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HomeMy WebLinkAbout2013-12-04 CRA Board Regular Meeting Agenda AddendumADDENDUM CITY OF DANIA BEACH COMMUNITY REDEVELOPMENT AGENCY REGULAR MEETING WEDNESDAY, DECEMBER 4, 2013 – 6:00 P.M. ANY PERSON WHO DECIDES TO APPEAL ANY DECISION MADE WITH REGARD TO ANY MATTER CONSIDERED AT THIS MEETING OR HEARING WILL NEED A RECORD OF THE PROCEEDING, AND FOR SUCH PURPOSE MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDING IS MADE WHICH RECORD INCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. LOBBYIST REGISTRATION IS REQUIRED. PRIOR TO ENGAGING IN ANY LOBBYING ACTIVITIES, WHETHER OR NOT COMPENSATION IS PAID OR RECEIVED IN CONNECTION WITH THOSE ACTIVITIES, EACH LOBBYIST SHALL FILE WITH THE CITY CLERK AN ANNUAL REGISTRATION STATEMENT AND PAY AN ANNUAL ONE HUNDRED DOLLARS ($100.00) REGISTRATION FEE FOR EACH PRINCIPAL OR EMPLOYER. REGISTRATION FORMS ARE AVAILABLE IN THE CITY CLERK'S OFFICE, OR ON THE CITY WEBSITE: WWW.DANIABEACHFL.GOV. (ORDINANCE #2012-019) IN ACCORDANCE WITH THE AMERICANS WITH DISABILITIES ACT, PERSONS NEEDING ASSISTANCE TO PARTICIPATE IN ANY OF THESE PROCEEDINGS SHOULD CONTACT THE CITY CLERK’S OFFICE, 100 W. DANIA BEACH BOULEVARD, DANIA BEACH, FL 33004, (954) 924-6800 EXTENSION 3624, AT LEAST 48 HOURS PRIOR TO THE MEETING. IN CONSIDERATION OF OTHERS, WE ASK THAT YOU: A. PLEASE TURN CELL PHONES OFF, OR PLACE ON VIBRATE. IF YOU MUST MAKE A CALL, PLEASE STEP OUT INTO THE ATRIUM, IN ORDER NOT TO INTERRUPT THE MEETING. B. IF YOU MUST SPEAK TO SOMEONE IN THE AUDIENCE, PLEASE SPEAK SOFTLY OR GO OUT INTO THE ATRIUM, IN ORDER NOT TO INTERRUPT THE MEETING. 5. CONSENT AGENDA 5.5 Approve Merchant Assistance Program (1) Program Grant Agreement, (2) Demand Promissory note, and (3) Declaration of Restrictive Covenants documents Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 2 of 18 Memo To: CRA Board From: Jeremy Earle, Executive Director CC: Date: December, 2nd 2013 Re: Merchant Assistance Program Agreements Greetings DBCRA Board members, In order to foster greater accountability from those who are approved for a Merchant Assistance Program grant, attached you will find documents that are very similar to the ones that a Façade Program Grantee has to sign. The documents are as follows: 1. Program Grant Agreement 2. Demand Promissory note 3. Declaration of Restrictive Covenants. Once approved by the DBCRA Board, these documents will have to be signed by all of the approved Merchant Assistance Program grantees. Action Requested Motion to approve Merchant Assistance Program (1) Program Grant Agreement, (2) Demand Promissory note,(3) Declaration of Restrictive Covenants. Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 3 of 18 MERCHANT ASSISTANCE PROGRAM GRANT AGREEMENT (Name of Business) Contract No. THIS MERCHANT ASSISTANCE PROGRAM GRANT AGREEMENT (the “Agreement”) is made and entered into by and between the DANIA BEACH COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic, under Part III, Chapter 163, Florida Statutes, with an address of 100 West Dania Beach Blvd., Dania Beach, FL 33004 (the “CRA”), and , with an address of _____ , (City) __ , Florida (the “GRANTEE”). WITNESSETH: WHEREAS, the CRA undertakes activities for redevelopment and to remedy blight in the Community Redevelopment Areas of the City of Dania Beach, Florida; and WHEREAS, the CRA has as a primary goal to provide interior renovations that have a substantial visual impact; and WHEREAS, in furtherance of its goals, the CRA adopted Redevelopment Incentive Programs to provide grants to eligible recipients, subject to funding availability; and WHEREAS, for approved projects located within the targeted redevelopment areas, the CRA may provide a Merchant Assistance Grant of up to $15,000; and WHEREAS, visual improvements must be a minimum of 30% of total grant ($4,500.); and WHEREAS, branding, marketing and public relations plans/campaigns./collaterals may not exceed 30% of total grant ($4,500); and WHEREAS, operational equipment and supplies may not exceed 20% of total grant ($3,000); and WHEREAS, Consultant fees may not exceed 20% of total grant ($3,000); and WHEREAS, the CRA wishes to enter into an agreement with the GRANTEE, as the owner of the real property located at , Dania Beach, FL 33304, to provide a Merchant Assistance Grant for interior improvements, consultant provided design, merchandising, advertising, promotion and related training of GRANTEE’s (commercial/retail) building and site which are currently occupied by (GRANTEE or other named entity), doing business as (hereinafter referred to as “Grantee’s Business”), and to define the relationship between the parties. Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 4 of 18 NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the value of which is hereby acknowledged by both parties, the parties agree as follows. SECTION 1. RECITALS The recitals set forth above are incorporated herein and made a part of this Agreement. SECTION 2. THE PROPERTY The Property is owned by GRANTEE. The property is located at address Dania Beach, Florida 33004, and is legally described as: Legal Description: . Property Control Number: . Together hereinafter referred to as the “Property”. GRANTEE shall provide proof of ownership of the Property and the status of the business, satisfactory to CRA, prior to disbursal of any funds by CRA. SECTION 3. THE GRANT 3.1 The CRA hereby awards GRANTEE a sum not to exceed Fifteen Thousand and NO/100 Dollars ($15,000.00) (the “Grant”). The full amount of the Grant shall be used solely for Interior improvements, increasing sales through design, merchandising and marketing techniques. The award of the Grant and the use of all Grant funds shall be governed by the Dania Beach Community Redevelopment Agency Merchant Assistance Program (“Grant Program”) and the completed Program Application attached and incorporated herein as Exhibit “A” as well as the Renovation Proposal attached and incorporated herein as Exhibit “B” (collectively, the “Scope of Work”). 3.2 The CRA’s obligation is limited to awarding the Grant. The CRA does not assume any liability for GRANTEE’s contractor, the renovation work performed on the Property, or their personnel decisions, business decisions or policies including, but not limited to, the hiring of staff, paying of staff salaries or the expenditure of overhead costs. 3.3 Changes in the Scope of Work may be approved, in writing, by the CRA’s Executive Director, in his sole and absolute discretion, during the Term of this Agreement. Requests for change must be in writing by the GRANTEE to the CRA Executive Director. Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 5 of 18 3.4 As security for GRANTEE’s performance hereunder, GRANTEE shall, in the discretion of the CRA’s Executive Director, execute a Promissory Note, a Restrictive Covenant and/or a Guaranty in favor of the CRA. These documents, along with this Agreement, constitute the “Grant Documents”. GRANTEE shall record, at its expense, the Restrictive Covenant in the Public Records of Broward County, Florida which shall remain in full force and effect until released as provided for herein. The Grant Documents shall be cancelled upon full compliance with the terms of said documents by GRANTEE. 3.5 All disbursements of the Grant proceeds shall be made on a lump sum, reimbursement basis according to the “Project Description” outlined in the Program Application. Grant funds may be used solely for interior capital improvements to the Property and are subject to the CRA’s receipt of documentation establishing prior payment by the GRANTEE of the total cost of all improvements. Documentation includes, but is not limited to, receipts, invoices, canceled checks, and such other documents as the CRA may require. Requests for reimbursements must be submitted in writing to the CRA Executive Director and shall include a letter summarizing the funding request. SECTION 4. INSURANCE 4.1 The Grant awarded to GRANTEE is subject to the following Insurance requirements: 4.1.1 The CRA’s receipt of an original certificate of insurance for the following types of insurance naming the CRA as an additional insured. 4.1.2 Worker’s Compensation insurance for all employees of the (Grantee’s) Business, as required by Chapter 440, Florida Statutes, as may be amended from time to time. 4.1.3 Public Liability insurance annually in an amount not less than $300,000.00 combined single limits per occurrence for bodily injury and property damage that lists the CRA as an additional insured. 4.1.4 The insurance coverage required must include those classifications listed in standard liability insurance manuals, which most nearly reflect the operations of the (Grantee’s Business). 4.1.5 Companies issuing all insurance policies required above must be authorized to do business under the laws of the State of Florida, and must hold a valid Florida Certificate of Authority as shown in the latest “List of All Insurance Companies Authorized or Approved to Do Business in Florida,” issued by the State of Florida Department of Insurance and be a member of the Florida Guaranty Fund. 4.1.6 Certificates of Insurance must provide that the (GRANTEE), will make no material adverse change, cancellation, or non-renewal of coverage without thirty (30) days advance written notice to the CRA. Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 6 of 18 SECTION 5. SCOPE OF WORK 5.1 GRANTEE shall only use the Grant funds in accordance with the Grant Program and the Program Application to complete the approved Scope of Work. 5.2 Any amendments to the Scope of Work desired by GRANTEE shall be submitted in writing to the CRA Executive Director. A proposed amendment must be accompanied by written justification and are subject to approval by the CRA Executive Director, in his sole and absolute discretion, in writing before the amendment becomes effective. SECTION 6. EFFECTIVE DATE, TERM, COMMENCEMENT AND COMPLETION DATES 6.1 The “Effective Date” of this Agreement shall be the date of execution by the last of the parties. 6.2 The Term of this Agreement shall begin on the Effective Date and shall end twenty four (24) months after the completion of the improvements. 6.3 After the Effective Date, the GRANTEE shall attain at least three (3) detailed written estimates from licensed and insured contractors, award the construction contract to the chosen contractor and secure all necessary construction permits. Within fifteen (15) days of commencing any work, GRANTEE shall deliver the awarded construction contract and appropriate evidence of the 20% funding match to the CRA. Work provided in the Scope of Work shall commence on or before , 2013 (the “Commencement Date”) and shall be fully completed no later than six (6) months from the Commencement Date. Extensions may be granted by the CRA’s Executive Director contingent upon the GRANTEE demonstrating just cause for such extension. SECTION 7. RECORDS 7.1 INSPECTION. All of GRANTEE’s books and records and documents related to the Grant must be made available for inspection and/or audits by the CRA and any other organization conducting reviews for the CRA upon 24 hours notice throughout the Term of this Agreement. In addition, GRANTEE must retain all records related to the Grant in proper order for at least three (3) years following the expiration of the Agreement. The CRA and its designated representatives shall have access to such records, for the purpose of inspection or audit during the three (3) year period. This Section shall survive the expiration of this Agreement. SECTION 8. SPECIAL CONDITIONS 8.1 CESSATION OF OCCUPANCY OR OWNERSHIP. In the event the GRANTEE sells, ceases to own or (Grantee’s Business) ceases to occupy the Property during the “Restrictive Period” provided in the Restrictive Covenant Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 7 of 18 associated herewith, or, in the absence of a Restrictive Covenant, two years from receiving assistance or Grant funding, GRANTEE shall repay the full amount of the Grant to the CRA and any un-advanced portion of the Grant shall be retained by the CRA. The determination that GRANTEE has sold, ceased to own or occupy the Property shall be made by the CRA’s Executive Director, in his absolute sole discretion. Additionally, sale, cessation of ownership or occupancy constitutes an event of default for which all other default provisions of this Agreement shall apply including, but not limited to, those provided in Section 9 below. This provision shall survive termination or expiration of this Agreement. Upon the direction from the CRA, the GRANTEE agrees to record at its expense the Restrictive Covenant and/or the Guarantee, a copy of which are attached hereto as Exhibit “C”, or in the absence a Memorandum of this Agreement, in the Broward County public records. 8.2 MATERIAL CHANGE OF CIRCUMSTANCES. GRANTEE shall immediately notify the CRA of any material change of circumstances affecting the Property and/or the project. For the purpose hereof, material change of circumstances shall include, but not be limited to, the failure of the GRANTEE to diligently and actively pursue commencement or completion of the Scope of Work, failure to fulfill the terms of this Agreement or the other Grant Documents, cessation of occupancy, sale or transfer of ownership of the business or the Property, voluntary or involuntary bankruptcy or an assignment for the benefit of creditors. A material change of circumstances shall constitute a default under this Agreement for which the CRA shall have the right to pursue any remedy provided in this Agreement or the other Grant Documents, or by law or in equity. 8.3 ASSIGNMENT. GRANTEE shall not assign, transfer, or otherwise dispose of any of its rights or obligations under this Agreement without prior written consent of the CRA. 8.4 RULES, REGULATIONS AND LICENSING REQUIREMENTS. GRANTEE, and their staff, must possess the licenses and permits required to conduct its affairs, including federal, state, city and county. In addition, GRANTEE shall comply with all, laws, ordinances and regulations applicable to carrying out the Scope of Work including, but not limited to, conflicts of interest, building, zoning, land and property use regulations. 8.5 PERSONNEL. All personnel of the GRANTEE are solely employees of the GRANTEE and not employees or agents of the CRA. 8.6 INDEMNIFICATION. GRANTEE shall indemnify and hold harmless the CRA and the City of Dania Beach, Florida, and their Board or Commission members, employees or agents from any claims, liability, losses and causes of Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 8 of 18 action that may arise out any activity related to this Agreement or GRANTEE’S use of the Grant funds. GRANTEE will pay all claims and losses of any nature related to this Agreement or GRANTEE’s use of the Grant funds, and will defend all suits, in the name of the CRA when applicable, and will pay all costs and judgments that may issue from it, except those caused by the sole negligence of CRA employees or officers. The GRANTEE recognizes the broad nature of this indemnification and hold harmless clause, and voluntarily makes this covenant and expressly acknowledges the receipt of good and valuable consideration provided by the CRA in support of the obligation in accordance with the laws of the State of Florida. Nothing herein shall be construed to waive any of the CRA’s rights set forth in Section 768.28, Florida Statutes. This paragraph shall survive the termination of this Agreement. Nothing contained in this Agreement shall be deemed a waiver of sovereign immunity by the CRA. 8.7 NOTICES. All notices required in this Agreement if sent to the CRA shall be mailed to: Dania Beach Community Redevelopment Agency 100 W. Dania Beach Blvd Dania Beach, FL 33004 Attn: Executive Director And to: Dania Beach City Attorney’s Office 100 W. Dania Beach Blvd Dania Beach, Florida 33004 All written notices if sent to the GRANTEE shall be mailed to Grantee at the address in paragraph one of page 1 above. 8.8 NONDISCRIMINATION. GRANTEE represents and warrants to the CRA that GRANTEE does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with GRANTEE’S performance under this Agreement on account of race, gender, religion, color, age, disability, national origin, marital status, familial status, or sexual orientation. GRANTEE further covenants that no otherwise qualified individual shall, solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 8.9 ADA REQUIREMENTS. GRANTEE must meet all the requirements of the Americans With Disabilities Act (ADA), which includes posting a notice informing GRANTEE’S employees that they can file any complaints of ADA violations directly with the Equal Opportunity Commission (EEOC), One Northeast First Street, Sixth Floor, Miami, Florida 33132. Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 9 of 18 8.10 INDEPENDENT CONTRACTOR. At all times during the term of this Agreement, the GRANTEE shall be and act as an independent contractor. At no time shall GRANTEE be considered an employee, agent or partner of the CRA. 8.11 COSTS. GRANTEE shall obtain and pay for all permits, licenses, federal, state and local taxes chargeable to its operation. 8.12 ENTIRE AGREEMENT. This Agreement expresses the entire agreement of the parties and no party shall be bound by any promises or representations, verbal or written, made prior to the date hereof which are not incorporated herein. 8.13 MODIFICATION. This Agreement may not be modified, except in a writing signed by all parties hereto. 8.14 GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida and all legal actions necessary to enforce the Agreement shall be held in Broward County, Florida, or if Federal said action shall be brought in the Southern District of Florida. If any legal action or other proceeding is brought for the enforcement of this Agreement, the successful prevailing party or parties shall be entitled to recover reasonable attorneys’ fees and court costs. 8.15 WAIVER OF BREACH. It is hereby agreed by the parties that no waiver of breach of any of the covenants or provisions of this Agreement shall be construed to be a waiver of any succeeding breach of the same or any covenant. 8.16 PLEDGES OF CREDIT. GRANTEE shall not pledge the CRA’s credit or make it a guarantor of payment or surety for any contract, debt, obligation, judgment, lien or any form of indebtedness. 8.17 SEVERABILITY. If any term or provision of this Agreement, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement, or the application of such terms or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Agreement shall be deemed valid and enforceable to the extent permitted by law. 8.18 SUCCESSORS AND ASSIGNS. The GRANTEE binds itself and its partners, successors, executors, administrators and assigns to the CRA, in respect to all covenants of this Agreement. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the CRA which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the CRA and the GRANTEE. 8.19 ANTI-KICKBACK/NO CONTINGENCY FEE. The GRANTEE warrants that it has not employed or retained any company or person, other than a bona fide contractor working solely for the GRANTEE, to perform the Scope of Work pursuant to this Agreement, and that it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide contractor Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 10 of 18 working solely for the GRANTEE, any fee, commission, percentage, gift or other consideration contingent upon or resulting from the award of the Grant funds or making of this Agreement. SECTION 9. DEFAULT AND REMEDIES 9.1 GRANTEE’S DEFAULT. GRANTEE’s failure to comply with any of the provisions of this Agreement shall constitute a default upon the occurrence of which the CRA may, in its sole discretion, (i) withhold, temporarily or permanently, all, or any unpaid portion of the Grant upon giving written notice to GRANTEE, and/or (ii) terminate this Agreement and demand a full refund of the Grant. Upon default as provided herein, the CRA shall have no further obligations to GRANTEE under this Agreement. 9.2 REPAYMENT OF FUNDS. GRANTEE shall repay the CRA for all unauthorized, illegal or unlawful expenditure of funds, including unlawful and/or illegal expenditures discovered after the expiration of this Agreement. GRANTEE shall also reimburse the CRA in the event of default hereunder, if work was not completed as provided in the Scope of Work attached hereto or the Property is sold. Any portion of the Grant which is to be repaid to the CRA shall be paid by delivering a cashier’s check for the total amount due, payable to the Dania Beach Community Redevelopment Agency, within thirty (30) days of the CRA’S demand therefor. 9.3 TERMINATION OF THIS AGREEMENT. The CRA may terminate this Agreement with or without cause or for its convenience. Termination of this Agreement by the CRA shall relieve the CRA of any further obligations hereunder. Such termination shall not release GRANTEE from its obligations under this Agreement including, but not limited to, obligations relating to the completion of activities funded while the Agreement was in effect but not completed prior to the date of termination, or repayment of any Grant funds GRANTEE is obligated to repay. 9.4 LIMITATION ON RIGHTS AND REMEDIES. Nothing contained herein shall be construed as limiting or waiving any rights of the CRA to pursue any remedy which may be available to it in law or in equity. Nothing contained herein shall act as a limitation of the CRA’s rights in the event that GRANTEE fails to comply with the terms of this Agreement. 9.5 CRA’S DEFAULT. In the event the CRA fails to comply with the terms of this Agreement, GRANTEE shall provide the CRA with notice detailing the nature of the default, whereupon the CRA shall have thirty (30) days within which to initiate corrective actions and ninety (90) days within which to cure the default. Should the CRA fail to cure the default, GRANTEE’s sole remedy is to terminate this Agreement. Subject to the above specified cure period, the effective date of any such termination shall be the date of the notice of termination given by GRANTEE to the CRA. Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 11 of 18 IN WITNESS WHEREOF, the undersigned parties have signed this Agreement on the dates indicated below. Signed, sealed and delivered in the presence of Attest: ___________________________ City Clerk DANIA BEACH COMMUNITY REDEVELOPMENT AGENCY By: _____________________________ Executive Director Date:____________________ WITNESSES: CRA Attorney Approved as to form and legal sufficiency By: ____________________ Date: ___________________ ___________________________________ Print Name: _________________________ ___________________________________ Print Name: _________________________ GRANTEE By: _____________________________ Print Name: . Title: . Address: . . Date: ___________________ Form- Merchant Assistance Grant Agreement (11.22.13) Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 12 of 18 DEMAND PROMISSORY NOTE (“DEMAND NOTE”) (Name of Business) $ .00 Dania Beach, Florida Dated as of , 2013 FOR VALUE RECEIVED, the undersigned, , with an address of , (City) , Florida (Zip Code) (“Maker”) promises to pay to the order of DANIA BEACH COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic, duly organized under the laws of the State of Florida, having an address of 100 West Dania Beach Blvd., Dania Beach, Florida 33004 (“CRA”) or at such other address as may be specified in writing from time to time by the holder hereof, the sum of (Grant Amount) AND NO/100 DOLLARS ($ .00) payable in arrears together with interest thereon at the fixed rate equal to seven percent (7%) percent per annum (except in the event of maturity or default as provided below). The aforesaid principal sum and interest shall be paid in lawful money of the United States of America, which shall be legal tender in payment of all debts and dues, public and private, at the time of payment. Such principal and interest shall be due and paid as follows: The CRA has awarded Maker a Merchant Assistance Program Grant pursuant to a Merchant Assistance Program Grant Agreement (the “Grant Agreement”) in the amount of this Demand Note. A copy of the Grant Agreement is attached hereto as Exhibit “A” and made a part hereof. Upon a default of the Grant Agreement by Maker, the entire amount of the Demand Note shall be immediately due and payable upon written demand by the CRA. No payment is due as long as the Maker is NOT in default of its grant obligations. Provided and expressly contingent on there being no default under the Grant Agreement by Maker, this Demand Note shall expire concurrently with the term of the Grant Agreement whereupon Maker shall no longer be obligated to pay any or all of the grant proceeds back to the CRA. It is agreed that if any payment of principal or any installment thereof, not be made within ten (10) business days following its due date; or in the event default be made in the performance or compliance with any of the terms, covenants and conditions of the Grant Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 13 of 18 Agreement or restrictive covenant delivered by Maker in connection therewith, or upon the insolvency, bankruptcy or dissolution of the Maker hereof; then, in any or all such events, the entire amount of principal of this Demand Note with all interest then accrued, shall, at the option of the holder of this Demand Note and without further notice become and be due and collectible, time being of the essence of this Demand Note. If this Demand Note shall not be paid at maturity or according to the tenor thereof and strictly as above provided, it may be placed in the hands of an attorney at law for collection, and in that event, each party liable for the payment hereof, as Maker, endorser, guarantor, or otherwise, hereby agrees to pay the holder hereof in addition to the sums above stated, a reasonable sum as an attorney's fee, which shall include attorney's fees at trial level and on appeal, together with all reasonable costs incurred in connection therewith, whether suit be brought or not. After maturing and during the period of any default under the terms of this Demand Note, and from and after maturity, the interest rate on the entire indebtedness then outstanding shall be at the highest rate then permitted by applicable law. The undersigned agrees to pay all filing fees and similar charges and all costs incurred by the holder hereof in collecting or securing or attempting to collect or secure this Demand Note, including attorney's fees, whether or not any action is commenced, involving litigation and/or appellate, administrative or bankruptcy proceedings. In any action or proceeding brought in connection with this Demand Note, the undersigned hereby: (a) waives demand, presentment, protest, notice of dishonor, suit against or joinder of any other person, and all other requirements necessary to charge or hold the undersigned liable with respect to this Demand Note; (b) waives any right to interpose any set- off or non-compulsory counterclaim; (c) submits to the jurisdiction of the state and federal courts in the State of Florida for purposes of any such action or proceeding; and (d) agrees that the venue of any such action or proceeding shall be held in Broward County, Florida and waives any claim that the same is an inconvenient forum. No provision of this Demand Note shall limit the holder's right to serve legal process in any other manner permitted by law or to bring any such action or proceeding in any other competent jurisdiction. The total charges for interest and in the nature of interest shall not exceed the maximum amount allowed by law, and any excess portion of such charges that may have been paid shall be deemed to have been prepayments of principal. This Demand Note shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida. By: __________________________ Name: __ __ Title: __________________ Address: Form - Promissory Note (Rev.4.19.13) Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 14 of 18 EXHIBIT “A” MERCHANT ASSISTANCE PROGRAM GRANT AGREEMENT (Name of Business) Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 15 of 18 After Recording Please return to: Dania Beach Community Redevelopment Agency City of Dania Beach 100 West Dania Beach Blvd. Dania Beach, FL 33004 Attn: Executive Director DECLARATION OF RESTRICTIVE COVENANTS (Name of Business) Contract No. This Restrictive Covenant is made this day of , 2013, by , with an address of , (City) , Florida (Zip Code) (“Owner”) in favor of the DANIA BEACH COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic under Part III, Chapter 163, Florida Statutes, with an address of 100 West Dania Beach Blvd., FL 33004 (the “CRA”). WHEREAS, the CRA desires to encourage and assist in improving businesses within the CRA areas; and WHEREAS, the CRA desires to award a grant to Owner to accomplish these purposes provided Owner is willing to retain ownership of the business and the property as more particularly described herein. NOW, THEREFORE, in consideration of Ten dollars ($10.00) and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged by the Parties herein, Owner agrees as follows: 1. Owner agrees that the several covenants, conditions and restrictions contained in this Restrictive Covenant shall attach to and run with the land, and shall be binding on Owner, their transferees, and executors, heirs, successors and/or assigns and all persons claiming by, through or under them for a period of twenty four (24) months (the “Restrictive Period”) from the date of completion of the improvements (the “Restrictive Period”) provided for in that certain Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 16 of 18 Merchant Assistance Program Grant Agreement between Owner and the CRA dated , 2013 the (“Grant Agreement”). 2. The property to which this Restrictive Covenant attaches is located at: , Dania Beach, Florida 33004, legally described as: (Legal Description) . Property Control Number . 3. Subject to the provisions of Section 4 below, (the business) shall remain on the Property and the Property shall remain under the control and ownership of Owner for not less than the Restrictive Period; provided that upon a foreclosure by any lender, transfer in lieu of foreclosure or assignment of an FHA insured mortgage to HUD, such restriction shall terminate. Upon the occurrence of any of these events, the CRA has and may exercise its right of first refusal to purchase the property to recapture the financial assistance provided to Owner. However, the Restrictive Covenant shall automatically be revived and reinstated if, during the Restrictive Period, Owner or any entity that includes a direct or indirect Owner or those with whom Owner has or had family or business ties, obtains a direct or indirect ownership interest in the Property subsequent to the foreclosure or other transfer. 4. During the Restrictive Period if Owner, without the prior written consent of the CRA, (i) fails to maintain their occupancy as , the [business] or ownership of the Property, (ii) sells, conveys, or in any manner transfers title to the Property (other than to the heirs and next of kin of Owner in the event of the death or disability of Owner), or (iii) changes the use of the Property to any other use other than as a (retail/commercial building) or (iv) assigns or transfers any controlling interest in Owner if Owner is an entity (i.e. more than 49%) (the “Events”) before the end of the last day of the Restrictive Period, the entire amount of the Grant provided under the Grant Agreement as evidenced by the promissory note, executed and delivered concurrently herewith shall become immediately due and payable (the “Demand Note”). 5. Owner shall record this Restrictive Covenant in the Broward County, Florida public records, at its expense, and this Restrictive Covenant shall attach to and run with the Property Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 17 of 18 and the same shall bind all persons claiming ownership of all or any portion of the business or the Property. Owner hereby acknowledges and agrees that the CRA is a beneficiary of this Restrictive Covenant, and Owner shall not release or amend this Restrictive Covenant without the prior written consent of the CRA and it shall be lawful for the CRA to initiate and prosecute any proceedings at law or in equity against the person or persons violating or threatening to violate this Restrictive Covenant. 6. Owner acknowledges that the CRA will be irreparably damaged if this Restrictive Covenant is not specifically enforced. Therefore, in the event of a breach or threatened breach by the Owner, its successors and/or assigns, as to any provision of this Restrictive Covenant, the CRA shall be entitled to the reimbursement of the Grant as evidenced by the Demand Note together with all rights and remedies, including injunctive relief, restraining such breach without being required to show any actual damage, irreparable harm, or to post any bond or other security. 7. If any legal or equitable action or other proceeding is brought for the enforcement of this Restrictive Covenant, the successful and prevailing party shall be entitled to recover reasonable attorneys’ fees, court costs, and all expenses incurred in that action or proceeding in addition to any other relief to which such party may be entitled. 8. Nothing in this Restrictive Covenant shall confer upon any person or entity, other than the CRA and Owner, any rights or remedies under or by reason of this Restrictive Covenant. 9. This Restrictive Covenant shall be governed according to the laws of the State of Florida and the venue shall be in Broward County, Florida. 10. Invalidation of any one of the provisions contained herein by a court of competent jurisdiction shall in no way affect other provisions, which shall remain in full force and effect. IN WITNESS WHEREOF, the Owner has executed this Restrictive Covenant on the day and year first above written. OWNER WITNESSESS By: ________________________________ Print Name: __ __ Print: Title: ________ ____________ Address: Addendum – Dania Beach Community Redevelopment Agency Wednesday, December 4, 2013 – 6:00 p.m. Page 18 of 18 Print: STATE OF FLORIDA COUNTY OF BROWARD The foregoing instrument was acknowledged before me this ______ day of ________________ 2013, by , who is personally known to me or who has produced Florida Driver License # ________________________ as identification. Notary Public: (Seal) ________________________________ Print Name: ______________________ State of Florida at Large My Commission Expires: Form - Restrictive Covenants (Rev.4.19.13)