DOWNTOWN COMMERCIAL GRANT AGREEMENT DTC-C-24-01DOWNTOWN COMMERCIAL GRANT AGREEMENT
DTC -C-24-01
This Downtown Commercial Grant Agreement (this "Agreement") is made as of,
( 1 ;;i3,d6i46y and between the COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF CLEARWATER, FLORIDA, a public body corporate and politic of the State
of Florida created pursuantto Part III, Chapter 163, Florida Statutes (the "Agency"), and J
OMKAR LLC of 1320 Cleveland Street Clearwater, Florida 33755 of said Property (the
"Applicant") (collectively the Agency and Applicant are the "Parties").
WITNESSETH:
WHEREAS, the Agency was created to implement the community redevelopment
activities in the Florida Community Redevelopment Act of 1969 (the "Act") codified at
Chapter 163, Part III, Florida Statutes; and
WHEREAS, § 163.387(6)(c)4, Florida Statutes provides that the budget of a
community redevelopment agency may provide for clearance and preparation of any
redevelopment area for redevelopment; and
WHEREAS, § 163.387(6)(c)9, Florida Statutes provides that the budget of a
community redevelopment agency may provide for payment undertakings described in a
redevelopment plan and for expenses that are necessaryto exercise the powers granted b
a community redevelopment agency under § 163.370, Florida Statutes; and
WHEREAS, § 163.370(2)(a), Florida Statutes provides that one such power is the
ability to make and execute contracts and other instruments necessary or convenient to the
exercise of a community redevelopment agency's exercise of its power under the Act; an d
WHEREAS, another such power is found in § 163.370(2)(c), Florida Statutes which
provides that a community redevelopment agency may undertake and carry out community
redevelopment and related activities within the community redevelopment area; and
WHEREAS, Objective 1 E of the Clearwater Community Redevelopment Area Plan
(the "Plan") provides that Cleveland Street is Downtown Clearwater's (the "Downtown's")
main street and valued for its historic character and pedestrian scale; and
WHEREAS, Objective 1D of the Plan provides that the Agency will encourage a
variety of office -intensive businesses, including finance and insurance, IT/software,
professional services and medical to relocate and expand in Downtown to provide a stable
employment center; and
WHEREAS, Objective 3G of the Plan provides that the Agency will create and
activate space to work as a signature destination, including civic plazas, markets and retail
gathering places that promote economic growth for Downtown; and
WHEREAS, Objective 4A of the Plan provides that the Agency will encourage
redevelopment that contains a variety of building forms and style.
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WHEREAS, Objective 4D of the Plan provides that the Agency will encourage
renovation, restoration, and reuse of existing historic structures to maintain the character of
the Downtown's neighborhood; and
WHEREAS, on August 12, 2024, the Agency's Board of Trustees approved the
Downtown Commercial Gran t Program (the "Program") with the goals of reducing blightand
activate, commercial spaces with uses that aspire to generate creative and innovative
gathering spaces, walkable pedestrian thoroughfares, and increased overall activity. This
Program can also help a business or developer"close the gap" in their financial ability to
meet the goals of the Agency's Area Plan; and
WHEREAS, on September24, 2024, theAgency's Executive Director (the "Director")
approved the Applicant's grant application for J OMKAR LLC (TROPICAL INN & SUITES)
in financial assistant under the Program to provide improvement assistance to the property
located at 1320 Cleveland Street Clearwater, Florida 33755 (the "Property"). The grant is
intended to replace the roof and repair the existing plumbing system at the Property (the
"Project") as further detailed in the Applicant's grant application and Project description (the
"Exhibit A"); and
WHEREAS, the Plan also states that the City of Clearwater ("the City") shall
encourage a vibran tan d active pu blic realm, recreation and entertainmentopportunities and
support the community and neighborhoods; and
WHEREAS, the Applicant intends to make improvements to the Property in the
Downtown area for commercial use; and
WHEREAS, the Agency fi nds th at providing financial assistance for redevelopment
of blighted property is a permissible expenditure under the Agency's approved budget and
the Act; and
WHEREAS, the Agency finds that the applicant property currently sits in a blighted
state of existence; and
WHEREAS, the Agency finds that the Project comports with and furthers the goals,
objectives, and policies of the Plan; and
NOW, THEREFORE, in consideration of the mutual promises and covenants
contained herein, the parties hereby agree as follows:
I. GENERAL
1. Recitals. The foregoing recitals are true and correct and are incorporated in and
form a part of this Agreement.
2. Intent; Purpose of Agreement. The purpose of this Agreement is to further the
implementation of the Plan by providing grants for redevelopment, rehabilitation, and
enhance area commercial structures exhibiting deterioration and decline in substantial
compliance with the Application, all to incentivize improvements to the area, and improve
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the aesthetic and useful en joymentof th e Downtown through the eradication of conditions
of blight, all in accordance with and in furtherance of the Plan and as authorized by and
in accordance with the Act.
II. APPLICANT WARRANTIES AND RESPONSIBILITIES
1. Development of the Project. The Applicant shall complete the Project in
substantial compliancewith the Program and the Application .The Applicantmust receive
a "Certificate of Occupancy or Certificate of Completion" within three hundred sixty five
365 calendar days from the date of the executed grant agreement. After the said three
hundred sixty five 365 days, the grant will expire. An extension for the grant funds may
be granted by the Director for a good cause. It is the responsibility of the Applicant to
request an extension of the grant approval before the expiration date.
2. Applicant's Project Contribution. As a condition of receiving reimbursement grant
funding from the Agency, the Applicant shall provide a thirty-five percent (35%) match of
funds totaling thirty-one thousand one hundred seventy-three dollars and ten cents
($31,173.10) in monetary contribution toward the Project. Evidence of expenditure of
Applicant's contribution towards the Project shall be submitted to the Agencys
satisfaction before disbursement of the Agency's grant funding. Notwithstanding the
foregoing, the Director may allow initial project deposits or other necessary draws, up to
fifty percent of the grant amount, to be paid directly to a City/CRA approved licensed
contractor/vendor.
3. Warranties of the Applicant. The Applicant warrants that all the following
qualifications have been met:
a. The Applicant is the property owner or commercial/business tenant.
b. The business must be an allowable use on the subject property in accordance with
the City's Land and Building Development Regulations/Codes.
c. Must be current in all property taxes and City business fees
d. Must be in good standing with the city (no outstanding code enforcement or building
code violations). This requirement may be waived by the Director if the work
proposed under this application will remediate all code violations.
e. Property must be free of code enforcement liens or other City liens.
f. The business or new proposed business on the Property must be an independently
owned and operated local business.
g. If the business is independently owned and operated franchise, other franchise
locations associated with the same brand mu st ON LY be located within the municipal
boundary of the City.
i. The proposed business on the property must make independent decisions
regarding its name, signage, brand, appearance, pu rchasing practices, hiring,
and distribution, and must be solely responsible for paying its own mortgage,
rent, marketing, and other business expenses without assistance from a
corporate headquarters outside of the City limits.
h. *The owner of the Property is the Applicant, unless the Owner authorizes a
business owner occupying the property by a valid lease to undertake improvements
on the property. Owner means a holder of any legal or equitable estate in the
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premises, whether alone or jointly with others and whether in possession or not
shall include all individuals, associations, partnerships, corporations, limited liability
companies and others who have interest in a structure and any who are in
possession or control thereof as agent of the owner, as executor, administrator,
trustee, or guardian of the estate of the owner. For the purposes of this application,
the total Agency grant value that an Owner has received over such period shall be
the combined value, in the 12 month period immediately preceding the submission
of an application forth is program, of: (1) the amount of Agency grantfunds that the
applicant has received; (2) the amount of Agency grant funds that any holder of
legal title in the subject property other than the applicant has received; and (3) if a
business entity holds legal title in the subject property, the total amount of Agency
grantfunds received by any directors, members, partners, shareholders, any others
with an ownership interest in such entity, and any others able to exert managerial
control over or direct the affairs of said entity.
III. AGENCY RESPONSIBILITIES
1. Grant Funding. The Agency shall reimburse the Applicant for the Project's eligible
costs up to a maximum of fifty-seven thousand eight hundred and ninety-two dollars and
ninety cents ($57,892.90) ("Grant Funds")as provided underthe Program, payable within
(30) days after receipt of a fully completed reimbursement request after verification by
the Agency that the Project has been completed and evidence that the Applicant has
actually incurred these Project costs to the satisfaction of the Director. The Director may
allow earlier draw requests of Grant Funds to approved licensed contractors in
accordance with the Program where applicable.
The Director retains sole discretion to determine whether the Project meets the
requ irements of th is Agreemen t or the Program and Application. If the Director determines
that the Project does not meet said requirements, then the Parties agree that the
Director's decision is final, the Agency shall not owe any monies to the Applicantfor the
requested reimbursement, and the Applicant shall have no recourse against the Agency.
IV. APPLICANT DEFAULT
1. Failure to Complete Project Work. If the Applicant fails to receive a "Certificate of
Occupancy or Certificate of Completion" within three hundred sixty five (365) calendar
days form the date of the executed grant agreement in substantial compliance with the
Program and the Application then the Parties agree that the Applicant shall be in default
underthis Agreement, this Agreement shall immediately become null and void, and the
Agency will have no further responsibility to the Applicant, including but not limited to the
responsibility to tender the reimbursement funds to the Applicant. An extension for the
grant funds may be granted by the Director for good cause if the Applicant submits a
written request for such an extension before the expiration of the th ree hundred sixty five
(365) day period.
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2. Other Events of Default. In addition to the foregoing events of default, the
occurrence of any one or more of the following events after the Effective Date shall also
constitute an event of default by the Applicant:
A. The Applicant shall make a general assignment for the benefit of its creditors,
or shall admit in writing its inability to pay its debts as they become due or shall
file a petition in bankruptcy, or shall be adjudicated a bankrupt or insolvent, or
shall file a petition seeking any reorganization, arrangement, composition,
readjustment, liquidation, dissolution or similar relief under any present or
future statute, law or regulation or shall file an answer admitting, or shall fail
reasonably to contest, the material allegationsofa petition filed against it in any
such proceeding, or shall seek or consent to or acquiesce in the appointment
of any trustee, receiver or liquidator of the Applicant or any material part of
such entity's properties; or
B. Within sixty (60) days after the commencement of any proceeding by or against
the Applicant seeking any reorganization, arrangement, composition,
readjustment, liquidation, dissolution or similar relief under any present or
future statute, law or regulation, such proceeding shall not have been
dismissed or otherwise terminated, or if, within sixty (60) days after the
appointment without the consent or acquiescence of the Applicant of any
trustee, receiver or liquidator of any of such entities or of any material part of
any of such entity's properties, such appointment shall not have been vacated.
C. A breach by the Applicantofanyotherterm, condition, requirement, or warranty
of this Agreement or the Policy.
3. Agency's Remedy Upon Certain Applicant Default. In the event of default and if
the Applicant has failed to cure the default within the allotted time prescribed under
Section IV(4), then the Parties agree that: a) this Agreement shall be null and void; b) that
the Agency will have no furtherresponsibilityto the Applicant, including the responsibility
to tender any remaining reimbursement funds to the Applicant; and c) that if the Agency
has tendered reimbursement funds to the Applicant, the Agency shall be entitled to the
return of all reimbursement funds plus default interest at a rate of ten percent (10%)
starting from the date of default.
4. Notice of Defaultand Opportunity to Cure. The Agencysh all provide written notice
of any default under this Agreement and provide the Applicant thirty (30) days from the
date the notice is sent to cure the default if itis an event listed under Sections IV(2). This
notice will be deemed sentwhen sent by first class mail to the Applicant's notice address
or when delivered to the Applicant if sent by a different means.
V. MISCELLANEOUS
1. Notices. All notices, demands, requests for approvals or other communications given
by either party to another shall be in writing, and shall be sent to the property for each
party indicated below and addressed as follows:
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To the Applicant:
J OMKAR LLC
ATTN: Mahendrakumar Patel
1320 Cleveland Street
Clearwater, Florida 33755
To the Agency:
Community Redevelopment Agency of
the City of Clearwater
P.O. Box 4748
Attention: Executive Director
with copies to:
City of Clearwater
P.O. Box 4748
Clearwater, Florida 33758
Attention: Clearwater City Attorney's Office
2. Unavoidable Delay. Any delay in performance of or inability to perform any
obligation underthisAgreement(other than an obligation to pay money) dueto any event
or condition described in th is Section as an event of"Unavoidable Delay" shall be excused
in the manner provided in this Section.
"Unavoidable Delay" means any of the following events or conditions or any
combination thereof: acts of God, acts of the public enemy, riot, insurrection, war,
pestilence, archaeological excavations required by law, unavailability of materials after
timely ordering of same, building moratoria, epidemics, quarantine restrictions, freight
embargoes, fire, lightning, hurricanes, earthquakes, tornadoes, floods, extremely
abnormal and excessively inclement weather (as indicated by the records of the local
weather bureau for a five year period preceding the Effective Date), strikes or labor
disturbances, delays due to proceedings under Chapters 73 and 74, Florida Statutes,
restoration in connection with any of the foregoing or any other cause beyond the
reasonable control of the party performing the obligation in question, including, without
limitation, such causes as may arise from the act of the other party to this Agreement, or
acts of any govem mental authority (except that acts of the Agency shall not constitute an
Unavoidable Delay with respect to performance by the Agency).
An application by any party heretoforan extension of time pursuantto this Section
must be in writing, must set forth in detail the reasons and causes of delay, and must be
filed with the other party to th is Agreemen t with in thirty(30) days followingtheoccurrence
of the event or condition causing the Unavoidable Delay or thirty (30) days following the
party becoming aware (or with the exercise of reasonable diligence should have become
aware) of such occurrence.
The party shall be entitled to an extension of time for an Unavoidable Delay only
for the number of days of delay due solely to the occurrence of the event or condition
causing such Unavoidable Delay and onlyto the extent that any su ch occu rrence actually
delays that party from proceeding with its rights, duties and obligations under this
Agreement affected by such occurrence. In the event the party is the Applicant then the
Director is authorized to grant an extension of time for an Unavoidable Delay fora period
of up to six (6) months. Any further requests for extensions of time from the Applicant
must be agreed to and approved by the Agency's trustees.
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3. Indemnification. The Applicant agrees to assume all risks of inherent in this
Agreement and all liability therefore, and shall defend, indemnify, and hold harmless the
Agency and the City of a Clearwater, a municipal corporation ("the City"), and the
Agency's and the City's officers, agents, and employees from and against any and all
claims of loss, liability and damages of whatever nature, to persons and property,
including, without limiting the generality of the foregoing, death of any person and loss of
the use of any property, except claims arising from the negligence of th e Agency, th e City,
or the Agency's or the City's agents or employees. This includes, but is not limited to,
matters arising out of or claimed to have been caused by or in any manner related to the
Applicant's activities or those of any approved or unapproved invitee, contractor,
subcontractor, or other person approved, authorized, or permitted by the Applicant
whether or not based on negligence. Nothing herein shall be construed as consent by
the Agency or the City to be sued by third parties, or as a waiver or modification of the
provisions or limits of Section 768.28, Florida Statutes, or the Doctrine of Sovereign
Immunity.
4. Assignability; Complete Agreement. This Agreement is non -assignable by either
party and constitutes the entire Agreement between the Applicantand the Agency and all
prior or contemporaneous oral and written agreements or representations of any nature
with reference to the subject of the agreement are canceled and superseded by the
provisions of this agreement.
5. Applicable Law and Construction. The laws of the State of Florida shall govem the
validity, performance, and enforcement of this Agreement. This Agreement has been
negotiated by the Agency and the Applicant, and the Agreement, including, without
limitation, the exhibits, shall not be deemed to have been prepared by the Agency or the
Applicant, but by all equally.
6. Severability. Should any section or part of any section of this Agreement be
rendered void, invalid, or unenforceable by any court of law, for any reason, such a
determination shall not render void, invalid, or unenforceable any other section or any
part of any section in this Agreement.
7. Amendments. This Agreement cannot be changed or revised except by written
amendment signed by the Parties hereto.
8. Jurisdiction and Venue. For purposes of any suit, action or other proceeding
arising out of or relating to this Agreement, the parties hereto do acknowledge, consent,
and agree that venue thereof is Pinellas County, Florida.
Each party to this Agreement hereby submits to the jurisdiction of the State of
Florida, Pinellas County and the courts thereof and to the jurisdiction of the United States
District Courtfor the Middle District of Florida, forthe purposes of any suit, action or other
proceeding arising out of or relating to this Agreement and hereby agrees not to assert
by way of a motion as a defense or otherwise that such action is brought in an
inconvenient foru m or th at the venue of such action is improper or that the subject matter
thereof may not be enforced in or by such courts.
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If, at any time during the term of this Agreement, the Applicant is not a residentof
the State of Florida or has no office, employee, agency, registered agent or general
partner thereof available for service of process as a residentof the State of Florida, or if
any permitted assignee thereof shall be a foreign corporation, partnership or other entity
or shall have no officer, employee, agent, or general partner available for service of
process in the State of Florida, the Applicant hereby designates the Secretary of State,
State of Florida, its agentforthe service of process in any cou rt action between it and the
Agency arising out of or relating to this Agreement and such service shall be made as
provided by the laws of the State of Florida for service upon a nonresident; provided,
however, that at the time of service on the Florida Secretary of State, a copy of such
service shall be delivered to the Applicant at the address for notices as provided in Section
V(1).
9. Termination. If not earlier terminated as provided in this Agreement, the
term of this Agreement shall expire, andthisAgreementshall nolongerbe of any force
and effect on two years of the anniversary Effective Date.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the
date and year first above written.
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(AGENCY SIGNATURE PAGE)
Approved as to form:
Michael Fuino
CRA Attomey
Date: /•/ i 13.1,4
COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF CLEARWATER, FLORIDA
a public body corporate and politic of the State of
Florida.
By:
Attest:
Je s Nino, CRA Director
Community Redevelopment Agency
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Page 9 of 10
(APPLICANT SIGNATURE PAGE)
I ACKNOWLEDGE THAT I AM LAWFULLY AUTHORIZED TO EXECUTE THIS
AGREEMENT.
APPLICANT:
By: PleihimcintW6t4 f=te
Print name: NlitNG—R1>KAKUt 1148 PAATC- i
Title:
Date:
STATE OF FLORIDA
COUNTY OF PINELLAS )
OWl�i�2
0,2-24
The foregoing instrumentwas acknowledged before me by means ®. physical presence
or ❑ online notarization, this Opt day of 0(° l0 b12 , 2024 by
who ❑ is/are personally known to me or 14 who has/have produced a driver's license as
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identification.
(NOTARIAL SEAL)
ANGELA GENTILE -SMITH
MY COMMISSION # HH 515035
EXPIRES: April 11, 2028
Notary Public, Sta = o lorida
Name of Nota IC-5iii
MyCommission Expires: - I /
p
My Commission No.: 5 5c7
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