DOWNTOWN COMMERCIAL GRANT AGREEMENT - DTC-C-25-22 (2)DOWNTOWN COMMERCIAL GRAN)(' AGREEMENT
DTC -C-25-22
This Downtown. .Commercial Grant Agreement (this "Agreement") is made as of,
and between the COMMUNITY REDEVELOPMEIYf AGENCY OF THE
CITY OF CLEARWATER, FLORIDA, a public body corporate and fiolitic of the State of Florida
created pursuant to Part IIT, Chapter= 163, Florida Statutes (the "Agency"), and KRC )3USINESS
ENTERPRISES LL,C, a Florida limited liability company) (the "Applicant") (collectively the
Agency and Applicant.are the, "Parties").
WITNESSETH:
WHEREAS, the Agency v,.as created to implement the community redevelopment activities
in the Florida Community l edeveloptnent Act of 1969' (the "Act") codified at Chapter 163, PurII1,
Florida Statutes•, end
WHaREAS, § 163.387(15)(e)4, Florida Statutes .prpvidca that tho budget of a community
redevelopment agency may provide for clearance and preparation of any redevelopr'nent arca for
redevelopment; and
WHEREAS, ,§ 163.387(6'Xc)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 nccesary to exercise the powers granted to a Community redevelopment agency
under § 163370, Florida Statute;and
W-ICRFAS, § 163.370(2)(a), Florida Statutes provides that one such -power is the ability, to
make and execute contracts and other instruments' nceessaxy or bbnvenient to the exercise of a
community redevelopment agency's exercise of its power under the Act; and
WHEREAS, another such power is found in § 163.370(2)(c), Florida,Statutesvhich provides
that a community redevelopinerit agency may undertake and party but comrnunity.redevelopment and
related -activities, within the conitnunity redevelopment afea; and
WHEREAS, Objective lE of the Clcarcvator Community Redevelopment Area Plan (the
"Plan") provides that Cleveland. Street is Dovkntown Clearwatcr'sr(the "Downtown's") main street
and valued for -its histtc character and pedestrian scale; and
WI1ERJ- AS, Objective 1T) of the Plan provides that the .Agency will encourage a variety of
office -intensive businesses, including finance and insurance, IT/software, professional Services and
midi ail to relocate and expand in Downton toprovide astable employment center; and
WHEREAS, Objective 30 of the Plan provides that the Agency will create and activate space
to work ns a signature destination, including civic plicas, 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 avariety ofbui1dip forms and style.
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WHEREAS, Objective 4D of the Plan provides, -that the Agency will encourage renovation,
restoration, and rouse of existing historic structures, to maintain the character of the Downtown's
neighborhood; and
V HEREAS, on August 12, 2024, tho Agency's floard of Trustees approved the Downtown
Commercial Grant Program (the "Program") with the goals of reducing blight and activate,
commercial spaces with uses that aspire to genorato creative and innovative .gathering spaces,
walkable pedestrian thoroughfares, and increased overall activity. This program can also help a
business or developer "Oast the gap" in their ftnim ial ability to meet the $bats ofthe Agency's Arra
Plan; .and
WHER1:AS, the Agency has approved Sixty-n#ne thousand one hundred twenty-five dollars
and 03/100 cents ($69,125.03) in financial assistant under the Program to provide improvement,
assistance to the property located at 215 S. Myrtle Ave. Cleanvatet, FL 337.56 (the "Propclty'').
The grunt is intended to provide for a mot replacement (the "Project") as ,further detailed in the
Applicant's grant application and plan specifications attached hereto as Exhibit "W' .acid
WHEREAS, the Plan also states that the City of Clear ater (fie City") shall encourage a
vibrant arid active public realm, re erection and entertainment opportunities and support the
community and noighborhoOs; and
W11E1' .EAS,.' he Applicant intends to make improvements to the Property in the Downtown
arca for commercial use; and
WHEREAS. the Agency finds that providing fuuwcial 'assidnnce for redevelopment of
blighted property is a permissible expenditure -under -the Agency's approved budget and the Act and
RrHEREAS, 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, 'MER ORE, in considciation of the mutual. promises mid covenants contained
herein, the parties hereby agree as follows:
1. GENERAL
L Recitals. The foregoing recitals are true and oor_tect.and are incorporated in and form a
part or -this Agreement.
2.. intent; Ptntpose of Agreement. The purpose of .this Agreement is to further the
implerrlentation 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 lrhprovemcnts to the arca, and improve the aesthetic and useful
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enjoyment of the Downtown through the eradica(ion of conditions bf blight, all in accordance with
and in furtherance of the_Plan and as authorized by and in accordance'with the Act.
I1. APPLICANT WARRANTIES AND RESPONSrf1LrES
1. Development of the Project The Applit nt shall c oniplete the Project in accordance with
the grant application and plan, specifications attached as hereto as Exhibit "13". The Applicant shall
cotnplctc all Project work Within three hundred and sixty-five (365) days from .the date of
application approval. Such completion shall be evidenced by receipt of a Finding of Project
Completion front the Agency. A Finding of Project Completion shall be granted in accordance
with the criteria contained in the Agency's Commercial Grant Program Policy attached hereto as
Exhibit "A" (the "Policy"). For purposes of this Agreement, the date of application approval shall
be the EiTcctive pate.
2. Appiicaot's Project contribution., As a condition of receiving rei.mbur-kmcnt grant
Funding from the Agency, the Applicant shall provide required documentation for disbursement as
stated in the grant program guidelines under Section 7. The Applicant shall contribtite thirty-seven
thousand two hundred twenty-one dollars and 17/100 cents.) (537,221.17) in monetary
conte ibution toward the Project. Evidence of expenditure of Applicant's contribution towards the
Project shall be submitted to the Agency's satisfaction before dishursement of the agency's grant
funding. Notwithstanding the foregoing, the Director may allow initial project deposits or other,
necessary draws, up -to fifty percent (50%) ,of the grant amount, to be paid directly to a City/CRA
approved licensed contractor/vendor.
3 Warrainties pf the Applicant, The Applicimt warrants that all the following qualifications have
been met:
a The Applicant is the property'owncr or cominrrcialibusiness tenanL
b. The business -must be an allowable use on the subjectiprepe ty in accordance With the City's
Community Developntent'.Code among other. applicable codes.
c. Must be current in all property'tares and City business fees
ci. Must be in good standing with the city no outstanding code enforcement or building code.
violations). "leis requirement may be waived by the Diii ctor 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 bµ'siness.
g. If the business is. independently -owned and opera ted franchise, other franchise locations
associated with the same brand must ONLY be located within the municipal boundary of the
City.
h. The owner of the property shall be the Applicant, unless the owner authorizes a for-profit
business owner occupying the property by a valid lease to undertake. improvements on the
property. Owner of property ("Owner') Means a holder of any legal or equitable estate in
the property, whether alone or jointly with others at rid whether in possession qr not shall
include all individuals,,associations, partnerships. corporations, limited liability companies
and others who have interest in a structure and any wbo are in possession of control thereof
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as agent of the owner, as executor, administrator, trustee, or guardian of the Mate of the
owner. Owners that ate NOT leasing commercial space to nor can be classified as for-profit
businesses shall be ineligible fot grant funding assistance under this program. Mobile
vendors are also ineligible for assistance.
III. AC F,NCY RESPONSIBILXTIES
1. Grant Funding,. The Agency shall reimburse the Applicant for the Project's eligible costs
up to sixty-nine thousand tone hundred twenty-five dollars ando-3/100 cents) (569,125.03,) ("grant
Funds") as provided under the 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 thc satisfaction of the
Director.
2. Notwithstanding Paragraph 1 of this section, The Agency's director (the "Director") may
allow 'earlier diaw requests of the Grant Funds to the Applicant or to any approved licensed
contractors or vendors in accordance with the Policy. however, the Grant Funds disbursed in this
manner shall not be disbursed more frequent y than oiicc every thirty (30) days. The Parties
understand and agree thatnothing in this Agreement creates any contractual relationship between
the Agency and any contractor or vendor and the Agency Shall not be liable for any monie.s owed
to any contractor or vendor. The ability of the Agericy to pay the contractor or Vendor directly is
only for the sake of convenience to the Applicant and the Applicant remains exclusively liable for
any funds owed .to the contractor or vendor.
3. The Director .retains sble discretion tb deltrmino tvhcthcr the Project meets the
requirements of this Agreement or the Program and Application. if the.Dfrector determines that
the Project does not meet said requirements, then the Parties_ngree that the Director's decision is
final, the Agency shall,not owe any monies to the Applicant tor the requested reimbursement, and.
the Applicant shall have no recourse tigainst the Agency.
N. 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 (3b5) calendar days form
the date of the executed grant ugret:ment in substantial compliance with thc Program and the
Application thcn the P arties-agrce that the Applicant shallbe in default under this Agreement, this
Agrceancnt shall immediately become ,null and void, and the Agency will have no further
responsibility to the, Applicant, including but not limited to the respon,sibility 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 Appl.icatit submits a written request for such an extension before the
expiration of the three hundred sixty-five (365) day period, •
2 Other I;vcr►ts o1 Def{lult, In addition t� the foregoing events of default, the ocCurrencc of
any one or more of the following events after Eft -alive Date stall also constitute an event of
default by the Applicant:
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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 u4judicatcd a bankrupt or, insolvent, or shall file a petition
seeking any reorganization, lurangement, •composition, readjustment, liquidation,
,dissolution or similar relief under any present -or future $tatuife, Iaw or rcgUlation, or
shall file an ens er admitting,- or shall fail reasonably to contest, the material
allegations of a petition filed against it in any such proceeding, or shal_I seek or consent
to or.ucquiescc in the appointment Of any trustee, receiVor dr Liquidator of the Applicant
or any material part of sugh entity's properties; or
13. 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 sixth (60) days after the'appbintment without the consent or acquiescence of
the Applicant of any trustee, ,tcceiver or liquidator of any of such entities or of any
materiel] part of any of such entity's prgpertics, such appointment shall not have been
vacated.
C.
A breach by the Applicant of any other term, condition, requirement, qr warranty of
this Agreement or the Policy,
3. .Agency's Rnrnetiv Uribn Certain Applicant Default, In the event of defatilt and if the
Applicant has iitiled to cure the default within the allotted time, prescribed under Section 1V(4),
then the,Parties agree that:, a) this Agreement shall lie null and void; ,b) that= the Agency will have
no further responsibility to the Applicant, including the responsibility to tender any remaining
reitribursemerit funds to the Applicant: and c) that if the Agency has -tendered rcirnbursemcrlt funds
to the Applicant, the Agency shall be entitled to the retum oral' reimbursement funds plus default
interest at a rate of ten percent (10%) starting from the date of default. The remedial provisions
shall survive the termination of this Agreement.
4. ,Ngtirc of Default and -Opportunity to Cure. The Agency shall provide written notice of
any default under this Agreement and provide the Applicant thirty (39) days from the date the
notice is sent to cure the default if it is an event listed under Sections IV(2). This notice will be
deemed sent when scut by fi'rst'class mail to the Applicant's notice address or when delivered to.
the Applicant if sent by a different means.
V. MTSCET,YANEQUS
1. Notices. All notices,; demands, requests fQY approvals or other communications'givcn by either'
party to another shall be in writing, and shall be sent to the property 'breach party indicated
below and addressed us follows:
To the Applicant:
KRC $usincss gnterpriscs, •LX.0
10 Eagle Ln. •
Palm Harbor, FL 34683
'fa' the Agency;
Community A.edevelopment Agency of
the City of Clearwater
' P,O. Box 4748
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Attention: Executive Director
with copies te:
City of Clearwater
13,0, 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
under this Agreement (other than an obligation to pay money) due to- any 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 or any Combination
thereof: acts of God, acts of the, public enemy, riot, insurrection, war, pestilence, archaeological
excavations required by law, unavailability of materials-a.ter timely ordering of Same, building
moratoria, epidemics, quarantine restrictions, freight embargoes, Bre, lightning, hurricanes,
earthquakes, tornadoes, floods,_ each cutely abnormal and excessively inclement weather (as
indicated by the records of the local weather bureau tor a five year period preceding the Effective
Date), ,strikes or labor disturbances, delays due to proceedings under Chapters, 73 and 74. Florida
tati►tes, restoration in connection with 'any of the foregoing or any other cause bcyohd the
reasonable control of ate party performing the obligation in question,lncludMg. without limitation,
such causes as May mise from the act of the other party to this Agreement, or acts of any
governmental authority (except that acts of the Agency shall not constitute an Unavoidable Delay
�1ith respect to performance by the Agency).
An application by any putty hereto for an extension of time pursuant to this Section must
be in writing, must set forth in detail the rcas6ns and causes of delay, sand must be filed with the
other party to this. Agreement within thirty (30) days following the, occurrence of the event or
condition causing the Unavoidable Delay or thirty (30) dtiys following the party becoming aware
(or with the exercise of reasonable diligence should have become aware) of sutd-t occurrence.
The party shall be entitled to an extension of titne for an Unavoidable Delay only for the
number of hays of delay dile solely to the' ooeurrence of the event or condition causing such
Unavoidable Delay and only to the extent that any such occurrence actually delays that_party from
proceeding with its rights, duties and obligations under this Agreement affected by such
occatrencc In the event the party is the Applicant then the Director is authorized to grant an
extension of time 'for an Unavoidable Delay for a period of up, to six (6) months. Any further
requests for extensions of timefmm the Applicant must be agreed to and approved by the Agency's
tn,stecs.
3. Indemnification. .'fhc Applicant agrees to assume'sall 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")? end the Agency's and the City's officers,
agcnis3 and employees from and against any and all claims df'loss, liability and damages of
whatever nature; to persons and propetty, including, without limiting the generality of the'
foregoing, death of any person and loss of the use or any property, except olairns arising from tho
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negligence of the Agency, the City, or the Agency's or the City's agents or employees. This
includes. hut is not limited to, matters arising out of or claithed 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 herelnshall be construed as consent by the Agency
or the City to be sued by third parties, or as a waiver or modi5bation of the provisions or limits of
Section 768.28, Florida Statutes, or the Doetrine of Sovereign Immunity.
4. Assignability; ComPlete Agreement. This .Agreement is non-agsignable by either party
and constitutes the entire Agreement between tho Applicant and the Agency arul all prior or
contemporaneous oral and written aveements or representations' of any nature with refcrenceto
the subject of the agreement are canoc]cd and stiperseded' by the provisions o,f thiS agreernent.
5. Applicable. taw and ConStruction. The laws of the State. of Florida shall govern the
validity, pet fon-Mince, and enforcement of this Agreement. This Agreement has been negotiated
by the Agency and the Applicant, and the Agreement, including, witlu)ut limitation, any exhibits,
shall not be deemed. to have .been prepared by the Agency or the Applicant, but by all equally.
6. .5ever1ility.,. Should any section or part of any section of this Agreement be rendered vqid,
invalid, or unen Forceable by any court of law, for any reason, such a determination shall not render
void, invalid, or unenforetrable any other sexlion or any part or any section in this Agreement.
7. Arnendments. This Agreement cannot be Changed or revised except by written amendrtient
signedby the Parties hereto.
8. Jurisdiction aed Venue, For purposes of any snit, action or other peoceeding arising out uf
or relating, to this. Agreement, the parties hereto de acknowledge, 'consent, arid agree that venue
thereof is Pinellas Count, 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 th'c United States District Court
for the Middle District of Plea idn, for the Purposeof any suit, action or other proceeding arising
out o ror relating to this Agreement end hereby agrees.not to a.s.-sert by way of a motion as a defense
or othciwise that such action is brought.in an inconvenient Torurn or that the venue of such action
is improper or that the subject matter thereof may riot be enforced in or by such courts.
11, al any time during the term of thiS Agreement, the Applicanj. is not a resident of thc
State of Floridu :or has no pffice, employee, agency, registered agent or general partner thereof
available for service of process as a nesident of the State of*Florida, or if any permitted 'assignee
thereofshall be a foreign corporation, partnership or bther entity or shall have no officer, employee,
agent, or general partneravailable for service of process in the State of Florida, the Applicant
hcrebydesignates the Secretary of State. State of Florida,- its ag,ent far the service of process in any
court 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 tenresident;
provided, however, that at the time of service on the Florida Secretary of State, a copy of.such
sex vice shell be delivered to the Applicani at the address for notices as provided in Section V(1).
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9. Termination. If not earlier terminated as provided in this Agreement, the tcm n of
this Agreement shall expire, and•this Agreement Shall no longer be of any force and effect on
two years otthe anniversary Effective Date.
IN WITNESS W}II;REOF, the Parties havecaused this.Agrecment to be executed.on the date and
year Cost above written.
(AGENCY SIGNATURE PAGE)
COMMUNITY REDEVELOPMENT AGENCY OP
THE CITY OF CLEARWATER, FLORIDA, a public
body corporate and politic of the State Of Florida.
Approved as to corm: Attest:
Matt.he* J. Mytych, Esq.
CRA Attorney
Date:
13y:
Date:
Jesus mo
CRA Director
(4z'
'(D1: Rose.
City Clerk
Date: ID. 9.►9►'9t(o
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(APPLICANT SIGNATURE PAGE)
KRC Business Enterprises LLC,
a Florida limited liability company,
By:
Print nam
Title: eD-101 ice'
Date: 1Oct
STATE OF FLORIDA )
COUNTY OF PINELLAS )
The forgoing instthment was acknowledged before me by means g pliysicai. presence or 0 online
notariaation, this L' day of ,( , 2026 by vi Arno- t`� ).d.. -D, as
o ( of 91.15 (k V�d' who -is/are personally lmown to me or 0 who
has/have produced a driv'er's License as Identification.
(NOTARIAL SEAL)
Public, $ta
of Notary:
omrdission Expires
My 'Commission No.:
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EXHIBIT "A"
COMMERCIAL GRANT. PROGRAM POLICY
Page 10 of 12
KBIT 'Jr
GRANT APPLICATION AND PLAN SPECIFICATIONS
Page 11 of 12
CI�IBIT "C"
NO COERCION FOR LABOR OR SERVI(FS ATTESTATION
-Pursuant to Section 187. )6(13), F.$., this form must be completed by an officer or representative
of a nongovernmental entity vhen a Contract is executed, renewed, or extendezi between the
nongovernmental entity and a governmental entity.
KRC BUSINESS ENTERPRISES LLC docs not Ilse coercion for labor or services as defined in
Section 787.06, F.S.
Under penalty of perjury, I declare that I ve read the foregoing statement and that the facts stated
in it are true and coirect.
Signature:
Printed Name:
Title:
Aute,
•
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