DDA Regular Board Meeting Agenda (October 17, 2023)

REGULAR BOARD MEETING AGENDA

Downtown Development Authority Tuesday, October 17, 2023 8:30 AM 107 S. Olive Avenue, Suite 200 West Palm Beach, FL 33401 https://downtownwpb.com/DDA Dial: +1 Webinar ID: CALL TO ORDER

Rick Reikenis

PUBLIC COMMENTS AND QUESTIONS EXECUTIVE DIRECTOR’S REPORT

Raphael Clemente

PRESENTATIONS CONSENT CALENDAR (Action Required) • • • •

Rick Reikenis

Minutes of First Public Hearing Meeting September 12, 2023 Minutes of Final Public Hearing Meeting September 18, 2023 Minutes of Regular Board Meeting September 19, 2023 Financial Statements of September 30, 2023

OLD BUSINESS (Action Required) •

Tree Planting Interlocal Agreement

Raphael Clemente

NEW BUSINESS (Action Required) • Financial Audit Services Agreement ANNOUNCEMENTS ADJOURNMENT

Vivian Ryland

MINUTES First Public Budget Hearing Downtown Development Authority Tuesday, September 12, 2023, at 5:05 PM Via Zoom Webinar https://us02web.zoom.us/j/843 8195 6370 DIAL IN: 1-929-436-2866 US WEBINAR ID: 843 8195 6370 ATTENDANCE Board Members in attendance: Chairman Rick Reikenis, Vice Chairman William Jacobson, Tim Harris, Daryl Houston, Varisa Lall Dass, and Robert Sanders. DDA staff in attendance included Raphael Clemente, Vivian Ryland, Samantha Moore, Catherine Ast, and Jeff Jones (Lohman Law Group). No guests in attendance.

CALL TO ORDER Reikenis called the meeting to order at 5:05 PM. STAFF PRESENTATION OF PROPOSED MILLAGE RATE AND TENTATIVE BUDGET Jones announced that in July, the DDA set the proposed millage rate at 2.0000 mills, which would result in an 85.5288% increase in millage from the rolled back rate (1.0780) necessary to fund the budget.

Jones stated that subsequent to that time, the DDA Board has continued to refine its budget, and staff is now proposing that the DDA set its millage rate at 0.9700 mill, which would result in a 10% decrease in millage from the rolled back rate (1.0780) necessary to fund the budget.

Clemente stated that a summary of the FY 2023-2024 Budget was previously reviewed and approved by the Board and asked if the Board had any questions. The Board had no questions.

PUBLIC COMMENTS AND QUESTIONS There were no public comments or questions. Reikenis announced the public portion of the meeting is closed.

ADOPTION OF PROPOSED MILLAGE RATE FOR FISCAL YEAR 2023-2024 Reikenis called for a motion on the Adoption of the Proposed Millage Rate for Fiscal Year 2023-2024.

Sanders made the following motion: I move that the proposed millage rate for Fiscal Year 20232024 be set at 0.9700 mill. Lall Dass seconded the motion. The motion passed unanimously.

ADOPTION OF TENTATIVE BUDGET FOR FISCAL YEAR 2023-2024 Reikenis called for a motion for the adoption of the Tentative Budget for Fiscal Year 2023-2024.

Sanders made the following motion: I move the adoption of the Fiscal Year 2023-2024 tentative budget as presented. Houston seconded the motion. The motion passed unanimously.

107 S. Olive Avenue, Suite 200, West Palm Beach, FL 33401 Phone: 561.833-8873|Fax: 561.833.5870| www.downtownwpb.com

ANNOUNCEMENT OF FINAL HEARING Reikenis announced that the final budget hearing will be held on Monday, September 18, 2023, at 5:05 PM at the DDA Office, 107 S. Olive Avenue, Suite 200, WPB, FL 33401.

ADJOURNMENT There being no further business to discuss, Reikenis called for a motion to adjourn the meeting.

Sanders made a motion to adjourn the meeting at 5:08 PM. Lall Dass seconded the motion. The motion passed unanimously.

107 S. Olive Avenue, Suite 200, West Palm Beach, FL 33401 Phone: 561.833-8873|Fax: 561.833.5870| www.downtownwpb.com

MINUTES Final Public Budget Hearing Downtown Development Authority Monday, September 18, 2023, at 5:05 PM Via Zoom Webinar https://us02web.zoom.us/j/843 8195 6370 DIAL IN: 1-929-436-2866 US WEBINAR ID: 884 7982 6053 ATTENDANCE Board Members in attendance: Chairman Rick Reikenis, Vice Chairman William Jacobson, Tim Harris, Daryl Houston, Varisa Lall Dass, and Robert Sanders. DDA staff in attendance included Raphael Clemente, Vivian Ryland, Samantha Moore, and Jeff Jones (Lohman Law Group). No guests in attendance.

CALL TO ORDER Reikenis called the meeting to order at 5:05 PM. STAFF PRESENTATION OF PROPOSED MILLAGE RATE AND TENTATIVE BUDGET Jones announced that the proposed millage rate of 0.9700 mill necessary to fund the budget is a 10% decrease from the rolled back rate of 1.0780 mills.

Clemente stated that a summary of the FY 2023-2024 Tentative Budget was previously reviewed and approved by the Board and is including in the board packet. The Board had no questions and did not recommend any changes to the proposed budget.

PUBLIC COMMENTS AND QUESTIONS There were no public comments or questions. Reikenis announced the public portion of the meeting is closed.

ADOPTION OF RESOLUTION 07-2023 SETTING FINAL MILLAGE RATE FOR FISCAL YEAR 2023-2024 Jones stated that the West Palm Beach Downtown Development Authority’s rolled back rate is 1.0780 mills. The Downtown Development Authority is levying ad valorem taxes at a millage rate of 0.9700 mill, which is a 10% decrease from the roll back rate.

Jones announced Resolution No. 07-2023 is a Resolution of the West Palm Beach Downtown Development Authority adopting a final millage rate for Fiscal Year 2023-2024; providing an effective date; and for other purposes. Reikenis called for a motion on the Adoption of the Proposed Millage Rate for Fiscal Year 20232024.

Sanders made a motion to adopt Resolution 07-2023, setting the millage rate for Fiscal Year 2023-2024 at 0.9700 mill. Lall Dass seconded the motion. The motion passed unanimously.

ADOPTION OF RESOLUTON 08-2023 FINAL BUDGET FOR FISCAL YEAR 2023-2024

107 S. Olive Avenue, Suite 200, West Palm Beach, FL 33401 Phone: 561.833-8873|Fax: 561.833.5870| www.downtownwpb.com

Jones announced Resolution No. 08-2023, a Resolution of the West Palm Beach Downtown Development Authority adopting a Final 2023 - 2024 Fiscal Year budget; providing an effective date; and for other purposes. Reikenis called for a motion for the adoption of the Final Budget for Fiscal Year 2023-2024.

Sanders made a motion to approve Resolution 08-2023, adopting the final budget for Fiscal Year Fiscal Year 2023-2024. Lall Dass seconded the motion. The motion passed unanimously.

ADJOURNMENT There being no further business to discuss, Reikenis called for a motion to adjourn the meeting.

Harris made a motion to adjourn the meeting at 5:09 PM. Sanders seconded the motion. The motion passed unanimously.

107 S. Olive Avenue, Suite 200, West Palm Beach, FL 33401 Phone: 561.833-8873|Fax: 561.833.5870| www.downtownwpb.com

REGULAR BOARD MEETING MINUTES Downtown Development Authority Tuesday, September 19, 2023 8:30 AM 300 Clematis Street, Suite 200 West Palm Beach, FL 33401 https://downtownwpb.com/DDA Dial: +1 301 715 8592 Webinar ID: 850 0090 8071 ATTENDANCE DDA Board members in attendance: Chairman Rick Reikenis, Vice Chairman William Jacobson, Samantha Bratter, Tim Harris, Daryl Houston, and Bob Sanders. DDA Board Virtual Attendance: Varisa Lall Dass. DDA Staff in attendance: Raphael Clemente, Teneka James-Feaman, Vivian Ryland, Catherine Ast, Krystal Campi, Tiffany Faublas, Sabrina Lolo, Samantha Moore, Sherryl Muriente and Attorney Max Lohman. Guests in attendance: William Roger Cummings, Sergio Piedra, Gustav Weibull, Milton Segarra, Lisa Kemp, Steve Daniels, Allie Severino, and Jennifer Ferriol.

CALL TO ORDER Chairman Reikenis called the meeting to order at 8:32 a.m.

PUBLIC COMMENTS None.

Clemente requested that the Old Business agenda item RFP 2023 – 001 Financial Audit Services be moved to the top of Old Business.

Houston made a motion to approve reordering the agenda. Harris seconded the motion. The motion passed unanimously.

EXECUTIVE DIRECTOR’S REPORT Clemente reported that the Downtown Safety Task Force will be meeting later today at the DDA Office. Mobility Coalition leadership group met last week, and the group is making great progress. The DNA is hosting a panel discussion regarding homelessness on September 20, 2023. The last Soul in the City is scheduled for the same night. Trojan Rocking Horses Community Co-Design workshop will be held on October 10, 2023. The DDA Annual Downtown Summit is on October 18, 2023.

PRESENTATIONS Three representatives from Discover the Palm Beaches; Sergio Piedra, Milton Segarra, and Gustav Weibull, provided an update on their efforts to invest and promote tourism in Downtown West Palm Beach. They shared demographic and hotel occupancy stats on visitors in Palm Beach County and Downtown West Palm Beach specifically for 2022. They then shared their plan for the future of tourism and how they plan to drive visitors to West Palm Beach. The plan includes a certified tourism ambassador program; which is designed to create a destination culture.

107 S. Olive Avenue, Suite 200, West Palm Beach, FL 33401 Ph: 561.833.8873 Fax: 561.833.5870 * DowntownWPB.com

CONSENT CALENDAR Minutes of Regular Board Meeting August 15, 2023 Financial Statement of August 31, 2023 Jacobson made a motion to approve the consent calendar. Sanders seconded the motion. The motion passed unanimously.

OLD BUSINESS RFP 2023 – 001 Financial Audit Services Selection Committee Recommendations In July, the Downtown Development Authority (DDA) released a Request for Proposals (RFP) for Financial Audit Services. The RFP was released via DemandStar, the DDA website and advertised in the Palm Beach Post. Selection Committee for this RFP process included Bill Jacobson Esq., WPB DDA Vice Chairman, Bridget Souffrant, City WPB Chief Financial Officer, and Kasia Marczyk, Certified Financial Planner Practitioner.

The scope of the RFP included requests for Proposals from qualified and experienced firms, licensed to practice in the State of Florida, with demonstrated skills and experience in financial auditing services. To be eligible to respond to this RFP, the proposing firm shall demonstrate that they have been continuously engaged in providing similar audit services to those specified herein for a minimum of five (5) years.

The proposals were required to meet the following minimum qualifications: a. Reports to be Issued. Following the completion of the audit of the fiscal year’s financial statements, the auditor must prepare reports required by adherence to the auditing standards, including but not limited to: i.

A report on the fair presentation of the financial statements in conformity with generally accepted accounting principles; ii.

A report on the internal control over financial reporting and compliance and other matters based on an audit of financial statements performed in accordance with Governing Auditing Standards; iii.

A management letter required by Section 10.550, Rules of the Auditor General; iv.

An independent accountant’s report on Compliance with Section 218.415, Florida Statues. b. Firm Qualifications and Experience. The proposal shall state the size of the firm, the size of the firm’s governmental audit staff and the number and nature of the professional staff to be employed on this engagement on a full-time basis and the number and nature of the staff to be employed on a part–time basis. The firm must provide an affirmative statement that they are in good standing with the American Institute of Certified Public Accountants. c. Partner, Supervisory and Staff Qualifications & Experience. The firm must identify the principal, supervisory and management staff, including engagement partners, managers, other supervisors, specialists, and staff who will be assigned to the engagement and indicate whether each such person is registered to practice as a certified public accountant in the State of Florida. d. Similar Engagements with other Governments. For the firm’s office that will be assigned the responsibility of the audit, list the most significant engagements (maximum of 5) performed in the last five (5) years that are similar to the engagement described in this RFP. e. Specific Audit Approach. The proposal should set forth a work plan, including an explanation of the audit methodology to be followed, and a transition schedule, if applicable, to perform the services required in this RFP. f. Identification of Anticipated Potential Audit Problems. The proposal shall identify and describe any anticipated potential audit problems, the firm’s approach to resolving these problems and any special 107 S. Olive Avenue, Suite 200, West Palm Beach, FL 33401 Ph: 561.833.8873 Fax: 561.833.5870 * DowntownWPB.com

assistance that will be requested from the DDA. Three (3) proposals were received. The agencies that responded to the RFP are: 1. Marcum LLP 2. Nowlen, Holt, & Miner, P.A. 3. S. Davis & Associates, P.A. The Selection Committee ranked each proposer based on the following scale: Evaluation Factors Factor Points 1

30

2

40

3

25

4

5

Total

100

Description Audit Approach Firm’s Technical Response to RFP’s Scope of Services.

Expertise and Experience Experience, Strength, and Qualifications of Firm as it relates to this solicitation.

Fee Information Fee Proposal Local Preference Businesses located within the DDA District will be afforded 5 additional points

Members of the Selection Committee ranked the proposers as follows: Selection Committee Chair - Bill Jacobson Total Score # 1 2 3

Proposer

Marcum LLP Nowlen, Holt & Miner, P.A. S. Davis & Associates, P.A.

Name 28.75 52.50 85.00

Selection Committee Member Bridget Souffrant Total Score Name 68.75 85.00 68.75

Selection Committee Member Kasia Marczyk Total Score Name 82.50 100.00 71.25

60.00 79.17 75.00

The board discussed the results of the selection committee rankings and the scoring criteria for this RFP; specifically the local preference points for businesses located within the DDA District. Lohman reviewed the state statue requirements for Financial Audit Service RFP’s. The board asked staff to bring RFP scoring criteria for discussion at a future board meeting.

Houston made a motion to approve the selection committee recommendations and allow staff to move forward with contract negotiations with Nowlen, Holt, and Miner, P.A. Bratter seconded the motion. The motion passed 5 to 1. Jacobson dissented.

107 S. Olive Avenue, Suite 200, West Palm Beach, FL 33401 Ph: 561.833.8873 Fax: 561.833.5870 * DowntownWPB.com

Compassion Fund Clemente explained that he invited city staff Lisa Kemp, Allie Severino, and Jennifer Ferriol to discuss the compassion fund. At the DDA budget workshop earlier this year one of the proposals was rather than to allocate money entirely to homeless outreach could we be more flexible with those dollars and provide additional services to help those in need.

Ferriol, City of West Palm Beach Housing and Community Development Department Director, provided an update to the DDA Board regarding how the DDA dollars are currently allocated within the Housing and Community Development Department. She explained the roles that staff play and the many different resources they use to assist those in need such as the homeward bound program, homeless outreach, rental assistance program, etc.

Clemente stated that now that we have a clearer understanding of how the funds are allocated he would like to meet with Ferriol to dive deeper into the full scope of services offered.

Community Safety and Policing Plan Clemente stated that the combination of mental illness and homelessness, and the lack of services for people affected by these issues, have become the most urgent challenge being faced by downtown stakeholders. I have participated in numerous meetings over the past several weeks regarding the problem and how we can best respond to it. Unfortunately, there is not a lot of agreement on how to approach the situation in the long term, but there is consensus for the short term.

Considering the urgency of the problem, and in response to community outcry, staff proposes that the Ambassador Program be scaled back, and funds allocated for that purpose be reallocated to pay for additional police hours. This is based on feedback from the police department, homeless outreach and mental health professionals, the community, City staff and administration, DDA staff, as well as my own observations.

In addition to increased policing in specific area, additional changes to how the Ambassador Program is utilized, how data is collected and shared, and how the community is informed and engaged in this process are steps that can be taken now to affect positive change and assist those in need as well as residents and business owners who have been negatively impacted by these issues.

Harris made a motion to approve reallocating funds as requested to pay for additional police hours in Downtown West Palm Beach. Bratter seconded the motion. The motion passed unanimously.

NEW BUSINESS Circuit Extension The DDA entered into an agreement with Circuit Transit in August of 2021, via a “piggyback” on their contract with Pompano Beach and extended the agreement for an additional year in 2022. Since that time, Circuit has proven to be an effective and efficient way for residents and visitors to get around the downtown area. Brightline Trains has continued to merge their program with the Downtown Development Authority to maximize the available fleet of vehicles in the downtown area. The city has also provided additional transportation services via RideWPB in the downtown area, Northwood, and Northwest communities, as well as the addition of a fixed route.

The agreement with Circuit Transit expires on September 30th, 2023. Based on the success of the program and its growing popularity with stakeholders, it is recommended that the DDA enter into a third extension of the piggy-back agreement to commence October 1, 2023, through April 15, 2024.

107 S. Olive Avenue, Suite 200, West Palm Beach, FL 33401 Ph: 561.833.8873 Fax: 561.833.5870 * DowntownWPB.com

Harris made a motion to approve the Third extension to the Agreement with Circuit Transit, Inc. Sanders seconded the motion. The motion passed unanimously.

ANNOUNCEMENTS The November Board Meeting is currently scheduled for the week of Thanksgiving. Staff suggested the board meeting be moved to November 14, 2023, to ensure a quorum is reached.

Harris made a motion to approve moving the November Board Meeting to November 14, 2023. Bratter seconded the motion. The motion passed unanimously.

ADJOURNMENT Harris made a motion to adjourn the meeting. Houston seconded the motion. The motion passed unanimously.

Meeting adjourned at 10:16 am.

107 S. Olive Avenue, Suite 200, West Palm Beach, FL 33401 Ph: 561.833.8873 Fax: 561.833.5870 * DowntownWPB.com

West Palm Beach Downtown Development Authority Balance Sheet September 30, 2023 ASSETS Current Assets

PNC Bank Operating Valley National Bank - MMA PNC Investment Management Acct Petty Cash

Prepaid Expenses Interest Income Receivable

381,065 162,166 3,113,454 50 4,762 13,427

Total Current Assets Other Assets Lease Security Deposit

3,674,924

23,000

Total Other Assets

23,000

Total Assets

3,697,924

LIABILITIES AND FUND BALANCE Current Liabilities

Due to Lincoln National Vision Premium Payable Flexible Spending Withholding Suppl Med Ins. Premium Payable

6,011 0 1,192 250

Total Current Liabilities

7,453

Fund Balance Net Income

3,601,875 88,596

Total Fund Balance

3,690,471

Total Liabilities and Fund Balance

3,697,924

No CPA provides any assurance on these financial statements.

No CPA provides any assurance on these financial statements.

West Palm Beach Downtown Development Authority Statement of Revenues And Expenditures September 30, 2023

Trolley Gross Annual

Month

Work Plan

Services

Budget

%

Y-T-D

Y-T-D

Current Year Revenues - Schedule 1 Expenditures Business Development - Schedule 2 Public Realm Maintenance - Schedule 3 Marketing/Public Relations- Schedule 4 Neighborhood Services - Schedule 5 General Office - Schedule 6 Operations - Schedule 7 Professional Services - Schedule 8 Total Personnel Expense Insurance Expense Total Rent Expense Tax Collection Travel and Training Reserves Total Expenditures

36,395

6,375,579

6,366,707

100.1%

3,485,579

875,000

5,277 91,238 83,229 37,619 6,248 2,305 5,991 97,127 0 12,305 0 7,291 0 348,630

319,791 1,716,566 873,462 1,866,026 66,752 26,320 164,481 1,014,420 44,775 160,704 19,043 14,642 0 6,286,982

868,987 2,560,700 1,580,000 2,420,000 69,260 31,328 210,500 1,060,000 45,000 200,000 20,000 16,000 886,807 9,968,582

36.8% 67.0% 55.3% 77.1% 96.4% 84.0% 78.1% 95.7% 99.5% 80.4% 95.2% 91.5% 0.0% 63.1%

114,888 1,716,566 0 277,495 66,752 26,320 164,481 1,014,420 44,775 160,704 19,043 14,642

Current Year Surplus (Deficit)

(312,235)

88,597

(3,601,875)

648 18,377 19,025

577,387 1,614,553 2,191,940

0 0 0

(293,210)

2,280,537

(3,601,875)

DDA Carryforward CRA Carryforward

Total Carry Forwards Net Total Surplus (Deficit)

Year-to-Date

Budget

0.0% 0.0% 0.0%

Marketing

Security

Incentives

Y-T-D

Y-T-D

Y-T-D

650,000

100,000

1,265,000

204,903 873,462 881,277

707,254

3,620,086

881,277

873,462

707,254

204,903

(134,507)

(6,277)

391,538

(57,254)

(104,903)

577,387 809,586 1,386,973

0 100,000 100,000

0 274,967 274,967

0 230,000 230,000

0 200,000 200,000

1,252,466

93,723

666,505

172,746

95,097

No CPA provides any assurance on these financial statements.

Supplemental Schedules September 30, 2023 SCHEDULE 1 - CURRENT YEAR REVENUES

Gross Annual

Current Year Revenues Tax Revenues TIF Rosemary Square MOU DDA/CRA Interlocal CRA Project Funding DDA/City Interlocal Agreement Interest Income Dividend Income Gain or (Loss) on Investments Virgin Trains USA Ticket Sales Sponsorships Fees and Services Grants and Contributions Total Reimbursements Other Miscellaneous Income Gain (Loss) on Sale of Assets Total Current Year Revenues

Month

Trolley Budget %

Work Plan

Services

Marketing

Security

Incentives

Y-T-D

Y-T-D

Y-T-D

Y-T-D

Y-T-D

Year-to-Date

Budget

0 0 0 0 0 17,625 13,600 0 0 0 5,000 170 0 0 0 0

2,993,756 (2,821,581) 135,000 5,765,076 0 136,745 133,272 0 22,525 0 5,000 437 1,288 4,001 0 60

2,945,187 (2,763,173) 135,000 5,768,493 0 280,700 500 0 0 0 0 0 0 0 0 0

101.6% 102.1% 100.0% 99.9% 0.0% 48.7% 26654.4% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0%

2,893,756 (2,821,581) 135,000 2,975,076 0 136,745 133,272 0 22,525 0 5,000 437 1,288 4,001 0 60

36,395

6,375,579

6,366,707

100.1%

3,485,579

No CPA provides any assurance on these financial statements.

100,000

875,000

1,265,000

650,000

1,265,000

650,000

0 875,000

100,000

West Palm Beach Downtown Development Authority Supplemental Schedules September 30, 2023 Gross Month

Year-to-Date

Trolley

Annual

Budget

Work Plan

Services

Marketing

Security

Incentives

Budget

%

Y-T-D

Y-T-D

Y-T-D

Y-T-D

Y-T-D

SCHEDULE 2 - BUSINESS DEVELOPMENT Total Property and Buss Incentives Facade Improvements Leasing/Brokers Meeting Total Business Training and Support Business Partnerships Grand Open/New Business

0 0 1,902 3,375 0 0

204,903 22,923 23,613 22,425 44,184 1,743

375,000 160,000 30,000 177,987 106,000 20,000

54.6% 14.3% 78.7% 12.6% 41.7% 8.7%

22,923 23,613 22,425 44,184 1,743

Total Business Development

5,277

319,791

868,987

36.8%

114,888

SCHEDULE 3 - PUBLIC REALM MAINTENANCE 23,000 Clean Team 29,478 Graffitti Maintenance 500 Landscape Maintenance 38,260 Holiday Lights 0 Signage & Pedestrial Wayfinding 0 Capital Projects/Alleys 0

607,042 326,569 14,660 424,740 173,555 0 170,000

760,000 641,300 25,000 684,400 235,000 40,000 175,000

79.9% 50.9% 58.6% 62.1% 73.9% 0.0% 97.1%

607,042 326,569 14,660 424,740 173,555 0 170,000

1,716,566

2,560,700

67.0%

1,716,566

Pressure Washing/Street Clean

Total Physical Environment

91,238

204,903

No CPA provides any assurance on these financial statements.

0

0

0

204,903

0

0

0

0

West Palm Beach Downtown Development Authority Supplemental Schedules September 30, 2023 Gross Month

Year-to-Date

Trolley

Annual

Budget

Work Plan

Services

Marketing

Security

Incentives

Budget

%

Y-T-D

Y-T-D

Y-T-D

Y-T-D

Y-T-D

SCHEDULE 4 - MARKETING/PR

Community & Cultural Promotion

0 7,888 24,972 0 3,333 35,120 1,249 10,667

0 85,497 113,132 19,967 68,250 286,178 70,388 230,050

0 150,000 225,000 80,000 150,000 500,000 150,000 325,000

0.0% 57.0% 50.3% 25.0% 45.5% 57.2% 46.9% 70.8%

Total Marketing/PR

83,229

873,462

1,580,000

55.3%

0

150,000 881,277 707,254 19,342 37,422 50,731 20,000

150,000 975,000 1,040,000 155,000 37,000 63,000 0

100.0% 90.4% 68.0% 12.5% 101.1% 80.5% 0.0%

150,000

Mobility Coalition Funding

0 0 29,321 8,622 200 (524) 0

Total Res. Services/Quality of Life

37,619

1,866,026

2,420,000

77.1%

277,495

Survey

Collateral Materials PR/Marketing

Retail Promotion Value Added Events Advertising and Promotion Marketing Programs

0 85,497 113,132 19,967 68,250 286,178 70,388 230,050 0

873,462

0

0

SCHEDULE 5 -NEIGHBORHOOD SERVICES Homeless Outreach

Transportation Security and Policing Public Space Programs Community Engagement Residential Programming

881,277 707,254 19,342 37,422 50,731 20,000

No CPA provides any assurance on these financial statements.

881,277

0

707,254

0

West Palm Beach Downtown Development Authority Supplemental Schedules September 30, 2023 Gross Month

SCHEDULE 6 - GENERAL OFFICE General Office Expense - Other Investment Expenses

Year-to-Date

Trolley

Annual

Budget

Work Plan

Services

Marketing

Security

Incentives

Budget

%

Y-T-D

Y-T-D

Y-T-D

Y-T-D

Y-T-D

Equipment, Computers, Programs

2,017 0 377 3,854

13,695 11,031 1,441 40,187

29,500 0 4,760 35,000

46.4% 0.0% 30.3% 114.8%

1,441 40,187

Total General Office

6,248

66,752

69,260

96.4%

55,721

Telephone Expense

515 648 240 0 902

10,171 3,387 2,258 103 10,401

8,000 7,500 5,500 328 10,000

127.1% 45.2% 41.1% 31.4% 104.0%

10,171 3,387 2,258 103 10,401

Total Operations

2,305

26,320

31,328

84.0%

26,320

General Postage

SCHEDULE 7 - OPERATIONS Dues Hospitality Board Meeting Publications

13,695

No CPA provides any assurance on these financial statements.

0

0

0

0

0

0

0

0

West Palm Beach Downtown Development Authority Supplemental Schedules September 30, 2023 Gross Month

Year-to-Date

Trolley

Annual

Budget

Work Plan

Services

Marketing

Security

Incentives

Budget

%

Y-T-D

Y-T-D

Y-T-D

Y-T-D

Y-T-D

SCHEDULE 8 - PROFESSIONAL SERVICES Accounting Professional Service Audit Studies and Surveys Legal

2,500 1,960 0 0 1,531

27,600 34,261 25,500 61,692 15,428

30,000 60,000 25,500 65,000 30,000

92.0% 57.1% 100.0% 94.9% 51.4%

27,600 34,261 25,500 61,692 15,428

Total Professional Services

5,991

164,481

210,500

78.1%

164,481

Some rounding error may occur.

No CPA provides any assurance on these financial statements.

0

0

0

0

MEMO To:

Rick Reikenis, Chairman William Jacobson, Vice Chairman Samantha Bratter Varisa Lall Dass Tim Harris Daryl Houston Bob Sanders

From: Vivian Ryland RE:

Agreement for Financial Audit Services with Nowlin, Holt & Miner

Date:

Tuesday, October 17, 2023

The Downtown Development Authority issued a Request for Proposals for Financial Audit Services on July 24, 2023. Three responses were received. The selection committee scored the firm of Nowlin, Holt & Miner the highest of the three responses. At the September 19th Board meeting, the Board voted to negotiate an agreement with Nowlin, Holt & Miner.

The pertinent terms of the attached agreement are as follows: 1. One-year term with the option to renew for two additional two-year terms.

2. Fee for FY 2023 is $19,500.00 3. The final report to be delivered by March 30th of each year the agreement is in effect.

Nowlin, Holt & Miner have agreed to the terms of the agreement and executed the agreement.

Staff recommend approval of the agreement.

107 S. Olive Avenue, Suite 200, West Palm Beach, FL 33401 Phone: 561.833-8873|Fax: 561.833.5870| www.downtownwpb.com

MEMO TO:

DDA Board Rick Reikenis, Chairman William Jacobson, Vice Chairman Varisa Lall Dass Tim Harris Bob Sanders Daryl Houston

FROM: Raphael Clemente RE:

Downtown Tree Planting Program

DATE: Tuesday, October 11, 2023 _________________________________________________________________________________________

During the August 31st, 2021, DDA Board meeting with the Downtown Neighborhood Association, it was proposed that the DDA fund the planting of shade trees in public rights of way in the Downtown area. The goal of this project would be to replace missing trees as well as add new locations where trees are needed.

Following that discussion, the Board approved the allocation of $100,000 to fund this initiative, which has been carried forward into this budget year. The City has agreed to match the DDA’s funding for this project. Per the proposed agreement, the DDA would be the project manager, and the City’s funding match would come as a reimbursement of costs.

Initial cost estimates per tree range from $21,000 to $38,000. This range is based on variables to be determined on a case-by-case basis, including demolition and removal of concrete, grates, and planted material, as well as tying into the City’s irrigation system.

Staff recommends approval of the proposed interlocal agreement.

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

INTERLOCAL AGREEMENT BETWEEN CITY OF WEST PALM BEACH AND WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY REGARDING TREE PLANTING PROJECT WPB Contract No. 29947 City Res. No. _________

THIS INTERLOCAL AGREEMENT is made and entered into by and between CITY OF WEST PALM BEACH, a municipal corporation of the State of Florida (the “City”); and WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY, an independent special district established under the laws of the State of Florida, whose address is 107 South Olive Avenue, 2nd Floor, West Palm Beach, Florida 33401-5322 (the “DDA”); and WHEREAS, it is the purpose and intent of this Agreement, the parties hereto, and the Florida Interlocal Cooperation Act of 1969, as amended, to permit the City and the DDA to make the most efficient use of their respective powers, resources and capabilities by enabling them to cooperate on the basis of mutual advantage and provide a means by which the parties may exercise their respective powers, privileges and authorities that they share in common and that each might exercise separately; and WHEREAS, the DDA has organized and established as one of its primary goals to revitalize the Downtown area of the City of West Palm Beach and to promote commercial and economic development and to improve the quality of life for residents residing in the Downtown area; and WHEREAS, in furtherance of the DDA’s goals, the DDA has proposed to plant at least 8 (eight) trees in the Downtown area (“Project”); and WHEREAS, the City has agreed to contribute $100,000 (ONE HUNDRED THOUSAND DOLLARS) in order to assist funding the Project.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the sufficiency of which is hereby acknowledged by both parties, the parties agree as follows: SECTION 1:

INCORPORATION OF RECITALS

The recitals set forth above are incorporated herein and made a part of this Agreement.

SECTION 2:

TERM OF AGREEMENT

2.1 This Agreement shall become effective upon its execution by all parties and the filing of the fully executed Agreement with the Clerk of the Court for Palm Beach County.

2.2 This Agreement shall continue until completion of the project or until earlier terminated as provided herein.

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SECTION 3. TREE PLANTING PROJECT DESCRIPTION. In furtherance of the Project, the DDA has proposed planting at least 8 trees in the Downtown area in order to enhance the Downtown experience and quality of life for the residents and businesses in the Downtown area. The trees will either be Live Oak or East Palatka Holly, with Live Oak being the preferred tree. The preferred location and configuration of the trees is attached hereto as Exhibit A. If the locations and configuration set forth in Exhibit A are not feasible, the preferred location shall then be as follows: a.

SW corner of S Olive Ave and Evernia b.

SW corner of Dixie Hwy and Hibiscus c.

NW corner of S Olive Ave and Fern; and d.

SE corner of S Olive Ave and Trinity Pl. SECTION 3:

DDA OBLIGATIONS

3.1 DDA Project Manager. The DDA shall be the project manager of the Project and shall manage all aspects of the project, including the hiring and supervision of all contractors.

3.2 DDA Funding. DDA shall contribute at least $100,000 (ONE HUNDRED THOUSAND DOLLARS) to the Project.

SECTION 4:

CITY’S FINANCIAL CONTRIBUTION

The City shall provide a $100,000 (ONE HUNDRED THOUSAND DOLLARS) contribution to the Project. The funding shall be in the form of reimbursements for expenses incurred by implementing the Project. DDA shall present invoices showing valid expenditures incurred in furtherance of the Project and City shall reimburse the DDA for such invoices within 45 days of receipt.

SECTION 5:

TERMINATION OF AGREEMENT

5.1 Prior to the City providing Funding to the DDA for the Project, either Party may terminate this Agreement in its sole discretion for no reason or for any reason by providing thirty (30) days’ written notice of its intent to terminate to the other party.

5.2 Once the Project has begun, the City may terminate the Agreement by providing thirty (30) days written notice to the DDA if, in the City’s sole determination, the DDA has not complied with the material terms of this Agreement.

5.3 Once the Project has begun, the DDA may terminate this Agreement by providing thirty (30) days written notice to the City, if the DDA determines that the City has failed to reimburse the DDA for valid invoices for direct expenses incurred for this Project.

SECTION 6:

GENERAL PROVISIONS

6.1 No Assignment. No party shall assign or transfer this Agreement without the written consent of the other parties.

6.2 Notices. Any notices required by this Agreement shall be in writing and shall be (as elected by the party giving such notice) hand delivered by messenger, courier service or prepaid overnight delivery service, or alternatively may be sent by United States Certified Mail, with Return Receipt Requested. Notices shall be provided to the following: Contract 29947 06.12.2023

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As to the DDA: West Palm Beach Downtown Development Authority 107 South Olive Avenue, 2nd Floor West Palm Beach, Florida 33401-5322 Attention: Executive Director With a copy to: Lohman Law Group, P.A. Attn: R. Max Lohman, Jr., Esq. 515 N. Flagler Drive Unit P-300 West Palm Beach, FL 33401 As to the City: City of West Palm Beach 401 Clematis Street West Palm Beach, Florida 33401 Attention: City Administrator With a copy to: West Palm Beach City Attorney’s Office Post Office Box 3366 West Palm Beach, Florida 33402-3366 Attention: City Attorney The effective date of any notice shall be the date of delivery of the notice if by hand delivery (provided a receipt is obtained), courier service (provided a receipt is obtained), or prepaid overnight delivery service with signature confirmation of delivery.

6.3.

Public Records.

6.3.1 DDA shall comply with Chapter 119, Florida Statutes, regarding public records.

DDA shall keep and maintain all documents, correspondence, reports, computer files, emails, photographs, videos, etc., prepared in order to perform the services under this Agreement. A request to inspect or copy public records relating to this Contract must be made directly to the City. If the City does not possess the requested records, the City shall immediately notify the DDA of the request, and the DDA shall provide the records to the City or allow the records to be inspected or copied within a reasonable time at the cost that would not exceed the cost allowed by law. All records stored electronically must be provided to the City, upon request, in a format that is compatible with the information technology systems of the City.

6.3.2 DDA shall ensure that public records that are exempt or confidential and exempt from public records disclosure are not disclosed. Records that are exempt or confidential and exempt from public records requirements may include plans, drawings and records related to the physical security of City buildings or security systems and shall not be disclosed by DDA, except as authorized by law and specifically authorized by City.

6.3.3 Upon expiration or termination of this Agreement, DDA shall transfer, at no cost, to the City all public records in possession of DDA. DDA shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements.

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6.3.4 Failure of the DDA to provide public records to the City within a reasonable time or allowable cost may be subject to penalties under Sec. 119.10, Fla. Stat., and may be cause for termination of the Agreement by the City, in addition to any other remedies available under the Contract or by law.

6.3.5 IF THE DDA HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE DDA'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CITY CLERK, WHO IS THE CITY’S CUSTODIAN OF PUBLIC RECORDS, AT: Office of the City Clerk City of West Palm Beach 401 Clematis Street West Palm Beach, FL 33401 561-822-1210 CityClerk@wpb.org 6.4 Right to Audit. DDA shall maintain adequate records for the Services performed under this Agreement for five (5) years following completion of the Services, or conclusion of any litigation regarding this Agreement. The City shall have the right to audit DDA’s books and records, at the City’s expense, upon prior notice, with regard to the charges billed for the Services provided to the City under this Agreement. DDA shall allow the City or its representative to interview all current or former employees to discuss matters pertinent to this Agreement. If an audit inspection in accordance with this section discloses overpricing or overcharges (of any nature) by DDA to the City in excess of one-half of one percent (.5%) of the total contract billings, (1) the reasonable costs of the City’s Internal Audit department shall be reimbursed to the City by DDA. 6.5 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 provisions, to persons or circumstances other than those 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.

6.6 Liability. No party shall be deemed to assume any liability for the negligent or wrongful acts or omissions of another party. Nothing contained herein shall be construed as a waiver by a party of the liability limits established in Section 768.28 of the Florida Statutes.

6.7 Non-Discrimination. The parties agree no person shall on the grounds of race, color, religion, sex, gender identity or expressions, genetic information, national origin, age, disability, familial status, marital status or sexual orientation excluded from the benefits of or be subjected to any form of discrimination under any activity carried out by the performance of this Agreement.

6.8 Individual Members Not Liable. No covenants, stipulation, obligation or agreement contained herein shall be deemed to be a covenant, stipulation, obligation or agreement of any present or future member of the governing body or agent or employee of the City or the DDA in Contract 29947 06.12.2023

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its, his, her, or their individual capacity, and neither the members of the governing body of the City or DDA, nor any official executing this Agreement, shall be liable personally, or shall be subject to any accountability, by reason of the execution of this Agreement or any act pertaining hereto.

6.9 No General Obligation. Nothing contained in this Agreement shall constitute or create a lien or be construed or deemed to constitute or create a lien, either legal or equitable, on any of the City’s or DDA’s revenues or funds. No person shall ever have the right to compel any exercise of the ad valorem taxing power of the City to make the payments herein provided against any property of the City, nor shall this Agreement constitute a charge, lien or encumbrance, either legal or equitable, upon any property or funds of the City, except as expressly herein provided.

6.10 No Third Party Rights. This Agreement is solely for the benefit of the City and the DDA and no third party shall be deemed to have any rights hereunder.

6.11 Litigation; Venue; Waiver of Jury. This Agreement shall be construed and interpreted, and the rights of the parties hereto determined, in accordance with Florida law. The parties submit to the jurisdiction of Florida courts. The parties agree that proper venue for any suit concerning this Agreement shall be Palm Beach County, Florida. In any litigation arising under this Agreement, each party shall bear its own costs and attorney fees. TO ENCOURAGE PROMPT AND EQUITABLE RESOLUTION OF ANY LITIGATION, EACH PARTY HEREBY WAIVES ITS RIGHTS TO A TRIAL BY JURY IN ANY LITIGATION RELATED TO THIS AGREEMENT. 6.12 Waiver. It is hereby agreed to 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.

6.13 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.

6.14 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be an original, but together such counterparts shall constitute only one instrument.

6.15 Conflicts. To the extent this Agreement conflicts with any prior Agreement between or among the parties, this Agreement shall govern and prevail.

6.16 Filing and Effective Date. This Agreement shall become effective immediately upon the execution by the proper officers of the DDA and City, and upon filing with the Clerk of the Circuit Court of Palm Beach County, Florida, as required by Section 163.01(11), Florida Statutes.

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IN WITNESS WHEREOF, the undersigned parties have signed this Interlocal Agreement regarding the Tree Planting Project as of the last date indicated below.

CITY OF WEST PALM BEACH

Attest: ____________________________ City Clerk

By: ________________________________ Keith A. James, Mayor

City Attorney’s Office Approved as to form and legality By: _______________________

Date: _____________________, 2023

WEST PALM BEACH DOWNTOWN DEVELOPMENT AUTHORITY

Attest: ____________________________ Raphael Clemente, Executive Director

By: ________________________________ Robert Sanders, Chair

DDA General Counsel Approved as to form and legal sufficiency

By: _______________________ R. Max Lohman, Esq.

Contract 29947 06.12.2023

Date:

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,2023

EXHIBIT A TREE PLANTING PROJECT

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