Preview
MON-L-003877-23 12/06/2023 Pglof42 Trans ID: LCV20233595379
Faloni Law Group, LLC
David A. Faloni, Sr., Esq- NU Atty ID# 221221969
425 Eagle Rock Avenue Suite 404
Roseland, New Jersey 07068
Tel. 973-226-0050
Fx. 973-575-0491
Attorney for Plaintiff, FALAD Properties, LLC
Superior Court of New Jersey
FALAD PROPERTIES, LLC Chancery D sion: Monmouth County
Docket No.: C-160-23
Plaintiff
Civil Action
v
BOROUGH OF ATLANTIC HIGHLANDS A
MUNICIPAL CORPORATION OF THE STATE
Complaint
OF NEW JERSEY; ITS GOVERNING BOARD;
ADMINISTRATOR; and JOHN DOES 1-4
Defendant
Plaintiff, FALAD PROPERTIES, LLC, (a New Jersey Limited Liability Company)
(hereinafter “Plaintiff and/or FALAD”) whose business address 2 Hennessey
Boulevard, Atlantic Highlands, New Jersey, by way of Complaint against the
Defendants, the Borough of Atlantic Highlands, its Governing Board; Administrator
and John Does 1-4, who may have participated in Plaintiffs claim for relief (hereinafter
collectively “Defendants” and/or “Highlands”) says:
GENERAL ALLEGATIONS
Plaintiff is the owner of apartment building located at 2 Hennessey Boulevard,
Atlantic Highlands, New Jersey (hereinafter “Subject Property”).
Defendants are a municipal corporation and an authorized governing board for
the Borough of Atlantic Highlands, New Jersey pursuant to N.J.S.A, Title
40:55D.
At all times relevant herein Highlands and all Defendants acted within the
scope of and in the course of its relationship with the Borough.
On September 13, 2017, the Highlands authorized a 5-year tax abatement for
the Subject Property (Exhibit “A”). The Highlands advised FALAD it had a Tax
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Abatement program in place to encourage construction in its downtown area
and passed the abatement resolution (Exhibit “B”}.
Pursuant to Resolution 118-2017, the Highlands authorized a 5-year phase in
Tax Abatement Agreement on the Subject Property for the Tax Years 2018 and
running through December 31, 2022.
All parties signed the agreement. The Borough’s attorney and administrator
knew but unknown to Plaintiff that the Borough did not have the authority to
grant the abatement and the agreement was given by the Borough was illegal
and could not be implemented.
On September 7, 2018, the Subject Property was sold to Plaintiff.
On or about October 2018, the Highlands without notice to FALAD rescinded
the abatement (Exhibit “C”).
The resolution cancelling the abatement was defective in that it was not in
compliance with N.J.S.A. 40A:21-12 which requires fifteen (15) day notice from
the tax collector and requires a change of use of the property. Defendant’s own
Ordinance 323-8 and N.J.S.A. 40A:21-12 prohibits termination of its tax
abatement if the use does NOT change (Exhibit “D”).
10 At the meeting of October 10, 2018, the Borough’s administrator cancelled the
abatement and intentionally mislead Highland’s council members to obtain
their vote to terminate the abatement stating it was cancelled because of the
sale of the Subject Property when in fact it was terminated as it was illegal, and
the Highlands never had authority to grant an abatement (Exhibit “H”).
1. Highlands wrote to FALAD on January 21, 2019, advising the abatement was
terminated because it was illegal, and the Borough never had authority to issue
the tax abatements (Exhibit “E”).
12 Judge Grasso Jones’ opinion in the prerogative writ case ruled that the
Highland’s abatement was illegal (Exhibit “F” at pages 13-14). As a result,
Plaintiff paid taxes of which would have been abated.
13. FALAD and all prior owners of the property negotiated with Highlands for the
tax abatement. Highlands received upgrades to its business district, received 16
residential units, met its affordable housing requirement, increased its tax
revenue and had its contaminated soil removed.
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14 Highlands tax abatement was fraudulent as Highlands knew it had no authority
to grant it and induced and misled FALAD to invest in Highlands and Highlands
was unjustly enriched. Since FALAD paid $125,097.49 in extra property taxes.
15 In the middle of December 2018, FALAD received a phone call from Highland’s
Tax Collector (first notice) advising that there is a property tax delinquency on
the Subject Property.
16 Highlands’ attorney provided a letter dated January 21, 2019, erroneously
stating that the new owners must apply for continuance of the abatement
(Exhibit “G”) but there were no forms to make the application.
17 The Highlands did not notify Plaintiff of the termination until two and a half
months after the Borough’s council terminated the abatement.
18 FALAD brought suit against the Borough. The case was tried by Judge Grasso
Jones. Judge Grasso Jones found the Defendant intentionally granted the
illegal tax abatement in order to induce developers, to invest in the
improvements of the Defendant’s downtown areas. As the tax abatement was
illegal, and without proper authority, Judge Grasso Jones found the abatement
to be unenforceable. The real reason for the termination of the tax abatement
was not the sale of the Subject Property as falsely claimed by Defendant but the
abatement was granted without authority.
19 FALAD has been damaged by the improper actions of the Highlands and its
intentional and fraudulent conduct canceling FALAD’s abatement.
20 FALAD’s two issues in this instant action are as follows: A) did the Borough’s
council in October 2018 legally terminate the tax abatement. The council was
instructed and misled by its chairman who advised the council it could cancel
the abatement by sale of the property. Town ordinances do not permit such
termination which caused FALAD to pay extra in property taxes. B) Did
Highlands intentionally and fraudulently induce FALAD and its developers to
invest and construct in the Highlands on the assurance that a tax abatement
would be given which caused FALAD to pay $125,097.49 in extra property
taxes.
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PLAINTIFF’S CLAIMS
COUNT I
PROMISSORY ESTOPPEL BASED ON INTENTIONAL
MISREPRESENTATIONS
21 Plaintiff repeats and re-alleges the allegations contained in Paragraphs 1
through 20 of this Complaint as if set forth herein at length.
22 The Highlands Borough council never properly terminated the tax abatement on
October 10, 2018, for sale of the property. The Borough’s town council was
intentionally lied to and fraudulently advised by the Borough’s administrator to
terminate the abatement based on the sale of the Subject Property.
23 The Highlands Borough administrator knew the sale could not legally cancel the
abatement. As the abatement was not legally terminated and it remains in
existence until Judge Grasso Jones’ decision in December 2021 that the
abatement itself was legally granted by the Highlands and therefore
determined to be unenforceable.
24 FALAD’s allegations show it should be reimbursed by the Highlands for taxes
paid until Judge Grasso Jones’ decision of December 2021 and all damages
sustained by FALAD as a result of the erroneous and illegal Borough council
decision of October 10, 2018.
25. FALAD demands that Highlands provide reimbursement for all its damages in
accordance with the council’s illegal termination.
WHEREFORE, Plaintiff demands judgement for compensatory damages of
$125,097.94 for taxes paid to Defendant, punitive damage, pre-judgment interest from
tax payments made and attorneys fees for the cost of compelling Highlands to
reimburse FALAD and for such other relief the Court may deem just and equitable.
COUNT It
FRAUD IN THE INDUCEMENT
26. FALAD repeats and re-alleges the allegations contained in Paragraphs 1
through 25 of this Complaint as if set forth herein at length.
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27 FALAD was damaged as Highlands intentionally and fraudulently induced
FALAD and its developers to invest and construct in the Highlands on the
promise of a tax abatement in writing.
28 The Highlands letter of January 21, 2019 (Exhibit “H”), and its testimony before
Judge Grasso Jones on its prerogative writ action shows conclusively that the
Highlands knew it had no authority to grant FALAD an abatement or any of its
previous ten abatements.
29 The Highlands intentionally and fraudulently induced FALAD and its developers
to invest and construct in the Highlands on a promise in writing that they
would be given a tax abatement.
30 After the construction and investment was made, Highlands intentionally and
fraudulently terminated the abatement.
31 FALAD relied on the misrepresentation.
32 FALAD’s allegations prove it should be reimbursed for all property taxes paid of
$125,097.49 as a result of the unlawful termination.
WHEREFORE, Plaintiff demands judgement for compensatory damages, punitive
damage, pre-judgment interest from tax payments made and attorneys fees for the
cost of compelling Highlands to reimburse FALAD and for such other relief the Court
may deem just and equitable.
7 Faloni
oon Del,
David A. Faloni, Sr., Esq.
Attorney for Plaintiff
Dated: Veccm BF2 7. 5023
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DESIGNATION OF TRIAL COUNSEL
Pursuant to and in accordance with R. 4:5-1(c}, David A. Faloni, Sr., Esq., is hereby
designated as trial counsel for Plaintiff.
Faloni Law Group, LLC
—
David A. Faloni,
TH Attorney for Plaintiff
Dated: Baie? 2003
JURY DEMAND
Plaintiff hereby demands a trial by jury on all issues so triable.
roup, LLC.
David A. Faloni, 7
Attorney for Plaintiff
Dated: Bragma32 1TH 2023
CERTIFICATION PURSUANT TO R. -1(b}(2)
I hereby certify that the matter in controversy is not the subject of any other court
action arbitration proceeding now pending or contemplated, and that no other parties
should be joined in this action.
I certify that the foregoing statements made by me are true. I am aware that if any of
the foregoing statements made by me are wilifully false, 1 am subject to punishment.
EEC
David A. Faloni, Sr., Esq.
Attorney for Plaintiff
Dated :D 40a "6023
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EXHIBIT A
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WAX ABATEMENY AGREEMENT
BLOCK 417, LOT 8,62
OWNER? ATLANTIG HIGHLANDS ASSOOTATES, LLO
d/b/a RAGLAN COMPANIES
WHEREAS, the Borough Govesning Body by Ordinance 9-95,
osodliied aa Chapter.323, Artiole 1X, 8323-6 to 323-8, of the
Goede of Atlantic Highlands, adopted a Program providing for
possible tax abatements for new conatruction af aammercial ox
multi-family structures in the businesa district of the Borough
dn oxder to encourage the redevelopment of its
comercial /business areas (“Tax Abatement’ Ordinange”}, and
WHERGAS, Atlantio Highlands Associates, Lc d/b/a Kalian
companies (hereinafter “Kalian” ox “ownex/developex”), the owner
ef Block 117, het 6,02, is currently constructing a new mixed
use building at the site, with office/retail on the firet floor
and xesidential apartments (inoluding four affordable housing
units) on the second and third floors, in agcoxd with Plans
approved by the Planning Boaxd, and the ownex/developer has -
applied for a five year Tax Phase in as par the Tax Abatement
Ordinance, and - :
.
WHEREAS, the Ho#ough Governing Body after reviewing the
application for a Tax Abatement/Phase-In pursuant to the Tax
Abatement Program, has determined that this project and this new
mixed uss gomnercial/residential atxuctire da the type of
development that the Tax Abatement Program was put in place to
encourage, that this projeat will enhenos and upgrade the
busineas district and the Borough, that this project will
provide affordable housing, rental units so as to assist the .
Rorough in meeting its affordable housing goala and obligations,
and that the applicant has demonstrated an adequate and proper
basis for approval of the five year Tax Abatement and Phase-In .-
oh the real propexty taxes for, the new improvement, and
WHEREAS, the Borough Governing Body approved the entering
of a fax Abatement Agreement on this project/propexty hy
Resolution adopted Septembex 13, 2017, subject to the approval
of the Borough Attorney as to form, which resolution is attached
hereto ag Sxhibit A.
I" TS THEREFORE AGREED between the owner/applicant Atlantic
Highlands Asgoolates, LLC d/b/a Kalian Companies and the Borough
of Atlantic Highlands as follows:
V )
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1. the tax assesament for the land only fox block A7 Lot
8.02 for the yeax 2018 shalt be the amount of the current
assessment for the land $931,400. This asadssment fox the Land
4s intended to rémain on the tang during the years 2019 through
2022, subject to any such change by the Borough Assessdx aa is
consistent with the change in other propexties in the Borough
arising from any Borough annual revaluation or reassessment of
the Land that may ogdux for the tax yaar 2019 or dn any year
thereafter,
2. Pursuant to the authority of Code Seotion §323~8 and
NuT.S.A, 40A:21-40, the Borough hereby accords the new mixed use
improvement and structure constructed during 2017 on Block 117,
Lot 8.02, a tax abatement from £all real estate taxes ta ba
imposed on said new dmpzovement and structure in lieu of full
proparty tax payments, on a Tax Phase~in basie as provided by
Rud.8.A. 404;21-10(¢) according to the following schedule:
‘ Tax Yeax 2018 ~ ho payment of taxes othexwlee to be
asseased and due on the new impxovement/atructure;
Tax Year 2019 — payment of an amount of 20% of the
amount of the taxes otherwise due on the fill assessed
value of the new improvement/strugtuxe)
Tax Year 2026 - payment’ of an amount ‘of 40% of the
amount of the taxes othexwisée due on the full assessed
value of new improvement /stxuctaxe;
Tax Year 2021 — payment of an amount of 64% of the
amount of the taxea otherwise due on the full assessed
value of new improvement /struobuxe;
fax Year 2022 — payment of an amount of 80% of the
amount of the taxes othexvise due on tha full assessed
vakue of new improvement/stxuctuxe,
thereafter,- comnenolng as of January 1, 2023 for the
tax year 2023 and oontinulng thereafter the Property
and new improvenent/structures ehall be assessed and
taxed fully dn accord with applicable law and
practice,
+ As the new impyfovertent/structure was substantially
completed and a temporaxy Ceztifioate of: Occupancy issued as of
Rugust 2017, the Boxough and Tax Assessor has the right and will
assess an Added Assessment at £ull value on the new
. .
:
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dmpxovement/structure for the last four (4) months of the tax
year 2017 in agcord with normal added assesament practices and
procedures, and there will be ho abatemant applicable on the
property, ox the added assessment, for the yéar 2017 The added
assessment for 2017 shall be on an improverient valuation of
$1,509,600, prorated fox 4 months. The owner Kalian accepts
that added assessment valuation and pxoration, and walvea any
xight of appeal on said added assassment for 2017. fhe Tax
Abatement Phase-In is to conmence on January 1, 2018 on the
Schedule set forth above (with any change te the land or the
improvenant assessment/valuation as may be iwplemented and_
effeative fox tax year 2019 ox any subsequent tax year) .
3. Conditions: Purauant to Code §323-8, this Tax
“Abatement Phase~In at any time may cease and be detoxmined and
declarad by the Borough Governing Body as no Longer in effect
should the owner/developer ox its auccessor in title fail to
votiply with any of the following conditions and requirements
during the pexlod of this Agreemant to the end of the Tax
Rhatement Phase~In pexiod:
ay All veal estate tax payments on. the subject property
must be made in full on ox before the date due and any permitted
grace period, ‘
b. The new improvements have been substantially completed
as of the date of this Agreement and a temporary Certifioate of
Oscupancy had issued, As detailed above, the new inprovements
will be subject to an added assessment for the 4 month period of
tha year 2017 in accord with normal real estate tax practice,
The subject property shail be operated and maintained properly
aa an offics/ratail premises on the first floor and yesidential
apartnents on the upper floors in complete compliance with the
Application for Tax Bhatement and the Approval of the Planning
Board and any conditions therein.
c. The Tax Abatement pexiods will commence and run in the
years specified above. Gonsequently, 1£ tha improvement is not
avbstantially occupied as of Yanuary 2018 or at any ‘time
thereafter, and the Borough has not exercised its disarvetion and
detexmined to void the Agreement for noncompliance, the period
ef abatement commences and continues nevertheless and ia not
extended or delayed by xeason of the non-oomplation or pon
ocoupanoy of the improvements ox any portion thereof by the
applicant/owmer or tenants of ‘the owner, The Borough at all
times retains its right to texminate the Agreement and the Tax
Abatement should the improvemente be abandoned or the
.
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Certificate of Occupancy on the propexty bea xevoked, and/or the
property is not being maintained and operated properly in
ascordande with Borough Ordinances and standards. Failure to
texminate the Agreement does not conetitite a waiver of the
RBoxaugh's xight to texminate the Agreement at any point should
the improvements be abandoned, the Certificate of Occupancy
xevoked, ox the propaxty not be maintained pxopexly in accord
with Borough Ordinanoss and standaxds.
a. The subject property must be maintained ‘dn good
condition, substantially free fxom any building code ox other
violations that are not corrected within a reasonable time after
notice is received by (Owner of such violation,
a The ownex of the property and the property must conform
to all requirements to maintain the affordable housing unite in
that, status, and comply with all applicable affordable housing
regilations and requirements,
4, The Borotigh makes no representation or warranty as to
the Tax Abatement Ordinance, Should the Tax Abatement
Ordinanea, ox the validity of this Agreement, be deemad void ox
legally ineffective by any Board or Court of competent
jurisdiction, then and in that eveiit the owner shall be required
to pay such tax payments/obligations as determined applicable by
said Board or Court, In such event, Kalian/owner shali have no
claim oy adtion for damages or any other relief against the
Borough or any of its officials by reason of the Tax Abatement
Oxclinance or this Agreement, and the ownar/developer
specifically waives and releases any such claims, The Borough
agxees that, sbould there be any lawsuit or adminigttative
proceeding initiated as to the Tax Abatement Ordinance or this
Agreenent, the Borough shali hot object to Kalian participating
ox intervening in said lawsuit or administrative action.
5, It Xs recognized that, based upon Legal and/or policy
reasons, the Borough has the legal discozetion and way in the
futuxe repeal the Tax Abatement Ordinance/Program at §323~6 to
9$23~8, and/or amend said Ordinance/Pregram ae may be deemed
appropriate by, the Borough, The developer/owner Kalian
recognizes that the Borough hag euch legal right and disoretion,
and shall make no claim of entitlement or estoppel by reagon of
the prior existence’ of the Tax Abatement Ordinance or this
Agreement fox application ag to any ether property or project
undex development in tho Borough, If the Tax Abatement
Oxdinance is xapealed ox amended, and to the extent possible
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undax the Law, the Borough shall continue to recognize and abide
by this Agxesment as to Blook 117 Lot 8,02,
6. Should the ounex/devoloper Atiantie uightands
Associates, GLC d/b/a Kaldan Companies convey title to the
pYopatty during the term of this Agreement, this Agxeement wil)
cease unless an approval of the aselgnmeht of this Agreement and
continuation of the Tax Abatement is applied for and granted to
the new ownex by the Borough Governing Body. In aogoxd with
Code §323-8, the new owner may xequest the Borough Governing
Body to continue and assign the Tax Abatement Agreement in
effect fox the balance of the tex. The Borough Governing Body
may continue and assign this Agreement and Tax Abatement upon a
demonstration by the new ownex; afid a determination in the sole
discretion of the Boropgh Governing Body, that compliance with
the conditions remain and continuation of the Agreement remains
dn the best interests of the Boxough,
TT. All determinationa on compliance with these conditions
and/or assignment and/or continuation of this Tax Abatement and
Agreement ave in the sole disorstion and detexmination of the
Botough Governing Body, .and ite decision will be final and
binding on the applicant and any applicant!s successor in
ewnership or title, '
DATE: (afd
VITHESS1 BOROUGH OF ATLANTIC HIGRLANDS
i
thy 8 ai
sh oat evi aey es p
BY: Ay ( tN
NICHE CHAR ONDA LeaGhiq Mayor
* Rorohgh clan
AO
A AVLANTIC HIGHLANDS ASSQCXATES, LLC
+ WIENESS:
G/b/a KALIAN COMPANIES
BY Wer.
Mean Kalin, | Principal /ouner
.
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EXHIBIT B
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BOROUGH OF ATLAN TIC HIGHLANDS
PN
3
iz
RESOLUTION 118-2017
AUTHORIZING A TAX ABATEMENT FOR e
BLOCK 117 LOT 8.62
ATLANTIC HIGHLANDS ASSOCIATES, LLC
- D/B/A KALIAN COMPANIES
WHEREAS, the Borough Governing Body by Chapter 323, Astiole Il, §323-8 adopted a Program
providing for possible tax abatements for new construction. of commercial or imulti-family
residential structures in the business district in order to encourage redevelopment of the
commerélal areas in the Borough; and,
WHEREAS, Kalian Companies, the owner of property at 2 Hennessey Blvd, Block 117 Lot 8.02,
has commenced and shall shortly complete a new stuctuce/inprovement at the site for mixed use
commercial (residential and office/tetail), in accord with the plans approved by the Planning
Board, and has applied for and is seeking a Tax Abatement Agreement pursuant to this Program;
and,
WHEREAS, the Borough Goveming Body has reviewed the application and the project, has
determined that this is of the {ype of new constcuction and improvements that the Tax Abatement
program was put in place to encourage, and the project and improvement will benefit both the
business disttict and the Borough; and,
WHEREAS, the Borough Council has detexmined a 5-year Tax Phase-In on the new
improveinents as provided by NJ.S.A, 40A:21-10(0), and §323-8 with certain qualifying
conditions, is the snost appropriate basis for implementing the Tax Abatement.
NOW, THEREFORE, BE IT RESOLVED, by the Governing Body of the Borough of Aflantic
Highlands, County of Monmouth, State of New Jersey, that the Mayor and Tax Assessor are
authorized and directed to execute the Tax Abatement Agreement with Atlantic Highlands
Associates LLC, D/B/A Kalan Companies, owner of Blook 117 Lot 8,02, providing for a 5-year
‘Tax Phase-In, as per N.J.S.A, 40A:23-10{c) and §323-8 of the Borough Code on the new
structure/improvement on Block 117 Lot 8.02, commencing as of January 1, 2018 for the tax year
2018 and cunning through December 31, 2022 for the tax year 2022, and the Borough Tax Officials
are authorized to.implement the tax Phase-In on the Improvements as set forth in snid agreement,
Motion: Approve Resolution, Moved by Councilman Dellosso; Seconded byCouncilman Filgor,
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Vote: Motion carried by roll call vote (summary: Yes = 6).
Yes; Councilman Archibald, Councilman Boracchla, Counciiman Deltosso, Councilman Doyle, Councifman
Filgor, Councilman Lero
Absent: None
1, Michelle Clark, Acting Muttlolpat Clerk of the Borough of Allantto Hightands, in the County of Monmouth, State
of New Jersey, horchy certify this to be a true copyof the ection of the Governing Body, at ils Regular Meeting; held
September 13, 2017. WITNESS ty band this 14 ay of September 2017.
Lat
Nekte hak. “Tage?
wr
By
Miohelle Clark
Aoting Moniclpal Clerk
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EXHIBIT C
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Of “A BOROUGH OF ATLANTIC HIGHLANDS
“ COUNTY OF MONMOUTH
2
RESOLUTION 153-2018
QO RESOLUTION AUTHORIZING THE CANCELLATION OF
TAX ABATEMENT AGREEMENT
FOR BLOCK 117 LOT 8.02 .
WHEREAS, on or about September 13, 2017 a resolution was passed by the governing body which
authorized a tax abatement for Block 247 Lat 8.02 mora commonly known as 2 Hennessey Blvd, to the
Atlante Highlands Associates, LLC d/b/a Kallari Companies; and
WHEREAS, pursuant to Resolution 418-2047, the Mayor was authorized and directed to execute a Tax
Abatement Agreement with Atlantic Highlands Associates, LLC commencing on January 1, 2018 for the
‘Tax Year 2018 and running through Decembér 34, 2022 for (he Fax Year 2022; and
WHEREAS, the Tax Abatement Agreement was executed on December 19, 2027; and
WHEREAS, on or: about September 6, 2028, the Kallan property was sold to a new buyer; and
WHEREAS, pursuant to the December 19, 2017 Tax Abatement Agreement at Paragraph 6, Should the
ownerldeveloper Adantic Highlands Assoclates, LLC d/b/a Kalan Coiipahles cor title to theproperty
during the term of this Agreement, thls Agreament will Gaase unless an approval-of the Ai ssignment
5 of this
Agreement is applied for and granted to the nev owner by the Borough averning Body;and
WHEREAS, the Borough Governing Body, in thelr sole discretion has determined that it is not In the best
interest of the Borough to grant or approve such an assignment of the Tax Abatement Agreement; and w
WHEREAS, pursuant lo paragraph 7 of the Agreament, the decision of the Governing Body will be final
and binding on the purchaser and any successor
to the purchaser Inownership and title;
NOW THEREFORE BE iT RESOLVED, by the members of the Borough Council of the Atlantic
Highlands, in the County of Monmouth, State of New Jersey that:
4, The December 19, 2017 Tax Abatement Agreement shail cease; and
2, Acertified copy ofthis resolution shall he provided to the Borough Tax Assessor; and
3. The Tax Abatement Agreement ts null and void as of the date of this resolution regarding
Block 147, Lot 8.02. .
Motion: Approve Resolution, Moved by CourtciIman Dellosso; Seconded by Councilman Fligor
Vote: Motlon carted by unanimous roll call vote (suramary: Yes = 6).
Yes; Councilman Boracchia, Councilman Dellosso, CounclIman Fligor, Councilwoman Hohenteitner,
Councilman Lero
No: None
Abstain: None
Absent: Councllman Crowley .
4, Michelle Clark, Acting Municipal Clark of the Borough of Atlantic Highlands, In the County of Monmouth,
State of New Jersey, hereby certify this to be a true copy of the action of the Governing Body, at ls
Regular Meeting. held October 10, 2018, WITNESS may hand this 31th day of October 2028,
.
Nutt, Uh, “Sea?
Michelle Clark
Acting Municipal Clerk
ae i,
*
MON-L-003877-23 12/06/2023 Pg18of42 Trans ip: LCV20233595379
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EXHIBIT D
MON-L-003877-23 12/06/2023 Pg 19 of 42 Trans ID: LCV20233595379
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+2019 Borough of Atfantic Highlands, NJ Taxation
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{HISTORY: Adopted by the Mayor and Council of the Borough ofAtlantic Highlands as indicated in article histories. Amendments
noted where applicable. ]
GENERAL REFERENCES
Development regulations — See Ch. 150,
ie
qe
Article | Payment of Taxes, Charges and Assessments
[Adopted 10-9-1984 by Ord. No. 842]
§ 323-1 Certificate of payment required
(Amended 5-8-1997 by Ord, No, 994-91]
Any owner and/or applicant for a certificate of occupancy, a certificate of continued occupancy, permit, license, variance,
subdivision of land, construction permit, subcode permit, easement or any other relief that can be granted by the governing
body or any official, officer, board, agency or subagency, regarding any real estate or activity upon or in any real estate located
in the Borough of Atlantic Highlands, as a condition for the issuance or renewal of any of the aforementioned permits, licenses,
etc, shall secure in writing from the appropriate Borough officer, a statement that all real estate taxes, water charges, sewer
charges and assessments have been paid to a current basis for the property on which the activity or business In question is to
take place, in the event that property taxes or assessments are unpald to a current basis, na permits or licenses shall be Issued
until all such payments have been made by or on behalf of the property owner.
§ 323-2 Relief to be issued.
No sellef referred to In § 323-1 of this article shall be Issued by the governing body, board, agency, subagency, officer or
employee unless all real estate taxes, water charges and/or sewer bills have been pald through the calendar year quarter of the
time of the application.
§ 323-3 Revocation or suspension of licenses or permits,
[Amended 5-8-1991 by Ord, No. 994-91]
Whenever a property owner has failed to pay the taxes due on the property for at least three consecutive quarters, the
Sorough may, upon notice to the licensee and property owner, revoke or suspend any license or permit until the payment of
the delinquent taxes and assessments is made. Upon payment of the delinquent taxes or assessments, the license or permit
shail be restored.
§ 323-4 Nonapplicability.
(Amended 5-8-1991 by Ord. No. 994-91]
The provisions of this article shall not apply to nor include any alcoholic beverage Hleense or permit fssued pursuant to the
Alcoholic Beverage Control Act,
§ 323-5 Applicability.
{Amended 5-8-1991 by Ord, No. 994-97]
The provisions of this article shall apply to all other: permits and licenses issued by, or requiring approval of, the Borough of
Atlantic Highlands, or any of Its Boards or Agencles or Offices, including but not limited to;
A Permits required pursuant to the Uniform Construction Code,
B, Certificates of occupancy, provided, however, that if a certificate of occupancy is needed for closing of title, a conditional,
temporary certificate of occupancy may be issued upon delivery of executed contracts to the Borough Clerk for the sale of
said property. The conditional, temporary certificate of pccupancy shall be contingent upon the payment of all taxes at the
time of closing of title; and if not pald at closing, the conditional, temporary certificate of occupancy shall be deemed
revoked,
hlips:fAvwy.acode360.com13486364
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MON-L-003877-23 12/06/2023 *9 20 of 42 Trans ip: LCV20233595379
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vini2019 Boraugh of Atantic Highlands, NJ Taxation
G Food establishment licenses.
D. Soll removal permits,
E Tree removal permits.
FR Amusement licenses.
Article It Tax Exemption for Improvements and New Construction
[Adopted 12-13-1995 by Ord. No. 9-95]
§ 323-6 Legislative findings.
‘The Legislature has determined that various statutes authorized by N.J.S.A. Const, Art, 8 $4, par 6, permitting municipalities to
grant, for periods of up to five years, exemptions from taxation in areas in need of rehabilitation, have proven to be effective in
prompting construction and rehabilitation of residential and commercial structures threatened with economic decline, The
Legislature adopted Chapter 441 of the Laws of 1991 (N.J.S.A. 40A:21-1 et seq.) so as to consolidate and make more coherent the
most usefuf features of such statutes, Chapter 441 provides that If the governing body determines that there are trends In the
municipallty toward deterioration which it believes will, unless countered by such incentive, inexorably tend toward further
deterioration, the governing body may adopt an ordinance granting tax exemptions throughout the municipallty to the same
extent as if the municipality’s neighborhoods had been determined to be In need or rehabilitation. it ls the opinion of the
Council that In the present economic tlmes there exists an unwillingness of owners of property to properly maintain and
Improve their properties arising from the perception that the making of such improvements wilf cause taxes to rise. These
feelings create a circle whereby repalrs and improvements are delayed, deterioration begins to set in, and the neighborhood
Itself begins to deterlorate. The Borough Council believes that by exempting for a limited perlod a portion of such
improvements from taxation, much of the unwillingness and fear noted would be dissipated and owners and investors would be
encouraged to rehabilitate and improve properties. By doing so, they would Improve the Borough and preserve the Town for
the future. The Council, being cognizant of these facts, does hereby grant the tax exemptions set forth In this article.
§ 323-7 Tax exemption for improvements.
A, Definitions. As used In this article, terms shall be defined as In N.J.S.A, 40A:21-3.
B, Tax exemption amount declared,
(2) Dwellings, in determining the value of real property, the Borough shall regard the first $25,000 in the Assessor's full
and true value of improvements for each dwelling unit, primarily and directly affected by the improvement, in any
dwelling more than 20 years old, as not increasing the value of the property for a period of five years notwithstanding
that the value of the property to which the improvements are made fs Increased thereby. During the exemption
period, the assessment on the property shall not be fess than the assessment thereon existing Immediately prior to
the improvement(s) unless there Is damage to the dwelling sufficient to warrant a reduction,
[Amended 6-25-2008 by Ord. No. 07-2008}
@® Multiple dwellings, commercial or industrial structures, In determining the value of multiple dwellings, or commercial
or industrla! structures, the Borough shall regard the first $25,000 In the Assessor’s full and true value of
Improvements for each of such properties for improvements to any structure more than 20 years old as not
increasing the value of the property for a period of five years, notwithstanding that the value of the property to which
the improvements are made is increased thereby. During the exemption period, the assessment on the property shall
not be fess than the assessment thereon existing immediately prior to the improvements unless there Is damage to
the structure sufficient to warrant a reduction,
c Action of the assessor. The Assessor shall determine, on October 1 of the year following the date of completion of an
Improvement, the true taxable value thereof, The amount of tax to be paid for the first full tax year following completion
shall be based on the assessed valuation of the property for the previous year, plus any portion of the assessed valuation of
the improvement, converslon or construction nat allowgd an exemptign pursuant to this act. The property shall be treated
in the appropriate manner for five tax years.
hitps:Avww.ecode360.com/13486364
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MON-L-003877-23 12/06/2023 Pglof42 Trans ID: LCV20233595379 Faloni Law Group, LLC David A. Faloni, Sr., Esq- NU Atty ID# 221221969 425 Eagle Rock Avenue Suite 404 Roseland, New Jersey 07068 Tel. 973-226-0050 Fx. 973-575-0491 Attorney for Plaintiff, FALAD Properties, LLC Superior Court of New Jersey FALAD PROPERTIES, LLC Chancery D sion: Monmouth County Docket No.: C-160-23 Plaintiff Civil Action v BOROUGH OF ATLANTIC HIGHLANDS A MUNICIPAL CORPORATION OF THE STATE Complaint OF NEW JERSEY; ITS GOVERNING BOARD; ADMINISTRATOR; and JOHN DOES 1-4 Defendant Plaintiff, FALAD PROPERTIES, LLC, (a New Jersey Limited Liability Company) (hereinafter “Plaintiff and/or FALAD”) whose business address 2 Hennessey Boulevard, Atlantic Highlands, New Jersey, by way of Complaint against the Defendants, the Borough of Atlantic Highlands, its Governing Board; Administrator and John Does 1-4, who may have participated in Plaintiffs claim for relief (hereinafter collectively “Defendants” and/or “Highlands”) says: GENERAL ALLEGATIONS Plaintiff is the owner of apartment building located at 2 Hennessey Boulevard, Atlantic Highlands, New Jersey (hereinafter “Subject Property”). Defendants are a municipal corporation and an authorized governing board for the Borough of Atlantic Highlands, New Jersey pursuant to N.J.S.A, Title 40:55D. At all times relevant herein Highlands and all Defendants acted within the scope of and in the course of its relationship with the Borough. On September 13, 2017, the Highlands authorized a 5-year tax abatement for the Subject Property (Exhibit “A”). The Highlands advised FALAD it had a Tax MON-L-003877-23 12/06/2023 Pg2of42 Trans ID: LCV20233595379 Abatement program in place to encourage construction in its downtown area and passed the abatement resolution (Exhibit “B”}. Pursuant to Resolution 118-2017, the Highlands authorized a 5-year phase in Tax Abatement Agreement on the Subject Property for the Tax Years 2018 and running through December 31, 2022. All parties signed the agreement. The Borough’s attorney and administrator knew but unknown to Plaintiff that the Borough did not have the authority to grant the abatement and the agreement was given by the Borough was illegal and could not be implemented. On September 7, 2018, the Subject Property was sold to Plaintiff. On or about October 2018, the Highlands without notice to FALAD rescinded the abatement (Exhibit “C”). The resolution cancelling the abatement was defective in that it was not in compliance with N.J.S.A. 40A:21-12 which requires fifteen (15) day notice from the tax collector and requires a change of use of the property. Defendant’s own Ordinance 323-8 and N.J.S.A. 40A:21-12 prohibits termination of its tax abatement if the use does NOT change (Exhibit “D”). 10 At the meeting of October 10, 2018, the Borough’s administrator cancelled the abatement and intentionally mislead Highland’s council members to obtain their vote to terminate the abatement stating it was cancelled because of the sale of the Subject Property when in fact it was terminated as it was illegal, and the Highlands never had authority to grant an abatement (Exhibit “H”). 1. Highlands wrote to FALAD on January 21, 2019, advising the abatement was terminated because it was illegal, and the Borough never had authority to issue the tax abatements (Exhibit “E”). 12 Judge Grasso Jones’ opinion in the prerogative writ case ruled that the Highland’s abatement was illegal (Exhibit “F” at pages 13-14). As a result, Plaintiff paid taxes of which would have been abated. 13. FALAD and all prior owners of the property negotiated with Highlands for the tax abatement. Highlands received upgrades to its business district, received 16 residential units, met its affordable housing requirement, increased its tax revenue and had its contaminated soil removed. MON-L-003877-23 12/06/2023 Pg3of42 Trans ID: LCV20233595379 14 Highlands tax abatement was fraudulent as Highlands knew it had no authority to grant it and induced and misled FALAD to invest in Highlands and Highlands was unjustly enriched. Since FALAD paid $125,097.49 in extra property taxes. 15 In the middle of December 2018, FALAD received a phone call from Highland’s Tax Collector (first notice) advising that there is a property tax delinquency on the Subject Property. 16 Highlands’ attorney provided a letter dated January 21, 2019, erroneously stating that the new owners must apply for continuance of the abatement (Exhibit “G”) but there were no forms to make the application. 17 The Highlands did not notify Plaintiff of the termination until two and a half months after the Borough’s council terminated the abatement. 18 FALAD brought suit against the Borough. The case was tried by Judge Grasso Jones. Judge Grasso Jones found the Defendant intentionally granted the illegal tax abatement in order to induce developers, to invest in the improvements of the Defendant’s downtown areas. As the tax abatement was illegal, and without proper authority, Judge Grasso Jones found the abatement to be unenforceable. The real reason for the termination of the tax abatement was not the sale of the Subject Property as falsely claimed by Defendant but the abatement was granted without authority. 19 FALAD has been damaged by the improper actions of the Highlands and its intentional and fraudulent conduct canceling FALAD’s abatement. 20 FALAD’s two issues in this instant action are as follows: A) did the Borough’s council in October 2018 legally terminate the tax abatement. The council was instructed and misled by its chairman who advised the council it could cancel the abatement by sale of the property. Town ordinances do not permit such termination which caused FALAD to pay extra in property taxes. B) Did Highlands intentionally and fraudulently induce FALAD and its developers to invest and construct in the Highlands on the assurance that a tax abatement would be given which caused FALAD to pay $125,097.49 in extra property taxes. MON-L-003877-23 12/06/2023 Pg4of42 Trans ID: LCV20233595379 PLAINTIFF’S CLAIMS COUNT I PROMISSORY ESTOPPEL BASED ON INTENTIONAL MISREPRESENTATIONS 21 Plaintiff repeats and re-alleges the allegations contained in Paragraphs 1 through 20 of this Complaint as if set forth herein at length. 22 The Highlands Borough council never properly terminated the tax abatement on October 10, 2018, for sale of the property. The Borough’s town council was intentionally lied to and fraudulently advised by the Borough’s administrator to terminate the abatement based on the sale of the Subject Property. 23 The Highlands Borough administrator knew the sale could not legally cancel the abatement. As the abatement was not legally terminated and it remains in existence until Judge Grasso Jones’ decision in December 2021 that the abatement itself was legally granted by the Highlands and therefore determined to be unenforceable. 24 FALAD’s allegations show it should be reimbursed by the Highlands for taxes paid until Judge Grasso Jones’ decision of December 2021 and all damages sustained by FALAD as a result of the erroneous and illegal Borough council decision of October 10, 2018. 25. FALAD demands that Highlands provide reimbursement for all its damages in accordance with the council’s illegal termination. WHEREFORE, Plaintiff demands judgement for compensatory damages of $125,097.94 for taxes paid to Defendant, punitive damage, pre-judgment interest from tax payments made and attorneys fees for the cost of compelling Highlands to reimburse FALAD and for such other relief the Court may deem just and equitable. COUNT It FRAUD IN THE INDUCEMENT 26. FALAD repeats and re-alleges the allegations contained in Paragraphs 1 through 25 of this Complaint as if set forth herein at length. MON-L-003877-23 12/06/2023 Pg5of42 Trans ID: LCV20233595379 27 FALAD was damaged as Highlands intentionally and fraudulently induced FALAD and its developers to invest and construct in the Highlands on the promise of a tax abatement in writing. 28 The Highlands letter of January 21, 2019 (Exhibit “H”), and its testimony before Judge Grasso Jones on its prerogative writ action shows conclusively that the Highlands knew it had no authority to grant FALAD an abatement or any of its previous ten abatements. 29 The Highlands intentionally and fraudulently induced FALAD and its developers to invest and construct in the Highlands on a promise in writing that they would be given a tax abatement. 30 After the construction and investment was made, Highlands intentionally and fraudulently terminated the abatement. 31 FALAD relied on the misrepresentation. 32 FALAD’s allegations prove it should be reimbursed for all property taxes paid of $125,097.49 as a result of the unlawful termination. WHEREFORE, Plaintiff demands judgement for compensatory damages, punitive damage, pre-judgment interest from tax payments made and attorneys fees for the cost of compelling Highlands to reimburse FALAD and for such other relief the Court may deem just and equitable. 7 Faloni oon Del, David A. Faloni, Sr., Esq. Attorney for Plaintiff Dated: Veccm BF2 7. 5023 MON-L-003877-23 12/06/2023 Pg6of42 Trans ID: LCV20233595379 DESIGNATION OF TRIAL COUNSEL Pursuant to and in accordance with R. 4:5-1(c}, David A. Faloni, Sr., Esq., is hereby designated as trial counsel for Plaintiff. Faloni Law Group, LLC — David A. Faloni, TH Attorney for Plaintiff Dated: Baie? 2003 JURY DEMAND Plaintiff hereby demands a trial by jury on all issues so triable. roup, LLC. David A. Faloni, 7 Attorney for Plaintiff Dated: Bragma32 1TH 2023 CERTIFICATION PURSUANT TO R. -1(b}(2) I hereby certify that the matter in controversy is not the subject of any other court action arbitration proceeding now pending or contemplated, and that no other parties should be joined in this action. I certify that the foregoing statements made by me are true. I am aware that if any of the foregoing statements made by me are wilifully false, 1 am subject to punishment. EEC David A. Faloni, Sr., Esq. Attorney for Plaintiff Dated :D 40a "6023 _MON-L-003877-23 12/06/2023 Pg7 of 42 Trans ID: LCV20233595379 ~ we ae we a-- wee ee ee ee EXHIBIT A MON-L-003877-23 12/06/2023 Pg 8of42 Trans ID: LCV20233595379 one “MON-L-000701-19 11/07/2019 2:31:59 PM Pg 65 of 84 Trans ID: LGV20192055428 4 MON-L-000701-18 02/22/2019 3:05:20 PM Pg 2 of 18 Trans ID: LCV2019331754 ‘ A ’ ‘ t WAX ABATEMENY AGREEMENT BLOCK 417, LOT 8,62 OWNER? ATLANTIG HIGHLANDS ASSOOTATES, LLO d/b/a RAGLAN COMPANIES WHEREAS, the Borough Govesning Body by Ordinance 9-95, osodliied aa Chapter.323, Artiole 1X, 8323-6 to 323-8, of the Goede of Atlantic Highlands, adopted a Program providing for possible tax abatements for new conatruction af aammercial ox multi-family structures in the businesa district of the Borough dn oxder to encourage the redevelopment of its comercial /business areas (“Tax Abatement’ Ordinange”}, and WHERGAS, Atlantio Highlands Associates, Lc d/b/a Kalian companies (hereinafter “Kalian” ox “ownex/developex”), the owner ef Block 117, het 6,02, is currently constructing a new mixed use building at the site, with office/retail on the firet floor and xesidential apartments (inoluding four affordable housing units) on the second and third floors, in agcoxd with Plans approved by the Planning Boaxd, and the ownex/developer has - applied for a five year Tax Phase in as par the Tax Abatement Ordinance, and - : . WHEREAS, the Ho#ough Governing Body after reviewing the application for a Tax Abatement/Phase-In pursuant to the Tax Abatement Program, has determined that this project and this new mixed uss gomnercial/residential atxuctire da the type of development that the Tax Abatement Program was put in place to encourage, that this projeat will enhenos and upgrade the busineas district and the Borough, that this project will provide affordable housing, rental units so as to assist the . Rorough in meeting its affordable housing goala and obligations, and that the applicant has demonstrated an adequate and proper basis for approval of the five year Tax Abatement and Phase-In .- oh the real propexty taxes for, the new improvement, and WHEREAS, the Borough Governing Body approved the entering of a fax Abatement Agreement on this project/propexty hy Resolution adopted Septembex 13, 2017, subject to the approval of the Borough Attorney as to form, which resolution is attached hereto ag Sxhibit A. I" TS THEREFORE AGREED between the owner/applicant Atlantic Highlands Asgoolates, LLC d/b/a Kalian Companies and the Borough of Atlantic Highlands as follows: V ) MON-L-003877-23 12/06/2023 Pg9of42 Trans ID: LCV20233595379 wee -— “ MON-L-000701-19 44/07/2019 2:31:59 PM Pg 66 of 81 Trans ID; LCV20192055428 MON-L-000701-19 02/22/2019 3:05:20 PM Pg 3 of 18 Trans ID: LCV2019331754 ts . 1. the tax assesament for the land only fox block A7 Lot 8.02 for the yeax 2018 shalt be the amount of the current assessment for the land $931,400. This asadssment fox the Land 4s intended to rémain on the tang during the years 2019 through 2022, subject to any such change by the Borough Assessdx aa is consistent with the change in other propexties in the Borough arising from any Borough annual revaluation or reassessment of the Land that may ogdux for the tax yaar 2019 or dn any year thereafter, 2. Pursuant to the authority of Code Seotion §323~8 and NuT.S.A, 40A:21-40, the Borough hereby accords the new mixed use improvement and structure constructed during 2017 on Block 117, Lot 8.02, a tax abatement from £all real estate taxes ta ba imposed on said new dmpzovement and structure in lieu of full proparty tax payments, on a Tax Phase~in basie as provided by Rud.8.A. 404;21-10(¢) according to the following schedule: ‘ Tax Yeax 2018 ~ ho payment of taxes othexwlee to be asseased and due on the new impxovement/atructure; Tax Year 2019 — payment of an amount of 20% of the amount of the taxes otherwise due on the fill assessed value of the new improvement/strugtuxe) Tax Year 2026 - payment’ of an amount ‘of 40% of the amount of the taxes othexwisée due on the full assessed value of new improvement /stxuctaxe; Tax Year 2021 — payment of an amount of 64% of the amount of the taxea otherwise due on the full assessed value of new improvement /struobuxe; fax Year 2022 — payment of an amount of 80% of the amount of the taxes othexvise due on tha full assessed vakue of new improvement/stxuctuxe, thereafter,- comnenolng as of January 1, 2023 for the tax year 2023 and oontinulng thereafter the Property and new improvenent/structures ehall be assessed and taxed fully dn accord with applicable law and practice, + As the new impyfovertent/structure was substantially completed and a temporaxy Ceztifioate of: Occupancy issued as of Rugust 2017, the Boxough and Tax Assessor has the right and will assess an Added Assessment at £ull value on the new . . : + MON-L-003877-23 12/06/2023 Pg10of42 Trans ID: LCV20233595379 MON-L-000701-19 11/07/2019 2:31:59 PM Pg 67 of 81 Trans ID: LCV20192055428 MON-L-000701-19 02/22/2018 3:06:20 PM Pg 4 of 18 Trans ID: LCV2019331754 - oe ae dmpxovement/structure for the last four (4) months of the tax year 2017 in agcord with normal added assesament practices and procedures, and there will be ho abatemant applicable on the property, ox the added assessment, for the yéar 2017 The added assessment for 2017 shall be on an improverient valuation of $1,509,600, prorated fox 4 months. The owner Kalian accepts that added assessment valuation and pxoration, and walvea any xight of appeal on said added assassment for 2017. fhe Tax Abatement Phase-In is to conmence on January 1, 2018 on the Schedule set forth above (with any change te the land or the improvenant assessment/valuation as may be iwplemented and_ effeative fox tax year 2019 ox any subsequent tax year) . 3. Conditions: Purauant to Code §323-8, this Tax “Abatement Phase~In at any time may cease and be detoxmined and declarad by the Borough Governing Body as no Longer in effect should the owner/developer ox its auccessor in title fail to votiply with any of the following conditions and requirements during the pexlod of this Agreemant to the end of the Tax Rhatement Phase~In pexiod: ay All veal estate tax payments on. the subject property must be made in full on ox before the date due and any permitted grace period, ‘ b. The new improvements have been substantially completed as of the date of this Agreement and a temporary Certifioate of Oscupancy had issued, As detailed above, the new inprovements will be subject to an added assessment for the 4 month period of tha year 2017 in accord with normal real estate tax practice, The subject property shail be operated and maintained properly aa an offics/ratail premises on the first floor and yesidential apartnents on the upper floors in complete compliance with the Application for Tax Bhatement and the Approval of the Planning Board and any conditions therein. c. The Tax Abatement pexiods will commence and run in the years specified above. Gonsequently, 1£ tha improvement is not avbstantially occupied as of Yanuary 2018 or at any ‘time thereafter, and the Borough has not exercised its disarvetion and detexmined to void the Agreement for noncompliance, the period ef abatement commences and continues nevertheless and ia not extended or delayed by xeason of the non-oomplation or pon ocoupanoy of the improvements ox any portion thereof by the applicant/owmer or tenants of ‘the owner, The Borough at all times retains its right to texminate the Agreement and the Tax Abatement should the improvemente be abandoned or the . se MON-L-003877-23 12/06/2023 Pg1lof42 Trans ID: LCV20233595379 MON-L-000701-19 11/07/2019 2:31:58 PM Pg 68 of 81 Trans ID: LCV20192055428 MON-L-000701-19 02/22/2019 3:05:20 PM Pg & of 18 Trans 1D: LCV2019331754 oe Y Certificate of Occupancy on the propexty bea xevoked, and/or the property is not being maintained and operated properly in ascordande with Borough Ordinances and standards. Failure to texminate the Agreement does not conetitite a waiver of the RBoxaugh's xight to texminate the Agreement at any point should the improvements be abandoned, the Certificate of Occupancy xevoked, ox the propaxty not be maintained pxopexly in accord with Borough Ordinanoss and standaxds. a. The subject property must be maintained ‘dn good condition, substantially free fxom any building code ox other violations that are not corrected within a reasonable time after notice is received by (Owner of such violation, a The ownex of the property and the property must conform to all requirements to maintain the affordable housing unite in that, status, and comply with all applicable affordable housing regilations and requirements, 4, The Borotigh makes no representation or warranty as to the Tax Abatement Ordinance, Should the Tax Abatement Ordinanea, ox the validity of this Agreement, be deemad void ox legally ineffective by any Board or Court of competent jurisdiction, then and in that eveiit the owner shall be required to pay such tax payments/obligations as determined applicable by said Board or Court, In such event, Kalian/owner shali have no claim oy adtion for damages or any other relief against the Borough or any of its officials by reason of the Tax Abatement Oxclinance or this Agreement, and the ownar/developer specifically waives and releases any such claims, The Borough agxees that, sbould there be any lawsuit or adminigttative proceeding initiated as to the Tax Abatement Ordinance or this Agreenent, the Borough shali hot object to Kalian participating ox intervening in said lawsuit or administrative action. 5, It Xs recognized that, based upon Legal and/or policy reasons, the Borough has the legal discozetion and way in the futuxe repeal the Tax Abatement Ordinance/Program at §323~6 to 9$23~8, and/or amend said Ordinance/Pregram ae may be deemed appropriate by, the Borough, The developer/owner Kalian recognizes that the Borough hag euch legal right and disoretion, and shall make no claim of entitlement or estoppel by reagon of the prior existence’ of the Tax Abatement Ordinance or this Agreement fox application ag to any ether property or project undex development in tho Borough, If the Tax Abatement Oxdinance is xapealed ox amended, and to the extent possible 4 . - MON-L-003877-23 12/06/2023. Pg 12 of 42 Trans ID: LCV20233595379 “ “MON-L-000701-19 44/07/2019 2: 59 PM Pg 69 of 81 Trans 1D: LCV20192055428 MON-L-000701-19 02/22/2019 3:05:20 PM Pg 6 of 18 Trans ID: LCV2019331764 + 1 - undax the Law, the Borough shall continue to recognize and abide by this Agxesment as to Blook 117 Lot 8,02, 6. Should the ounex/devoloper Atiantie uightands Associates, GLC d/b/a Kaldan Companies convey title to the pYopatty during the term of this Agreement, this Agxeement wil) cease unless an approval of the aselgnmeht of this Agreement and continuation of the Tax Abatement is applied for and granted to the new ownex by the Borough Governing Body. In aogoxd with Code §323-8, the new owner may xequest the Borough Governing Body to continue and assign the Tax Abatement Agreement in effect fox the balance of the tex. The Borough Governing Body may continue and assign this Agreement and Tax Abatement upon a demonstration by the new ownex; afid a determination in the sole discretion of the Boropgh Governing Body, that compliance with the conditions remain and continuation of the Agreement remains dn the best interests of the Boxough, TT. All determinationa on compliance with these conditions and/or assignment and/or continuation of this Tax Abatement and Agreement ave in the sole disorstion and detexmination of the Botough Governing Body, .and ite decision will be final and binding on the applicant and any applicant!s successor in ewnership or title, ' DATE: (afd VITHESS1 BOROUGH OF ATLANTIC HIGRLANDS i thy 8 ai sh oat evi aey es p BY: Ay ( tN NICHE CHAR ONDA LeaGhiq Mayor * Rorohgh clan AO A AVLANTIC HIGHLANDS ASSQCXATES, LLC + WIENESS: G/b/a KALIAN COMPANIES BY Wer. Mean Kalin, | Principal /ouner . _MON-L-003877-23 12/06/2023 Pg 13 of 42 Trans ID: LCV20233595379 EXHIBIT B MON-L-003877-23 12/06/2023 Pg 14 of 42 Trans ID: LCV20233595379 MON-L-000701-19 11/07/2019 2:31:59 PM Pg 60 of 81 Trans ID: LCV20192055428 MON-L-000701-19 02/22/2019 3:05:20 PM Pg 13 of 18 Trans ID: LCV2019331754 & EL BOROUGH OF ATLAN TIC HIGHLANDS PN 3 iz RESOLUTION 118-2017 AUTHORIZING A TAX ABATEMENT FOR e BLOCK 117 LOT 8.62 ATLANTIC HIGHLANDS ASSOCIATES, LLC - D/B/A KALIAN COMPANIES WHEREAS, the Borough Governing Body by Chapter 323, Astiole Il, §323-8 adopted a Program providing for possible tax abatements for new construction. of commercial or imulti-family residential structures in the business district in order to encourage redevelopment of the commerélal areas in the Borough; and, WHEREAS, Kalian Companies, the owner of property at 2 Hennessey Blvd, Block 117 Lot 8.02, has commenced and shall shortly complete a new stuctuce/inprovement at the site for mixed use commercial (residential and office/tetail), in accord with the plans approved by the Planning Board, and has applied for and is seeking a Tax Abatement Agreement pursuant to this Program; and, WHEREAS, the Borough Goveming Body has reviewed the application and the project, has determined that this is of the {ype of new constcuction and improvements that the Tax Abatement program was put in place to encourage, and the project and improvement will benefit both the business disttict and the Borough; and, WHEREAS, the Borough Council has detexmined a 5-year Tax Phase-In on the new improveinents as provided by NJ.S.A, 40A:21-10(0), and §323-8 with certain qualifying conditions, is the snost appropriate basis for implementing the Tax Abatement. NOW, THEREFORE, BE IT RESOLVED, by the Governing Body of the Borough of Aflantic Highlands, County of Monmouth, State of New Jersey, that the Mayor and Tax Assessor are authorized and directed to execute the Tax Abatement Agreement with Atlantic Highlands Associates LLC, D/B/A Kalan Companies, owner of Blook 117 Lot 8,02, providing for a 5-year ‘Tax Phase-In, as per N.J.S.A, 40A:23-10{c) and §323-8 of the Borough Code on the new structure/improvement on Block 117 Lot 8.02, commencing as of January 1, 2018 for the tax year 2018 and cunning through December 31, 2022 for the tax year 2022, and the Borough Tax Officials are authorized to.implement the tax Phase-In on the Improvements as set forth in snid agreement, Motion: Approve Resolution, Moved by Councilman Dellosso; Seconded byCouncilman Filgor, MON-L-003877-23 12/06/2023 Pg 15 of 42 Trans ID: LCV20233595379 Tat MON-L-000701-19 11/07/2019 2 :59 PM Pg 61 of 81 Trans 1D: LCV20192055428 MON-L-000701-19 02/22/2019 3:05:20 PM Pg 14 of 18 Trans ID:Levaoi 9331764 Vote: Motion carried by roll call vote (summary: Yes = 6). Yes; Councilman Archibald, Councilman Boracchla, Counciiman Deltosso, Councilman Doyle, Councifman Filgor, Councilman Lero Absent: None 1, Michelle Clark, Acting Muttlolpat Clerk of the Borough of Allantto Hightands, in the County of Monmouth, State of New Jersey, horchy certify this to be a true copyof the ection of the Governing Body, at ils Regular Meeting; held September 13, 2017. WITNESS ty band this 14 ay of September 2017. Lat Nekte hak. “Tage? wr By Miohelle Clark Aoting Moniclpal Clerk MON-L-003877-23 12/06/2023 Pg16of42 Trans ID: LCV20233595379 wees ee ~ ne we ne ees ee - ~ 2 ~ - wee pee ee eee ee EXHIBIT C MON-L-003877-23 12/06/2023 Pg17 of 42 Trans ID: LCV20233595379 ~MON-L-000701-19 11/07/2019 2:31:59 PM Pg 71 of 81 Trans ID: LCV20192055428 MON-L-000701-19 02/22/2019 3:05:20 PM Pg 10 of 1B Trans ID: LCV2019331754 Of “A BOROUGH OF ATLANTIC HIGHLANDS “ COUNTY OF MONMOUTH 2 RESOLUTION 153-2018 QO RESOLUTION AUTHORIZING THE CANCELLATION OF TAX ABATEMENT AGREEMENT FOR BLOCK 117 LOT 8.02 . WHEREAS, on or about September 13, 2017 a resolution was passed by the governing body which authorized a tax abatement for Block 247 Lat 8.02 mora commonly known as 2 Hennessey Blvd, to the Atlante Highlands Associates, LLC d/b/a Kallari Companies; and WHEREAS, pursuant to Resolution 418-2047, the Mayor was authorized and directed to execute a Tax Abatement Agreement with Atlantic Highlands Associates, LLC commencing on January 1, 2018 for the ‘Tax Year 2018 and running through Decembér 34, 2022 for (he Fax Year 2022; and WHEREAS, the Tax Abatement Agreement was executed on December 19, 2027; and WHEREAS, on or: about September 6, 2028, the Kallan property was sold to a new buyer; and WHEREAS, pursuant to the December 19, 2017 Tax Abatement Agreement at Paragraph 6, Should the ownerldeveloper Adantic Highlands Assoclates, LLC d/b/a Kalan Coiipahles cor title to theproperty during the term of this Agreement, thls Agreament will Gaase unless an approval-of the Ai ssignment 5 of this Agreement is applied for and granted to the nev owner by the Borough averning Body;and WHEREAS, the Borough Governing Body, in thelr sole discretion has determined that it is not In the best interest of the Borough to grant or approve such an assignment of the Tax Abatement Agreement; and w WHEREAS, pursuant lo paragraph 7 of the Agreament, the decision of the Governing Body will be final and binding on the purchaser and any successor to the purchaser Inownership and title; NOW THEREFORE BE iT RESOLVED, by the members of the Borough Council of the Atlantic Highlands, in the County of Monmouth, State of New Jersey that: 4, The December 19, 2017 Tax Abatement Agreement shail cease; and 2, Acertified copy ofthis resolution shall he provided to the Borough Tax Assessor; and 3. The Tax Abatement Agreement ts null and void as of the date of this resolution regarding Block 147, Lot 8.02. . Motion: Approve Resolution, Moved by CourtciIman Dellosso; Seconded by Councilman Fligor Vote: Motlon carted by unanimous roll call vote (suramary: Yes = 6). Yes; Councilman Boracchia, Councilman Dellosso, CounclIman Fligor, Councilwoman Hohenteitner, Councilman Lero No: None Abstain: None Absent: Councllman Crowley . 4, Michelle Clark, Acting Municipal Clark of the Borough of Atlantic Highlands, In the County of Monmouth, State of New Jersey, hereby certify this to be a true copy of the action of the Governing Body, at ls Regular Meeting. held October 10, 2018, WITNESS may hand this 31th day of October 2028, . Nutt, Uh, “Sea? Michelle Clark Acting Municipal Clerk ae i, * MON-L-003877-23 12/06/2023 Pg18of42 Trans ip: LCV20233595379 ~ me - ~~ we eee - ~ 9 ~~ - wee ee oe eee eee EXHIBIT D MON-L-003877-23 12/06/2023 Pg 19 of 42 Trans ID: LCV20233595379 a 2 ~ - ~ ee eee ee +2019 Borough of Atfantic Highlands, NJ Taxation g {HISTORY: Adopted by the Mayor and Council of the Borough ofAtlantic Highlands as indicated in article histories. Amendments noted where applicable. ] GENERAL REFERENCES Development regulations — See Ch. 150, ie qe Article | Payment of Taxes, Charges and Assessments [Adopted 10-9-1984 by Ord. No. 842] § 323-1 Certificate of payment required (Amended 5-8-1997 by Ord, No, 994-91] Any owner and/or applicant for a certificate of occupancy, a certificate of continued occupancy, permit, license, variance, subdivision of land, construction permit, subcode permit, easement or any other relief that can be granted by the governing body or any official, officer, board, agency or subagency, regarding any real estate or activity upon or in any real estate located in the Borough of Atlantic Highlands, as a condition for the issuance or renewal of any of the aforementioned permits, licenses, etc, shall secure in writing from the appropriate Borough officer, a statement that all real estate taxes, water charges, sewer charges and assessments have been paid to a current basis for the property on which the activity or business In question is to take place, in the event that property taxes or assessments are unpald to a current basis, na permits or licenses shall be Issued until all such payments have been made by or on behalf of the property owner. § 323-2 Relief to be issued. No sellef referred to In § 323-1 of this article shall be Issued by the governing body, board, agency, subagency, officer or employee unless all real estate taxes, water charges and/or sewer bills have been pald through the calendar year quarter of the time of the application. § 323-3 Revocation or suspension of licenses or permits, [Amended 5-8-1991 by Ord, No. 994-91] Whenever a property owner has failed to pay the taxes due on the property for at least three consecutive quarters, the Sorough may, upon notice to the licensee and property owner, revoke or suspend any license or permit until the payment of the delinquent taxes and assessments is made. Upon payment of the delinquent taxes or assessments, the license or permit shail be restored. § 323-4 Nonapplicability. (Amended 5-8-1991 by Ord. No. 994-91] The provisions of this article shall not apply to nor include any alcoholic beverage Hleense or permit fssued pursuant to the Alcoholic Beverage Control Act, § 323-5 Applicability. {Amended 5-8-1991 by Ord, No. 994-97] The provisions of this article shall apply to all other: permits and licenses issued by, or requiring approval of, the Borough of Atlantic Highlands, or any of Its Boards or Agencles or Offices, including but not limited to; A Permits required pursuant to the Uniform Construction Code, B, Certificates of occupancy, provided, however, that if a certificate of occupancy is needed for closing of title, a conditional, temporary certificate of occupancy may be issued upon delivery of executed contracts to the Borough Clerk for the sale of said property. The conditional, temporary certificate of pccupancy shall be contingent upon the payment of all taxes at the time of closing of title; and if not pald at closing, the conditional, temporary certificate of occupancy shall be deemed revoked, hlips:fAvwy.acode360.com13486364 4 MON-L-003877-23 12/06/2023 *9 20 of 42 Trans ip: LCV20233595379 me ~ om we ~ - o -e = wae ~ vini2019 Boraugh of Atantic Highlands, NJ Taxation G Food establishment licenses. D. Soll removal permits, E Tree removal permits. FR Amusement licenses. Article It Tax Exemption for Improvements and New Construction [Adopted 12-13-1995 by Ord. No. 9-95] § 323-6 Legislative findings. ‘The Legislature has determined that various statutes authorized by N.J.S.A. Const, Art, 8 $4, par 6, permitting municipalities to grant, for periods of up to five years, exemptions from taxation in areas in need of rehabilitation, have proven to be effective in prompting construction and rehabilitation of residential and commercial structures threatened with economic decline, The Legislature adopted Chapter 441 of the Laws of 1991 (N.J.S.A. 40A:21-1 et seq.) so as to consolidate and make more coherent the most usefuf features of such statutes, Chapter 441 provides that If the governing body determines that there are trends In the municipallty toward deterioration which it believes will, unless countered by such incentive, inexorably tend toward further deterioration, the governing body may adopt an ordinance granting tax exemptions throughout the municipallty to the same extent as if the municipality’s neighborhoods had been determined to be In need or rehabilitation. it ls the opinion of the Council that In the present economic tlmes there exists an unwillingness of owners of property to properly maintain and Improve their properties arising from the perception that the making of such improvements wilf cause taxes to rise. These feelings create a circle whereby repalrs and improvements are delayed, deterioration begins to set in, and the neighborhood Itself begins to deterlorate. The Borough Council believes that by exempting for a limited perlod a portion of such improvements from taxation, much of the unwillingness and fear noted would be dissipated and owners and investors would be encouraged to rehabilitate and improve properties. By doing so, they would Improve the Borough and preserve the Town for the future. The Council, being cognizant of these facts, does hereby grant the tax exemptions set forth In this article. § 323-7 Tax exemption for improvements. A, Definitions. As used In this article, terms shall be defined as In N.J.S.A, 40A:21-3. B, Tax exemption amount declared, (2) Dwellings, in determining the value of real property, the Borough shall regard the first $25,000 in the Assessor's full and true value of improvements for each dwelling unit, primarily and directly affected by the improvement, in any dwelling more than 20 years old, as not increasing the value of the property for a period of five years notwithstanding that the value of the property to which the improvements are made fs Increased thereby. During the exemption period, the assessment on the property shall not be fess than the assessment thereon existing Immediately prior to the improvement(s) unless there Is damage to the dwelling sufficient to warrant a reduction, [Amended 6-25-2008 by Ord. No. 07-2008} @® Multiple dwellings, commercial or industrial structures, In determining the value of multiple dwellings, or commercial or industrla! structures, the Borough shall regard the first $25,000 In the Assessor’s full and true value of Improvements for each of such properties for improvements to any structure more than 20 years old as not increasing the value of the property for a period of five years, notwithstanding that the value of the property to which the improvements are made is increased thereby. During the exemption period, the assessment on the property shall not be fess than the assessment thereon existing immediately prior to the improvements unless there Is damage to the structure sufficient to warrant a reduction, c Action of the assessor. The Assessor shall determine, on October 1 of the year following the date of completion of an Improvement, the true taxable value thereof, The amount of tax to be paid for the first full tax year following completion shall be based on the assessed valuation of the property for the previous year, plus any portion of the assessed valuation of the improvement, converslon or construction nat allowgd an exemptign pursuant to this act. The property shall be treated in the appropriate manner for five tax years. hitps:Avww.ecode360.com/13486364