,including HFS and HPD,and the local Community Board. An undertaking of this type and scale meant satisfying stakeholders while developing a planthatwaseconomicallyfeasible.The complex deal required Gotham to source $520 million inprojectfinancing,with financing including tax-exempt bonds from the New York State Housing Finance Agency and federal tax credits backedbyaconsortiumofbanksledbyWellsFargo,in addition to $200 million in collateral provided byGothamandinvestors.The project wascompletedin2013.LOCATION New York, NY GOTHAM ORGANIZATION ROLE DeveloperConstruction Manager Owner Manager ARCHITECT SLCE Architects INTERIORS SPAN Architects CATEGORY Residential Mixed-Use TOTAL DEVELOPMENT COST $520 Million GOTHAM WEST HARBORVIEW & CITY HALL SITE PROPOSAL 24 TEAM INTRODUCTION & EXPERIENCE | Firm Experience & Qualifications The Ashland,a 586-unit,53-story tower,is theproductofsuccessfulcity-state partnerships, prudent regulatory management,smart construction,and intelligent design.The mixed-income residencesconsistofa50/30/20 mix of market, middle/moderate,and low-income studio,one,two,and three-bedroom apartments.The project optimized the use of tax credits,abatements,andpublic-private partnerships,with 20%of residencesqualifyingastaxcreditunitsandinclusionary housing.Financing included a mix of 4%tax credits,tax-exempt bonds,and a participating bank loan. The project showcases Gotham’s strengths innavigatingcomplexpublic-private partnerships and regulatory environments,and involved securing anumberofadministrativeactionsandapprovals, including:(i)City Environmental Quality Review(”CEQR”),(ii)Mayoral override of zoning regulations,(iii)New York City Transit Authority approval of work, (iv)an Inclusionary Housing approval,(v)an HPDBLDSapprovalontheaffordableunits,and (vi) Department of Buildings approval. Gotham’s vertically-integrated team developed,built, marketed and manages the 525,000 sf structure,as well as the retail and commercial space at itsbase.An 8,200 sf floor is dedicated to cultural office space,while 16,000 sf of retail at thepodiumhousesfoodhallGothamMarketatTheAshland.Residential units start on the 4th floor, 60 feet above ground level. The building design reinterprets elements ofclassicBrooklyn,the historic BAM Opera HouseandtheWilliamsburgSavingsBanktower nearby,creating a dialogue between the newtowerandthehistoricfabricofthe neighborhood.The base of the building isdesignedtoreflecttherhythmandmaterialityofBrownstoneBrooklyn,with the Fulton frontage rising only 40 feet,or the approximate height ofatypicalbrownstone. Designed to specifically honor theneighborhoodsitstraddles,The Ashland presents a different façade depending on theapproach.A refined glass tower reflects across Flatbush Avenue Extension to DowntownBrooklyn’s busy urban shopping and officeenvironment,while carefully chosen brick – color-matched to Fort Greene’s unique shade ofbrownstonesandfullyinstalledon-site –aces down Fulton into low-rise traditional FortGreene.The side facing the iconic BAM buildingandtheWilliamsburgSavingsBank,centerpieces of the neighborhood,is equally reflective oftheirmaterialityandcolor. Thought and care continue to the interior,withanintelligentapproachtodesign,conscious appreciation of location,and top-of-the-linefinishpackage.Gotham’s commitment to local art is evident throughout the building withfeaturedpiecesfromBrooklyn-based artists inthelobbyandpublicamenityspaces.The residential amenities comprise two full floorsincludingawraparound3rdfloorterrace,indoor- outdoor connecting lounges,outdoor filmscreeningarea,landscaped pathways withhiddennooksandbenches,and a 53rd floor roof terrace with wraparound views of the City. LOCATION Brooklyn, NY GOTHAM ORGANIZATION ROLE Developer Construction Manager Owner Manager DEVELOPMENT PARTNERS DT Salazar ARCHITECT FX Fowle INTERIORS SPAN Architecture CATEGORY Residential Mixed-Use TOTAL DEVELOPMENT COST $229 Million THE ASHLAND HARBORVIEW & CITY HALL SITE PROPOSAL 25 TEAM INTRODUCTION & EXPERIENCE | Firm Experience & Qualifications Gotham Point is a public-private partnershipconsistingoftwomixed-use buildings in Long Island City,Queens,totaling over 1 million sf.The South andNorthTowersarebeingwovenintothelargerHunter’s Point South affordable housing community. Gotham was designated as developer through an RFPprocesswiththeCityofNewYorkinpartnershipwith the New York City Department of HousingPreservation&Development. The North Tower is a 57-story,689-unit residentialbuildingwithan11-story special purposed wing including 98 senior independent living units.It alsofeaturesgroundfloorretail,a below-grade garage,and two floors of community facility space.The South Tower is a 34-story,443-unit residential towerwithcommunityfacilityspaceatthegroundfloor. Together,The North and South Towers consist of 75%affordable housing for families of low,moderate,and middle-income means,as well as 25%market ratehousing.Both towers feature amenity spaces including a state-of-the-art fitness center,co-working space,and a rooftop farm.The South TowerwascompletedinQ1of2022,and the North Tower is expected to be complete in Q1 of 2023. Located at the edge of Hunter’s Point South ParkinLongIslandCity,Gotham Point abuts a natural shoreline landscape.The waterfront landscapeinfluencedallaspectsofHandelArchitects’building design.The project was designed to Enterprise Green Communities sustainabilitystandards,and will house a 2,000 sf environmental education facility at the base oftheSouthTowerfocusedonfosteringexplorationandpreservationofthelocal riverfront and creek habitats,as well as offeringorganizedkayakandcanoetoursalong neighboring Newtown Creek. Amenity spaces were conceived to cater to the overall health,wellness,and connectivity of theGothamPointcommunity.Spaces will be shared between the two buildings and feature multipleoutdoorlandscapedterraces,an indoor andoutdoorfitnesscenterandyogastudio, children’s playroom,recreation room,multipleco-working spaces with privacy and conference rooms,and an urban rooftop farm forcommunityagriculture.LOCATION Long Island City, NY GOTHAM ORGANIZATION ROLE DeveloperOwner Manager DEVELOPMENT PARTNERS NYC Department of Housing Preservation & Development (HPD); RiseBoro Community Partnership;Goldman Sachs Urban Investment Group ARCHITECT Handel Architects CATEGORY Residential Mixed-Use TOTAL DEVELOPMENT COST $559 Million GOTHAM POINT HARBORVIEW & CITY HALL SITE PROPOSAL 26 TEAM INTRODUCTION & EXPERIENCE | Firm Experience & Qualifications LOCATION New York, NY ROLE Developer OwnerManager ARCHITECT Dattner Architects CATEGORY Residential Mixed-Use TOTAL DEVELOPMENT COST $232 Million The Broome Street Development project is a two-building development in the Lower East Side of Manhattan consisting of an overall 479,000 sf ofmixed-use development.The two buildings arelocatedat55SuffolkStreet(the Suffolk Building)and 64 Norfolk Street (the Norfolk building).The projectiscurrentlyunderconstructiononanexisting underutilized accessory parking lot and the formersiteofthelandmarkedBethHamedrashHagodol(BHH)synagogue.Gotham was designated as developer following a lengthy RFP processdistributedbytheChinese-American Planning Council (CPC),owner of the existing parking lot site. As part of Gotham’s RFP response,a rezoning was proposed through New York City’s ULURP process asameanstodeliveronthemanycommunitybenefits that were proposed,including nearly 43%overallaffordablehousingconsistingof115permanentlyaffordableseniorhousingunits,40,000 sf of new headquarter space for CPC,and 4,000 sf of space forBHH.Following several years of coordination with the Department of City Planning,elected officials,community leaders and groups,and neighbors,theprojectwasapprovedbytheDepartmentofCity Planning and the NYC City Council in February 2020. The Suffolk Building is a 389,500 sf 30-story project with 378 total residential units,40,000 sf of community facility space,and 18,000 sf ofgroundandcellarretailspacealongBroome Street.Gotham effectuated a 99-year ground lease with CPC in December 2020.In accordance with the ground lease,Gotham will deliver CPC a free-and-clear turnkey condo unitinthebuilding’s podium for their new headquarters.The majority of the project is financed by a $162 million construction loan obtained in December 2020.Construction began in February 2021.The building iscurrentlytoppedoutwithexteriorandinterior finishes being installed.Leasing is anticipated to begin in March 2023. The Norfolk Building will be constructed on thesiteoftheformerBethHamedrashHagodol (BHH)synagogue.Gotham purchased the site from the BHH synagogue in December 2020. Gotham also purchased 15,000 sf of development rights from neighboring 384GrandStreet.The 89,000 sf 16-story building will consist of 115 senior housing units and 4,000 sf for BHH.City subsidy and low-income housing tax credit (LIHTC)equity provided funding for the majority of the project’s $61.8milliondevelopmentbudget.Building construction began in April 2021 and is anticipated to be complete in Q4 of 2022. BROOME STREET to the Clearwater Beach market.Once the brandwasidentified,TDG +MCHG engaged BPA and Group One,as interior designer,to complete a12-month design and entitlement process whichresultedinfullentitlementsfortheproperty. TDG +MCHG continued to worked closely with the design team as they engaged CreativeContractorsInc.based in Clearwater,FL to bringthevisiontolife.After a 16-month construction period,Creative Contractors delivered theFairfieldInn&Suites Clearwater Beach as designed on time and under budget in 2016. The process of engaging the hotel’s operator MCHG through the design and constructionprocessmadethetransitionfromconstruction to the operation of the hotel seamless.TheFairfieldInn&Suites has continued to grow inpopularityandrevenueduetoMCHG’s industry leading service. HARBORVIEW & CITY HALL SITE PROPOSAL 27 TEAM INTRODUCTION & EXPERIENCE | Firm Experience & Qualifications The Fairfield Inn &Suites Clearwater Beach byMarriottisa102-room full-service hotel with 125 structured parking spaces,fitness center,outdoorpoolandcomplimentarybreakfastoperatedby Maine Course Hospitality Group (MCHG).The Fairfield Inn &Suites Clearwater Beach benefits frompanoramicviewsoftheGulfofMexicoandthe intracoastal waterways,quiet location North of theCausewayandexcellentaccesstosomeof Clearwater’s most popular restaurants. The DeNunzio Group (TDG)represented the Ownership in strategically acquiring 5 contiguoussingle-family house lots to create a 0.92-acre parcel assemblage for the development.Once purchased, TDG collaborated with Behar +PeteraneczArchitecture(BPA)to complete a zoning analysis, feasibility studies and highest/best use analysis forthepropertywhichwasdeterminedtobeahotel. TDG +MCHG completed a market analysis ofClearwaterBeachandsolicitedbidsfrombothHilton and Marriott for the project.Ultimately,TDG +MCHGdeterminedthattheFairfieldInnandSuitesby Marriot brand would provide a unique product LOCATION Clearwater Beach, FL THE DENUNZIO GROUP ROLE DeveloperConstruction Manager Owner MAINE COURSE HOSPITAILITY ROLE Manager ARCHITECT Behar + Peteranecz Architecture INTERIORS Group One CATEGORY Hospitality FAIRFIELD INN & SUITES CLEARWATER BEACH The Lead Partner selected and led the design team through a difficult 24-month entitlement process with the City of Salem. Upon receipt of the entitlements, the Lead Partner went out to bid for Construction only to find the project was too costly to construct as entitled. The Lead Partner decided to sell the project, but Ownership requested a buy out of the Lead Partner and to engage TDG + MCHG as the Developer to deliver the project promised. TDG + MCHG brought on a new design team and construction manager, led the group through an intensive 12-month redesign and entitlement modification process. TDG + MCHG were successful in the entitlement modification process and oversaw the 24-month construction project which began in September 2018. Construction was completed in September 2020 despite significant setbacks in manpower and supply chain due to COVID-19. TDG + MCHG continued their partnership in the project after construction was complete as TDG operates the residential and retail functions while MCHG operates the Hampton Inn. HARBORVIEW & CITY HALL SITE PROPOSAL 28 TEAM INTRODUCTION & EXPERIENCE | Firm Experience & Qualifications Hampton Inn Downtown Mixed-use Development includes a 113-room full-service hotel with 38 public spaces, 102 private structured parking spaces, fitness center, heated indoor pool and complimentary breakfast operated by Maine Course Hospitality Group (MCHG); as well as 56 rental units with 70 private structured parking spaces, fitness room, modern amenities, integrated technology, rentable storage units and 11,500sf of retail operated by The DeNunzio Group (TDG). The Hampton Inn Downtown benefits from Salem’s rich history, robust art and food scene, proximity to the waterfront, local Universities and Medical Center’s with convenient access to Boston. TDG + MCHG represented the Ownership as the Hospitality Partner in a mixed-use joint venture with the Lead Partner assuming the role of Developer in a public private partnership with the City of Salem. The City of Salem agreed to sell a 0.47-acre parking lot to the Developer which would create a 1.49-acre development opportunity in the heart of Downtown Salem. In exchange, the Developer would be required to complete street improvements, update utilities and replace the 38 public spaces the City of Salem gave-up in the sale within development plan. LOCATION Salem, MA THE DENUNZIO GROUP ROLE DeveloperConstruction Manager Owner Manager -Residential MAINE COURSE HOSPITAILITY ROLE Manager -Hotel ARCHITECT Khlasa Design INTERIORS KSA Interiors CATEGORY Mixed-use HAMPTON INN DOWTOWN SALEM massing and found that the remaining FARshouldincludeamixofresidential,retail and hotel.TDG +BPA engaged Maine CourseHospitalityGroup(MCHG)and Group One,asinteriordesigner,to review the complex nature of providing access to each of the uses set tooccurat4501stAvenue.The design solution for the ground floor incorporated aesthetics,security,and accessibility to provide a trulyamazingdesignsolutionwhichfeature3lobbies, 5 elevators and dynamic 1st floor retail space. TDG +MCHG have taken tremendous pride indeliveringmeticulouslydesigned163“micro”rental units and 120 boutique hotel rooms to the City’s market.The “micro”rental units availableforrentrangeinsizefrom370sfto720sfwhile the 120 meticulously designed boutique hotelroomsrangeinsizebetween200sfto370sf.450 1st Avenue will feature a restaurant on the 11thfloor,ground floor retail,as well as a large gymandpooldeckonthe10thfloor. TDG +MCHG have engaged Coastal Construction as the construction manager for the projectwhichweplantodeliverby2024.TDG isconfidentthatupondelivery,the development will live up to its mission statement “A catalystforcollisionsbetweendisparateindustries,we are setting the stage for the unexpected,embracing the art(s)and celebrating theenormouspotentialofSt.Pete to lend insight in new ways.” HARBORVIEW & CITY HALL SITE PROPOSAL 29 TEAM INTRODUCTION & EXPERIENCE | Firm Experience & Qualifications 450 1st Avenue is the 28-story entitled mixed-usedevelopmentcreatedthrougharobustacquisition and contract negotiations process between TheDeNunzioGroup(TDG),the Seller and the City of St.Petersburg.When complete the 28-story development,450 1st Avenue will offer the City of St.Petersburg 260 public parking garage and 50,000 SF of Class A office space as required by the City of St.Petersburg.In addition,450 1st Avenue will introduce163“micro”rental units,a 120-room hotel with destination retail and restaurants.450 1st Avenuerepresentsthefirstpublicprivatepartnershipthat the City has undertaken in almost 30 years. TDG was presented the 450 1st Avenue opportunity and immediately engaged Behar +PeteraneczArchitecture(BPA)to not only respond to the opportunity but to assist the City in shaping thevisionforthepublicprivatepartnership.TDG +BPAheldseveraldesigncharetteswiththeCityand presented several massing and feasibility studiesbeforethegroupestablishesthefinalbuilding massing and maximum height. TDG completed a highest/best use analysis for the property using the newly established building LOCATION St. Petersburg, FL THE DENUNZIO GROUP ROLE DeveloperConstruction Manager Owner Manager -Residential/Office/Retail MAINE COURSE HOSPITAILITY ROLE Manager -Hotel ARCHITECT Behar + Peteranecz Architecture INTERIORS Group One CATEGORY Mixed-use 450 1st AVENUE ST. PETERSBURG The development site is less than a mile fromthebeach,35 minutes from Tampa International Airport and 25 minutes from St.Pete /Clearwater International Airport.The project willbeatruedestinationlocationforvacationers, boaters,restaurant goers and local residents. The project was supposed to break ground rightasthepandemichit.Much of the infrastructureworkhasbeencompleted,and a new 1,500 lineal foot sea wall has been installed.The hotel andresidencesarescheduledtobecompletedin 2024. HARBORVIEW & CITY HALL SITE PROPOSAL 30 TEAM INTRODUCTION & EXPERIENCE | Firm Experience & Qualifications Hampton Inn Madeira Beach is set to include a 130roomfullservicehotel,31 high-end residential rental units,a 100-slip marina with plenty of transient slipsforday-trippers,a 5,000 sf restaurant,2 separatepoolssupportedby251openairparkingspaces.The development is located on the site of the formerLeverock’s restaurant at the southwestern base of the Tom Stuart Causeway bridge. Some unique property features include a large outdoor waterfront event space that will allow thepropertytohostconcerts,markets and community gatherings.The marina will feature a technologicallyadvancedapplicationthatwillenableboaterstoutilizetheapptoreservetransientdockspacefor leisure day trips. The property will also feature a waterfrontboardwalk,an elevated pool exclusively for hotelguestsandaseparatemarinapoolthatbothboaters and hotel guests will be able to enjoy. LOCATION Madeira Beach, FL THE DENUNZIO GROUP ROLE DeveloperConstruction Manager Owner Manager –Residential/Marina MAINE COURSE HOSPITAILITY ROLE Manager -Hotel ARCHITECT Behar + Peteranecz Architecture INTERIORS Group One CATEGORY Mixed-use HAMPTON INN MADEIRA BEACH HARBORVIEW & CITY HALL SITE PROPOSAL 31 DEVELOPMENT PLAN3 UNIFIED VISION FOR DOWNTOWN Imagine Clearwater,the transformation of Coachman Park,has been a vision for the City of Clearwater and its residents for decades. Through bold City leadership thistransformationhasbegunwithacommunity- backed master plan process that established programmatic elements that will engage a wide range of the Clearwater community from children and youth through open space foractivities;to those looking for an urban oasis through a variety of plantings and vegetation in a natural habitat;and generations of music lovers through the new Bandshell.Pedestrian paths will present all visitors with stunningviewsoftheparkandtheintercoastalwaterway from the soon-to-be-iconic Bluff Walk.Imagine Clearwater will set the stage for new investments and a renaissance of the urban core of Downtown Clearwater. The Development Team consisting of Gotham Organization,The DeNunzio Group,Behar Peteranecz Architecture,and Stantec is ideally positioned to advance the City’s vision forDowntownClearwaterthroughcombineddepth and breadth of experience and understanding of the City’s objectives to increase vibrancy through activation of the new Imagine Clearwater Park,improved connection betweenthewaterfrontandtherestoftheDowntown area,seeing a precedent for future local development and generating significant financial return to the City.Our proposal enhances the Imagine Clearwater master plan with a development program that will create acompletecorridorandvibranturban environment along the western edge of Downtown to inspire continued economic vitality and a place for citizens and visitors to Clearwater to embrace and enjoy. PROGRAM OVERVIEW Harborview Site •150-Key Hotel •15,000 sq. ft. Retail/Restaurant •1,000-Person Conference Center •4,000 sq. ft. Rooftop Bar •Rooftop Pool & Amenity Center •163 Parking Spaces City Hall Site •600 Rental Residences •25,000 sq. ft. Retail/Restaurant •600 Parking Spaces HARBORVIEW & CITY HALL SITE PROPOSAL 32 PROPOSED DEVELOPMENT Our vision incorporates both the Harborview and City Hall sites to generate a mixed-usedevelopmentconsistingof600residentialrental homes,a 150-key hotel and boutiqueconferencecenter,40,000 square feet of retailandrestaurantspace,and parking to support the hotel,residences,nearby library,as well asofferingsharedparkingspace.Through our master planning process,we will work with thecityandvariousstakeholderstocreateawholisticandunifyingdevelopmentlinkingwith the Imagine Clearwater Park,downtown accesspointsandconnectionsalongtheBluffWalk North,Gateway Plaza,and Bluff Walk South toseamlesslyblendthedevelopmentsiteswiththelargerPark. Streetscape enhancements along Osceola Avenue will enhance urban engagementopportunitiesandconnectthesitestotheexistingandfutureDowntownenvironmentwith active open space.The sites compriseapproximately30%of the Osceola Avenue frontage from Drew Street to Court Street,offering a tremendous opportunity to transformandinvigorateOsceolaAvenue.The Gateway Plaza is the “front door”of the Park fromClevelandStreetandsetsaprecedentforother Osceola intersection enhancements.We proposetoworkwiththeCitytocreateasimilarpublicrealmopportunityatPierceStreet,and potentially at Drew Street,as a continuum of theflavorandambianceofOsceolaasanorth- south connective spine linking institutional,hospitality,cultural,commercial and residentialuseswhilemaintainingaestheticconsistency. There have been past discussions regarding facade improvements to the Library alongOsceola,which we would encourage to completethepedestrianexperienceandfurtherenhance the public realm.If the Library were to pursue such improvements,it would extend thetransformationofOsceolaAvenuefromthe30% represented by the Harborview and City Hallsitesto60%of the entire corridor. Selecting potential cultural partners to utilizeavailablecommunityfacilityspaceswithinthe development brings in organizations with afocusonenvironmentaleducation,sustainability,and local arts further invigorates the park providing a multitude of experiences.We have obtained letters of interest from the Florida Wildlife Corridor Foundation (FWCF),OneBlueOcean,and University of South FloridaGraphicstudio.FWCF and One Blue Ocean will seek to transform the way people think aboutthesurroundingenvironment,raising awareness of pressing threats facing Florida wildlife,withanultimategoalofcultivatingactionsurroundingsustainabilityinitiatives. The Development Team intends,if designated,to survey the community and pursue additionalpartnershipsthatwillfurtherengagement,activate the respective development sites in a meaningful way,and create synergy with othersurroundingculturalfacilitiessuchasthe library,Capitol Theater,Aquarium,and RuthEckerdHall. The Development Team conceived the proposedmixed-use development as a true master plan to evolve the urban experience of DowntownClearwater,creating new connections andunifyingthewesternedgeofDowntown.The city already benefits from a strong arts and culturalscene,many diverse dining and entertainment options,and proximity to world-famousClearwaterBeach.Our proposal will enhance theexistingimprovementswhilebringingadded economic activity and vibrancy to the areathroughanewhotelandaddedresidential density,setting a precedent for futuredevelopment. DEVELOPMENT PLAN | Development Narrative HARBORVIEW & CITY HALL SITE PROPOSAL 33 HARBORVIEW & CITY HALL SITE PROPOSAL 34 0 100’200’ URBAN EDGE & PARK SETTING The Harborview and City Hall sites,with their epic coastal views across Clearwater’s new public park,will offer a wonderful opportunity to seamlessly weave the parks natural setting with city’s urban fabric.The design team’sproposalunitesthenorthandsouthbluffswithacontinuouspromenadewalkthatfurtherenhancesthefunctionalandrecreationalvalueofthepark.Thepubliclyaccessibleretailandrestaurantfacilities,offered by both development sites,spill out into the park and are linked together via the team’s proposed park enhancements;accessible walks,lawn terraces,water features,public art,plazas and a pedestrian bridge.Park-like green fingers filter through theproposeddevelopments,allowing the park to greet the public along the NorthOsceolaAve.Our design team also sees the potential for significant streetscape improvements along North Osceola with widened sidewalks,new street tree planting,green infrastructure and new traffic calming measures that willimproveaccessandfurtherconnectthenewparkwiththecity. N 4 6 1 5 7 9 1 8 2 3 1 Imagine Clearwater Park Bandshell Clearwater Main Library Harborwalk Site Proposed Hotel Vegetated Retail Corridor Proposed Brewery Beer Garden Park Entry Plaza Vegetated Bridge Existing Condo Building Vegetated Retail Corridor City Hall Site Proposed Residential Building Green Roof Garden Amenity Pool Deck Lawn Terraces Pool Deck Planter Buffer Pedestrian Plaza / Porte cochere Pedestrianized Intersections 2 3 4 5 6 7 8 9 10 11 12 11 10 12 12 13 14 15 16 17 18 13 16 14 15 17 17 15 15 1 18 18 18 18 18 OSCEOLA AVEPIERCE ST DREW ST CL E A R W A T E R ME M O R I A L CAU S EWA Y FORT HARRISON AVECLEVELAND ST DEVELOPMENT PLAN | Development Narrative The landscape architectural and architectural design teams’ close collaboration has resulted in a composition that blends the sinuous forms of the park with organic building form. Careful attention has been paid to the hotel amenity deck at the City Hall site to create a pool and roof terraces that are sufficiently private while integrating into the public park setting. The proposed pedestrian bridge increases the connectivity of the park by linking north and south bluffs and separating pedestrian and vehicular circulation. PARK INTEGRATION City Hall Site The podium architecture of both development sites create a mix of public and private roof top terraces with expansive views overlooking the park and waterfront. A variety or retail offerings are provided at ground level that spill out to new plazas with direct accessible access to the bluff walk and lower park levels. PARK INTEGRATION Harborview Site HARBORVIEW & CITY HALL SITE PROPOSAL 37 Above: The View of Clearwater harbor from the proposed pedestrian bridge and direct connection to the North and South bluff walks Left: The Harbor View site development and overlook plaza from the pedestrian bridge The large grade differential between the development sites and the Clearwater Park offers both a design challenge and exciting potential for dramatic moments and experiences. The design team seeks to enhance the park’s gateway plaza and grand stair by sculpting the levels at the edge of the Harborview site with a softened,green sinuous form that transitions intoadramaticoverlookandpedestrianbridge.The overlook plaza at the base of the proposed Harborview building slopes upwards to a green roof terrace with incredible views of the park and water. The proposed,elegantly simple pedestrian bridge is also visually permeable with a thin profile and transparent guardrail allowing views through and from the structure.The bridge deck includesplantedseatingwallssweepingfromthe Harborview overlook plaza to the retail dining terrace of the City Hall site.This enhanced connectivity,in turn,assists with the vibrancy and activity of the park. PARK INTEGRATION HARBORVIEW & CITY HALL SITE PROPOSAL 38 PARK INTEGRATION Private Amenity Deck Outdoor CafeAccessible walk to lower park Pedestrian Bridge Grand Staircase Entry Plaza Brewery Overlook Plaza Pedestrian Bridge Green Retail Corridor Beer Garden Green Roof Garden Terraced Lawn Lawn Terraces Conference Center Retail / Park Access Both development sites integrate an enhanced bluff walk and sculpted bluff landscape into the function and form of the buildings. Green open space retail corridors will filter through the developments creating connectivity between the park and Osceola Ave. Sculpted lawn terraces, inspired by the movement of water, create additional function for park goers allowing them to make spaces of their own –for passive recreation, for large and small gatherings with vantages of the waterfront setting. Our team also understands there is interest from the city to locate a gondola connecting to Clearwater Beach from one of the development sites. Our team will be able to coordinate and incorporate this use to compliment the park and the proposed development as required. HARBORVIEW SITE At the main gateway to the park,a grove of trees, planters and seating walls create a shaded beer garden adjacent to the Harborview building. This space gracefully transitions into the bluff walk, overlook plaza and a pedestrian bridge. An improved accessible walk connects the bluff walk to the lower park, through a series of lawn terraces. CITY HALL SITE The City Hall site creates both publicly accessible spaces for outdoor dining and access to the park while creating private open spaces that are integrated with the park setting. The proposed path network connects the adjacent streets to the park with retail and dining opportunities. Careful consideration has been provided for access from the park to the private pool deck to ensure the amenity feels integrated into the park design while providing buffering and privacy. North Bluff Walk Accessible walk to lower park Above: Harborview Site Below: City Hall Site South Bluff Walk OSCEOLA AVE IMPROVEMENTS We consider Osceola Avenue as an important threshold to the park and the potential for streetscape improvements to create safer access and improved first impressions to the park. The design team, in collaboration with the city, will seek to create widened active sidewalks with vibrant exterior dining opportunities, places for public art, street tree planting, green infrastructure and multi-model transportation. We also see the opportunity for improved pedestrianized intersections extending from key park entrances and plazas that can provide traffic calming and further assist with integrating the park into the city’s urban fabric. HARBORVIEW & CITY HALL SITE PROPOSAL 39 URBAN INTEGRATION OSCEOLA AVEImproved intersections Improved intersections Pedestrianized Plaza Drop Off Green Retail Corridor Green Reta i l Corridor Pierce St. Cleveland St. VERTICAL DEVELOPMENT PROGRAM DEVELOPMENT PLAN | Vertical Development Program HARBORVIEW & CITY HALL SITE PROPOSAL 40 The Bluffs proposal for the Harborview and City Hall sites is centered around enhancing the public realm of downtown Clearwater,with an overall site plan that maximizes connection opportunities from downtown to the park and retail uses at both sites. The Development Team’s goal is to facilitateandencourageactivationalongdowntown Clearwater’s western edge,seamlessly integrate with the new Imagine Clearwater park,and support added residential density for year-round residents to enjoy living,recreation,shopping and dining in a vibrant downtown environment,further bolstering Clearwater’s reputation as a true live,work and play destination. A 150-key hotel will anchor the Harborview site,along with a conference center and retail and restaurant space that will activate the streetfront and bring real economic benefits for the City.The proposed 600 rental residences on the City Hall Site were conceived to attract residents looking for aprimaryaddress,not a second home.Our aim is for The Bluffs to bring true,year-round density to downtown Clearwater. The Development Team will considerallocatingupto10%of the apartments as workforce housing for residents earning up to 120%of the Area Median Income (AMI).These units would serve local area employees such as those at the nearby Morton Plant Hospital,which sits within 2 miles of the City Hall Site. The Development Team will coordinate with the City to define an appropriate plan and program for the workforce housingcomponent,if desired,and would work with the City to determine appropriate offsets necessary to ensure the project value and returns meet the City’s economic goals. DEVELOPMENT PLAN | Vertical Development Program EXISTING SITE OPEN TO PARK PROPOSED BUILDINGS PRESERVE VIEWS CONNECTING CORRIDORS ACCESS The 1.43-acre Harborview site located just north oftheintersectionofOsceolaandClevelandStreet becomes the prime entry point from Downtown tothenewImagineClearwaterpark.The DevelopmentTeamunderstandthesite’s special priority for becoming the icon and cultural identity for the Cityandtheparkgivenitsprominentlocation. We are proposing a 150-key hotel with significantretailandrestaurantspace.A boutique conference center is located on the second level overlookingthepark,and a rooftop amenity restaurant and bar provides a unique view of the Intercoastal andphenomenalsunsetsoverthebeach. The design of the building’s base includes a casualtiltedlawnthatbringsthepublicuptoarooftop biergarten and private event spaces.With over15,000 sqft of retail and restaurant space thebuildingistobeactivatedonbusyweekendsas well as quiet weekdays. Hotel entrance and lobby is on the Northeastcornerofthebuildingusingashareddropoffwiththelibrary.This shared drop-off and bus loading allows for the area between the two buildings to beconstantlyactivatedandmonitoredbythepatrons of each.The drop off leads to a below gradeparkinglotwith50dedicatedparkingspacesfortheLibrarytouse. The site enjoys an immediate proximity to Downtown and serves as a direct connection to theheartofthenewwaterfrontpark.Our proposeddevelopmentincludesimprovementsalong Osceola Avenue and at the intersection with PierceStreetechoingthelookandfeeloftheGateway Plaza at Cleveland Street,creating a unified publicrealmandconsistentidentityforOsceolaasanorth-south corridor through the western edge of Downtown Clearwater. HARBORVIEW HARBORVIEW & CITY HALL SITE PROPOSAL 41 A B A B DEVELOPMENT PLAN | Vertical Development Program –Harborview HARBORVIEW & CITY HALL SITE PROPOSAL 42 HARBORVIEW PROGRAM •150 HOTEL KEYS •15,000 SF GROUND LEVEL LOCAL RETAIL AND RESTAURANT •1,000 PERSON CONFERENCE CENTER •2,000 SF PRIVATE EVENT SPACE OR PERFORMANCE HALL •150 PARKING GARAGE (BELOW GROUND) •13 SURFACE PARKING SPACES •ROOFTOP BAR AND RESTAURANT •ROOFTOP BIERGARTEN •HOTEL POOL DECK •SHARED LOADING AND SURFACE PARKING DROP OFF WITH LIBRARY •50 DEDICATED LIBRARY PARKING SPACES CONFERENCE CENTER & BIERGARTEN Park access and integration is critical on the Harborview site.The retail and restaurant functions ensure that the park is used by Clearwater residents when large activities are not scheduled.The retail activity corridor divides the Harborview site and allows additional park frontage.This corridor is flanked by on the ground level with 15,000 sqft of restaurant space.The tilted lawn takes guests to a rooftop biergarten and event center.The second level boutique conference center overlooks the plaza and the new park providing exceptional sunset views. PARK AND TILTED LAWN The primary entrance to the park is through the welcome plaza to the South of the Harborview site.This plaza is a perfect location for outdoor dining in a lively park setting.Large operable windows and doors allow the park to spill into the dining areas and vise versa. There is no line between park and restaurant.The biergarten,tilted lawn, conference center and hotel pool further enrich the design providing a multitude of opportunities to see and be seen. A B A B DEVELOPMENT PLAN | Vertical Development Program –Harborview HARBORVIEW & CITY HALL SITE PROPOSAL 43 VIEW FROM PLAZA ACROSS ACTIVITY CORRIDOR An intimate streetscape tucked into the overall design.This internal street allows for addition retail and park frontage. On the park level are locally owned and curated restaurants.The next floor up is a boutique 1,000 person conference center perfect for weddings,birthday and retirement celebrations. The hotel pool deck is located on the roof above. VIEW FROM STREET DOWN ENTRY PLAZA A pedestrian scaled building greets the park visitors and residents at the main plaza.Restaurants with oversized garage styled doors on open onto the plaza.The second level event spaces spills out onto the lively biergarten. The hotel is stepped back from the entry to maintain open views for the public,the existing building context as well as for future development. HARBORVIEW PROGRAM •150 HOTEL KEYS •15,000 SF GROUND LEVEL LOCAL RETAIL AND RESTAURANT •1,000 PERSON CONFERENCE CENTER •2,000 SF PRIVATE EVENT SPACE OR PERFORMANCE HALL •150 PARKING GARAGE (BELOW GROUND) •13 SURFACE PARKING SPACES •ROOFTOP BAR AND RESTAURANT •ROOFTOP BIERGARTEN •HOTEL POOL DECK •SHARED LOADING AND SURFACE PARKING DROP OFF WITH LIBRARY •50 DEDICATED LIBRARY PARKING SPACES EXISTING SITE TRANSPARENCY PROPOSED BUILDINGS NATURE VS URBAN OPEN TO VIEWS PARKLIFE Located at the intersection of Pierce St.andOsceolaAve.,the 2.6-acre City Hall site providesanopportunityforresidentialdevelopment enjoying the same stunning waterfront vistasastheHarborviewSite.Like our proposal on the Harborview Site,our vision for the developmentoftheCityHallsiteincludespublicconnectiontothewaterfrontparkfromOsceolaAvenue. 600 residences with 25,000 square feet of retailandrestaurantspacewillprovidetheparkand downtown with much needed weekdayactivation.600 parking spaces will be locatedbelowgradetosupporttheresidentialand retail components while keeping the views totheparkandfromthecityintact. The proposed 25,000 sqft of retail andrestaurantspaceatthepodiumofthebuilding will create an active edge not only on OsceolaadjacenttoDowntown,but along the park side of the site facing the waterfront. The architecture is comprised as two separate 25 story residential towers with a sharedpubliccommonspacebetweenmixedwitha resident’s pool deck and amenity locateddirectlyoffthepark.This central area providesbothprivateandpublicaccesstothepark. The southside of the park is tucked away from the action to the North.This building designallowsforamoreresidentialandpassiveuseoftheparkwhiletheretailtenantscanutilizethe proximity and direct access to the marina andmarinaparking. The orientation of the two towers is carefullythoughtthroughtomaintainviewsfromthe existing building,keep the beautiful trees at theCityHallplazaandprovideapleasant streetscape along Osceola Ave. DEVELOPMENT PLAN | Vertical Development Program –City Hall CITY HALL HARBORVIEW & CITY HALL SITE PROPOSAL 44 A B DEVELOPMENT PLAN | Vertical Development Program –City Hall HARBORVIEW & CITY HALL SITE PROPOSAL 45 CITY HALL PROGRAM •600 RESIDENTAL RENTAL HOMES •25,000 SF GROUND LEVEL LOCAL RETAIL AND RESTAURANT •600 PARKING SPACES (BELOW GROUND) •PARK FACING CAFE •RESIDENCE POOL AND ACTIVITY DECK CLOSELY TIED TO THE PARK A B PIERCE AND OSCEOLA Keeping the existing trees along Pierce and Osceola,the building steps back from the corner and provide a tranquil pedestrian scaled vehicular courtyard.Retail and restaurant spaces flank the courtyard providing an eloquent experience. Parking is provided below grade and accessed off Pierce street. PIERCE STREET PLAZA A welcoming entry plaza kept active with vehicular and pedestrian activity. The buildings are situated to allow maximum daylighting into the space. The curvilinear lines of the building echo the intercoastal and bring a coastal and casual vibe to the project. A B DEVELOPMENT PLAN | Vertical Development Program –City Hall HARBORVIEW & CITY HALL SITE PROPOSAL 46 CITY HALL PROGRAM •600 RESIDENTAL RENTAL HOMES •25,000 SF GROUND LEVEL LOCAL RETAIL AND RESTAURANT •600 PARKING SPACES (BELOW GROUND) •PARK FACING CAFE •RESIDENCE POOL AND ACTIVITY DECK CLOSELY TIED TO THE PARK A B PARK SIDE VIEW As the building approaches the park the central amenity space provides a seamless transition to the new park.The pool deck is located on the top of the bluff providing both views of the intercoastal as well as connectivity to park experience.The organic lines of the park are mimicked within the architecture of the building. RETAIL PLAZA The space between the City Hall site and the existing tower becomes an active retail corridor. This corridor continues the design philosophy of multiple park connections.Each connection has a different identity providing a variety of active possibilities.The urban edge of Osceola is expanded creating a true downtown pedestrian scaled street. PARK SIDE VIEW RETAIL PLAZA DOWNTOWN REDEVELOPMENT PLAN COMPLIANCE –CITY HALL The Bluffs project is designed to reflect the imagination and enthusiasm of the Imagine Clearwater redevelopment of Coachman Park as well as the detailed design requirements of theClearwaterDowntownPlan. The Bluffs multifamily residential project is proposed to be located on the existing City Hall site and provides a use preferred within the Downtown Plan.By partnering with immersive art and education providers such as Florida Wildlife Corridor Foundation and One Blue Ocean provides an environmentally and coastal focused project that will generate interest for fulltime residents and families.The design is integrated into the public areas of the Imagine Clearwater redesign of Coachman Park and its expanded impact on the downtown.The multifamily project incorporates commercial and retail space along the street frontages as providedforinthedowntownplancreatingapedestrian- focused experience along the Clearwater Harbor. Specifically,the Project meets the intent and purpose of the Downtown Plan by encouraging mixeduse,pedestrian-oriented development in an area which currently does not see much pedestrian activity.The residential use provides for 600 units that are designed to accommodate families and young professionals.The forms,patterns andintensitiesofdevelopmentarepermittedbythe Downtown Plan and the pattern of development reflective of the existing Water’s Edge and incorporated into the public park areas.The provision of rental units supplements the number ofmultifamilyunitscurrentlylocatedontheeastend of Cleveland Street in downtown Clearwater and provides flexibility for residents and employees of the nearby Morton Plant Hospital and the beaches, creating a new,urban downtown neighborhood. Division 2.Regulating Plan. The Project is located within the Downtown Core Character District of the Downtown Plan,which isintendedforhighintensitymixed-use,office,and residential development in buildings with active ground floor uses opening onto pedestrian-friendlystreetscapes.Public areas are designed both along the street frontages and as entries to the park below. The Project lies along the intersection of Osceola Avenue (Street Frontage Type B)and Pierce Street (Street Frontage Type C)and is designed toincorporatetheStorefront1streetfrontage.As provided for in sections C-202 and C-203. Division 3.Character District Standards. C-301.Development Potential.Development in the Downtown District shall be consistent with the development potential set forth by location in the Clearwater Downtown Redevelopment Plan. Residential uses are regulated by density,or unitsperacreof75unitsperacreandamixeduse calculation to accommodate the proposed 20,000 sf of commercial space.The project proposes an allocation of 416 attached dwelling units to be allocated from the Public Amenities Pool in order tomeetthegoaloftheDowntownPlantoprovide residential uses in the Downtown Plan area. C-302-Building Height.While the maximum building height for buildings within the Downtown Core isunlimited,buildings must be designed to meet step back and other design requirements.The proposed towers are placed upon a platform for the private amenities that provide sufficient stepback from the street frontages and the rear park areas.Thebuildingsaresituateddistinctlyfromtheadjacent Water’s Edge building creating an active edge boundary to the southern portion of the park and provides distinct step back configurations as compared to the neighboring buildings.At 25 stories,they are similar in height to the adjacent Water’s Edge.Upon final design and construction drawings, height may vary to accommodate the unit mix and public realm improvements. C-303.Permitted uses and Parking.According to Table 1 of Section C-303,residential projects within the Downtown Core must provide at least 1 off-street parking space per unit.The residential portion of the Bluffs project is designed to provide 600 parkingspaces(1:1 ratio)and required bicycle parking. HARBORVIEW & CITY HALL SITE PROPOSAL 48OSCEOLA AVEDEVELOPMENT PLAN | Development Narrative CITY HALL SITE (MULTIFAMILY) Proposed Use:600 attached dwellings 25,000 sq. ft retail/restaurant 600 parking spaces Future Land Use Map Designation:Central Business District (“CBD”) Existing Zoning:Downtown (“D”), Downtown Core Character District Street Type:Type B (Osceola Avenue) Type C (Pierce Street) Frontage Type:Storefront 1 Lot Area:2.60 acres Height:Two 27-story towers where height is unlimited in the Downtown Core Density/Intensity:600 attached dwellings and 25,000 sf of commercial FAR where 75 dwelling units/acre and a 4.0 FAR is permitted Parking:600 spaces where 600 (1/unit) is required DOWNTOWN REDEVELOPMENT PLAN COMPLIANCE –CITY HALL (CONT’D) Division 4.Frontage Standards. The intersection of Osceola Avenue and Pierce Streetprovidesauniquedevelopmentareathatcreatesa new,pedestrian oriented area to the south of Cleveland Street.This is not a “key corner”as identified in the Code,but creates an opportunity to create an entrance to the southern portion of theImagineClearwaterpark. As stated above,the rights of way adjacent to the site are designated as a Type B Street Frontage or a Type C Frontage along Pierce –both of which areidentifiedasappropriateforamixoflandusesand building types.The Storefront 1 standard is appropriate at this location and provides a pedestrian oriented design.Osceola Avenue is the primary street frontage and has intentionalpedestrianconnectivity.While the intersection is not a key corner as defined in the Code,the creation of a public space in this area allows for a public gathering space and opportunities associated with programming this area. The Project satisfies the general design standards for Storefront 1 frontage by aligning the building along the adjacent street,with ground floor uses oriented to public sidewalks and the park.The Project willmeetthespecificdevelopmentstandardsfor setbacks and otherwise could receive relief pursuant to section C-803 of the Code.While setbacks are provided,these are estimates to evidence the intended compliance with the Storefront 1 streetfrontagerequirements. The front setback area is designed and planned to integrate the streetscape with the private development and the public realm developments.Ground floor façades and entries are located along front setbacks and align with the public sidewalks and park areas.The parking garage is designed to be hidden from view from both the street and the park. Division 5.Site Design Standards. The Bluffs project utilizes the existing street pattern and the proposed development pattern of Coachman Park as provided for in the Imagine Clearwater plan. No new development blocks are proposed.Service drives are provided in a compact and reasonablewaytonotintroducevehicularandservicetraffic into the public realm area of the park.The proposed multifamily development is designed to create an active and safe area and connection to the public park.It creates an urban neighborhood andopportunityfordirectaccesstoClearwaterHarbor. Section C-503.-Access and circulation.The vehicular access areas are incorporated into a parking garage at the base of the tower.The accesstothesiteprovidesforminimaldisruptionof pedestrian access points.The landscape and hardscape designs are intended to provide sufficient pedestrian access points to the public park area and the amenities associated with it. Section C-504.-Parking and service areas.Structured parking is proposed at the base of the towers and designed to be incorporated into the architectural look of the building.The service areas are designedtobehiddenfrompublicview. Section C-506.-Landscape and fencing/walls.The Bluffs team has taken special care to integrate the Imagine Clearwater plan improvements with theproposedlandscapeandhardscapefortheproject. Stantec has worked on both the public and private portions of the area and created an integrated public realm area associated with the private development. All landscaping is designed to and will comply withtheminimumdevelopmentstandardssetforthinthe landscape requirements in Article 3,Division 12.. Section C-507.-Stormwater management.The engineering team is proposing the use of Low ImpactDevelopmentstormwatermanagementsystemsby incorporating features such as rain gardens and vegetative swales throughout the site. Division 6.Building Design Standards Section C-602.-Façade treatment and design. The buildings,including the parking garage is a coordinated design and integrated between the public spaces,the private amenities,and the accesspoints.The façade articulation creates distinct building and site use areas and includes stepbacks on the upper floors.Ground floor uses are designated in appropriately sized bays to create a pedestrian scale where appropriate.Awnings,canopies,and other forms of shading devices comply with the requirements of setbacks and encroachments. Section C-604.-Roof design.The proposed roofdesignistypicalforahighrisetypebuildingandis accented and articulated with details which are consistent with the lower floors. Section C-605.-Building entries.The entries tobuildingsarelocatedalongvariousstreetscapesand rights of way to connect the public areas to the building entrances in a seamless experience. Section C-606.-Mechanical equipment.Outdoormechanical,electrical,and communication equipment,including heating,air conditioning,and ventilation equipment;venting and vent terminations for commercial hoods;electric meters:mechanical penthouses:electrical and communicationequipment,panels,and cabinets:satellite dishes; and similar features are located in areas which are shielded from the view of the public from the park and the street and sufficiently screened to maintain the parklike atmosphere of the project. HARBORVIEW & CITY HALL SITE PROPOSAL 49OSCEOLA AVEDEVELOPMENT PLAN | Development Narrative DOWNTOWN REDEVELOPMENT PLAN COMPLIANCE –HARBORVIEW The transformative project,the Bluffs,was designed to complement the public investment of the ImagineClearwaterplan,provide areas to activate downtown through immersive art and opportunities to have the forming arts hosted by Ruth Eckerd Hall,Clearwater Jazz Holiday and the Capitol Theater spill into these additional public realm areas.The design team tookspecialcaretomeettheintentandpurposeofthe Downtown Plan and the Clearwater Redevelopment Plan. The proposed hotel to be located adjacent to the Clearwater Main Library encourages mixed use and pedestrian oriented development by giving residents and visitors alike a place to eat,gather,and stay.The main hotel building is situated to provide access and ground floor retail along Osceola Avenue and continue the accessible spaces south to the pedestrian entrance to the park.By utilizing sustainable design techniques and incorporating thedesignintotheImaginepark,the plan provides for appropriately scaled buildings located in a pattern of development reflective of the public area from which the land derives.The partnerships with USF Graphicstudio,One Blue Ocean and Florida WildlifeCorridorprovideapaththatallowsthedevelopment and the City to celebrate the unique features of the community.These organizations and partnerships give rise to an interactive and immersive art experience that will fill the interior private spaces,the public realm areas,and even provide transformational light projection mapping on the exterior spaces.The proposed hotel and retail area is incorporated into the Imagine Clearwater designs melding the edge of the private areas with the publicareasandprovidingspecificaccesspointstoreach the park from the east portion of downtown. 150 parking stalls are located below grade.50 spaces are dedicated to the library for use.Access to the parking garage is directly off a loading/unloading motor court with bus loading spaces and an additional 13 surface parking stalls.The hotel lobbyandvaletislocatedontheNorthofthebuilding using the surface parking motor court.Vehicular entrance for the hotel and library is shared providing24-hour monitoring and access control. The Project is located within the Downtown CoreCharacterDistrictoftheDowntownPlan,which is intended for high intensity mixed-use,office,and residential development in buildings with active ground floor uses opening onto pedestrian-friendly streetscapes,pursuant to section C-202 of the Plan.The Harborview Site meets the street type plan of a Storefront 1 as indicated.There is likely some flexibility that could be necessary to insure there is appropriate public corridors from Osceola Ave through to the park. Division 3.Character District Standards. C-301.Development Potential.The respondent proposes that the Public Amenities Pool be utilized to increase the density to accommodate the 150 overnight accommodation units and sufficient floor area ratio for the retail/restaurant spaces andconventionspaces.It is estimated that 20 dwelling units from the Downtown Amenities Incentive Pool would be allocated to the Harborview site1.This allocation is permissible due to the significant investment in public realm improvements,landscaping tied into the Coachman Park plan,the ground floor retail in the Downtown Plan area,and the fact that the proposed use specifically furthers the Downtown Plan’s major redevelopment goals. The Plan states that “Coachman Park needs an activeedge”and the Harborview Center should be demolished to provide a location for private redevelopment such as a “boutique hotel.” C-302-Building Height.While the maximum building height for buildings within the Downtown Core is unlimited,buildings must be designed to meet step back and other design requirements.The proposedhotelhasavarietyofstepbacksofthefaçadewhich are unique to this building and can be distinguished from the adjacent Clearwater Main Library as the proposed hotel is approximately eleven stories. Once final design is completed,heights may vary.C-303.Permitted uses and Parking.The hotel use must provide at least .75 spaces per overnight accommodation unit which would require 113 parkingspaces.The project is proposing 150 spaces in an underground garage and an additional 13 surface spaces for a total of 163 parking spaces –fifty of which are publicly accessible.There are proposed units to be allocated from the Public Amenities Poolwhichwillallowfortheconstructionofbotha150 unit hotel and the retail and commercial space needed to activate the street frontage of Osceola Avenue. Division 4.Frontage Standards. The site is unique in its design to integrate the Osceola Avenue street frontage with the Imagine Park providing for compliance with section C-401 oftheCode.While there is not a “key corner”provided for in the areas of the Harborview development,the adjacency and connectivity to the Grand Staircase extending from Cleveland Street are important concepts that have been incorporated into thedesignproposed.There is parking proposed along Osceola Avenue between the library and the Hotel building as is requested by the City’s proposal,which otherwise would not be permitted by the Storefront 1 frontage.Otherwise,parking is contained in agaragewhichisbuiltintothebluffareaandin essence underground and out of the public view. While the Code requires building setbacks to be virtually along the front and side property lines,the proposal creates larger front and side setbacks in anefforttocreateimportantpublicrealmareasand provide the connectivity between Osceola Avenue and the park.This flexibility is permitted pursuant to section C-803 of the Code. The front setback improvements and the ground floor facades comply with the Downtown Plan by providing building facades along the rights of wayandstepbacksinheight.The open areas adjacent to the right of way and connectivity to the park give reasons for pedestrians to traverse to and from the street to the park.While setbacks have been identified,these are estimates based upon theconceptplanandtheTeamunderstandsthatfull compliance with the Code is necessary and will achieve the same during site plan and building permit processes. HARBORVIEW & CITY HALL SITE PROPOSAL 50OSCEOLA AVEDEVELOPMENT PLAN | Development Narrative HARBORVIEW SITE (HOTEL) Proposed Use:150 overnight accommodation units 15,000 sq. ft. retail/restaurant 1,000-person conference center 4,000 sf rooftop bar Rooftop pool & amenities 600 parking spaces Future Land Use Map Designation:Central Business District (“CBD”) Existing Zoning:Downtown (“D”), Downtown Core Character District Street Type:Type A (Osceola Avenue) Frontage Type:Storefront 1 Lot Area:1.43 acres Height:13-story tower where height is unlimited in the Downtown Core Density/Intensity:150 overnight accommodation units and 20,000 sf of commercial FAR where 95 overnight accommodation units/acre are permitted and a 4.0 FAR is permitted 1 Harborview Site is 1.43 acres which allows for the 20,000 sf of commercial/retail space and up to 124 overnight accommodation units (at 95 units/acre). The additional 26 overnight accommodation units needed converts to 20 dwelling units (75 dua/95 OA u/a). Division 5.Site Design Standards. The Bluffs project utilizes the existing street pattern and the proposed development pattern of Coachman Park as provided for in the Imagine Clearwater plan. No new development blocks are proposed.Service drives are provided in a compact and reasonablewaytonotintroducevehicularandservicetraffic into the public realm area of the park. Section C-503.-Access and circulation.The vehicular access to parking areas and services areasareincorporatedintoanundergroundgaragewith nominal surface parking directly adjacent to the Main Library.While Osceola is a primary street frontage,parking access is from Osceola to a garage accessed at the rear of the building.There arecommondrivesconnectingthelibrary,the park and the private development portions of the site.The theme of the project is the connectivity between the park and waterfront and the Osceola Avenue right of way.The significant public realm improvements andcoordinationwithOneBlueOcean,USF Graphicstudio,and Florida Wildlife Corridor provide opportunities to program these areas and give pedestrians a potentially interactive experience.The enhanced landscaping and hardscaping ties into theparkareagivingpedestriansaseamlessexperience as they traverse across Osceola Avenue toward Clearwater Harbor.Of special note is a proposed overhead pedestrian pathway that connects the southern terminus of the park area (behind the CityHallsite)to the main portion of the park. Section C-504.-Parking and service areas. Structured parking is proposed to be in a subterranean garage which is not visible from thestreet.Service areas will be suitably disguised not only from the frontage but from the rear where the most people will gather in the park. Section C-506.-Landscape and fencing/walls.TheBluffsteamhastakenspecialcaretointegratethe Imagine Clearwater plan improvements with the proposed landscape and hardscape for the project. Stantec has worked on both the public and private portions of the area and created an integrated publicrealmareaassociatedwiththeprivatedevelopment. All landscaping is designed to and will comply with the minimum development standards set forth in thelandscaperequirementsinArticle3,Division 12. Section C-507.-Stormwater management.The stormwater system installed as part of the Coachman Park reconstruction for Imagine ClearwateraccommodatestheHarborviewSitedevelopment. However,the team has utilized Low Impact Development stormwater management systems by incorporating features such as rain gardens and vegetative swales throughout the site. Division 6.Building Design Standards. To support the creation of pedestrian and transit- accessible designations,the Hotel project of theBluffswasdesignedwithforwardfacingentrieson each side.Integrating the Clearwater Main Library and its parking to the parking garage,direct connectivity to the park,and retail and commercial areas facing the street frontage and grand entry totheImagineredevelopmentofCoachmanPark. Section C-602.-Façade treatment and design.The two buildings proposed on the Harborview site are complementary to one another and while differentthantheMainLibrary’s Robert A.M.Stern design,the modern coastal and glass filled architecture is reflective of a modern,coastal downtown.The facades are articulated with a base that is pedestrian scaled and reflective of the scale of surroundingbuildingsandthethinnertowerwhichwillhostthe hotel rooms and convention spaces. Section C-603.Awnings,canopies,and balconies.The significant number of balconies and awningsthroughoutthesitearerepresentativeofacoastal, waterfront development and any encroachments or overhands which may be proposed will comply with the code. Section C-604.-Roof design.The roof design is designed to allow for a rooftop use with open and covered spaces.No mansard roof form is proposed. Section C-605.-Building entries.The entries to buildings are located along various streetscapes andrightsofwaytoconnectthepublicareastothe building entrances in a seamless experience. Section C-606.-Mechanical equipment.Outdoor mechanical,electrical,and communicationequipment,including heating,air conditioning,and ventilation equipment;venting and vent terminations for commercial hoods;electric meters:mechanical penthouses:electrical and communication equipment,panels,and cabinets:satellite dishes;and similar features are located in areas which are shielded from the view of the public from the park and the street and sufficiently screened to maintain the parklike atmosphere of the project. HARBORVIEW & CITY HALL SITE PROPOSAL 51OSCEOLA AVEDEVELOPMENT PLAN | Development Narrative HARBORVIEW & CITY HALL SITE PROPOSAL 52 CIVIL/SITE ENGINEERING Stantec’s team has performed an initial review of the subject parcels relative to civil/sitedevelopmentrelatedconsiderations.Both development parcels are very well suited toredevelopment;the civil/site relatedissue/challenges are very limited in nature and complexity.All parcels were previouslydeveloped,including being serviced with all customary utility services. TOPOGRAPHY All parcels are located substantially out of the100-year floodplain and outside of the emergency evacuation zones A and B;theHarborviewparcelislocatedwithzoneC.Elevations of the parcels are generally in the elevation 25-to-30-foot range,with theexceptionofthewesternportionsextending down to elevations in the 15 +/-feet range. GRADING/DRAINAGE Specific Grading and Drainage plans have notbeenpreparedfortheseparcels;however,the development plans are expected to takemaximumadvantageoftheexistingtopographicreliefincludingconsiderationto subsurface parking levels.Grading on theHarborviewandCityHallparcelswillbeclosely coordinated with the design of the Bluff Walkandassociatedparkareas.Stormwaterprovisionwillbecoordinatedwiththemaster drainage plans.All systems will be design tocomplywithapplicableCityandSouthwest Florida Water Management District (SWFWMD)requirements and/or exemption provisions. UTILITY SERVICES(i.e.,Water,Sewer,Reclaimed Water,Power, Communications,etc.)Connections to existing utilities are expected toberelativelysimpleandstraightforward. These connections will be facilitated by both the provisions made within the proposedImagineClearwaterprojectandthenetworkof existing utilities within the adjacent street grid.The Development team will work with the Cityandtheprivateutilityproviderstoverify capacities,coordinate phasing,file serviceapplications,etc. PARKING AND MOBILITY The Development Team will work closely withtheCityandotherstakeholderstooptimizeaccess,circulation,and overall mobility for the planned development sites. PARKINGOurteam will perform the parking and siteaccessanalysisanddesigntoensurethatthe number of code-required spaces,circulationandqueuingstandardsaremetatbothsites. We intend to take a broader approach thatgoesbeyondcomplianceandembracessmartparkingandsmartermobility. Smart parking means that parking management isemployedthroughouttheprocess.While we will be able to meet therequirementsoftheRFP,we recognize that all the publicandprivateparkingassetsexistingandplanned throughout DowntownClearwatercanpotentially be utilized as the City movestowardsimplementingsmartparkingtechnology. Smart parking technology that provides real-time availability data,single-platform payment options,and a reservation system has been inuseforoveradecade.We intend to design ourfacilitiestobecompatiblewiththeCity’s current ParkMobile app and ensure flexibility to accommodate more advanced applicationsinthefuture. We also recognize that the number of publicly-owned parking assets may be under utilized around the Downtown area and that a newgarageisalsoplannedincloseproximitytothe redevelopment sites.A parking managementsystemcanfoldthisadditionalcapacityintomaximizeefficiencyandfunctionalityof parking throughout the area. ACCESS,CIRCULATION &MOBILITY Our approach to mobility will ensure that internal circulation and impacts to the roadwaynetworkareaddressed,first to meet regulatory requirements,but also to design for a totalmobilitysystem.Our plan will considercurbsidemanagement,transportation network companies (i.e.,Uber,Lyft),car share,masstransit,and micro-mobility to activate a variety of transportation modes. In the Downtown urban setting,the first step to enhancing the experience of residents,visitors,and workers is to make sure that barrier-free access and connections to the largertransportationnetworkaremadeforpedestriansandbicyclists. The prevalence of micro-mobility services such as bike sharing,e-bikes,e-cargo bikes and e-scooters not only increases range for users,butprovidesaviablefirst/last-mile connection to fixed route transit such as the existing bus andJolleyTrolleyservice.We plan on integrating smart mobility hubs into our developmentsthatprovideresidentsandvisitorsconvenient,user-friendly options that promote non- automobile travel. In addition to existing conventional transitservicesservingthenewdevelopments,theTampaBayAreaRegionalTransitAuthority (TBARTA)in partnership with the City ofClearwateriscurrentlystudyinganaerial gondola from downtown to the marina atClearwaterBeach.Three of the mainlandgondolastationalternativesareatthetwo redevelopment sites.The preferred alignmentsandstationshavenotbeenselected.When this decision is made and funding for the gondolaisobtained,we will plan to integrate thestationintoourdesign. DEVELOPMENT PLAN | Development Narrative HARBORVIEW & CITY HALL SITE PROPOSAL 53 SUSTAINABILITY REAL Building Consultants will serve as the project development team’s sustainabilityconsultant,handling all site sustainability, resilience and wellness features,as well asLEEDcertification,energy modeling,andbuildingcommissioning. LEED Silver will be pursued at minimum on all buildings with the goal of going above andbeyondandachievingLEEDGold.Health andwellnessdesignaspectsfromhealthybuilding certifications WELL and Fitwel will also beintegratedintothebuildingandsitedesign. REAL understands that projects that trulycontributetothehealthandsustainabilityof the community must think beyond the buildingwallsandintothebuilding’s site and connections to transportation,the public realmandthecommunityingeneral.As such,REALwillnotonlyworkheavilywiththebuilding architects,engineers,and contractors,but alsowiththelandscapearchitectsandcivil engineers for a holistic and comprehensiveapproachtosustainabledevelopment. Among the sustainable design aspects thatREALwillworktointegrateintotheprojectwill be indoor bicycle storage rooms and outdoorbicycleracks,rain gardens and bioswales tonaturallymanagerainwater,native and pollinator plants across the site to beautify andenhancebiodiversity,extreme energy efficiency techniques,low flow and low flush plumbingfixturestoreducewateruse,renewable energyproduction,and electric vehicle chargers.Given the site location,resilience features are alsoimportantonthewaterfrontandwithcritical building infrastructure. There will also be a major focus on improvingbuildingoccupanthealthandwellbeing through design that promotes natural daylight,ensuring building materials have little to noharmfulchemicalemissions,enhancing views to the outdoors,designing for occupantcomfortthroughlightingandHVACcontrols, and utilizing construction activities that do notcompromiseindoorairqualityoncethebuildingiscomplete. Utilizing REAL’s integrated sustainability approach,the design engineers,architects anddevelopmentteamwillestablishdetailedbuildingspecificationstocreatearesponsible, efficient,healthy,and sustainable developmentformanygenerationsofClearwaterresidents, employees,and visitors to enjoy. DEVELOPMENT PLAN | Development Narrative KEY SUSTAINABILITY FEATURES •LEED Silver or Gold Standards •WELL & Fitwel Certifications •Rainwater Management •Native Plantings •Energy Efficient Fixtures & Design •Renewable Energy Production •Healthy Building Materials •Electric Vehicle Charging •Bicycle Storage Rooms •Outdoor Bike Racks HARBORVIEW & CITY HALL SITE PROPOSAL 54 DIVERSE VENDOR PROGRAM & INCLUSION The Development Team will work with ArielBusinessGrouptomaximizeDiverseVendorInclusionfortheproposeddevelopmentproject.Ariel will provide specific steps to be undertaken to enforce compliance.Upon award and contract,aspartoftheireffortstopromoteDiverseVendorparticipationfortheproject,Ariel Business Groupwillimplementon-going inclusion effortsthroughouttheentiredevelopmentprocess including planning,development and construction. Specifically,pre-construction outreach activities willbeconductedtopromoteprojectinclusionandprovideinformationonprojectschedule,timelines, potential scopes to be contracted and potentialbiddingopportunities.The team is committed toutilizingcapableDiverseVendorsandwillrequire teaming partners and prime contractors to includesubcontractingopportunities,thus maximizing oureffortstoachievesignificantDiverseVendorparticipation. Ariel has over 26 years of diversified managementandbusinessconsultingexperiencewithservicesincludingconsulting,program and projectmanagementservices,diverse vendor compliance outreach and monitoring,construction support,community management,training and workforceprogramdevelopmentandimplementation.Arielhasprovidedservicestolocal,state and federalgovernmentagencies,as well as major design builders,engineers,developers and consultants. DEVELOPMENT PLAN | Development Narrative ARIEL BUSINESS GROUP RELATED EXPERIENCE TAMPA HILLSBOROUGH COUNTY EXPRESSWAY AUTHORITY REVERSIBLE LANES PROJECT ($300M)Contracted by agency to provide SBE consultant services that include outreach and monitoring SBE utilization.Developed and maintained web-based database of potential bidders and vendors. HENSEL PHELPS,TAMPA INTERNATIONAL AIRPORT MAIN TERMINAL CURBSIDE EXPANSION ($350M)Contracted to provide WMBE/DBE outreach,compliance and monitoring services and staff support for the project.Coordinated outreach activities and reporting and tracking of utilization,LOIs andpayments. AUSTIN COMMERCIAL,TAMPA INTERNATIONAL AIRPORT,CONRAC/APM ($543M)Contracted to provide WMBE/DBE outreach,compliance and monitoring services for the project, including development of newsletter and website updates. MICHAEL’S DEVELOPMENT COMPANY,TAMPA HOUSING AUTHORITY HOPE 6—BELMONT ESTATES PROJECT ($35M)Engaged to provide minority business outreach for potential minority and small businesses interested in construction opportunities.Coordinated,compiled,and reviewed pre-qualificationssubmittedbyprospectivebidders,developed and maintained database of interested pre-qualifiedMBEs,arranged referrals for bonding,financial assistance for interested MBEs,and conducted meetings to educate MBEs on joint ventures and teaming opportunities. APPROACH TO PUBLIC PARTNERS The Bluffs design plan is based upon an immersiveandinteractiveexperienceforresidentsofthenewmultifamilybuilding,visitors to downtown,thoseattendingeventsatthepark,and patrons of thehotelandretailuseslocatedontheBluff.By including experts in art and environmentaleducationsuchasFloridaWildlifeCorridorFoundation,One Blue Ocean,and USFGraphicstudio,the team looks forward to workingwiththeCityonprogrammingtheseexperiencesto complement the work being done in the new parkareas. The City’s efforts to engage Ruth Eckerd Hall for theamphitheaterprogrammingandsupportlocal performance leaders such as Clearwater JazzHolidaygiveanaturaltietotheimmersiveexperienceenvisionedonthepark’s edge. The Bluffs Development team has significant experience working with government agencies andthepublictogarnersupportforprojectsandthe coordination of the public and private resourcesnecessarytohavetheseprojectscometofruition.The Bluffs team expects to work closely with the CityCommunityDevelopmentDepartment,CityAttorney’s office,and the Imagine Clearwater consultants to ensure that the plans andagreementsmeettheCity’s code and legalrequirements. The Development Agreement is expected to reflect both the design program as well as much of thebusinessrequirementsofthistransaction.With atighttimelinemovingtowardaNovemberreferendumofthepublic,it will be necessary fortheteamtoengageaconsultanttoassistin advocacy on behalf of downtown redevelopment. While this response includes specific financialproposals,the Gotham/Denunzio team understandsthatflexibilityinworkingwiththeCityonparking and other potential CRA incentives will be key.As awell-funded development company,the team iswillingtoofferthisflexibilitytoachievethebestresultforthecitizensofClearwater. HARBORVIEW & CITY HALL SITE PROPOSAL 55 DEVELOPMENT PLAN | Development Narrative DEVELOPMENT TIMELINE 2022 2023 2024 2025 2026 2027 2028 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 RFP Submission RFP Designation Site License Agreement Execute Development Agreement Referendum Vote Site Plan Approval Concept Design Schematic Design Design Development Bid Documents Issue for Construction Documents Execute GMP with CM Issue Debt RFP and Select Lender Finalize Loan Documents Close Construction Loan Construction Substantial Completion Branding, Marketing Campaign Development Lease-Up Stabilization Permanent Loan Conversion HARBORVIEW & CITY HALL SITE PROPOSAL 56 ECONOMIC IMPACTS Our analysis of the potential economic impact of the proposed project focused on both the one- time stimulus of the constriction activity of the development as well as the likely recurring impactoftheprojectoncestabilizedandoperating. The analysis used Input-Output methodology and IMPLAN software to translate the activitygeneratedbyexpendituresintermsofemploymentsupportedandoutputgenerated.The use of IMPLAN provides flexibility in examining the impacts of a project by geographic region,with theprimarygeographyanalyzedbeingPinellasCounty.This model produces multipliers that are used in economic impact studies to estimate the total impact of a project on a region.The idea behind theresultsofInput-Output methodology is that an initial change in economic activity results in otherroundsofspending.The multipliers provide a measure of the effects of new economic impacts associated with economic development projects,new businesses,certain types of public policychanges,and the effectiveness of government and private sector programs.Please visit http://implan.com for more information. DIRECT CONSTRUCTION-RELATED IMPACTS These are economic effects arising from spending on labor and employment directly tied to the project.The total construction cost of our project,including site prep,horizontal infrastructureimprovements,and vertical construction,is estimated to be $209M.This number includes soft costsassociatedwiththeproject’s architecture,engineering and design which ,to the greatest extent,will be sourced locally.Additionally,our analysis estimates that approximately 1,800 direct jobs will besupportedbytheconstructionrelatedactivitiesofourprojectdevelopment. INDIRECT CONSTRUCTION-RELATED IMPACTS These are economic effects stemming from business-to-business purchases in the supply chain.Our analysis reveals that there will be approximately $55M in indirect economic contributions to Pinellas County resulting from our project.This number reflects the fact that building andconstructionmaterialssuchasconcrete,steel,wood,and other building products cannot all besourcedinPinellasCountyandtherewillbesome“leakage”outside of the study area.Our project will support approximately 358 jobs through these indirect economic impacts. INDUCED CONSTRUCTION-RELATED IMPACTS These are economic effects stemming from spending of labor income,after removal of taxes, savings,and commuter income.Our analysis revels that there will be approximately $84M ininducedeconomiccontributionstotheCityandCountyresultingfromourprojectaslaborincome generated by our project cycles through the local economy.This induced economic impact willsupportapproximately536jobsinthelocaleconomy. DEVELOPMENT PLAN | Economic Impacts HARBORVIEW & CITY HALL SITE PROPOSAL 57 Once the project is built and the above-mentioned one-time construction-related stimulus iscomplete,our development will continue to provide economic benefits to the City of Clearwater and Pinellas County through the activity generated by the tenants,employees,and households within theproject. DIRECT ECONOMIC IMPACT OF STABILIZED OPERATIONS Our project will support 186 direct full-time employees across the residential,hotel and retailprograms,who,in turn,will support $6.1m in annual direct labor income and $11m in annual Value-Added Output which includes Employee Compensation,Proprietor Income,Labor Income,Other Property Income and Taxes on Production and Imports. INDIRECT ECONOMIC IMPACT OF STABILIZED OPERATIONS Our project will support 186 direct full-time employees across the residential,hotel and retail programs,who,in turn,will support $6.1m in annual direct labor income and $11m in annual Value-Added Output which includes Employee Compensation,Proprietor Income,Labor Income,Other Property Income and Taxes on Production and Imports. INDUCED ECONOMIC IMPACT OF STABILIZED OPERATIONS Once occupied and stabilized with households and hotel guests,the project will have an annual induced economic impact of $72m as these space occupiers engage in economic activity in the CityandCounty. DEVELOPMENT PLAN | Economic Impacts APPENDIX: TEAM BIOS LETTERS OF INTEREST HARBORVIEW & CITY HALL SITE PROPOSAL 70 HARBORVIEW & CITY HALL SITE PROPOSAL 71 DAVID L. PICKET CEO, Gotham Organization David L. Picket is the Chief Executive Officer of Gotham Organization, a vertically integrated real estate development company providing services throughout concept, financing, design, building, lease-up and ongoing management phases. Since joining the company in 1991, David has led Gotham’s new project development business through a period of unprecedented growth. He became responsible for Gotham’s development and property operations businesses in 1998, and served as President of Gotham Development until 2020. David represents the fourth generation of Picket leadership in Gotham’s 100-year history, continuing the firm’s dedication to multifamily housing in New York City. Under David’s direction, Gotham has developed over 5,000 housing units and over 1.7 million square feet of urban retail. The majority of the firm’s developments have utilized public/private partnerships, combining public funds, tax benefits and/or reduced land prices in exchange for the creation of affordable housing, schools, community facilities, job programs and other public benefits. David was one of the first developers to capitalize on the resurgence of the multi-family housing market in New York in the mid-1990s and to recognize the untapped potential of the Midtown West neighborhood. In addition to Gotham West, which transformed an entire block in Hell’s Kitchen and includes the celebrated Gotham West Market, he is responsible for the development of several award-winning properties, including The Nicole, Atlas New York, The Ashland, The Foundry, New Gotham and The Corner, and retail projects that include Harlem USA and DC USA. Harlem USA was the first development to utilize funds generated by the Upper Manhattan Empowerment Zone and, at the time, represented the largest private investment ever made in Harlem. Prior to joining Gotham, David was a banker in the real estate division of Citicorp and a real estate attorney for what is now Bryan Cave LLP. Education •Cornell University, BA •Columbia University Law School, JD Leadership & Board Memberships •Brooklyn Academy of Music, Board of Trustees •Breaking Ground, Board of Directors •Cornell University, College of Arts & Sciences Advisory Board •Real Estate Board of New York, Board of Governors; Executive Committee •Realty Foundation of New York, Board of Directors •The Fashion Center BID, Board of Directors Awards & Recognitions •Jewish National Fund Tree of Life Award (2007) •UJA Federation of New York Honoree (2011) •Harry B. Helmsley Distinguished New Yorkers Award (2022) APPENDIX | Personnel Experience & Qualifications HARBORVIEW & CITY HALL SITE PROPOSAL 72 BRYAN KELLY President, Development Gotham Organization As President of Development, Bryan Kelly leads the Gotham Development division, including oversight of the acquisition process, entitlements and approvals, design, deal structuring, capital raising, marketing strategy and stabilization and refinancing. He joined Gotham in 2016 as Executive Vice President of Development and has been an integral part of Gotham’s continued growth and success. Prior to Gotham, Bryan successfully led numerous development projects for Fisher Brothers, a private firm focused on investment, asset management and development for its real estate portfolio. As Project Executive, he oversaw more than $400,000,000 of development, including the condo conversion of 101 West 87th Street and the design and development of 225 East 39th Street, projects spanning luxury market rate homes, 80/20 affordability, amenities and retail spaces. Bryan began his career as an Originations Manager at First Sterling Financial, a privately held firm specializing in tax credit syndications, focusing on the origination, structuring and underwriting of tax credit investments to create or preserve affordable housing, followed by time as a Senior Project Manager with Atlantic Development Group, a leading NYC developer of affordable and mixed-income housing. During his tenure with Atlantic, he oversaw the planning or financing of more than 1,000 new affordable homes for New Yorkers. Since joining Gotham, Bryan has been an integral part of growing Gotham’s development portfolio with a number of new mixed-use projects, many in partnership with New York institutions to build affordable housing, schools, community facilities, and cultural spaces. Key projects include: Gotham Point, a public-private partnership consisting of two mixed-use buildings in Long Island City, Queens, totaling over 1 million sf; the Covenant House development, a multi-phased project consisting of a new 78,000 sf headquarters for Covenant House, an international non-profit, and a 42-story rental tower with 385 mixed-income residential homes; a comprehensive master plan development in the Lower East Side comprised of two mixed-use buildings totaling approximately 400,000 sf that will include new headquarters for the Chinese-American Planning Council, the nation’s largest Asian-American social services organization; and a 1.5 million sf development featuring income-based affordable housing along with numerous purpose-built community services envisioned for the existing 11-acre campus of the Christian Cultural Center in East New York, Brooklyn. Education •Fordham University College at Rose Hill •Fordham University Graduate School of Arts & Sciences Leadership & Board Memberships •New York Housing Conference, Advisory Board APPENDIX | Personnel Experience & Qualifications HARBORVIEW & CITY HALL SITE PROPOSAL 73 SIMEON MALEH Executive Vice President, Development Gotham Organization As Executive Vice President of Development, Simeon manages the design and construction for Gotham’s new developments, and oversees and coordinates architecture, engineering and construction teams from preliminary feasibility studies through construction. Current projects include a multi-phase redevelopment consisting of 80,000 sf new headquarters for non-for-profit institution and future 415,000 sf mixed income mixed use residential building in Hell’s Kitchen, Manhattan; and a 425,000 square foot 455 residential unit mixed use building on the Lower East Side of Manhattan that requires City Planning approval. Past projects include The Ashland, a 586-unit mixed-use development in Fort Greene, Brooklyn completed in 2016; The Forge, a 272-unit mixed-use development in Long Island City, Queens completed in 2017; and The Inkwell, an 18-unit condominium converted from a former public elementary school in Hell’s Kitchen, Manhattan completed in 2016. Simeon previously worked in the New York office of Skidmore, Owings & Merrill, LLP. He was instrumental in a number of urban projects, including master plans and towers from design through construction. Projects were international and domestic mixed-use buildings with residential, hotel, office and retail components. Simeon has led large design, technical and consulting teams, demonstrating strength in team management. He oversaw the design and documentation of International Gem Tower, a 685,000 square- foot office tower in New York City; BBVA Bancomer Operations Center, a 1.7 million square-foot office complex in Mexico City; the W Hotel & Residences, a 1.2 million square-foot hotel and residential building in Kuala Lumpur; and the Haeundae Beach Resort Project, a 2.2 million square-foot hotel and residential complex in Busan, Korea. Education •University of Michigan Taubman College of Architecture, Bachelor of Science in Architecture •New Jersey School of Architecture at NJIT, Masters in Architecture Registrations & Certifications •Registered Architect, NY and NJ •LEED Accredited Professional, United States Green Building Council APPENDIX | Personnel Experience & Qualifications HARBORVIEW & CITY HALL SITE PROPOSAL 74 CHARLIE LOSKANT Executive Vice President, Construction Gotham Organization Charlie Loskant is Executive Vice President, Construction at Gotham. In this role, he oversees all matters pertaining to technical design, schedule, and construction on new projects, beginning at pre-construction in collaboration with the development team. Charlie also manages capital projects on existing portfolio buildings. Prior to joining Gotham, Charlie led Construction & Development Services for Imperial Companies, where he provided senior leadership in management of all aspects of development and construction. He executed on the development and construction of 509 West 38th St in New York City, a 30 story, $170M multifamily development. Charlie also successfully entitled and managed development and preconstruction of 601 Washington Avenue in Miami Beach, a 269 key, $165M hotel. Previously, Charlie spent eight years at Extell Development, where as Senior Vice President, Construction Management, he served as Project Executive for ONE 57, 212 East 47th St Condominiums, and other development projects. His experience also includes time as a superintendent with M.D. Carlisle Construction Corp. Charlie began his career as a Junior Geotechnical Engineer with Mueser Rutledge Consulting Engineers. Education •Lafayette College, BS in Engineering Awards & Recognitions •Carol Basset Philips Award for Outstanding Achievement in Civil Engineering APPENDIX | Personnel Experience & Qualifications HARBORVIEW & CITY HALL SITE PROPOSAL 75 MATTHEW PICKET Vice President, Development Gotham Organization Matthew Picket is a Vice President in Gotham’s Development group, focusing on project management of existing development projects and the financial analysis and due diligence of new and existing developments and acquisitions. Since joining Gotham, Matthew served as an assistant project manager for Gotham’s Hunters Point South project –a 1,132-unit -unit development comprised of a 57-story and 33-story tower and spanning over 1 million GSF. Matthew also served as an assistant project manager on Gotham’s joint venture project with Brandywine Realty Trust at Schuylkill Yards –a mixed use development comprised of 326 residential units above a 200,000-sf commercial podium. Prior to joining Gotham, Matthew worked for Norges Bank Real Estate Management (NBREM), where he focused on acquisitions in the competitive New York City market. While at NBREM, Matthew completed the acquisition of a 48% interest -$3.55B gross valuation –in an 11 asset, 5M square foot office and retail portfolio with Trinity Church in the Hudson Square neighborhood. He helped to reposition the portfolio following the acquisition, including the selection of Hines as the portfolio’s new operating partner. Matthew graduated magna cum laude from Cornell University, where he majored in History. Education •Cornell University, BA APPENDIX | Personnel Experience & Qualifications HARBORVIEW & CITY HALL SITE PROPOSAL 76 STEPHANIE RHOADES Development Manager Gotham Organization As Development Manager, Stephanie Rhoades serves as day-to-day project manager of several projects in Gotham’s development pipeline, including Gotham Point, a 1.1 million sf, $559 million residential mixed-use development in Long Island City, Queens, with 1,132 units. The project consists of 75% affordable rental units with dedicated senior housing, community facility, and retail space, and will achieve construction completion in early 2023. She also led 130 St. Felix Street, a 150,000 sf 23-story mixed-use condominium project in Fort Greene, Brooklyn through approval by the Landmarks Preservation Commission and a successful rezoning in 2020-2021. The project will feature an affordable homeownership component and expansion space for the Brooklyn Music School. She also assists the acquisitions team on proposals for new deals and coordinates with Gotham’s marketing and leasing teams to define strategy from pre-development through construction. Education •University of Virginia, BA Memberships •Urban Land Institute •Women in Housing & Finance APPENDIX | Personnel Experience & Qualifications HARBORVIEW & CITY HALL SITE PROPOSAL 77 DUSTIN J. DENUNZIO President, The DeNunzio Group Dustin J. DeNunzio has over 20 years of experience in real estate development and has worked in every facet of the industry, from site acquisition to construction to sales and marketing. Since Mr. DeNunzio began The DeNunzio Group (“TDG”) in 2005, his focus has been on the long-term planning and investment strategy for the growth of the company. Over the past decade Mr. DeNunzio has focused TDG on mixed-use development in more urban locations. Most developments have been anchored by branded hotels. Recently, TDG opened up a new development in downtown Salem, MA. The development is in a key location in the center of downtown and features a Hampton Inn by Hilton, along with 56 high-end residential residences and ground level retail locations. Additionally, after years of collaborating with the City of St. Petersburg, FL, Mr. DeNunzio successfully entered into a public/private partnership with the City where TDG will provide much needed public parking and Class A office space in the downtown core, along with 163 micro units and a 120-room hotel. This development, located at 450 1st Avenue North, is scheduled to open in the Fall of 2024. Mr. DeNunzio has offices in Palm Harbor, FL and Cambridge, MA where he works on the acquisition, permitting and development of new projects for TDG and its partners. Mr. DeNunzio received an A.B. in Economics from Harvard College in 1999. After working in the industry for a few years, he went back to school and completed an M.S. in Real Estate Development at the Massachusetts Institute of Technology. .Education •Harvard College, A.B., Economics •Massachusetts Institute of Technology, M.S., Real Estate Development APPENDIX | Personnel Experience & Qualifications HARBORVIEW & CITY HALL SITE PROPOSAL 78 APPENDIX | Personnel Experience & Qualifications JAMES MICHAEL FLOOD IV Vice President of Development, Florida The DeNunzio Group Mike Flood was recently appointed as the Vice President of Development for The DeNunzio Group’s (TDG) Florida division after serving seven years with the company. Michael understands the importance of early project planning to ensure a successful project handoff from construction to operation. Michael gained an appreciation of strong early project planning while overseeing the operation and management of more than 1 million square feet of Class A retail spaces across 2 regions for a national REIT. Michael’s time spent understanding the operation and final product delivery of an asset has allowed TDG to provide highly efficient and best in class projects to its investors. Michael’s most recent work includes leading TDG in the entitlement and preconstruction process for a mixed-use waterfront development that includes a hotel, restaurant, marina, and multifamily units. Michael was a key member of the TDG team that successfully negotiated the public-private partnership with the City of St. Petersburg for the 450 1st Avenue North project scheduled to open in the Fall of 2024. Micheal continues to work on acquisitions and the development of TDG’s projects in the greater Clearwater and St. Petersburg markets. Education •American University, B.A. in Economics •Massachusetts Institute of Technology Real Estate Certificate Program STAN DURLACHER Senior Construction Manager The DeNunzio Group Stan Durlacher joined The DeNunzio Group (TDG) in 2021 as a Senior Construction Manager bringing over 30 years of high-level construction experience to our team. Stan brings a wealth of construction knowledge and is responsible for overseeing all aspects of our construction process. Stan has held senior positions with prominent Construction Management firms in Boston where he was responsible for construction and design management, procurement strategies, construction logistics and project delivery of multiple large-scale developments in the Greater Boston Area. Stan specializes in integrating current technologies into the construction process and final product of the developments he is a part of. Prior to joining TDG, Stan most recently oversaw the completion of Phase 1 of Cambridge Crossing which included six buildings totaling 1.7 million square feet of lab and office space, 50,000 square feet of retail space, and a 468-unit apartment building. When complete, Cambridge Crossing will bring 4.5 million square feet of residential, lab/office, hospitality and retail across a prominent 43-acre transit-oriented development, the largest in the City of Cambridge’s history. Stan has a proven track record of success and is a tremendous part of TDG’s recent successes. Education •Washington University, St. Louis BS Mechanical Engineering •Boston University, MBA HARBORVIEW & CITY HALL SITE PROPOSAL 79 APPENDIX | Personnel Experience & Qualifications Jordan Behar AIA Principal Jordan Behar,AIA:is a licensed Architect and founding principal of Behar Peteranecz. Jordan is a native Floridian born and raised in Pinellas County,and has resided in the City of Clearwater for more than 20 years.Throughout his twenty-five years of professional experience,Jordan has developed a reputation for his uncompromising quality,attention to detail and dedication to his clients and community. Since the creation of Behar +Peteranecz in 2008,Jordan has worked on several significant and multi-faceted local projects,including the adaptive reuse of the former Webb building into a state-of-the-art medical facility for St.Luke’s Eye Center,the new Marriott AC,The Hiatus Club (formerly known as Beach Walk Inn),Fairfield Inn,Edge Hotel and Shephard’s resort on Clearwater beach,as well as several exclusive custom- designed private residences throughout Tampa Bay.. Throughout his tenure,Jordan remains continually dedicated to community and cultural leadership,championing local artists and arts organizations through corporate-community partnerships,fundraising, and board leadership,including serving as a volunteer for eight years as a City of Clearwater Community Development Board member. Years of Experience: 25 Employment · Behar + Peteranecz Architecture, Design Principal, 2008-Present · Behar Design, Design Principal, 2002-2008 · Modal Architects & Interiors, Design Principal, 1999-2002 · Portman Fruchtman Vinson Sunderland, Intern, 1996-1999 Education · University of Florida, Bachelor of Fine Arts, College of Architecture · Florida A&M University, Bachelor of Architecture Registrations / Certifications / Memberships / Boards · NCARB · AIA · Clearwater Community Development Board (8 years) · Institute for Classical Architecture Member · Tampa Bay Business for Culture and the Arts Board · Morton Plant Community Impact Board (Former) · St. Paul’s School Trustee (Former) · Gulf Coast Jewish Family Services Board (Former) · Carlouel Yacht Club Board Member FLORIDA HOLOCAUST MUSEUM ST LUKE’S EYE CLINIC JCC TAMPA HARBORVIEW & CITY HALL SITE PROPOSAL 80 APPENDIX | Personnel Experience & Qualifications Istvan Peteranecz AIA, LEED AP Principal Istvan Peteranecz,AIA,is a Principal at Behar +Peteranecz Architecture. Istvan brings more than forty years of expansive professional experience in architectural design,practice and construction methodology. His areas of expertise are historic preservation and reuse.He also has significant experience with mixed-use commercial/residential projects, high-density condominiums,urban in-fill projects,single-family and multi- family housing,as well as land planning and rezoning. Much of his work has been published in national magazines.Istvan joined Jordan Behar to form Behar +Peteranecz in 2008. As principal in charge of design and the design team,Istvan works directly with Jordan Behar and the production team to develop and execute the programming,spatial organization,and all visual support material. Years of Experience: 40 Employment · Behar + Peteranecz Architecture, Principal, 2008-Present · Bullock Tice & Assoc., Design Director, 2004-2008 · Lessard Architectural Group, Associate Principal, 1996-2004 · Roy O’Brien & Creaser, Architect, 1994-1996 Education · University of Maryland School of Architecture, Bachelor of Architecture · Florida A&M University, Bachelor of Architecture, Suma cum Laude Registrations / Certifications / Memberships · NCARB · AIA · Warehouse Arts District Redevelopment Plan Committee · USGBC, LEED BD+C Accredited, 2004 · Frederick City Historic District Commission Vice Chairman, 91-04 · North Hill Architectural Preservation Board & Vice Chair, 04-08 Selected Projects · Railroad Ave Mixed Use Development · Shephard’s Beach Resort · Hiatus Club Hotel · AC Marriott Hotel · Hotel C, Clearwater Beach · Mandalay Condos 450 1ST AVE HOTEL C CLEARWATER BEACH RESTON TOWNE CENTER HARBORVIEW & CITY HALL SITE PROPOSAL 81 APPENDIX | Personnel Experience & Qualifications Kenneth Cowart AIA, LEED AP Associate Principal Kenneth Cowart,AIA,is an Associate Principal at Behar +Peteranecz Architecture.Ken brings over 25 years of architectural design experience focusing on practical forward-thinking design solutions that engage the public and private realm. Ken’s architectural career spans a wide and diverse range of architectural projects;ranging from roller coasters at Disney World,to small city parks,buildings for the CDC,restaurants and office buildings, as well as mixed-use urban centers. As one of the core architects for the St Pete Pier,he was instrumental with the city outreach and community relations during the design process.His outreach included over 50 public meetings with residents, community leaders and stakeholders. Recently,Ken completed the reimagining of Channelside Plaza into Sparkman Wharf,a mixed used entertainment center with container restaurants,outdoor event spaces,alternative class A office spaces and retail centers. Much of his work has gone on to win multiple local,state,and national awards. As a principal within the firm,Ken’s focus is on the development of design ideas through to the construction team. Years of Experience: 25 Employment · Behar + Peteranecz Architecture, Associate Principal, 2021-Present · ASD|SKY. Associate, 2008 –2021 · Chancey Design. Architect, 2004 –2008 · Mack Scogin Merrill Elam Architects, Competition Architect, 2002 –2004 · Perkins + Will, Architect Designer, 2001 –2002 · Walt Disney Imagineering, Architect, 1998 -2001 Education · University of Florida, Bachelor of Design · Georgia Institute of Technology, Master of Architecture Selected Projects · St. Pete Pier · Sparkman Wharf · Florida Avenue Brewing Company · Sky Puppy Brewery · Zukku Sushi · Strategic Property Partners · Sail Pavilion and Big Ray’s Riverwalk Plaza · Mirror Lake Apartments · Sundial Plaza modernization · Mandalay Condos · Central Ave Food Hall ST PETE PIER SPARKMAN WHARF MIRROR LAKE HARBORVIEW & CITY HALL SITE PROPOSAL 82 APPENDIX | Personnel Experience & Qualifications Sarah-Jane Vatelot AIA Project Architect Sarah-Jane Vatelot is a project architect with fourteen years of experience.She has managed a variety of projects ranging from high end restaurants on Beach Drive in St Pete and Water Street in Tampa, to Industrial and multi-family residential projects.Her true passion lies in urban scale projects that present the opportunity to create generational changes within communities. She joined Behar +Peteranecz Architecture in 2019 where she has helped strategize and lead the design and development of a 90,000 sq. ft.community-based adaptive reuse project in the Warehouse Arts District of South St.Pete. In 2018,as a graduate student at USF,Sarah-Jane focused her graduate research on illuminating the issues surrounding the Tropicana Field site and the implications of the future development of the site on its surrounding communities.Sarah-Jane went on to write her now published thesis “Where Have all the Mangoes Gone?” This work led in part to the firm’s involvement in the Tropicana Field Redevelopment competition as a member of the Sugar Hill Community Partners team,a current finalist under consideration with the City of St Petersburg.Sarah-Jane has participated in the planning,design,and response to the City of St Pete issued RFP.Her main focus has been on the community benefit and engagement piece of the project and tying the history of the site into the programming of the development. She continues her community and professional activism in her role as project architect at Behar +Peteranecz Architecture,advocating for socially responsible,inclusive,and responsive development. Years of Experience: 14 Employment · Behar + Peteranecz Architecture, 2019-Present · M Creative Design, Inc, 2012-2019 · Global Consulting Engineers, Inc, 2009-2012 · Rodriguez Pereira Architects, Inc, 2007-2009 Education · University of South Florida, Master of Architecture · University of Florida, Bachelor of Design in Architecture Registrations / Certifications / Memberships · AIA · NCARB · Leadership St. Pete Selected Projects · The Factory St Pete · Tropicana Field Redevelopment · Westshore City Center · Union Boulon Brasserie on Water Street · Mirror Lake Apartments TROPICANA FIELD REDEVELOPMENT WESTSHORE CITY CENTER THE FACTORY ST PETE HARBORVIEW & CITY HALL SITE PROPOSAL 83 APPENDIX | Personnel Experience & Qualifications David A.Kemper PE Senior Principal,Community Development ·42 Years of Experience Daveservesas the Tampaoffice leader,as wellSenior Principal for the firm.His 40+years of experience include civil design and management expertisein theareasofsite development,transportation,stormwatermanagement,and utilitysystems.Hissite development experienceincludes managementanddesignof residential,office,retail,industrial,institutional,recreational,and mixed-use projects. Davehas been involvedwith many of theTampaBay Region’s major development and infrastructureprojects,totalingover150projects thatinclude major mixed-use(MetWest,ChannelDistrict,SouthShore Corporate Park,Clear Springsand Carillon);large-scale suburban residential developments and projectsatthe Port Tampa Bay.Daveisarecognized industryleaderbyhispeers,having been namedThe Treasure Coast Chapter of the American Society of CivilEngineer’s 2011“Engineer of theYear”anda2004 FES/FICE Leadership InstituteGraduate. EDUCATION Bachelorof Science,Civil Engineering,Missouri University of Science&Technology,Rolla,Missouri,1979 Master of Science,EngineeringManagement,MissouriUniversityof Science &Technology,Rolla,Missouri,1984 PROJECT EXPERIENCE Regional and CommunityPlanning •TampaInternationalAirport,Commercial RealEstate (CRE)Planning,Hillsborough County,Florida (Principal/Project Manager) •Channel DistrictStrategic Action Plan Implementation,HillsboroughCounty,Florida(Principal) Master Planning /Urban Design •Water Street,Tampa,Florida (Principal-in-Charge) Attractions,Arts &Entertainment •St.PetersburgMuseumof Fine Art,Pinellas County,Florida (Principal) •Salvador Dali Museum,PinellasCounty,Florida(Principal) •TampaMuseum of Art,HillsboroughCounty,Florida(Principal) Corporate /Office •BayCare CorporateHeadquarters,Clearwater,Florida,USA (Principal) •North Fort MyersArmy ReserveCenter,CapeCoral,Florida (Principal) •LifeLinkCorporateHeadquarters,Brandon,Florida(Principal) •TriPointe Plaza,Hillsborough County,Florida (Principal) •Ryan Business Center,HillsboroughCounty,Florida(Principal) •McNulty Station*,Pinellas County,Florida (Principal) •Crescent OfficePark*,HillsboroughCounty,Florida(Principal) •Citibank TampaCampus*,Hillsborough County,Florida(Principal) •GrowFederalCredit Union OfficeHeadquarters,HillsboroughCounty,Florida(Principal) •NetparkTampa Bay Site Redevelopment Services,HillsboroughCounty,Florida(Principal and Project Manager) •South Shore Corporate Park DRI,HillsboroughCounty,Florida(EngineeringDirector) Hotels &Resorts •Hampton Inn&Suites,Ybor City,Florida (Principal,2007) •EmbassySuites Hotel&Parking,Tampa,Florida(Principal,2007) •Walt Disney World*,OrangeCounty,Florida(EngineeringSupervisor) •South Friar's Bay HotelandCasino*,St.Kitts,West indies(Project Manager) Mixed-Use •BayPinesRedevelopment,Pinellas County,Florida (Principal) •Fishhawk Ranch*,Hillsborough County,Florida (ProjectEngineer) •Calusa Trace*,Hillsborough County,Florida (ProjectManager) •Legacy Park*,Hillsborough County,Florida (PrincipalandProjectManager) •InternationalPlaza*,Hillsborough County,Florida (Project Manager) •Renaissance Park*,Hillsborough County,Florida(ProjectDirector) •Southbend*,HillsboroughCounty,Florida(ProjectManager) •Harbor Island*,HillsboroughCounty,Florida(EngineeringDirector) •Carillon*,PinellasCounty,Florida(ProjectDirector) REGISTRATIONS Professional Engineer #36271,Stateof Florida AWARDS 2011 Engineer of theYear,American Societyof CivilEngineers,West Coast Branch 2004FES/FICELeadership Institute,Graduate David A.Kemper PE Senior Principal,Community Development ·42 Years of Experience •SouthshoreCommons,Hillsborough County,Florida (Principal) •MetWest InternationalUrban Mixed-Use Development,Hillsborough County,Florida (Principal) •D.G.Farms FeasibilityAnalysis &MasterPlanning,HillsboroughCounty,Florida(Principal) •TheGrove at Wesley Chapel DRI (OakleyPlaza),Pasco County,Florida (Principal-in-Charge) Multi-Unit /Family Residential •Little Harbor/RivertonSubdivision,HillsboroughCounty,Florida (Principal) •Ventana Condominium andGarage,Tampa,Florida(Principal) •Grand Central at Kennedy,Tampa,Florida(Principal) •TheBoulevard Condominium,Tampa,Florida (Principal) •Ashley Glen,Pasco County,Florida (Principal) •TheCourtneyat BayPines,Pinellas County,Florida (Principal) •CypressLakes Apartments*,Hillsborough County,Florida (Project Manager) •Woodfield Site*,St.LouisCounty,Missouri (Project Manager) •VictoryLofts,Hillsborough County,Florida (Principal) •GardensatSouth Bay,Hillsborough County,Florida (Principal) •MiraBayParcel 22,HillsboroughCounty,Florida(Principal) •Little Harbor,HillsboroughCounty,Florida(Principal) •Integra Junction Apartments,Pasco County,Florida(Principal) Parks,Open Spaces &Cemeteries •Northdale Lake Park Trail,Hillsborough County,Florida •South CountyRecreational Corridor Plan,Hillsborough County (Principal-in-Charge) •South Coast Greenway Trail –Phase 1,Hillsborough County,Florida(Principal-in-Charge) •Laurel Street/ Julian B Lane Park, Tampa,Florida (Principal-in-Charge) •WilliamOwenPass Park,HillsboroughCounty,Florida(Principal) •SummerfieldPark,Hillsborough County,Florida (Principal) •Oscar Cooler Park,Hillsborough County,Florida (Principal) •NortheastRegional Park,Polk County,Florida (Principal) •BloomingdaleLittle LeagueComplex*,HillsboroughCounty,Florida(Principal) •USF RiverfrontPark*,HillsboroughCounty,Florida(Project Engineer) •E.L.Bing Park*,Hillsborough County,Florida(ProjectManager) •FishHawk RanchAquatic Center,HillsboroughCounty,Florida(Principal) •Pasco County/WesleyChapel SportsComplex,PascoCounty,Florida(Senior Project Manager) Buildings Workplace/Office •BayCare Integrated Service CenterFacility,Temple Terrace,Florida (LeadCivil Engineer andProjectManager) *denotes projects completed with other firms HARBORVIEW & CITY HALL SITE PROPOSAL 84 APPENDIX | Personnel Experience & Qualifications Francisco B.Domingo PE Smart Mobility Practice Lead ·35 Years of Experience Frank brings 35 years of comprehensive infrastructure,transportation planning/traffic engineering (TP/TE),transit,community development andpublic-private partnership expertisewith both public andprivate sector experience.As the Smart Mobility Practice LeadforFlorida,Frank strives to facilitate the interconnection between technology,infrastructure,and transportation.By assembling a multimodal,multidisciplinary team to plan,design and implement solutions,allowing for the potential to enhance communities by supporting economically viable,resilient,and sociallyequitable transportationnetworks thatprioritize people,goods,and partnerships,aswe transition to the next generation of mobility.Drawing fromthe foundationof his traditional transportation and transit experience and combining with the newer technologies,he can bring smart mobility solutions to new and existing clients. EDUCATION Bachelor of Science,Civil Engineering,University of Florida,Gainesville,Florida,1986 Florida EngineeringLeadership Institute,FICE,Graduate,2012 FDOT,Advanced Work Zone,Traffic Control,2021 PROJECT EXPERIENCE Smart Mobility •Self-Driving Shuttle Concept Plan,Pinellas County,Florida,Pinellas County,FL (Transportation Engineer) •Integral Shared Autonomous Vehicle Service,Doraville,Assembly YardsAutomated Shuttle Pilot Project(Principal in Charge) •ChambleeSelf-Driving ShuttleFeasibility Study and Concept Plan,Chamblee,GA (Transportation Engineer) •Sarasota-Manatee Barrier Island Traffic Study,Sarasota County,FL,USA (Project Manager) •NewHaven Self-Driving Shuttle Concept Plan and Application tothe State,New Haven,CT (Traffic/Transit Manager) •ASU Self-Driving Shuttle Concept Plan ,Tempe,AZ (Traffic/Transit Manager) •JacksonHealth Self-Driving Shuttle Feasibility Plan ,Alpharetta,GA (Principal in Charge) •Autonomous Vehicle ShuttlePilot(SuppliersMatrix),Glendale,CA (Project Manager) Transportation Planning •Honore/17th and McIntosh/Ashton Intersection Analysis &Concept Development, Sarasota County,Florida (Principal in Charge) •DeSoto Future Comprehensive Plan Update,DeSoto County,Florida (Transportation Engineer) Sustainable CommunityPlanning •Sarasota County EEZ Pilot Program,Sarasota County,Florida (Lead Transportation Engineer) Hotels &Resorts •Hyatt Place,Sarasota County,Florida (Lead Transportation Engineer) •The Ritz-Carlton Sarasota Hotel and Condominiums,Sarasota County,Florida (Transportation Engineer) REGISTRATIONS Professional Engineer #C46393, State of California Professional Engineer #51601,State of Florida,1997-present MEMBERSHIPS Chair,Sarasota County Traffic Advisory Council AWARDS 2012American PublicWorks Association (Florida Chapter), Transportation Project of the Year, Honore Avenue (Bee Ridge Road to Fruitville Road) 2013 Florida Transportation Builders Association,LAP Construction Project of the Year,North Cattlemen Road 1995 Professional Engineers in California Government,Engineer of the Year Francisco B.Domingo PE Smart Mobility Practice Lead ·35 Years of Experience Master Planning •Hayman Property Regional Park Master Plan,Polk County,Florida (Transportation Engineer) •Venice Seaboard Master Plan,Sarasota County,Florida (LeadTransportation Engineer) Roadways •Cattlemen Road -Fruitville Road Intersection Improvements, Sarasota County,Florida (Transportation Engineer) •North Cattlemen Road Design &Permitting,SarasotaCounty,Florida (Project Manager) •Toledo Blade Boulevard Widening Design,Sarasota and Charlotte Counties,Florida (Transportation Engineer) •Proctor Road Improvements Design (HonoreAvenue toMcIntosh Road),Sarasota County, Florida (Project Manager) •Honore Avenue Improvements(Bee Ridge Road to Fruitville Road),Sarasota County, Florida (Transportation Engineer) •CattlemenRoad Phase 2,Sarasota County,Florida (Project Manager) •Roundabout at Venice Avenue and JacarandaBoulevard,Sarasota County,Florida (Transportation Engineer) •Siesta Key Village Neighborhood Beautification,Sarasota County,Florida (Project Manager) •Honore Avenue -Phase V (Southern Terminus to SR 681),Sarasota County,Florida (Project Manager) •University Parkway -I-75 Interchange Improvements Design,Sarasota County,Florida (Transportation Engineer) •Clark Road/Honore Avenue Intersection Improvements,Sarasota County,Florida (Project Manager) •JacarandaBoulevard D-B (Border Road to Laurel Road),Venice,Florida (Project Manager) •BayStreet Extension (Pine Ranch EastRoad toHonore Avenue),Sarasota,Florida,Florida (Engineer ofRecord) •Roundabout-Honore Avenue atCentral Sarasota Parkway,Sarasota,Florida,Sarasota County,Florida (Engineer of Record) •Lorraine Road South Corridor Study,Sarasota,FL,USA (Project Manager) •Pine Ridge RoadCorridor Congestion Study,Collier County,Florida (Principal in Charge) •Central SarasotaParkway -I-75 Interchange PD&E Study&Final Design,Sarasota County,Florida (ProjectManager) •Hillsborough County MPO Congestion Management Program,Tampa/Hillsborough County MPO, Florida (Transportation Engineer) Mixed-Use •Westfield Shoppingtown Southgate,Sarasota County,Florida (Transportation Engineer) •Village on the Trail,Sarasota County,Florida (TransportationEngineer) •IndianCreek Hamlets,Sarasota County,Florida (Transportation Engineer) •Myakka Pines Settlement, Sarasota County,Florida (Lead Transportation Engineer) •Palmer Ranch,Sarasota County,Florida (TransportationEngineer) HARBORVIEW & CITY HALL SITE PROPOSAL 85 APPENDIX | Personnel Experience & Qualifications Chris Bridle Urban Design Landscape Lead ·21 Years of Experience With more than20 years of award-winning design expertise,Chris has served as lead designer on a variety of complex,large-scale landscape architectureand urban design efforts.His experience spans a range of project scales and typologies across the globe.As aDesign Director among our landscape architecture practice,Chris plays a key role in leading all phases of project design,as well as contributing to team growthand development.Through his passion for contemporary and emerging design issues and technologies, he supports Stantec’s design-led ambitions across local,national,and international markets.His work builds upon his interest in elegant,purposeful solutions.He’s committed to strengthening each clients’vision,the innate qualities of every site,and people’s quality of life. EDUCATIONPostgraduate Diploma, Landscape Architecture &Urban Design (with distinction),Leeds Beckett University,Leeds,England,2002 Bachelor of Arts,Landscape Architecture (1st Class Honors),Leeds Beckett University, Leeds,England,2000 PROJECT EXPERIENCE UrbanMixed Use Development •Masdar City*,Abu Dhabi,United ArabEmirates (Lead Designer) •onMain:Dayton's Imagination District,Dayton,OH,USA (Urban Design,2020) Streetscapes •New England Conservatory Streetscapes*,Boston,Massachusetts,United States (Lead Designer) CD Transit Oriented Design •NTARed Line Underground Stations*,Tel Aviv,Israel (Lead Designer) •Northland Needham Street Master Plan,Newton,Massachusetts (Landscape Architect) Corporate Campus Planningand Design •Ideanomic's Fintech Village,New Global HQ*,West Hartford,Connecticut,United States of America (Lead Designer) UrbanParks •Art Farm Phase 2 at Brickbottom,Somerville,Massachusetts (Design Director) •Chinatown Park*,Boston,Massachusetts,United States (Lead Designer) •The Christian Science Plaza*,Boston,Massachusetts,United States (LeadDesigner) Total Construction Cost: USD 50M •Dock Square,Boston,Massachusetts,United States (Design Director) AWARDS 2008CMAA New England Chapter -Best Public Project of the Year Award ($4 million or less category),Navy Fuel Pier,Boston, MA,USA 2017SCUP Awards -Honor Award for “ExcellenceinPlanning for a District or Campus Component”,Springfield Technical Community College,Springfield, MA,USA 2018 Cityscape Global Architecture Awards-Best Residential,Low to Medium Rise Project (Future),Masdar Neighborhood One,Abu Dhabi,UAE 2008ICSC Asia Shopping Centre Awards - Silver Award,Innovative Design and Development ofa New Retail Project, DreamMall,Kaohsiung,Taiwan 2007CNBCArabian Property Awards - Best Development Award,Shams,Reem Island,Abu Dhabi,UAE 2008 Cityscape Architectural Awards - Highly Commended forthe Best Master PlanningAward,Shams,Reem Island,Abu Dhabi,UAE 2009 Boston Society of Landscape Architects -Honor Award,Chinatown Park, Boston,MA,USA 2008 Gold Nugget Awards -Grand Award, International Commercial /Retail Project, Dream Mall,Kaohsiung,Taiwan 2009 Cityscape Awards for Real Estate in the Middle East -Best Mixed-Use Project (Future),Al Mashtal,Abu Dhabi,UAE 2009 CNBC Arabian Property Awards -5 Star Award for Best Mixed-Use Development, Al Mashtal,Abu Dhabi,UAE *denotes projects completed with other firms Chris Bridle Urban Design Landscape Lead ·21 Years of Experience COMMUNITY INVOLVEMENT Visiting Critic,Boston Architectural College, Boston, Massachusetts,United States Speaker,Boston Society of Architects, Boston, Massachusetts,United States Speaker,University of Rhode Island Department of LandscapeArchitecture, Kingston,Rhode Island,United States PUBLICATIONS Fulcher,M.Chinatown Park case study: Q&A with Chris Bridle.The Architectural Review,2017. PRESENTATIONS Revitalizing the Iconic Christian Science Plaza.ArchitectureBoston Expo,2018. HARBORVIEW & CITY HALL SITE PROPOSAL 86 APPENDIX | Personnel Experience & Qualifications Keith Greminger AIA,NCARB Architect ·40 Years of Experience Keith has 39 years of experience in architecture, urban design and community,commercial and corporate master planning with some of the world'smostrecognizeddesignfirms.He has led several planninganddesignteams assisting private and public clients with deliveryof their projects by creating notable developments, memorable places,livable neighborhoods and connected communities.As a residentof Tampa for more than 34 years, Keith has and continues to serve in leadership roles in numerous professional and civic organizations committed to the practice of health and equity, place-making and improved quality of life in the built environment.As an architect,he understands the built environment and the critical components of building placement,access,edges,the public realm,and place-making characteristics that supports community enhancement. EDUCATION Bachelor of Architecture,Kansas State University,Kansas,Missouri,1981 CERTIFICATIONS &TRAINING Certified Facilitator,National Charrette Institute (NCI),Detroit,Michigan,2020 PROJECT EXPERIENCE CD Urban Mixed Use Land Development •Clearwater Bluff Waterfront Master Plan -Imagine Clearwater*,Clearwater,FL,USA (Project Manager and Urban Planner) •South Gulfview Drive Corridor Improvement,(Beach by Design)*,Clearwater Beach, Clearwater,FL,USA (Project Manager and Urban Designer) •The Riverwalk at Kennedy BoulevardPlaza*,Tampa,FL,USA (Project Designer and Manager) •St.Pete Innovation District Streetscape and Connectivity Concept Plan*,St.Petersburg, FL,USA (Project Planner) •West River Master Plan*,Tampa,FL,USA(ProjectManager and Planning Team) •Tampa Heights Master Plan*,Tampa,FL,USA(Senior Planner) •PeninsulaPoint*,Tampa,FL,USA (Lead Urban Planner) •The Resort at Lake Nona*,Orlando,FL,USA (Project Manager and Lead Planner) •Ft.Myers Harborside Convention Center District Plan*,Fort Myers,FL,USA (Urban Design Lead) •PinellasGateway/Mid-County Area Master Plan*,Pinellas County,FL,USA (Project Planner) •Tampa Bay Passenger Ferry*,Tampa,FL,USA (ProjectPlanner) •Kennedy Boulevard Corridor Study*,Tampa,FL,USA (UrbanDesign Lead) Redevelopment Plans •EastGateway CRA District Vision Plan*,Clearwater,FL,USA (Lead Planner) •EastTampa CRA Strategic ActionPlan*,Tampa,FL,USA (ProjectManager and Lead Planner) •Drew Park CRAStrategic Action Plan*,Tampa,FL,USA (Project Manager and Lead Planner) •Largo Mall Special Area Plan*,Largo,FL,USA (Project Manager and Lead Planner) •North Lake Mirror CRA Redevelopment Master Plan*,Lakeland,FL,USA (Project Manager and Lead Planner) •Clearwater-LargoRoad CRA Finding ofNecessity*,Largo,FL,USA (Project Manager) •West Tampa Community Redevelopment Agency StrategicAction Plan*,Tampa,FL,USA REGISTRATIONS RegisteredArchitect #30084579, American Institute of Architects MEMBERSHIPS Board Member,Past Chair,The Tampa Downtown Partnership,2009 Tampa Bay District Council Executive Committee,Chair of Mission Advancement,Urban Land Institute Member,Past President Tampa Chapter,American Institute of Architects Keith Greminger AIA,NCARB Architect ·40 Years of Experience (Project Manager and Lead Planner) Institutional Project Development •AcademyPrep Center of Ybor City*,Tampa,FL,USA (Project Manager and Designer) •Academy Prep Center of St.Petersburg*,St.Petersburg,FL,USA •St.John Paul II Catholic Church Campus*,Jacksonville,FL,USA (Project Manager and Lead Designer) •Brandon Advantage Center*,Hillsborough County,FL,USA (Project Manager and Lead Designer) •TheCenter for Space Education,KennedySpace Center*,Cape Canaveral,FL,USA (Designer) •Baptist Medical Center Master Plan*,Miami,FL,USA (Project Manager and Lead Planner) •Mercy Hospital Master Plan*,Miami,FL,USA(ProjectManager and LeadPlanner) ResidentialDevelopment •NorstarCompanies Master Planning for the Rainbow VillageApartments Revitalization*, Largo,FL,USA (Project manager and communityplanning) •500 Harbour Island Residential*,Tampa,FL,USA (ProjectManager and Lead Designer- Amenities) •Residences at the Riverwalk*,Tampa,FL,USA (Project Manager and Urban Design) •TheSkyhouse at Channelside,Tampa Channel District*,Tampa,FL,USA (Project Designer-Amenities/Garage) Architecture •PlazaIndonesia*,Jakarta,Indonesia (ProjectDesigner) •St.Louis Union Station*,St.Louis,MO,USA (Project Designer) •Knight Oceanographic Research Center,USF and FDEP*,St.Petersburg,FL,USA (Project Designer) •Tampa PortAuthority Garrison Parking Garage*,Tampa,FL,USA (Project Designer) •Florida Aquariumand Master Plan*,Tampa,FL,USA (Project Designer) •Tampa Convention Center*,Tampa,FL,USA (ProjectDesigner) Parks &Recreation •Nathan Benderson Park*,Sarasota,FL,USA •James E.Grey Preserve Improvements*,New Port Richey,FL,USA •Fitness Center at the Recreation and Aquatics Center*,New Port Richey,FL,USA (Project Manager and Designer) •Perry Harvey Park Design*,Tampa,FL,USA (Project Design Team) •SimsPark*,New Port Richey,FL,USA (Project Manager and Lead Planner) *denotes projects completed with other firms HARBORVIEW & CITY HALL SITE PROPOSAL 87 APPENDIX | Personnel Experience & Qualifications Leigh Grey Senior Project Manager ·28 Years of Experience Leigh’sarea of experienceis evenlybalanced between urban landandland planning as well aslandscape designs at multiple scales including transportation facilities,resorts,hospitality,theme parks /attractions,mixed-use developments,public and urban spaces,and entertainment retail areas.This mix of experience in the private,public sectors both domestically and internationally, coupled with field experience,allows him to successfully navigate our clients through the entire vision,conceptualization,design,documentation and construction process. EDUCATION Bachelorsof Science,Landscape Design and Management, Florida Agricultural and Mechanical University,Tallahassee,Florida,1990 Masters of City and Regional Planning,Clemson University,Clemson,South Carolina,1993 PROJECTEXPERIENCE Transportation Streetscapes •Florida’s Turnpike Enterprises Service Plaza (Statewide)*,Florida (Project Lead Designer) •TrenUrbano (Urban Train)Case Studies*,PuertoRico (Project Lead Designer) •Interstate 15North Landscape andAesthetics Corridor Plan*,Las Vegas,Nevada (Project TeamDesigner) •Ernest F.Lyons Bridge/Corridor Enhancement Project*(Project Lead Designer) •Atlantic Boulevard Crime Prevention ThroughEnvironmental Design*,Pompano Beach, Florida(Project Team Designer) •Fort Lauderdale-Hollywood International Airport at Dania Beach*,Broward County,Florida (ProjectDesigner) •Boynton Bridge/SR 804 Ocean Avenue Enhancement Project*,Boynton Beach,Florida (ProjectDesigner) •MarinaMile Conceptual Master Plan*,Cities of Davie,Dania Beach,Fort Lauderdale,and Hollywood,Broward County,Florida (Project Designer) •Harbor Inlet Neighborhood*,Fort Lauderdale,Florida (ProjectDesigner) •Vanderbilt Road Corridor Study,Collier County,Florida (Project Team Designer) •Florida DOT District 4*,Broward County,Florida (Project Manager) •Biscayne BoulevardCorridor Improvements*,North Miami,Florida (Project Designer) •City of DaniaBeach Main Street Program*,Dania Beach,Florida (ProjectManager & Designer) •Sunrise Boulevard Crime Prevention Through Environmental Design*,Fort Lauderdale, Florida (ProjectLead Designer) •17th Street Causeway Bridge Enhancement/Corridor Project*,Fort Lauderdale,Florida (Project Lead Designer) •GriffinRoad Beautification*,Dania Beach,Florida (ProjectManager &Designer) •SR50/Colonial Drive Corridor Improvements,Orlando,Florida (Project Designer) •Pelican Landing Community Visioning Study,Bonita Springs,Florida (Project Lead Designer) •Marco Island Bridge,Marco Island,Florida (Project Manager &Designer) •Central Sarasota Parkway/Interstate 75 Interchange,Sarasota County,Florida (Project Lead Designer) Industrial /Commercial /Institutional •TamaracCommercePark*,Tamarac,Florida (Project Designer) MEMBERSHIPS Member,AmericanPlanning Association COMMUNITY INVOLVEMENT Committee Member,City of Saint Petersburg City Beautification,United States 2006-2010 Charter Member,Secretary,Florida A&M University Landscape Architectural Advisory Council (FAMULAAC),United States 2006- 2012 College of Landscape Architecture Liaison ,Florida A&M University School of Architecture Advisory Board,United States 2007-2012 Member,Marjorie Davis Sistrunk Charrette and Design Forum,Fort Lauderdale,Florida,United States Leigh Grey Senior Project Manager ·28 Years of Experience •Dania Beach City Hall Beautification*,Dania Beach,Florida (Project Manager) •Cityof FortLauderdale Convention Center Expansion*,Fort Lauderdale,Florida (Project Designer) •Gulf Drive Corridor Enhancement,Manatee County,Florida (Project Team Designer) •SistrunkCharrette and Design Forum*,Fort Lauderdale,Florida (Project LeadDesigner) •NW22nd Ave Corridor Enhancement*,Fort Lauderdale,Florida (Project Manager) •Toledo Blade Boulevard,Charlotte County,Florida (Project Team Designer) Hotels &Resorts •The Meadows Country Club and Tennis Center,Sarasota,Florida (Project Team Land Planner) •Emerald Bay,The Bahamas(Project Team Designer) •Hyatt Pier 66 Hotel*,Fort Lauderdale,Florida (Project Designer) Master Planned Communities •San Michelle,Sarasota County,Florida (ProjectDesigner) •Tidewater Preserve,Manatee County,Florida (ProjectTeam Member) •Old PalmGolfClub,PalmBeach Gardens,Florida (Project Team Designer) •Myakka Ranch,Manatee County,Florida(ProjectLand Planner) •Central Park,Sarasota County,Florida (Project Team Designer) •Cannon Ranch,Pasco County,Florida (ProjectTeamDesigner) Parks &Recreation •Panacea,Sarasota County,Florida (Project Team Designer) •HolidayPark-Children’s Playground Area*,Fort Lauderdale,Florida (Project Team Designer) •Taino Beach Park*,Freeport,The Bahamas (Project Designer) •Veteran’s Memorial and Museum Park,*,Hillsborough County,Florida (Project Lead Designer) •Jan Phyl Park*,Polk County,Florida (Project Team Designer) Urban Revitalization •Sweeting Estates*,Fort Lauderdale,Florida (Project LeadDesigner) •Tierra del Sol (Land of the Sun)*,Oranjestad,Aruba (Project Team Designer) •Fort LauderdaleUrban Design Plan(FLURB)*,Fort Lauderdale,Florida (Project Team Planner) •Konover Site/Broward Boulevard and Interstate 95*,Broward County,Florida (Project Team Designer) •Dania Beach Community Development Agency*,Broward County,Florida (ProjectTeam Designer &Planner) •Deerfield Beach Community Redevelopment Agency (CRA)*,Deerfield Beach,Florida (Project TeamDesigner &Planner) •Clearwater Housing Authority(CHA),Clearwater,Florida (ProjectTeam Designer & Planner) *denotes projects completed with other firms HARBORVIEW & CITY HALL SITE PROPOSAL 88 APPENDIX | Personnel Experience & Qualifications KATHERINE E. COLE Shareholder HWHLAW.COM 600 Cleveland Street Suite 800 Clearwater,Florida 33755 T:727.259.6791 katie.cole@hwhlaw.com PRACTICE FOCUS Real Estate Acquisition & Development Governmental Relations & Procurement Administrative/Regulatory COVID-19 Response Team Land Use &Zoning Opportunity Zones EDUCATION University of Tennessee,B.S., 1995 Stetson University College of Law,J.D.,2007,cum laude ●Stetson Law Review: Managing Editor ●Stetson Moot Court Honor Board BAR ADMISSIONS American Bar Association The Florida Bar Hillsborough County Bar Association Clearwater Bar Association Katie Cole’s work can be seen in the skyline of Tampa Bay as she skillfully helps clients navigate all phases of land development and the approval process. Katie currently serves on the firm's Management Committee.Her practice primarily involves representing property owners in the development of commercial projects and residential subdivisions in Pinellas and Pasco counties. She works with clients beginning with the acquisition of the land, determining opportunities for development,refining processes for approvals,and seeing the project though the final approvals of entitlements to construction with the goal of helping her clients open for business with all the licenses and permits they need to do so. Katie works closely with government staff members and elected officials negotiating agreements,code amendments,and plans to allow her clients’projects reach the construction stage. In 2017,Katie was appointed by Governor Rick Scott to the St. Petersburg College Board of Trustees and currently serves in her second year as chairperson of the Board. Outside the office,you’ll find Katie and her husband,Clint,cheering for their daughters at gymnastics competitions across the state. HONORS ●The Best Lawyers in America©(2021-22) EXPERIENCE Recent representative engagements include: ● ● ● Negotiation of and eventual approval of one of the first mixed use developments in 20 years in Madeira Beach,despite neighbor objections and lawsuit requiring more than seven public hearings Approval of a 42 unit residential infill subdivision in Tarpon Springs over significant neighbor objections while navigating the multi- layered regulatory scheme for land use and annexations in Pinellas County Approval of a new 300 room hotel on Clearwater Beach COMMUNITY &PROFESSIONAL ●St.Petersburg College ● ● Board of Trustees (2017-present) Vice-Chair (2018) ● ● ● ● ● Morton Plant Mease Hospital:Board of Directors (2017-present) BayCare:Board of Directors UPARC’s Omelette Party Committee (2009-present):Co-Chair (2013) City of Clearwater:Past Member,Business Task Force;Charter Review Committee Clearwater Regional Chamber of Commerce ● ● ● Chair (2018) Chair-Elect (2017) Executive Committee (2015-present) ●Pinellas County:Member,Development Customer Advisory Group (DCAG);Past Member,Charter Review Committee ●Big Brothers Big Sisters of Pinellas County: ● ● Board of Directors (2007-2015) Former President KATHERINE E. COLE HWHLAW.COM HARBORVIEW & CITY HALL SITE PROPOSAL 89 APPENDIX | Letters of Interest HARBORVIEW & CITY HALL SITE PROPOSAL 90 APPENDIX | Letters of Interest HARBORVIEW & CITY HALL SITE PROPOSAL 91 APPENDIX | Letters of Interest HARBORVIEW & CITY HALL SITE PROPOSAL 92 APPENDIX | Letters of Interest HARBORVIEW & CITY HALL SITE PROPOSAL 93 APPENDIX | Letters of Interest HARBORVIEW & CITY HALL SITE PROPOSAL 94 APPENDIX | Letters of Interest Proposals for Bluff Properties June 13th Special Worksession 1)Deal Structure (Purchase or Lease Price, Length of term, Front, Rear loaded or even payments) (20 pts.) 2) Design (integration into existing structures and Coachman Park) (10 pts.) 3) Resume, references, related building and operational experience (15 pts.) 4) Sustainability components (10 pts.) 5) Public Amenities (10 pts.) 6) Public participation (parking, art, public space, etc.) (10 pts.) 7) Financial Strength (15 pts.) 8) Attractiveness to residents of Clearwater (components to pass a referendum) (10 pts.) June 15, 202: Clearwater City Council 600 Cleveland St., 6th floor Clearwater, FL 33756 Re: Letter of Support - Elevate Clearwater Proposal THERMA, A RAE company To Whom it may concern: Please accept this letter as my support for the proposed City Hall Site Mixed -Use Development and Harbor View Site Experiential Hotel by Elevate Clearwater. I am excited to see the level of activity and development coming to the community as part of the overall revitalization plans. As a new professional cultural organization working to make our permanent home in downtown, I can see trt benefit of this development and how it will cement the community as a unique location to live, work and play for local residents, visitors from the surrounding areas, out of state, and beyond. I was asked as an interested party to review the plans provided by the developers. While I see that both have merit, the plans put forth by Elevate Clearwater for both the city hall and harbor view sites, seem to me, to be in the best interest of the city. Elevate Clearwater's proposal focuses on creating connections among the community taking into account the diversity of age and economic interests here. Successful urban designers understand that diversity is key to the overall long term health of any new revitalization project. With sustainability at the forefront of their design, Elevate Clearwater's plan looks beyond the immediate to the long term health of the community that will live within it. With their use of sustainable resources, downtown Clearwater stands to benefit in many ways. Including from reduced air pollution and its related health issues. Having spent time in Shanghai, China where I had to wear a mask on high pollution days, and living and working in New York City for many years, I can attest to need to concern ourselves with clean air and sustainable use of resources. This will not only help in the immediate building process but will help create a better future for all residents and visitors. Additionally, Elevate Clearwater's plan to complete their proposed plans within two years will help kick start a long stalled development that is desperately needed and too long in coming. Finally, it seems that their local connections, and view to build on the homegrown flavor and "brand" that already exists in Clearwater will help keep Clearwater's unique character and history alive. That is inevitably why people go anywhere, its unique character and special nature. I hope that the city council with seriously consider the Elevate Clearwater submission which favors a two-year timeframe. a sustainable build. innovative detail, and is backed by Greater Tampa Bay resources, with a design that elevates Clearwater's local flavor and brand. I look forward to living, working, and producing theatre for a log time to come for the residents and guests who will come to enjoy themselves in our revitalized downtown Clearwater. Sincerer, Ataa' Md Tricia McDermott Founder & Producing Artistic Director Airmid: a Celtic goddess; keeper of the spring that restores the dead to life. EMAIL: INFO@AIRMIDTHEATRE.ORG PHONE: 631.704.2888 WWW.AIRMIDTHEATRE.ORG Re: Letter of Support - Elevate Clearwater - City Hall Site Mixed-use Development and Harbor View Site Experiential Hotel Development To Whom It May Concern, Please accept this letter as our support for the proposed City Hall Site Mixed -Use Development and Harbor View Site Experiential Hotel by Elevate Clearwater. After reviewing all RFP options set before the council, we firmly believe Elevate Clearwaters' revitalization plan for both the city hall and harbor view sites is in the best interest of the city. The plan presented by Gotham is loose, with a phased construction approach that would take an excess of five years, coupled with vague details on logistics and financial figures. Gotham does not hold a stake in improving our city, and the ideas brought forth don't embrace our city'sbrandvoice, nor does it address our responsibility to sustainability for future generations. Elevate Clearwater's RFP proposal strikes us as the proposal that puts emphasis on building a connected community that brings together individuals of all age groups, and doing so with sustainability at the forefront of design, allowing future generations to enjoy its features just aswewill. It is critical as a community that we stand up for the best interest of our citizens and area residents, starting with the city council voting for what is best, Elevate Clearwaters RFP. Downtown Clearwater has waited long enough. I stand with Elevate Clearwater on their RFP submission. Executing within a two-year timeframe, a sustainable build, enveloped with innovative detail, backed by Greater Tampa Bay resources, and a design that elevates Clearwater's brand. Along with Elevate Clearwater's commitment to the use of sustainable resources, the area of Downtown Clearwater stands to benefit from reduced air pollution and its related health issues as well as contribute to the Sustainable Development Goals to achieve a better future for all. Sincerely, Brian J. Dow 727-744-3625 EmnowH ERment 6/15/22 Ambreetta Stephens EmpowHERment Re: Downtown Clearwater's re -development of Harborview and City Hall sites Dear City of Clearwater Community Redevelopment Agency, Please accept this letter as our support for the proposed City Hall Site Mixed -Use Development and Harbor View Site Experiential Hotel by Elevate Clearwater. After reviewing all RFP options set before the council, we firmly believe Elevate Clearwaters' revitalization plan for both the city hall and harbor view sites is in the best interest of the city. The plan presented by Gotham is loose, with a phased construction approach that would take an excess of five years, coupled with vague details on logistics and financial figures. Gotham does not hold a stake in improving our city, and the ideas brought forth don't embrace our city's brand voice, nor does it address our responsibility to sustainability for future generations. Elevate Clearwater's RFP proposal strikes us as the proposal that puts emphasis on building a connected community that brings together individuals of all age groups, and doing so with sustainability at the forefront of design, allowing future generations to enjoy its features just as we will. it is critical as a community that we stand up for the best interest of our citizens and area esidents, starting with the city council voting for what is best, Elevate Clearwaters RFP. Downtown Clearwater has waited long enough. I stand with Elevate Clearwater on their RFP Csubmission. Executing within a two-year timeframe, a sustainable build, enveloped with innovative detail, backed byt?eaterTampa Bay resources, and a design that elevates Clearwater's brand. Along with Elevate Clearwater's commitment to the use of sustainable resources, the area of Downtown Clearwater stands to benefit from reduced air pollution and its related health issues as well as contribute to the Sustainable Development Goals to achieve a better future for all. Ambee Stephens EmpowHERment 727-276-5687 Re: Letter of Support - Elevate Clearwater - City Hall Site Mixed-use Development and Harbor View Site Experiential Hotel Development To whom this may concern; Please accept this letter as our support for the proposed City Hall Site Mixed -Use Development and Harbor View Site Experiential Hotel by Elevate Clearwater. After reviewing all RFP options set before the council, we firmly believe Elevate Clearwaters' revitalization plan for both the city hall and harbor view sites is in the best interest of the city. The plan presented by Gotham is loose, with a phased construction approach that would take an excess of five years, coupled with vague details on logistics and financial figures. Gotham does not host a stake in improving our city, and the ideas brought forth don't embrace our city's brand voice, nor does it address our responsibility to sustainability for future generations. Elevate Clearwater's RFP proposal strikes us as the proposal that puts emphasis on building a connected community that brings together individuals of all age groups, and doing so with sustainability at the forefront of design, allowing future generations to enjoy its features just as we will. It is critical as a community that we stand up for the best interest of our citizens and area residents, starting with the city council voting for what is best, Elevate Clearwaters RFP. Downtown Clearwater has waited long enough. I stand with Elevate Clearwater on their RFP submission. Executing within a two-year timeframe, a sustainable build, enveloped with innovative detail, backed by Greater Tampa Bay resources, and a design that elevates Clearwater's brand. Along with Elevate Clearwater's commitment to the use of sustainable resources, the area of Downtown Clearwater stands to benefit from reduced air pollution and its related health issues as well as contribute to the Sustainable Development Goals to achieve a better future for all. Sincerely, Joana Cleckner 421 Jasmine Way Clearwater, Florida 33756