DOWNTOWN COMMERCIAL GRANT AGREEMENT - DTC-C-25-03DOWNTOWN COMMERCIAL GRANT AGREEMENT
DTC -C-25-03
This powntown Commercial Grant Agreement (this "Agreement") is made as of,
ii9c26.,$by and between the COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF CLEARWATER, FLORIDA, a public body corporate and politic of the State
of Florida created pursuant to Part III, Chapter 163, Florida Statutes (the "Agency"), and
Alaska Shellgm, LLC, an Alaskan limited liability company, as trustee of the GCEA Myrtle
Land Trust (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 n ecessaryto exercise the powers granted to
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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redevelopment that contains a variety of building forms and style.
WHEREAS, Objective 4D of the Plan provides that the Agency will e courage
renovation, restoration, and reuse of existing historic structures to maintain the ch racter of
the Downtown's neighborhood; and
WHEREAS, on August 12, 2024, the Agency's Board of Trustees appr•ved the
Downtown Commercial Grant Program (the "Program") with the goals of reducing alight and
activate, commercial spaces with uses that aspire to generate creative and i novative
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, the Agency has approved $20,898.72 in financial assistant under the
Program to provide improvement assistance to the property located at 203 Sou Myrtle
Avenue, Clearwater, FL 33756 (the "Property"). The grant is intended to provide .r a roof
replacement (the "Project") as further detailed in the Applicant's grant application an • Project
description; and
WHEREAS, the Plan also states that the City of Clearwater ("the Cit, ') shall
encourage a vibrant and active public realm, recreation and entertainment opportu ities and
support the community and neighborhoods; and
WHEREAS, the Applicant intends to make improvements to the Prope in the
Downtown area for commercial use; and
WHEREAS, the Agency finds that providing financial assistance for redev
of blighted property is a permissible expenditure under the Agency's approved bap
the Act; and
lopment
get and
WHEREAS, the Agency finds that the 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:
L 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
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compliance with the Application, all to incentivize improvements to the area, and
the aesthetic and useful enjoyment of the Downtown through the eradication of c
of blight, all in accordance with and in furtherance of the Plan and as authorize
in accordance with the Act.
II. APPLICANT WARRANTIES AND RESPONSIBILITIES
.
1. Development of the Project. The Applicant shall complete the P
substantial compliance with the Program and the Application. The Applicant mus
a "Certificate of Occupancy or Certificate of Completion" within three hundred
(365) calendar days from the date of the executed grant agreement. After the s
hundred sixty-five (365) days, the grant will expire. An extension for the grant fu
be granted by the Director for a good cause. It is the responsibility of the Ap•
request an extension of the grant approval before the expiration date.
2. Applicant's Project Contribution. As a condition of receiving reimbursem
funding from the Agency, the Applicant shall provide required document
disbursement as stated in the grant program guidelines under Section 7. The
shall contribute eleven thousand two hundred fifty-three dollars and 20/1
($11,253.20) in monetary contribution toward the Project. Evidence of expen
Applicant's contribution towards the Project shall be submitted to the
satisfaction before disbursement of the Agency's grant funding. Notwithstan
foregoing, the Director may allow initial project deposits or other necessary dra
fifty percent (50%) of the grant amount, to be paid directly to a City/CRA a
licensed contractor/vendor.
0
3. Warranties of the Applicant. The Applicant warrants that all the
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 accorda
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
code violations). This requirement may be waived by the Director if tl
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 indep
owned and operated local business.
g. If the business is independently owned and operated franchise, other fi
locations associated with the same brand must ONLY be located within the rr
boundary of the City.
i. The proposed business on the property must make independent d
regarding its name, signage, brand, appearance, purchasing practice
and distribution, and must be solely responsible for paying its own rn
improve
nditions
by and
oject in
receive
ixty-five
id three
ds may
licant to
nt grant
tion for
pplicant
0 cents
►iture of
g g he
s, up to
. proved
ollowing
ice with
building
e work
ndently
anchise
Municipal
cisions
>, hiring,
rtgage,
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rent, marketing, and other business expenses without assistan• from a
corporate headquarters outside of the City limits.
h. *The owner of the Property is the Applicant, unless the owner authorizes usiness
owner occupying the property by a valid lease to undertake improveme t on the
property. Owner means a holder of any legal or equitable estate in the •I-emises,
whether alone or jointly with others and whether in possession or not shall clude all
individuals, associations, partnerships, corporations, limited liability comp : ies and
others who have interest in a structure and any who are in possession control
thereof as agent of the owner, as executor, administrator, trustee, or gua • i n of the
estate of the owner. For the purposes of this application, the total Agency g nt value
that an owner has received over such period shall be the combined val , in the
twelve (12) month period immediately preceding the submission of an appl ation for
this program, of: (1) the amount of Agency grant funds that the appl nt has
received; (2) the amount of Agency grant funds that any holder of legal e in the
subject property other than the applicant has received; and (3) if a busin - s entity
holds legal title in the subject property, the total amount of Agency gr: t funds
received by any directors, members, partners, shareholders, any othe . 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 - eligible
costs up to twenty thousand eight hundred ninety-eight dollars and 72/1 cents
($20,898.72) ("Grant Funds") as provided under the Program, payable within i 0) days
after receipt of a fully completed reimbursement request after verification by th - Agency
that the Project has been completed and evidence that the Applicant has actual) ncurred
these Project costs to the satisfaction of the Director. The Director may allow ea 1 er draw
requests of Grant Funds to approved licensed contractors in accordance ith the
Program where applicable.
The Director retains sole discretion to determine whether the Project -ets the
requirements of this Agreement or the Program and Application. If the Director d =t- rmines
that the Project does not meet said requirements, then the Parties agree hat the
Director's decision is final, the Agency shall not owe any monies to the Applica t for the
requested reimbursement, and the Applicant shall have no recourse against th- gency.
IV. APPLICANT DEFAULT
1. Failure to Complete Project Work. If the Applicant fails to receive a "Ce ificate of
Occupancy or Certificate of Completion" within three hundred sixty five (365) alendar
days form the date of the executed grant agreement in substantial compliant ith the
Program and the Application then the Parties agree that the Applicant shall be default
under this Agreement, this Agreement shall immediately become null and voi , and the
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Agency will have no further responsibility to the Applicant, including but not limi d to the
responsibility to tender the reimbursement funds to the Applicant. An extensi for the
grant funds may be granted by the Director for good cause if the Applicant bmits a
written request for such an extension before the expiration of the three hundred ixty-five
(365) day period.
2. Other Events of Default. In addition to the foregoing events of de ult, the
occurrence of any one or more of the following events after the Effective Date . all also
constitute an event of default by the Applicant:
A. The Applicant shall make a general assignment for the benefit of its editors,
or shall admit in writing its inability to pay its debts as they become du or shall
file a petition in bankruptcy, or shall be adjudicated a bankrupt or ins • vent, or
shall file a petition seeking any reorganization, arrangement, co liosition,
readjustment, liquidation, dissolution or similar relief under any p isent or
future statute, law or regulation or shall file an answer admitting, or hall fail
reasonably to contest, the material allegations of a petition filed again •t it in any
such proceeding, or shall seek or consent to or acquiesce in the ap• intment
of any trustee, receiver or liquidator of the Applicant or any materia part of
such entity's properties; or
B. Within sixty (60) days after the commencement of any proceeding by against
the Applicant seeking any reorganization, arrangement, co 4►osition,
readjustment, liquidation, dissolution or similar relief under any p :sent or
future statute, law or regulation, such proceeding shall not ha been
dismissed or otherwise terminated, or if, within sixty (60) days - ' er the
appointment without the consent or acquiescence of the Applican of any
trustee, receiver or liquidator of any of such entities or of any materia l part of
any of such entity's properties, such appointment shall not have been vacated.
C. A breach by the Applicant of any other term, condition, requirement, or warranty
of this Agreement or the Policy.
3. Agency's Remedy Upon Certain Applicant Default. In the event of def- It and if
the Applicant has failed to cure the default within the allotted time prescrib - . under
Section IV(4), then the Parties agree that: a) this Agreement shall be null and vo •; b) that
the Agency will have no further responsibility to the Applicant , including the res • nsibility
to tender any remaining reimbursement funds to the Applicant; and c) that if th Agency
has tendered reimbursement funds to the Applicant, the Agency shall be entitl - to the
return of all reimbursement funds plus default interest at a rate of ten perc . t (10%)
starting from the date of default.
4. Notice of Default and Opportunity to Cure. The Agency shall provide writt- notice
of any default under this Agreement and provide the Applicant thirty (30) days om the
date the notice is sent to cure the default if it is an event listed under Sections I (' ). This
notice will be deemed sent when sent by first class mail to the Applicant's notic: =ddress
or when delivered to the Applicant if sent by a different means.
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V. MISCELLANEOUS
Notices. All notices, demands, requests for approvals or other communicatios 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:
To the Applicant:
Alaska Shellgm, LLC
203 South Mrytle Avenue
Clearwater, FL 33756
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 0
c
2. Unavoidable Delay. Any delay in performance of or inability to perform any
obligation under this Agreement (other than an obligation to pay money) due to a y event
or condition described in this 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
combination thereof: acts of God, acts of the public enemy, riot, insurrectc
pestilence, archaeological excavations required by law, unavailability of materia
imely ordering of same, building moratoria, epidemics, quarantine restrictions
mbargoes, fire, lightning, hurricanes, earthquakes, tornadoes, floods, e
.bnormal and excessively inclement weather (as indicated by the records of t
eather bureau for a five year period preceding the Effective Date), strikes
• isturbances, delays due to proceedings under Chapters 73 and 74, Florida
restoration in connection with any of the foregoing or any other cause bey
reasonable control of the party performing the obligation in question, including,
limitation, such causes as may arise from the act of the other party to this Agreer
cts of any governmental authority (except that acts of the Agency shall not cons
Unavoidable Delay with respect to performance by the Agency).
or any
n, war,
Is after
freight
tremely
ie local
�r labor
tatutes,
end the
without
Hent, or
itute an
An application by any party hereto for an extension of time pursuant to this Section
ust be in writing, must set forth in detail the reasons and causes of delay, and must be
iled with the other party to this Agreement within thirty (30) days following the occkarrence
f the event or condition causing the Unavoidable Delay or thirty (30) days follo+ing the
arty becoming aware (or with the exercise of reasonable diligence should have become
:ware) of such occurrence.
Page 6of11
The party shall be entitled to an extension of time for an Unavoidable De
for the number of days of delay due solely to the occurrence of the event or c
causing such Unavoidable Delay and only to the extent that any such occurrence
delays that party from proceeding with its rights, duties and obligations un
Agreement affected by such occurrence. In the event the party is the Applicant
Director is authorized to grant an extension of time for an Unavoidable Delay fo
of up to six (6) months. Any further requests for extensions of time from the
must be agreed to and approved by the Agency's trustees.
3. Indemnification. The Applicant agrees to assume all risks of inhere
Agreement and all liability therefore, and shall defend, indemnify, and hold harm
Agency and the City of a Clearwater, a municipal corporation ("the City"),
Agency's and the City's officers, agents, and employees from and against any
claims of loss, liability and damages of whatever nature, to persons and p
including, without limiting the generality of the foregoing, death of any person an
the use of any property, except claims arising from the negligence of the Agency
or the Agency's or the City's agents or employees. This includes, but is not lin
matters arising out of or claimed to have been caused by or in any manner relatE
Applicant's activities or those of any approved or unapproved invitee, coi
subcontractor, or other person approved, authorized, or permitted by the A
whether or not based on negligence. Nothing herein shall be construed as ccr
the Agency or the City to be sued by third parties, or as a waiver or modificatio
provisions or limits of Section 768.28, Florida Statutes, or the Doctrine of Sc
Immunity.
4. Assignability; Complete Agreement. This Agreement is non -assignable k
party and constitutes the entire Agreement between the Applicant and the Agenc
prior or contemporaneous oral and written agreements or representations of an
ith reference to the subject of the agreement are canceled and supersed -
provisions of this agreement.
5. Applicable Law and Construction. The laws of the State of Florida shall go
alidity, performance, and enforcement of this Agreement. This Agreement h
negotiated by the Agency and the Applicant, and the Agreement, including,
limitation, any exhibits, shall not be deemed to have been prepared by the Agen
pplicant, but by all equally.
6. Severability. Should any section or part of any section of this Agree
rendered void, invalid, or unenforceable by any court of law, for any reason,
•etermination shall not render void, invalid, or unenforceable any other sectio
part of any section in this Agreement.
7. Amendments. This Agreement cannot be changed or revised except b
amendment signed by the Parties hereto.
lay only
ondition
actually
der this
then the
period
pplicant
in this
less the
and the
and all
roperty,
i loss of
:he City,
sited to,
d to the
tractor,
pplicant
sent by
n of the
vereign
y either
and all
nature
by the
ern the
s been
without
y or the
ent be
such a
or any
written
Page 7 of 11
8. Jurisdiction and Venue. For purposes of any suit, action or other p .ceeding
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 .tate of
Florida, Pinellas County and the courts thereof and to the jurisdiction of the Unit • States
District Court for the Middle District of Florida, for the purposes of any suit, actio or other
proceeding arising out of or relating to this Agreement and hereby agrees not t. assert
by way of a motion as a defense or otherwise that such action is brou. t in an
inconvenient forum or that the venue of such action is improper or that the subj- at matter
thereof may not be enforced in or by such courts.
If, at any time during the term of this Agreement, the Applicant is not a r ident of
the State of Florida or has no office, employee, agency, registered agent o general
partner thereof available for service of process as a resident of the State of FI • r da, or if
any permitted assignee thereof shall be a foreign corporation, partnership or of r entity
or shall have no officer, employee, agent, or general partner available for s rvice of
process in the State of Florida, the Applicant hereby designates the Secretarylf State,
State of Florida, its agent for the service of process in any court action between and the
Agency arising out of or relating to this Agreement and such service shall be ade as
provided by the laws of the State of Florida for service upon a nonresident; • ovided,
however, that at the time of service on the Florida Secretary of State, a cop of such
service shall be delivered to the Applicant at the address for notices as provided i Section
V(1).
9. Termination. If not earlier terminated as provided in this Agree -nt, the
term of this Agreement shall expire, and this Agreement shall no longer be of : y force
and effect on two years of the anniversary Effective Date.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be execut , on the
date and year first above written.
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Approved as to form:
/'4;
(AGENCY SIGNATURE PAGE)
Matthew J. Mytych, Esq.
CRA Attorney
Date: %pa/ as
COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF CLEARWATER, FLORIDA, a public
body corporate and politic of the State of Florida.
By:
JeswNino/
CRA Director
Date: (51Z's
Attest:
'Rosemarie Call
City Clerk
Date: (/01A(A--C
RPOR .Cu}.
q7- :r2 =
v
441 asitittit0
Page 9of11
(APPLICANT SIGNATURE PAGE)
Alaska Shellgm, an Alaskan limi
liability company, as trust- : of th
GCE Myrtle Land Trust.
ed
e
By:
Print nar1e: T ►1Q.
Title: e)f\
ro
Date: /0
STATE OF FLORIDA )
COUNTY OF PINELLAS )
The foregoing instrument was acknowledged before me by means • hysical pr
o online notarization, this 10 day of S,ct.Ncxx,r , 2025 by
as O ,r of Akid= `lcqkeA who ❑ is/are persona know
o who has/have produced a driver's licens'd as identification.
sence or
Notary Public State of Florida
Joanne M. Kagan
inAdmi
My Commission NN 562835
Explrns 612012028
se ye
(NOTARIAL SEAL)
tary Public, S
me of Notary:
Commission
My Commission
t- of F • ida
Expires: sr1201
No.: M 19'% a � 3
0 - or
Page
0 of 11
Exhibit "A"
NO COERCION FOR LABOR OR SERVICES ATTESTATION
Pursuant to Section 787.06(13), F.S., this form must be completed by an
representative of a nongovernmental entity when a contract is executed, re
extended between the nongovernmental entity and a governmental entity.
787.06, F.S.
does not use coercion for labor or services as defined i
Under penalty of perjury, I declare that I have read the foregoing statement an
facts stated in it are true and correct. (�
Signature: ,4V2 -VI,
Printed Name: /1g.0 irk; l n p (2 , r L�
Title: (l j V / J
Date: 10 g
Pag
icer or
wed, or
Section
that the
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