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Home My WebLink AboutCRA-R-15-0054 Exhibit SUBExhibit "A" 17. Compensation. THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Beginning the earlier of (a) thirty (30) days from the issuance of a temporary certificate of occupancy or its equivalent for the Retail Component or (b) five (5) years from the date of recordation of this Declaration, the Developer shall separately pay to each of the County and the CRA each year for twenty-five (25) years a sum of money commencing with the greater of Thirty Eight Thousand Five Hundred and No/100 Dollars ($38,500.00) per year on an annual basis for the first five years and increasing by 3% per year for each year thereafter over the amount for the previous year, or (ii) 2.5% of the Gross Rent paid by tenants of the Property (the "Project Payment"). "Gross Rent" means all monies paid for the occupancy of space within the Retail Component, (but also including, but not limited to, any money -generating operations associated with the Retail Component including parking revenues paid directly or indirectly to the owner of the Retail Component), and including but not limited to flat rent or rent based on a percentage of sales, but shall not include utilities, taxes, or security deposits. Within 90 days from the commencement of the first anniversary of the Project Payment, and every year thereafter for the next twenty four (24) years, the owner of the Retail Component shall submit a "full accounting" of Gross Rent, from the business or businesses located on the Retail Component for the previous year. Full Accounting means an Annual Written Statement, signed by Owner, CEO, or Financial officer of the owner of the Retail Component and certified by it to be true and correct, setting forth the amount of Gross Rent during the preceding year, which statement shall also be duly certified by an independent Certified Public Accountant. The statement referred to herein shall be in such form and style and contain such details and breakdowns as County and CRA may reasonably determine or require. If this Annual Written Statement when multiplied by two and one half percent (2.5%) exceeds the amount of the previous year's Project Payment paid for the period, the difference ("Annual Adjustment") shall be paid immediately by the owner of he Retail Component to the County and the CRA. There shall be no adjustment if the Statement when multiplied by two and one half percent (2.5%) is less than the amount paid as the previous year's Project Payment. County and CRA shall have the right to cause, upon five (5) days' written notice to the owner of the Retail Component, a complete audit to be made by a designated external auditing firm or other certified public accounting firm selected by the County and/or CRA. if the owner of the Retail Component fails to record, maintain, or make available sales supporting documentation as specified above, which failure is not cured within thirty (30) days of receipt of written notice, then the owner of the Retail Component shall be deemed to be in default of this Declaration. A. The term "Project Payment" shall mean the then current annual payment due from the Developer to the County and the CRA. All subsequent Project Payments shall be due on the anniversary of the first payment. No Project Payment shall be due with respect to the Parking Component; however, any rent derived from the retail liner and/or office space, if any, shall be included in the calculation of Gross Rent attributable to the Retail Component. B. [DELETED BY PRIOR AMENDMENT]. C. In the event Developer fails to make the Project Payment within ten (10) days of when due, Developer shall pay each of the County and the CRA a late fee equal to five percent (5%) of the Project Payment then due. 15-oi&oq- SuB THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. D. In the event Developer fails to make any Project Payment within thirty (30) days of when due such Project Payment shall bear interest at 12% per annum from the date due until paid. E. Nothing contained herein shall prevent or otherwise prohibit either the CRA or the County through their Boards upon application by the Developer from waiving their rights to one or more Project Payments, including portions of Project Payments or penalties thereof, In such event, the approval of the CRA shall not be required if the County chooses to waive its rights nor shall approval of the County be required in the event the CRA elects to waive its rights. Community Benefits. a. In addition to the Project Payment Developer shall pay to a community benefits program to be established in the Southeast Overtown/Park West Redevelopment Area (the "Program") Fifty Thousand and No/100 Dollars ($50,000.00) per year for ten (10) years to the Program with the first payment to commence on the date the CRA conveys title to the Property to the Developer and each anniversary thereof, The County shall act as the fiduciary for holding and disbursing funds contributed to the Program. b. In the event Developer fails to make the payment to the Program within ten (10) days of when due, the Developer shall pay each of the County and the CRA a late fee equal to five percent (5%) of the payment then due. c, In the event Developer foils to make any payment to the Program within thirty (30) days of when due such payment to the Program shall bear interest at 1 2%per annum from the datedue until paid. H38006400_v4 SUBSTITUTED the approval of Gatehouse's proposed variance, if any), with no obligation on the part of the Board of County Commissioners to approve any such variances from this Declaration, which shall be in the sole discretion of the Board of County Commissioners. The variances shall deemed considered if they are included in the documentation submitted for the Board of C Commissioner's consideration by the CRA. If the Board of County Commissioners approv is deemed to approve, the Developer and some or all of the variances requested •y Developer, the County and the CRA shall execute an amendment to this Declared() • ref/ the variances approved, or deemed approved, by the Board of County Comniisslone 16. Construction. To the extent that this Declaration requires ction, and regardless of the notation of the "preparer" contained upon same, both the C and the County equally participated in the drafting of this Declaration, and accordingly, nt shall not be construed in favor of, or against, either party. 17. Compensation. Beginning the earlier of (a) thirty (30) days from the of occupancy or its equivalent for the Retail Component or recordation of this Declaration, the Developer shall separately CRA each year for twenty-five (25) years a sum of mo Thirty Eight Thousand Five Hundred and No/100 Doll basis for the first five years and increasing by 3% amount for the previous year, or (ii) 2.5% of the "Project Payment"). "Gross Rent" means all mo Retail Component, (but also including, but associated with the Retail Component includ the owner of the Retail Component), and in percentage of sales, but shall not includ from the commencement of the first thereafter for the next twenty four (24 "full accounting" of Gross Ren Component for the previous ye by Owner, CEO, or Financial be true and correct, setting statement shall also be d statement referred to h breakdowns as Coun Statement when previous year's P be paid imm shall be no less than the the right to aus complete a to e ur of a temporary certificate 5) years from the date of y to each of the. County and the mmencing with the greater of 500,00) per year on an annual r each year thereafter over the ent paid by tenants of the Property (the paid for the occupancy of space within the ited to, any money -generating operations pax revenues paid directly or indirectly to g but not limited to flat rent or rent based on a es, or security deposits. Within 90 days of the Project Payment, and every year owner of the Retail Component shall submit a business or businesses located on the Retail Accounting means an Annual Written Statement, signed e owner of the Retail Component and certified by it to unt of °toss Rent during the preceding year, which ertified by an independent Certified Public Accountant. The hall be in such fonn and style and contain such details and CRA may reasonably determine or require. If this Annual Written led by two and one half percent (2.5%) exceeds the amount of the Payment paid for the period, the difference ("Annual Adjustment") shall by the owner of he Retail Component to the County and the CRA. There nt if the Statement when multiplied by two and one half percent (2.5%) is unt paid as the previous year's Project Payment. County and CRA shall have upon five (5) days' written notice to the owner of the Retail Component, a udit to be made by a designated external auditing firm or other certified public rm selected by the County and/or CRA. If the owner of the Retail Component fails alntain, or make available sales supporting documentation as specified above, which 7 EXHIBIT Book28631 /Page1283 CFN#20130384021 Page 7 of 12 failure is not cured within (30) days of receipt of written notice, then the owner o Retail Component shall be deemed to be in default of this Declaration. A. The term "Project Payment" shall mean the then current annu due from the Developer to the County and the CRA. All subsequent Project Pa due on the anniversary of the first payment. No Project Payment shall be due wi Parking Component; however, any rent derived from the retail liner and/or o shall be included in the calculation of Gross Rent attributable to the Retail Co B. To the extent the gross revenues generated by t exceed operating expenses of the Parking Component calculated in a accepted accounting principles consistently apply, as confirmed by owner of the Parking Component shall pay to the County 2.5% of the the o . • .tion of the Parking Component each year on an annual b from the issuance of the tempo certifivate of occupancy o Component. C. In the event Developer fails to m days of when due, Developer shall pay each of the Coun percent (5%) of the Project Payment then due. D. In the event Developer (30) days of when due such Project Payment due until paid. E. Nothing contained CRA or the County through their Board rights to one or more Project Pa thereof. In such event, the approv waive its rights nor shall approve Its rights. NA TT T 0 P any, 'ng Component with generally auditors, the venues derived from enty-five (25) years equivalent for the Parking ni within ten (10) e CRA a late feo equal to five Project Payment within thirty est at 12% per annum from the date h in shall prevent or otherwise prohibit either the n application by the Developer from waiving their ncluding portions of Project Payments or penalties CRA shall not be required if the County chooses to o County be required in the event the CRA elects to waive PAGES TO FOLLOW] 8 Book28631/Page1284 CFN#20130384021 Page 8 of 12