DDA Board Packet August 2019

REGULAR BOARD MEETING Downtown Development Authority Tuesday, August 20, 2019 8:30 AM 300 Clematis Street Suite 200 West Palm Beach, FL 33401

CALL TO ORDER

Robert Sanders

PUBLIC COMMENTS AND QUESTIONS PRESENTATIONS •

2019 – 2024 DDA Work Plan Draft Presentation

CONSENT CALENDAR (Action Required) •

Minutes of Board Meeting of July 16, 2019

•

Financial Statements of July 31, 2019

Raphael Clemente Robert Sanders

OLD BUSINESS NEW BUSINESS •

Interlocal Agreement Extension

Raphael Clemente

•

Pressure Washing Contract Amendment

Raphael Clemente

•

Landscape Services Contract Amendment

Raphael Clemente

ANNOUNCEMENTS •

City WPB Budget Workshop - August 26th

ADJOURNMENT

Ph: 561.833.8873 Fax: 561.833.5870 www.downtownwpb.com

300 Clematis Street, Suite 200 West Palm Beach, FL 33401 MINUTES Organizational and Regular Board Meeting Downtown Development Authority July 18, 2019 ATTENDANCE Board Members in attendance included, Chairman Robert Sanders, Esq., Vice Chairman Rick Reikenis, Lisa Gerard, Mary Hurley Lane, and Cynthia Nalley. DDA staff in attendance included Raphael Clemente, Teneka James, Shelly Williams, Catherine Ast, Tiffany Faublas, Samantha Murrell, Sherryl Muriente, Michelle Barascout, and Max Lohman Esq. (Lohman Law Group). Guests in attendance included Allison Justice, William Roger Cummings, Carey O’Donnell, Steve Daniels, and William Jacobson.

CALL TO ORDER Chairman Sanders called the meeting to order at 8:35 a.m.

PUBLIC COMMENTS No public comments.

PRESENTATIONS Virtual Badge Reporting Ast explained that In October of 2018, the DDA began using the Virtual Badge app as a way of tracking work done by our physical environment contractors. Using this app, we can map locations, and collect real time data needed to monitor what is being done. Currently Security, Landscaping, Clean Team and Graffiti removal are using the app. Ast presented current stats for each of the vendors using the app including photos and maps showing the location of each item logged.

ELECTION OF OFFICERS Election of Chairman Board Action: Reikenis made a motion to nominate Sanders as Chairman.

Hurley Lane seconded the motion. The motion passed unanimously.

Election of Vice Chairman Board Action: Sanders made a motion to nominate Reikenis as Vice Chairman.

Hurley Lane seconded the motion. The motion passed unanimously.

Election of Secretary Board Action: Hurley-Lane made a motion to nominate Clemente as Secretary.

Reikenis seconded the motion. The motion passed unanimously.

SET MEETING DATES FY 2019/2020 DDA Board Meeting Schedule Board Action: Hurley Lane made a motion to approve the meeting schedule as presented.

Gerard seconded the motion. The motion passed unanimously.

300 Clematis Street, Suite 200, West Palm Beach, FL 33401 Phone: 561.833-8873|Fax: 561.833.5870| www.downtownwpb.com

Page Two Organizational and Regular Board Meeting July 18, 2019 Set 1st Public Hearing (Tuesday, September 10, 2019 @ 5:05 p.m.)

Board Action: Hurley Lane made a motion to approve the 1st public hearing on Tuesday, September 10, 2019 @ 5:05 PM. Gerard seconded the motion. The motion passed unanimously.

Set 2nd and Final Public Hearing (Tuesday, September 17, 2019 @ 5:05 p.m.)

Board Action: Hurley Lane made a motion to approve the 2nd public hearing on Tuesday, September 17, 2019 @ 5:05 PM. Gerard seconded the motion. The motion passed unanimously.

CONSENT CALENDAR Minutes of Regular Board Meeting of June 18, 2019 Board Action: Nalley made a motion to approve the Minutes of June 18, 2019.

Reikenis seconded the motion. The motion passed unanimously.

Financial Statements of June 30, 2019.

Board Action: Nalley made a motion to approve the Financial Statements of June 30, 2019. Reikenis seconded the motion. The motion passed unanimously.

OLD BUSINESS Website RFP 2019-002 James-Feaman explained that the DDA has released a Request for Proposal (RFP) for Website Design, Build and Maintenance. The DDA is seeking Proposals from qualified and experienced firms, licensed to practice in the State of Florida, with demonstrated skills and experience in website services. For this project the DDA has budgeted a not to exceed amount of $75,000 for design, development and launch of a new website. The maintenance and support are budgeted at $25,000 over 36 months. Future budget allocations will be dependent on specific initiatives developed in partnership with the selected agency.

The RFP process allows for up to three proposers to present to the Board for final decision at the September 2019 DDA Board meeting. At the September board meeting, staff will be requesting that the DDA Board award the contract for Website Design, Build and Maintenance Services and execute an agreement.

NEW BUSINESS Resolution No. 3-2019 Budget Amendment Williams explained Resolution No. 3-2019 Budget Amendment will allow the DDA to receive funds and add to the current adopted budget. The funding received is from the following sources; 12x12 Pop Up Retail program: Receive funding in the amount of $28,000 from the City of West Palm Beach and transfer the remaining project budget of $48,276 to 6230-1 for Business Training and Support – 12x12; Pairings Food and Wine Event: Receive funding in the amount of $13,656 in revenue from the event and refunded line item 6235 Value added Events; Brightline Ticket Sales: Received funding from Brightline in the amount of $257 in revenue from profit sharing in ticket sales and add to line item 6330 Business Partnerships; Bank of America Business Card Services: Receive funding in the amount of $130 in revenue from the cash back on purchases and add to line item 7900 Reserves.

Board Action: Reikenis made a motion to approve Resolution Number 3-2019 Budget Amendment. Gerard seconded the motion. The motion passed unanimously.

300 Clematis Street, Suite 200, West Palm Beach, FL 33401 Phone: 561.833-8873|Fax: 561.833.5870| www.downtownwpb.com

Page Three Organizational and Regular Board Meeting July 18, 2019 Set Proposed Millage Rate Lohman reviewed the interlocal agreement with the CRA and set the millage rate not to exceed 2 mils.

Board Action: Gerard made a motion to set the millage rate at 2 mils.

Hurley Lane seconded the motion. The motion passed unanimously.

FY 2019/2020 Tentative Budget Clemente reviewed the Tentative budget including the 2mil funding with the board and explained that in September the final proposed budget will be presented.

Resolution No. 4-2019; 2nd Mil Budget Resolution Lohman read Resolution No. 4-2019 for the record.

Board Action: Hurley Lane made a motion to approve 2nd Mil Budget Resolution Number 42019. Nalley seconded the motion. The motion passed unanimously.

Wayfinding RFP 2019-003 Ast explained that The DDA will be issuing an RFP for Pedestrian Level Wayfinding and one of the scoring criteria on the RFP is a Local Preference. The Board has requested staff to seek direction on the option of including Local Preference scoring on each request for proposals (RFP) issued. Typically, this equates to 5 points out of a possible 100 total points in the scoring process of RFP responses. Ast reviewed the Pedestrian Level Wayfinding Sign Prototype specs currently located in the City Hall courtyard with the board. She explained that this project is a special fabrication for metal signs with a budget not to exceed $200,000.

Board Action: Reikenis made a motion to not include local preference points on scoring of Wayfinding bid. Nalley seconded the motion. The motion passed unanimously.

Dispensaries Clemente explained that there is currently one medical marijuana dispensary in Downtown, Med Men, and it is located at 539 Clematis Street. There is one other dispensary in the permitting process that will be located at 430 Clematis Street, the former location of Sir Speedy. State regulations require municipalities to regulate medical marijuana dispensaries in the same manner that pharmacies are regulated. In the case of downtown, pharmacies are a permitted use and therefore dispensaries are as well. Other businesses that offer non-THC products such as CBD oil and accessory items that are often associated with the consumption of marijuana have located in downtown as well. These are considered retail businesses and are held to the same regulations as other types of retail. City officials may hold a workshop on dispensaries and potentially other types of associated businesses. It is unlikely that dispensaries can be banned or regulated. Other uses such as vape, and CBD shops could potentially be regulated or banned. Clemente reviewed the City of WPB’s Medical Marijuana presentation from June 2018 and shared examples of changes Sarasota recently made to the distance required between pharmacies and the description of pharmacy. Sarasota now requires 1000ft distance between pharmacies and the City of WPB only requires 500ft. Clemente asked the board for direction on how best to proceed.

Board Action: Hurley Lane made a motion to write a letter of support in favor of increasing the distance between pharmacies to 1,000ft. Gerard seconded the motion.

The motion passed 3-2. In favor- Hurley Lane, Gerard, Sanders. Opposed- Nalley, Reikenis.

300 Clematis Street, Suite 200, West Palm Beach, FL 33401 Phone: 561.833-8873|Fax: 561.833.5870| www.downtownwpb.com

Page Four Organizational and Regular Board Meeting July 18, 2019 ANNOUNCEMENTS The Downtown Summit will be held at Palm Beach Dramaworks on August 7, 2019.

ADJOURNMENT There being no further business to discuss, Sanders called for a motion to adjourn.

Board Action: Hurley Lane made a motion to adjourn the meeting at 10:10a.m.

Reikenis seconded the motion. The motion passed unanimously.

300 Clematis Street, Suite 200, West Palm Beach, FL 33401 Phone: 561.833-8873|Fax: 561.833.5870| www.downtownwpb.com

FUND BALANCE

No CPA provides any assurance on these financial statements.

3,679,550

Total Liabilities and Fund Balance

(2,500)

(1,285) 41 (1,256)

3,679,550

23,000

3,656,550

3,682,050

2,361,291 1,320,759

23,000

3,449,595 206,905 50 0

Total Fund Balance

Net Income

Fund Balance

Due to Lincoln National Vision Premium Payable Flexible Spending Withholding

Total Assets

Total Other Assets

Other Assets Lease Security Deposit

Total Current Assets

Accounts Receivable - Shuttle P

Petty Cash

PNC Bank Operating First Bank - Money Marke

Current Assets

CURRENT LIABILITIES

ASSETS

West Palm Beach Downtown Development Authority Balance Sheet July 31, 2019

174,510 943,586 1,118,096

8,180 13,423 21,603

Net Total Surplus (Deficit)

Total Carry Forwards

CRA Carryforward

0

572,989 1,583,171 2,156,160

(2,156,160)

747,538 2,979,513 729,783 146,000 179,587 57,198 233,868 829,500 52,353 159,000 15,000 105,000 35,147 401,682 6,671,169

4,515,009

Budget

Gross Annual

0

30.5% 59.6% 0.0%

33.5% 49.5% 56.0% 14.2% 34.7% 0.0% 27.6% 80.0% 52.9% 73.3% 81.0% 26.5% 51.9% 0.0% 47.5%

99.5%

%

Budget

1,437,761

102,294 417,139 519,433

918,328

1,885,403

250,560 596,167 0 20,736 62,272 24,781 64,626 663,734 27,697 116,623 12,146 27,806 18,255

2,803,731

Y-T-D

Work Plan

No CPA provides any assurance on these financial statements.

2,438,853

1,320,757

(296,933)

Current Year Surplus (Deficit)

(275,330)

250,204 1,473,374 408,520 20,736 62,272 24,781 64,626 663,734 27,697 116,623 12,146 27,806 18,255 0 3,170,774

16,869 161,819 34,928 6,681 4,148 2,004 4,557 68,700 0 11,255 3,493 4,309 7,767 0 326,530

DDA Carryforward

4,491,531

29,597

Year-to-Date

Current Year Revenues - Schedule 1 Expenditures Business Development - Schedule 2 Physical Environment - Schedule 3 Marketing/Public Relations- Schedule 4 Residential Quality of Life - Schedule 5 General Office - Schedule 6 Operations - Schedule 7 Professional Services - Schedule 8 Total Personnel Expense Insurance Expense Rent Expense Tax Collection Marketing Programs Travel and Training Reserves Total Expenditures

Month

Statement of Revenues And Expenditures July 31, 2019

West Palm Beach Downtown Development Authority

147,491

0 252,428 252,428

(104,937)

509,237

509,237

404,300

Y-T-D

Services

Trolley

271,310

72,216 63,114 135,330

135,980

408,520

408,520

544,500

Y-T-D

Marketing

452,291

0 211,261 211,261

241,030

367,970

367,970

609,000

Y-T-D

Security

130,000

0 (356) (356)

130,356

(356)

(356)

130,000

Y-T-D

Incentives

29,597

Total Current Year Revenues

4,491,531

2,018,625 (1,806,897) 3,795,780 413,938 1,774 257 0 13,657 28,267 26,000 130 0

Year-to-Date

Work Plan

4,515,009

1,988,883 (1,806,897) 3,795,780 413,938 100 0 0 0 0 0 0 123,205 99.5%

101.5% 100.0% 100.0% 100.0% 1774.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 2,803,731

2,018,625 (1,806,897) 2,290,980 230,938 1,774 257 0 13,657 28,267 26,000 130 0

Y-T-D

404,300

404,300

Y-T-D

Services

%

Annual Budget

Trolley

Gross Budget

-

No CPA provides any assurance on these financial statements.

29,378 0 0 0 0 0 0 0 89 0 130 0

Month

Current Year Revenues Tax Revenues TIF DDA/CRA Interlocal CRA Project Funding Interest Income Brightline Ticket Sales Revenue Sponsorships Fees and Services Grants and Contributions Total Reimbursements Other Miscellaneous Income CityPlace Shuttle

SCHEDULE 1 - CURRENT YEAR REVENUES

July 31, 2019

West Palm Beach Downtown Development Authority Supplemental Schedules

544,500

446,500 98,000

Y-T-D

Marketing

609,000

524,000 85,000

Y-T-D

Security

130,000

130,000

Y-T-D

Incentives

2,979,513

568,115 26,711 261,078 20,631 70,000 820,260 140,000 655,048 218,697 198,973

747,538

250,878 134,538 4,918 90,641 141,369 25,329 75,000 24,865

Budget

49.5%

55.7% 37.4% 62.7% 0.0% 2.0% 44.9% 57.2% 77.5% 0.8% 12.2%

33.5%

-0.1% 38.1% 50.8% 31.5% 83.9% 59.8% 41.9% 12.3%

%

596,167

24,347

80,027

316,637 10,000 163,736 0 1,420

250,560

51,276 2,500 28,591 118,558 15,156 31,427 3,052

Y-T-D

0

509,237

507,557 1,680

Y-T-D

Trolley Work Plan

Services

Budget

Gross Annual

No CPA provides any assurance on these financial statements.

1,473,374

316,637 10,000 163,736 0 1,420 367,970 80,027 507,557 1,680 24,347

SCHEDULE 3 - PHYSICAL ENVIRONMENT Pressure Washing/Street Clean 44,913 Graffitti Maintenance 1,000 Landscape Maintenance 30,425 Studies and Surveys 0 Public Space Programs 0 Security and Policing 37,891 Holiday Lights 0 Trolley 47,340 Trolley Signs & Ped Wayfinder 250 Capital Projects/Alleys 0 161,819

250,204

16,869

Total Business Development

Total Physical Environment

(356) 51,276 2,500 28,591 118,558 15,156 31,427 3,052

Year-to-Date

SCHEDULE 2 - BUSINESS DEVELOPMENT Property and Buss Incentives 0 Facade Improvements 10,000 Leasing/Brokers Meeting 0 Business Training and Support 1,568 Value Added Events 4,238 Retail Promotion 727 Business Partnerships 0 Grand Open/New Business 336

Month

Supplemental Schedules July 31, 2019

West Palm Beach Downtown Development Authority

Y-T-D

0

0

Marketing

0

367,970

367,970

Y-T-D

Security

0

(356)

(356)

Y-T-D

Incentives

34,928

Total Marketing/PR

146,000

14.2%

5.6% 19.9% 12.8%

56.0%

0.0% 24.0% 51.6% 81.8% 55.9%

%

0

20,736

56 5,964 14,716

Y-T-D

No CPA provides any assurance on these financial statements.

20,736

Total Res. Services/Quality of Life 6,681

1,000 30,000 115,000

Meetings

SCHEDULE 5 - RESIDENTIAL SERVICES/QUALITY OF LIFE 0 56 Community Engagement 681 5,964 Residential Events/DNA Sponsor 6,000 14,716

62,953 21,500 151,630 190,000 303,700

Budget

729,783

0 5,160 78,305 155,404 169,651

Year-to-Date

Y-T-D

Trolley Work Plan

Services

Budget

Gross Annual

408,520

Advertising and Promotion

PR/Marketing

Marketing Postage

Survey

Community & Cultural Promotion

Month

0 0 0 3,128 31,800

SCHEDULE 4 - MARKETING/PR

Supplemental Schedules July 31, 2019

West Palm Beach Downtown Development Authority

0

0

0

408,520

0 5,160 78,305 155,404 169,651

Y-T-D

Marketing

Y-T-D

Security

0

0

Y-T-D

Incentives

0

0

Total Operations

Telephone Expense

Publications

SCHEDULE 7 - OPERATIONS Automobile Expense Dues Hospitality Board Meeting

Total General Office

Office Supplies

Equipment, Computers, Programs

General Postage

SCHEDULE 6 - GENERAL OFFICE General Office Expense

24,781

5,000 8,121 2,637 1,134 158 7,731

62,272

7,624 842 49,941 3,865

Year-to-Date

57,198

6,000 16,791 10,000 4,000 407 20,000

179,587

68,000 1,087 106,500 4,000

Budget

43.3%

83.3% 48.4% 26.4% 28.4% 38.8% 38.7%

34.7%

11.2% 77.5% 46.9% 96.6%

%

24,781

5,000 8,121 2,637 1,134 158 7,731

62,272

7,624 842 49,941 3,865

Y-T-D

Y-T-D

Trolley Work Plan

Services

Budget

Gross Annual

No CPA provides any assurance on these financial statements.

2,004

500 294 61 200 125 824

4,148

940 245 2,738 225

Month

Supplemental Schedules July 31, 2019

West Palm Beach Downtown Development Authority

0

0

Y-T-D

0

0

Marketing

Y-T-D

Security

0

0

Y-T-D

Incentives

0

0

Some rounding error may occur.

64,626

Total Professional Services

233,868

24,000 140,000 36,550 33,318

Budget

27.6%

75.0% 8.8% 62.6% 34.5%

%

64,626

18,000 12,251 22,875 11,500

Y-T-D

Y-T-D

Trolley Work Plan

Services

Budget

Gross Annual

No CPA provides any assurance on these financial statements.

4,557

18,000 12,251 22,875 11,500

Year-to-Date

SCHEDULE 8 - PROFESSIONAL SERVICES Accounting 2,000 Professional Service 999 Audit 0 Legal 1,558

Month

Supplemental Schedules July 31, 2019

West Palm Beach Downtown Development Authority

0

Y-T-D

0

Marketing

Y-T-D

Security

0

Y-T-D

Incentives

0

MEMO To:

DDA Board

Bob Sanders, Chairman Rick Reikenis, Vice Chairman Mary Hurley Lane Upendo Shabazz Cynthia Nalley Lisa Gerard William Jacobson

From: Raphael Clemente, Executive Director RE:

Interlocal Agreement Term Extension

Date:

August 20th, 2019

The current Interlocal Agreement between the DDA, CRA, and City will expire on September 30th, 2019.

Staff has worked with the DDA’s legal counsel and CRA and City staff to prepare a new 5-year Interlocal Agreement that would take effect on October 1st, 2019.

Due to unforeseen circumstances the process is taking longer than anticipated. As such, it has been proposed that all parties agree to extend the existing Interlocal for 60 days to allow for the necessary time to finalize the new document and bring it forward for approval by the DDA Board, City Commission, and CRA. Section 8 of the Agreement provides the following guidance on extension: SECTION 8: EXTENSION OF AGREEMENT This Agreement may be extended by written agreement executed by the parties for one (1) additional 5-year term (i.e. Fiscal Years 2020 – 2024) (the “Extended Term”) provided that (i) the DDA has adopted a Work Plan for the Extended Term and (ii) the adopted Work Plan has been approved by the CRA Board of Commissioners.

Staff is seeking Board approval to execute an agreement to extend the current Interlocal Agreement for a term of 60 days to begin on September 30th, 2019. The new Interlocal Agreement will be brought back to the board for approval.

300 Clematis Street, Suite 200, West Palm Beach, FL 33401 Ph: 561.833.8873 Fax: 561.833.5870 * DowntownWPB.com

MEMO To:

DDA Board

Bob Sanders, Chairman Rick Reikenis, Vice Chairman Mary Hurley Lane Upendo Shabazz Cynthia Nalley Lisa Gerard William Jacobson

From: Raphael Clemente, Executive Director RE:

Amendment to Pressure Cleaning Agreement

Date: August 20th, 2019 As a result of an increase in the level of service necessary to address the needs of the district, staff is requesting board approval for the proposed amendment to the Agreement for Pressure Cleaning Services.

The proposed amendment will allow for compensation to be increased from a not to exceed amount of $250,000 annually to a not to exceed amount of $350,000 annually and adding an additional 6 months to the contract term.

The increased level of service is in response to an increase services as follows: 1. To an increase in the frequency of cleaning from once a month to once every two weeks.

2. The addition of the 100 block of Datura Street to the regular schedule of cleaning.

3. The addition of Sloan’s Alley to the regular schedule of cleaning.

300 Clematis Street, Suite 200, West Palm Beach, FL 33401 Ph: 561.833.8873 Fax: 561.833.5870 * DowntownWPB.com

SECOND AMENDMENT TO THE AGREEMENT BETWEEN THE WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY AND GREEN EARTH POWERWASHING LLC THIS SECOND AMENDMENT TO THE AGREEMENT BETWEEN THE WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY AND GREEN EARTH POWERWASHING LLC is made and entered into as of the ___ day of August, 2019 by and between the WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY, a special district created under the laws of the state of Florida, with offices located at 300 Clematis Street, Suite 200, West Palm Beach, FL 33401, hereinafter the “DDA”, and Green Earth Powerwashing LLC, a Florida Limited Liability Company, with offices located in Palm Beach County, at 4455 Saturn Avenue, West Palm Beach, Florida 33406, hereinafter “Contractor.”

WHEREAS, the DDA and Contractor entered into a Pressure Washing Service AGREEMENT on February 14, 2012, hereinafter “AGREEMENT”; and WHEREAS, the parties entered into a FIRST AMENDMENT TO THE AGREEMENT BETWEEN THE WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY AND GREEN EARTH POWERWASHING LLC on September 16, 2014; and WHEREAS, the parties desire to extend the term of the Agreement pursuant to Section 6 as amended by the FIRST AMENDMENT subject to the terms and conditions set forth herein; and WHEREAS, Section 4 of the AGREEMENT as amended by the FIRST AMENDMENT provided that compensation for the work contemplated under the AGREEMENT shall not exceed the amount Two Hundred and Fifty Thousand Dollars ($250,000.00); and WHEREAS, the parties now desire to increase that stated amount of compensation to an amount not to exceed Three Hundred and Fifty Thousand Dollars ($350,000.00) annually; NOW THEREFORE, in consideration of the mutual covenants contained herein and in the original AGREEMENT, and other good and valuable consideration, the receipt of which is hereby acknowledged by both parties, the parties agree as follows: 1.

This Agreement is hereby extended until August 31, 2020.

2.

Section 3 of the AGREEMENT is deleted in its entirety and is replaced by the following: All written notices required under or contemplated by this Agreement shall be hand

delivered or mailed by certified mail, return receipt requested, to the following addresses:

Page 1 of 4

As to DDA:

As to Contractor:

West Palm Beach Downtown Development Authority.

Green Earth Powerwashing LLC

300 Clematis Street, Suite 200

4455 Saturn Avenue

West Palm Beach, Florida 33401

West Palm Beach, FL 33406

Attn: Catherine Ast, District Services Manager

Attn: Kenneth G. Bolsch, Owner

With courtesy copy to: R. Max Lohman, Esq. Lohman Law Group, P.A. 500 S. Australian Avenue Suites 539-540 West Palm Beach, Florida 33401

3.

Section 4 of the AGREEMENT is deleted in its entirety and is replaced by the following: 4.

Contractor shall perform all work required in accordance with the Invitation to Bid

(ITB) and the expanded services request and will thereby increase the area and frequency of the work, for an amount not to exceed Three Hundred and Fifty Thousand Dollars ($350,000.00) annually.

4.

Section 11. Is hereby added to the AGREEMENT as follows: 11.

VIRTUAL BADGE USE: Contractor agrees to log all work completed using the

Virtual Badge Reporting app provided by the DDA. Virtual Badge training will be provided to the contractor by the DDA. 5.

Section 12. Is hereby added to the AGREEMENT as follows: 12.

PUBLIC RECORDS: Pursuant to Section 119.011(2)(b), Fla. Stat., as it may be

amended from time to time, the CONTRACTOR is required to:

A.

Keep and maintain public records required by the DDA to perform services

as provided under this Contract.

B.

Upon request from the DDA’s Custodian of Public Records, provide the

DDA with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119 or as otherwise provided by law.

Page 2 of 4

C.

Ensure that public records that are exempt, or confidential and exempt from

public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the Contract, if the CONTRACTOR does not transfer the records to the public agency.

D.

Upon completion of the Contract the CONTRACTOR shall transfer, at no

cost to the DDA, all public records in possession of the CONTRACTOR unless notified

by DDA’s representative/liaison, on behalf of the DDA’s Custodian of Public Records, to keep and maintain public records required by the DDA to perform the service. If the CONTRACTOR transfers all public records to the DDA upon completion of the Contract, the CONTRACTOR shall destroy any duplicate public records that are exempt, or confidential and exempt from public records disclosure requirements. If the CONTRACTOR keeps and maintains public records upon completion of the Contract, the CONTRACTOR shall meet all applicable requirements for retaining public records. All records stored electronically by the CONTRACTOR must be provided to DDA, upon request of the DDA’s Custodian of Public Records, in a format that is compatible with the information technology systems of DDA. Failure of the CONTRACTOR to comply with the requirements of this article shall be a material breach of this Contract. DDA shall have the right to exercise any and all remedies available to it, including but not limited to, the right to terminate for cause. CONTRACTOR acknowledges that it has familiarized itself with the requirements of Chapter 119, Fla. Stat., and other requirements of state law applicable to public records not specifically set forth herein.

IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, PLEASE CONTACT THE CUSTODIAN OF PUBLIC

RECORDS

AT

THE

WEST

PALM

DOWNTOWN

DEVELOPMENT AUTHORITY, 300 CLEMATIS STREET, SUITE 200, WEST PALM BEACH, FLORIDA 33401, OR BY TELEPHONE AT 561-8338873 OR BY E-MAIL AT [____]@DOWNTOWNWPB.COM.

Page 3 of 4

5.

All other terms, conditions and provisions of the AGREEMENT shall remain in full force

and effect except as amended herein.

IN WITNESS WHEREOF, the parties have hereto executed this Second Amendment the day and year written above.

WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY

CONTRACTOR

By:________________________________ Raphael Clemente, Executive Director

By:________________________________ Kenneth G. Bolsch, Manager

Approved as to form and legal sufficiency:

By: _________________________________ R. Max Lohman, Esq.

Page 4 of 4

MEMO To:

DDA Board

Bob Sanders, Chairman Rick Reikenis, Vice Chairman Mary Hurley Lane Upendo Shabazz Cynthia Nalley Lisa Gerard William Jacobson

From: Raphael Clemente, Executive Director RE:

Amendment to Landscape Maintenance Agreement

Date: August 20th, 2019 As a result of an increase in the level of service necessary to address the needs of the district, staff is requesting board approval for the proposed amendment to the Agreement for Landscape Maintenance Services.

The proposed amendment will allow for the compensation to be increased from maximum of $175,000 annually to a maximum of $275,000 annually and adding an additional 6 months to the contract term.

The increased level of service is in response to an increase services as follows: 1. A greater number of landscape beds along the Clematis Corridor as a result of the new streetscape design.

2. Additional areas of service added outside of the Clematis Corridor, including the landscaped areas around municipal garages.

3. Additional services such as trimming trees and removing fruit from Medjool Palms.

4. Mowing and maintenance of City-owned lots on Evernia Street.

5. Irrigation system maintenance checks.

300 Clematis Street, Suite 200, West Palm Beach, FL 33401 Ph: 561.833.8873 Fax: 561.833.5870 * DowntownWPB.com

SECOND ADDENDUM TO THE AGREEMENT BETWEEN THE WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY AND SCOTT LEWIS’ GARDENING & TRIMMING, INC. THIS SECOND ADDENDUM TO THE AGREEMENT BETWEEN THE WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY AND SCOTT LEWIS’ GARDENING & TRIMMING, INC., is made and entered into as of the _____ day of August, 2019 by and between the WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY, a special district created under the laws of the state of Florida, with offices located at 300 Clematis Street, Suite 200, West Palm Beach, FL 33401 (“DDA”), and Scott Lewis’ Gardening & Trimming, Inc., with offices located at 514 14th Street, West Palm Beach, FL 33401 (“Contractor”).

WHEREAS, the DDA and Contractor entered into a Landscape Maintenance Services Agreement on October 1, 2013, hereinafter “AGREEMENT”; and WHEREAS, the DDA and Contractor entered into the FIRST ADDENDUM TO THE AGREEMENT BETWEEN THE WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY AND SCOTT LEWIS’ GARDENING & TRIMMING, INC., on September 30th, 2015; and WHEREAS, Section 1 of the AGREEMENT defines the scope of work agreed upon by the DDA and Contractor; and WHEREAS, Section 2 of the AGREEMENT provides that the AGREEMENT may be renewed by mutual agreement of the parties with modifications if not previously terminated; and WHEREAS, the AGREEMENT has not been previously terminated; and WHEREAS, the parties now desire to modify the scope of work and service area provided to the DDA as more particularly set forth herein below.

NOW THEREFORE, in consideration of the mutual covenants contained herein and in the original AGREEMENT as amended by the FIRST ADDENDUM, and other good and valuable consideration, the receipt of which is hereby acknowledged by both parties, the parties agree as follows: 1. Section 1 of the AGREEMENT is hereby stricken and deleted in its entirety and is replaced with the following language: 1. SCOPE OF SERVICES: DDA and Contractor both hereby agree to enter into this Second Addendum to the AGREEMENT for Landscape Maintenance Page 1 of 5

Services within the areas defined by the DDA in accordance with the stated scope of work contained in the DDA’s Landscape Maintenance Services Request for Proposal No. 2013-01 and Contractor’s fully executed response to the same (“RFP”) a copy of which is attached hereto and incorporated by reference into the Second Addendum as Exhibit C (total of pages) “New Scope of Services” a copy of which is attached hereto and incorporated herein.

2. Section 2 of the AGREEMENT is hereby stricken and deleted in its entirety and is replaced with the following language: 2. COMMENCEMENT, COMPLETION DATE AND RENEWAL: The term of the AGREEMENT shall be extended for six (6) months and shall commence as of October 1, 2019 and shall terminate on or before March 30, 2020 without the need for notices or additional action taken by either party hereto. Either party may, at least thirty (30) days prior to the expiration of the current term, either party notifies the other in writing that it does not desire to extend the AGREEMENT beyond the scheduled expiration date. If Contractor desires to extend the AGREEMENT and amend the rates contained in Section 3. of the AGREEMENT for the extended term, Contractor shall notify the DDA in writing at least ninety (90) days prior to the expiration of the current term and said notification shall include the proposed new rate. If the DDA agrees to the proposed new rate, the parties shall execute an addendum to the AGREEMENT to reflect the new rate. If the DDA does not agree to the proposed new rate, the DDA or Contractor may elect not to extend the AGREEMENT for the additional term by notifying the other party in writing at least fifteen (15) days prior to the expiration of the then current term. The obligations of DDA under this AGREEMENT are subject to the availability of funds lawfully appropriated for its purpose by DDA. 3. Section 3 of the AGREEMENT is hereby stricken and deleted in its entirety and is replaced with the following language: 3. COMPENSATION: Contractor shall perform all work required in accordance with Exhibit C for an amount not to exceed Two Hundred Seventy-Five Thousand Dollars ($275,000.00) annually and, if and when requested by the Page 2 of 5

DDA, the rates as contained in the "First Pass, Cut and Toss Services Schedule" as contained in Exhibit D. Upon completion of the services, DDA shall determine if the work completed is to the satisfaction of DDA prior to any payment. Contractor shall comply with the following work schedules and performance standards in order that the DDA may evaluate Contractor's progress and completion of the work: a.

Contractor shall log all maintenance and daily work in the Virtual

Badge app for reporting.

Payment to Contractor shall be for work

completed as verified by the monthly service reports and pursuant to the RFP response and shall reflect consideration of costs as set forth in Contractor's "Schedule of Costs" and / or any addendum executed to the same as provided for in Section 9 herein below. Notwithstanding the foregoing, total compensation under this AGREEMENT shall not exceed Two Hundred Seventy-Five Thousand Dollars ($275,000.00) and, if and when requested by the DDA, the rates as contained in the "First Pass, Cut and Toss Services Schedule" as contained in Exhibit D. b.

Failure of Contractor to meet and/or provide any of the performance standards and/or work schedules, as determined by the DDA in its sole discretion, may result in termination of this Agreement. DDA agrees to provide Contractor written notice of any specific problems with the performance standards and/or work schedules. Contractor shall have thirty (30) days from the date of the written notice to remedy or correct the same.

Failure by Contractor shall result in immediate termination of this Agreement. DDA reserves the right to make any provisions it deems necessary for the completion of the work specified in the RFP.

4. Section 5 of the AGREEMENT is hereby stricken and deleted in its entirety and is replaced with the following language: 5.

TERMINATION; NOTICE: This Agreement may be terminated by either party

upon 30 days written notice to the other party. All written notices required under or contemplated by this Agreement shall be hand delivered or mailed by certified mail, return receipt requested, to the following addresses: Page 3 of 5

As to DDA:

As to Contractor:

West Palm Beach Downtown Development Authority.

Scott Lewis’ Gardening & Trimming, Inc

300 Clematis Street, Suite 200

375 Possum Pass

West Palm Beach, Florida 33401

West Palm Beach, Florida 33413

Attn: Catherine Ast, District Services Manager

Attn: Scott Lewis, President

With courtesy copy to: R. Max Lohman, Esq. Lohman Law Group, P.A. 500 S. Australian Avenue Suites 539-540 West Palm Beach, Florida 33401

5. Section 7 of the AGREEMENT is hereby stricken and deleted in its entirety and is replaced with the following language: 7.

PUBLIC RECORDS: Pursuant to Section 119.011(2)(b), Fla. Stat., as it may be

amended from time to time, the CONSULTANT is required to: A.

Keep and maintain public records required by the DDA to perform services as

provided under this Contract.

B.

Upon request from the DDA’s Custodian of Public Records, provide the DDA with

a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119 or as otherwise provided by law.

C.

Ensure that public records that are exempt, or confidential and exempt from public

records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the Contract, if the CONSULTANT does not transfer the records to the public agency.

D.

Upon completion of the Contract the CONSULTANT shall transfer, at no cost to

the DDA, all public records in possession of the CONSULTANT unless notified by DDA’s representative/liaison, on behalf of the DDA’s Custodian of Public Records, to keep and maintain public records required by the DDA to perform the service. If the CONSULTANT transfers all public records to the DDA upon completion of the Contract, the CONSULTANT shall destroy any duplicate public records that are exempt, or confidential and exempt from public records disclosure requirements. If the CONSULTANT keeps and maintains public records upon completion of the Page 4 of 5

Contract, the CONSULTANT shall meet all applicable requirements for retaining public records.

All records stored electronically by the CONSULTANT must be provided to DDA, upon request of the DDA’s Custodian of Public Records, in a format that is compatible with the information technology systems of DDA. Failure of the CONSULTANT to comply with the requirements of this article shall be a material breach of this Contract. DDA shall have the right to exercise any and all remedies available to it, including but not limited to, the right to terminate for cause. CONSULTANT acknowledges that it has familiarized itself with the requirements of Chapter 119, Fla. Stat., and other requirements of state law applicable to public records not specifically set forth herein.

IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, PLEASE CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT THE WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY, 300 CLEMATIS STREET, SUITE 200, WEST PALM BEACH, FLORIDA 33401, OR BY TELEPHONE AT 561-8338873 OR BY E-MAIL AT [____]@DOWNTOWNWPB.COM. 6. This Second Addendum shall become part of the AGREEMENT. 7. Each and every other term and provision of the AGREEMENT shall remain in full force and effect as written.

IN WITNESS WHEREOF, the parties have hereto executed this Second Addendum the day and year written above.

WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY

CONTRACTOR

By:__________________________________ Raphael Clemente, Executive Director

By:___________________________________ Scott Lewis, President

Approved as to form and legal sufficiency:

By: _________________________________ R. Max Lohman, Esq. Page 5 of 5