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Home My WebLink AboutSEOPW CRA 2023-11-16 Agenda PacketCity of Miami 819 NW 2nd Ave 3rd Floor Miami, FL 33136 http://miamicra.com Meeting Agenda Thursday, November 16, 2023 10:00 AM City Hall 3500 Pan American Drive Miami, FL 33133 SEOPW Community Redevelopment Agency Christine King, Chair, District Five Sabina Covo, Board Member, District Two Joe Carollo, Board Member, District Three Manolo Reyes, Board Member, District Four Vacant Position, Board Member, District One SEOPW CRA OFFICE ADDRESS: 819 NW 2ND AVENUE, 3RD FLOOR MIAMI, FL 33136 Phone: (305) 679-6800 I Fax (305) 679-6835 www.miamicra.com Southeast Overtown/Park West CRA Meeting Agenda November 16, 2023 CALL TO ORDER CRA PUBLIC COMMENTS Minutes Approval 1. Thursday, July 27, 2023 CRA RESOLUTION 1. CRA RESOLUTION 15049 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS PURSUANT TO SECTIONS 18-85 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE SEOPW CRA; WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE "GRANTS AND AIDS" ACCOUNT, ACCOUNT NO. 10050.920101.662000.0000.00000, IN AN AMOUNT TO NOT EXCEED TWO HUNDRED EIGHTY-NINE THOUSAND FIVE HUNDRED SIXTY-SIX DOLLARS AND ZERO CENTS ($289,566.00) ("FUNDS"), TO FAMSERSA, LLC, A FLORIDA LIMITED LIABILITY COMPANY ("FAMSERSA"), FOR THE REHABILITATION OF 212 NW 11TH STREET ("PROPERTY"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL; FOR THE ALLOCATION OF THE FUNDS FOR THE PURPOSE STATED HEREIN; SUBJECT TO THE AVAILABILITY OF FUNDING; PROVIDING FOR INCORPORATION OF RECITALS AND PROVIDING FOR AN EFFECTIVE DATE. File # 15049 - Bid Waiver Memo File # 15049 - Notice To The Public File # 15049 - Exhibit A City ofMiami Page 2 Printed on 11/8/2023 Southeast Overtown/Park West CRA Meeting Agenda November 16, 2023 2. CRA RESOLUTION 15050 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE A EASEMENT AND OPERATING AGREEMENT (EXHIBIT "A") AND THE COVENANT IN LIEU OF UNITY OF TITLE (EXHIBIT "B"), ATTACHED AND INCORPORATED HEREIN, SOLELY FOR ZONING PURPOSES UNDER FOLIO NUMBERS 01- 3136-094-0010; 01-3136-094-0015; 01-3136-064-0020, LOCATED IN MIAMI, FLORIDA OWNED BY MIAMI-DADE COUNTY, A POLITICAL SUBDIVISION OF THE STATE OF FLORIDA ("COUNTY PROPERTY") AND THE PROPERTIES UNDER FOLIO NUMBER 01-3136-064-0010, LOCATED IN MIAMI, FLORIDA OWNED BY THE SEOPW CRA ("SEOPW CRA PROPERTY"), MORE PARTICULARLY DESCRIBED IN EXHIBIT "A" AND EXHIBIT "B"; FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AGREEMENTS, INCLUDING BUT NOT LIMITED TO AMENDMENTS AND MODIFICATIONS, ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL AND SPECIAL OUTSIDE COUNSEL WILLIAM BLOOM; PROVIDING FOR INCORPORATION OF RECITALS, AND PROVIDING FOR AN EFFECTIVE DATE. File # 15050 - Exhibit A File # 15050 - Exhibit B City ofMiami Page 3 Printed on 11/8/2023 Southeast Overtown/Park West CRA Meeting Agenda November 16, 2023 3. CRA RESOLUTION 15051 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS PURSUANT TO SECTIONS 18-85 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE SEOPW CRA; WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE "GRANTS AND AIDS" ACCOUNT NO. 10050.920101.883000.0000.00000, IN AN AMOUNT TO NOT EXCEED ONE MILLION ONE HUNDRED EIGHTY THOUSAND DOLLARS AND ZERO CENTS ($1,180,000.00) ("FUNDS") TO THE HISTORIC SAINT AGNES EPISCOPAL CHURCH OF MIAMI, INC., A FLORIDA NOT -FOR -PROFIT CORPORATION ("ST. AGNES"), LOCATED AT 1750 N.W. 3RD AVENUE, MIAMI, FLORIDA 33136 (THE "PROPERTY"); TO PROVIDE REHABILITATION AND PRESERVATION TO THE PROPERTY ("PURPOSE"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL FOR THE ALLOCATION OF FUNDS FOR THE PURPOSE STATED HEREIN; SUBJECT TO THE AVAILABILITY OF FUNDING PROVIDING FOR INCORPORATION OF RECITALS, AND PROVIDING FOR AN EFFECTIVE DATE. File # 15051 - Bid Waiver Memo File # 15051 - Notice To The Public File # 15051 - Backup City ofMiami Page 4 Printed on 11/8/2023 Southeast Overtown/Park West CRA Meeting Agenda November 16, 2023 4. CRA RESOLUTION 15052 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND WRITTEN FINDING THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS PURSUANT TO SECTIONS 18-85(A) OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE SEOPW CRA ("CITY CODE"); WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE GRANTS AND AIDS ACCOUNT NO. 10050.920101.883000.0000.00000, IN AN AMOUNT NOT TO EXCEED FIVE HUNDRED FORTY FOUR THOUSAND THREE HUNDRED FIVE DOLLARS AND EIGHTY ONE CENTS ($544,305.81) ("FUNDS") TO HUMAN RESOURCES OF MIAMI, INC., A FLORIDA-FOR- PROFIT CORPORATION ("FIRM"), TO ASSIST WITH HRM'S ANTI - LITTERING SERVICES PROGRAM ("PURPOSE"), FROM OCTOBER 1, 2023 - SEPTEMBER 30, 2024; FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL FOR THE ALLOCATION OF THE FUNDS FOR THE PURPOSE STATED HEREIN, SUBJECT TO THE AVAILABILITY OF FUNDING; PROVIDING FOR INCORPORATION OF RECITALS, AND PROVIDING FOR AN EFFECTIVE DATE. File # 15052 - Bid Waiver Memo File # 15052 - Notice To The Public File # 15052 - Backup City ofMiami Page 5 Printed on 11/8/2023 Southeast Overtown/Park West CRA Meeting Agenda November 16, 2023 5. CRA RESOLUTION 15053 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), RETROACTIVELY APPROVING AND RATIFYING THE EXECUTIVE DIRECTOR'S TO EXECUTE THE PURCHASE AND SALE AGREEMENT ("AGREEMENT") (EXHIBIT "A") ATTACHED AND INCORPORATED HEREIN, IN A FORM ACCEPTABLE TO COUNSEL, BETWEEN THE SEOPW CRA AND FRONTIER FUELS INC., AS TRUSTEE ("SELLER"), TRS FOR THE ACQUISITION OF THE REAL PROPERTIES LOCATED 939 N.W. 5TH AVENUE, 720 N.W. 4TH AVENUE AND 440 N.W. 10TH STREET MIAMI, FLORIDA, 33136, CONTAINING AN APPROXIMATE TOTAL ADJUSTED AREA OF 31,250 SQUARE FEET ("PROPERTY"), AS LEGALLY DESCRIBED IN THE AGREEMENT FOR A TOTAL PURCHASE PRICE NOT TO EXCEED TWO MILLION TWO HUNDRED THIRTY THOUSAND DOLLARS AND ZERO CENTS ($2,230,000.00), CONTINGENT UPON THE SEOPW CRA OBTAINING A WRITTEN APPRAISAL FROM A LICENSED FLORIDA APPRAISER STATING THAT THE APPRAISED VALUE OF THE PROPERTY, IS AT A MINIMUM, THE REFERENCED AMOUNT HEREIN, PURSUANT TO SECTION 163.370, FLORIDA STATUTES, AND THE SEOPW CRA REDEVELOPMENT PLAN; AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE ALL NECESSARY DOCUMENTS, INCLUDING ANY AMENDMENTS AND MODIFICATIONS TO SAID AGREEMENT, ALL IN FORMS ACCEPTABLE TO THE COUNSEL, THAT MAY BE NECESSARY TO EFFECTUATE SAID ACQUISITION; ALLOCATING FUNDS FROM ACCOUNT TITLED PURCHASE OF REAL PROPERTY, ACCOUNT NUMBER 10050.920101.662000.0000.00000 IN A TOTAL AMOUNT NOT TO EXCEED TWO MILLION TWO HUNDRED THIRTY THOUSAND DOLLARS AND ZERO CENTS ($2,230,000.00) INCLUSIVE OF SAID ACQUISITION, THE COST OF A SURVEY, ENVIRONMENTAL REPORT, TITLE INSURANCE, AND RELATED CLOSING COSTS ASSOCIATED WITH SAID ACQUISITION, ALL IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THE AGREEMENT; FURTHER AUTHORIZING THE GENERAL COUNSEL TO ENGAGE WEISS SEROTA, ET AL, AS OUTSIDE COUNSEL FOR THE REPRESENTATION OF THE SEOPW CRA ON ALL MATTERS RELATED TO A TITLE COMMITMENT AND POLICY, A PHASE I ENVIRONMENTAL SITE ASSESSMENT REPORT (AND P File # 15053 - Exhibit A File # 15053 - Exhibit B File # 15053 - Exhibit C City ofMiami Page 6 Printed on 11/8/2023 Southeast Overtown/Park West CRA Meeting Agenda November 16, 2023 6. CRA RESOLUTION 15055 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS PURSUANT TO SECTIONS 18-85 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE SEOPW CRA; WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE GRANTS AND AIDS" ACCOUNT NO. 10050.920101.883000.0000.00000, IN AN AMOUNT TO NOT EXCEED TWO MILLION DOLLARS AND ZERO CENTS ($2,000,000.00) ("FUNDS") TO SUPPORT MAKE -A -WISH FOUNDATION OF SOUTHERN FLORIDA, INC., A FLORIDA NOT -FOR -PROFIT CORPORATION ("MAKE -A -WISH FOUNDATION") NEW HEADQUARTERS. MAKE -A -WISH FOUNDATION'S WHOSE SOLE MISSION IS TO CREATE LIFE -CHANGING WISHES FOR CHILDREN WITH CRITICAL ILLNESSES ("PURPOSE"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL; FOR THE ALLOCATION OF THE FUNDS FOR THE PURPOSE STATED HEREIN; SUBJECT TO THE AVAILABILITY OF FUNDING; PROVIDING FOR INCORPORATION OF RECITALS, AND PROVIDING FOR AN EFFECTIVE DATE. File # 15055 - Notice To The Public File # 15055 - Bid Waiver Memo File # 15055 - Backup City ofMiami Page 7 Printed on 11/8/2023 Southeast Overtown/Park West CRA Meeting Agenda November 16, 2023 7. CRA RESOLUTION 15057 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, WITH ATTACHMENT(S), AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AN AMENDMENT TO THE FIRST AMENDMENT TO THE AMENDED AND RESTATED MIAMI WORLDCENTER ECONOMIC INCENTIVE AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM; AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE ANY AND ALL DOCUMENTS REQUIRED TO CONSUMMATE THE AMENDMENT IN A FINAL FORM ACCEPTABLE TO THE EXECUTIVE DIRECTOR. File # 15057 - Exhibit A 8. CRA RESOLUTION 15058 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY AUTHORIZING THE PURCHASE OF THAT CERTAIN MIAMI FOREVER BOND LOAN IN THE OUTSTANDING PRINCIPAL AMOUNT OF SEVEN -MILLION FIVE HUNDRED THOUSAND DOLLARS AND ZERO CENTS ($7,500,000.00) MADE BY THE CITY OF MIAMI, FLORIDA TO BLOCK 55 RESIDENTIAL, LP AND THE ASSIGNMENT OF ALL LOAN DOCUMENTS EXECUTED IN CONNECTION WITH SUCH LOAN AND AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE ALL PURCHASE AND ASSIGNMENT DOCUMENTS IN CONNECTION THEREWITH File # 15058 - Backup City ofMiami Page 8 Printed on 11/8/2023 Southeast Overtown/Park West CRA Meeting Agenda November 16, 2023 9. CRA RESOLUTION 15059 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA), AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, TO PAY SANDRA HAPUARACHCHI (THE "RELEASOR") OF THE SUM OF FIFTY-FIVE THOUSAND DOLLARS AND ZERO CENTS ($55,000.00), IN FULL AND COMPLETE SETTLEMENT OF ANY AND ALL CLAIMS AND DEMANDS, INCLUDING ALL CLAIMS FOR ATTORNEYS' FEES, AGAINST THE SEOPW CRA AND ITS CURRENT AND FORMER DEPARTMENTS, OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES, ITS CONTRACTORS, LESSEES, AND ANY OTHER PERSON, FIRM OR CORPORATION CHARGED OR CHARGEABLE WITH RESPONSIBILITY OR LIABILITY, THEIR RESPECTIVE HEIRS, REPRESENTATIVES AND ASSIGNS (COLLECTIVELY THE "RELEASEES"), FROM ANY AND ALL CLAIMS, DEMANDS, CAUSES OF ACTION, WHETHER IN THE NATURE OF SUBROGATION OR OTHERWISE, ARISING FROM ANY ACT OR OCCURRENCE FROM THE BEGINNING OF TIME THROUGH THE PRESENT, AND PARTICULARLY ON ACCOUNT OF ALL PERSONAL INJURY, SURVIVAL, OR DEATH, DISABILITY, PROPERTY DAMAGE, COSTS, LOSS OF SERVICES AND CONSORTIUM, EXPENSES, ATTORNEY'S FEES, COMPENSATION, DEPRIVATION OF ANY KIND ALREADY SUSTAINED OR THAT MAY HEREAFTER BE SUSTAINED, INCLUDING REPUTATION OR CIVIL RIGHTS, ON ACCOUNT OF, OR IN ANY WAY GROWING OUT OF, AN INCIDENT OCCURRING AT THE PARKING LOT LOCATED AT OR NEAR 663 N.W. 1ST COURT, MIAMI, FLORIDA, ON OR ABOUT JUNE 3RD, 2015, AND DURING WHICH THE RELEASOR WAS ALLEGEDLY INJURED (THE "INCIDENT"), AND AS A CONSEQUENCE OF WHICH SUIT WAS FILED IN THE CIRCUIT COURT IN AND FOR MIAMI-DADE COUNTY, CASE NO. 2019-008650-CA-01; FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL; AND TO EXECUTE THE RELEASE OF ALL CLAIMS ("RELEASE"); PROVIDING FOR INCORPORATION OF RECITALS, AND PROVIDING FOR AN EFFECTIVE DATE. File # 15059 - Backup ADJOURNMENT City ofMiami Page 9 Printed on 11/8/2023 3.1 SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Date: November 8, 2023 File: 15049 Members of the CRA Board From: James McQueen Executive Director Subject: 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11 th Street. Enclosures: File # 15049 - Bid Waiver Memo File # 15049 - Notice To The Public File # 15049 - Exhibit A BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), with attachment(s) by a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, ratifying, approving, and confirming the Executive Director's recommendation and finding that competitive negotiation methods and procedures are not practicable or advantageous pursuant to sections 18-85 and 18-86 of the code of the City of Miami, Florida, as amended, as adopted by the SEOPW CRA; waiving the requirements for competitive sealed bidding as not being practicable or advantageous to the SEOPW CRA via recommendation and written finding attached and incorporated as Exhibit "A", authorizing the allocation of funding in an amount not to exceed Two Hundred Eighty -Nine Thousand Five Hundred Sixty -Six Dollars and Zero Cents ($289,566.00) ("Funds"), to support FAMSERSA, LLC, a Florida limited liability company ("FAMSERSA"). FAMSERSA has requested Funds from the SEOPW CRA for the rehabilitation of 212 N.W. 11th Street, Miami, FL 33136 (the "Property"). The Property is a vacant 2-story mixed use building with commercial/retail space on the ground level and 2 apartment units on the second floor. The building, built in 1958, is in need of rehabilitation improvements. The owners of the building are requesting support towards the rehabilitation of the currently vacant ground floor commercial spaces, including storefront improvements, residential units improvements, and site improvements, including grease trap installation for a future food -service business. Owners have agreed to restrict the rents of improved apartment units to affordable levels at a rate and term amenable to the SEOPW CRA, and the installation of the grease trap, site improvements, and new storefront will allow for the commercial space to be utilized by new businesses. The project also includes the addition of a mural art installation at the South facade of the building by a prominent local artist to feature Louis Armstrong, a world-renowned musician who frequented Overtown in the 1950's. JUSTIFICATION: Packet Pg. 10 Section 2, Goals 4 and 6, of the SEOPW CRA 2018 Redevelopment Plan Update ("Plan") lists the "creating infill housing, diversity in housing types, and retaining affordable housing" as a stated redevelopment goal. Florida Statutes, Section 163.335(6) of the Community Redevelopment Act found and declared that there exists " ... a severe shortage of housing affordable to residents of low or moderate income, including the elderly ... [and] such condition[s] affect the health, safety, and welfare of the residents ... and retards their growth and economic and social development .... ". Section 2, Principle 2 of the Plan also provides that the "neighborhood has to retain access to affordable housing even as the neighborhood becomes more desirable to households with greater means" as a stated redevelopment principle. Section 2, Principle 3 of the Plan further provides that "there must be variety in housing options" as a stated redevelopment principle. Section 2, Goal 4 of the Plan lists "create jobs within the community" as a stated redevelopment goal. Section 2, Principle 4 of the Plan provides that "employment opportunities be made available to existing residents ..." as a stated redevelopment principle. .Section 2, Principle 4, of the Plan provides that "[t]here must be variety in employment opportunities" as a stated redevelopment principle. FUNDING: $289,566.00 allocated from Purchase of Real Property Account No. 10050.920101.662000. FACT SHEET: Company name: FAMSERSA, LLC. Address: 212 N.W. 11th Street, Miami, FL 33136 Funding request: $289,566.00 Scope of work or services (Summary): Exterior and interior improvements of mixed -use building to include storefront windows and commercial space improvements, affordable residential units improvements, and exterior improvements including installation of new grease trap and artistic wall mural. Page 2 of 6 Packet Pg. 11 3.1 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: November 16, 2023 CRA Section: Brief description of CRA Agenda Item: Authorizing the allocation of funds in an amount not to exceed $289,566.00 to support FAMSERSA,LLC, for the rehabilitation of 212 NW 11th Street, Miami, FL 33136. Project Number YES, there Account Code: (if applicable): are sufficient funds in Line Item: 10050.920101.883000.0000.00000 Amount: $289,566.00 NO (Complete the following source of funds information): Amount budgeted in the line item: $ Balance in the line item: $ Amount needed in the line item: $ Sufficient funds will be transferred from the following line items: ACTION ACCOUNT NUMBER TOTAL Project No./Index/Minot Object From $ To $ From $ To $ Comments: Approved by: QueDue Executive Director 11/8/2023 Approval: Mi•uel A Valentin, Finance. Officer 11/8/2023 Page 3 of 6 Packet Pg. 12 3.1 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 15049 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS PURSUANT TO SECTIONS 18-85 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE SEOPW CRA; WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE "GRANTS AND AIDS" ACCOUNT, ACCOUNT NO. 10050.920101.662000.0000.00000, IN AN AMOUNT TO NOT EXCEED TWO HUNDRED EIGHTY-NINE THOUSAND FIVE HUNDRED SIXTY- SIX DOLLARS AND ZERO CENTS ($289,566.00) ("FUNDS"), TO FAMSERSA, LLC, A FLORIDA LIMITED LIABILITY COMPANY ("FAMSERSA"), FOR THE REHABILITATION OF 212 NW 11TH STREET ("PROPERTY"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL; FOR THE ALLOCATION OF THE FUNDS FOR THE PURPOSE STATED HEREIN; SUBJECT TO THE AVAILABILITY OF FUNDING; PROVIDING FOR INCORPORATION OF RECITALS AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Southeast Overtown/Park West Community Redevelopment Agency Plan Update (the "Plan"); and WHEREAS, Section 2, Goals 4 and 6, of the Plan lists "creating infill housing, diversity in housing types, and retaining affordable housing" as a stated redevelopment goal; and WHEREAS, Florida Statutes, Section 163.335(6) of the Community Redevelopment Act found and declared that there exists " ... a severe shortage of housing affordable to residents of low or moderate income, including the elderly ... [and] such condition[s] affect the health, safety and welfare of the residents ... and retards their growth and economic and social development .... "; and Page 4 of 6 Packet Pg. 13 3.1 WHEREAS, Section 2, Principle 2 of the Plan also provides that the "neighborhood has to retain access to affordable housing even as the neighborhood becomes more desirable to households with greater means" as a stated redevelopment principle; and WHEREAS, Section 2, Principle 3 of the Plan further provides that "there must be variety in housing options" as a stated redevelopment principle; and WHEREAS, Section 2, Goal 4 of the Plan lists "create jobs within the community" as a stated redevelopment goal; and WHEREAS, Section 2, Principle 4 of the Plan provides that "employment opportunities be made available to existing residents ..." as a stated redevelopment principle; and WHEREAS, Section 2, Principle 4, of the Plan provides that "[t]here must be variety in employment opportunities" as a stated redevelopment principle; and WHEREAS, FAMSERSA LLC, ("FAMSERSA") owns the Property and has requested assistance from the SEOPW CRA for the rehabilitation of the Property; and WHEREAS, pursuant to Section 18-85(a) of the Code of the City of Miami, Florida, as adopted by the SEOPW CRA, as amended ("City Code"), the Executive Director has recommended waiving the requirements for competitive sealed bidding methods, via recommendation and written finding attached and incorporated as Exhibit "A," with reasons supporting the same as not being practicable or advantageous to the SEOPW CRA; and WHEREAS, the Board of Commissioners finds that authorizing this Resolution would further the SEOPW CRA redevelopment goals and objectives; and WHEREAS, based on the recommendation and findings of the Executive Director, it is in the SEOPW CRA's best interest for the Board of Commissioners to authorize, by an affirmative four -fifths (4/5ths) vote, a waiver of competitive sealed bidding procedures pursuant to Section 18-85 and 18-86 of the Code of the City of Miami, Florida, as amended ("City Code"), as adopted by the SEOPW CRA, and to authorize the Executive Director to negotiate and execute any and all agreements necessary, all in forms acceptable to the General Counsel, with FAMSERSA for provision of grant funds in an amount not to exceed Two Hundred Eighty -Nine Thousand Five Hundred Sixty -Six Dollars And Zero Cents ($289,566.00), subject to the availability of funds; and NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Section 2. By a four -fifths (4/5th) affirmative vote, after an advertised public hearing, the Executive Director's recommendation and written findings that competitive negotiation methods and procedures are not practicable or advantageous to the SEOPW CRA, pursuant to Section 18-85 and 18-86 of the City Code, as adopted by the SEOPW CRA, and waiving the requirements for said procedures is ratified, approved, and confirmed. Page 5 of 6 Packet Pg. 14 Section 3. The Executive Director is hereby authorized' to disperse funds, at his discretion, on a reimbursement basis or directly to vendors, upon presentation of invoices and satisfactory documentation from the "Grants and Aids" Account, No. Grants and Aids" Account No. 10050.920101.662000.0000.00000, for the project at the Property. Section 4. The Executive Director is authorized' to negotiate and execute an agreement, including any and all necessary documents, and all -in forms acceptable to the General Counsel, for said purpose. Section 5. Sections of this Resolution may be renumbered or re -lettered and corrections of typographical errors which do not affect the intent may be authorized by the Executive Director, or the Executive Director's designee, without need of public hearing, by filing a corrected copy of same with the City Clerk. Section 6. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: c tall Counsel 11/8/2023 The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to those prescribed by applicable State law, City Charter and Code provisions, as adopted by the SEOPW CRA. Page 6 of 6 Packet Pg. 15 3.1.a SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 4/5ths RECOMMENDATION INTER -OFFICE MEMORANDUM To Board Chair Christine King and Members of the SEOPW CRA Board Date: November 16, 2023 File: Subject: Request to waive competitive sealed bidding methods pursuant to City Code 18-85(a) to FAMSERSA, LLC for the rehabilitation of 212 N.W. 11"' ST, Miami, FL 33136. From: James McQueen References: Executive Director Enclosures: Exhibit "A" BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), with attachment(s), by a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, ratifying, approving and confirming the Executive Director's recommendation and finding that competitive negotiation methods and procedures are not practicable or advantageous pursuant to sections 18-85 and 18-86 of the code of the City of Miami, Florida, as amended, as adopted by the SEOPW CRA; waiving the requirements for competitive sealed bidding as not being practicable or advantageous to the SEOPW CRA via recommendation and written finding attached and incorporated as Exhibit "A", authorizing the allocation of funding in an amount not to exceed Two Hundred Eighty -Nine Thousand Five Hundred Sixty - Six Dollars And Zero Cents ($289,566.00) ("Funds"), to support FAMSERSA, LLC, a Florida limited liability company ("F AMSERSA"). F AMSERSA has requested Funds from the SEO PW CRA for the rehabilitation of 212 N.W. 11`h ST., Miami, FL 33136 (the "Property"). FAMSERSA is the owner of an existing 2-story mixed use building with commercial/retail space on the ground level and 2 apartment units on the second floor. The building, is in need of rehabilitation improvements and the owners of the building are requesting support towards the rehabilitation of the commercial spaces including storefront improvements, residential unit improvements, and site improvements including grease trap installation for a future food -service business ("Purpose"). Owners have agreed to restrict the rents of improved apartment units to affordable levels at a rate and term amenable to the SEOPW CRA, and the installation of the grease trap, site improvements, and new storefront will allow for the commercial space to be utilized by new businesses. RECOMMENDATION: In light of the above stated, approval of a waiver of the formal requirements of competitive sealed bidding methods as not being practicable or advantageous to the Southeast Overtown/Park West Community Redevelopment Agency as set forth in the City Code of Ordinances, as amended, specifically Section 18-85 (A), and the affirmation of these written findings and the forwarding the same to the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency by a four fifths vote is respectfully requested. APPROV Jam c ueen, Ex cutive Director Attachment: File # 15049 - Bid Waiver Memo (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 16 Southeast Overtown/Park West Community Redevelopment Agency 3.1.b NOTICE OF PUBLIC HEARING The Board of Commissioners ("Board") of the Southeast Overtown/ Park West Community Redevelopment Agency ("SEOPW CRA") will hold a Public Hearing on Thursday, November 16, 2023, at 10:00 a.m. or anytime thereafter in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, FL 33133. The Board will consider the allocation of funding to FAMSERSA, LLC, a Florida limited liability company ("FAMSERSA"), to underwrite costs associated with the rehabilitation of 212 N.W. 11th Street., Miami, FL 33136 (the "Property"). In accordance with the SEOPW CRA 2018 Redevelopment Plan Update ("Plan") and Florida Statutes 163, the Board will consider the allocation of funding, in an amount not to exceed Two Hundred Eighty -Nine Thousand Five Hundred Sixty -Six Dollars and Zero Cents ($289,566.00) ("Funds"), for the rehabilitation of commercial spaces, improvements for storefront, residential units, and site improvements, including grease trap installation for a future food -service business, artistic wall mural and owners have agreed to restrict the rents of improved apartment units to affordable levels at a rate and term amenable to the SEOPW CRA. Inquiries regarding this notice may be addressed to James McQueen, Executive Director, SEOPW CRA, at (305) 679-6800. This action is being considered pursuant to Sections 18-85 (a) of the Code of the City of Miami, Florida as amended ("Code"). The recommendation and findings to be considered in this matter are set forth in the proposed resolution and in Code Sections 18-85 (a), which are deemed to be incorporated by reference herein, and are available as with the scheduled SEOPW CRA Board meeting on Thursday, November 16, 2023, at 10:00 a.m. or anytime thereafter in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, FL 33133. All comments and questions with respect to the meeting and remote public participation should be addressed to James McQueen, Executive Director, at 819 N.W. 2nd Avenue, 3rd Floor, Miami Florida 33136 (305) 679-6800. Should any person desire to appeal any decision of the Board with respect to any matter considered at this meeting, that person shall ensure that a verbatim record of the proceedings is made, including all testimony and evidence upon which any appeal may be based (F.S. 286.0105). In accordance with the Americans with Disabilities Act of 1990, persons needing special accommodations to participate in this proceeding may contact the Office of the City Clerk at (305) 250-5361 (Voice), not later than two (2) business days prior to the proceeding. TTY users may call 711 (Florida Relay Service), not later than two (2) business days prior to the proceeding. Todd B. Hannon Clerk of the Board Ad No. 41122 Attachment: File # 15049 - Notice To The Public (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 17 Exhibit "A" 3.1.c FAMSERSA LLC 212 NW 11 ST Miami, FL, 33136 famsersa@gmail.com 10/13/2023 Southeast Overtown/Park West Community Redevelopment Agency 819 NW 2nd Avenue, 3rd Floor Miami, FL 33136 I am writing to request funding support from the Southeast Overtown/Park West Community Redevelopment Agency for our property improvement plan. Our initiative outlines the intention to rejuvenate and enhance the aesthetics of the Overtown community. The creation of a visually striking fagade adorned with wall art that pays homage to Miami Overtown's storied history amongst other benefits to the local community, aligns perfectly with your agency's mission. Enclosed is our detailed funding request proposal outlining the project plan, budget, and anticipated request for $289,566.58 we believe this collaboration will significantly enhance the community and contribute to the goals of the Southeast Overtown/Park West Community Redevelopment Agency. Thank you for considering our proposal. We look forward to the opportunity to discuss this project further and explore the potential partnership. Sincerely, Juan Serna FAMSERSA LLC famsersa@gmail.com (786) 222-6537 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 18 3.1.c 1 PROPERTY IMPROVEMENT PLAN 212 NW 11 ST MIAMI FL 33136 0 Packet Pg. 19 3.1.c 0 This proposal outlines our intention to rejuvenate and enhance the aesthetics of the Overtown Plan (OVPIan) through a request for assistance from the Community Redevelopment Agency (CRA) to secure funding for the revitalization of a mixed -use property strategically situated in a pivotal location within Overtown. The property comprises three distinct commercial units and two residential apartments, forming a vital part of the community fabric. Our objective with this remodeling endeavor is to augment both the intrinsic value and visual allure of the property. This will be achieved by implementing a comprehensive set of upgrades, which include the installation of impact windows and doors, renovation of storefronts, modernization of the air conditioning system, addition of a charming backyard deck, establishment of multiple kiosk structures crafted from repurposed shipping containers, and the creation of a visually striking facade adorned with wall art that pays homage to Miami Overtown's storied history and rich African American heritage. 0; 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of Packet Pg. 20 3.1.c An important aspect of our approach is to ensure the accessibility of the revitalized property to a diverse range of occupants. By incorporating affordable rental options for the residential apartment units, we aim to foster a sense of inclusivity and enable a broader demographic to engage with the vibrant Overtown community. Overtown holds a key role in Miami's forthcoming phase of growth, standing as a crucial nexus neighboring Brickell and Little Havana. This proposal is intricately aligned with advancing these transformative endeavors. In partnership with the CRA, we are confident that this initiative will contribute not only to the property's transformation but also to the broader revitalization of Overtown itself. Through a harmonious fusion of historical homage, functional enhancements, and community -driven affordability, we endeavor to create a truly dynamic and enduring asset that stands as a testament to Overtown's resilience and vibrancy. 0' 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of Packet Pg. 21 3.1.c Or) Business Overview nrIH The property's location is strategically positioned in a high -demand area that boasts a robust history of foot traffic. Its unique mixed -use concept presents a versatile opportunity, enabling the generation of multiple benefits for both commercial and residential users. Additionally, the slated renovations are poised to deliver not only an enticing draw for prospective tenants but also a significant uptick in the neighborhood's overall appearance. The intersection of NW 2nd Ave and llth Street holds a pivotal position, offering the potential to significantly contribute to the beautification and revitalization of the Overtown community. As you approach from the east, you traverse past iconic Miami venues and landmarks, setting a high standard for the atmosphere and ambiance of the street, including renowned Parkwest and Downtown Miami. This presents a unique opportunity for the Overtown community to not only stand out amongst these esteemed neighbors but also to seamlessly complement the vibrant tapestry of the entire city. Furthermore, when approaching from the south, you encounter popular destinations like Red Rooster and The Urban, which have garnered widespread acclaim and patronage, not only from Overtown residents but also from visitors worldwide. This intersection, therefore, represents a remarkable prospect for this corner to evolve into a focal point of pride and significance for the Overtown community, aligning itself with the thriving cultural and culinary scene that has made this area an increasingly prominent destination. 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of Packet Pg. 22 3.1.c The southeast -facing wall represents an exciting canvas for an impactful mural, serving as a visual celebration of Overtown's rich African American culture and its storied history as one of Miami's most culturally significant neighborhoods. Such a mural can vividly depict the community's heritage and contributions, becoming a symbol of pride and recognition. While the proposed remodeling is poised to enhance the businesses occupying the ground floor, it's important to note our commitment to Overtown's residents. Our plan includes dedicating the two apartment units on the upper floor to affordable housing options for local families. Despite being just two units, we view this as a crucial step in addressing the pressing issues of rising inflation and the soaring cost of living faced by Overtown's residents. It underscores our dedication to supporting and strengthening the local community, ensuring that affordable housing remains accessible to those who call Overtown home. oL 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of Packet Pg. 23 Proposed site image SIDE/PATIO 0 Packet Pg. 24 3.1.c Proposed site image FRONT 1- 0 0 4- 4a (13 L 0 V J J W 2 07 t E s 4- Packet Pg. 25 3.1.c The funds required for this project constitute a substantial investment that is currently beyond our means. However, we believe that with the support and partnership of the Community Redevelopment Agency (CRA), we can continue to drive the positive transformation of Overtown. Our project has undergone meticulous scrutiny to ensure that it remains firmly within a practical and responsible budget. It is essential to emphasize that we are dedicated to delivering a final project that upholds the highest standards of quality and integrity, without compromising on excellence. This collaboration with the CRA not only makes our vision feasible but also contributes to the ongoing enhancement of Overtown, creating a source of pride for the entire community. ITEM COST APPENDIX Architectural plans and design Site work and remodeling (plumbing, mechanical and finishes) $8,000.00 $103,133.00 Impact windows, doors and storefronts $48,684.98 Grease Trap $40,000.00 Landscape $7,000.00 Kiosk containers $62,748.60 Louis Armstrong mural art $20,000.00 Exhibit 1 Exhibit 2 Exhibit 3 T.B.D Exhibit 2 Exhibit 4 Exhibit 5 TOTAL $289.566,58 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of Packet Pg. 26 3.1.c 04 Risk Analysis There are several potential risks associated with this project that warrant consideration. These include: of 02 03 City Permits and Plan Approval: Obtaining the necessary permits and approvals from the city can be a complex and time-consuming process. Delays in this regard can impact project timelines and budgets. Supply Constraints and Manufacturing Delays: The availability of materials and potential delays in the manufacturing of custom items like windows and doors can disrupt the project schedule and lead to increased costs. Budget Management: Ensuring that the project stays within budget is crucial. Unforeseen expenses or inaccurate cost estimations can strain financial resources. However, it's important to note that we are proactively addressing these potential risks. We have taken steps to prepare for contingencies and remain adaptable in the face of difficulties. Additionally, we have assembled a highly experienced team of professionals with a proven track record in handling similar projects. Their expertise will play a key role in risk mitigation, problem -solving, and ensuring the successful execution of the project. While challenges may arise, our commitment to thorough preparation and the strength of our team will help us navigate and overcome these potential obstacles. 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of Packet Pg. 27 3.1.c cn C •.... -ti o E N C Cea LO 0 Impact Windows, Doors and Storefronts: The installation of impact -resistant windows, doors, and storefronts will enhance the property's safety and curb appeal, reduce insurance costs, and improve energy efficiency. The idea for the property is to stand out and showcase the potential Overtown has to attract residents and tourists. 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of rn Tr 0 Lo Air Conditioning System: The mechanical upgrades will consist of central air conditioning w units downstairs and split units upstairs. Upgrading the air conditioning system will ensure a comfortable environment for both commercial and residential occupants, v thereby enhancing tenant satisfaction. Lo Packet Pg. 28 3.1.c Residential Apartments: The idea behind the residential units is to offer affordable housing options to the community. However, affordability does not mean compromising on tenant enjoyment. After updating the kitchen, bathroom, installing impact windows, and incorporating split air conditioning units for each room, the units will provide both comfort and style for the tenants who choose to make this place their home. Backyard Area: The addition of a stylish backyard deck will create an inviting outdoor space for tenants to relax and socialize, thereby further enhancing the property's appeal. The concept for this space is to provide a comfortable gathering place that can be enjoyed by tenants, customers, and local residents alike. Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of Packet Pg. 29 3.1.c Facade and Wall Art: The idea is to collaborate with local artists to create captivating murals and artwork inspired by Miami Overtown's history and African American heritage, particularly its connection to jazz culture. This initiative will infuse cultural significance into the project and contribute to the overall revitalization of the neighborhood. The chosen icon for this endeavor is Louis Armstrong, a world-renowned musician who frequented Overtown in the 1950s. Shipping Containers Kiosk: Establish two distinct shipping container kiosks that can be leased to vendors or operated by the landlord, creating an additional revenue stream and attracting more foot traffic. This will maximize the property's exposure and truly enhance the unique experience in Overtown. 1 Packet Pg. 30 3.1.c 06 Implementation Timeline We have meticulously planned a phased approach to the project, spanning 10/01/2023 to 12/15/2023. Each phase is designed to ensure the seamless execution of remodeling tasks, art installation, kiosk establishment, and community engagement efforts. er to FAMSERSA, LLC for rehabilitation of Packet Pg. 31 3.1.c 07 Conclusion We believe that the redevelopment of this property aligns perfectly with the CRA's mission to promote community revitalization and economic growth. Through strategic collaboration and a holistic vision, we are confident that this endeavor will significantly contribute to Overtown's continued evolution as a thriving, culturally rich, and inclusive neighborhood. We welcome the opportunity to discuss this proposal in greater detail and explore how our partnership can bring about lasting positive change to Overtown. Together, we can realize a shared vision of a revitalized community that benefits residents, entrepreneurs, and visitors alike. Sincerely, Juan Serna 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of ch 0 Lo . z x w 0 v 0 in w it r 1, w E s u �a 4- a Packet Pg. 32 3.1.c EXHIBIT 1 FR HN A. IZQUJLE ARCHITECTURE Mr. Juan Diego Sema 211 NW. 11th St. Miami, FL 33136 DO August 28, 2023 RE: Proposal of Architectural Services for the legalization and renovation of a first floor commercial space. We are pleased to submit for yourconsderation, as per our conversation, this proposal for Architectural Sbrvicesfor the above -mentioned project. lhe following Shope of Work, Shope of 3arvicesand Compensation have been based on your explanation of the project and plansfumisied by you. I. 3OFEOFW DR(. lhe S.ope of Work consstsof: Provide construction drawingsforthe first floor commercial space improvementssuch as removing illegal interior demising partitions, replacement of shorefront fenestration and rest room rededgn to comply with accesability requirements II. 9COFEOF/IC6 -the St;ope of rvicesconsstsof Contract Documentsfor construction and to obtain a Building Permit. lhe Contract Document Package includesthe following documentsand services • Sgned and sealed Construction Documentsfor Permit and Construction. • Rumbing for new accesable bathroom. • Lighting redesgn. • Life safety plan. • Meetingsand coordination with Client. • Meetingsand coordination with the Local Wilding and Zoning Departments having jurisdiction on the project. III. COMFBVS411ON. Compensation for the previoudy described servicessiiall be asfollows A. Desgn and Construction Documents Lump Sum amount of EIGHT thousand dollars $8,000.00 Draw schedule: Retainer. $3,320.00 Upon delivery of Construction Documents. $4,680.00 IV. 11MEFPAME Permit planswill be completed 10working daysafterexecution of contract and receipt of retainer. Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) ACAl1 : n---L r,-_ nnl .., ,-i Packet Pg. 33 3.1.c F:hRF:N A. IZQU1 RDO IV. ADDI-IIONAL SERVICESOFAFCHI1MT. the following servicesare not included in the Shope of Services • Any Work beyond the areaspreviousy described. • Preparing documentsforalternate bids requested byOWNB • Providing detailed evidence of construction cost. • Providing detailed specifications beyond those normally provided in the Working Drawings • FTzvisng previousy approved drawings, specifications, or other documentsto accomplish changes not initiated by the AFCHIIECTincluding Building Code changesafterthe plansare submitted for permit. • Preparing as -built drawings bad on information reported by the General Contractor. Additional Servicessiall be billed on an hourly bassat the following rates o Principal lime $170.00/I4. o Technical Time $95.00/Hr. o Clerical Time $65.00/Ft. O Ste visits $150.00/ Hr. V. REIMBLFEA RE EXPENSES • Fbimbursable expensare in addition to Feesfor Dasc and Additional Services, and include actual expenditures made by the AFtHFTECTin the interest of the project that includes, but isnot limited to any of the following: o Fbproduction of drawings o Messenger and delivery service. o Permit Fees VI. SERVICESNOTINCU.A®. • Sructural Certification. • Permitting Process •- We are very proud of ourtrack record on projects of this nature and welcome your review of this proposal. Based on our past work, ourqualificationsand professional experience, we believe that our firm iswell suited for this assignment. Again, thank you for the opportunity to submit thisproposal to you, and we look forward to working with you again in the future. If you have any questions or comments, please, do not hesitate to call our office at (305) 992-2828 Yoursgnature below denotes acceptance of this proposal. 8/28/23 Efren A. Izquierdo. Date Date Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) 4540 Pine Tree Drive. Miami Beach, Florida, 33140 Phone. 305. 992.2828 Efren@eaiarch.com Packet Pg. 34 3.1.c TARGET CONSTRUCTION 8. ENGINEERING INJC CGC1527193 EXHIBIT 2 On target Construction & Engineering 4700 NW 72 AVE Miami FL 33166 DATE 8/24/2023 Estimator: W. Delgado Estimate # W080928251520 212 NW 11 ST MIAMI FL 33136 -COMMERCIAL AND RESIDENTIAL COMPLEX JUAN DIEGO SERNA - DIV DESCRIPTION 1 MEMMI MMEME 0 5 0 COST GENERAL REQUIREMENTS SITE WORK DEMOLITION PLUMBING FINISHES MECHANICAL LANDSCAPING GC FEE TOTAL CONSTRUCTION 7,800 7400 4400 $ 65 200 $ 11 400 7 000 6 933 110,133 1 2 3 4 GENERAL REQUIREMENTS Permit Expediting Master permit and permit processing $ 1,500.00 General Site Labor Site labor $ 1,000.00 Trash disposal Remove and Dispose all trash/debris (2 trucks included) $ 1,500.00 Protection Hallways and site protection $ 500.00 Equipment Boom lift 2 weeks rental $ 2,500.00 Final cleaning Detail Cleaning at project completion $ 800.00 TOTAL $ 7,800.00 SITE WORK DEMOLITION Remove existing tile floor inside in retails 1-2-3 $ 2,000.00 Remove wall to make open space as per new code proposal $ 1,600.00 Remove all wall paper and cabinets stands along the walls of all comercials $ 1,200.00 Remove and Install new chain link Fence gray panel on the left side of the property $ 2,600.00 TOTAL $ 7,400.00 Bathroom renovation retail 1 Plumbing Permit and permit processing $ 1,000.00 Bathroom renovation, Durock and Tile instalaton, toilet instalation, vanity instalation, walls and ceiling plastering and painting $ 2,800.00 Remove existing bathroom $ 600.00 Framing if needed not Included TOTAL $ 4,400.00 FINISHES COMMERCIAL RETAILS UNITS / DRYWALL AND FRAMING Plaster and Finish level 3 all walls in retails 1-2-3 $ 7,000.00 Remove popcorn ceiling, plaster and finish all ceiling level 3 In retails 1-2-3 ( scaffold included) $ 3,100.00 Material and delivery $ 1,050.00 RESIDENTIAL UNITS - DRYWALL AND FRAMING Plaster and Finish level 3 all walls in residentials units 1 and 2 $ 5,500.00 Remove popcorn ceiling, plaster and finish all ceiling level 3 in residence units 1 and 2 $ 2,000.00 RESIDENTIAL UNITS / KITCHEN Provide and install new Kitchen for residential units 1 and 2 $ 8,500.00 TOTAL $ 27,150.00 COMMERCIAL AND RESIDENTIAL UNITS Painting all walls and ceiling inside retails 1-2-3 ( two coats and primer one coat) $ 3,500.00 Painting all walls and ceiling inside residential units 1 and 2 $ 2,800.00 Material and delivery ( Allowance) $ 950.00 Note: Painting supplier to work with is sherwin-williams TOTAL 0 $ 7,250.00 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 35 3.1.c 5 6 Concrete polish floor ( Allowance) $ 5,600.00 Stucco - Complete Building (Exterior only) Material and scaffold included S 18,000.00 Concrete in all perimeter inside the building 680 sqft aprox 5-6 feet wide - Material and equipment included $ 7,200.00 (Preparetation of site included) 2 crews with 3-4 workers included per activity TOTAL MECHANICAL - COMMERCIAL AND RESIDENTIAL UNITS Mechanical Permit and permit processing $ 30,800.00 $ 1,000.00 Provide and install brand new Carrier NC unit 5 tons ( Allowance) $ 7,200.00 Provide and install bran new split units in residential units 1 and 2 $ 3,200.00 TOTAL LANDSCAPING - COMMERCIAL BUILDING EXTERIOR Removing of existing grass and adding textured sand in the new area where the new grass will be installed $ 11 400.00 Prune all existing trees to obtain a safe structure for the trees. Instalation of empire zoysia grass Provide 8 yards of stone Provide sufficient water to easily adapt the soil Garbage produced by the service wil be removed in its entirety TOTAL I $ 7,000.001 NOTES 1 This pricing is based on Walk Thru space to be renovated with the client 2 Floor soundproofing NIC. 3 Upon receipt of final approved, permitted Construction Documents, pricing may require adjustments. 4 Pricing assumes existing construction and conditions are in compliance with all current applicable construction codes unless otherwise noted in above pricing. 5 Asbestos / hazardous materials survey / abatement is not included. 6 Environmental / govemmental / water / sewer impact fees are not included. 7 All telephone, computer, security and television, audio / visual equipment / wiring removal, relocation and installation by other. 8 It is assumed that all materials and equipment can be delivered on site and no additional hoisting equipment is required. 9 All existing Mechanical, Electrical, Plumbing and Fire suppression systems are assumed to be in good working order and code worthy. Refurbishment or repair if required is not included. Any additional tests or balanced required are not included. 10 The base cost proposal does NOT include special ventilation requirements such as removing exterior glass and installing, rerouting fresh air / return ductwork, etc.. 11 This cost proposal is based on the quantities and scope of work shown. Changes in the quantities / scope of work may result in the unit costs changing. 12 Payment method to be determ by GC and Client 13 This cost proposal is valid for 15 days from the date of the proposal. 14 It is assumed that all samples, submittals, shop drawings etc.. will be reviewed by the Engineer and/or the owner with a timeframe that coincides with the project schedule at no charge On target Construction. It is also assumed that CAD files and / or PDF files will be provided to On target Construction as needed at no additional charge. 15 Change Orders will be billed at a cost of the work which includes additional General Conditions related to the changes in the scope of work and a 15% fee. 16 Change Orders resulting in a reduction in the scope of work / contract amount will be credited back at the cost of the work as credited back to On target 17 All applicable sales taxes are included QUALIFICATIONS 1. Schedule to commence work within 1 week after contract signed and initial payment received 2. Locksmith for coding keys price is not included. 3. This estimate is based on a 6 weeks project execution. 4. Estimate is based on current floor plan lay out. 5. Unforeseen conditions may impact the cost of this estimate. 6. Costs of City permits are not included in this proposal. Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 36 3.1.c ALU M I N EX AUGUST 07, 2023 PROPOSAL NUMBER 490916 NAME JUAN SERNA - Commercial L<; ERNAL PURLHASL ORDER QUOTE ITEMS EXHIBIT 3 LINE LINE NAME ASSEMBLY SYSTEM ASSEMBLY UNIT PRICE TOTAL QUANTITY TOTAL PRICE NUM 1 STOREFRONT ES-8000 - STOREFRONT 1 LITE $7,311.60 3 $21,934.80 FRAME TYPE SHIM SPACE ANCHOR TYPE BOTTOM RAIL EQUAL PANELS CUSTOM PANELS REINFORCEMENT LOCK MECHANISM COLOR THRESHOLD PROTECTIVE FILM DIAMETER 1/4 CLUSTER QUANTITY 6 CLUSTER DECORATIVE NO MUNTIN SIZE 145" X 101" AREA 101.70 FT2 FINISH AAMA 2604 BRONZE GLASS 1/4" GRAY HS + 0.09 PVB CLEAR + 1/4" CLEAR HS PANELS 3 DOOR PANEL 2 DOOR GLASS 1/4" GRAY HS + 0.09 PVB CLEAR + 1/4" CLEAR HS CLOSER YES MUNTIN NO MUNTINS NO OPENING RIGHT OPENING (XR) REVERSE YES LOCATION LEFT JAMB TYPE REGULAR (NO ANCHORED) SILL TYPE SADDLE THRESHOLD (ES9015)(ALTERNATIVE ADA) CLOSED HEAD/SILL 3/8" SHIM SPACE TYPE A 1/4 DIA ULTRACON STANDARD BOTTOM RAIL YES NO J1/M1 PANIC STANDARD QUOTED PAINT FINISH BOTH NUMBER OF 2 ANCHORS AT EACH SIDE OF ANCHORS JAMB AND MULLION PRE -GLAZED? YES FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 25.10 25.10 CODE 22-1227.03 NFRC CERTIFICATION U FACTOR SHGC VT 1.05 0.47 0.36 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 37 3.1.c 2 REAR DOOR - STORE C 3 REAR DOOR - STORE B 2515/16" 11 363/4" 39 1 /2" ES-EL300 - SWING DOOR SINGLE $1,653.64 LEAF SIZE 39 1/2" X 82" AREA 22.49 FT2 FINISH AAMA 2604 BRONZE GLASS 1/4" CLEAR HS + 0.09 PVB CLEAR + 1/8" GRAY HS MUNTINS NO OPENING HINGE LEFT (XL) ASTRAGAL YES LOCATION SINGLE LOCK TYPE RANDOM SILL TYPE STANDARD FRAME TYPE ES-EL300 HINGE TYPE HINGE SILL COLOR CLEAR ANOD BOTTOM TYPE STANDARD CUSTOM PANELS NO LOCK THREE POINT LOCK ARIA HANDLE MECHANISM STANDARD COLOR PROTECTIVE NO FILM GLASS COVER TYPE STANDARD DECORATIVE NO MUNTIN PRE - GLAZED? YES ES-EL300 - SWING DOOR 1 $1,653.64 FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 80.00 CODE FL22551 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 80.00 CODE 22-0328.03 SINGLE $1,653.64 1 $1,653.64 LEAF SIZE 39 1/2" X 82" AREA 22.49 FT2 FINISH AAMA 2604 BRONZE GLASS 1/4" CLEAR HS + 0.09 PVB CLEAR + 1/8" GRAY HS MUNTINS NO OPENING HINGE LEFT (XL) ASTRAGAL YES LOCATION SINGLE LOCK TYPE RANDOM SILL TYPE STANDARD FRAME TYPE ES-EL300 HINGE TYPE HINGE SILL COLOR CLEAR ANOD BOTTOM TYPE STANDARD CUSTOM NO PANELS LOCK THREE POINT LOCK ARIA HANDLE MECHANISM STANDARD COLOR PROTECTIVE NO FILM GLASS COVER TYPE STANDARD DECORATIVE NO MUNTIN PRE - GLAZED? YES FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 80.00 CODE FL22551 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 80 00 CODE 22-0328 03 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 38 3.1.c 4 REAR DOOR - STORE A 5 BATHROOM - STORE C 26 1/2" ES-EL300 - SWING DOOR SINGLE $1,846 17 1 $1,846 17 LEAF SIZE 37 1/2" X 101" AREA 26.30 FT2 FINISH AAMA 2604 BRONZE GLASS 1/4" CLEAR HS + 0.09 PVB CLEAR + 1/8" GRAY -IS MUNTINS NO OPENING HINGE LEFT (XL) ASTRAGAL YES LOCATION SINGLE LOCK TYPE . RANDOM SILL TYPE STANDARD FRAME TYPE ES-EL300 HINGE TYPE HINGE SILL COLOR CLEAR ANOD BOTTOM TYPE STANDARD CUSTOM PANELS NO LOCK THREE POINT LOCK ARIA HANDLE MECHANISM STANDARD COLOR PROTECTIVE FILM NO GLASS COVER TYPE STANDARD DECORATIVE MUNTIN NO PRE - GLAZED? YES ES-EL100 - SINGLE HUNG N ox $283.54 FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 80.00 CODE FL22551 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 80.00 CODE 22-0328.03 1 $283.54 SIZE 26 1/2" X 26" FBC CERTIFICATION AREA 4.78 FT2 INTERNAL PSF EXTERNAL PSF FINISH AAMA 2604 BRONZE 80.00 60.00 GLASS 1/8" GRAY HS + 0.09 PVB CODE FL22250.1 TRANSLUCENT WHITE + 1/8" CLEAR HS NOA CERTIFICATION SCREEN YES INTERNAL PSF EXTERNAL PSF MUNTINS NO 80.00 60.00 SILL TYPE STANDARD CODE 21-0526.02 FRAME TYPE FLANGE PANEL TYPE EQUAL NFRC CERTIFICATION LIMIT U FACTOR SHGC VT NO 108 0.51 0.46 DEVICE MEETING RAIL STANDARD PROTECTIVE FILM NO LOCKING SWEEP LOCK ELITE STANDARD MECHANISM (3032A) PRE - GLAZED? YES Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 39 3.1.c 6 BATHROOM - STORE B 26 1/2" 7 UNITAENTRY DOOR ES-EL100 - SINGLE HUNG OX $283.54 1 $283.54 SIZE 26 1/2" X 26" AREA 4.78 FT2 FINISH AAMA 2604 BRONZE GLASS 1/8" GRAY HS + 0.09 PVB TRANSLUCENT WHITE + 1/8" CLEAR HS SCREEN YES MUNTINS NO SILL TYPE STANDARD FRAME TYPE FLANGE PANEL TYPE EQUAL LIMIT NO DEVICE MEETING STANDARD RAIL PROTECTIVE NO FILM LOCKING SWEEP LOCK ELITE STANDARD MECHANISM (3032A) PRE - GLAZED? YES ES-EL300 - SWING DOOR SINGLE $1,653.64 LEAF SIZE 39 1/2" X 82" AREA 22.49 FT2 FINISH AAMA 2604 BRONZE GLASS 1/4" CLEAR HS + 0.09 PVB CLEAR + 1/8" GRAY HS MUNTINS NO OPENING HINGE LEFT (XL) ASTRAGAL YES LOCATION SINGLE LOCK TYPE RANDOM SILL TYPE STANDARD FRAME TYPE ES-EL300 HINGE TYPE HINGE SILL COLOR CLEAR ANOD BOTTOM STANDARD TYPE CUSTOM NO PANELS LOCK THREE POINT LOCK ARIA HANDLE MECHANISM STANDARD COLOR PROTECTIVE NO FILM GLASS COVER TYPE STANDARD DECORATIVE MUNTIN NO PRE - GLAZED? YES FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE FL22250.1 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE 21-0526.02 NFRC CERTIFICATION U FACTOR SHGC VT 1.08 0.51 0.46 1 $1,653.64 FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 80.00 CODE FL22551 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 80.00 CODE 22-0328.03 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 40 3.1.c 8 9 ro m N KITCHEN - UNIT A ES-2000 - HORIZONTAL ROLLER 37 1/4" 33" B A 33" 35 7 8" 73" KITCHEN - UNIT A 29 7/8" 329/16" 351/2" OX $1,028 32 1 $1,028.32 SIZE AREA FINISH GLASS SCREEN MUNTINS SILL TYPE FRAME TYPE PANEL TYPE MEETING RAIL PROTECTIVE FILM LOCKING MECHANISM PRE - GLAZED? ES-EL100 - SINGLE HUNG V ox 73" X 49" 24.84 FT2 AAMA 2604 BRONZE 1/8" GRAY HS + 0.09 PVB CLEAR + 1/8" CLEAR HS NO NO STANDARD FLANGE EQUAL STANDARD BOTH VENT LATCH YES $455.58 SIZE 35 1/2" X 36 1/2" AREA 9.00 FT2 FINISH AAMA 2604 BRONZE GLASS 1/8" GRAY HS + 0.09 PVB CLEAR + 1/8" CLEAR HS SCREEN YES MUNTINS NO SILL TYPE STANDARD FRAME TYPE FLANGE PANEL TYPE EQUAL LIMIT DEVICE NO MEETING RAIL STANDARD PROTECTIVE FILM NO LOCKING SWEEP LOCK ELITE STANDARD MECHANISM (3032A) PRE - GLAZED? YES NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 90.00 70.00 CODE 20-1202.06 NFRC CERTIFICATION U FACTOR SHGC VT 1.06 0.50 0.45 1 $455.58 FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 80 00 60.00 CODE FL22250.1 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE 21-0526.02 NFRC CERTIFICATION U FACTOR SHGC VT 1.08 0 51 0.46 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 41 3.1.c 10 BATHROOM - UNIT A 35 1/2" 11 BEDROOM 1 UNIT A ES-EL100 - SINGLE HUNG ox $352.28 SIZE 35 1/2" X 24" AREA 5.92 FT2 FINISH AAMA 2604 BRONZE GLASS 1/8" GRAY HS + 0.09 PVB TRANSLUCENT WHITE + 1/8" CLEAR HS SCREEN YES MUNTINS NO SILL TYPE STANDARD FRAME TYPE FLANGE PANEL TYPE EQUAL LIMIT DEVICE NO MEETING RAIL STANDARD PROTECTIVE FILM NO LOCKING SWEEP LOCK ELITE STANDARD MECHANISM (3032A) PRE - GLAZED? YES ES-EL100 - SINGLE HUNG ox $589.60 SIZE 36 1/2" X 49" AREA 12.42 FT2 FINISH AAMA 2604 BRONZE GLASS 1/8" GRAY HS + 0.09 PVB CLEAR + 1/8" CLEAR HS SCREEN YES MUNTINS NO SILL TYPE STANDARD FRAME TYPE FLANGE PANEL TYPE EQUAL LIMIT DEVICE NO MEETING RAIL STANDARD PROTECTIVE FILM NO LOCKING SWEEP LOCK ELITE STANDARD MECHANISM (3032A) PRE - GLAZED? YES 1 $352.28 FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE FL22250.1 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE 21-0526.02 NFRC CERTIFICATION U FACTOR SHGC VT 1.08 0.51 0.46 1 $589.60 FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE FL22250.1 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE 21-0526.02 NFRC CERTIFICATION U FACTOR SHGC VT 1.08 0.51 0.46 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 42 3.1.c 12 BEDROOM 1 UNIT A 13 BEDROOM 2 UNIT A ES-EL100 - SINGLE HUNG OX $581.01 SIZE 36" X 49" AREA 12.25 FT2 FINISH AAMA 2604 BRONZE GLASS 1/8" GRAY HS + 0.09 PVB CLEAR + 1/8" CLEAR HS SCREEN YES MUNTINS NO SILL TYPE STANDARD FRAME TYPE FLANGE PANEL TYPE EQUAL LIMIT NO DEVICE MEETING STANDARD RAIL PROTECTIVE NO FILM LOCKING SWEEP LOCK ELITE STANDARD MECHANISM (3032A) PRE- YES GLAZED? ES-EL100 - SINGLE HUNG OX $813.16 SIZE 52" X 49" AREA 17.69 FT2 FINISH AAMA 2604 BRONZE GLASS 1/8" GRAY HS + 0.09 PVB CLEAR + 1/8" CLEAR HS SCREEN YES MUNTINS NO SILL TYPE STANDARD FRAME TYPE FLANGE PANEL TYPE EQUAL LIMIT NO DEVICE MEETING STANDARD RAIL PROTECTIVE NO FILM LOCKING SWEEP LOCK ELITE STANDARD MECHANISM (3032A) PRE - GLAZED? YES 1 $581 01 FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE FL22250.1 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE 21-0526.02 NFRC CERTIFICATION U FACTOR SHGC VT 1.08 0.51 0.46 1 $813.16 FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 80 00 60.00 CODE FL22250.1 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE 21-0526.02 NFRC CERTIFICATION U FACTOR SHGC VT 1.08 0.51 0.46 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 43 14 UNIT B ENTRY DOOR ES-EL300 - SWING DOOR SINGLE LEAF $1,653.64 1 $1, 653.64 3.1.c 15 KITCHEN - UNIT B to co c to a v I SIZE AREA FINISH GLASS MUNTINS OPENING ASTRAGAL LOCATION LOCK TYPE SILL TYPE FRAME TYPE HINGE TYPE SILL COLOR BOTTOM TYPE CUSTOM PANELS LOCK MECHANISM PROTECTIVE FILM GLASS COVER TYPE DECORATIVE MUNTIN PRE - GLAZED? ES-2000 - HORIZONTAL ROLLER 37 1/4" 33" B A 33" 35 7/8" 73" 39 1/2" X 82" 22.49 FT2 AAMA 2604 BRONZE 1/4" CLEAR HS + 0.09 PVB CLEAR + 1/8" GRAY HS NO HINGE LEFT (XL) YES SINGLE RANDOM STANDARD ES-EL300 HINGE CLEAR ANOD STANDARD NO THREE POINT LOCK ARIA HANDLE STANDARD COLOR NO STANDARD NO YES ox SIZE AREA FINISH GLASS SCREEN MUNTINS SILL TYPE FRAME TYPE PANEL TYPE MEETING RAIL PROTECTIVE FILM LOCKING MECHANISM PRE - GLAZED? $1,028 32 FBC CERTIFICATION INTERNAL PSF 80.00 CODE EXTERNAL PSF 80.00 FL22551 NOA CERTIFICATION INTERNAL PSF 80.00 CODE EXTERNAL PSF 80.00 22-0328.03 1 $1,028.32 73" X 49" 24.84 FT2 AAMA 2604 BRONZE 1/8" GRAY HS + 0.09 PVB CLEAR + 1/8" CLEAR HS NO NO STANDARD FLANGE EQUAL STANDARD BOTH VENT LATCH YES NOA CERTIFICATION INTERNAL PSF 90.00 CODE EXTERNAL PSF 7000 20-1202.06 NFRC CERTIFICATION U FACTOR 1 06 SHGC VT 0.50 0.45 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 44 3.1.c 16 KITCHEN - UNIT B m LO my A B 29 7 / 8" 329/16" .351/Z' 17 BEDROOM 1 UNIT B 9 ES-EL100 - SINGLE HUNG ox $455 58 SIZE 35 1/2" X 36 1/2" AREA 9.00 FT2 FINISH AAMA 2604 BRONZE GLASS 1/8" GRAY HS + 0.09 PVB CLEAR + 1/8" CLEAR HS SCREEN YES MUNTINS NO SILL TYPE STANDARD FRAME TYPE FLANGE PANEL TYPE EQUAL LIMIT DEVICE NO MEETING STANDARD RAIL PROTECTIVE NO FILM LOCKING SWEEP LOCK ELITE STANDARD MECHANISM (3032A) PRE - GLAZED? YES ES-EL200 - HORIZONTAL ROLLER 1 $455.58 FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE FL22250.1 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 80.00 60.00 CODE 21-0526.02 NFRC CERTIFICATION U FACTOR SHGC VT 1.08 0.51 0.46 OX $630.13 1 $630.13 SIZE 36 1/2" X 49" AREA 12.42 FT2 FINISH AAMA 2604 BRONZE GLASS 1/8" GRAY HS + 0.09 PVB CLEAR + 1/8" CLEAR HS SCREEN YES MUNTINS NO SILL TYPE STANDARD FRAME TYPE FLANGE OPENING 4" NO PANEL TYPE EQUAL MEETING STANDARD RAIL PROTECTIVE FILM NO LOCKING SWEEP LOCK ELITE STANDARD MECHANISM (3032A) PRE - GLAZED? YES FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 65.00 65.00 CODE FL 21557 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 65.00 65.00 CODE 21-0608.03 NFRC CERTIFICATION U FACTOR SHGC VT 1.08 0.51 0.44 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 45 3.1.c 18 BEDROOM 1 UNIT B 19 BEDROOM 2 UNIT B 52" ES-EL200 - HORIZONTAL ROLLER SIZE AREA FINISH GLASS SCREEN MUNTINS SILL TYPE FRAME TYPE OPENING 4" PANEL TYPE MEETING RAIL PROTECTIVE FILM LOCKING MECHANISM PRE - GLAZED? ES-EL200 - HORIZONTAL ROLLER OX $623.84 1 $623.84 36" X 49" 12.25 FT2 AAMA 2604 BRONZE 1/8" GRAY HS + 0.09 PVB CLEAR + 1/8" CLEAR HS YES NO STANDARD FLANGE NO EQUAL STANDARD NO SWEEP LOCK ELITE STANDARD (3032A) YES OX $827.25 SIZE AREA FINISH GLASS SCREEN MUNTINS SILL TYPE FRAME TYPE OPENING 4" PANEL TYPE MEETING RAIL PROTECTIVE FILM LOCKING MECHANISM PRE - GLAZED? FBC CERTIFICATION INTERNAL PSF EXTERNAL PSF 65.00 65.00 CODE FL 21557 NOA CERTIFICATION INTERNAL PSF 65.00 CODE EXTERNAL PSF 65.00 21-0608.03 NFRC CERTIFICATION U FACTOR SHGC VT 1.08 0.51 1 52" X 49" 17.69 FT2 AAMA 2604 BRONZE 1/8" GRAY HS + 0 09 PVB CLEAR + 1/8" CLEAR HS YES NO STANDARD FLANGE NO EQUAL STANDARD NO SWEEP LOCK ELITE STANDARD (3032A) YES 0.44 $827.25 FBC CERTIFICATION INTERNAL PSF 6500 CODE EXTERNAL PSF 65.00 FL 21557 NOA CERTIFICATION INTERNAL PSF EXTERNAL PSF 65 00 65.00 CODE 21-0608.03 NFRC CERTIFICATION U FACTOR SHGC VT 1.08 0 51 0 - Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 46 3.1.c 20 BATHROOM - UNIT B ES-EL100 - SINGLE HUNG ox $352.28 1 $352.28 SIZE 35 12" X 24" FBC CERTIFICATION AREA 5.92 FT2 INTERNAL PSF EXTERNAL PSF FINISH AAMA 2604 BRONZE 80.00 60.00 GLASS 1/6" GRAY HS + 0.09 PVB CODE FL22250.1 TRANSLUCENT WHITE + 1/8" CLEAR HS NOA CERTIFICATION SCREEN YES INTERNAL PSF EXTERNAL PSF 351/2" MUNTINS NO 80.00 60.00 SILL TYPE STANDARD CODE 21-0526.02 FRAME TYPE FLANGE NFRC CERTIFICATION PANEL TYPE EQUAL U FACTOR SHGC VT LIMIT NO 1.08 0.51 0.46 DEVICE MEETING STANDARD RAIL PROTECTIVE NO FILM LOCKING SWEEP LOCK ELITE STANDARD MECHANISM (3032A) PRE - GLAZED? YES PRODUCT TOTALS PRODUCT TOTAL TAX RATE $38,699.98 0.00% TAX AMOUNT $0.00 TERMS AND SERVICES INSTALLATION PRICE PERMIT PRICE MISCELLANEOUS TOTALS $9,985.00 $0.00 $0.00 DOCUMENT GENERATED TUE 22 AUG 2023 5:28 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 47 3.1.c ARCA BUILD CORP 4760 NW 17th Ave Miami, FL 33142 US Build@arcabuild.co www.arcabuild.co ADDRESS SHIP TO Juan Diego Serna Juan Diego Serna Miami FL Miami FL 33136 33136 DATE ACTIVITY DESCRIPTIQNN Fabrication Expenses EXHIBIT 4 ARCA U I �. D ESTIMATE # 23-182 DATE 09/15/2023 TfTA_ AMOUNT DUE Custom retrofitted shipping container 2 26,355.00 52,710.00T Includes the following; - GRADE A-B Shipping container - Metal fabrication to create two door openings along the 20' side, custom metal security door - Painting the container as per clients choice of color - Air conditioning- wall mounted mini split unit 24,000 btu - Electrical 30 amp panel and electrical work with exposed conduit. TBD Plumbing budget per container 2 3,400.00 6,800.00T SUBTOTAL TAX TOTAL Accepted By Accepted Date 59,510.00 3,238.60 $62,748.60 Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of 212 N.W. 11th Street.) Packet Pg. 48 3.1.c @A e EXHIBIT5 Miami,FL.08/28/2023 Attention: Beltran Fermin Unit: Miami Historic Overtown Issue: Price Quantity: 1 Description: Amount: Muralism Overtown (30 ft x 23 ft) $25,000 -20% $20,000 Note: The price does not include scaffolding or crane logistics. Attachment: File # 15049 - Exhibit A (15049 : 4/5ths Bid Waiver to FAMSERSA, LLC for rehabilitation of Packet Pg. 49 3.1.c] 48 0 4- 4a . as a) s_ L 0 V J J a 0) ce W co 2 a LL O 4- i a1 ca m N t a) 0 a a x w 0 Lo LIZ 4E E s o 4- a Packet Pg. 5E 3.2 SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Date: November 8, 2023 File: 15050 Members of the CRA Board From: James McQueen Executive Director Subject: 4/5ths Bid Waiver to Courtside Apartments Enclosures: File # 15050 - Exhibit A File # 15050 - Exhibit B BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), with attachment(s) authorizing the Executive Director to negotiate and execute a Easement and Operating Agreement (Exhibit "A") and the covenant in Lieu of Unity of Title (Exhibit `B"), attached and incorporated herein, solely for zoning purposes properties under folio numbers 01-3136-094-0010; 01-3136-094-0015; 01-3136-064-0020, located in Miami, Florida owned by Miami Dade County, a political subdivision of the state of Florida (the "County Property") and properties under folio number 01-3136-064-0010, located in Miami, Florida (the "SEOPW CRA Property"). Exhibit A, Exhibit B, between the County Property and the SEOPW CRA Property will be considered as one plot and parcel of land for zoning purposes to avoid replating, and that no portion of the parcel shall be sold, assigned, devised, or transferred. In addition to assisting with the development of a multi -phased mixed -use project. JUSTIFICATION: Goals 4 and 6, of the Plan lists "creating infill housing, diversity in housing types, and retaining affordable housing" as a stated redevelopment goal; and Principle 3 of the Plan further provides that "there must be variety in housing options" as a stated redevelopment principle; and FUNDING: No fiscal Impact FACT SHEET: Company name: Miami Dade County and the SEOPW CRA Address: 1699 N.W. 4t' Avenue (01-3136-094-0010), 1619 N.W. 4t' Avenue (01-3136-094-0015), 1600 N.W. 3rd Avenue, 1550 N.W. 3rd Avenue, 1619 N.W. 411' Avenue, 1600 N.W. 3rd Avenue, and Packet Pg. 51 3.2 1650 N.W. 3'd Avenue (01-3136-064-0020) located in Miami, Florida owned by Miami Dade County, a political subdivision of the state of Florida (the "County Property") and 1490 N.W. 3'd Avenue (01-3136- 064-0010) located in Miami, Florida (the "SEOPW CRA Property"). Term: Subject to the terms of certain Ground Lease between the County and Mourning Family Foundation, Inc. f/k/a Alonso Mourning Charities, Inc (the "Developer"), dated December 19, 2008, which such lease has been amended by those certain Amendment to Ground Lease, dated December 13, 2012, Second Amendment to Ground Lease, dated August 26, 2013, Third Amendment to Ground Lease, dated October 23, 2013, Fourth Amendment to Ground Lease, dated November 28, 2016, and Fifth Amendment to Ground Lease, dated September 17, 2018 (collectively the "Lease"), in the event the Developer does not comply with the terms of the Lease, including but not limited to obtaining a building permit or Certificate of Occupancy as set forth therein, then the County shall have the right upon written notice to the City of Miami, the SEOPW CRA, and the Developer to terminate the Lease and this Covenant at the County's sole discretion. Scope of work or services (Summary): The Easement and Operating agreement (Exhibit "A") and Covenant in Lieu of Unity of Title (Exhibit "B") attached and incorporated herein between Miami Dade County and the SEOPW CRA Page 2 of 5 Packet Pg. 52 3.2 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: November 16, 2023 CRA Section: Approved by: �Q� 6Que Executive Director 11/8/2023 Approval: J Miguel A Voienun, Finance Officer 11/8/2023 Page 3 of 5 Packet Pg. 53 3.2 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 15050 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE A EASEMENT AND OPERATING AGREEMENT (EXHIBIT "A") AND THE COVENANT IN LIEU OF UNITY OF TITLE (EXHIBIT "B"), ATTACHED AND INCORPORATED HEREIN, SOLELY FOR ZONING PURPOSES UNDER FOLIO NUMBERS 01-3136-094-0010; 01-3136-094-0015; 01-3136-064-0020, LOCATED IN MIAMI, FLORIDA OWNED BY MIAMI-DADE COUNTY, A POLITICAL SUBDIVISION OF THE STATE OF FLORIDA ("COUNTY PROPERTY") AND THE PROPERTIES UNDER FOLIO NUMBER 01-3136-064-0010, LOCATED IN MIAMI, FLORIDA OWNED BY THE SEOPW CRA ("SEOPW CRA PROPERTY"), MORE PARTICULARLY DESCRIBED IN EXHIBIT "A" AND EXHIBIT "B"; FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AGREEMENTS, INCLUDING BUT NOT LIMITED TO AMENDMENTS AND MODIFICATIONS, ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL AND SPECIAL OUTSIDE COUNSEL WILLIAM BLOOM; PROVIDING FOR INCORPORATION OF RECITALS, AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Southeast Overtown/Park West Redevelopment Plan Update (the "Plan"); and WHEREAS, Goals 4 and 6, of the Plan lists "creating infill housing, diversity in housing types, and retaining affordable housing" as a stated redevelopment goal; and WHEREAS, Principle 3 of the Plan further provides that "there must be variety in housing options" as a stated redevelopment principle; and WHEREAS, the Easement and Operating agreement (Exhibit "A") and Covenant in Lieu of Unity of Title (Exhibit "B") attached and incorporated herein between Miami Dade County and the SEOPW CRA; WHEREAS, Miami Dade County is the fee simple owner of the property under folio numbers 01- 3136-094-0010; 01-3136-094-0015; 01-3136-064-0020, located in Miami, Florida (the "County Property"); and Page 4 of 5 Packet Pg. 54 3.2 WHEREAS, the SEOPW CRA is the fee simple owner of the property under Folio No. 01-3136- 064-0010, located in Miami, Florida (the "SEOPW CRA Property"); WHEREAS, Exhibit A, Exhibit B, between the County Property and the SEOPW CRA Property will be considered as one plot and parcel of land for zoning purposes to avoid replating, and that no portion of the parcel shall be sold, assigned, devised, or transferred; WHEREAS, the Property will assist with the development of a multi -phased mixed -use project; WHEREAS, the Board of Commissioners finds that authorizing this Resolution would further the SEOPW CRA redevelopment goals and objectives; and NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Section 2. The Executive Director is authorized' to negotiate and execute any and all agreements necessary, including any amendments and any modifications all -in forms acceptable to the General Counsel, Miami Dade County and the SEOPW CRA Section 3. Sections of this Resolution may be renumbered or re -lettered, and corrections of typographical errors which do not affect the intent may be authorized by the Executive Director, or the Executive Director's designee, without need of public hearing, by filing a corrected copy of the same with the City of Miami City Clerk. Section 4. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: \'incckrhi lFovvri, Staff Counsel 11/8/2023 The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to those prescribed by applicable State law, City Charter and City Code provisions, as adopted by the SEOPW CRA. Page 5 of 5 Packet Pg. 55 Exhibit "A" 3.2.a This instrument was prepared by and after recording return to: Name: Ryan D. Bailin, Esq. Address: Greenberg Traurig, P.A. 333 S.E. 2"d Avenue Miami, Florida, 33131 (Space Reserved For Recorder's Use Only) EASEMENT AND OPERATING AGREEMENT THIS EASEMENT AND OPERATING AGREEMENT (this "Agreement") is made and entered into this day of , 2023, by and between (MIAMI-DADE COUNTY, a political subdivision of the State of Florida (the "County") whose address is 111 NW 1st Street Miami, Florida 33128 29th Floor Attention: County Mayor, and the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes ("the "CRA") whose address is 819 NW 2nd Avenue Third Floor Miami, Florida 33136 Attention: Executive Director (The County and the CRA are collectively referred to as the "Declarant"). RECITALS: A. The County is the owner of that certain land more particularly described on Exhibit "A" lying and situated in Miami -Dade County, Florida (the "County Property"). B. The CRA is the owner of that certain land adjacent to the County Property more particularly described on Exhibit `B" lying and situated in Miami -Dade County, Florida (the "CRA Property"). C. The County Property and the CRA Property as more particularly described on Exhibit "C" attached hereto (collectively the "Property") is subject to that certain instrument entitled Declaration of Restrictive Covenant in Lieu of Unity of Title by and between the County and the CRA dated , 2023 and recorded on , 2023 in Official Records Book , at Page of the Public Records of Miami -Dade County, Florida (as amended, restated, supplemented, and replaced from time to time, the "Covenant"). D. Declarant intends to develop the Property with a multi -phased mixed -use project (herein, the "Project"), and may wish to convey portions of the Property to multiple owners and/or make various improvements now or hereafter constructed thereon from time to time. E. The Covenant provides, inter alia, that the Property will be considered as one plot and parcel of land for zoning purposes, and that no portion or parcel shall be sold, assigned, devised or transferred unless all conditions of the Covenant are strictly complied with. The Covenant further provides that Declarant will fully comply with all the provisions set forth in Section Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 1 Packet Pg. 56 3.2.a 7.7.1.5(f) of the of the City of Miami Code of Ordinances (the "Code"), together with the Covenant. F. The Code requires, inter alia, the execution and recordation of an Easement and Operating Agreement in connection with the conveyance of portions of the Property, the purpose of which is to ensure that, although the Property may have multiple owners, it will be maintained and operated as a single development site for zoning purposes. G. Declarant desires to enter into this Agreement consistent with the terms and conditions set forth in the Code and the Covenant. Accordingly, this Agreement is (and shall be deemed to be) the "Easement and Operating Agreement" required by the Code and the Covenant for all purposes thereof. NOW THEREFORE, in consideration of the premises, Declarant hereby declares as follows: 1. Recitals. The above recitals are true and correct and incorporated herein by this reference. 2. Access Easement. Subject to the other terms and conditions of this Agreement, Declarant hereby reserves for itself, and grants to long-term ground lease tenants and/or owners of fee simple title to any portion of the Property (individually, an "Owner", and collectively, the "Owners"), a perpetual, non-exclusive easement over, upon and across (i) sidewalks for pedestrian access, and (ii) paseos, streets, roads, driveways and access roads now or hereafter constructed and located on the ground level of the Property, for pedestrian and vehicular ingress and egress necessary or legally required for the use of the various improvements comprising the Project owned by such Owner for their respective intended purposes, subject to such reasonable limitations as shall be imposed by Declarant and/or the Owner of the burdened portion of the Property (collectively, the "Access Easement"). The Access Easement shall be an easement appurtenant to the portions of the Property benefitted thereby and shall be deemed for the benefit of Declarant, the Owner of such benefitted portions of the Property, and each of their respective successors and/or assigns and Permitted Users (defined below). Notwithstanding the foregoing, portions of the Access Easement may be restricted for the exclusive or primary use by one or more Owner(s) and its or their Permitted Users (to the exclusion of the other Owners and their Permitted Users) so long as each Owner is provided with legal access to its respective portion of the Project. As used in this Agreement, "Permitted User" shall mean any person who occupies a portion of the Property with the permission of an Owner, including, without limitation, tenants, guests, licensees, employees, customers, business invitees and personal invitees, together with any property manager engaged for the management and operation of the Project and its employees, contractors, vendors, agents and other designees. 3. Utility Easement County Property. Subject to the other terms and conditions of this Agreement and approval of the Miami -Dade County Board of County Commissioners the "Board"), the County hereby reserves for itself, and grants to each Owner of a portion of the County Property, a perpetual, non-exclusive easement in, to, over and across unimproved portions of the County Property for the installation, operation, maintenance, repair, relocation, replacement and removal of utility lines and facilities necessary or legally required for the use of the various Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 2 Packet Pg. 57 3.2.a improvements constructed from time to time on the County Property owned by such Owner for their respective intended purposes, subject to such reasonable limitations as shall be imposed by the County and/or the Owner of the burdened portion of the County Property (collectively, the "County Utility Easement"). Subject to the Board's approval, the County Utility Easement may include the right to grant easements to utility providers for the installation and maintenance of such utility lines and facilities and, to the extent such easements are located within another Owner's portion of the County Property, such other Owner shall join in the granting of such easements provided the same is without cost, expense or liability to such joining party and subject to the limitations set forth above. In the event the Board approves such County Utility Easement, such easement shall be an easement appurtenant to the portions of the County Property benefitted thereby and shall be deemed for the benefit of the County, the Owner of such benefitted portions of the County Property, and each of their respective successors and/or assigns. Any Owner (or its utility provider) installing, operating, maintaining, repairing, relocating, replacing or removing utility lines or facilities on any other Owner's portion of the County Property shall repair any damage to such portion of the Property caused by such actions. 4. Utility Easement CRA Property. Subject to the other terms and conditions of this Agreement, the CRA hereby reserves for itself, and grants to each Owner of a portion of the CRA Property, a perpetual, non-exclusive easement in, to, over and across unimproved portions of the CRA Property for the installation, operation, maintenance, repair, relocation, replacement and removal of utility lines and facilities necessary or legally required for the use of the various improvements constructed from time to time on the CRA Property owned by such Owner of a portion if the CRA Property for their respective intended purposes, subject to such reasonable limitations as shall be imposed by the CRA and/or the Owner of the burdened portion of the CRA Property (collectively, the "CRA Utility Easement"). The CRA Utility Easement shall include the right to grant easements to utility providers for the installation and maintenance of such utility lines and facilities and, to the extent such easements are located within another Owner's portion of the CRA Property, such other Owner shall join in the granting of such easements provided the same is without cost, expense or liability to such joining party and subject to the limitations set forth above. The CRA Utility Easement shall be an easement appurtenant to the portions of the CRA Property benefitted thereby and shall be deemed for the benefit of the CRA, the Owner of such benefitted portions of the CRA Property, and each of their respective successors and/or assigns. Any Owner (or its utility provider) installing, operating, maintaining, repairing, relocating, replacing or removing utility lines or facilities on any other Owner's portion of the CRA Property shall repair any damage to such portion of the Property caused by such actions. 5. Construction Easement CRA Property. Subject to the other terms and conditions of this Agreement, the CRA hereby reserves for itself, and grants to each Owner of a portion of the CRA Property, a temporary, non-exclusive access easement over, under and across unimproved portions of the CRA Property in order to allow the CRA and each such Owner of a portion of the CRA Property the ability (i) to construct the improvements on and within its portion of the Project located on the CRA Property, and (ii) to install, maintain, repair, replace and remove any common improvements required for the Project located on the CRA Property, including, but not limited to, footings, supports and foundations, subject to such reasonable limitations as shall be imposed by the CRA and/or the Owner of the burdened portion of the CRA Property (collectively, the "CRA Construction Easement"). The CRA Construction Easement shall commence, from time to time Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 3 Packet Pg. 58 3.2.a with respect to each portion of the Project to be constructed by the Owner thereof on the CRA Property, on the date the use of such easement is necessary for the performance of the applicable construction activities, and shall automatically terminate upon completion of such improvements by such Owner without further action by the CRA or any other Owner. The CRA Construction Easement shall be an easement appurtenant to the portions of the CRA Property benefitted thereby and shall be deemed for the benefit of the CRA, the Owner of such benefitted portions of the CRA Property, and each of their respective successors, assigns, contractors, subcontractors, consultants and agents. The CRA Construction Easement shall not include any rights or easements with respect to the County Property. 6. Encroachment/Support Easements County Property. The County hereby reserves for itself and grants to each Owner of a portion of the County Property, a perpetual easement over, upon and across the County Property for encroachments for building overhangs, other overhangs and projections encroaching onto another Owner's portion of the County Property from an adjoining Owner's portion of the County Property (the "County Encroachment Easement"). The County Encroachment Easement shall be an easement appurtenant to the portions of the County Property benefitted thereby and shall be deemed for the benefit of County, the Owner of such benefitted portions of the County Property, and each of their respective successors and/or assigns. The County Encroachment/Easement shall not include any rights or easements over the CRA Property. 7. Encroachment/Support Easements CRA Property. The CRA hereby reserves for itself and grants to each Owner of a portion of the CRA Property, a perpetual easement over, upon and across the CRA Property for encroachments for building overhangs, other overhangs and projections encroaching onto another Owner's portion of the CRA Property from an adjoining Owner's portion of the CRA Property (the "CRA Encroachment Easement"). The CRA Encroachment Easement shall be an easement appurtenant to the portions of the CRA Property benefitted thereby and shall be deemed for the benefit of CRA, the Owner of such benefitted portions of the CRA Property, and each of their respective successors and/or assigns. The CRA Encroachment/Easement shall not include any rights or easements over the County Property. 8. Curb Cuts County Property. The County hereby reserves for itself and its successors and assigns, the right to create and/or dedicate, as necessary and appropriate, right of ways and curb cuts for public and/or private use on, over and across the County Property, subject to approval by the City of Miami Public Works Department. 9. Curb Cuts CRA Property. The CRA hereby reserves for itself and its successors and assigns, the right to create and/or dedicate, as necessary and appropriate, right of ways and curb cuts for public and/or private use on, over and across the CRA Property, subject to approval by the City of Miami Public Works Department. 10. Parking Easement. The County hereby grants to the CRA and its successors owning the CRA Property an easement and right to utilize forty five (45) parking spaces located on that portion of the County Property more particularly described on Exhibit D attached hereto ( the "HTG Leasehold Property") to be developed by ("HTG") pursuant to the terms of that certain lease between the County and HTG dated March 25, 2015 (the "HTG Ground Lease") as amended. Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 4 Packet Pg. 59 3.2.a 11. Site Plan. The County and the CRA agree that during the term of the HTG Ground Lease HTG the HTG Leasehold Property shall be developed substantially in accordance with the site plan prepared by Corwil Architects dated July 11, 2022 under job number Warrant PZ-22- 12058 (the "Site Plan") as same may be revised from time to time with the approval of the County in accordance with the terms of the HTG Ground Lease. 12. Storm Water Drainage. The County and the CRA covenant and agree that all storm water drainage with respect to the County Property shall be retained on the County Property and all storm water drainage with respect to the CRA Property shall be retained on the CRA Property. 13. Master Agreements. Notwithstanding anything contained herein to the contrary, the easements established by this Agreement with respect to the County Property may be further defined in and shall be subject to the terms, conditions, restrictions and limitations of that certain Ground Lease between the County and Mourning Family Foundation, Inc. f/k/a Alonso Mourning Charities, Inc, dated December 19, 2008, which such lease has been amended by those certain Amendment to Ground Lease, dated December 13, 2012, Second Amendment to Ground Lease, dated August 26, 2013, Third Amendment to Ground Lease, dated October 23, 2013, Fourth Amendment to Ground Lease, dated November 28, 2016, and Fifth Amendment to Ground Lease, dated September 17, 2018, Declaration of Covenants, Restrictions and Easements for Courtside Apartments, Phase II and/or other agreements filed or to be filed of public record in Miami -Dade County, Florida with respect to the County Property (as amended, restated, supplemented and replaced from time to time, the "County Master Agreements"), and any and all rules, regulations, guidelines, criteria and other requirements contained therein or promulgated thereunder with respect to the County Property. Some or all of the rights, obligations and responsibilities of the County and the Owners under this Agreement with respect to the County Property may be delegated to, assumed by and/or regulated by a master association, for -profit entity and/or other regime established or otherwise responsible under the County Master Agreements for the governance of the County Property or certain portions thereof (including without limitation certain areas and/or facilities within the Project located on the County Property that are shared by more than one Owner or portion of the Project or located in one portion of the County Property but used exclusively by another Owner or portion of the Project located on the County Property), either in conjunction with County Property in lieu of the County or any other Owner, to facilitate the development, maintenance, management, operation and use of the Project or the applicable portion thereof located on the County Property. 14. Run with the Land. The rights and easements granted and the covenants in this Agreement shall run with the land and shall inure to the benefit of, and be binding upon every Owner, their respective successors and/or assigns, and all persons claiming under them and all Owners. Notwithstanding the foregoing, no Permitted User shall acquire any enforceable rights under this Agreement. In exercising the easement and other rights contained in this Agreement, an Owner benefitted by such easement and rights shall use reasonable efforts to minimize any interference with the use, access or operation of any other Owner or its Permitted Users of its portion of the Property, and shall not impede or unreasonably interfere with such use, access or operation. Nothing contained herein shall be deemed to be a dedication, conveyance or grant to the public in general nor to any persons or entities, except as expressly set forth in this Agreement. Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 5 Packet Pg. 60 3.2.a 15. Term. This Agreement shall become effective upon recordation in the Public Records of Miami -Dade County, Florida, and shall continue in effect for a period of thirty (30) years after the date of such recordation, after which time the term of this Agreement shall be extended automatically for successive periods of ten (10) years each, unless sooner released in writing pursuant to Section 16.a. of this Agreement. In the event the Covenant is terminated, this Agreement , this Agreement shall also be deemed terminated in its entirety, and all parties shall be released from their respective obligations and liabilities under this Agreement, and pursuant to Section 16.a. of this Agreement.: 16. Miscellaneous. a. Amendment/Release. Subject to the other provisions of this Agreement, the provisions of this Agreement shall not be amended, modified, revised or released except by a written agreement executed by each Owner, with joinder by all mortgagees, if any, the County by and through the Miami -Dade Board of County Commissioners, and approval of the City Attorney of the City of Miami, Florida or his/her designee or successor, including any successor office having jurisdiction over such matters. Further, no modification or amendment shall be effective unless in writing and recorded in the Public Records of Miami -Dade County, Florida. b. Construction. The section headings that appear in this Agreement are for purposes of convenience of reference only and are not to be construed as modifying, explaining, restricting or affecting the substance of the sections in which they appear. In construing this Agreement, the singular shall be held to include the plural, the plural shall be held to include the singular, and reference to any particular gender shall be held to include every other and all genders. c. Severability. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement or the application of such term or provision to the persons or circumstance other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law. d. Governing Law and Venue. This Agreement shall be governed by, and shall be construed and enforced in accordance with, the laws of the State of Florida. Any dispute arising under, in connection with or related to this Agreement or related to any matter which is the subject of this Agreement shall be subject to the exclusive jurisdiction of the state and/or federal courts located in Miami -Dade County, Florida. - SIGNATURE PAGES FOLLOW - Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 6 Packet Pg. 61 3.2.a IN WITNESS WHEREOF, Owner has executed this Agreement as of the day and year first above written. MIAMI-DADE COUNTY, a political subdivision of the State of Florida ATTEST: BY ITS BOARD OF COUNTY COMMISSIONERS JUAN FERNANDEZ-BARQUIN Clerk of the Court and Comptroller By: By: Deputy Clerk Mayor or Designee Date: Approved as to form and legal sufficiency By: Terrence A. Smith Assistant County Attorney Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 7 Packet Pg. 62 3.2.a IN WITNESS WHEREOF, Owner has executed this Agreement as of the day and year first above written. Signed, sealed and delivered in the presence of: Witness (print name): Witness (print name): STATE OF FLORIDA ) ss: COUNTY OF MIAMI-DADE Southeast Overtown/Park West Community Redevelopment Agency, a public agency and body politic created pursuant to Section 163.356, Florida Statutes By: James McQueen Executive Director approve for legal sufficiency The foregoing instrument was acknowledged ❑ in person or ❑ by online notarization before me this day of , 2023 by James McQueen, as Executive Director of the Southeast Overtown/Park West Community Redevelopment Agency, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes, on behalf of the agency. He is personally known to me or presented as identification and who did not take an oath. Notary Public, State of Florida NOTARY SEAL/ STAMP Print Name Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 8 Packet Pg. 63 3.2.a CONSENT The undersigned, as the of the Department of the City of Miami, consents to the foregoing Easement and Operating Agreement (the "Agreement"), and acknowledges and agrees that: (i) the foregoing Agreement complies with and satisfies the requirements of the Covenant and the Code, each as referenced in the Recitals to the Agreement, and (ii) upon recordation of the Agreement in the Public Records of Miami -Dade County, Florida, portions of the Property may be conveyed and/or encumbered separately without the necessity of subdivision or replat. City of MIAMI, a Florida municipal corporation By: Name: Title: ATTEST: By: Todd B. Hannon, City Clerk APPROVED AS TO FORM AND LEGAL SUFFICIENCY: Victoria Mendez, City Attorney for the City of Miami Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) Consent Packet Pg. 64 3.2.a JOINDER AND CONSENT OF LENDER The undersigned, CITIBANK, N.A. a national banking association, ("Mortgagee") hereby certifies that Mortgagee is the holder of a mortgage, lien, or other encumbrance upon the Property described in the foregoing Easement and Operating Agreement (the "Agreement"), and that Mortgagee hereby joins in and consents to the Agreement and agrees that its mortgage, lien, or other encumbrance, which is recorded in Official Records Book 29552, Page 1513 of the Public Records of Miami -Dade County, Florida, shall be and hereby is subordinated to the Agreement. Signed, sealed and delivered CITIBANK, N.A., a national banking in the presence of: corporation Witness (print name): Witness (print name): STATE OF COUNTY OF By: Name: Title: The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) Joinder and Consent of Lender Packet Pg. 65 3.2.a JOINDER BY MORTGAGEE The undersigned, U.S. BANK TRUST COMPANY, a national association, as Trustee, under that certain Assignment of Security Instrument and Loan Documents (the "Mortgage") dated June 28, 2022, recorded in Official Records Book 33281, Page 1493, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this day of 2023. STATE OF COUNTY OF U.S. BANK TRUST COMPANY, a national association, as Trustee By: Name: Title: Address: [lender address] The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) Joinder Packet Pg. 66 3.2.a JOINDER BY MORTGAGEE The undersigned, Affordable Lending Company, LLC, as Mortgagee under that certain Leasehold Mortgage and Security Agreement and Assignment of Leases (the "Mortgage") dated March 24, 2015, recorded in Official Records Book 29552, Page 1519, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this day of 2023. STATE OF COUNTY OF Affordable Lending Company, LLC By: Name: Title: Address: [lender address] The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 12 Packet Pg. 67 3.2.a JOINDER BY MORTGAGEE The undersigned, Miami -Dade County, as Mortgagee under that certain Leasehold Multifamily Mortgage, Assignment of Rents, Security Agreement and Fixture Filing (the "Mortgage") dated March 1, 2015, recorded in Official Records Book 29552, Page 1432, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this day of 2023. STATE OF COUNTY OF Miami -Dade County, a political subdivision of the State of Florida By: Name: Title: Address: [lender address] The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 13 Packet Pg. 68 3.2.a JOINDER BY LESSEE The undersigned, Mourning Family Foundation, Inc., as Lessee under that certain Ground Lease (the "Ground Lease") dated March 24, 2015, recorded in Official Records Book 29552, Page 1320, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. WITNESSES: LESSEE Signature Print Name Signature Print Name Mourning Family Foundation, Inc, a Florida corporation, f/k/a Alonzo Mourning Charities, Inc. By: Name: Title: STATE OF FLORIDA ) ) SS COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this day of , 2023 by as of Mourning Family Foundation, Inc, a Florida corporation, f/k/a Alonzo Mourning Charities, Inc., on behalf of such corporation, and who is ❑ personally known to me or who ❑ has produced as identification and who executed the foregoing instrument and acknowledged the execution thereof to be his free act and deed as such officer for the purposes therein expressed and who did (did not) take an oath. Witness my signature and official seal this day of , A.D., 2023. Notary Public, State of Florida My Commission Expires: Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 14 Packet Pg. 69 3.2.a JOINDER BY SUB -LESSEE The undersigned, AMC HTG 1, Ltd., as Sub -lessee under that certain Sublease Agreement (the "Sublease Agreement") dated March 24, 2015, recorded in Official Records Book 29552, Page 1325, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. WITNESSES: SUB -LESSEE Signature Print Name Signature Print Name AMC HTG 1, Ltd., a Florida limited liability partnership By: AMC HTG 1 GP, LLC., a Florida Limited Liability Company, its Managing General Partner By: Name: Title: STATE OF FLORIDA ) SS COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this day of , 2023 by as of AMC HTG 1 GP, LLC., a Florida limited liability company, as Managing General Partner of AMC HTG 1, Ltd., a Florida limited liability partnership, and who is ❑ personally known to me or who ❑ has produced as identification and who executed the foregoing instrument and acknowledged the execution thereof to be his free act and deed as such officer for the purposes therein expressed and who did (did not) take an oath. Witness my signature and official seal this day of , A.D., 2023. Notary Public, State of Florida My Commission Expires: Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) 15 Packet Pg. 70 3.2.a EXHIBIT "A" COUNTY PROPERTY LEGAL DESCRIPTION All OF TRACT 10, "TOWNPARK SUBDIVISION 4 U.R. PROJECT FLORIDA R-10", ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 87 AT PAGE 52 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA; INCLUSIVE OF THAT PORTION OF SAID TRACT 10 RE -PLATTED AS TRACT "A", COURTSIDE APARTMENTS, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 171 AT PAGE 71 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. LESS AND EXCEPT THEREFROM THAT PORTION OF TRACT 10 CONVEYED FROM THE CITY OF MIAMI TO THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY IN OFFICIAL RECORDS BOOK 28222 AT PAGE 4315, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. SAID LAND LYING IN AND BEING IN SECTION 36, TOWNSHIP 53 SOUTH, RANGE 41 EAST, CITY OF MIAMI, MIAMI-DADE COUNTY, FLORIDA. Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) Packet Pg. 71 3.2.a EXHIBIT "B" CRA PROPERTY LEGAL DESCRIPTION Tract 9 of TOWNPARK SUBDIVISION 4, U.R PROJECT FLA. R-10, according to the plat thereof, as recorded in Plat Book 87, at page 52 of the Public Records of Miami -Dade County, Florida; AND A portion of Tract 10 of TOWNPARK SUBDIVISION 4, U.R PROJECT FLA. R-10, according to the plat thereof, as recorded in Plat Book 87, at page 52 of the Public Records of Miami -Dade County, Florida, being particularly described as follows: Begin at the Southeast corner of said Tract 10; thence South 87°49'21" West along the South line of said Tract 10 for 170.98 feet; thence North 03°21'00" West for 70.02 feet; thence North 87°49'22" East for 50.98 feet; thence North 03°21'00" West for 125.60 feet; thence North 87°43'20" East for 120.00 feet to a point on the East line of the aforesaid Tract 10; thence South 03 °21'00" East along the West right-of-way line of N.W. 3rd Avenue, the same being the East line of Tract 10 for 195.83 feet to the Point of Beginning. Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) Packet Pg. 72 3.2.a EXHIBIT "C" PROPERTY LEGAL DESCRIPTION All OF TRACTS 9 AND 10, "TOWNPARK SUBDIVISION 4 U.R. PROJECT FLORIDA R-10", ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 87 AT PAGE 52 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA; INCLUSIVE OF THAT PORTION OF SAID TRACT 10 RE -PLATTED AS TRACT "A", COURTSTDE APARTMENTS, ACCORDING TO THE PLAT THEREOF, AS RECORDED TN PLAT BOOK 171 AT PAGE 71 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. SAID LAND LYING IN AND BEING IN SECTION 36, TOWNSHIP 53 SOUTH, RANGE 41 EAST, CITY OF MIAMI, MIAMI-DADE COUNTY, FLORIDA. Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) Packet Pg. 73 3.2.a EXHIBIT "D" DESCRIPTION OF LOCATION OF PARKING SPACES The 45 parking spaces will be located in the proposed parking garage. Attachment: File # 15050 - Exhibit A (15050 : 4/5ths Bid Waiver to Courtside Apartments) Packet Pg. 74 3.2.b Exhibit "B" Document prepared by: Office of City Attorney 444 S.W. 2nd Avenue, Suite 945 Miami, FL 33130-1910 Return Recorded Copy to: City of Miami Office of Zoning, Attn.: Zoning Administrator 444 S.W. 2nd Avenue, 2nd Floor Miami, FL 33130-1910 Folio Nos: 01-3136-094-0010; 01-3136-094-0015 01-3136-064-0020; 01-3136-064-0010 Reserved for Recording COVENANT IN LIEU OF UNITY OF TITLE KNOW ALL MEN BY THESE PRESENT that the undersigned, Miami -Dade County, a political subdivision of the State of Florida (hereinafter, the "County"), and the Southeast Overtown/Park West Community Redevelopment Agency, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes (hereinafter, the "SEOPW CRA"; and together with the County, the "Parties"), hereby make, declare, and impose on the land herein described, this Covenant in Lieu of Unity of Title (this "Declaration"), and the covenants running with the title to the land contained herein, which shall be binding on the County, the SEOPW CRA, and all of their respective heirs, grantees, successors, assigns, personal representatives, and upon all mortgagees, lessees, and all others presently or in the future claiming any interest in the Property (as defined herein), as described below. WHEREAS, the County is the fee simple owner of the property under folio numbers 01- 3136-094-0010; 01-3136-094-0015; 01-3136-064-0020, located in Miami, Florida more particularly described on Exhibit "A" attached hereto and incorporated herein (the "County Property"); and WHEREAS, the SEOPW CRA is the fee simple owner of that certain property under Folio No. 01-3136-064-0010, located in Miami, Florida, more particularly described on Exhibit `B" attached hereto and incorporated herein (the "SEOPW Property"); and WHEREAS, the County Property and the SEOPW Property are collectively referred to herein as the "Property", as more particularly described on Exhibit "C" attached hereto and incorporated herein. 1 Packet Pg. 75 3.2.b WHEREAS, the County and the SEOPW CRA are executing this Declaration to unify the Property solely for zoning purposes. NOW, THEREFORE, for valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agrees as follows: 1. Recitals. The above recitals and findings set forth in the preamble of this Declaration are trueand correct and are hereby adopted by reference and incorporated herein as if fully set forth in this Section. 2. Use of Property. The Parties hereby agree and declare that (i) for the purpose of this Declaration, the Property shall be considered as one plot and parcel of land, and (ii) so long as this instrument shall remain in effect, any and all conveyances or transfers of all or any portion of the Property by the Parties, their heirs, grantees, successors, assigns, or personalrepresentatives shall be subject to the terms and restrictions of this Declaration as if any such heir,grantee, successor, assign, or personal representative were a party hereto or a signatory hereof, and no other purpose whatsoever. The SEOPW CRA shall retain all development rights attributable to the SEOPW Property. The County shall retain all development rights attributable to the County Property. For the avoidance of doubt, this Declaration does not, and shall not be deemed to, provide for the transfer of density, floor area, or any other development rights from the County Property to the SEOPW Property or from the SEOPW Property to the County Property. 3. Term of Declaration. The provisions of this Declaration shall become effective upon their recordation in the Public Records of Miami -Dade County, Florida, and shall continue in effectfor a period of thirty (30) years after the date of such recordation, after which time they shall be extended automatically for successive periods of ten (10) years each, unless released in writing bythe (i) then-owner(s) of the Property (or if any portion of the Property has been submitted to the condominium form of ownership, then by the association established to operate the condominiumin lieu of all of the owners thereof) AND (ii) the Zoning Administrator and Directors of the Departments of Resilience and Public Works, Planning, and Building of the City of Miami, subjectto the approval of the City Attorney as to legal form and correctness, or their respective designeesor successors, upon the demonstration and affirmative finding that the same is no longer necessaryto preserve and protect the Property for the purposes herein intended. 4. Covenant Running with the Land. This Declaration, once approved for legal form and sufficiency by the City Attorney, and accepted by the City of Miami, or the respective designees, shall run with the land and be binding upon the heirs, grantees, successors, personal representativesand assigns, and upon all owners, future owners, mortgagees, lessees and others presently or in thefuture having any interest in the Property. 5. Amendments, Modifications, Releases. The provisions of this Declaration may be amended, modified, or released by a written instrument executed by the (i) then-owner(s) of the Property (or if any portion of the Property has been submitted to the condominium form of ownership, then by the association established to operate the condominium in lieu of all of the owners thereof) and (ii) the Zoning Administrator and Directors of the Departments of Resilienceand Public Works, Planning, and Building of the City of Miami, subject to the approval of the CityAttorney as to legal form and correctness, or their respective designees or successors 2 Packet Pg. 76 3.2.b upon the demonstration and affirmative finding that the Covenant is no longer necessary to preserve and protect the Property for the purposes herein intended. All amendments, modifications, or releasesof this Declaration shall be executed in the manner enumerated in this section and shall be recordedin the Public Records of Miami -Dade County, Florida in order for the amendment, modification, or release to be valid and effective. 6. Termination. Subject to the terms of certain Ground Lease between the County and Mourning Family Foundation, Inc. f/k/a Alonso Mourning Charities, Inc (the "Developer"), dated December 19, 2008, which such lease has been amended by those certain Amendment to Ground Lease, dated December 13, 2012, Second Amendment to Ground Lease, dated August 26, 2013, Third Amendment to Ground Lease, dated October 23, 2013, Fourth Amendment to Ground Lease, dated November 28, 2016, and Fifth Amendment to Ground Lease, dated September 17, 2018 (collectively the "Lease"), in the event the Developer does not comply with the terms of the Lease, including but not limited to obtaining a building permit or Certificate of Occupancy as set forth therein, then the County shall have the right upon written notice to the City of Miami, the SEOPW CRA, and the Developer to terminate the Lease and this Covenant at the County's sole discretion. 7. Inspection and Enforcement. It is understood and agreed that any official inspectorof the City of Miami may have the right at any time during normal business hours to enter upon the Property for the purpose of investigating the use of the Property and for determining whether the conditions of this Declaration are being complied with. Enforcement of this Declaration shall be by action against the parties to this Declaration or persons violating or attempting to violate anycovenants in this Declaration or the then owner(s) at the time the violation is committed. This enforcement provision shall be in addition to any other remedies available at law, in equity, or both. The violations may also be enforced by City Code, Chapter 2, Article X, titled Code Enforcement. 8. Severability. Invalidation of any of these covenants by judgment of a court shall not affect any of the other provisions, which shall remain in full force and effect. 9. Cumulative and Waiver. All rights, remedies and privileges granted herein shall be deemed to be cumulative and the exercise of any one or more shall neither be deemed to constitute an election of remedy, nor shall it preclude the party exercising the same from exercising such other additional rights, remedies, or privileges as may be available to it. 10.Declaration Binding on Subsequent Owners. The Parties to this Declaration and each of the subsequent owners shall be bound by the terms, provisions, and conditions of this Declaration. Further, except for sales to condominiurnowners, the Parties agree to execute and deliver, in recordable form, an instrument to be known as an "easement and operating agreement" which shall include, to the extent applicable, but is not limited to: (i) Easements in the common area of each parcel for ingress to and egress from the other parcels; (ii) Easements in the common area of each parcel for the passage 3 Packet Pg. 77 3.2.b and parking of vehicles; (iii) Easements in the common area of each parcel for the passage and accommodation of pedestrians; (iv) Easements for access roads across the common area of each parcel to public and private roadways; (v) Easements for the installation, use, operation, maintenance, repair, replacement, relocation, and removal of utility facilities in appropriate areas in each such parcel; (vi) Easements on each such parcel for construction of buildings andimprovements in favor of each such other parcel; (vii) Easements upon each such parcel in favor of each adjoining parcel for the installation, use, maintenance, repair, replacement, and removal of common construction improvements such as footing, supports, and foundations; (viii) Easements on each parcel for attachment of buildings; (ix) Easements on each parcel for building overhangs and other overhangs and projections encroaching upon such parcel from adjoining parcel such as, by way of example, marquees, canopies, lights, lighting devices, awnings, wing walls, and the like; (x) Appropriate reservation of rights to grant easements to utility companies; (xi) Appropriate reservation of rights to road rights -of -way and curbcuts; (xii) Easements in favor of each such parcel for pedestrian and vehicular traffic over dedicated private ring roads and access roads; (xiii) Appropriate agreements between the owners of the several parcels as to the obligation to maintain and repair all private roadways, parking facilities, common areas, common facilities, andthe like; and The "Easement and Operating Agreement" shall be recorded by the County and a copy furnished to the Zoning Administrator and Directors of the Departments of Resilience and Public Works, Planning, and Building of the City of Miami, or their respective designees or successors. These instruments or portions may be waived if approved by each of the directors of Resilience and Public Works, Planning, and Building Departments, as well as the Office of 4 Packet Pg. 78 3.2.b Zoning, or their respective designees, if the provisions are inapplicable to the subject Property. Such provision may be modified or amended by such parties (or the applicable association governing such parties) without approval or joinder by the directors, or their designees, if it will beconstructed, conveyed and operated in accordance with an approved site plan for the Property. 11. Counterparts/Electronic Signature. This Declaration may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, and such counterparts shall together constitute but one and the same Declaration. 12. Recordation. This Declaration will be e-recorded by the City of Miami, at the County's expense, in the public records of Miami -Dade County, Florida upon full execution. [Signature Page(s) to Follow] 5 Packet Pg. 79 3.2.b Signed, witnessed, executed and acknowledged this day of , 2023 WITNESSES: MIAMI-DADE COUNTY, a political subdivision of the State of Florida By: Mayor or Designee P- rint Name P- rint Name Attest: JUAN FERNANDEZ-BARQUIN Clerk of the Court and Comptroller By: Deputy Clerk Date: Approved as to form and legal sufficiency: By: Terrence A. Smith Assistant County Attorney Packet Pg. 80 3.2.b WITNESSES: SOUTHEAST OVERTOWN/PARK WEST Signature: COMMUNITY REDEVELOPMENT Print Name AGENCY, a public agency and body corporate created pursuant to Section 163.356 Signature: Florida Statutes Print Name By: Name: James McQueen Title: Executive Director Approved for legal sufficiency; By: Packet Pg. 81 3.2.b STATE OF FLORIDA ) ) SS COUNTY OF ) The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization this day of , 2023, by James McQueen, the Executive Director of SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes. Personally Known ❑ or Produced Identification ❑. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: Packet Pg. 82 3.2.13 CITY OF MIAMI: APPROVED AS TO LEGAL FORM APPROVED: AND CORRECTNESS: VICTORIA MENDEZ, ESQ. DANIEL S. GOLDBERG, ESQ. City Attorney Zoning Administrator APPROVED: APPROVED: LAKISHA HULL Planning Director APPROVED: JUVENAL SANTANA, JR., P.E, CFM Director Department of Resilience and Public Works ASAEL MARRERO, RA, RID, AIA, ICC Director Building Department Packet Pg. 83 3.2.b JOINDER AND CONSENT OF LENDER The undersigned, CITIBANK, N.A. a national banking association, ("Mortgagee") hereby certifies that Mortgagee is the holder of a mortgage, lien, or other encumbrance upon the Property described in the foregoing Easement and Operating Agreement (the "Agreement"), and that Mortgagee hereby joins in and consents to the Agreement and agrees that its mortgage, lien, or other encumbrance, which is recorded in Official Records Book 29552, Page 1513 of the Public Records of Miami -Dade County, Florida, shall be and hereby is subordinated to the Agreement. Signed, sealed and delivered CITIBANK, N.A., a national banking corporation in the presence of: Witness (print name): Witness (print name): STATE OF COUNTY OF By: Name: Title: The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: Packet Pg. 84 3.2.b JOINDER BY MORTGAGEE The undersigned, U.S. BANK TRUST COMPANY, a national association, as Trustee, under that certain Assignment of Security Instrument and Loan Documents (the "Mortgage") dated June 28, 2022, recorded in Official Records Book 33281, Page 1493, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this day of , 2023. STATE OF COUNTY OF U.S. BANK TRUST COMPANY, a national association, as Trustee By: Name: Title: Address: [lender address] The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: JOINDER BY MORTGAGEE Packet Pg. 85 3.2.b The undersigned, Affordable Lending Company, LLC, as Mortgagee under that certain Leasehold Mortgage and Security Agreement and Assigmnent of Leases (the "Mortgage") dated March 24, 2015, recorded in Official Records Book 29552, Page 1519, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this day of , 2023. STATE OF COUNTY OF Affordable Lending Company, LLC By: Name: Title: Address: [lender address] The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: Packet Pg. 86 3.2.b JOINDER BY MORTGAGEE The undersigned, Miami -Dade County, as Mortgagee under that certain Leasehold Multifamily Mortgage, Assignment of Rents, Security Agreement and Fixture Filing (the "Mortgage") dated March 24, 2015, recorded in Official Records Book 29552, Page 1432, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this day of , 2023. STATE OF COUNTY OF Miami -Dade County, a political subdivision of the State of Florida By: Name: Title: Address: [lender address] The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: Packet Pg. 87 3.2.b JOINDER BY LESSEE The undersigned, Mourning Family Foundation, Inc., as Lessee under that certain Ground Lease (the "Ground Lease") dated March 24, 2015, recorded in Official Records Book 29552, Page 1320, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. WITNESSES: LESSEE Signature Print Name Signature Print Name Mourning Family Foundation, Inc, a Florida corporation, f/k/a Alonzo Mourning Charities, Inc. By: Name: Title: STATE OF FLORIDA ) ) SS COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this day of , 2023 by as of Mourning Family Foundation, Inc, a Florida corporation, f/k/a Alonzo Mourning Charities, Inc., on behalf of such corporation, and who is ❑ personally known to me or who ❑ has produced as identification and who executed the foregoing instrument and acknowledged the execution thereof to be his free act and deed as such officer for the purposes therein expressed and who did (did not) take an oath. Witness my signature and official seal this day of , A.D., 2023. Notary Public, State of Florida My Commission Expires: Packet Pg. 88 3.2.b JOINDER BY SUB -LESSEE The undersigned, AMC HTG 1, Ltd., as Sub -lessee under that certain Sublease Agreement (the "Sublease Agreement") dated March 24, 2015, recorded in Official Records Book 29552, Page 1325, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. WITNESSES: SUB -LESSEE Signature Print Name Signature Print Name AMC HTG 1, Ltd., a Florida limited liability partnership By: AMC HTG 1 GP, LLC., a Florida Limited Liability Company, its Managing General Partner By: Name: Title: STATE OF FLORIDA ) SS COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this day of , 2023 by as of AMC HTG 1 GP, LLC., a Florida limited liability company, as Managing General Partner of AMC HTG 1, Ltd., a Florida limited liability partnership, and who is ❑ personally known to me or who ❑ has produced as identification and who executed the foregoing instrument and acknowledged the execution thereof to be his free act and deed as such officer for the purposes therein expressed and who did (did not) take an oath. Witness my signature and official seal this day of , A.D., 2023. Notary Public, State of Florida My Commission Expires: Packet Pg. 89 3.2.b EXHIBIT "A" COUNTY PROPERTY LEGAL DESCRIPTION All OF TRACT 10, "TOWNPARK SUBDIVISION 4 U.R. PROJECT FLORIDA R-10", ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 87 AT PAGE 52 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA; INCLUSIVE OF THAT PORTION OF SAID TRACT 10 RE -PLATTED AS TRACT "A", COURTSIDE APARTMENTS, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 171 AT PAGE 71 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. LESS AND EXCEPT THEREFROM THAT PORTION OF TRACT 10 CONVEYED FROM THE CITY OF MIAMI TO THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY IN OFFICIAL RECORDS BOOK 28222 AT PAGE 4315, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. SAID LAND LYING IN AND BEING IN SECTION 36, TOWNSHIP 53 SOUTH, RANGE 41 EAST, CITY OF MIAMI, MIAMI-DADE COUNTY, FLORIDA. Packet Pg. 90 3.2.b EXHIBIT "B" SEOPW PROPERTY LEGAL DESCRIPTION TRACT 9 OF TOWNPARK SUBDIVISION 4, U.R PROJECT FLA. R-10, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 87, AT PAGE 52 OF THE PUBLIC RECORDS OF MIAMI- DADE COUNTY, FLORIDA; AND A PORTION OF TRACT 10 OF TOWNPARK SUBDIVISION 4, U.R PROJECT FLA. R-10, ACCORDING TO THE PLAT THEREOF, AS RECORDED 1N PLAT BOOK 87, AT PAGE 52 OF THE PUBLIC RECORDS OF MIAM1-DADE COUNTY, FLORIDA, BEING PARTICULARLY DESCRIBED AS FOLLOWS: BEGIN AT THE SOUTHEAST CORNER OF SAID TRACT 10; THENCE SOUTH 87°49'21" WEST ALONG THE SOUTH LINE OF SAID TRACT 10 FOR 170.98 FEET; THENCE NORTH 03°21'00" WEST FOR 70.02 FEET; THENCE NORTH 87°49'22" EAST FOR 50.98 FEET; THENCE NORTH 03 °21'00" WEST FOR 125.60 FEET; THENCE NORTH 87°43'20" EAST FOR 120.00 FEET TO A POINT ON THE EAST LINE OF THE AFORESAID TRACT 10; THENCE SOUTH 03°21'00" EAST ALONG THE WEST RIGHT-OF-WAY LINE OF N.W. 3RD AVENUE, THE SAME BEING THE EAST LINE OF TRACT 10 FOR 195.83 FEET TO THE POINT OF BEGINNING. Packet Pg. 91 3.2.b EXHIBIT "C" PROPERTY LEGAL DESCRIPTION All OF TRACTS 9 AND 10, "TOWNPARK SUBDIVISION 4 U.R. PROJECT FLORIDA R-10", ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 87 AT PAGE 52 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA; INCLUSIVE OF THAT PORTION OF SAID TRACT 10 RE -PLATTED AS TRACT "A", COURTSTDE APARTMENTS, ACCORDING TO THE PLAT THEREOF, AS RECORDED TN PLAT BOOK 171 AT PAGE 71 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. SAID LAND LYING IN AND BEING IN SECTION 36, TOWNSHIP 53 SOUTH, RANGE 41 EAST, CITY OF MIAMI, MIAMI-DADE COUNTY, FLORIDA. Packet Pg. 92 3.3 SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Date: November 8, 2023 File: 15051 Members of the CRA Board From: James McQueen Executive Director Subject: 4/5ths Bid Waiver to The Historic Saint Agnes Episcopal Church of Miami, Inc. Enclosures: File # 15051 - Bid Waiver Memo File # 15051 - Notice To The Public File # 15051 - Backup BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), by a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, ratifying, approving, and confirming the Executive Director's recommendation and finding that competitive negotiation methods and procedures are not practicable or advantageous pursuant to sections 18-85 and 18-86 of the code of the City of Miami, Florida, as amended, as adopted by the SEOPW CRA; waiving the requirements for competitive sealed bidding as not being practicable or advantageous to the SEOPW CRA; authorizing the allocation of grant funds in an amount not to exceed One Million One Hundred Eighty Thousand Dollars and Zero Cents ($1,180,000.00) ("Funds"), to support The Historic Saint Agnes Episcopal Church of Miami, Inc., a Florida not -for -profit corporation ("St. Agnes") located at 1750 N.W. 3rd Avenue, Miami, Florida 33136 (the "Property"), to provide rehabilitation and preservation to the property. St. Agnes has requested Funds from the SEOPW CRA to install a roof, heating, ventilation, and air conditioning systems, construct new restrooms, general repairs, and update to the electrical and plumbing systems ("Purpose"). JUSTIFICATION: Section 2, Goal 1 on of the 2018 Southeast Overtown/Park West Community Redevelopment Plan Update ("Plan") lists the "preserv[ation of] historic buildings and community heritage" as a stated redevelopment goal. Section 2, Principle 8 of the Plan states that "[o]lder buildings that embody the area's cultural past must be restored" as a stated redevelopment principle. On August 24, 2007, the City of Miami, acting as General Counsel to the SEOPW CRA, issued Formal Legal Opinion No. 07-014, opining that the SEOPW CRA may use TIF funds to repair or renovate churches within the redevelopment area for the purpose of improving the community. FUNDING: Packet Pg. 93 $1,180,000.00 to be derived from the SEOPW Tax increment Fund, entitled "Other Grants and Aids," Account Code No. 10050.920101.883000.0000.00000. FACT SHEET: Company name: The Historic Saint Agnes Episcopal Church of Miami, Inc. Address: 1750 N.W. 3rd Avenue, Miami, Florida 33136 Funding request: $1,180,000.00 Scope of work or services (Summary): For the installation of a roof, heating, ventilation, and air conditioning systems, construction of a new restroom, general repairs, update electrical and plumbing system. Page 2 of 7 Packet Pg. 94 3.3 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: November 16, 2023 CRA Section: Brief description of CRA Agenda Item: Authorizing the allocation of funds in an amount not to exceed $1,180,000.00, to support The Historic Saint Agnes Episcopal Church of Miami, Inc. to provide rehabilitation and preservation to the property. Project Number YES, there Account Code: (if applicable): are sufficient funds in Line Item: 10050.920101.883000.0000.00000 Amount: $1 , 1 8 0 , 0 0 0.0 0 NO (Complete the following source of funds information): Amount budgeted in the line item: $ Balance in the line item: $ Amount needed in the line item: $ Sufficient funds will be transferred from the following line items: ACTION ACCOUNT NUMBER TOTAL Project No./Index/Minot Object From $ To $ From $ To $ Comments: Page 3 of 7 Packet Pg. 95 3.3 Approved by: cQue Executive Director 11/8/2023 Approval: Miguel A Valentin, Finance Officer 11/8/2023 Page 4 of 7 Packet Pg. 96 3.3 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 15051 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS PURSUANT TO SECTIONS 18-85 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE SEOPW CRA; WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE "GRANTS AND AIDS" ACCOUNT NO. 10050.920101.883000.0000.00000, IN AN AMOUNT TO NOT EXCEED ONE MILLION ONE HUNDRED EIGHTY THOUSAND DOLLARS AND ZERO CENTS ($1,180,000.00) ("FUNDS") TO THE HISTORIC SAINT AGNES EPISCOPAL CHURCH OF MIAMI, INC., A FLORIDA NOT -FOR -PROFIT CORPORATION ("ST. AGNES"), LOCATED AT 1750 N.W. 3RD AVENUE, MIAMI, FLORIDA 33136 (THE "PROPERTY"); TO PROVIDE REHABILITATION AND PRESERVATION TO THE PROPERTY ("PURPOSE"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL FOR THE ALLOCATION OF FUNDS FOR THE PURPOSE STATED HEREIN; SUBJECT TO THE AVAILABILITY OF FUNDING PROVIDING FOR INCORPORATION OF RECITALS, AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Southeast Overtown/Park West Redevelopment Plan Update (the "Plan"); and WHEREAS, Goal 1 of the Plan, is to "preserve historic buildings and cultural heritage; and WHEREAS, Principle 8 of the Plan provides that, "older buildings that embody the area's cultural past should be restored;" and . Page 5 of 7 Packet Pg. 97 WHEREAS, on August 24, 2007, the City of Miami, acting as General Counsel to the SEOPW CRA, issued Formal Legal Opinion No. 07-014, opining that the SEOPW CRA may use TIF funds to repair or renovate churches within the redevelopment area for the purpose of improving the community; and WHEREAS, The Historic Saint Agnes Episcopal Church of Miami, Inc., a Florida not for profit corporation ("St. Agnes") located at 1750 N.W. 3rd Avenue, Miami, Florida 33136 (the "Property") has requested funds from the SEOPW CRA to complete various repairs which include but are not limited to, roofing, heating, ventilation, air conditioning systems, and update the electrical and plumbing system ("Purpose"); and WHEREAS, the Board of Commissioners wishes to authorize funding in an amount not to exceed One Million One Hundred Eighty Thousand Dollars and Zero Cents ($1,180,000.00) ("Funds") to St. Agnes rehabilitation and preservation repairs to the Property as stated herein; and WHEREAS, the Board of Commissioners finds that authorizing this Resolution would further the SEOPW CRA redevelopment goals and objectives; and WHEREAS, based on the recommendation and findings of the Executive Director, it is in the SEOPW CRA's best interest for the Board of Commissioners to authorize, by an affirmative four -fifths (4/5ths) vote, a waiver of competitive sealed bidding procedures pursuant to Section 18-85 of the Code of the City of Miami, Florida, as amended ("City Code"), as adopted by the SEOPW CRA, and to authorize the Executive Director to negotiate and execute any and all agreements necessary, all in forms acceptable to the General Counsel, with St. Agnes for provision of grant funds in an amount not to exceed One Million One Hundred Eighty Thousand Dollars and Zero Cents ($1,180,000.00) subject to the availability of funds; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Section 2. By a four -fifths (4/5') affirmative vote, after an advertised public hearing, the Executive Director's recommendation and written findings that competitive negotiation methods and procedures are not practicable or advantageous to the SEOPW CRA, pursuant to Section 18-85 of the City Code, as adopted by the SEOPW CRA, and waiving the requirements for said procedures is ratified, approved, and confirmed. Section 3. The Executive Director is hereby authorized to disperse funds, at his discretion, on a reimbursement basis or directly to vendors, upon presentation of invoices and satisfactory documentation from the Grants and Aids Account No. 10050.920101.883000.0000.00000 to St. Agnes for the Property for the Purpose stated herein. Section 4. The Executive Director is authorized to negotiate and execute an agreement, including any and all necessary documents, and all -in forms acceptable to the General Counsel, for said Purpose. Section 5. Sections of this Resolution may be renumbered or re -lettered and corrections of typographical errors which do not affect the intent may be authorized by the Executive Director, or the Page 6 of 7 Packet Pg. 98 3.3 Executive Director's designee, without need of public hearing, by filing a corrected copy of same with the City of Miami City Clerk. Section 6. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: c taff Counsel 1 1 /8/2023 Page 7 of 7 Packet Pg. 99 3.3.a SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 4/5ths RECOMMENDATION INTER -OFFICE MEMORANDUM T Board Chair Christine King and Members of the SEOPW CRA Board Date: November 16, 2023 File: Subject: Request to waive competitive sealed bidding methods pursuant to City Code 18-85(a) to The Historic Saint Agnes Episcopal Church of Miami, Inc. From: James McQueen References: Executive Director Enclosures: BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), by a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, ratifying, approving and confirming the Executive Director's recommendation and finding that competitive negotiation methods and procedures are not practicable or advantageous pursuant to sections 18-85 and 18-86 of the code of the City of Miami, Florida, as amended, as adopted by the SEOPW CRA; waiving the requirements for competitive sealed bidding as not being practicable or advantageous to the SEOPW CRA; authorizing the allocation of grant funds in an amount not to exceed One Million One Hundred Eighty Thousand Dollars and Zero Cents ($1,180,000.00) ("Funds"), to support The Historic Saint Agnes Episcopal Church of Miami, Inc., is a Florida not -for -profit corporation ("St. Agnes") located at 1750 N.W. 3rd Avenue, Miami, Florida 33136 (the "Property"). St. Agnes has requested Funds from the SEOPW CRA to install a roof, heating, ventilation, and air conditioning systems, construct new restrooms, general repairs, and update to the electrical and plumbing systems ("Purpose"). RECOMMENDATION: In light of the above stated, approval of a waiver of the formal requirements of competitive sealed bidding methods as not being practicable or advantageous to the Southeast Overtown/Park West Community Redevelopment Agency as set forth in the City Code of Ordinances, as amended, specifically Section 18-85 (A), and the affirmation of these written findings and the forwarding the same to the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency by a four fifths vote is respectfully requested. APPROVED Jame cQueen, Executive Director Packet Pg. 100 3.3.b Southeast Overtown/Park West Community Redevelopment Agency NOTICE OF PUBLIC HEARING The Board of Commissioners ("Board") of the Southeast Overtown/ Park West Community Redevelopment Agency ("SEOPW CRA") will hold a Public Hearing on Thursday, November 16, 2023, at 10:00 a.m. or anytime thereafter in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, FL 33133. The Board will consider the allocation of funding to The Historic Saint Agnes Episcopal Church of Miami, Inc., located at 1750 N.W. 3rd Avenue, Miami, Florida 33136 (the "Property"). In accordance with the SEOPW CRA 2018 Redevelopment Plan Update ("Plan") and Florida Statutes 163, the Board will consider the allocation of funding, in an amount not to exceed One Million One Hundred Eighty Thousand Dollars and Zero Cents ($1,180,000.00) ("Funds"), to underwrite costs associated with installing a roof, heating, ventilation, and air conditioning systems, construct new restrooms, general repairs, and updates to the electrical and plumbing systems ("Purpose"). Inquiries regarding this notice may be addressed to James McQueen, Executive Director, SEOPW CRA, at (305) 679-6800. This action is being considered pursuant to Sections 18-85 (a) of the Code of the City of Miami, Florida as amended ("Code"). The recommendation and findings to be considered in this matter are set forth in the proposed resolution and in Code Sections 18-85 (a), which are deemed to be incorporated by reference herein, and are available as with the scheduled SEOPW CRA Board meeting on Thursday, November 16, 2023, at 10:00 a.m. or anytime thereafter in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, FL 33133. All comments and questions with respect to the meeting and remote public participation should be addressed to James McQueen, Executive Director, at 819 N.W. 2nd Avenue, 3rd Floor, Miami Florida 33136 (305) 679-6800. Should any person desire to appeal any decision of the Board with respect to any matter considered at this meeting, that person shall ensure that a verbatim record of the proceedings is made, including all testimony and evidence upon which any appeal may be based (F.S. 286.0105). In accordance with the Americans with Disabilities Act of 1990, persons needing special accommodations to participate in this proceeding may contact the Office of the City Clerk at (305) 250-5361 (Voice), not later than two (2) business days prior to the proceeding. TTY users may call 711 (Florida Relay Service), not later than two (2) business days prior to the proceeding. Todd B. Hannon Clerk of the Board Ad No. 41123 Packet Pg. 101 3.3.c HC&E GROUP, INC. CONSTRUCTION PROPOSAL / CONTRACT ; 11 it111 �atFitt ,�i 11 111111H1111 iuilnll sii . ' .��* -_,_ u� 111 �Ill�li�"' �� I�I ' -�- Between the Owner: And the Contractor: THE HISTORIC ST. AGNES EPISCOPAL CHURCH 1750 NW 3rd Avenue Miami, FL 33136 HC&E Group, Inc. 11946 NW 12th Street Pembroke Pines, FL 33026 786-302-4734 For the Project located at: 1750 NW 3rd Avenue Miami, FL 33136 Attachment: File # 15051 - Backup (15051 : 4/5ths Bid Waiver to The Historic Saint Agnes Episcopal Church of Miami, Inc.) Packet Pg. 102 3.3.c August 3, 2023 THE HISTORIC ST. AGNES EPISCOPAL CHURCH 1750 NW 3rd Avenue Miami, FL 33136 RE: St. Agnes Rehabilitation Project Dear Owner: We are pleased to submit this proposal for construction services on the above referenced project located in Miami, Florida. HC&E Group, Inc. will perform the work outlined below: MECHANICAL - Furnish and install two (2) new 20 Ton HVAC system, two (2) Mini -Split A/C systems and the new HVAC System for the Bathroom Addition as shown on the Mechanical Plans by Hyde Park Architects. Furnish and install new refrigerant lines and covers, drain lines, exhaust fans, duct work, and A/C stands as necessary. - Furnish and install new metal cage(s) for condenser units on ground floor, as necessary. - No other mechanical work included in this proposal. ELECTRICAL - Furnish and install new Electrical system as shown on the Mechanical Plans by Hyde Park Architects (including all new wiring, electric boxes, plugs, breakers, conduits, disconnect boxes, etc. to service new restroom addition). No other electrical work is included in this proposal. PLUMBING Furnish and install new Plumbing system as shown on the Plumbing Plans by Hyde Park Architects. Furnish and install three (3) new toilets, two (2) new wall hung lavatories, four (4) new faucets, one (1) new water heater, and ancillary piping. No other plumbing work is included in this proposal. BATHROOM ADDITION Furnish and install all items needed to construct the new bathroom addition as shown on the Architectural Plans by Hyde Park Architects. Install new metal stair railings as shown on plans. No other Bathroom Addition work is included in this proposal. ROOF This scope of work is for the Fellowship Hall, Classroom Building and Pastoral Office: Remove existing roof covering to expose existing sheathing. Replace existing sheathing as necessary. Install new roof covering (i.e. — asphaltic shingles). No other roof work is included in this proposal. Attachment: File # 15051 - Backup (15051 : 4/5ths Bid Waiver to The Historic Saint Agnes Episcopal Church of Miami, Inc.) Packet Pg. 103 3.3.c FELLOWSHIP HALL INTERIOR RENOVATION - Remove and replace existing acoustical ceiling tiles. Repair existing metal ceiling grid as necessary. Furnish and install new baseboards, interior doors, door trims and exterior metal doors. - Restore terrazzo floor. Repair existing drywall on walls, as necessary. - Paint walls and ceiling with colors to be determined by the owner. - Renovate existing bathrooms. - No other Fellowship Hall Interior Renovation work is included in this proposal. CLASSROOM BUILDING INTERIOR RENOVATION - Furnish and install new flooring, baseboards, interior doors, door trims and exterior metal doors. - Repair existing drywall on walls and ceilings as necessary. - Paint walls and ceiling with colors to be determined by the owner. - Renovate existing bathrooms. - No other Classroom Building Interior Renovation work is included in this proposal. PARKING LOT IMPROVEMENTS Remove and replace damaged concrete wheel stops, as necessary. - Mill %" of existing asphalt parking lot surface and resurface with 3/" lift of asphalt. - Restripe newly paved parking lot with latex paint. - Install new signage, as necessary. No other Parking Lot Improvements work is included in this proposal. ARCHITECTURAL & ENGINEERING PLANS - Coordinate the preparation of architectural plans for the Bathroom Addition, and all other Bathroom Remodeling. Coordinate the preparation of engineering plans for water and sewer utility work on NW 3' Avenue, parking lot improvements, and all structural mitigation work on the main church building. No other Architectural and Engineering Plan work are included in this proposal. CONCRETE RESTORATION - Identify and repair all existing structural cracks on church building interior and exterior. - No other Concrete Restoration work is included in this proposal. A. Exclusions: Environmental services (i.e. — mold, lead, asbestos abatement, or remediation). - Security or police services. - No other construction services not specified herein. THE HISTORIC ST. AGNES EPISCOPAL CHURCH shall pay HC&E Group, Inc. for the performance of -completed work, -as -authorized and outlined-byythis-agreement The base bid-i ne Million O Hundred and Eighty Thousand Dollars, ($1,180,000.00). Attachment: File # 15051 - Backup (15051 : 4/5ths Bid Waiver to The Historic Saint Agnes Episcopal Church of Miami, Inc.) Packet Pg. 104 3.3.c B. Notes: 1. HC&E Group, Inc. will furnish all the labor and material necessary to complete the alterations and improvements described in herein. 2. Match existing textures and colors as close as possible. 3. This proposal is based upon the observation of conditions. Conditions which could not be known by a reasonable inspection, such as termite damage, hidden water damage, hidden code violations, or other concealed conditions, may require extra labor or materials. Date: li(03Signature: Date: 8/03/2023 Signature: cc: File Attachment: File # 15051 - Backup (15051 : 4/5ths Bid Waiver to The Historic Saint Agnes Episcopal Church of Miami, Inc.) Packet Pg. 105 10/2/23, 11:12 AM Detail by Entity Name 3.3.c DIVISION OF CORPORATIONS Di rio i of Af,y,iy,sorg �'J, r►� PJ�r�=�� ron, r wm ojflritrl Slime of Florida %WWI, Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Florida Profit Corporation HC&E GROUP, INC. 'Filing Information Document Number P08000049076 FEI/EIN Number 45-0595730 Date Filed 05/15/2008 Effective Date 05/14/2008 State FL Status ACTIVE Principal Address 11946 NW 12TH STREET PEMBROKE PINES, FL 33026 Changed: 04/27/2011 Mailing Address 11946 NW 12TH STREET PEMBROKE PINES, FL 33026 Changed: 04/27/2011 Registered Agent Name & Address NETTO, GREGORY I 11946 NW 12TH STREET PEMBROKE PINES, FL 33026 Officer/Director Detail Name & Address Title President NETTO, GREGORY I 11946 NW 12TH STREET PEMBROKE PINES, FL 33026 Title Secretary, Treasurer Netto, Sharon Ziadie Attachment: File # 15051 - Backup (15051 : 4/5ths Bid Waiver to The Historic Saint Agnes Episcopal Church of Miami, Inc.) https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&SearchNameOR Packet Pg. 106 Ron DeSantis, Governor STATE OF FLORIDA DEPARTMENT OF BUSINESS AND PROFESSIONAL REGULATION Melanie S. Griffin, Secretary dba CONSTRUCTION INDUSTRY LICENSING BOARD THE GENERAL CONTRACTOR HEREIN IS CERTIFIED UNDER THE PROVISIONS OF CHAPTER 489, FLORIDA STATUTES L • i ', • • • • Jr a 4. aja 106 NETT , GREGORY IAN POLiom HC&E GROUP INC -� No 11946 NW 12TH STREET PEI BR KE PINES,i. FL 33026 T t - i f di ib a• It • • s. • • i i R 1 • • LICENSE NUMBER: C 1515 71 EXPIRATION DATEa AUGUST 31, 2024 Always verify licenses online at I yFloridalicen5e.corn Do not alter this document in any form, This is your license. it is unlawful for anyone other than the licensee to use this document. pr1 W c a) c 0 2 0 r-+ d a. a fC u, u- c 0 E 0 I Packet Pg. 107 3.3.c r2:18Tc'aT NI5G..il 76%■ ONLINE SERVICES LICENSEE SEARCH OPTIONS 2 78'29 PM 9/28/2023 Apply for a License Verify a Licensee View Food & Lodging Inspections File a Complaint Continuing Education Course Search View Application Status Find Exam Information Unlicensed Activity Search AB&T Delinquent Invoice & Activity List Search ` r2:21 T 0 =, T a Isee Lodging Inspections tint Jucation Course Search lion Status formation ctivity Search lent Invoice & Activity Data Contained In Search Results Is Current As Of 09/28/2023 02:17 PM. Search Results - 3 Records Please see our glossary of terms for an explanation of the license status shown in these search results. For additional information, Including any complaints or discipline, click on the name. License License Type Name Number/ Rank Professional Engineer Name Type NETTO, GREGORY I Primary Main Address': 11946 NW 12TH STREET PEMBROKE PINES, FL 33026 Mailing Address": 11946 NW 12TH STREET PEMBROKE PINES, FL 33D26 Engineering Intern NETTO, GREGORY I Primary Main Address': 11946 NW 12TH STREET PEMBROKE PINES, FL 33026 Certified General Contractor NETTO, GREGORY IAN Primary Main Address': 11946 NW 12TH STREET PEMBROKE PINES, FL 33026 60197 Prof Engineer 1100004544 Eng Intern CGC1515371 Cert General Status/Expires Current, Active 02/28/2025 Current Current, Active 08/31/2024 IIIIIIulllllll� i€ 5G.dl 75%■ Please see our glossary of terms for an explanation of the license status shown in these searc For additional information, including any complaints or discipline, click on the name. License Type Certified General Contractor Main Address*: 11 Certified General Contractor Main Address*: 11 * denotes Name HC&E GROUP INC Name Type DBA 946 NW 12TH STREET PEMBROKE PINES, FL 33026 NETTO, GREGORY IAN Primary 946 NW 12TH STREET PEMBROKE PINES, FL 33026 License Number/ Rank CGC1515371 Cert General CGC1515371 Cert General 0 0 Attachment: File # 15051 - Backup (15051 : 4/5ths Bid Waiver to The Historic Saint Agnes Episcopal Church of Miami, Inc.) Packet Pg. 108 3.4 SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Date: November 8, 2023 File: 15052 Members of the CRA Board From: James McQueen Executive Director Subject: 4/5ths Bid Waiver to Human Resources of Miami, Inc. Enclosures: File # 15052 - Bid Waiver Memo File # 15052 - Notice To The Public File # 15052 - Backup BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") by a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, ratifying, approving, and confirming the Executive Director's recommendation and finding that competitive negotiation methods and procedures are not practicable or advantageous pursuant to sections 18-85 and 18-86 of the code of the City of Miami, Florida, as amended, as adopted by the SEOPW CRA; waiving the requirements for competitive sealed bidding as not being practicable or advantageous to the SEOPW CRA; authorizing the allocation of grant funds in an amount not to exceed Five Hundred Forty Four Thousand Three Hundred Five Dollars and Eighty One Cents ($544,305.81) ("Funds"), ratifying additional funds expensed in August 2023 — September 2023 to support Human Resources of Miami, Inc., a Florida Profit Corporation ("HRM") from October 1, 2023 — September 30, 2024 ("Term"). HRM has requested Funds from the SEOPW CRA for the anti -littering services that will contribute to the development of economic growth, cultural enrichment, provide landscaping maintenance, job training and employment opportunities within the Redevelopment Area (the "Purpose"). JUSTIFICATION: Pursuant to Section 163.340(9) of the Florida Statutes "community redevelopment...means undertakings, activities, or projects...in a community redevelopment area for the elimination and prevention of the development or spread of slums and blight." Section 2, Goal 4 of the 2018 Southeast Overtown/Park West Community Redevelopment Agency Plan (the "Plan") lists the "creati[on of] jobs within the community..." as a stated redevelopment goal. Section 2, Goal 6 of the Plan, lists the "[i]mprove[ment of] the [q]uality of [1]ife for residents" as a stated redevelopment goal. Section 2, Principle 4 of the Plan provides "that employment opportunities be made available to existing residents . . ." as a stated redevelopment principle. Section 2, Principle 10, of the Plan also lists "[m]aintenance of public streets and spaces must occur" as a stated redevelopment principle. Packet Pg. 109 3.4 FUNDING: $544,305.81 allocated from SEOPW "Other Grants and Aids" Account No. 10050.920101.883000.0000.00000. FACT SHEET: Company name: Human Resources of Miami, Inc. Address: 915 N.W. Pt Avenue, Bay 3A, Miami, FL 33136 Number of participants: 14 Funding request: $544,305.81 Term: October 1, 2023 — September 30, 2024 Age range of participants: Ages 18 - 60 Scope of work or services (Summary): Provide enhanced street level maintenance services and on the job training opportunities for the residents within the Redevelopment Area. Page 2 of 7 Packet Pg. 110 3.4 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: November 16, 2023 CRA Section: Brief description of CRA Agenda Item: Ratifying additional funds expensed in August 2023-September 2023, to support Human Resources of Miami, Inc., and requesting additional funds for the anti -littering service in an amount not to exceed $544,305.81. Project Number YES, there Account Code: (if applicable): are sufficient funds in Line Item: 10050.920101.883000.0000.00000 Amount: $ 54 4 , 30 5.81 . NO (Complete the following source of funds information): Amount budgeted in the line item: $ Balance in the line item: $ Amount needed in the line item: $ Sufficient funds will be transferred from the following line items: ACTION ACCOUNT NUMBER TOTAL Project No./Index/Minot Object From $ To $ From $ To $ Comments: Page 3 of 7 Packet Pg. 111 3.4 Approved by: cQue Executive Director 11/8/2023 Approval: Miguel A Valentin, Finance Officer 11/8/2023 Page 4 of 7 Packet Pg. 112 3.4 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 15052 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND WRITTEN FINDING THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS PURSUANT TO SECTIONS 18-85(A) OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE SEOPW CRA ("CITY CODE"); WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE GRANTS AND AIDS ACCOUNT NO. 10050.920101.883000.0000.00000, IN AN AMOUNT NOT TO EXCEED FIVE HUNDRED FORTY FOUR THOUSAND THREE HUNDRED FIVE DOLLARS AND EIGHTY ONE CENTS ($544,305.81) ("FUNDS") TO HUMAN RESOURCES OF MIAMI, INC., A FLORIDA-FOR-PROFIT CORPORATION ("HRM"), TO ASSIST WITH HRM'S ANTI -LITTERING SERVICES PROGRAM ("PURPOSE"), FROM OCTOBER 1, 2023 — SEPTEMBER 30, 2024; FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL FOR THE ALLOCATION OF THE FUNDS FOR THE PURPOSE STATED HEREIN, SUBJECT TO THE AVAILABILITY OF FUNDING; PROVIDING FOR INCORPORATION OF RECITALS, AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Southeast Overtown/Park West Redevelopment Plan Update (the "Plan"); and WHEREAS, Goal 4of the Plan, lists the "creation of jobs within the community; by targeting commercial and cultural ventures..." as a stated redevelopment goal; and WHEREAS, Goal 6 of the Plan, also lists " the improvement of the quality of life for residents" as a stated redevelopment goal; and Page 5 of 7 Packet Pg. 113 3.4 WHEREAS, Principle 4of the Plan, provides "that employment opportunities be made available to existing residents..." as a stated redevelopment principle; and WHEREAS, Principle 10 of the Plan, also lists "maintenance of public streets and spaces must occur" as a stated redevelopment principle; and WHEREAS, since 2011 Human Resources of Miami, Inc., a Florida -for -profit corporation ("HRM"), continues to provide on the -job training and employment opportunities to residents from the redevelopment area who provide landscaping maintenance, through its second -chance job creation program ("Program") designed to give Overtown residents an opportunity to work in Overtown (the "Purpose"). WHEREAS, HRM, is requesting Five Hundred Forty -Four Thousand Three Hundred Five Dollars and Eighty -One Cents ($544,305.81) ("Funds") to support the Program from October 1, 2023 — September 30, 2024 ("Term"). WHEREAS, the Board of Commissioners finds that authorizing this Resolution would further the SEOPW CRA redevelopment goals and objectives; and WHEREAS, based on the recommendation and findings of the Executive Director, it is in the SEOPW CRA's best interest for the Board of Commissioners to authorize, by an affirmative four -fifths (4/5ths) vote, a waiver of competitive sealed bidding procedures pursuant to Section 18-85 of the Code of the City of Miami, Florida, as amended ("City Code"), as adopted by the SEOPW CRA, and to authorize the Executive Director to negotiate and executive any and all agreements necessary, all in forms acceptable to the General Counsel, with HRM for the provision of grant Funds, as stated herein subject to budgetary approval and the availability of funds; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Section 2. By a four -fifths (4/Sth) affirmative vote, after an advertised public hearing, the Executive Director's recommendation and written findings that competitive negotiation methods and procedures are not practicable or advantageous to the SEOPW CRA, pursuant to Section 18-85 of the City Code, as adopted by the SEOPW CRA, and waiving the requirements for said procedures is ratified, approved, and confirmed. Section 3. The Executive Director is hereby authorized' to disperse the Funds, at his discretion, on a reimbursement basis or directly to vendors, upon presentation of invoices and satisfactory documentation from the Grants and Aids Account No. 10050.920101.883000.0000.00000 to HRM for the Purpose and Term stated herein. Section 4. The Executive Director is authorized' to negotiate and execute an agreement, including any and all necessary documents, and all -in forms acceptable to the General Counsel, for said Purpose. The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to those prescribed by applicable State law, City Charter and Code provisions, as adopted by the SEOPW CRA. Page 6 of 7 Packet Pg. 114 34 Section 5. Sections of this Resolution may be renumbered or re -lettered and corrections of typographical errors which do not affect the intent may be authorized by the Executive Director, or the Executive Director's designee, without need of public hearing, by filing a corrected copy of same with the City Clerk. Section 6. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: , Staff Counsel 11/8/2023 Page 7 of 7 Packet Pg. 115 3.4.a SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 4/5ths RECOMMENDATION INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Members of the SEOPW CRA Board Date: November 16, 2023 File: Subject: Request to waive competitive sealed bidding methods pursuant to City Code 18-85(a) for Human Resources of Miami, Inc. From: James McQueen References: Executive Director Enclosures: BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), by a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, ratifying, approving and confirming the Executive Director's recommendation and finding that competitive negotiation methods and procedures are not practicable or advantageous pursuant to sections 18-85 and 18-86 of the code of the City of Miami, Florida, as amended, as adopted by the SEOPW CRA; waiving the requirements for competitive sealed bidding as not being practicable or advantageous to the SEOPW CRA; authorizing the allocation of grant funds in an amount not to exceed Five Hundred Forty Four Thousand Three Hundred Five Dollars and Eighty One Cents ($544,305.81) ("Funds"), to support Human Resources of Miami, Inc., a Florida Profit Corporation ("HRM") from October 1, 2023 — September 30, 2024 ("Term"). HRM has requested Funds from the SEOPW CRA for the anti -littering services that will contribute to the resident's development of economic growth, cultural enrichment, provide landscaping maintenance, and employment opportunities within the Redevelopment Area (the "Purpose"). RECOMMENDATION: In light ofthe above stated, approval ofa waiver ofthe formal requirements ofcompetitive sealed bidding methods as not being practicable or advantageous to the Southeast Overtown/Park West Community Redevelopment Agency as set forth in the City Code of Ordinances, as amended, specifically Section 18-85 (A), and the affirmation of these written findings and the forwarding the same to the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency by a four fifths vote is respectfully requested. APPROVED JamiMcQueen, Executive Director Attachment: File # 15052 - Bid Waiver Memo (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 116 Southeast Overtown/Park West Community Redevelopment Agency 3.4.b NOTICE OF PUBLIC HEARING The Board of Commissioners ("Board") of the Southeast Overtown/ Park West Community Redevelopment Agency ("SEOPW CRA") will hold a Public Hearing on Thursday, November 16, 2023, at 10:00 a.m. or anytime thereafter in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, FL 33133. The Board will consider the allocation of funding to Human Resources of Miami, Inc., to contribute to the development of economic growth, and cultural enrichment within the Redevelopment Area. In accordance with the SEOPW CRA 2018 Redevelopment Plan Update ("Plan") and Florida Statutes 163, the Board will consider the allocation of funding, in an amount not to exceed Five Hundred Forty -Four Thousand Three Hundred Five Dollars and Eighty -One Cents ($544,305.81) ("Funds") for anti -littering services. Inquiries regarding this notice may be addressed to James McQueen, Executive Director, SEOPW CRA, at (305) 679-6800. This action is being considered pursuant to Sections 18-85 (a) of the Code of the City of Miami, Florida as amended ("Code"). The recommendation and findings to be considered in this matter are set forth in the proposed resolution and in Code Sections 18-85 (a), which are deemed to be incorporated by reference herein, and are available as with the scheduled SEOPW CRA Board meeting on Thursday, November 16, 2023, at 10:00 a.m. or anytime thereafter in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, FL 33133. All comments and questions with respect to the meeting and remote public participation should be addressed to James McQueen, Executive Director, at 819 N.W. 2nd Avenue, 3rd Floor, Miami Florida 33136 (305) 679-6800. Should any person desire to appeal any decision of the Board with respect to any matter considered at this meeting, that person shall ensure that a verbatim record of the proceedings is made, including all testimony and evidence upon which any appeal may be based (F.S. 286.0105). In accordance with the Americans with Disabilities Act of 1990, persons needing special accommodations to participate in this proceeding may contact the Office of the City Clerk at (305) 250-5361 (Voice), not later than two (2) business days prior to the proceeding. TTY users may call 711 (Florida Relay Service), not later than two (2) business days prior to the proceeding. Todd B. Hannon Clerk of the Board Ad No. 41124 Attachment: File # 15052 - Notice To The Public (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 117 Human Resources of Miami, Inc. July 26, 2023 Mark Stallworth, Program Compliance Southeast Overtown/Park West Community Redevelopment Agency 819 N.W. 2nd Avenue, 3rd Floor. Miami, Florida 33136 Human Resources of Miami,. Inc. The Blue Shirts 915 N.W. 1" Avenue Bay 3A Miami, Florida 33136 Dear Mr. Stallworth, Human Resources of Miami, Inc. is writing this Ietter to request an additional funding of the said contract in the amount of $66,537.60. The request additional funding period of sixty (60 days to include the months of August and September 2023, consistent with our verbal understanding and for. If any further information or documents are required, please contact myself or Ms. Omoaka by email or by calling 305-433-8216 (office), 786-291-3939 (my mobile), or 305-834-2368 (Shaneetha's mobile). 0y4rpcvc414 64T--- Marcia n Lrty Executive Director Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 118 3.4.c Human Resources of Miami Inc. (Blue Shirts) Budget Line Item Description Approved Budget Modification Request p: PROPOSED NEW BUDGET Modification Request #2 Additional Funding for August and September PROPOSED NEW BUDGET 07/26/2023 Crew Manager $ 20,800.00 $ 17,600.00 $ 38,400.00 $ 5,600.00 $ 44,000.00 ASSISTANT Crew Manager $ 17,600.00 $ (17,600.00) $ - $ - Crew Supervisor 48,000.00 $ 48,000.00 7,680.00 $ 55,680.00 Trainees 252,450.00 $ 252,450.00 39,600.00 $ 292,050.00 Fringe Benefits & Administration 40,662.00 $ 40,662.00 6,345.60 $ 47,007.60 Worker's Compensation 15,538.00 $ 15,538.00 1,600.00 $ 17,138.00 Trainee Support / Development 4,500.00 $ 4,500.00 $ 4,500.00 Uniforms 3,750.00 $ 3,750.00 $ 3,750.00 Storage 4,400.00 $ 4,400.00 $ 4,400.00 Supplies 10,000.00 $ 10,000.00 $ 10,000.00 Equipment & Truck 4,000.00 $ 4 000.00 $ 4,000.00 Gas & Parking 9,500.00 $ 9,500.00 $ 9,500.00 Repair & Maintenance 3,500.00 $ 3,500.00 $ 3,500.00 Insurance 19,400,00 $ 19,400.00 3,312.00 $ 22,712.00 Administration 19,100.00 $ 19,100.00 2,400.00 $ 21,500.00 Management 15,600.00 $ 15,600.00 $ 15,600.00 Office Rental 7,200.00 $ 7,200.00 $ 7,200.00 Office Supplies 2,000.00 $ 2,000.00 $ 2,000.00 Auditing 2,000.00 $ 2,000.00 $ 2,000.00 TOTAL $ 500,000.00 $ - $ 500,000.00 $ 66,537.60 $ 566,537.60 rv't`'41)itT Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 119 3.4.c Human Resources of Miami Inc. (Blue Shirts) Budget Line Item Description Approved Budget Modification Request iti REVISED BUDGET 03/14/2023 Remaining `alance as of: (7/19/2023) Budget Transfer - correct year end negative balance and final reimb Revised Remaining Balance 07/19/2023 Crew Manager $ 20,800.00 $ 17,600.00 $ 38,400.00 $ 4,600.00 $ (3,200.00) $ 1,400.00 ASSISTANT Crew Manager $ 17,600.00 $ (17,600.00) $ - $ - $ - Crew Supervisor 48,000.00 $ 48,000.00 4,520.00 (2,520.00) $ 2,000.00 Trainees 252,450.00 $ 252,450.00 (2,347.50) 12,247.50 $ 9,900.00 Fringe Benefits & Administration 40,662.00 $ 40,662.00 (122.83) 1,661.19 $ 1,538.36 Worker's Compensation 15,538.00 $ 15,538.00 (1,033.85) 1,433.85 $ 400.00 Trainee Support / Development 4,500.00 $ 4,500.00 4,422.99 (3,696.67) $ 726.32 Uniforms 3,750.00 $ 3,750.00 1,959.00 (1,059.00) $ 900.00 Storage 4,400.00 $ 4,400.00 1,057.99 (308.24) $ 749.75 Supplies 10,000.00 $ 10,000.00 2,276.23 (600.00) $ 1,676.23 Equipment & Truck 4,000.00 $ 4,000.00 1,360.35 (1,360.35) $ - Gas & Parking 9,500.00 $ 9,500.00 4,273.88 (3,300.00) $ 973.88 Repair& Maintenance 3,500.00 $ 3,500.00 1,047.40 (536.90) $ 510.50 Insurance 19,400.00 $ 19,400.00 997.25 200.00 $ 1,197.25 Administration 1.9,100.00 $ 19,100.00 39.38 788.62 $ 828.00 Management 15,600.00 $ 15,600.00 796.67 600.00 $ 1,396.67 Office Rental 7,200.00 $ 7,200.00 1,800.00 $ 1,800.00 Office Supplies 2,000.00 $ 2,000.00 753.93 $ 753.93 Auditing 2,000.00 $ 2,000.00 2,000.00 (350.00) $ 1,650.00 TOTAL $ 500,000.00 $ $ 500,000.00 $ 28,400.89 $ (0.00) $ 28,400,89 Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 120 3.4.c Modification Request #2 Additional Funding tor Aug *. and September 2023 PROPOSED NEW BUDGET 07/26/2023 $ 5,600.00 $ 44,000.00 $ 7,680.00 $ 55,680.00 39,600.00 S 292,050.00 6,345.60 $ 47,007.60 1,600.00 $ 17,138.00 $ 4,500.00 $ 3,750.00 $ 4,400.00 $ 10,000.00 $ 4,000.00 $ 9,500.00 $ 3,500.00 3,312.00 $ 22,712.00 2,400.00 $ 21,500.00 $ 15,600.00 $ 7.200.00 $ 2,000.00 $ 2,000.00 $ 66,537.60 $ 566,537.60 Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 121 Human Resources of Miami, Inc. July 6, 2023 Mark Stallworth, Program Compliance Southeast Overtown/Park West Community Redevelopment Agency 819 N.W. 2nd Avenue, 3rd Floor. Miami, Florida 33136 Sincerely, difteitht) Gay Marcia Carty Executive Director Human Resources of Miami, Inc. The Blue Shirts 915 N.W. lst Avenue Bay 3A Miami, Florida 33136 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 122 Human Resources of Miami, Inc. Indicate the type of Grant Applying for (Work Training/Economic Development/Youth Programming/ Art &Culture): Work Training 1. Name of Business/Organization requesting funding: Human Resources of Miami, Inc 2. Address of Business/Organization requesting funding: 915 Northwest First Avenue Bay 3A, Miami, Florida 33136 3. Total Funding Amount Requested: $500,000.00_ 4. Name of Applicant/Authorized Representative: Marcia Carty and Shaneetha Omoaka 5. Phone: (305)433-8216 Fax: (305)377-1242 Email: cartymarcia@yahoo.com & somoaka@gmail.com 6. How many jobs will be created with grant funding for residents within the Redevelopment Area? One Crew Manager and Thirteen Crew Members 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 123 Human Resources of Miami, Inc. 7. ow man e ployment opportunities will be provided to residents within the Redevelopment Area? Thirteen employment opportunities 8. How many training courses will be provided to residents within the Redevelopment Area? Twenty- Six training courses 9. Identify the name(s) of the training certifications that will be provided to residents within the Redevelopment Area once completion of course? Anti -litter, Landscaping, OSHA 10, Weed eater, Pressure Washer, Blower and CPR 10. How many Job Fairs will be conducted for program participants monthly? Our participants will attend at least six Job Fairs 11. How will the program affect residents after completion? Human Resources of Miami, Inc. provide anti -littering services, combined with self - empowerment and job placement/vocational training. We will accomplish this objective by hiring residents from the Overtown community. First, we encourage self-esteem by having the residents clean and maintain their own community. This causes a ripple effect throughout the community, not to mention, the increased level of pride, confidence, and ability which is contributed to each individual family's household. Secondly, we offer job training opportunities that will enhance their skill set and increase their value in today's competitive job market. We will increase internships and field trips to other communities so that the participants can desire more for their lives. 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 124 Human Resources of Miami, Inc. Applicant/ Authorized Representative Name: Marcia Carty and Shaneetha Applicant Signature: Wietticti G Print Name: Marcia Carty Date: July 6, 2023 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 125 Human Resources of Miami, Inc. Statement of Work (SOW) Document Introduction: The senior management team of Human Resources of Miami, Inc. was born and grew up in Overtown when it was a thriving, exciting, fiscally vibrant environment. Even though considered a ghetto, the entrepreneurial spirit and respect for one another was the core of the daily interactions in the community. We believe this can be the present living standards for today's Overtown residents. The CRA Beatification Program is the mechanism by which Human Resources of Miami, Inc. can improve the people, environment, and the economy. Our Purpose: Our goals are to help those who have been incarcerated, low income, single parent, homeless, formerly on drugs or who have never been employed. Human Resources of Miami's purpose is to contribute to the community and residents, enhancing first, the environment, secondly, the employee (self-respect and self-worth), which in turn increases their self-sufficiency and assist the economic impact to the Overtown community. For example, the employee/trainees spend cash in the community with their families at the grocery stores, housing expenses, and general shopping. In conclusion, HRM intends to function as a change agent by employing at least 13 individuals from Overtown community who in turn will help at least 42 other persons, a benefit to 55 persons/family members. 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 126 Human Resources of Miami, Inc. Scope of Work: SCOPE OF PROJECT 1. Oversee the marketing and recruitment of participants to serve as trainees in the Program. There will be eleven (1 crew manager and 13 crew members) positions. We will have three on -call crew members to assist with time requested off, no shows, and unexpected absences. Each training period will last for twelve (12) months, for combined classroom and paid work experience training. During the term of the contract, twenty-six (26) life -skills and direct -skills training sessions will be conducted by the Crew Manager. 2. Conduct pre -registration and registration services consisting of drug testing, professional development guidance, and evaluation sessions for all program participants ("Trainees'). 3. Provide counseling services for the trainees — career, life-style, spiritual, and general. 4. Prepare and administer a certified on-the-job training curriculum, consisting of classroom training hours and paid work experience. Curriculum will include training in custodial services, landscaping, property maintenance and development of employability skills. S. Provide job referral and job placement services for Trainees and for those program participants that have graduated from the training program ("Graduates "). 6. Coordinate referral services for continued training in the field of landscaping. 7. Conduct, evaluate and provide statistical reports on post -graduation evaluation sessions. 8. Coordinate and manage professional development training and job referrals for Trainees and for those program participants that have graduated from the training program ("Graduates'). 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 127 Human Resources of Miami, Inc. 9. Manage operations and maintenance of equipment and tools funded under the Program. 10. Document ongoing training process with photos and requisite paperwork 11. Document clean-up of the designated areas within the Redevelopment Area. 12 Document attendance and participation of all Trainees. Enhanced Street Level Maintenance Services - As the grantee, HRM has incorporated Alin our Program the enhanced street level maintenance services which shall include the following activities: - Litter clean-up - Trash pick-up - Graffiti removal - Landscape installation - Landscape maintenance - Pressure Washing Services (* * * in specified target areas only) - Street sweeping and clean-up - General paint maintenance including traffic control enclosures, poles and street lights. Identify Work Location: Current Target Area Human Resources of Miami, Inc. 's Paid Work Experience services within the training program is to improve and enhance the streets and public right ofways generally bounded by NW 8'h Street toNW 14th Street, and from NW 7th Avenue toNW IstAvenue (Clean Up TargetZone) and the CRA owned real estate parcels as listed below: 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 128 Human Resources of Miami, Inc. Item Address Folio Number Description 1 247 NW12 Street 01-3136-037-0430 (Parking LctP2) 2 231 NW 12 Street 01-3136,.037-0440 (Parking Lot P2) 3 229NW 12 Street 01-3136-037-0450 (Parking Lot P3) 4 345 NW 10 Street 01-0101-040-1160 (Parking LotP3) 5 250 NW 10 Street 01-0102-060-1030 (Parking LotP4) 6 262 NW 10 Street 01-0102-060-1040 (Parking LotP4) 7 249 NW 9 Suet 01-0102-060-1250 (Ward Rooming Gallery) 8 920 NW 2 Ao 01-0102-060-1160 (Pool Hall) 9 909 NW 2 Court 01-0102-060-1220 10 1025NW 2 Avenue 01-0101-060-1100 (2"d Avenue Mini -Park) 11 1016NW 3 Avenue 01-0101-040-1210 (3rd Avenue Mini -Park) 12 NW 9 Street between NW 3 Avenue andNW 1st Avenue (9th Street Pedestrian Mall) 13 12.NW 3 Avenue from NW 8 Street to NW 14 Street (3rd Avenue Business Corridor) 14 NW 7 Street from NW 1CourttoNW 2 Avenue In addition, Grantee shall provide specialized services for the target areas specified below: Pressure Washing Services 1. 9th Street Pedestrian Mall 2 3rd Avenue Business Corridor Enhancements or Changes to Scope of the Project for the FYE 2022-2023 In addition to current route, our team has included cleanup efforts along 14 -20th street (from 3 Ave to 1st Place), specifically: 14 -20th street (from 3 Ave to 1st Place) • 14th Street (from 3 Ave to 1st Place). • 15th Street (from 3 Ave to 1st Place). • 16th Street (from 3 Ave to 1st Place). • 17th Street (from 3 Ave to 1st Place). • 18th Street (from 3 Ave to 1st Place). • 19th Street (from 3 Ave to 1st Place). • 20th Street (froni 3 Ave to 1stPlace). 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 129 Human Resources of Miami, Inc. Develop the Tasks: 1. Crew Manager should include more community outreach, counseling, job fairs, externships, internships, and job placement for 50% of the time employed and managing the crew the balance of the time, serving as the liaison between the Contract Manager and CRA. 2. The Crew Leader/Field Supervisor is trained with the skills, ability and authority to manage the crew; this includes the Crew Supervisor/Truck Driver. 3. The Crew/Trainees are provided hands on exposure to landscaping, environmental, and construction skills for the entire team, by providing externships with Human Resources of Miami's Landscaping Division and other entities, in the Overtown community, organized and supervised by the Crew Manager. 4. Support services to the team, include one (1) hour weekly training, such as budgeting, credit counseling, drug -testing, life -skills counseling, and parenting skills, so that all trainees can transition from this part-time job to a more permanent, full-time employment within other parts of the community. The crew will also have one (1) hour per month scheduled for community services, to assist with developing within them a desire to help the community and themselves, as we are training them to be leaders, supervised by the Crew Manager. 5. Applicants not hired will be maintained as a separate pool of individuals, whom we will counsel and perform assessments of their career options and their unmet needs socially, such as housing, medical, drug and alcohol dependency, educational deficiencies, to name a few. These persons will be referred to the appropriate community services for assistance. They will also serve as the "on call" data base for daily placement during the duration of the contract, if the originally hired individuals leave, quit, or are terminated. 6. After completion of the program, all crew members should transition to external positions, preferably, full-time, and/or educational and vocational options, so that a new crew can become a part of the CRA Overtown Beautification team. Our goal is to train/hire, at a minimum, annually, fourteen (14) persons for the daily project needs. 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 130 Human Resources of Miami, Inc. Identify the Milestones: Based on grant start and finish date identify all the major milestones in between. • Picked up more than 18,000 bags of litter • Trained at least 18 individuals through our anti -litter and beautification program • Placed 14 individuals into employment • Have our trainees attend 6job fairs • Each trainee should be scheduled for interviewing sessions at least 3 times • Each trainee will be enrolled in Career Source and receive their training and assistance • Each trainees will twelve (12) individual counseling sessions — career, general & spiritual • Drug tested will be completed for 13 trainees • There will be 26 soft skill training classes facilitated • Completed anti -litter course and receive certificate • Completed landscaping course and receive certificate • Completed OSHA 10 — hour training and receive certificate • Complied with all budgetary and contractual constraint • Maintained the expanded geographical area to include the swamp area • Developed and maintain relationships with: o Jackson Soul Food (pressure cleaning and job placement for our trainees) o The Plaza (pressure cleaning and anti -litter services) o Suited for Success (resume and job interviewing skills and attire) o Lotus House (helping our female trainees with housing) o Career Source of South Florida Workforce (job placement) o Transitions, Inc. (job placement) o Gibson Park (get ice daily and occasional meetings) o City of Miami Overtown Net Office (community outreach, feeding homeless) o Camillus House (shelter for our workers when homeless) o House of Wings (Overtown Arts and Festivals & Soul Basel) o Community Work Training Program (job referrals and drug testing services) o Black Archives (using our trainees for security, cleaning, & pressure cleaning) o City of Miami Sanitation Department (dump our trash) o Folk Life (assembling tents, chairs and tables) o Business Resources Center (use conference rooms and job referrals) o Williams Park (access to their facility for our job fairs and use of their computers) o Regions Bank financial literacy skills updating and cashing the trainees' checks) o Overtown Performance Arts (assembling chairs and tables; pressure cleaning) 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 131 Human Resources of Miami, Inc. Identify the Deliverables Landscaping The crew members will get exposure to Landscaping terminology, methods, and strategies. OSHA Within the next three months trainees will have the opportunity to gain their training certificate in basic safety and health information to entry-level workers in construction and general industry. It is part of the OSHA Outreach Training Program. CPR All Trainees will Earn their CPR & First -Aid Certification OSHA This certification courses incorporate the latest scientific guidelines and are aligned with the Occupational Safety and Health Administration's (OSHA) Best Practices. Finance Literacy This class allows the trainee to manage their finances, by learning about the following: ➢ Bank Accounts, Spending Habits, Saving for the future, and Budgeting. Social Services Support Understanding the needs of each crew members, analyzing where they are and preparing them for the future. Our program refers the participant to the assistance for what they need, such as housing, food stamps, counseling, parent training, etc. Job Placement/Vocational Training The endgame is to place the participant in a job which without Human Resources of Miami, Inc.'s intervention, they would never achieve. By attending job fairs, being enrolled in various employment and day labor agencies, and Transition, the participants should be able to be placed in a job within nine months to a year of being a part of the program. 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 132 Human Resources of Miami, Inc. The primary highlights for the year of 2022-2023 (our tenth year) were: • Picked up 28,476 bags of litter • Trained 18 individuals through our anti -litter and beautification program (COVID-19 impacted this statistic) • Placed 14 individuals into employment (five more pending placement) • Our trainees attended 5 job fairs (COVID-19 reduction) • The trainees were interviewed fifty-four (54) times • The trainees received fifteen (30) individual counseling sessions — career, general & spiritual for a total of 142 sessions • Drug testing completed for 19 trainees • Conducted 26 soft skill training classes • Completed anti -litter course and received certification • Completed landscaping course and received certification • Complied with all budgetary and contractual constraints • Maintained the expanded geographical area to include the swamp area • Developed, expanded, and maintained relationships with: o Jackson Soul Food (job placement for our trainees) o The Plaza (pressure cleaning and anti -litter services) o Suited for Success (resume and job interviewing skills and attire) o Lotus House (helping our female trainees with housing) o Transitions, Inc. (job placement, training, computers and meeting) o Gibson Park (get ice daily and occasional meetings) o Overtown Business Recourse Center (community outreach and training, use conference rooms and job referrals) o Camillus House (shelter for our workers when homeless) o House of Wings (Overtown Arts) o Community Work Training Program (job referrals, job placement) o Black Archives (using our trainees for security and cleaning) o City of Miami Sanitation Department (dump our trash) o Folk Life (Lawn services and cleaning) o Regions Bank financial literacy skills updating and cashing the trainees' checks) o Overtown Performance Arts (meetings) 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 133 Human Resources of Miami, Inc. The primary highlights for the year of 2020-2021 (our ninth year) were: • Picked up 20,099 bags of litter • Trained 18 individuals through our anti -litter and beautification program (COVID-19 impacted this statistic) • Placed 14 individuals into employment (eight more pending placement) • Our trainees attended 8 job fairs (COVID-19 reduction) • The trainees were interviewed thirty-seven (37) times • The trainees received fifteen (10) individual counseling sessions — career, general & spiritual for a total of 154 sessions • Drug testing completed for 11 trainees • Conducted 26 soft skill training classes • Completed anti -litter course and received certification • Completed landscaping course and received certification • Complied with all budgetary and contractual constraints • Maintained the expanded geographical area to include the swamp area • Developed, expanded, and maintained relationships with: o Jackson Soul Food (pressure cleaning and job placement for our trainees) o The Plaza (pressure cleaning and anti -litter services) o Suited for Success (resume and job interviewing skills and attire) o Lotus House (helping our female trainees with housing) o Career Source of South Florida Workforce (job placement) o Transitions, Inc. (job placement) o Gibson Park (get ice daily and occasional meetings) o City of Miami Overtown Net Office (community outreach, feeding homeless) o Camillus House (shelter for our workers when homeless) o House of Wings (Overtown Arts and Festivals & Soul Basel) o Community Work Training Program (job referrals and drug testing services) o Black Archives (using our trainees for security, cleaning, & pressure cleaning) o City of Miami Sanitation Department (dump our trash) o Folk Life (assembling tents, chairs and tables) o Business Resources Center (use conference rooms and job referrals) o Williams Park (access to their facility for our job fairs and use of their computers) o Regions Bank financial literacy skills updating and cashing the trainees' checks) o Overtown Performance Arts (assembling chairs and tables; pressure cleaning) 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 134 Human Resources of Miami, Inc. The primary highlights for the year of 2019-2020 (our eighth year) were: • Picked up 19,343 bags of litter • Trained 35 individuals through our anti -litter and beautification program • Placed 30 individuals into employment • Our trainees attended 30 job fairs • The trainees were interviewed as a group four (4) time • The trainees received fifteen (15) individual counseling sessions — career, general & spiritual • Placing into employment, college and vocational training, hospitality training 15 trainees • Conducted 26 soft skill training classes • Completed anti -litter course and received certification • Completed landscaping course and received certification • Complied with all budgetary and contractual constraints • Maintained the expanded geographical area to include the swamp area • Developed, expanded, and maintained relationships with: o Jackson Soul Food (pressure cleaning and job placement for our trainees) o The Plaza (pressure cleaning and anti -litter services) o Suited for Success (resume and job interviewing skills and attire) o Lotus House (helping our female trainees with housing) o Career Source of South Florida Workforce (job placement) o Transitions, Inc. (job placement) o Gibson Park (get ice daily and occasional meetings) o City of Miami Overtown Net Office (community outreach, feeding homeless) o Camillus House (shelter for our workers when homeless) o House of Wings (Overtown Arts and Festivals & Soul Basel) o Community Work Training Program (job referrals and drug testing services) o Black Archives (using our trainees for security, cleaning, & pressure cleaning) o City of Miami Sanitation Department (dump our trash) o Folk Life (assembling tents, chairs and tables) o New Horizon's Mental Health Clinic (mental health counseling) o Business Resources Center (use conference rooms and job referrals) o Williams Park (access to their facility for our job fairs and use of their computers) o Regions Bank (financial literacy and cashing our trainees' checks) o Overtown Performance Arts (assembling chairs and tables; pressure cleaning) 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 135 Human Resources of Miami, Inc. The primary highlights for the year of 2018-2019 (our seventh year) were: • Picked up 5,348 bags of litter • Trained 27 individuals through our anti -litter and beautification program • Placed 21 individuals into employment • Our trainees attended 32 job fairs • The trainees were interviewed as a group three (3) time • The trainees received nine (9) individual counseling sessions — career, general & spiritual • Placing into employment, college and vocational training, hospitality training 13 trainees • Conducted 26 soft skill training classes • Completed anti -litter course and received certification • Completed landscaping course and received certification • Complied with all budgetary and contractual constraints • Maintained the expanded geographical area to include the swamp area • Developed, expanded, and maintained relationships with: o Jackson Soul Food (pressure cleaning and job placement for our trainees) o The Plaza (pressure cleaning and anti -litter services) o Suited for Success (resume and job interviewing skills and attire) o Lotus House (helping our female trainees with housing) o Career Source of South Florida Workforce (job placement) o Transitions, Inc. (job placement) o Gibson Park (get ice daily and occasional meetings) o City of Miami Overtown Net Office (community outreach, feeding homeless) o Camillus House (shelter for our workers when homeless) o House of Wings (Overtown Arts and Festivals & Soul Basel) o Community Work Training Program (job referrals and drug testing services) o Black Archives (using our trainees for security, cleaning, & pressure cleaning) o City of Miami Sanitation Department (dump our trash) o Folk Life (assembling tents, chairs and tables) o New Horizon's Mental Health Clinic (mental health counseling) o Business Resources Center (use conference rooms and job referrals) o Williams Park (access to their facility for our job fairs and use of their computers) o Regions Bank (financial literacy and cashing our trainees' checks) o Overtown Performance Arts (assembling chairs and tables; pressure cleaning) 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 136 Human Resources of Miami, Inc. The primary highlights for the year of 2017-2018 (our sixth year) were: • Trained 31 individuals through our anti -litter and beautification program • Our trainees attended 6 job fairs • Placing into employment, college and vocational training, hospitality training 13 trainees • Conducted 26 soft skill training classes • Completed anti -litter and construction clean up courses and received certificates • Completed landscaping course • Complied with all budgetary and contractual constraints • Maintained the expanded geographical area to include the swamp area • Developed, expanded, and maintained relationships with: o Career Source of South Florida Workforce o Transitions, Inc. o University of Miami Environmental Services Division o City of Miami Overtown Net Office o Camillus House o Williams Park (City of Miami) o Culmer Center o City of Miami Sanitation Department o New Horizon's Mental Health Clinic The primary highlights for the year of 2016-2017 (our fifth year) were: • Trained 31 individuals through our anti -litter and beautification program • Our trainees attended 6 job fairs • Placing into employment, college and vocational training, hospitality training 13 trainees • Conducted 26 soft skill training classes • Completed anti -litter and construction clean up courses and received certificates • Completed landscaping course • Complied with all budgetary and contractual constraints • Maintained the expanded geographical area to include the swamp area • Developed, expanded, and maintained relationships with: o Career Source of South Florida Workforce o Transitions, Inc. o University of Miami Environmental Services Division o City of Miami Overtown Net Office o Camillus House o Williams Park (City of Miami) o Culmer Center o City of Miami Sanitation Department o New Horizon's Mental Health Clinic 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 137 Human Resources of Miami, Inc. The primary highlights for the year of 2015-2016 (our fourth year) were: • Trained 30 individuals through our anti -litter and beautification program • Our trainees attended 8 job fairs • Placing into employment, college and vocational training, hospitality training 21 trainees • Conducted 26 soft skill training classes • Complied with all budgetary and contractual constraints • Maintained the expanded geographical area to include the swamp area • Developed, expanded, and maintained relationships with: o Career Source of South Florida Workforce o Transitions, Inc. o University of Miami Environmental Services Division o City ofMiami Overtown Net Office o Camillus House o Williams Park (City of Miami) o Culmer Center o City ofMiami Sanitation Department o New Horizon's Mental Health Clinic Some of our highlights from 2013-2014(expanded to March, 3015 - our third year) were: • Trained 42 individuals through our anti -litter and beautification program • Placed into employment, college and vocational training, hospitality training 36 trainees • Conducted 26 soft skill training classes • Complied with all budgetary and contractual constraints • Expanded geographical area to include the swamp area • Developed, expanded, and maintained relationships with: o South Florida Workforce o Transitions, Inc. o University of Miami Environmental Services Division o Roots in the City o City of Miami Overtown Net Office o Camillus House 3.4.c Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 138 Human Resources of Miami, Inc. Grants Applied to for Additional Funding and Status: Project P.E.A. C.E. — Did not receive Grants .for Community -Based Organizations — Did not receive Mom and Pop Small Business Grant — Did not receive Grants Administration — Pending Second Chance Act Grant Program — Pending Provide Monthly Calendar/Schedule: Week 1 Week 2 Week 3 Week 4 3.4.c Landscaping & anti Soft skill Anti Littering Landscaping training Social Service Littering Training Landscaping & anti Anti Littering Landscaping training Social Service Littering Anti Littering Landscaping & anti Soft skill Anti Littering Landscaping training Social Service Littering Training Landscaping & anti Anti Littering Landscaping training Social Service Littering Anti Littering Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 139 3.4.c Human Resources of Miami, Inc. III: Provide Proposal and Detailed Budget CRA OVERTOWN BEAUTIFCATION TEAM Fiscal Year Oct 2023 to Sept 2024 Description Amount Percentage Personnel Cost for Trainees Crew Manager $ 20,800.00 Asst Crew Manager $ 17,600.00 Crew Supervisor $ 48,000.00 Employees/Trainees $ 252,450.00 50% Fringe Benefits/Payroll Taxes $ 40,662.00 Fringe Beneifts/Workers Compensation $ 15,538.00 Total Trainee Labor Costs $ 395,050.00 79% Trainee Development Costs Trainee Support $ 4,500.00 Uniforms $ 3,750.00 Total Trainee Development Costs $ 8,250.00 2% Total Personnel Costs Ope rational Expenses $ 403,300.00 81% Equipment Storage $ 4,400.00 Supplies $ 10,000.00 Equipment & Small Truck $ 4,000.00 Repair & Maintenance $ 3,500.00 Gas & Parking $ 9,500.00 Insurance $ 19,400.00 Total Operational Costs $ 50,800.00 10% Program Administration Administration $ 19,100.00 Management $ 15,600.00 Office Rental $ 7,200.00 Office supplies $ 2,000.00 Auditing $ 2,000.00 Total Administrative Cost $ 45,900.00 9% TOTAL PROGRAM COST $ 500,000.00 100% Attachment: File # 15052 - Backup (15052 : 4/5ths Bid Waiver to Human Resources of Miami, Inc.) Packet Pg. 140 3.5 SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Date: November 8, 2023 File: 15053 Members of the CRA Board From: James McQueen Executive Director Subject: Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Flor Enclosures: File # 15053 - Exhibit A File # 15053 - Exhibit B File # 15053 - Exhibit C BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") with attachment(s), retroactively approving and ratifying the Executive Director to enter into a Purchase and Sale Agreement ("Agreement") (Exhibit "A"), and further authorizing the General Counsel to engage Weiss Serota, et al, as outside Counsel for the representation of the SEOPW CRA on all matters related to a Title Commitment and Policy, a Phase I Environmental Site Assessment Report (and Phase II if required), a survey, and representation at closing (Exhibit "B") in a form acceptable to General Counsel, between the SEOPW CRA and Frontier Fuels Inc., as trustee ("Seller"), for the acquisition of the real properties located at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Florida, 33136; and 440 N.W. 10th Street, Miami, Florida 33136, containing an approximate total adjusted area of 31,250 square feet ("Property"), as legally described in the Agreement for an amount not to exceed Two -Million Two Hundred Thirty Thousand Dollars and Zero Cents ($2,230,000.00), the appraised value of the Property, pursuant to section 163.370, Florida Statutes, and the SEOPW CRA redevelopment plan. The SEOPW CRA wishes to further its redevelopment goals and provide opportunities for future affordable housing developments. In addition to authorizing the Agreement, the SEOPW CRA seeks retroactive approval to engage Weiss Serota, Et Al as outside Counsel for the representation of the SEOPW CRA on all matters related to a title commitment and policy, environmental site assessment reports, a survey, and representation at closing (Retainer Agreement Real Estate Transactions) (Exhibit "C") attached and incorporated. JUSTIFICATION: The SEOPW CRA is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its Redevelopment Area in accordance with the 2018 Southeast Overtown/Park West Community Redevelopment Plan Update (the "Plan"). Packet Pg. 141 The proposed acquisition of the Property is consistent with Section 1 of the Plan. FUNDING: $2,230,000.00 allocated from SEOPW CRA "Purchase of Real Property" Account No. 10050.920101.662000.0000.00000. FACT SHEET: Company name: Frontier Fuels Inc., as trustee Address: 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Florida, 33136; and 440 N.W. 10th Street, Miami, Florida 33136. Acquisition cost: $2,230,000.00 Page 2 of 7 Packet Pg. 142 3.5 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: November 16, 2023 CRA Section: Brief description of CRA Agenda Item: Authorizing the allocation of funds in an amount not to exceed $2,230,000.00 to acquire the real properties located at 939 NW 5th Avenue, 720 NW 4th Avenue and 440 NW 10th Street. Project Number YES, there Account Code: (if applicable): are sufficient funds in Line Item: 10050.920101.662000.0000.00000 Amount: $ 2, 2 3 0, 0 0 0.0 0 NO (Complete the following source of funds information): Amount budgeted in the line item: $ Balance in the line item: $ Amount needed in the line item: $ Sufficient funds will be transferred from the following line items: ACTION ACCOUNT NUMBER TOTAL Project No./Index/Minot Object From $ To $ From $ To $ Comments: Page 3 of 7 Packet Pg. 143 3.5 Approved by: cQue Executive Director 11/8/2023 Approval: Miguel A Valentin, Finance Officer 11/8/2023 Page 4 of 7 Packet Pg. 144 3.5 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 15053 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), RETROACTIVELY APPROVING AND RATIFYING THE EXECUTIVE DIRECTOR'S TO EXECUTE THE PURCHASE AND SALE AGREEMENT ("AGREEMENT") (EXHIBIT "A") ATTACHED AND INCORPORATED HEREIN, IN A FORM ACCEPTABLE TO COUNSEL, BETWEEN THE SEOPW CRA AND FRONTIER FUELS INC., AS TRUSTEE ("SELLER"), TRS FOR THE ACQUISITION OF THE REAL PROPERTIES LOCATED 939 N.W. 5TH AVENUE, 720 N.W. 4TH AVENUE AND 440 N.W. 10TH STREET MIAMI, FLORIDA, 33136, CONTAINING AN APPROXIMATE TOTAL ADJUSTED AREA OF 31,250 SQUARE FEET ("PROPERTY"), AS LEGALLY DESCRIBED IN THE AGREEMENT FOR A TOTAL PURCHASE PRICE NOT TO EXCEED TWO MILLION TWO HUNDRED THIRTY THOUSAND DOLLARS AND ZERO CENTS ($2,230,000.00), CONTINGENT UPON THE SEOPW CRA OBTAINING A WRITTEN APPRAISAL FROM A LICENSED FLORIDA APPRAISER STATING THAT THE APPRAISED VALUE OF THE PROPERTY, IS AT A MINIMUM, THE REFERENCED AMOUNT HEREIN, PURSUANT TO SECTION 163.370, FLORIDA STATUTES, AND THE SEOPW CRA REDEVELOPMENT PLAN; AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE ALL NECESSARY DOCUMENTS, INCLUDING ANY AMENDMENTS AND MODIFICATIONS TO SAID AGREEMENT, ALL IN FORMS ACCEPTABLE TO THE COUNSEL, THAT MAY BE NECESSARY TO EFFECTUATE SAID ACQUISITION; ALLOCATING FUNDS FROM ACCOUNT TITLED PURCHASE OF REAL PROPERTY, ACCOUNT NUMBER 10050.920101.662000.0000.00000 IN A TOTAL AMOUNT NOT TO EXCEED TWO MILLION TWO HUNDRED THIRTY THOUSAND DOLLARS AND ZERO CENTS ($2,230,000.00) INCLUSIVE OF SAID ACQUISITION, THE COST OF A SURVEY, ENVIRONMENTAL REPORT, TITLE INSURANCE, AND RELATED CLOSING COSTS ASSOCIATED WITH SAID ACQUISITION, ALL IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THE AGREEMENT; FURTHER AUTHORIZING THE GENERAL COUNSEL TO ENGAGE WEISS SEROTA, ET AL, AS OUTSIDE COUNSEL FOR THE REPRESENTATION OF THE SEOPW CRA ON ALL MATTERS RELATED TO A TITLE COMMITMENT AND POLICY, A PHASE I ENVIRONMENTAL SITE ASSESSMENT REPORT (AND P WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its Redevelopment Area in accordance with the 2018 Southeast Overtown/Park West Community Page 5 of 7 Packet Pg. 145 Redevelopment Plan Update (the "Plan"); and WHEREAS, SEOPW CRA wishes to acquire the real properties currently owned by Frontier Fuels Inc., as trustee ("Seller") located at 939 N.W. 5th Avenue, 720 N.W. 4th Avenue, and 440 N.W. 10th Street, Miami Florida 33136, containing an approximate total adjusted area of square feet ("Property"), as legally described in the Purchase and Sale Agreement ("Agreement"), attached and incorporated as Exhibit "A", in a form acceptable to Counsel; and WHEREAS, as legally described in the Agreement for an amount not to exceed Two - Million Two Hundred Thirty Thousand Dollars and Zero Cents ($2,230,000.00), the appraised value of the property (Exhibit "B"); and WHEREAS, further authorizing the General Counsel to engage Weiss Serota, et al, as outside Counsel for the representation of the SEOPW CRA on all matters related to a Title Commitment and Policy, a Phase I Environmental Site Assessment Report (and Phase II if required), a survey, and representation at closing (Exhibit "C"); and WHEREAS, pursuant to Section 163.370, Florida Statutes, and the Plan, the SEOPW CRA plans to develop the Property to enhance the quality of life in the surrounding area and address slum and blight; and WHEREAS, the proposed acquisition of the Property is consistent with Section 1 of the Plan; and WHEREAS, the SEOPW CRA's estimated total cost for the acquisition of the Property will not exceed Two Million Two Hundred Thirty Thousand Dollars and Zero Cents ($2,230,000.00), which includes the cost of acquisition, the cost of a survey, environmental report, title insurance, and related closing costs associated with said acquisition; and WHEREAS, the Board of Commissioners of the SEOPW CRA retroactively approving and ratifying the Executive Director to enter into the Agreement in addition this Resolution retroactively approving the engagement of the law firm of Weiss Serota, et al., who will assist the General Counsel with the representation of the SEOPW CRA on all matters related to a title commitment and policy, a Phase I Environmental Site Assessment Report (and Phase II if required), a survey, and representation at closing; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Section 2. The Executive Director is authorized to negotiate and execute the Agreement, in a form acceptable to Counsel, between the SEOPW CRA and the Seller for the acquisition of the Property for a total purchase price not to exceed Two -Million Two Hundred Thirty Thousand Dollars and Zero Cents ($2,230,000.00), contingent upon the SEOPW CRA obtaining a written appraisal from a licensed Florida appraiser stating that the appraised value is at a minimum the referenced amount herein. Section 3. The Executive Director is further authorized' to negotiate and execute any and all The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to those prescribed by applicable State law, City Charter and Code provisions, as adopted Page 6 of 7 Packet Pg. 146 necessary documents, including any amendments and modifications to said Agreement, all in forms acceptable to Counsel, as may be necessary to effectuate said acquisition, with funds allocated from account number 10050.920101.662000.0000.00000, to cover the cost of said acquisition, plus the cost of a survey, environmental report, title insurance, and related closing costs associated with said acquisition, in accordance with the terms and conditions of the Agreement. Section 4. The Executive Director shall issue a report on the status of this potential acquisition within 14 days of the passage of this resolution. Section 5. The SEOPW CRA is retroactive authorized to engage the Weiss Serota, et al., law firm for the representation of the SEOPW CRA on all matters related to a title commitment and policy, a Phase I Environmental Site Assessment Report (and Phase II if required), a survey, and representation at closing. Section 6. This Resolution shall be effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: c , taff Counsel 11/8/2023 by the SEOPW CRA. Page 7 of 7 Packet Pg. 147 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 Exhibit "A" 0, Florida'ealtors Vacant Land Contract 1 1. Sale and Purchase ("Contract'): Frontier Fuels Inc., National Financial Corp. and Fleet Finance & Mortgage, Inc. 2 ("Seller") and SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statute 3 ("Buyer") (the "parties") agree to sell and buy on the terms and conditions specified below the property ("Property") 4 described as: 5 Address: (A) 440 N.W. 10 Street, Miami, FL 33136, (B) 720 N.W. 4 Avenue, Miami, FL 33136 and (C) 939 NW 5 Avenue, Miami, FL 33136. 6 Legal Description: 7 (A) 440 N.W. 10 St.,Miami,FL under Tax Folio #01-0102-080-1012; (B) 720 N.W. 4 Avenue, Miami, FL under Tax Folio 8 # 01-3137-028-0030; and (C) 939 N.W. 5 Avenue, Miami, FL under Tax Folio#01-0102-080-1049. See Addendum to 9 Contract for additional details of Legal Description. 10 11 SEC _/TWP /_/RNG of County, Florida. Real Property ID No.: See Legal Description 12 including all improvements existing on the Property and the following additional property: 13 14 2. Purchase Price: (U.S. currency) $ 2,230,000.00 15 All deposits will be made payable to "Escrow Agent" named below and held in escrow by: 16 Escrow Agent's Name: Chicago Title Insurance Company 17 Escrow Agent's Contact Person: Michelle C. Clapp, Assistant Vice President 18 Escrow Agent's Address: 13800 NW 14th Street, Suite 190, Sunrise, FL 33323 19 Escrow Agent's Phone: (954) 308-3231 20 Escrow Agent's Email: Michelle.Clapp@fnf.com 21 (a) Initial deposit ($0 if left blank) (Check if applicable) 22 ❑ accompanies offer 23 ❑ will be delivered to Escrow Agent within days (3 days if left blank) 24 after Effective Date $ /0,000.00 25 (b) Additional deposit will be delivered to Escrow Agent (Check if applicable) 26 ❑ within days (10 days if left blank) after Effective Date 27 within days (3 days if left blank) after expiration of Due Diligence Period $ 90,000.00 28 (c) Total Financing (see Paragraph 6) (express as a dollar amount or percentage) $ 29 (d) Other: $ 30 (e) Balance to close (not including Buyer's closing costs, prepaid items, and prorations) 31 to be paid at closing by wire transfer or other Collected funds $ 2,130,000.00 32 (f) ❑ (Complete only if purchase price will be determined based on a per unit cost instead of a fixed price.) The 33 unit used to determine the purchase price is ❑ lot ❑ acre ❑ square foot ❑ other (specify): 34 prorating areas of less than a full unit. The purchase price will be $ per unit based on a 35 calculation of total area of the Property as certified to Seller and Buyer by a Florida licensed surveyor in 36 accordance with Paragraph 8(c). The following rights of way and other areas will be excluded from the 37 calculation: 38 3. Time for Acceptance; Effective Date: Unless this offer is signed by Seller and Buyer and an executed copy 39 delivered to all parties on or before 10/30/2023 at 5:00 pm EST , this offer will be withdrawn and Buyer's deposit, if 40 any, will be returned. The time for acceptance of any counter-offer will be 3 days after the date the counter-offer is 41 delivered. The "Effective Date" of this Contract is the date on which the last one of the Seller and Buyer 42 has signed or initialed and delivered this offer or the final counter-offer. 43 4. Closing Date: This transaction will close on on or before 12/27/2023 ("Closing Date"), unless specifically 44 extended by other provisions of this Contract. The Closing Date will prevail over all other time periods including, 45 but not limited to, Financing and Due Diligence periods. However, if the Closing Date occurs on a Saturday, 46 Sunday, or national legal holiday, it will extend to 5:00 p.m. (where the Property is located) of the next business 47 day. In the event insurance underwriting is suspended on Closing Date and Buyer is unable to obtain property 48 insurance, Buyer may postpone closing for up to 5 days after the insurance underwriting suspension is lifted. If 49 this transaction does not close for any reason, Buyer will immediately return all Seller provided documents and 50 other items. 51 5. Extension of Closing Date: If Paragraph 6(b) is checked and Closing Funds from Buyer's lender(s) are not 52 available on Closing Date due to Consumer Financial Protection Bureau Closing Disclosure delivery requirements DSDSLnDoswledge s. Buy ) ( ) and Sell VAC-14xx Rev 7/23 ©2023 Florida Realtors® Licensed to Alta Star Software and ID D-761925077.FXXJ.106147 Software and added formatting © 2023 Alta Star Software, all rights reserved. • www.altastar.com • (877) 279-8898 Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 148 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a 53 ("CFPB Requirements), if applicable, then Closing Date shall be extended for such period necessary to satisfy 54 CFPB Requirements, provided such period shall not exceed 10 days. 55 6. Financing: (Check as applicable) 56 (a) Buyer will pay cash for the Property with no financing contingency. 57 (b) ❑ This Contract is contingent on Buyer qualifying for and obtaining the commitment(s) or approval(s) 58 specified below ("Financing") within days after Effective Date (Closing Date or 30 days after Effective 59 Date, whichever occurs first, if left blank) ("Financing Period"). Buyer will apply for Financing within 60 days after Effective Date (5 days if left blank) and will timely provide any and all credit, employment, financial, 61 and other information required by the lender. If Buyer, after using diligence and good faith, cannot obtain the 62 Financing within the Financing Period, either party may terminate this Contract and Buyer's deposit(s) will be 63 returned. 64 (1) ❑ New Financing: Buyer will secure a commitment for new third party financing for $ 65 or % of the purchase price at (Check one) ❑ a fixed rate not exceeding % ❑ an 66 adjustable interest rate not exceeding % at origination (a fixed rate at the prevailing interest rate 67 based on Buyer's creditworthiness if neither choice is selected). Buyer will keep Seller and Broker fully 68 informed of the loan application status and progress and authorizes the lender or mortgage broker to 69 disclose all such information to Seller and Broker. 70 (2) ❑ Seller Financing: Buyer will execute a ❑ first ❑ second purchase money note and mortgage to 71 Seller in the amount of $ , bearing annual interest at % and payable as follows: 72 73 The mortgage, note, and any security agreement will be in a form acceptable to Seller and will follow 74 forms generally accepted in the county where the Property is located; will provide for a late payment fee 75 and acceleration at the mortgagee's option if Buyer defaults; will give Buyer the right to prepay without 76 penalty all or part of the principal at any time(s) with interest only to date of payment; will be due on 77 conveyance or sale; will provide for release of contiguous parcels, if applicable; and will require Buyer to 78 keep liability insurance on the Property, with Seller as additional named insured. Buyer authorizes Seller 79 to obtain credit, employment, and other necessary information to determine creditworthiness for the 80 financing. Seller will, within 10 days after Effective Date, give Buyer written notice of whether or not Seller 81 will make the loan. 82 (3) ❑ Mortgage Assumption: Buyer will take title subject to and assume and pay existing first mortgage to 83 84 85 86 87 88 89 90 91 92 LN# in the approximate amount of $ currently payable $ per month, including principal, interest, ❑ taxes and insurance, and having a ❑ fixed ❑ other (describe) interest rate of % which ❑ will ❑ will not escalate upon assumption. Any variance in the mortgage will be adjusted in the balance due at closing with no adjustment to purchase price. Buyer will purchase Seller's escrow account dollar for dollar. If the interest rate upon transfer exceeds % or the assumption/transfer fee exceeds $ , either party may elect to pay the excess, failing which this Contract will terminate; and Buyer's deposit(s) will be returned. If the lender disapproves Buyer, this Contract will terminate; and Buyer's deposit(s) will be returned. at 93 7. Assignability: (Check one) Buyer ❑ may assign and thereby be released from any further liability under this 94 Contract, X may assign but not be released from liability under this Contract, or ❑ may not assign this Contract. 95 8. Title: Collor irate the legal eapaeiti to aid All eerl:ey marketable title to the Proper*, by ❑ Mat...tery r+11,181 96 deed ❑ special warranty deed IX other (specify) , free of lien :_ ements, 97 and encumbrances of record or known to Seller, but subject to property taxes for the year o . g; covenants, 98 restrictions, and public utility easements of record; existing zoning and government_ : • e ations; and (list any 99 other matters to which title will be subject) 10o provided there exists at closing no violation of the foregoing. 101 (a) Title Evidence: The party who pays for the owner's titl- .. ance policy will select the closing agent and pay 102 for the title search, including tax and lien search •ring municipal lien search) if performed, and all other 103 fees charged by closing agent. Seller w - er to Buyer, at 104 (Check one) ❑ Seller's ❑ Bu - expense and withinafter Effective Date r❑- least days before Closing data 105 (Check ones ❑ days at ��.�+ , 106 (Check one) 107 (1) ❑ a surance commitment by a Florida licensed title insurer setting forth those matters to be 108 DS DS DS DS Buy4L) ( ) and Sell (M' (IIt S) edge receipt of a copy of this page, which is 2 of 8 pages. VAC- 4xoc Rev 7/23 ©2023 Florida Realtors® Licensed to Alta Star Software and ID: D-761925077.FXXJ.106147 Software and added formatting © 2023 Alta Star Software, all rights reserved. • www.altastar.com • (877) 279-8898 Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 149 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a 109 .. 1i,�ui 1 la LI t✓uiloII4Jl. Fi f. f..,.. NI.. 1 ,... —.., j,,,1 vi1ly lu li1, ,,,..,.,NL�IIJ .,lut...t LA , V ,.. If DuyI 110 paying for the owner's title insurance policy and Seller has an owner's policy, Seller will deliver a ..y to 111 Buyer within 15 days after Effective Date. 112 (2) 0 an abstract of title, prepared or brought current by an existing abstract firm or certifie• correct by an 113 existing firm. However, if such an abstract is not available to Seller, then a prior ow. - s title policy 114 acceptable to the proposed insurer as a base for reissuance of coverage may .- sed. The prior policy will 115 include copies of all policy exceptions and an update in a format acceptab - . Buyer from the policy 116 effective date and certified to Buyer or Buyer's closing agent togeth •vIth copies of all documents 117 recited in the prior policy and in the update. If such an abstract o or policy is not available to Seller, 118 then (1) above will be the title evidence. 119 (b) Title Examination: After receipt of the title evidence, Buy- ,III, within days (10 days if left blank) but 120 no later than Closing Date, deliver written notice to Sel - of title defects. Title will be deemed acceptable to 121 Buyer if (i) Buyer fails to deliver proper notice of . - -cts or (ii) Buyer delivers proper written notice and Seller 122 cures the defects within days (30 da eft blank) ("Cure Period") after receipt of the notice. If the 123 defects are cured within the Cure Period - .sing will occur within 10 days after receipt by Buyer of notice of 124 such cure. Seller may elect not to c defects if Seller reasonably believes any defect cannot be cured within 125 the Cure Period. If the defects - of cured within the Cure Period, Buyer will have 10 days after receipt of 126 notice of Seller's inability • re the defects to elect whether to terminate this Contract or accept title subject 127 to existing defects an. -_ .se the transaction without reduction in purchase price. 128 (c) Survey: Buyer .. •, at Buyer's expense, have the Property surveyed and must deliver written notice to 129 Seller, withi :ays after receiving survey but not later than 5 days before Closing Date, of any 130 encroac► ents on the Property, encroachments by the Property's improvements on other lands, or deed 131 res ion or zoning violations. Any such encroachment or violation will be treated in the same manner as a 132 e defect and Seller's and Buyer's obligations will be determined in accordance with Paragraph 8(b). 133 In ji CJJ cm Cy, CJJ. JCII wai i ai, la t Cl is ri upy pi cacnlly l ic+a Inyi caa ai i.l cyi caa. 134 9. Property Condition: Seller will deliver the Property to Buyer at closing in its present "as is" condition, with 135 conditions resulting from Buyer's Inspections and casualty damage, if any, excepted. Seller will not engage in or 136 permit any activity that would materially alter the Property's condition without the Buyer's prior written consent. 137 (a) Inspections: (Check (1) or (2)) 138 (1) )4 Due Diligence Period: Buyer will, at Buyer's expense and within 55 days (30 days if left blank) 139 ("Due Diligence Period") after Effective Date and in Buyer's sole and absolute discretion, determine 140 whether the Property is suitable for Buyer's intended use. During the Due Diligence Period, Buyer may 141 conduct a Phase 1 environmental assessment and any other tests, analyses, surveys, and investigations 142 ("Inspections") that Buyer deems necessary to determine to Buyer's satisfaction the Property's 143 engineering, architectural, and environmental properties; zoning and zoning restrictions; subdivision 144 statutes; soil and grade; availability of access to public roads, water, and other utilities; consistency with 145 local, state, and regional growth management plans; availability of permits, government approvals, and 146 licenses; and other inspections that Buyer deems appropriate. If the Property must be rezoned, Buyer will 147 obtain the rezoning from the appropriate government agencies. Seller will sign all documents Buyer is 148 required to file in connection with development or rezoning approvals. Seller gives Buyer, its agents, 149 contractors, and assigns, the right to enter the Property at any time during the Due Diligence Period for the 150 purpose of conducting Inspections, provided, however, that Buyer, its agents, contractors, and assigns 151 enter the Property and conduct Inspections at their own risk. Buyer will indemnify and hold Seller 152 harmless from losses, damages, costs, claims, and expenses of any nature, including attorneys' fees, 153 expenses, and liability incurred in application for rezoning or related proceedings, and from liability to any 154 person, arising from the conduct of any and all Inspections or any work authorized by Buyer. Buyer will 155 not engage in any activity that could result in a construction lien being filed against the Property without 156 Seller's prior written consent. If this transaction does not close, Buyer will, at Buyer's expense, (i) repair 157 all damages to the Property resulting from the Inspections and return the Property to the condition it was in 158 before conducting the Inspections and (ii) release to Seller all reports and other work generated as a 159 result of the Inspections. 160 Before expiration of the Due Diligence Period, Buyer must deliver written notice to Seller of Buyer's 161 determination of whether or not the Property is acceptable. Buyer's failure to comply with this notice 162 requirement will constitute acceptance of the Property as suitable for Buyer's intended use in its "as is" 163 condition. If the Property is unacceptable to Buyer and written notice of this fact is timely delivered to 164 Seller, this Contract will be deemed terminated, and Buyer's deposit(s) will be returned. DS DS 1n, DS DS n, Buy JI V l) ( ) and Set r (Ii, (J) I V 1 dge receipt of a copy of this page, which is 3 of 8 pages. VAC- 4xx Rev 7/23 02023 Florida Realtors® Licensed to Alta Star Software and ID: D-76192 J 106147 Software and added formatting ©2023 Alta Star Software, all rights reserved. • www.altastar.com • (877) 279-8898 Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 150 DocuSign Envelope ID: 4048540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a 165 (2) ❑ No Due Diligence Period: Buyer is satisfied that the Property is suitable for Buyer's purposes, 166 including being satisfied that either public sewerage and water are available to the Property or the 167 Property will be approved for the installation of a well and/or private sewerage disposal system and that 168 existing zoning and other pertinent regulations and restrictions, such as subdivision or deed restrictions, 169 concurrency, growth management, and environmental conditions, are acceptable to Buyer. This Contract 170 is not contingent on Buyer conducting any further investigations. 171 (b) Government Regulations: Changes in government regulations and levels of service which affect Buyer's 172 intended use of the Property will not be grounds for terminating this Contract if the Due Diligence Period has 173 expired or if Paragraph 9(a)(2) is selected. 174 (c) Flood Zone: Buyer is advised to verify by survey, with the lender, and with appropriate government agencies 175 which flood zone the Property is in, whether flood insurance is required, and what restrictions apply to 176 improving the Property and rebuilding in the event of casualty. 177 (d) Coastal Construction Control Line ("CCCL"): If any part of the Property lies seaward of the CCCL as 178 defined in Section 161.053, Florida Statutes, Seller will provide Buyer with an affidavit or survey as required 179 by law delineating the line's location on the Property, unless Buyer waives this requirement in writing. The 180 Property being purchased may be subject to coastal erosion and to federal, state, or local regulations that 181 govern coastal property, including delineation of the CCCL, rigid coastal protection structures, beach 182 nourishment, and the protection of marine turtles. Additional information can be obtained from the Florida 183 Department of Environmental Protection, including whether there are significant erosion conditions associated 184 with the shore line of the Property being purchased. 185 LI Buyer waives the right to receive a CCCL affidavit or survey. 186 10. Closing Procedure; Costs: Closing will take place in the county where the Property is located and may be 187 conducted by mail or electronic means. If title insurance insures Buyer for title defects arising between the title 188 binder effective date and recording of Buyer's deed, closing agent will disburse at closing the net sale proceeds to 189 Seller (in local cashier's check if Seller requests in writing at least 5 days before closing) and brokerage fees to 190 Broker as per Paragraph 21. In addition to other expenses provided in this Contract, Seller and Buyer will pay the 191 costs indicated below. 192 (a) Seller Costs: 193 Taxes on deed 194 Recording fees for documents needed to cure title 195 Title evidence (if applicable under Paragraph 8) 196 Estoppel Fee(s) 197 Other: see Addendum to Vacant Land Contract 198 (b) Buyer Costs: 199 Taxes and recording fees on notes and mortgages 200 Recording fees on the deed and financing statements 201 Loan expenses 202 Title evidence (if applicable under Paragraph 8) 203 Lender's title policy at the simultaneous issue rate 204 Inspections 205 Survey 206 Insurance 207 Other: see Addendum to Vacant Land Contract 208 (c) Prorations: The following items will be made current and prorated as of the day before Closing Date: real 209 estate taxes (including special benefit tax liens imposed by a CDD), interest, bonds, assessments, leases, and 210 other Property expenses and revenues. If taxes and assessments for the current year cannot be determined, 211 the previous year's rates will be used with adjustment for any exemptions. 212 (d) Special Assessment by Public Body: Regarding special assessments imposed by a public body, Seller will 213 pay (i) the full amount of liens that are certified, confirmed, and ratified before closing and (ii) the amount of the 214 last estimate of the assessment if an improvement is substantially completed as of Effective Date but has not 215 resulted in a lien before closing; and Buyer will pay all other amounts. If special assessments may be paid in 216 installments, Cl Seller 14 Buyer (Buyer if left blank) will pay installments due after closing. If Seller is 217 checked, Seller will pay the assessment in full before or at the time of closing. Public body does not include a 218 Homeowners' or Condominium Association. 219 (e) PROPERTY TAX DISCLOSURE SUMMARY: BUYER SHOULD NOT RELY ON THE SELLER'S CURRENT 220 PROPERTY TAXES AS THE AMOUNT OF PROPERTY TAXES THAT BUYER MAY BE OBLIGATED TO 221 PAY IN THE YEAR SUBSEQUENT TO PURCHASE. A CHANGE OF OWNERSHIP OR PROPERTY DS --DS Buy ) ( ) and Sell r tLl� (ftt ckno ledge receipt of a copy of this page, which is 4 of 8 pages. VAC- 4xx Rev 7/23 `__` ©2023 Florida Realtors® Licensed to Alta Star Software and ID: D-761925077.FXXJ.106147 Software and added formatting © 2023 Alta Star Software, all rights reserved. • www.altastar.com • (877) 279-8898 Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 151 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a 222 IMPROVEMENTS TRIGGERS REASSESSMENTS OF THE PROPERTY THAT COULD RESULT IN HIGHER 223 PROPERTY TAXES. IF YOU HAVE ANY QUESTIONS CONCERNING VALUATION, CONTACT THE 224 COUNTY PROPERTY APPRAISER'S OFFICE FOR FURTHER INFORMATION. 225 (f) Foreign Investment in Real Property Tax Act ("FIRPTA"): If Seller is a "foreign person" as defined by 226 FIRPTA, Seller and Buyer will comply with FIRPTA, which may require Seller to provide additional cash at 227 closing. 228 (g) 1031 Exchange: If either Seller or Buyer wish to enter into a like -kind exchange (either simultaneously with 229 closing or after) under Section 1031 of the Internal Revenue Code ("Exchange"), the other party will cooperate 230 in all reasonable respects to effectuate the Exchange including executing documents, provided, however, that 231 the cooperating party will incur no liability or cost related to the Exchange and that the closing will not be 232 contingent upon, extended, or delayed by the Exchange. 233 11. Computation of Time: Calendar days will be used when computing time periods, except time periods of 5 days 234 or less. Time periods of 5 days or less will be computed without including Saturday, Sunday, or national legal 235 holidays specified in 5 U.S.C. 6103(a). Other than time for acceptance and Effective Date as set forth in Paragraph 236 3, any time periods provided for or dates specified in this Contract, whether preprinted, handwritten, typewritten or 237 inserted herein, which shall end or occur on a Saturday, Sunday, or national legal holiday (see 5 U.S.C. 6103) 238 shall extend until 5:00 p.m. (where the Property is located) of the next business day. Time is of the essence in 239 this Contract. 240 12. Risk of Loss; Eminent Domain: If any portion of the Property is materially damaged by casualty before closing 241 or Seller negotiates with a governmental authority to transfer all or part of the Property in lieu of eminent domain 242 proceedings or an eminent domain proceeding is initiated, Seller will promptly inform Buyer. Either party may 243 terminate this Contract by written notice to the other within 10 days after Buyer's receipt of Seller's notification, 244 and Buyer's deposit(s) will be returned, failing which Buyer will close in accordance with this Contract and receive 245 all payments made by the governmental authority or insurance company, if any. 246 13. Force Majeure: Seller or Buyer will not be required to perform any obligation under this Contract or be liable to 247 each other for damages so long as the performance or non-performance of the obligation is delayed, caused, or 248 prevented by an act of God or force majeure. An "act of God or "force majeure" is defined as hurricanes, 249 earthquakes, floods, fire, unusual transportation delays, wars, insurrections, and any other cause not reasonably 250 within the control of Seller or Buyer and which by the exercise of due diligence the non -performing party is unable 251 in whole or in part to prevent or overcome. All time periods, including Closing Date, will be extended for the period 252 that the act of God or force majeure is in place. However, in the event that such act of God or force majeure event 253 continues beyond 30 days, either party may terminate this Contract by delivering written notice to the other; and 254 Buyer's deposit(s) will be returned. 255 14. Notices: All notices will be in writing and delivered to the parties and Broker by mail, personal delivery, or 256 electronic means. Buyer's failure to timely deliver written notice to Seller, when such notice is required by 257 this Contract, regarding any contingency will render that contingency null and void, and this Contract will 258 be construed as if the contingency did not exist. Any notice, document, or item delivered to or received by 259 an attorney or licensee (including a transactions broker) representing a party will be as effective as if 260 delivered to or received by that party. 261 15. Complete Agreement; Persons Bound: This Contract is the entire agreement between Seller and Buyer. 262 Except for brokerage agreements, no prior or present agreements will bind Seller, Buyer, or Broker unless 263 incorporated into this Contract. Modifications of this Contract will not be binding unless in writing, signed or 264 initialed, and delivered by the party to be bound. Electronic signatures will be acceptable and binding. This 265 Contract, signatures, initials, documents referenced in this Contract, counterparts, and written modifications 266 communicated electronically or on paper will be acceptable for all purposes, including delivery, and will be binding. 267 Handwritten or typewritten terms inserted in or attached to this Contract prevail over preprinted terms. If any 268 provision of this Contract is or becomes invalid or unenforceable, all remaining provisions will continue to be fully 269 effective. Seller and Buyer will use diligence and good faith in performing all obligations under this Contract. This 270 Contract will not be recorded in any public record. The terms "Seller," "Buyer," and "Broker" may be singular or 271 plural. This Contract is binding on the heirs, administrators, executors, personal representatives, and assigns, if 272 permitted, of Seller, Buyer, and Broker. 273 16. Default and Dispute Resolution: This Contract will be construed under Florida law. This Paragraph will survive 274 closing or termination of this Contract. 275 (a) Seller Default: If Seller fails, neglects, or refuses to perform Seller's obligations under this Contract, Buyer 276 pg1ay elect to receive a return of i, er's deposit(s) without thereby waiving any action for damages resulting Buy ) ( ) and Sell ledge receipt of a copy of this page, which is 5 of 8 pages. VAC-14xa Rev 7/23 ©2023 Florida Realtors® Licensed to Alta Star Software and ID: D-761925077.FXXJ.106147 Software and added formatting © 2023 Alta Star Software, all rights reserved. • www.altastar.com • (877) 279-8898 Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 152 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a 277 278 279 from Seller's breach and may seek to recover such damages or seek specific performance. Seller will also be liable for the full amount of the brokerage fee. 280 including payment of deposit(s), within the time(s) specified, Seller may elec 281 deposit(s), paid and agreed to be paid, for the account • - - e upon liquidated damages, 282 consideration for execution of thi • • - - , u I settlement of any claims, whereupon Seller and Buyer 283 will be reli- -• - - • er obligations under this Contract; or Seller, at Seller's option, may proceed in 284 285 17. Attorney's Fees; Costs: In any litigation permitted by this Contract, the prevailing party shall be entitled to 286 recover from the non -prevailing party costs and fees, including reasonable attorney's fees, incurred in conducting 287 the litigation. This Paragraph 17 shall survive Closing or termination of this Contract. 288 18. Escrow Agent; Closing Agent: Seller and Buyer authorize Escrow Agent and closing agent (collectively 289 "Agent") to receive, deposit, and hold funds and other items in escrow and, subject to Collection, disburse them 290 upon proper authorization and in accordance with Florida law and the terms of this Contract, including disbursing 291 brokerage fees. "Collection" or "Collected" means any checks tendered or received have become actually and 292 finally collected and deposited in the account of Agent. The parties agree that Agent will not be liable to any person 293 for misdelivery of escrowed items to Seller or Buyer, unless the misdelivery is due to Agent's willful breach of this 294 Contract or gross negligence. If Agent interpleads the subject matter of the escrow, Agent will pay the filing fees 295 and costs from the deposit and will recover reasonable attorneys' fees and costs to be paid from the escrowed 296 funds or equivalent and charged and awarded as court costs in favor of the prevailing party. 297 19. Professional Advice; Broker Liability: Broker advises Seller and Buyer to verify all facts and representations 298 that are important to them and to consult an appropriate professional for legal advice (for example, interpreting this 299 Contract, determining the effect of laws on the Property and this transaction, status of title, foreign investor 300 reporting requirements, the effect of property Tying partially or totally seaward of the CCCL, etc.) and for tax, 301 property condition, environmental, and other specialized advice. Buyer acknowledges that all representations 302 (oral, written, or otherwise) by Broker are based on Seller representations or public records. Buyer agrees to rely 303 solely on Seller, professional inspectors, and government agencies for verification of the Property 304 condition and facts that materially affect Property value. Seller and Buyer respectively will pay all costs and 305 expenses, including reasonable attorneys' fees at all levels, incurred by Broker and Broker's officers, directors, 306 agents, and employees in connection with or arising from Seller's or Buyer's misstatement or failure to perform 307 contractual obligations. Seller and Buyer hold harmless and release Broker and Broker's officers, directors, 308 agents, and employees from all liability for loss or damage based on (i) Seller's or Buyer's misstatement or failure 309 to perform contractual obligations; (ii) the use or display of listing data by third parties, including, but not limited to, 310 photographs, images, graphics, video recordings, virtual tours, drawings, written descriptions, and remarks related 311 to the Property; (iii) Broker's performance, at Seller's or Buyer's request, of any task beyond the scope of 312 services regulated by Chapter 475, Florida Statutes, as amended, including Broker's referral, recommendation, or 313 retention of any vendor; (iv) products or services provided by any vendor; and (v) expenses incurred by any 314 vendor. Seller and Buyer each assume full responsibility for selecting and compensating their respective vendors. 315 This Paragraph will not relieve Broker of statutory obligations. For purposes of this Paragraph, Broker will be 316 treated as a party to this Contract. This Paragraph will survive closing. 317 20. Commercial Real Estate Sales Commission Lien Act: If the Property is commercial real estate as defined by 318 Section 475.701, Florida Statutes, the following disclosure will apply: The Florida Commercial Real Estate Sales 319 Commission Lien Act provides that when a broker has earned a commission by performing licensed services 320 under a brokerage agreement with you, the broker may claim a lien against your net sales proceeds for the 321 broker's commission. The broker's lien rights under the act cannot be waived before the commission is earned. 322 21. Brokers: The licensee(s) and brokerage(s) named below are collectively referred to as "Broker." Instruction to 323 closing agent: Seller and Buyer direct Closing Agent to disburse at Closing the full amount of the brokerage 324 fees as specified in separate brokerage agreements with the parties and cooperative agreements between the 325 Brokers, except to the extent Broker has retained such fees from the escrowed funds. This Paragraph will not be 326 used to modify any MLS or other offer of compensation made by Seller or listing broker to cooperating brokers. 327 N/A 328 Seller's Sales Associate/License No. N/A e ain the Buyer's Sales Associate/License No. DS DS DS DS �� Buy r (J ) ( ) and Sell ( (� S) cknowledge receipt of a copy of this page, which is 6 of 8 pages. VAC 14>a Rev 7/23 ©2023 Florida Realtors® Licensed to Alta Star Software and ID: D-761925077.FXXJ.106147 Software and added formatting © 2023 Alta Star Software, all rights reserved. • www.altastar.com • (877) 279-8898 Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 153 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a 329 N/A N/A 330 Seller's Sales Associate Email Address Buyer's Sales Associate Email Address 331 332 N/A N/A 333 Seller's Sales Associate Phone Number Buyer's Sales Associate Phone Number 334 335 N/A N/A 336 Listing Brokerage Buyer's Brokerage 337 338 N/A N/A 339 Listing Brokerage Address Buyer's Brokerage Address 340 22. Addenda: The following additional terms are included in the attached addenda and incorporated into this Contract 341 (Check if applicable): 342 ❑ A. Back-up Contract 343 ❑ B. Kick Out Clause 344 14 C. Other Addendum to Vacant Land Contract 345 23. Additional Terms: 346 347 348 349 350 351 352 353 354 355 356 357 358 359 360 361 COUNTER-OFFER/REJECTION 362 ❑ Seller counters Buyer's offer (to accept the counter-offer, Buyer must sign or initial the counter -offered terms and 363 deliver a copy of the acceptance to Seller). 364 XSeller rejects Buyer's offer 365 [The remainder of this page is intentionally left blank. 366 This Contract continues with Line 367 on Page 8 of 8.] DS —DS fits - Buy ( ) and Sell r ( (�LS.) dge receipt of a copy of this page, which is 7 of 8 pages. VAC-14xx Rev 7/23 ©2023 Florida Realtors® Licensed to Alta Star Software and ID: D-761925077.FXXJ 106147 Software and added formatting © 2023 Alta Star Software, all rights reserved. • www.altastar.com • (877) 279-8898 DS wie Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 154 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a 367 This is intended to be a legally binding Contract. If not fully understood, seek the advice of an attorney before 368 signing. 369 370 371 372 373 374 375 376 377 ATTENTION: SELLER AND BUYER CONVEYANCES TO FOREIGN BUYERS: Part III of Chapter 692, Sections 692.201 - 692.205, Florida Statutes, 2023 (the "Act"), in part, limits and regulates the sale, purchase and ownership of certain Florida properties by certain buyers who are associated with a "foreign country of concern", namely: the People's Republic of China, the Russian Federation, the Islamic Republic of Iran, the Democratic People's Republic of Korea, the Republic of Cuba, the Venezuelan regime of Nicolas Maduro, or the Syrian Arab Republic. It is a crime to buy or knowingly sell property in violation of the Act. At time of purchase, Buyer must provide a signed Affidavit which complies with the requirements of the Act. Seller and Buyer are advised to seek legal counsel regarding their respective obligations and liabilities under the Act. 378 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and iasro3igt€doreated pursuant to Section 163.356, Florida Statute 218A93C75ece400... James McQueen, Executive Director 379 Buyer: 380 Print name: 381 Buy@F Appro• QTurs& 8d by: By: 382 Print namc: 383 Buyer's address for purpose of notice: 384 Address: 385 Phone: Fax: Email: TAtt,ind broww CSC CCIACDC74C ... Vincent T. Brown, Staff Counsel 10/30/2023 Date: 10/30/2023 Date: Frontier Fuels, Inc., a Wyoming Corporation Docu i ned 386 Seller: rAkt,yti-�l ttU, �DIn Sbin, lllllltvteFe 4iN3 A? itle. Authorized Signatory —Meredith Sonson4A3 .. 10/27/2023 387 Print name: g ry Print Name: Meredith Title: Authorized Signatory Date: Director and Vice President Fleet Finance & Mortgage, nc.,%1181 flfg �iirporation 388 Seller: 1A4.1 tn41ai%. SniAMut. Date: 10/27/2023 Date: 10/27/2023 National Finaace CorRojation, a Wyoming Corporation r—uocuDigSeller: Aktit, , SbIn,SDIA, 389 Print name: Meredith Sonson TitlMPRi48fory, Director and Vice President 390 Seller's address for purpose of notice: 391 Address: c/o Holland & Knight, LLP, Attn: Shawn S. Amuial, Esq. 392 Phone: 305-789-7591 Fax: 305-789-7799 Email: shawn.amuial@hklaw.com Florida REALTORS* makes no representation as to the legal validity or adequacy of any provision of this form in any specific transaction. This standardized form should not be used in complex transactions or with extensive riders or additions. This form is available for use by the entire real estate industry and is not intended to identify the user as REALTOR'. REALTOR' is a registered collective membership mark which may be used only be real estate licensees who are members of the NATIONAL ASSOCIATION OF REALTORS' and who subscribe to its Code of Ethics. The copyright laws of United States (17 U.S. Code) forbid the unauthorized reproduction of this form by any means including facsimile or computerized forms. DS p—DS DS—DS Buy ) ( ) and Sell r (ILS) nowledge receipt of a copy of this page, which is 8 of 8 pages. VAC-14xx Rev 7/23 ©2023 Florida Realtors® Licensed to Alta Star Software and ID: D-761925077.FXXJ.106147 Software and added formatting © 2023 Alta Star Software, all rights reserved. • www.altastar.com • (877) 279-8898 ALTA CTA D Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 155 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a ADDENDUM NO. ONE TO THAT CERTAIN VACANT LAND CONTRACT DATED OCTOBER , 2023 BETWEEN FRONTIER FUELS INC., a Wyoming corporation NATIONAL FINANCIAL CORPORATION, a Wyoming corporation and FLEET FINANCE & MORTGAGE, INC., a Florida corporation, collectively, AS SELLER, AND SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statute, AS BUYER This Addendum No. One ("Addendum") is to be made part of, and incorporated into, the Commercial Contract dated as of the date hereof, ("Contract") between: FRONTIER FUELS INC., a Wyoming corporation, NATIONAL FINANCIAL CORPORATION, a Wyoming corporation and FLEET FINANCE & MORTGAGE, INC., a Florida corporation, (collectively, as "Seller") and SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statute, ("Buyer") for the property described in Exhibit A attached hereto ("Property"). Buyer and Seller may each be referred to herein as a "Party" and collectively as the "Parties". The Contract and this Addendum together constitute the "Agreement". The Seller and the Buyer agree as follows: 1. LIMITATION OF SELLER'S LIABILITY AND BUYER'S WAIVER OF IMPORTANT RIGHTS: BUYER AGREES THAT BUYER IS BUYING THE PROPERTY "AS IS" (AS MORE FULLY SET FORTH IN SECTION 4 OF THIS ADDENDUM). BUYER AGREES THAT SELLER SHALL NOT BE LIABLE TO BUYER UNDER ANY CIRCUMSTANCES FOR ANY SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES WHATSOEVER, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR ANY OTHER LEGAL OR EQUITABLE PRINCIPLE, THEORY, OR CAUSE OF ACTION ARISING OUT OF OR RELATED IN ANY WAY TO ANY CLAIM, INCLUDING, BUT NOT LIMITED TO, THE AFOREMENTIONED CLAIMS. SELLER'S LIMITATION OF LIABILITY AND BUYER'S WAIVERS PROVIDED IN THE AGREEMENT ARE A MATERIAL PART OF THE CONSIDERATION TO BE RECEIVED BY THE SELLER UNDER THE AGREEMENT AS NEGOTIATED AND AGREED TO BY THE BUYER AND THE SELLER. BUYER AND SELLER WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY LITIGATION ARISING FROM OR RELATED IN ANY WAY TO THE AGREEMENT. THE BUYER FURTHER WAIVES THE FOLLOWING, TO THE FULLEST EXTENT PgsRMITTED BY LAW: BUYER (initials (�„ SELLER (initials] it l iltS• -1- Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 156 DocuSign Envelope ID 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a (A) ANY CLAIMS ARISING OUT OF OR RELATING IN ANY WAY TO ENCROACHMENTS, EASEMENTS, BOUNDARIES, SHORTAGES IN AREA OR ANY OTHER MATTER THAT WOULD BE DISCLOSED OR REVEALED BY A SURVEY OR INSPECTION OF THE PROPERTY OR SEARCH OF PUBLIC RECORDS; AND (B) ANY CLAIMS ARISING OUT OF OR RELATING IN ANY WAY TO THE SQUARE FOOTAGE, SIZE, OR LOCATION OF THE PROPERTY, OR ANY INFORMATION PROVIDED ON THE MULTIPLE LISTING SERVICE, OR BROCHURES OR WEB SITES OF SELLER OR SELLER'S AGENT OR BROKER References to the "Seller" in this Section 1 of this Addendum shall include the Seller and the Indemnified Parties (as defined in Section 14 of this Addendum, and all references in this Addendum to "Indemnified Parties" or "INDEMNIFIED PARTIES" shall have the meaning set forth in Section 14. 2. Effective Date: The date of Seller's execution of this Addendum shall be the "Effective Date" of the Agreement, notwithstanding any prior understanding or agreement with respect to the terms set forth herein. The Agreement shall be null and void if the Agreement signed by the Buyer is not actually received by the Seller before the Seller accepts a competing offer, or gives verbal or written notice of revocation to the Buyer, the Buyer's agent or attorney, or the listing agent. The Agreement must be approved by the Seller's management, and must be signed by all parties in order to be binding. Seller acknowledges that Buyer must obtain approval from Buyer's Board of Commissioners ("BOC Approval"), and that BOC Approval must be received during the Inspection Period. 3. Disclosures: (A) The Property may be subject to unpaid special assessment lien(s) imposed by a public body ("public body"). Such lien(s), if any, whether certified, confirmed and ratified, pending, or payable in installments, as of Closing, shall be paid by Seller at Closing. (B) PROPERTY TAX DISCLOSURE SUMMARY: BUYER SHOULD NOT RELY ON THE SELLER'S CURRENT PROPERTY TAXES AS THE AMOUNT OF PROPERTY TAXES THAT THE BUYER MAY BE OBLIGATED TO PAY IN THE YEAR SUBSEQUENT TO PURCHASE. A CHANGE OF OWNERSHIP OR PROPERTY IMPROVEMENTS TRIGGERS REASSESSMENTS OF THE PROPERTY THAT COULD RESULT IN HIGHER PROPERTY TAXES. IF YOU HAVE ANY QUESTIONS CONCERNING VALUATION, CONTACT THE COUNTY PROPERTY APPRAISER'S OFFICE FOR INFORMATION. 4. CONDITION OF PROPERTY: AS A MATERIAL PART OF THE CONSIDERATION TO BE RECEIVED BY THE SELLER UNDER THE AGREEIV,LENT AS NEGOTIATED AND AGREED TO BY THE BUYER AND THE -2- BUYER (initials SELLER (initial Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 157 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a SELLER, THE BUYER ACKNOWLEDGES AND AGREES TO ACCEPT THE PROPERTY IN "AS IS" CONDITION AT THE TIME OF CLOSING, INCLUDING, WITHOUT LIMITATION, ANY HIDDEN DEFECTS OR ENVIRONMENTAL CONDITIONS AFFECTING THE PROPERTY, WHETHER KNOWN OR UNKNOWN, WHETHER SUCH DEFECTS OR CONDITIONS WERE DISCOVERABLE THROUGH INSPECTION OR NOT. THE BUYER ACKNOWLEDGES THAT THE SELLER, AND ITS AGENTS, BROKERS, AND REPRESENTATIVES HAVE NOT MADE, AND THE SELLER SPECIFICALLY NEGATES AND DISCLAIMS, ANY REPRESENTATIONS, WARRANTIES, PROMISES, COVENANTS, AGREEMENTS, OR GUARANTEES, IMPLIED OR EXPRESS, ORAL OR WRITTEN, WITH RESPECT TO: (A) THE PHYSICAL CONDITION OR ANY OTHER ASPECT OF THE PROPERTY INCLUDING, BUT NOT LIMITED TO, AVAILABILITY AND QUANTITY OR QUALITY OF WATER, STABILITY OF THE SOIL, SUSCEPTIBILITY TO LANDSLIDE OR FLOODING, SUFFICIENCY OF DRAINAGE, MOLD OR ANY OTHER MATTER AFFECTING THE STABILITY OR INTEGRITY OF THE PROPERTY; (B) THE CONFORMITY OF THE PROPERTY TO ANY ZONING, LAND USE OR BUILDING CODE REQUIREMENTS OR COMPLIANCE WITH ANY LAWS, STATUTES, RULES, ORDINANCES, OR REGULATIONS OF ANY FEDERAL, STATE OR LOCAL GOVERNMENTAL AUTHORITY, OR THE GRANTING OF ANY REQUIRED PERMITS OR APPROVALS, IF ANY, OF ANY GOVERNMENTAL BODIES THAT HAD JURISDICTION OVER THE PROPERTY; (C) THE HABITABILITY, MERCHANTABILITY, MARKETABILITY, PROFITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPERTY, INCLUDING EXHIBITORY VICES AND DEFECTS, APPARENT OR NON -APPARENT OR LATENT, THAT NOW EXIST OR MAY HEREAFTER EXIST AND THAT, IF KNOWN TO BUYER, WOULD CAUSE BUYER TO REFUSE TO PURCHASE THE PROPERTY; AND (D) THE SURFACE ESTATE MAY BE OWNED SEPARATELY FROM THE UNDERLYING MINERAL ESTATE, AND TRANSFER OF THE SURFACE ESTATE DOES NOT NECESSARILY INCLUDE TRANSFER OF THE MINERAL RIGHTS. THIRD PARTIES MAY HOLD INTERESTS IN OIL, GAS, OTHER MINERALS, GEOTHERMAL ENERGY OR WATER ON OR UNDER THE PROPERTY, WHICH INTERESTS MAY GIVE THEM RIGHTS TO ENTER AND USE THE PROPERTY. SUCH MATTERS MAY BE EXCLUDED FROM THE TITLE INSURANCE POLICY. Buyer shall release to Seller all reports and other work generated as a result of the Inspections. BUYER (initials SELLER (initial DS 3 Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 158 DocuSign Envelope ID 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a 5. Environmental Hazards: In the event the Property is affected by an environmental hazard discovered during the inspection period set forth in Section 9(a)(1) of the Contract, either Party may terminate the Agreement pursuant to the provisions set forth in said Section 9(a)(1). In the event the Seller decides to sell the Property to the Buyer and the Buyer agrees to purchase the Property (as evidenced by Buyer and Seller proceeding to close) despite the presence of an environmental hazard, the Buyer releases the Seller and the Indemnified Parties from any Claims arising out of or relating in any way to the environmental hazard or conditions of the Property, and Buyer agrees to also execute an additional general release at closing, in a form acceptable to Seller, related to the environmental hazard if Seller so requests. In the event the Buyer elects not to execute the additional release, Seller may, at the Seller's sole discretion, terminate the Agreement upon notice given to Buyer. 6. Notice of Violations: In the event the Seller has received, or receives prior to closing, any official notice that the Property is in violation of any laws or regulations, the Seller may terminate the Agreement or delay the date of closing. Buyer understands and agrees that Seller is under no obligation whatsoever to cure any violation whatsoever or any fines, penalties or liens arising there from. If there is an enforcement proceeding arising from allegations of such violations before an enforcement board, special master, court or similar enforcement body, and Seller does not terminate the Agreement, nor Buyer terminates the Agreement, pursuant to the time periods outlined in Section 9(a)(1) of the Contract, the Buyer agrees (a) to accept the Property subject to the violations, and (b) to be responsible for compliance with the applicable code and with orders issued in any code enforcement proceedings. Buyer agrees to execute for closing any and all documents necessary or required by any agency with jurisdiction over the Property and to resolve the deficiencies as soon as possible after the closing. 7. Real Estate Taxes: Seller acknowledges that Buyer is a tax-exempt governmental entity. Seller will be responsible for complying with Section 196.295 of the Florida Statutes prior to Closing. The requirements for compliance with Section 196.295 provided by the Miami -Dade County Property Appraiser will be as follows: (A) Once the Closing Date has been determined, Closing Agent will submit a written formal request to the Miami -Dade County Property Appraiser's Office via e-mail or regular mail for a proration letter. A proration letter will be provided by Property Appraiser displaying the prorated amount of taxes due to date of closing. (B) Taxes will be prorated on the Closing Statement based on the amount set forth in the Property Appraiser's letter. If taxes for the year of closing are unknown on the Closing Date, the amount prorated shall be based on the amount set forth in the Property Appraiser's letter plus an additional 25% of the tax proration (the additional 25% is the "Tax Escrow") to cover any additional taxes required to be paid upon issuance of the closing year's tax bill for the Property. -4- BUYER (initials SELLER (initial Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 159 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a (C) After the Closing, Closing Agent will submit to the Tax Collector the Property Appraiser's escrow letter and the prorated tax amount of taxes stated to be due in the Property Appraiser's letter, and obtain a receipt for the deposit of the estimated taxes. Closing Agent will provide a copy of the Tax Collector receipt to Buyer. (D) After issuance of the actual tax bill for the Property, and upon request by Seller, Closing Agent will refund to Seller any excess funds remaining in the Tax Escrow. 8. Closing Costs and Adjustments: (A) Other than real estate taxes which will be subject to the provisions of Section 7, The Buyer and the Seller agree to prorate the following expenses as of closing and funding: municipal water and sewer charges, if any, utility charges, common area charges, condominium or planned unit development or similar community assessments, co-operative fees, maintenance fees, and rents, if any. In determining prorations, the Closing Date shall be allocated to the Buyer. Payment of special assessment district bonds and assessments shall be paid current by the Seller as of the Closing. If the current year's assessment is not available, the Property taxes shall be prorated based on an estimate or actual taxes from the previous year on the Property. All prorations shall be based upon a 30-day month and all such prorations shall be final. The Seller shall not be responsible for any amounts due after the closing date, or to be paid after closing, including, but not limited to, any taxes, penalties or interest assessed or due as a result of retroactive, postponed or additional taxes resulting from any change in use of, or construction on, or improvement to the Property, or an adjustment in the appraised or assessed value of the Property. If the Property is heated by, or has storage tanks for fuel oil, liquefied petroleum gases, or similar fuels, the Buyer will buy the fuel in the tank at closing at the current price as calculated by the supplier. In the event the Seller has paid any taxes, special assessments, or other fees and there is a refund of any such taxes, assessments, or fees after closing, Buyer, as the then current owner of the Property, or the closing agent, in the event of a holdback for payment of such items, shall immediately remit the refund to the Seller. (B) Any and all fines, fees, and costs associated with all recorded or unrecorded code violations, liens arising from code violations, local improvement liens, unpaid waste, liens or fines for unpaid waste, unpaid water, liens or fines for unpaid water and any other cost, lien or fine that may appear as a result of the lien letters generated by a lien search on the property (the "Lien Letters"); may be paid by Seller in Seller's sole and absolute discretion. Any attempt by the Seller to pay for such cost, assessment, special assessment, lien or fine shall not impose an obligation upon the Seller to pay for said cost, assessment, special assessment, lien or fine. If, in Seller's sole and absolute discretion, decides not to pay for such cost, assessment, special assessment, lien or fine, the Buyer shall assume responsibility for all cost, assessment, special assessment, lien or fine remaining and proceed to BUYER (initials) SELLER (initial DS Jitt- CDS is -5- Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 160 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a close this transaction. Buyer shall obtain Lien Letters within 30 days after the Effective Date. If Buyer does not give notice to Seller of any objections to the results of the Lien Letters at least 30 days prior to the Closing Date, then the Lien Letters will be deemed acceptable to Buyer. If Buyer gives notice of objections to the results set forth in the Lien Letters at least 30 days prior to the Closing Date, Seller will have the option in Seller's sole and absolute discretion either to (a) satisfy such objections on or before the Closing Date or (b) notify Buyer within 7 days that Seller is unable or unwilling to satisfy such objections. If Seller gives such notice to Buyer, then Buyer will have the option in Buyer's sole and absolute discretion either to (i) elect to accept the results in the Lien Letters subject to the matters to which Buyer has made objection or (ii) elect to terminate the Contract by delivery to Seller of notice of such termination. If Buyer elects to terminate the Contract, Buyer's deposit will be returned to Buyer by Escrow Agent, and all further rights and obligations of the parties under the Contract will terminate 9. Closing: Closing shall be held on or before December 27, 2023 (the "Closing Date") at the Seller's office located at 701 Brickell Avenue, Suite 3300, Miami, Florida 33131, at the office of the Buyer's attorney, at 2800 Ponce de Leon Boulevard, Suite 1200, Coral Gables, Florida 33134, or at any other place designated by the Seller within the county where the property is located. 10. Delivery of Possession of Property: The Seller shall deliver possession of the Property to the Buyer on the Closing Date and funding of the sale. 11. Title: (A) Deed: The deed to be delivered at closing shall be a quitclaim deed conveying only Seller's title and interest, if any, in the Property, to Buyer without any warranties or covenants. Any reference to the term "deed" or "Quitclaim Deed" herein shall be construed to refer to such form of deed. (B) Title Defects: (i) The Seller is not obligated to (A) remove any exception, (B) bring any action or proceeding or bear any expense in order to convey title to the Property, or (C) make the title marketable or insurable. (ii) Buyer shall obtain a title commitment for an owner's title insurance policy (the "Title Commitment") within 30 days after the Effective Date. If Buyer does not give notice to Seller of any objections to the conditions and exceptions set forth in the Title Commitment at least 30 days prior to the Closing Date ("Buyer's Title Objection Notice"), then the Title Commitment will be deemed acceptable to Buyer, and Buyer will accept title to the Property subject to such covenants, restrictions, easements, and reservations as may be set forth in the Title Commitment. If Buyer gives notice of objections to the conditions and exceptions set forth in the Title DsCommitment at least 30 days prior to the Closing Date, Seller will have the -6- BUYER (initials SELLER (initial DS Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 161 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a option in Seller's sole and absolute discretion either to (a) satisfy such objections on or before the Closing Date or (b) notify Buyer within 7 days that Seller is unable or unwilling to satisfy such objections. If Seller gives such notice to Buyer, then Buyer will have the option in Buyer's sole and absolute discretion either to (i) elect to accept title to the Property subject to the matters to which Buyer has made objection or (ii) elect to terminate the Contract by delivery to Seller of notice of such termination. If Buyer elects to terminate the Contract, Buyer's deposit will be returned to Buyer by Escrow Agent, and all further rights and obligations of the parties under the Contract will terminate. (iii) If the title company issuing the Title Commitment will not insure title and delete the standard exceptions due to the Quit Claim Deed or the Seller's refusal to provide the items required by the title company to delete the standard exceptions as set forth in section (C) below, the Buyer may include these items on the Buyer's Title Objection Notice and the same will be treated in the same manner as set forth in Section 9(B)(ii). (C) Seller is not required to eliminate: (i) The standard exception set forth in the Title Commitment for: (1) taxes for the year of the effective date of this commitment and taxes for special assessments which are not shown as existing liens by the public records; (2) rights or claims of parties in possession not shown by the public records; (3) easements or claims of easements not shown by the public records; (4) any lien, or right to a lien, for services, labor, or material heretofore or hereafter furnished, imposed by law and not shown by the public records. (ii) The standard exception set forth in the Title Commitment for easements, or claims of easements, not shown by the public records, encroachments, overlaps, boundary line disputes, and any other matters. (iii) Any exception for: fines or penalties arising out of any recorded or unrecorded building violations; any recorded or unrecorded code violations, any claims of lien arising from code violations, any recorded or unrecorded local improvement liens, nor any lien or fine provided by County Ordinance or by Ch. 159, F.S., in favor of any city, town, village or port authority, for unpaid waste, unpaid water and any other service charges. (iv) The standard exception for any adverse ownership claim by the State of Florida by right of sovereignty to any portion of the lands insured hereunder, including submerged, filled and artificially exposed lands, and lands accreted to such lands. (D) Survey: Buyer, at Buyer's expense, within the time allowed to deliver evidence of title and to examine same, may have the property surveyed and certified by a red Florida surveyor. BUYER (initials) SELLER (initial) ik, DS -7- Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 162 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a (E) Restrictions; Easements, Limitations: Seller shall convey title subject to: comprehensive land use plans, zoning, restrictions, prohibition and other requirements imposed by governmental authority; restrictions and matters appearing on the plat or otherwise common to the subdivision; outstanding oil, gas and mineral rights of record without right of entry; unplatted public utility easements of record; and taxes for the year of Closing and subsequent years. Seller does not warrant nor represent that there is ingress or egress to the real property sufficient for its intended use. The Seller is not obligated to remove any exception. (F) Flood Zone: Buyer is advised to verify with appropriate government agencies which flood zone the Property is in, whether flood insurance is required and what restrictions apply to improving the Property and rebuilding in the event of casualty. (G) Government Regulation: Buyer is advised that changes in government regulations and levels of service which affect Buyer's intended use of the Property, that occur after the Feasibility Period, will not be grounds for canceling this Contract. (H) Zoning: If the Property must be rezoned, Buyer will obtain the rezoning from the appropriate government agencies. Seller MAY sign, in its sole and absolute discretion, documents Buyer is required to file in connection with development or rezoning approvals. 12. Representations and Warranties of Buyer: In addition to Buyer's representations and warranties made elsewhere herein, the Buyer represents and warrants to the Seller the following: (A) The Buyer is purchasing the Property solely in reliance on its own investigation and inspection of the Property and not on any information, representation or warranty provided or to be provided by the Seller, its servicers, representatives, brokers, employees, agents, or assigns, including, but not limited to, any information provided on any brochures or web sites of Seller or Seller's agents or brokers, or any information on the Multiple Listing Service; (B) Neither the Seller, nor its servicers, employees, representatives, brokers, agents or assigns, has made any representations or warranties, implied or express, relating to the condition of the Property or the contents thereof; and (C) The Buyer has not relied on any representation or warranty from the Seller, or Seller's agents or brokers regarding the nature, quality, or workmanship of any repairs made by the Seller. 13. Representations and Warranties of Buyer: (A) Seller has full power and authority to enter into and perform this Agreement in accordance with its terms. DS BUYER (initials) ` . DS SELLER (initial) k M M -8- Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 163 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a 14. Seller's Remedies for Buyer's Default: In the event of Buyer's material breach or material misrepresentation of any fact under the terms of the Agreement, (1) the Seller shall retain the Non -Refundable Deposit, (2) the Seller is automatically released from the obligation to sell the Property to the Buyer, and (3) Seller and the Indemnified Parties shall not be liable to the Buyer for any Claims arising out of or relating in any way to the Seller's failure to sell and convey the Property to Buyer. 15. Representations and Warranties of Seller: Notwithstanding anything to the contrary herein (including, without limitation, any language to contrary in the Contract) Buyer hereby recognizes and agree that Seller makes no representation, warranty or covenant as to Seller's title to, or interest in, the Property. 16. Indemnification: The Buyer agrees to indemnify, defend and hold harmless Seller, and its affiliates, subsidiaries, parent company, representatives, agents, officers, directors, employees, attorneys, shareholders, servicers, tenants, brokers, predecessors, successors, and assigns ("Indemnified Parties") from and against any and all claims, causes of action, whether administrative or judicial, losses, costs (including any and all reasonable attorneys' fees, court costs, and reasonable costs of investigation, litigation, and settlement), expenses, sanctions, curtailments, interest, liabilities, penalties, fines, demands, liens, judgments, compensation, fees, loss of profits, injuries, death, and/or damages, of any kind whatsoever, whether known or unknown, fixed or contingent, joint or several, criminal or civil, or in law or in equity ("Claims") arising from, in connection with, or in any way relating to inspections or repairs made by the Buyer or its agents, representatives, brokers, employees, contractors, successors or assigns. 17. Risk of Loss: If after the effective date, the property is damaged by fire, destruction, or other casualty loss to the Property after the Seller's acceptance of the Agreement and prior to closing and funding, the Seller may, at its sole discretion, repair or restore the Property, or either Party may terminate the Agreement. If the Seller elects to repair or restore the Property, then the Seller may, at its sole discretion, limit the amount to be expended. If the Seller elects to repair or restore the Property, the Buyer shall acquire the Property in its AS -IS condition at the time of such acquisition at the purchase price with no reduction for such loss. 18. Severability: If any provision of the Agreement is determined to be invalid, illegal or unenforceable, the remaining provisions shall not be affected or impaired thereby, and no provision shall be deemed dependent upon any other provision unless so expressed herein. 19. Termination of Agreement: If either Party terminates the Agreement when permitted to do so, the Parties shall have no further obligation to each other. 20. Assignment of Agreement: The Buyer shall not assign the Agreement. The Seller may assign the Agreement at its sole discretion without prior notice to, or consent of, the Buyer. 21. Modification and Waiver: No provision, term or clause of the Agreement shall be revised, modified, amended or waived, except by an instrument in writing signed by the Buyer and the Seller +, : waiver by any Party of a breach of the Agreement shall not operate or be 9 BUYER (initials SELLER (initial Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 164 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a construed as a waiver of any other or subsequent breach. No course of dealing between the Parties shall operate as a waiver of any provision of the Agreement. 22. Intentionally Omitted. 23. Rights of Others: The Agreement does not create any rights, claims or benefits inuring to any person or entity, other than Seller's successors and/or assigns, that is not a Party to the Agreement, nor does it create or establish any third party beneficiary to the Agreement. 24. Counterparts and Facsimile: The Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original, and all such counterparts shall constitute one and the same instrument. A signed facsimile or photocopy of the Agreement shall be treated as an original, and shall be deemed to be as binding, valid, genuine, and authentic as an originally signed agreement for all purposes, including all matters of evidence and the "best evidence" rule. 25. Headings: The titles to the sections and headings of various paragraphs of the Agreement are placed for convenience of reference only, and in case of conflict the text of the Agreement, rather than such titles or headings, shall control. 26. Gender: Unless the context otherwise requires, singular nouns and pronouns, when used herein, shall be deemed to include the plural of such nouns or pronouns, and pronouns of one gender shall be deemed to include the equivalent pronoun of the other gender. 27. Force Majeure: No Party shall be responsible for delays or failure of performance resulting from acts of God, riots, acts of war, epidemics, power failures, earthquakes or other disasters, providing such delay or failure of performance could not have been prevented by reasonable precautions and cannot reasonably be circumvented by such Party through use of alternate sources, workaround plans, or other means. 28. Attorney Review: The Buyer acknowledges that Buyer has had the opportunity to consult with its legal counsel regarding the Agreement and that accordingly the terms of the Agreement are not to be construed against any Party because that Party drafted the Agreement or construed in favor of any Party because that Party failed to understand the legal effect of the provisions of the Agreement. 29. Dispute Resolution: THIS CONTRACT WILL BE CONSTRUED UNDER FLORIDA LAW. VENUE AND JURISDICTION SHALL BE EXCLUSIVELY IN MIAMI-DADE COUNTY, FLORIDA. ALL CONTROVERSIES, CLAIMS, AFFIRMATIVE OR DEFENSIVE LEGAL PROCEEDINGS, AND OTHER MATTERS IN QUESTION ARISING OUT OF OR RELATING TO THIS TRANSACTION OR THIS CONTRACT OR ITS BREACH OR ANY OTHER DOCUMENTS SIGNED BY THE PARTIES IN CONNECTION THEREWITH WILL BE SETTLED IN THE CIRCUIT COURT OF THE 11TH JUDICIAL CIRCUIT IN AND FOR MIAMI-DADE COUNTY, FLORIDA. 30. EFFECT OF ADDENDUM: THIS ADDENDUM AMENDS AND SUPPLEMENTS THE CONTRACT. IN THE EVENT THERE IS ANY CONFLICT BETWEEN THIS BUYER (initials) SELLER (initial DS 3114- S c;zc J -10- Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 165 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a ADDENDUM AND THE CONTRACT, THE TERMS OF THIS ADDENDUM TAKE PRECEDENCE AND SHALL PREVAIL. The undersigned, if executing the Agreement on behalf of a Seller and/or a Buyer that is a corporation, partnership, trust or other entity, represents and warrants that he/she is authorized by that entity to enter into the Agreement and bind the entity to perform all duties and obligations stated in the Agreement and shall provide Seller with proof of such authority upon execution of the Agreement. 31. Corporate or Other Legal Entity: The undersigned, if executing the Agreement on behalf of a Seller and/or a Buyer that is a corporation, partnership, trust or other entity, represents and warrants that he/she is authorized by that entity to enter into the Agreement and bind the entity to perform all duties and obligations stated in the Agreement and shall provide Seller with proof of such authority upon execution of the Agreement. Seller shall comply with the provisions of Section 286.23, Florida Statutes, regarding disclosure of beneficial interest at least ten (10) days prior to the Closing Date. 32. Initials: Buyer and Seller agree to all of the terms in the Agreement whether any provision or page is separately initialed or not. For emphasis some sections or provisions in the Agreement contain a place for Buyer and/or Seller to separately initial, but the failure by Buyer or Seller to initial any section, provision, or page in the Agreement shall not affect the enforceability of any term or provision in the Agreement. 33. Entire Agreement: The Agreement (including any disclosure of information on lead based paint or hazards, and other disclosure forms or notices required by law to be provided to Buyer) constitutes the entire agreement between the Buyer and the Seller concerning the subject matter hereof and supersedes all previous written and oral communications, understandings, representations, warranties, covenants, and agreements. Further, Buyer and Seller represent that there are no oral or other written agreements between the Parties. ALL NEGOTIATIONS ARE MERGED INTO THE AGREEMENT, AND NO ORAL OR WRITTEN, EXPRESS OR IMPLIED, PROMISES, REPRESENTATIONS, WARRANTIES, COVENANTS, UNDERSTANDINGS, COMMUNICATIONS, AGREEMENTS, OR INFORMATION MADE OR PROVIDED BY THE SELLER, OR SELLER'S EMPLOYEES, AGENTS, REPRESENTATIVES, OR BROKERS, INCLUDING, BUT NOT LIMITED TO ANY INFORMATION ON SELLER'S OR SELLER'S AGENT OR BROKER'S WEB SITES, SALES BROCHURES, OR ON THE MULTIPLE LISTING SERVICE SHALL BE DEEMED VALID OR BINDING UPON THE SELLER, UNLESS EXPRESSLY INCLUDED IN THE AGREEMENT. 34. Time: Calendar days shall be used in computing time periods except periods of less than six (6) days, in which event Saturdays, Sundays, and state or national legal holidays shall be excluded. Any time periods provided for herein which shall end on Saturday, Sunday, or state or national legal holiday shall extend to 5:00p.m. Eastern Standard Time of the next business day. Time is of the essence in this contract. 35. Attorneys' Fees, Court Costs, and Legal Expenses: In any action, proceeding, or arbitration arising out of, brought under, or relating to the terms or enforceability of the Agreement DS F 11_ BUYER (initials)FILLS. Ds SELLER (initial) l�l Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 166 DocuSign Envelope ID 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a the prevailing Party shall be entitled to recover from the losing Party all reasonable attorneys' fees, costs, and expenses incurred in such action, proceeding, or arbitration. 36. LANGUAGE IN BOLD OR CAPITALIZED: FOR EMPHASIS AND BUYER'S BENEFIT SOME PROVISIONS HAVE BEEN BOLDED AND/OR CAPITALIZED (LIKE THIS SECTION), BUT EACH AND EVERY PROVISION IN THIS ADDENDUM IS SIGNIFICANT AND SHOULD BE REVIEWED AND UNDERSTOOD. NO PROVISION SHOULD BE IGNORED OR DISREGARDED BECAUSE IT IS NOT IN BOLD OR EMPHASIZED IN SOME MANNER, AND THE FAILURE TO BOLD, CAPITALIZE, OR EMPHASIZE IN SOME MANNER ANY TERMS OR PROVISIONS IN THIS ADDENDUM SHALL NOT AFFECT THE ENFORCEABILITY OF ANY TERMS OR PROVISIONS. - 12 - BUYER (initials) SELLER (initial Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 167 DocuSign Envelope ID: 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a IN WITNESS WHEREOF, the Buyer and the Seller have entered into this Addendum effective as of the date it is executed by Seller as set forth below. THIS IS INTENDED TO BE A LEGALLY BINDING CONTRACT, IF NOT FULLY UNDERSTOOD, SEEK THE ADVICE OF AN ATTORNEY PRIOR TO SIGNING THIS INSTRUMENT. BUYER: SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statute ,—DocuSigned by: jou/v(0 Signature: l4ij ,t, Print Name: James McQueen Title: 10�3%20 Director Date: Approved as to form: ,--DocuSigned by: By: utln. uAl 'bWla, IACB74Q Print Name: incentCT.D Brown, Esq. Title: Staff Counsel Date: - 13 - BUYER (initials; SELLER (initial SELLER: FRONTIER FUELS INC., a Wyoming corporation DocuSigned by: Signature: NLt,Vt-614, COR,Sbin, Print Name: aH2Sfbn Title: Authorized Signatory, Director, and Vice President Date: 10/27/2023 NATIONAL FINANCIAL CORPORATION, a Wyoming corporation ,. DocuSigned/ by: Signature: AktA-614- Sbin,Sbtit Print Name: Me' i PStI Title: Authorized Signatory Date: 10/27/2023 FLEET FINANCE & MORTGAGE, INC., a Florida corporation DocuSigned by: Signature: (ftu't d,i{(A, COI,,Sbin, Print Name:`P€a1tl4ESftson Title: Authorized Signatory, Director and Vice President Date: 10/27/2023 Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 168 DocuSign Envelope ID 404B540A-69EB-42FD-8EB8-ABEB79A27F93 3.5.a Exhibit A "Property" (A) 440 N.W. 10 St., Miami, FL (Tax Folio No. 01-0102-080-1012): The West 5 feet of Lot 4 and all of Lots 5, 6 and 7, Block 28, NORTH, CITY OF MIAMI, according to the plat thereof as recorded in Plat Book B, Page 41 of the Public Records of Miami -Dade County, Florida. (B) 720 N.W. 4 Avenue, Miami, FL (Tax Folio No. 01-3137-028-0030): Lot 4, DAVENPORT TERRACE, according to the plat thereof, as recorded in Plat Book 1, Page 81, of the Public Records of Miam-Dade County, Florida. (C) 939 N.W. 5 Avenue, Miami, FL (Tax Folio No. 01-0102-080-1049): The South 50 feet of Lots 9 and 10, Block 28, NORTH, CITY OF MIAMI, according to the plat thereof as recorded in Plat Book B, Page 41, of the Public Records of Miami -Dade County, Florida. DS BUYER (initials) SELLER (initial l DS fitS - 14 - Attachment: File # 15053 - Exhibit A (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, Packet Pg. 169 Exhibit "B" 3.5.b LEGEND ABBREVIATIONS: A = ARC DISTANCE AC = AIR CONDITIONER PAD BCR = BROWARD COUNTY RECORDS BUILDING BM = BENCH MARK BOB = CBASISONCRETE OF BEARINGS CBS = BLOCK & STUCCO C= CALCULATED CMG = CV LI GUTTER IXF = CHAIN LINK FENCE COL = COLUMN DRAINAGE EASEMENT D.M.E. = DRAINAGE & MAINTENANCE EASEMENT Dtk =DRIVEWAY EB ELECTRIC BOX ENC.= ENCROACHMENT EDGE OF PAVEMENT EW = EDGE OF WATER FDH = FOUND DRILL HOLE FFE = FINISHED FLOOR ELEVATION FIR = FOUND IRON PIPE (NO ID) FIR = FOUND IRON ROD (NO ID) FN = FOUND NAIL (NO ID) FN&D= FOUND NAIL & LIGHT & ROWER ucrlr TRANSFORMER=LANDSCAPE LE. = LANDSCAPE EASEMENT L.M.E. = LAKE MAINTENANCE EASEMENT (M) =MEASURED MDCR = MIAMIDADS COUNTY RECORDS MN = MAN HOLE ML = MONUMENT LINE (P (P) = PLAT PB = PLAT BOOK PC = POINT OF CURVATURE PCP = PERMANENT CONTROL POINT PE = POOL EQUIPMENT PAD PI= PACE = POINT OF INTERSECTION PL = PLANTER POB = POINT OF BEGINNING POC = POINT OF COMMENCEMENT POINT OF REVERSE CURVATURE PRM = PERMANENT REFERENCE MONUMENT PT = POINT OF TANGENCY R = RADIUS DISTANCE =RECORD RB ES = RIGHT-OF-WAY = RESIDENCE SIP BHBO23 H BuBG2B STL = SURVEY TIE LINE SWK = SIDEWALK = TYPICAL UB = TY U. UTILIBOX - UTILITY EAS EMENT W/F = WOOD FENCE SYMBOLS: = TELEPHONE RISER © = CABLE TV RISER 0 = WATER METER X 0.00 = ELEVATION (00') = ORIGINAL LOT DISTANCE = CENTRAL ANGLE = CENTER LINE [w(1 = WATER VALVE = CURB INLET = FIRE HYDRANT 1l� A= LIGHT POLE = CATCH BASIN = UTILITY POLE (D) = DRAINAGE MANHOLE SCR) = SEWER MANHOLE METAL FENCE 5 5 9 - WOOD FENCE CHAIN LINK FENCE = EASEMENT BOUNDARY LINE = OVERHEAD UTILITY LINE ORIGINAL LOT LINE I�I�I�I ASPHALT CONCRETE RAVERS/ TILES BRICK 20 LOCATION SKETCH: NOT TO SCALE COVERED AREA GRAPHIC SCALE 10 20 13=20 MAP OF BOUNDARY SURVEY I I O 0 O 0 BLOCK CORNER NO CAP S I 1:2 L68023 REMAINDER OF LOT -10 BLOCK- 28N LCJ PORTION OF LOT -10 BLOCK- 28N (VACANT) LOT -11 BLOCK-28N 100100' 100.00' REMAINDER OF LOT-9 BLOCK • 28N PORTION OF LOT- 9 BLOCK - 28N (VACANT) LOT- 12 BLOCK - 28N CERTIFICATE OF AUTHORIZAPON R LB-6023 Survey Pros, Inc. 4348 SW 74TH AVENUE, MIAMI, FL. 33155 PH: (305) 767-6502 (main) MIFF:II-DADE IBRvAPID WW. survey-proscornH� NeLLA SIP.112- LB8023 0 01' LOT BLOCK - 28N -- L88023 NICOLAS DEL VENTO PROFESSIONAL SURVEYOR BE MAPPER STATE OF FLORIDA LTC. # 6945 PROPERTY ADDRESS: 939 NW PM AVENUE, MIAMI. FL 33136 (01-0102-080-1049) LEGAL DESCRIPTION: THE SOUTH 50 FEET OF LOTS 9 AND 10, BLOCK 28, OF NORTH CITY DE MIAMI, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN T BOOK B, PAGE 41, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDAPO FLOOD ZONE InFORVL1TION: THE GRAPHICALLY DEPICTED BUILDING(S) SHOWN ON THIS MAP OF SURVEY IS WITHIN ZONE % BASE FLOOD ELEVATION Nag COMMUNIN NAME N NUMBER CITY OF MIAMI 129650 MAP N PANEL NUMBER 120860312 SUFFIX L SURVEYOR'S NOTES: 1. ELEVATIONS WHEN SHOWN REFER TO 1929 NATIONAL GEODETIC VERTICAL DATUM (NGVD 1929). 2. NO ATTEMPT WAS MADE TO LOCATE FOOTINGS/FOUNDATIONS, OR UNDERGROUND UTILITIES UNLESS OTHERWISE NOTED, 3. THE LANDS SHOWN HEREON HAVE NOT BEEN ABSTRACTED IN REGARDS TO MATTERS OF INTEREST BY OTHER PARnE SUCHS A EASEMENTS, RIGHTS OF WAYS, RESERVATIONS, ETC. ONLY PLATTED EASEMENTS ARE SHOWN. 4 THIS SURVEY WAS PREPARED FOR AND CERTIFIED TO THE PARNNES) INDICATED HEREON AND IS NOT TRANSFERABLE OR ASSIGNABLE WITHOUT WRITTEN CONSENT OF SMALL BOUNDARY LIMIT INDICATORS SET ARE STAMPED LBH8023. 6. THE BOUNDARY LIMITS ESTABLISHED ON THIS SURVEY ARE BASED ON THE LEGAL DESCRIPTION PROVIDED BY THE CLIENT OR ITS REPRESENTATIVE. 7. FENCE OWNERSHIP IS NOT DETERMINED. DIMENSIONS ARE TO THE INTERIOR PORPON OF THE FENCE. 8. ADDITIONS OR DELETIONS TO THIS SURVEY MAP AND/OR REPORT BY SOMEONE OTHER THAN THE BIGNING PARTY(IES) IS PROHIBITED WITHOUT WRITTEN CONSENT OF E SIGNING PARTYOES). 9F A SURVEY I NOT VALIDSURVEYOR WITHOUT THE ORIGINAL SIGNATURE AND RASED SEAL I F A INFORMATIONAL LICENSED SURVEYOR AND MAPPER OTHERWISE THIS MAP IS FOR INFORMATIONAL PURPOSES ONLY. 10 BEARINGS WHEN SHOWN A BE ASSUMED MERIDIAN AND BASED ON PT THE CENTERLINE OF NW STH AVENUE BES 02°i8"18" E. SURVEYOR'S CERTIFICATIOV: I HEREBY CERTIFY THAT THIS SURVEY IS E AND CORRECT TO THE EST of MY KNOWLEDGE AND BELIEF AS RECENTLY SURVEYED AND DRAWN UNDERMY DIRECTION AND MEETS THE MINIMUM TECHNICAL STANDARDS SET FORTH BY THE FLORIDA STATE BOARDOF SURVEYORS AND MAPPERS IN CHAPTER 5J-, FLORIDA ADMINISTRATIVE PURSUANT CODE FLORIDA CERTIFIED TO: FRONTIER FUELS INC TRUST SEAL DATE OF ORIGINAL FIELD WORK, DT/OR/2023 JOB NUMBER. 23079660 DRAWN BY: ADRIEL CAD FILE. FRONTIER FUELS INC TRUST SHEET 1 OF 1 REVISION(S). N.W. 4th Avenue, Miami, - Exhibit B (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Flo Attachment: File # 150 Packet Pg. 170 LEGEND ABBREVIATIONS: A = ARC DISTANCE AC = AIR CONDITIONER PAD BCR = BROWARO COUNTY RECORDS B BUILDING BM G BENCH MARK BOB = BASS OF BEARINGS CBS = CONCRETE BLOCK & STUCCO (C) = CALCULATED C&G = CURB & GUTTER C F = CHAIN LINK FENCE COLUMN DRAINAGE EASEMENT D.M.E. = DRAINAGE & MAINTENANCE EASEMENT D/W = DRIVEWAY EB = ELECTRIC BOX ENC. = ENCROACHMENT EDGE OF PAVEMENT EW = EDGE OF WATER. FDH = FOUND DRILL HOLE FFE = FINISHED FLOOR ELEVATION FIP = FOUND IRON PIPE (NO ID) FIR = FOUND IRON ROD (NO ID) FN = FOUND NAIL (NO ID) FN&D= FOUND NAIL & DISCK FLORIDA POWER & LIGHT TRANSFORMER PAD LE. = LANDSCAPE EASEMENT L.M.E. = LAKE MAINTENANCE EASEMENT (M) = MEASURED MDCR = MIAMI-DADE COUNTY RECORDS MH = MAN HOLE ML = MONUMENT LINE PB = PLAT BOOK PG = POINT OF CURVATURE PCP = PERMANENT CONTROL POINT PE = POOL EQUIPMENT PAD PACE PI = POINT OF INTERSECTION PL = PLANTER POB = POINT OF BEGINNING POC = POINT OF COMMENCEMENT POINT OF REVERSE CURVATURE PRM = PERMANENT REFERENCE MONUMENT PT = POINT OF TANGENCY R = RADIUS DISTANCE (R) = RECORD RAW = RIGHT-OF-WAY RES = RESIDENCE SIP = SIP STL SURVEYTIELINE K LBgB023 SWK = SIDEWALK (NP) = TYPICAL UB - UTILIN BOX EASEMENT W/F = WOOD FENCE SYMBOLS: = TELEPHONE RISER © = CABLE TV RISER 0 = WATER METER x 0.00 = ELEVATION (00') = ORIGINAL LOT DISTANCE = CENTRAL ANGLE = CENTER LINE = WATER VALVE = CURB INLET = FIRE HYDRANT #J-L,tX = LIGHT POLE = CATCH BASIN UTILITY POLE D1D0 = DRAINAGE MANHOLE .51 = SEWER MANHOLE METAL FENCE 0 0 9 - WOOD FENCE CHAIN LINK FENCE = EASEMENT BOUNDARY LINE = OVERHEAD UTILITY LINE ORIGINAL LOT LINE I�I�I�I ASPHALT CONCRETE RAVERS/ BRICK 20 TILES LOCATION SKETCIL NOT TO SCALE p y 2/s. O` Q3 0\ COVERED AREA GRAPHIC SCALE 10 20 NO ACCESS 0 O 1.74' LOT- 18 "DAVENPORTSUB" N0 (1-81) ACCESS 0 /1 MAP OF BOUNDARY SURVEY LOT•3 "DAVENPORT SUB" (1-81) FOLIO: 01-3137-028.0030 LOT-4 "DAVENPORT SUB" (1-81) (VACANT) 100.00 LOT-5 "DAVENPORT SUB" (1-81) b6/ BLOCK CORNER O O FI P oFFSETI SOUTH 1 54 EAST 0.171 3.5.b CERTIFICATE OF AUTHORIZATION $ LB-0,6 Survey Pros, Inc. 4348 SW 74TH AVENUE, MIAMI, FL. 33155 PH: (305) 767-6802 (main) MIAMI-BADE IRRvww. s u rvey-p roscom H� u NFLLA v NICOLAS DEL VENTO PROFESSIONAL SURVEYOR & MAPPER STATE OF FLORIDA LIS. # 6945 PROPERTY ADDRESS:: 720 NW 4TH AVENUE. MIAMI, FL 36136 LEGAL DESCRIPTION: LOT 4, DAVENPORT SUBDIVISION r F, AS E, ACCORDING DING TO RECORDED IN PLAT BOOK 1, PAGE TERRACE, OF THE PUBLIC RECORDS PLAT MIAMI-DADE COUNTY, FLORIDA. FLOOD ZONE INFORMATION: THE GRAPHICALLY DEPICTED BUILDING(S) SHOWN ON THIS MAP OF SURVEY IS WITHIN ZONE BASE FLOOD ELEVATION CI(A COMMUNITY NAME & NUMBER CITY OF MIAMI 120950 MAP & PANEL NUMBER 120B600730 SUFFIX L SURVEYOR'S NOTES: 1. ELEVATIONS WHEN SHOWN REFER TO 1929 NATIONAL GEODETIC VERTICAL DATUM (NGVD 1029) 2. NO ATTEMPT WAS MADE TD LOCATE FOOTINGS/FOUNDATIONS, DR UNDERGROUND UTILITIES UNLESS OTHERWISE NOTED. 3. THE LANDS SHOWN HEREON HAVE NOT BEEN ABSTRACTED IN REGARDS TO MATTERS OF INTEREST BY OTHER PARTIES. SUCH AS EASEMENTS. RIGHTS OF WAYS 4EERVATIONS, E EASEMENTS A SHOWN. ETC. ONLY PLATTED THIS SURVEY WAS PREPARED FOR AND CERTIFIEDASSIGNABLE WIT THE PARTYDWRITTEN INDICCONSENED T HEREON AND IS NOT TRANSFERABLE OR ASSIGNABLE WITHOUT WRITTEN CONSENT OF THIS FIRM. 5 ALL BOUNDARY LIMIT INDICATORS SET A TAMPED LBgeE23 EST 6. THE BOUNDARY LIMITS ESTABLISHED ON ITS PURVEY ARE BASED ON THE LEGAL DESCRIPTION OWNERSHIP BY THE CLIENT MI ITS ARE P. FENCE OWNERSHIP IS NOT DETERMINED. DIMENSIONS ARE To THE INTERIOR PORTION OF THE FENCE. DELETIONS TO SURVEY MAP WITHOUT REPORT BY SOMEONE OTHER THAN THE SIGNING PARTYCIEs) Is PROHIBITED WITHOUT WRITTEN CONSENT OF E SIGNING PARTT(IEP)_ THIS FLORIDA I NOT VALID W sIGNANRE APIPEAL LIT THE ORIGINAL AND RAISED I F A INFORMATIONAL LICENSED SURVEYOR AND MAPPER. OTHERWISE THIS MAP Is FDR INFORMATIONAL PURPOSES ONLY 10. BEARINGSWHEN SHOWN ARE TO AN ASSUMED MERIDIAN AND BASED ON PLAT. THE CENTERLINE of NW 4m AVENUE BEARS s 02.151 e- E. SURVEYOR'S CERTIFICATION: I HEREBY CERTIFY THAT THIS SURVEY IS TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE AND BELIEF ARECENTLY SURVEYED AND DRAWN UNDER MY DIRECTION AND MEETS THE MINIMUM TECHNICAL STANDARDS SET FORTH eTATE HE FLORIDAFL BOARD SURVEYORS AND MAPPERS IN CHAPTER SJ-17 FLORIDA ADMINISTRATIVE CODE PURSUANT TO SECTION 472027 FLORIDA STA NE. CERTIFIED TO: NATIONAL FINANCIAL CORP. TRUST C/O NICHOLE D. SCOTT, ESQ. HOLLAND & KNIGHT SEAL DATE OF ORIGINAL FIELD WORK. OT/PS/2023 JOB NUMBER. 23079655 DRAWN BY: ADRIEL CAD FILE. NATIONAL FINANCIAL CORP W TRUST SHEET 1 OF 1 L REVISION(S). N Q N.W. 4th Avenue, Miami, - Exhibit B (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Flo t: File # 150 Packet Pg. 171 LEGEND ABBREVIATIONS: A = ARC DISTANCE AC = AIR CONDTONER PAD R0 ROWARD COUNTY RECORDS BLDG=BUILDING BM = BENCH MARK BOB = BASIS OF BEARINGS CBS = CONCRETE BLOCK & STUCCO (C) = CALCULATED CLF = CHAIN LINK FENCE COL = COLUMN D.E. = DRAINAGE EASEMENT D.M.E. = DRAINAGE & MAINTENANCE EASEMENT D/W = DRIVEWAY EB = ELECTRIC BOX ENC. = ENCROACHMENT EP = EDGE OF PAVEMENT EW = EDGE OF WATER FDH = FOUND DRILL HOLE FLOORFIP = FOUND IRON PEA FIR = FOUND (NOIo) IRON L (ND ID) FOUND NS FPLo FLORIDA POWER &LIGHT TRANSFORMER PAD LE. = LANDSCAPE EASEMENT L.M.E. = LAKE MAINTENANCE EASEMENT (M) = MEASURED MDCR = MIAMI-DADE COUNTY RECORDS MH = MAN HOLE ML = MONUMENT LINE (P) = PLAT PB = PLAT BOOK PC = POINT OF CURVATURE PERMANENT CONTROL POINT EO UIPMENT PAD PG = PAGE PI = POINT OF INTERSECTION PL = PLANTER POB = POINT OF BEGINNING POO - POINT DF COMMENCEMENT PRC = POINT OF REVERSE CURVATURE PRM = PERMANENT REFERENCE MONUMENT PT = POINT OF TANGENCY RADIUS DISTANCE. (R) _ RECORD R/W =F-WAY RES = RESIDENCE SIP = SIP L13#8023 STUD = SET NAIL & DISK LB#8023 STL = SURVEY TIE LINE SWK = SIDEWALK (NP) = TYPICAL TILITY BOX U.E.=UUTILITY EASEMENT W/F = WOOD FENCE SYMBOLS: = TELEPHONE RISER © = CABLE TV RISER E = WATER METER X 0.00 = ELEVATION (00') = ORIGINAL LOT DISTANCE = CENTRAL ANGLE PM = CENTER LINE Wv &41 = WATER VALVE = CURB INLET = FIRE HYDRANT 1;#= LIGHT POLE = CATCH BASIN UTILITY POLE CD; =DRAINAGE MANHOLE 6-#I = SEWER MANHOLE METAL FENCE 7 14 k - WOOD FENCE CHAIN LINK FENCE = EASEMENT BOUNDARY LINE = OVERHEAD UTILITY LINE = ORIGINAL LOT LINE ASPHALT CONCRETE PAVERS/ TILES BRICK LOCATION SKETCH: NOT TO SCALE 4 . w "" 1Iii.Fdil --.- ... COVERED AREA GRAPHIC SCALE 30 0 15 30 1L=30' MAP OF BOUNDARY SURVEY LOT- 14 BLOCK •28 ' 898.Ntl1'4258'E M0TOTAL RIGHTAF %NAT IRE PAVEMENT LOT• 15 BLOCK - 28 REMAINDER OF LOT-4 BLOCK -28 PORTION OF LOT-4 BLOCK -28 LOT -16 BLOCK-28 NICOLAS DEL VENTO PROFESSIONAL SURVEYOR & MAPPER STATE OF FLORIDA LTC. (( 6945 3.5.b CERTIFICATE OF AUTHOWZAPON # LB-8023 Survey Pros, Inc. 4348 SW 74TH AVENUE, MIAMI, FL. 33155 PH. (305) 767-6802 (main) www_ survey -pros- corn PROPERTY ADDRESS: 440 NW 10TH STREET MIAMI, FL. 33134 LEGAL DESCRIPTION THE WEST 5 FEET OF LOT 4 AND ALL OF LOTS 5, 6 AND T, BLOCK 28, OF NORTH CITY OF MIAMI, ACCORDING TO THE PLAT THEREOF, AS RECDRDED IN PLAT BDDK B, PAGE 41, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA FLOOD ZONE INFORMATION: THE GRAPHICALLY DEPICTED BUILDINGS) SHOWN ON THIS MAP OF SURVEY IS WITHIN ZONE % BASE FLOOD ELEVATION N/A COMMUNITY NAME & NUMBER CITY OF MIAMI 120650 MAP & PANEL NUMBER 12086.312 SUFFIX L SURVEYOR'S NOTES: 1. ELEVATIONS WHEN SHOWN REFER TO 1929 NATIONAL GEODETIC VERTICAL DATUM (NGVD 1929). U2. TILITIES ATTEMPT UNLESASMADOTHERWISE O LOCATE FOOTINGS/FOUNDATIONS, OR UNDERGROUND ED 3. THE LANDS SHOWN HEREON HAVE NOT BEEN ABSTRACTED IN REGARDS TO MATTERS OF INTEREST BY OTHER PARTIES, SUCH AS EASEMENTS, RIGHTS OF WAYS, RESERVATIONS, ETC, ONLY PLATTED EASEMENTS ARE SHOWN- 4 THIS uRVEY WAS PREPARED FOR AND CE RTYNES) INDICATED RTFIED T Is NOT TRANSFERABLE OR ASSIGNABLE WITHOUT wRIrrEN CONSENT OF HEREON FiRnn.ND 5. ALL BOUNDARY LIMIT INDICATORS SET ARE STAMPED LB#8023. 6. THE BOUNDARY LIMITS ESTABLISHED ON THIS SURVEY ARE BASED ON THE LEGAL DESCRIPTION PROVIDED BY THE CLIENT OR ITS REPRESENTATIVE. 7. FENCE OWNERSHIP S NOT DETERMINED. DIMENSIONS ARE TO THE INTERIDR PORTION OF THE FENCE. 8. ADDTONS OR DELETIONS TO THIS SURREY MAP AND/OR REPORT BY SOMEONE OTHER THAN THE SIGNING PARTNIIESj IS PROHIBITED WITHOUT WRITTEN CONSENT OF THE SIGNING SURVEY 15 TES), 9. THIS SURVEY I NOT VALID WITHOUT THE ORIGINAL OTHERWISE AND RAISED SEAL INFORMATIONAL F A FLORIDA LIRP SE OURVEYOR AND MAPPER. OTHERWISE 1HIS MAP IS Fore 10.BERNGSPURPOSES ONLY. 10. BEARINGS WHEN SHOWN ARE TO AN ASSUMED MERIDIAN AND BASED ON PLAT. THE CENTERLINE of SW 93RD TERRACE BEARS 12190.00(00"E SURVEYOR'S CERTIFICATION: I HEREBY CERTIFY THAT THIS SURVEY IS TRUE AND CORRECT TD THE BEST OF MY KNOWLEDGE AND BELIEF AS RECENTLY SURVEYED AND DRAWN UNDER MY DIRECTION AND MEETS THE MINIMUM TECHNICAL STANDARDS SET FORTH BY THE FLORIDA STATE BOARD OF SURVEYORS AND MAPPERS IN CHAPTER 5J-17 FLORIDA ADMINISTRATIVE CODE PURSUANT TO SECTION 472.027 FLORIDA STATUE. CERTIFIED TO: FRONTIER FUELS INC TRUST SEAL DATE OF ORIGINAL FIELD WORK, 0T/05/2023 JOB NUMBER- 23079659 DRAWN BY: ADRIEL CAD FILE. FRONTIER FUELS INC TRUST SHEET 1 OF 1 REVISION(S). N.W. 4th Avenue, Miami, - Exhibit B (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Flo Attachment: File # 150 Packet Pg. 172 3.5.b APPRAISAL REPORT A 5,000 SQUARE FOOT LAND PARCEL LOCATED AT: 939 N. W. 5TH AVENUE MIAMI, FLORIDA PREPARED FOR: CITY OF MIAMI COMMUNITY REDEVELOPMENT AGENCY 819 N. W. SECOND AVENUE, THIRD FLOOR MIAMI, FLORIDA 33136 As OF: AUGUST 5, 2023 PREPARED BY: QUINLIVAN APPRAISAL, P.A. 7300 NORTH KENDALL DRIVE - SUITE 530 MIAMI, FLORIDA 33156 Packet Pg. 173 3.5.b QUINLIVAN APPRAISAL A PROFESSIONAL ASSOCIATION 7300 NORTH KENDALL DRIVE, SUITE 530 MIAMI, FLORIDA 33156 Thomas F. Magenheimer, MAI State Certified General Appraiser RZ 553 August 12, 2023 Brian Zeltsman, RA Director of Architecture & Development City of Miami Southeast Overtown Park West Community Redevelopment Agency 819 N.W. Second Avenue Miami, Florida 33136 Dear Mr. Zeltsman: Telephone (305) 663-6611 Fax (305) 670-4330 tmagmaigaol.com In accordance with your request and authorization, 1 have prepared this Appraisal Report covering the following described property: A 5,000 square foot land parcel, located at 939 N. W. 5tr' Avenue, Miami, Florida The purpose of this Appraisal is to estimate the Market Value of the described property as of August 5, 2023, being one of the dates of personal inspection. This report was prepared in accordance with the requirements of the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (FIRREA) relating to appraisal standards as enumerated in Title 12, Code of Federal Regulation, Part 34 (12CFR34) and in compliance with the most current Uniform Standards of Professional Appraisal Practice (USPAP) as adopted by the Appraisal Standards Board of the Appraisal Foundation. The narrative Appraisal Report that follows sets forth the identification of the property, the assumptions and limiting conditions, pertinent facts about the area and the subject property, comparable data, the results of the investigations and analyses, and the reasoning leading to the conclusions set forth. Packet Pg. 174 3.5.b Mr. Brian Zeltsman August 21, 2023 Page 2 Based on the inspection of the property and the investigation and analyses undertaken, I have formed the opinion that, as of August 5, 2023, the subject property had a Market Value as follows: THREE HUNDRED FIFTY THOUSAND DOLLARS $350,000 Respectfully submitted, Thomas F. Magenheimer, MAI State -Certified General Appraiser Certification Number: RZ 553 TFM/dm (23-055_2) Packet Pg. 175 3.5.b TABLE OF CONTENTS PAGE COVER PAGE TRANSMITTAL LETTR TABLE OF CONTENTS CERTIFICATION OF VALUE 1 SUMMARY OF SALIENT FACTS AND CONCLUSIONS 3 INTRODUCTION 6 INTRODUCTION 7 IDENTIFICATION OF THE PROPERTY 7 ADDRESS 7 PURPOSE AND DATE OF APPRAISAL 7 INTENDED USE AND USER OF APPRAISAL 7 LEGAL DESCRIPTION 7 PROPERTY RIGHTS APPRAISED 7 DEFINITION OF MARKET VALUE 8 ASSESSMENT AND TAXES - 2022 9 OWNER OF RECORDS AND ADDRESS 9 THREE-YEAR HISTORY OF TITLE 9 SCOPE OF THE APPRAISAL 10 LOCATION ANALYSIS 13 NEIGHBORHOOD DATA 14 SITE DATA 18 ZONING 21 HIGHEST AND BEST USE 24 THE APPRAISAL PROCESS 27 LAND VALUE ANALYSIS 29 ADDENDA 45 ASSUMPTIONS AND LIMITING CONDITIONS QUALIFICATIONS CLIENT LIST Packet Pg. 176 3.5.b CERTIFICATION OF VALUE The undersigned hereby certify that, to the best of my knowledge and belief: (A) The statements of fact contained in the report are true and correct. (B) The reported analyses, opinions and conclusions are limited only by the assumptions and limiting conditions set forth, and are my personal, unbiased professional analyses, opinions and conclusions. (c) I have no present or prospective interest in the property that is the subject of this report, and I have no personal interest or bias with respect to the parties involved. (D) I have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment. (E) My engagement in this assignment was not contingent upon developing or reporting predetermined results. (F) The appraisers' compensation for completing this assignment is not contingent upon the reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value estimate, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. Furthermore, the appraisal assignment was not based on a requested minimum valuation, a specific valuation or the approval of a loan. (G) The appraisers' analyses, opinions and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice, and the requirements of the State of Florida for state -certified appraisers. (H) Use of this report is subject to the requirements of the State of Florida relating to review by the Real Estate Appraisal Subcommittee of the Florida Real Estate Commission. (1) Thomas F. Magenheimer has made a personal inspection of the property that is the subject of this report. (J) No one has provided professional assistance to the persons signing this report. QUINLIVAN APPRAISAL Packet Pg. 177 3.5.b (K) The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute. (L) The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. (M) The undersigned performed market value appraisals regarding the subject property dated July 27, 2022 and January 13, 2023. As of the date of this report, Thomas F. Magenheimer has completed the requirements under the continuing education program for The Appraisal Institute. THOMAS F. MAGENHEIMER, MAI STATE -CERTIFIED GENERAL APPRAISER CERTIFICATION NUMBER: RZ 553 QUINLIVANAPPRAISAL Packet Pg. 178 3.5.b SUMMARY OF SALIENT FACTS AND CONCLUSIONS Purpose of Appraisal Market Value Property Rights Appraised Fee Simple Address 939 N. W 5th Avenue, Miami, Florida Legal Description Land Size Zoning The South 50 feet of Lots 9 & 10, Block 28 North, CITY OF MIAMI NORTH, according to the Plat thereof, as recorded in Plat Book "B", Page 41, of the Public Records of Miami -Dade County, Florida. 5,000 square feet T5-R, Urban Center Zone, Restricted City of Miami Highest and Best Use Residential use Estimated Market Value $350,000 Date of Value Estimate August 5, 2023 Date of Inspection August 5, 2023 Date of Report August 21, 2023 QUINLIVANAPPRAISAL Packet Pg. 179 3.5.b LOOKING SOUTHEASTERLY AT SUBJECT FROM N. W. 5TH AVENUE LOOKING NORTHEASTERLY AT SUBJECT FROM N. W. 5TH AVENUE QUINLIVAN APPRAISAL Packet Pg. 180 3.5.b LOOKING SOUTHERLY ON N. W. 5TH AVENUE — SUBJECT TO LEFT LOOKING NORTHERLY ON N. W. 5TH STREET — SUBJECT TO RIGHT QUINLIVAN APPRAISAL Packet Pg. 181 3.5.b INTRODUCTION QUINLIVANAPPRAISAL Packet Pg. 182 3.5.b INTRODUCTION IDENTIFICATION OF THE PROPERTY A 5,000 square foot vacant land parcel. ADDRESS 939 N. W. 5th Avenue, Miami, Florida PURPOSE AND DATE OF APPRAISAL The purpose of this Appraisal is to estimate the Market Value of the subject property as of August 5, 2023, being one of the dates of personal inspection. INTENDED USE AND USER OF APPRAISAL The intended use of this appraisal is to estimate the market value of the described property for a potential purchase of the property. The intended user is the Southeast Overtown/Park West Community Redevelopment Agency of the City of Miami. LEGAL DESCRIPTION The South 50 feet of Lots 9 & 10, Block 28 North, CITY OF MIAMI, according to the Plat thereof, as recorded in Plat Book "B", Page 41, of the Public Records of Miami -Dade County, Florida PROPERTY RIGHTS APPRAISED The property is appraised in fee simple: a fee without limitations to any particular class of heirs or restrictions, but subject to the limitations of eminent domain, escheat, police power and taxation, as well as utility easements of record. QUINLIVANAPPRAISAL Packet Pg. 183 3.5.b DEFINITION OF MARKET VALUE Market Value means the most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: (1) buyer and seller are typically motivated; (2) both parties are well informed or well advised and acting in what they consider their own best interest; (3) a reasonable time is allowed for exposure to the open market; (4) payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and (5) the price represents a normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. Source: Interagency Appraisal and Evaluation Guidelines, December 10, 2010, Federal, Volume 75, No. 237, Page 77472 QUINLIVANAPPRAISAL Packet Pg. 184 3.5.b ASSESSMENT AND TAXES - 2022 The subject property is assessed under the jurisdiction of the City of Miami, Florida. The assessment for the property is established each year as of January 1st by the Miami -Dade County Property Appraiser's Office at 100% of "Just Value." Just Value has been equated to Market Value less closing costs. While the State of Florida requires real estate to be assessed at 100% of Just Value, in reality the ratio of the assessed value to sales price is generally below 100%. Folio Number: 01-0102-080-1049 County Market Value: Land $ 125,000 Improvements $ 0 Total $ 125,000 Assessed Value: $107,177 Millage Rate: $20.6152 per $1,000 Tax Amount: $2,326.91 OWNER OF RECORDS AND ADDRESS Frontier Fuels Inc., Trustee P. O. Box 6 Georgetown, TX 33136 THREE-YEAR HISTORY OF TITLE According to the Public Records of Miami -Dade County, there have been no sale transfers of the subject property during the past three years. QUINLIVANAPPRAISAL Packet Pg. 185 3.5.b SCOPE OF THE APPRAISAL QUINLIVANAPPRAISAL Packet Pg. 186 3.5.b SCOPE OF THE APPRAISAL The scope of the assignment relates to the extent and manner in which research is conducted, data is gathered and analysis is applied, all based upon the following problem -identifying factors stated elsewhere in this report. This appraisal of the subject has been presented in the form of a Summary Appraisal Report, which is intended to comply with the reporting requirements set forth under Standards Rule 2-2 (b) of the USPAP. Data related to the subject property was derived from various sources including but not limited to the Miami -Dade County Property Appraiser's Office, Miami -Dade County plats, FEMA flood zone maps, Land Development Regulations of the City of Miami, and tax roll information provided by the Miami -Dade County Property Appraiser's Office. Comparable sale sources include the Miami -Dade County Property Appraiser's Office, the Miami -Dade County Clerk of the Courts Office, Board of Realtors' Multiple Listing Services, CoStar, and LoopNet. Sales prices are typically confirmed with a party to the transaction, i.e., buyer, seller, real estate agent or attorney to the transaction. A search for land sales was conducted in the area of the subject. The initial sales period researched was from January of 2022 through the date of valuation. Several other sales were considered, but were not included because there was too wide a difference in physical factors, location and time. QUINLIVANAPPRAISAL Packet Pg. 187 3.5.b ESTIMATED EXPOSURE TIME Exposure time is defined as the estimated length of time the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at market value on the effective date of the appraisal; a retrospective estimate based upon an analysis of past events assuming a competitive and open market. The overall concept of reasonable exposure encompasses not only adequate, sufficient and reasonable time but also adequate, sufficient and reasonable effort. In estimating a reasonable exposure time for the subject property, the appraisers have taken the following steps: Discussion with buyers, sellers, brokers and/or review of multiple listings of vacant land in the area related to historic marketing periods. Based on the above sources, exposure time is estimated to have been twelve months for the subject property. ESTIMATED MARKETING PERIOD The estimated value of the subject is predicated upon a normal marketing period. A normal marketing period is generally defined as the most probable amount of time necessary to expose and actively market a property on the open market to achieve a sale. Implicit in this definition are the following assumptions: (A) The property will be actively exposed and aggressively marketed to potential purchasers through marketing channels commonly used by sellers and buyers of similar type properties. (B) The property will be offered at a price reflecting the most probable markup over market value used by sellers of similar type properties. (C) A sale will be consummated under the terms and conditions of the definition of Market Value required by the regulation. In order to estimate the marketability of this property, the sales activity in this market area was reviewed over the past three years, multiple listings were reviewed and real estate brokers who operate in this area were interviewed. Based on the above sources, the subject property could be sold within a twelve month time period. QUINLIVANAPPRAISAL Packet Pg. 188 3.5.b LOCATION ANALYSIS QUINLIVANAPPRAISAL Packet Pg. 189 3.5.b NEIGHBORHOOD DATA The subject property is located in the northern periphery of the Central Business District of Miami in an area known as Park West. The site is located on the east side of N. W. 5th Avenue, between, N. W. 9th Street and N. W. 10th Street, two blocks west of Interstate 95, Biscayne Boulevard (U.S. Highway #1) is a north/south traffic artery in the City of Miami. Biscayne Boulevard extends northerly from Brickell Avenue to the Broward County line. The majority of commercial properties in the subject neighborhood front on Biscayne Boulevard. These commercial properties include motels, retail stores, restaurants, and multiple story office buildings. The Overtown area located west of Interstate 95 and north of the Miami River is a mixed use area comprised of low rise apartment buildings and industrial properties. A bridge spanning the Miami River is located at N.W. 7th Avenue, there block southwest of the subject property. Several of the properties located in the area are maritime industrial uses related to the Miami River. The Overtown area, west of N.W. 1st Avenue and north of N.W. 5th Street to N.W. 20th Street, is characterized by a large number of small apartment buildings. These buildings were constructed primarily in the late 1940s and 1950s. These buildings generally are in poor to fair condition, with virtually no new private construction in recent years. There are two 30-story high-rise apartment buildings located just north of the former Miami Arena site at N.W. 8th Street and N.W. 1st Avenue. These buildings were constructed on City of Miami land by private developers. The south building, Bayview Towers, was constructed in 1989 and contains 356 units. The north building, Park Place by the Bay, was constructed in 1990 and contains 463 units. The rental rates area relatively reasonable in these buildings. There has been little redevelopment in this area. The stimulus to speculation has been the Performing Arts Center on Biscayne Boulevard at N.E. 13th Street. The construction was completed in 2007. In addition to the speculation related to the Performing Arts Center, the establishment of the Park West Entertainment District by the City in April of 2000 had a positive affect on the property values. The intent of the Ordinance was to eliminate the distance requirements between nightclubs and to actually encourage establishment of clubs in close proximity to one another. It also provides for 24-hour liquor licenses within the district. The Park West Entertainment District is bounded by S.R. 836/I-395 to the north, Biscayne Boulevard to the east, N.E. 7th Street to the south, and North Miami Avenue to the west. Motivated by the liberal provisions of the Park West Entertainment District, in conjunction with greater restrictions being placed on nightclub operators on South Beach, club owners have acquired a number of older industrial buildings and vacant sites in the area - primarily along N.E. 11th Street and N.E. loth Streets. The older buildings have been totally renovated and opened as nightclubs, reportedly with tremendous success. Although no new buildings have been built on vacant sites, several are reportedly planned. QUINLIVANAPPRAISAL Packet Pg. 190 3.5.b The Central Business District of Miami is located just southeast of the Overtown area. The Central Business District is defined with Biscayne Boulevard at the east boundary, N.W./S.W. 1st Avenue to the west, N.E. 5th Street to the north and the Miami River to the south. The Central Business District is comprised of offices, hotels and retail stores. The older buildings were constructed primarily in the period between 1920 and 1940. The newer buildings were constructed primarily in the 1960s and 1970s. Flagler Street is the primarily retail/office street in the Central Business District of Miami. There are a variety of retail stores, department stores and offices fronting along Flagler Street in the Central Business District. Major office buildings in this area of Flagler Street and in the Central Business District include Israel Discount Bank Building, Alfred I. DuPont Building, Bank of Miami, Biscayne Building, City National Bank, Roberts Building, Courthouse Tower, Museum Tower, One Biscayne Tower, Bank of America Tower, SunTrust International Center, Wachovia Financial Center and Miami Center. The Government Center is bordered on the east by the Metrorail Guideway (N.W. 1st Avenue), on the west by Interstate 95, on the south by Flagler Street and on the north by N.W. 5th Street. This is an area zoned for Government/Institutional uses. There are two seven -story State of Florida Office buildings located on the east side of N.W. 2nd Avenue between N.W. 4th Street and N.W. 5th Street. The five -story City of Miami Police Station is located on the west side of N.W. 2n1 Avenue, across from the State of Florida Office building. The 29-story Metro -Dade County Government Center is located approximately one mile south of the subject sites on the east side of N.W. 2n1 Avenue between N.W. 1st Street and N.W. 3rd Street. This 500,000 square foot office building houses most of the Miami -Dade Government Offices. The former City of Miami Administrative Building (Hickman Building) is located on the northeast corner of N.W. 2nd Street and N.W. 3rd Avenue. The City of Miami moved their administrative office to a larger building in 1992 at S.W. 2nd Avenue and S.W. 4th Street. The Hickman Building now houses Miami -Dade County Parks Department and the Juvenile Assessment Center. Miami -Dade County has two multi -level parking garages on the north and south sides of N.W. 1st Street, just east of N.W. 3rd Avenue. The Miami -Dade County Cultural Center which contains the Art Museum of Miami -Dade County, the Historical Museum of Southern Florida and Main Branch of the Miami Public Library, is located adjacent to the south of the Miami -Dade County Government Center. The Miami -Dade County Courthouse is located on West Flagler Street at N.W. 1st Avenue. Due to proximity to the courthouse, most offices along Flagler Street are occupied by attorneys and their support services. The Overtown Station of Miami -Dade County's Rapid Transit System, known as Metrorail, is located at N.W. 8th Street and N.W. 1st Avenue. The Metrorail is an elevated track train system QUINLIVANAPPRAISAL Packet Pg. 191 3.5.b which extends north and west through the City of Hialeah to the Palmetto Expressway at N.W. 74th Street, and south to the Dadeland area. The Downtown Metromover emanates from the Government Center Station. The Metromover is an elevated track, remote controlled vehicle system which provides local transportation in the Central Business District. The Metromover track extends southerly to S.E. and S.W. 4th Street, easterly to Biscayne Boulevard, northerly to N.E. and N.W. 5th Street and westerly to N.E. and N.W. 2nd Avenue. The Metromover has nine stations throughout the Central Business District of Miami. Extensions of the Downtown Metromover have been constructed that run to the Omni and Brickell Avenue areas. The Federal Law Enforcement Building, known as the General Services Administration (GSA) Building, is located along the west side of N.E. 1st Avenue, between N.E. 4th and 5th Streets. This 308,000 square foot, 12-story building was recently constructed by the City of Miami in two phases and is leased to the Federal Government. There is one floor of partially sub -level parking, with the top three floors utilized as courtrooms to handle the overflow from the main courthouse. Various governmental offices occupy 100 percent of this building, with the U.S. Attorney's Office and the U.S. Marshall's Service as primary tenants. The U.S. Bureau of Prisons Metropolitan Federal Detention Center was recently built immediately west of the GSA Building. This 22-story facility houses a total of 946 inmates for all four security wards - minimum, low, medium, and maximum. In summary, the subject property is located north of the Central Business District of Miami, in an older multi-family/commercial area known as Overtown, a short distance from the Florida State Office Buildings and the Metro -Dade County Government Center. QUINLIVANAPPRAISAL Packet Pg. 192 3.5.b NEIGHBORHOOD MAP SUBJECT PROPERTY 939 N. W. 5th Avenue • A Theodore R NW 13th Gibson Park NW 12th St - l - ao■ir i•� . � ■ • Lummus Park etro- raii-uvertown Metro C e me E 2 co Z N ti to tti 'i O LL E t6 0) C a) 17) s Z 0 Q) 0) Q O L a O a) to s 2) L a M 0 Attachment: File # 15053 - Exhibit B QUINLIVAN APPRAISAL Packet Pg. 193 3.5.b SITE DATA QUINLIVANAPPRAISAL Packet Pg. 194 3.5.b SITE DATA Dimensions and Shape: The site is rectangular. The west property line of the site fronts for 50 feet on the east right-of-way line of N. W. 5th Avenue and has a depth easterly of 100 feet. Note: A survey of the site was not provided. The shapes and dimensions of the site are from recorded plats and the Hopkins Plat Book. Area: 5,000 square feet or 0.11 acres (Source: Miami -Dade County Property Appraiser's Office) Topography and Drainage: The site is level and approximately at street grade. Flood Zone: Map No. 12086C0312L (Effective September 11, 2009) Areas determined to be outside 0.2% annual chance floodplain Soil and Subsoil: The immediate area of the subject site appears to have no unusual soil or subsoil conditions. Unusual conditions would be brought out by test borings. Utilities: Water: Miami -Dade Water and Sewer Department Sewer: Miami -Dade Water and Sewer Department Electricity: Florida Power & Light Company Telephone: AT & T Street Improvements: N. W. 5th Avenue is asphalt paved with a dedicated width of 50 feet. N. W. 5th Avenue contains one northbound lane and one southbound lane. QUINLIVANAPPRAISAL Packet Pg. 195 3.5.b �o �o Sol 5�$ SITE SKETCH � ' 80361 3 so ::4 ti't4 6.0 Attachment: File # 15053 - Exhibit B (15053 : Purchase of Property at 939 N.W. 5th Avenue, Miami, Florida, 33136; 720 N.W. 4th Avenue, Miami, QUINLIVAN APPRAISAL Packet Pg. 196 3.5.b ZONING QUINLIVANAPPRAISAL Packet Pg. 197 3.5.b ZONING Under Ordinance of the City of Miami, Florida. Classification: T5-R, URBAN CENTER ZONE - RESTRICTED The urban center zone consists of higher density mixed -use building types that accommodate retail and office uses, rowhouses, and apartments. A network of small blocks has thoroughfares with wide sidewalks, steady street tree planting and buildings set close to the frontages with frequent doors and windows. Permitted Principal Uses allowed by right include single family residences, duplexes, multifamily housing, community residences, and home offices. Uses permitted by exception include bed and breakfasts, recreational facilities, religious facilities, marinas, public parking, transit facility, childcare, elementary school, high school, and pre-schools. Development Regulations Minimum Lot Size: 1,200 square feet Maximum Lot Size: 40,000 square feet Minimum Lot Width: 16 feet Maximum Lot Coverage: 60% Floor Lot Ratio: None Minimum Green Space: 10% Maximum Density: 65 dwelling units per acre Setbacks: Front 10 feet Side 0 feet Back 0 feet Maximum Building Height: Five stories Minimum Building Height: Two stories QUINLIVANAPPRAISAL Packet Pg. 198 3.5.b Minimum Offstreet Parking: Principal Dwelling Community Residence Lodging Office Commercial Civic Educational 1.5 spaces per unit 1 space per staff member in addition to required parking 1 space per 5 lodging units 3 spaces per• 1,000 square feet 3 spaces per 1,000 square feet 3 spaces per 1,000 square feet of exhibition area 2 spaces per 1,000 square feet QUINLIVANAPPRAISAL Packet Pg. 199 3.5.b HIGHEST AND BEST USE QUINLIVANAPPRAISAL Packet Pg. 200 3.5.b HIGHEST AND BEST USE Fundamental to the concept of value is the theory of highest and best use. Land is valued as if vacant and available for its highest and best use. The Appraisal Institute in The Dictionary of Real Estate Appraisal, Sixth Edition, defines highest and best use as follows: The reasonably probable and legal use of vacant land or an improved property, which is physically possible, appropriately supported, financially feasible, and results in the highest value. Land has limited value unless there is a present or anticipated use for it; the amount of value depends on the nature of the land's anticipated use, according to the concept of surplus productivity. Among all reasonable, alternative uses, the use that yields the highest present land value, after payments are made for labor, capital, and coordination, is generally regarded as the highest and best use of the land as though vacant. The highest and best use of a property as improved refers to the optimal use that could be made of the property including all existing structures. The implication is that the existing improvement should be renovated or retained as so long as it continues to contribute to the total market value of the property, or until the return from a new improvement would more than offset the cost of demolishing the existing building and constructing a new one. Estimating the highest and best use of a property comprises four stages of analysis: 1. Possible Use. What uses of the site being appraised are physically possible? 2. Permissible Use (Legal) What uses are permitted by Zoning and Deed Restriction, if any? 3. Feasible Use. Which possible and permissible uses will produce a net return to the owner of the site? 4. Maximally Productive. Among feasible uses, which use will produce the highest net return to the owner of the site? The following four point test must be met in estimating the Highest and Best Use. The use must be legal. The use must be probable, not speculative or conjectural. There must be a profitable demand for such use and it must return to the land the highest net return for the longest period of time. These tests have been applied to the subject property. In arriving at the estimate of Highest and Best Use, the subject site was analyzed as vacant and available for development. QUINLIVANAPPRAISAL Packet Pg. 201 3.5.b Possible Use The site has 50 feet of frontage on N. W. 5th Avenue, a secondary street. The road access and exposure of the site is adequate. The site is 5,000 square feet in size which equates to 0.11 of an acre. The size and street frontage of the subject site would limit its use to a single use. The site is rectangular, with street frontage on one side. The site has sufficient street frontage and width to have good functional utility. The size, shape, width and street frontage of the site would indicate small scale use. Permissible Use Permissible or legal uses are those uses which are permitted by zoning or deed restrictions. There are presently no known private deed restrictions of record. The site is zoned for residential uses. The zoning of the site permits houses, duplexes, townhouses and apartments. The maximum residential density is 65 dwelling units per acre. The maximum building footprint is 60% of the net lot area. The maximum building height is five stories. Feasible Use/Maximally Productive Use The physical characteristics and zoning of the subject property permit a wide range of potential uses. The possible and permissible uses of the subject site include residential uses. The physical characteristics and zoning of the subject property would indicate a small scale use, such as an office building, mixed use office and residential use, hotel, or government building. The site is a middle block location that has street frontage on one side. The site has adequate road access and exposure. The site is located a few blocks from a Metro Rail station. Metro Rail is the mass transit elevated train system of Miami -Dade County. The permissible uses of the subject site include residential uses. Conclusion — As Vacant Based on the zoning, physical characteristics, and surrounding uses, the highest and best use of the site is estimated to be for a single building with a residential use. QUINLIVANAPPRAISAL Packet Pg. 202 3.5.b THE APPRAISAL PROCESS QUINLIVANAPPRAISAL Packet Pg. 203 3.5.b APPRAISAL PROCESS The value of a site can be estimated by various methods which include Direct Sales Comparison, Allocation, Extraction, Development Approach, Land Residual or Ground Rent Capitalization. However, the Direct Sales Comparison Approach is the most preferred and utilized technique when sales of comparable sites are available. The other methodologies are indirect techniques which are generally used when an area is primarily built-up and sales of comparable sites are scarce. The Direct Sales Comparison Method of valuing the subject site was relied on due to the availability of recent land sales. In the Direct Sales Comparison Method, sales of similar recently sold sites with a similar highest and best use as the subject site are analyzed, compared and adjusted by time, property characteristics and location to indicate the Market Value of the subject site as though unimproved. The reliability of this approach is dependent upon the availability of comparable sales data, the verification of the sales data, the degree of comparability and the absence of non -typical conditions affecting the sale. Data related to the subject property is derived from various sources including but not limited to the Miami -Dade County Property Appraiser's Office, the Miami -Dade County Clerk's Office, Miami -Dade County plats, FEMA flood zone maps, Land Development Regulations of the City of Miami and tax roll information provided by the Miami -Dade County Property Appraiser's Offi ce. Comparable sale sources include the Miami -Dade County Property Appraiser's Office, Board of Realtors' Multiple Listing Service, Costar, and Loopnet. Sale prices are typically confirmed with a party to the transaction, i.e. buyer, seller, real estate agent or attorney to the transaction. QUINLIVANAPPRAISAL Packet Pg. 204 3.5.b LAND VALUE ANALYSIS QUINLIVANAPPRAISAL Packet Pg. 205 3.5.b LAND VALUE A value estimate is concluded by comparing the subject site to comparable land sales. Generally, the comparable land sales are adjusted by time, property, and location to indicate the Market Value of the subject site as though unimproved. This process is known as the Direct Sales Comparison Method. The Direct Sales Comparison Method is a process of analyzing sales of similar recently sold land parcels in order to derive an indication of the most probable sales price of the site being appraised. The reliability of this approach is dependent upon the availability of comparable sales data, the verification of the sales data, the degree of comparability and the absence of non -typical conditions affecting the sale. The following pages contain sales of similar land sites which have recently sold. Several other sales were considered, but were not included because there was too wide a difference in physical factors, location and time. Various analytical techniques may be used to identify and measure adjustments. The techniques of comparative analysis can be grouped into two categories: quantitative and qualitative. When quantitative analytical techniques are applied, mathematical processes are used to identify which elements of comparison require adjustment and to measure the amount of these adjustments. The primary quantitative techniques, Paired Data Analysis, is a process in which two or more market sales are compared to derive an indication of the size of the adjustment for a single characteristic. Ideally, the sales being compared will be identical in all respects except for the element being measured. Although paired data analysis is a theoretically sound method, it is sometimes impractical because only a narrow sampling of sufficiently similar properties may be available and it is difficult to quantify the adjustments attributable to all the variables. The primary qualitative techniques, Relative Comparison Analysis, is the study of the relationship indicated by market data without recourse to quantification. This technique is utilized because it reflects the imperfect nature of real estate markets. To apply the technique, the appraisers analyze comparable sales to determine whether the comparables' characteristics are inferior, superior, or equal to those of the subject property. A search is made of real estate market for all sales within the subject or competitive locations. While many sales were reviewed, the sales contained herein are considered most comparable to the subject properties as to all major factors of comparison. A photograph of each sale, a summary of the sales, a sales map and a value conclusion follows herein. QUINLIVANAPPRAISAL Packet Pg. 206 3.5.b LAND SALE 1 DATE: April 8, 2022 PRICE: $420,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O.R. Book 33162, Page 3702 FOLIO NUMBER: 01-3112-048-0363 GRANTOR: TP0403, LLC GRANTEE: BD Falcon Investments, LLC LEGAL: Lots 9 & 10, less the North 241.35 feet, Block 2, PHOENIX PARK, Plat Book 6, Page 80 of the Public Records of Miami -Dade County, Florida, less the South 25 feet oand less the West 5 feet. LOCATION: 125 N. W. 76t" Street Miami, Florida SITE DESCRIPTION: Dimensions: 44 feet x 143.2 feet Size: 6,321 Square Feet 0.15 Acres Zoning: T5-R, Urban Center Zone, Restricted Current Use: Vacant UNIT PRICE: $66.45 per square foot FINANCING: Conventional first mortgage from Samjack Blackstone of $437,000 at 4.16% interest for 360 months. REMARKS: The property previously sold in September of 2018 for $215,000 QUINLIVANAPPRAISAL Packet Pg. 207 3.5.b SALE 1 QUINLIVANAPPRAISAL Packet Pg. 208 3.5.b LAND SALE 2 DATE: October 7, 2022 PRICE: $720,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O.R. Book 33420, Page 1738 FOLIO NUMBER: 01-3113-063-0100 GRANTOR: 59 Street, LLC GRANTEE: Surlittleriverl, LLC LEGAL: The South 100 feet of Lots 11 & 12, Block 1, HIGH SCHOOL PARK TRACT, Plat Book 4, Page 44 of the Public Records of Miami -Dade County, Florida. LOCATION: 55 N. W. 59th Street Miami, Florida SITE DESCRIPTION: Dimensions: 100 feet x 110 feet Size: 11,000 Square Feet 0.25 Acres Zoning: T5-R, Urban Center Zone, Restricted Current Use: Vacant UNIT PRICE: $65.45 per square foot FINANCING: Cash. REMARKS: The property previously sold in July of 2018 for $280,000 QUINLIVANAPPRAISAL Packet Pg. 209 3.5.b SALE 2 QUINLIVANAPPRAISAL Packet Pg. 210 3.5.b LAND SALE 3 DATE: February 10, 2023 PRICE: $380,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O.R. Book 33584, Page 3084 FOLIO NUMBER: 01-3112-064-0040 GRANTOR: Miami Green Houses, LLC GRANTEE: Emprendimientos Rua, LLC LEGAL: Lot 5, EAST COURT OF PHOENIX PARK, Plat Book 9 Page 105 of the Public Records of Miami -Dade County, Florida. LOCATION: 37 N. W. 76th Avenue Miami, Florida SITE DESCRIPTION: Dimensions: 58.8 feet x 100 feet Size: 5,279 Square Feet 0.12 Acres Zoning: T5-R, Urban Center Zone, Restricted Current Use: Vacant UNIT PRICE: $71.98 per square foot FINANCING: Cash REMARKS: The property previously sold in November of 2019 for $125,000 QUINLIVANAPPRAISAL Packet Pg. 211 3.5.b SALE 3 QUINLIVANAPPRAISAL Packet Pg. 212 3.5.b LAND SALE 4 DATE: April 3, 2023 PRICE: $875,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O.R. Book 33653, Page 1778 FOLIO NUMBER: 01-3112-105-0030 GRANTOR: Phares Poliard GRANTEE: 101 Royal Palm, LLC LEGAL: Lot 3, Block 1, PELAEZ-ZOGBY SUBDIVISION, Plat Book 129, Page 65 of the Public Records of Miami -Dade County, Florida. LOCATION: 101 N. W. 76th Street Miami, Florida SITE DESCRIPTION: Dimensions: 84.2 feet x 143.2 feet Size: 12,043 Square Feet 0.28 Acres Zoning: T5-R, Urban Center Zone, Restricted Current Use: Vacant UNIT PRICE: $72.66 per square foot FINANCING: Cash. REMARKS: The property had no sales in the prior five years. QUINLIVANAPPRAISAL Packet Pg. 213 3.5.b SALE 4 QUINLIVANAPPRAISAL Packet Pg. 214 3.5.b LAND SALE 5 DATE: June 26, 2023 PRICE: $300,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O.R. Book 33783, Page 331 FOLIO NUMBER: 01-3112-065-0460 GRANTOR: Sanchez Holdings, LLC GRANTEE: Vizion 7538, LLC LEGAL: Lot 3, Block 5, RosELAwN PARK, Plat Book 9, Page 121 of the Public Records of Miami -Dade County, Florida. LOCATION: 7544 N. E. First Court Miami, Florida SITE DESCRIPTION: Dimensions: 47.5 feet x 100 feet Size: 4,750 Square Feet 0.11 Acres Zoning: T5-R, Urban Center Zone, Restricted Current Use: Vacant UNIT PRICE: $63.16 per square foot FINANCING: Cash. REMARKS: The property sold previously in May of 2021 for $171,000. QUINLIVANAPPRAISAL Packet Pg. 215 3.5.b SALE 5 QUINLIVANAPPRAISAL Packet Pg. 216 3.5.b LAND SALES MAP 5.-- Immemz= mew - oumSALE 1 SALE 3 i Mil 1=25�•W• 76kh.5kreek : 37 N.W. 76kh Skreek T Mil 34 ■il 1 MIN Ina AM 1,17 ,_ - MINE! - ° !iiiill glillIWA ■110E0 11. INIE;t110111111 IMMO= M ituumilmssi... SALE 4 SALE 5 rmm 101 N•W• 76kh Skreek 7544 N•W• 1sk Court ie L Im W 1+� m4 I =MIMI... . m : 0Pl ■ --L 12, Ono =.1—Wimelr.-—mmaraglafferillgiarjEgElrill.111-1P litt I al �� ....I ' y z SALE _ 55 N, W • 54kh Skreek ilizinming:I' !� ; :-IremsolgyaareniMME grillratall Ei..-11..071m.." r" MMINIIMM IIMIIMONragi WM ME ' _II .N . m .,M=M I M. . 4. }AM gommEmiNift le is `1. ow— ° IDI��mama pP- ,� ,„.,,,,,, 7 ,.. N. mm.,-• \VA- !RIEMM•MME in Lag ■ossmommo iamiTirairiVa 7 1 IloraMMEman NEM ER; 6,40 la a&�� 95 i71.:1:14:‘.:11:751:7m6 "11A114'-'- 'T .'''''''. al MMI i''....' EME.� •1ore Pa I �_�� ■Q�t 7N.11Ridommimi..F.-_!.....-pe..0.. 1 mimmom INNIN 111...1.11MMEM iiiimaimvi • lan. kuniammim ,15°,41 G iwimirillumr. Or!' iingani ingramir. Ali it- oam -0 • mg. ...16....F.Er_,.. ...w .E. iliri.......,ini—minim Ns, iiroglil: INI-s•I--1 :--,..„,:.„........,...... innikl.--.1W11. .1. ilderrk mak ,, ultn,r3, III '11.1.95tralemiL lain inin:111 ming .il� il SUBJECT PROPERTY `N y ■ 434 N • W • 5kh Avenue elP' ,� 395• f � Ilat _ G 7.--7-"--_ -t--A imp limirmkiimear ...4 ,-.-211 ARR. 41 '.yY SYt TIEs 7_ 195 QUINLIVAN APPRAISAL Packet Pg. 217 3.5.b SUMMARY OF LAND SALES CHARACTERISTICS SUBJECT SALE 1 SALE 2 SALE 3 SALE 4 SALE 5 DATE OF SALE 4/8/22 10/7/22 2/10/23 4/3/23 6/26/23 SALE PRICE $420,000 $720,000 $380,000 $875,000 $300,000 O.R. BOOK/PAGE 33162/3702 33420/1738 33584/3084 33653/1778 33783/331 ADDRESS 939 N.W 5 Ave. 125 N.W. 76 St. 55 N.W. 59 St. 37 N.W. 76 St. 101 N.W. 76 St 7544 N.E. 1 Ct. LOCATION 41/4 Miles NE 31/4 Miles NE 43/4 Miles NE 41/4 Miles NE 43/4 Miles NE LAND SIZE (SF) 5,000 6,321 11,000 5,279 12,043 4,750 LAND SIZE (ACRES) 0.11 0.15 0.25 0.12 0.28 0.11 ZONING T5-R T5-R T5-R T5-R T5-R T5-R USE AT SALE Vacant Vacant Vacant Vacant Vacant Vacant PRICE PAID/SF $66.45 $65.45 $71.98 $72.66 $63.16 Packet Pg. 218 3.5.b ANALYSIS OF SALES The land sales range in unit price from $63.16 to $72.66 per square foot of land area. The sales range in time from April of 2022 to June of 2023. Property Rights The fee simple interest is the property right of the subject property being valued. The comparable sales involved the same type of property rights. Financing The sales were all financed with cash. The financing of the sales does not indicate any adjustments of their prices for favorable/below market financing. Conditions of Sale All of the sales were arm's-length transactions. An arm's-length transaction is defined as a transaction freely arrived at in the open market unaffected by abnormal pressure or by the absence of normal competitive negotiation as might be true in the case between related parties. Date of Sale (Market Conditions) The sales occurred between April of 2022 and June of 2023. An upward trend in prices for land sites in the subject market area is evident over this time period. The unit prices of Sales 1 and 2, sales occurring in 2022, require upward adjustments for increasing market conditions. Location The sale sites are located in the city of Miami, within a 41/4 mile radius of the subject. The locations of the sale sites are considered similar to the location of the subject. Land Size The sale sites range in size from 4,750 to 12,043 square feet. The subject site at 5,000 square feet is within the range of sizes of the sale properties. The sales do not indicate a difference in unit price based on site size. Zoning The subject site is zoned for residential use in a T5-R district. The sale sites are also zoned T5-R zones. The zonings of the sale sites are similar to the zoning of the subject site. Conclusion The land sales range in unit price from $63.16 to $72.66 per square foot of land area. A summary of the adjustments is as follows: QUINLIVANAPPRAISAL Al Packet Pg. 219 3.5.b Sale No. 1 2 3 4 5 Price/Square Foot $66.45 $65.45 $71.98 $72.66 $63.16 Adjustments Property Rights = = = = = Conditions of Sale = = = = = Financing = = = = = Market Conditions + + = = = Location = = = = = Site Size = = = = = Zoning Access/Exposure Site Conditions Total Adjustments + + = = = The unit prices of the sales, ranging from $63.16 to $72.66 per square foot of land area, a fairly tight range. The unit prices of all of the sales are given consideration in the final analysis. Based on the above analysis of the land sales, it is estimated that the subject site has a market value as of August 5, 2023 of $70.00 per square foot of land area. 5,000 Square Feet x $70.00 per Square Foot = $350,000 Land Value Indication (Rounded) $350,000 QUINLIVANAPPRAISAL dd Packet Pg. 220 3.5.b ADDENDA QUINLIVANAPPRAISAL dS Packet Pg. 221 3.5.b ASSUMPTIONS AND LIMITING CONDITIONS This Appraisal Report has been made with the following general assumptions: 1. No responsibility is assumed for the legal description or for matters including legal or title considerations. Title to the property is assumed to be good and marketable unless otherwise stated. 2. The property is appraised free and clear of any or all liens or encumbrances unless otherwise stated. 3. Responsible ownership and competent property management are assumed. 4. The information furnished by others is believed to be reliable. However, no warranty is given for its accuracy. 5. All engineering is assumed to be correct. The plot plans and illustrative material in this report are included only to assist the reader in visualizing the property. 6. If no survey has been furnished to the appraiser, all measurements have been confirmed either in the field, in the plat book or by other reliable sources and are presumed to be accurate. 7. It is assumed that there are no hidden or unapparent conditions of the property, subsoil, or structures that render it more or less valuable. No responsibility is assumed for such conditions or for arranging for engineering studies that may be required to discover them. 8. It is assumed that there is full compliance with all applicable federal, state and local environmental regulations and laws unless noncompliance is stated, defined and considered in the Appraisal Report. 9. It is assumed, unless a study has been provided otherwise, that no hazardous material such as asbestos, urea formaldehyde or other toxic waste exists in the property. The existence of a potentially hazardous material could have a significant effect on the value of the property. QUINLIVANAPPRAISAL d( Packet Pg. 222 3.5.b 10. In reference to proposed construction, the real estate taxes and other expenses are Estimated. These amounts are not guaranteed. 11. It is assumed in the valuation of the subject land site, unless a compliance letter has been furnished to us, that the State of Florida Growth Management Act does not prevent the issuance of a building permit. 12. It is assumed that all required licenses, certificates of occupancy, consents, or other legislative or administrative authority from any local, state or national government or private entity or organization have been or can be obtained or renewed for any use on which the value estimate contained in this report is based. 13. It is assumed that the utilization of the land and improvements is within the boundaries of property lines of the property described and that there is no encroachment or trespass unless noted in the report. This Appraisal Report has been made with the following general limiting conditions: 1. The distribution, if any, of the total valuation of this report between land and improvements applies only under the stated program of utilization. The separate allocations for land and buildings must not be used in conjunction with any other appraisal and are invalid if so used. 2. Possession of this report, or a copy thereof, does not carry with it the right of publication. It may not be used for any purpose by any person other than the party to whom it is addressed without the written consent of the appraiser, and in any event, only with proper written qualification and only in its entirety. 3. The appraiser herein by reason of this appraisal is not required to give further consultation, testimony, or be in attendance in court with reference to the property in question unless arrangements have been previously made. 4. Neither all nor any part of the contents of this report (especially any conclusions as to value, the identity of the appraiser, or the firm with which the appraiser is connected) shall be disseminated to the public through advertising, public relations, news, sales, or other media without the prior written consent and approval of the appraiser. QUINLIVANAPPRAISAL d7 Packet Pg. 223 3.5.b QUALIFICATIONS OF THE APPRAISER THOMAS F. MAGENHEIMER Experience: 11/84 - Present QUINLIVAN APPRAISAL, P.A. 7300 N. Kendall Drive, Suite 530 Miami, Florida Currently president of Quinlivan Appraisal, P.A., a Real Estate Appraising and Consulting Firm, Established in 1964. Education: University of Richmond, Richmond, Virginia BA - Bachelor of Arts in History (1982) Professional Affiliations: Member of the Appraisal Institute (MAI No. 09166) Real Estate Salesman - State of Florida - Certificate No. 0344882 Certified General Appraiser, State of Florida, License No. RZ 553 Member Sigma Alpha Epsilon Fraternity Qualified as an Expert Witness in the Following Courts: Miami -Dade and Broward County Circuit Courts United States Bankruptcy Court Other Activities: Admissions Committee - South Florida -Caribbean Chapter of the Appraisal Institute - (1992) Newsletter Editor - South Florida -Caribbean Chapter of the Appraisal Institute - (1991 - 1995) President - South Florida -Caribbean Chapter of the Appraisal Institute - (1996) Board of Trustees - Palmer -Trinity School (1989 - 1993) QUINLIVAN APPRAISAL AR Packet Pg. 224 3.5.b Quinlivan Appraisal has prepared Appraisal Reports for the following: Institutions and Corporations: AT&T Alpha Realty Advisors Archdiocese of Miami Apollo Bank The Bank of America Bank United Barry University Bessemer Trust Company California Bank and Trust Chevron Oil Company Chase Manhattan Bank Chemical Bank Citibank City National Bank of Miami Coamerica Bank Coconut Grove Bank Commerce Bank Commercial Bank of Florida Eastern National Bank Espirito Santo Bank First American Bank First Bank Florida Fann Credit of South Florida First International Bank First National Bank of South Miami Florida International University First Nationwide Bank Florida Memorial College Florida Power and Light Company Florida Rock Industries Greyhound Lines HSBC Hemisphere National Bank Iberia Bank Intercontinental Bank International Bank of Miami, N.A. Jackson Health System Jetstream Financial Credit Union LaSalle National Bank Marine Midland Bank McDonalds Corp. Mellon United National Bank Miami -Dade County Community College Northern Trust Bank of Florida QUINLIVANAPPRAISAL d9 Packet Pg. 225 3.5.b Ocean Bank Pacific National Bank Shell Oil Company Silver Hill Funding South Trust Bank SunTrust Bank TotalBank Trust for Public Lands University of Miami U. S. Century Bank Wachovia Wal-Mart YMCA Governmental Agencies: City of Aventura City of Coral Gables City of Doral City of Florida City City of Hialeah City of Homestead City of Miami City of Miami Parking Authority City of Miami Beach City of Miramar City of North Bay Village City of North Miami City of North Miami Beach City of South Miami City of Sunny Isles Beach Miami -Dade County Aviation Department Miami -Dade County Department of Development & Facilities Management Miami -Dade County HUD Miami -Dade County Property Appraisal Adjustment Board Miami -Dade County Public Schools Miami -Dade County Public Works Department Miami -Dade County Transportation Administration Miami -Dade Water & Sewer Department South Florida Water Management District State of Florida, Attorney General's Office State of Florida, Department of Community Affairs State of Florida, Department of Corrections State of Florida, Department of Environmental Protection State of Florida, Department of Insurance State of Florida, Department of Rehabilitation and Liquidation State of Florida, Department of Transportation Town of Golden Beach QUINLIVANAPPRAISAL Packet Pg. 226 3.5.b Town of Bay Harbor Islands Town of Miami Lakes United States Army Corps of Engineers United States Department of Justice United States Department of Commerce United States Department of the Interior United States General Services Administration Village of Islamorada Village of Key Biscayne Village of Pinecrest Village of Palmetto Bay Law Firms: Akerman Senterfitt Greenberg, Traurig Daniels, Kashton, Downs and Robertson Holland and Knight, LLP Shutts & Bowen Ruden McClosky, LLP Steel, Hector & Davis, LLP Weiss, Serota, Helfman, Pastoriza, Guedes, Cole and Boniske, P.A. Types of Properties Appraised: Single Family Residences Apartment Buildings Office Buildings Retail Stores Shopping Centers Condominium Apartment Buildings Golf Courses Residential Subdivisions Automobile Dealerships Vacant Land Hotel/Motels Warehouses Nursing Homes Mobile Home Parks Schools Service Stations Marinas Wetlands QUINLIVANAPPRAISAL Packet Pg. 227 3.5.b APPRAISAL REPORT A 3,000 SQUARE FOOT LAND PARCEL LOCATED AT: 720 N. W. 4TH AVENUE MIAMI, FLORIDA PREPARED FOR: CITY OF MIAMI COMMUNITY REDEVELOPMENT AGENCY 819 N. W. SECOND AVENUE, THIRD FLOOR MIAMI, FLORIDA 33136 As OF: AUGUST 5, 2023 PREPARED BY: QUINLIVAN APPRAISAL, P.A. 7300 NORTH KENDALL DRIVE - SUITE 530 MIAMI, FLORIDA 33156 Packet Pg. 228 3.5.b QUINLIVAN APPRAISAL A PROFESSIONAL ASSOCIATION 7300 NORTH KENDALL DRIVE, SUITE 530 MIAMI, FLORIDA 33156 Thomas F. Magenheimer, MAI State Certified General Appraiser RZ 553 August 21, 2023 Brian Zeltsman, RA Director of Architecture & Development City of Miami Southeast Overtown Park West Community Redevelopment Agency 819 N.W. Second Avenue Miami, Florida 33136 Dear Mr. Zeltsman: Telephone (305) 663-6611 Fax (305) 670-4330 tmagmaigaol.com In accordance with your request and authorization, 1 have prepared this Appraisal Report covering the following described property: A 3,000 square foot land parcel, located at 720 N. W. 4tr' Avenue, Miami, Florida The purpose of this Appraisal is to estimate the Market Value of the described property as of August 5, 2023, being one of the dates of personal inspection. This report was prepared in accordance with the requirements of the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (FIRREA) relating to appraisal standards as enumerated in Title 12, Code of Federal Regulation, Part 34 (12CFR34) and in compliance with the most current Uniform Standards of Professional Appraisal Practice (USPAP) as adopted by the Appraisal Standards Board of the Appraisal Foundation. The narrative Appraisal Report that follows sets forth the identification of the property, the assumptions and limiting conditions, pertinent facts about the area and the subject property, comparable data, the results of the investigations and analyses, and the reasoning leading to the conclusions set forth. Packet Pg. 229 3.5.b Mr. Brian Zeltsman August 21, 2023 Page 2 Based on the inspection of the property and the investigation and analyses undertaken, I have formed the opinion that, as of August 5, 2023, the subject property had a Market Value as follows: Two HUNDRED FIFTY-FIVE THOUSAND DOLLARS $255,000 Respectfully submitted, Thomas F. Magenheimer, MAI State -Certified General Appraiser Certification Number: RZ 553 TFM/dm (23-055_1) Packet Pg. 230 3.5.b TABLE OF CONTENTS COVER PAGE TRANSMITTAL LETTR TABLE OF CONTENTS PAGE CERTIFICATION OF VALUE 1 SUMMARY OF SALIENT FACTS AND CONCLUSIONS 3 INTRODUCTION 6 INTRODUCTION 7 IDENTIFICATION OF THE PROPERTY 7 ADDRESS 7 PURPOSE AND DATE OF APPRAISAL 7 INTENDED USE AND USER OF APPRAISAL 7 LEGAL DESCRIPTION 7 PROPERTY RIGHTS APPRAISED 7 DEFINITION OF MARKET VALUE 8 ASSESSMENT AND TAXES -2022 9 OWNER OF RECORDS AND ADDRESS 9 THREE-YEAR HISTORY OF TITLE 9 SCOPE OF THE APPRAISAL 10 LOCATION ANALYSIS 13 NEIGHBORHOOD DATA 14 SITE DATA 18 ZONING 21 HIGHEST AND BEST USE 24 THE APPRAISAL PROCESS 27 LAND VALUE ANALYSIS 29 ADDENDA 45 ASSUMPTIONS AND LIMITING CONDITIONS QUALIFICATIONS CLIENT LIST Packet Pg. 231 3.5.b CERTIFICATION OF VALUE The undersigned hereby certify that, to the best of my knowledge and belief: (A) The statements of fact contained in the report are true and correct. (B) The reported analyses, opinions and conclusions are limited only by the assumptions and limiting conditions set forth, and are my personal, unbiased professional analyses, opinions and conclusions. (c) I have no present or prospective interest in the property that is the subject of this report, and I have no personal interest or bias with respect to the parties involved. (D) I have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment. (E) My engagement in this assignment was not contingent upon developing or reporting predetermined results. (F) The appraisers' compensation for completing this assignment is not contingent upon the reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value estimate, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. Furthermore, the appraisal assignment was not based on a requested minimum valuation, a specific valuation or the approval of a loan. (G) The appraisers' analyses, opinions and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice, and the requirements of the State of Florida for state -certified appraisers. (H) Use of this report is subject to the requirements of the State of Florida relating to review by the Real Estate Appraisal Subcommittee of the Florida Real Estate Commission. (1) Thomas F. Magenheimer has made a personal inspection of the property that is the subject of this report. (J) No one has provided professional assistance to the persons signing this report. Q UINLIVANAPPRAISAL 1 Packet Pg. 232 3.5.b (K) The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute. (L) The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. (M) The undersigned performed market value appraisals regarding the subject property dated July 27, 2022 and January 13, 2023. As of the date of this report, Thomas F. Magenheimer has completed the requirements under the continuing education program for The Appraisal Institute. THOMAS F. MAGENHEIMER, MAI STATE -CERTIFIED GENERAL APPRAISER CERTIFICATION NUMBER: RZ 553 Q UINLIVANAPPRAISAL 2 Packet Pg. 233 3.5.b SUMMARY OF SALIENT FACTS AND CONCLUSIONS Purpose of Appraisal Market Value Property Rights Appraised Fee Simple Address 720 N. W 4th Avenue, Miami, Florida Legal Description Land Size Zoning Lot 4, DAVENPORTS SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 1, Page 81, of the Public Records of Miami - Dade County, Florida 3,000 square feet T5-O, Urban Center Zone, Open City of Miami Highest and Best Use Residential or commercial use Estimated Market Value $255,000 Date of Value Estimate August 5, 2023 Date of Inspection August 5, 2023 Date of Report August 21, 2023 Q UINLIVANAPPRAISAL Packet Pg. 234 3.5.b LOOKING SOUTHWESTERLY AT SUBJECT FROM N. W. 4TH AVENUE LOOKING NORTHWESTERLY AT SUBJECT FROM N. W. 4TH AVENUE Q UINLIVANAPPRAISAL 4 Packet Pg. 235 3.5.b LOOKING SOUTHERLY ON N. W. 4TH AVENUE — SUBJECT TO RIGHT LOOKING NORTHERLY ON N. W. 4TH STREET — SUBJECT TO LEFT Q UINLIVANAPPRAISAL Packet Pg. 236 3.5.b INTRODUCTION Q UINLIVANAPPRAISAL 6 Packet Pg. 237 3.5.b INTRODUCTION IDENTIFICATION OF THE PROPERTY A 3,000 square foot vacant land parcel. ADDRESS 720 N. W. 4th Avenue, Miami, Florida PURPOSE AND DATE OF APPRAISAL The purpose of this Appraisal is to estimate the Market Value of the subject property as of August 5, 2023, being one of the dates of personal inspection. INTENDED USE AND USER OF APPRAISAL The intended use of this appraisal is to estimate the market value of the described property for a potential purchase of the property. The intended user is the Southeast Overtown/Park West Community Redevelopment Agency of the City of Miami. LEGAL DESCRIPTION Lot 4, DAVENPORTS SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 1, Page 81, of the Public Records of Miami -Dade County, Florida PROPERTY RIGHTS APPRAISED The property is appraised in fee simple: a fee without limitations to any particular class of heirs or restrictions, but subject to the limitations of eminent domain, escheat, police power and taxation, as well as utility easements of record. Q UINLIVANAPPRAISAL 7 Packet Pg. 238 3.5.b DEFINITION OF MARKET VALUE Market Value means the most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: (1) buyer and seller are typically motivated; (2) both parties are well informed or well advised and acting in what they consider their own best interest; (3) a reasonable time is allowed for exposure to the open market; (4) payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and (5) the price represents a normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. Source: Interagency Appraisal and Evaluation Guidelines, December 10, 2010, Federal, Volume 75, No. 237, Page 77472 Q UINLIVANAPPRAISAL Packet Pg. 239 3.5.b ASSESSMENT AND TAXES - 2022 The subject property is assessed under the jurisdiction of the City of Miami, Florida. The assessment for the property is established each year as of January 1st by the Miami -Dade County Property Appraiser's Office at 100% of "Just Value." Just Value has been equated to Market Value less closing costs. While the State of Florida requires real estate to be assessed at 100% of Just Value, in reality the ratio of the assessed value to sales price is generally below 100%. Folio Number: 01-3137-028-0030 County Market Value: Land $ 150,000 Improvements $ 0 Total $ 150,000 Assessed Value: $50,821 Millage Rate: $20.6152 per $1,000 Tax Amount: $1,701.17 OWNER OF RECORDS AND ADDRESS National Financial Corporation, Trustee 701 Brickell Avenue, Ste. 3300 Miami, FL 33131 THREE-YEAR HISTORY OF TITLE According to the Public Records of Miami -Dade County, there have been no sale transfers of the subject property during the past three years. Q UINLIVANAPPRAISAL Packet Pg. 240 3.5.b SCOPE OF THE APPRAISAL Q UINLIVANAPPRAISAL 1(1 Packet Pg. 241 3.5.b SCOPE OF THE APPRAISAL The scope of the assignment relates to the extent and manner in which research is conducted, data is gathered and analysis is applied, all based upon the following problem -identifying factors stated elsewhere in this report. This appraisal of the subject has been presented in the form of a Summary Appraisal Report, which is intended to comply with the reporting requirements set forth under Standards Rule 2-2 (b) of the USPAP. Data related to the subject property was derived from various sources including but not limited to the Miami -Dade County Property Appraiser's Office, Miami -Dade County plats, FEMA flood zone maps, Land Development Regulations of the City of Miami, and tax roll information provided by the Miami -Dade County Property Appraiser's Office. Comparable sale sources include the Miami -Dade County Property Appraiser's Office, the Miami -Dade County Clerk of the Courts Office, Board of Realtors' Multiple Listing Services, CoStar, and LoopNet. Sales prices are typically confirmed with a party to the transaction, i.e., buyer, seller, real estate agent or attorney to the transaction. A search for land sales was conducted in the area of the subject. The initial sales period researched was from January of 2021 through the date of valuation. Several other sales were considered, but were not included because there was too wide a difference in physical factors, location and time. Q UINLIVANAPPRAISAL 11 Packet Pg. 242 3.5.b ESTIMATED EXPOSURE TIME Exposure time is defined as the estimated length of time the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at market value on the effective date of the appraisal; a retrospective estimate based upon an analysis of past events assuming a competitive and open market. The overall concept of reasonable exposure encompasses not only adequate, sufficient and reasonable time but also adequate, sufficient and reasonable effort. In estimating a reasonable exposure time for the subject property, the appraisers have taken the following steps: Discussion with buyers, sellers, brokers and/or review of multiple listings of vacant land in the area related to historic marketing periods. Based on the above sources, exposure time is estimated to have been twelve months for the subject property. ESTIMATED MARKETING PERIOD The estimated value of the subject is predicated upon a normal marketing period. A normal marketing period is generally defined as the most probable amount of time necessary to expose and actively market a property on the open market to achieve a sale. Implicit in this definition are the following assumptions: (A) The property will be actively exposed and aggressively marketed to potential purchasers through marketing channels commonly used by sellers and buyers of similar type properties. (B) The property will be offered at a price reflecting the most probable markup over market value used by sellers of similar type properties. (C) A sale will be consummated under the terms and conditions of the definition of Market Value required by the regulation. In order to estimate the marketability of this property, the sales activity in this market area was reviewed over the past three years, multiple listings were reviewed and real estate brokers who operate in this area were interviewed. Based on the above sources, the subject property could be sold within a twelve month time period. Q UINLIVANAPPRAISAL 12 Packet Pg. 243 3.5.b LOCATION ANALYSIS Q UINLIVANAPPRAISAL 11 Packet Pg. 244 3.5.b NEIGHBORHOOD DATA The subject property is located in the northern periphery of the Central Business District of Miami in an area known as Park West. The site is located on the west side of N. W. 4th Avenue, between, N. W. 7th Street and N. W. 8th Street, one block west of Interstate 95, Biscayne Boulevard (U.S. Highway #1) is a north/south traffic artery in the City of Miami. Biscayne Boulevard extends northerly from Brickell Avenue to the Broward County line. The majority of commercial properties in the subject neighborhood front on Biscayne Boulevard. These commercial properties include motels, retail stores, restaurants, and multiple story office buildings. The Overtown area located west of Interstate 95 and north of the Miami River is a mixed use area comprised of low rise apartment buildings and industrial properties. A bridge spanning the Miami River is located at N.W. 7th Avenue, there block southwest of the subject property. Several of the properties located in the area are maritime industrial uses related to the Miami River. The Overtown area, west of N.W. 1st Avenue and north of N.W. 5th Street to N.W. 20th Street, is characterized by a large number of small apartment buildings. These buildings were constructed primarily in the late 1940s and 1950s. These buildings generally are in poor to fair condition, with virtually no new private construction in recent years. There are two 30-story high-rise apartment buildings located just north of the former Miami Arena site at N.W. 8th Street and N.W. 1st Avenue. These buildings were constructed on City of Miami land by private developers. The south building, Bayview Towers, was constructed in 1989 and contains 356 units. The north building, Park Place by the Bay, was constructed in 1990 and contains 463 units. The rental rates area relatively reasonable in these buildings. There has been little redevelopment in this area. The stimulus to speculation has been the Performing Arts Center on Biscayne Boulevard at N.E. 13th Street. The construction was completed in 2007. In addition to the speculation related to the Performing Arts Center, the establishment of the Park West Entertainment District by the City in April of 2000 had a positive affect on the property values. The intent of the Ordinance was to eliminate the distance requirements between nightclubs and to actually encourage establishment of clubs in close proximity to one another. It also provides for 24-hour liquor licenses within the district. The Park West Entertainment District is bounded by S.R. 836/I-395 to the north, Biscayne Boulevard to the east, N.E. 7th Street to the south, and North Miami Avenue to the west. Motivated by the liberal provisions of the Park West Entertainment District, in conjunction with greater restrictions being placed on nightclub operators on South Beach, club owners have acquired a number of older industrial buildings and vacant sites in the area - primarily along N.E. 11th Street and N.E. loth Streets. The older buildings have been totally renovated and opened as nightclubs, reportedly with tremendous success. Although no new buildings have been built on vacant sites, several are reportedly planned. Q UINLIVANAPPRAISAL 14 Packet Pg. 245 3.5.b The Central Business District of Miami is located just southeast of the Overtown area. The Central Business District is defined with Biscayne Boulevard at the east boundary, N.W./S.W. 1st Avenue to the west, N.E. 5th Street to the north and the Miami River to the south. The Central Business District is comprised of offices, hotels and retail stores. The older buildings were constructed primarily in the period between 1920 and 1940. The newer buildings were constructed primarily in the 1960s and 1970s. Flagler Street is the primarily retail/office street in the Central Business District of Miami. There are a variety of retail stores, department stores and offices fronting along Flagler Street in the Central Business District. Major office buildings in this area of Flagler Street and in the Central Business District include Israel Discount Bank Building, Alfred I. DuPont Building, Bank of Miami, Biscayne Building, City National Bank, Roberts Building, Courthouse Tower, Museum Tower, One Biscayne Tower, Bank of America Tower, SunTrust International Center, Wachovia Financial Center and Miami Center. The Government Center is bordered on the east by the Metrorail Guideway (N.W. 1st Avenue), on the west by Interstate 95, on the south by Flagler Street and on the north by N.W. 5th Street. This is an area zoned for Government/Institutional uses. There are two seven -story State of Florida Office buildings located on the east side of N.W. 2nd Avenue between N.W. 4th Street and N.W. 5th Street. The five -story City of Miami Police Station is located on the west side of N.W. 2n1 Avenue, across from the State of Florida Office building. The 29-story Metro -Dade County Government Center is located approximately one mile south of the subject sites on the east side of N.W. 2n1 Avenue between N.W. 1st Street and N.W. 3rd Street. This 500,000 square foot office building houses most of the Miami -Dade Government Offices. The former City of Miami Administrative Building (Hickman Building) is located on the northeast corner of N.W. 2nd Street and N.W. 3rd Avenue. The City of Miami moved their administrative office to a larger building in 1992 at S.W. 2nd Avenue and S.W. 4th Street. The Hickman Building now houses Miami -Dade County Parks Department and the Juvenile Assessment Center. Miami -Dade County has two multi -level parking garages on the north and south sides of N.W. 1st Street, just east of N.W. 3rd Avenue. The Miami -Dade County Cultural Center which contains the Art Museum of Miami -Dade County, the Historical Museum of Southern Florida and Main Branch of the Miami Public Library, is located adjacent to the south of the Miami -Dade County Government Center. The Miami -Dade County Courthouse is located on West Flagler Street at N.W. 1st Avenue. Due to proximity to the courthouse, most offices along Flagler Street are occupied by attorneys and their support services. The Overtown Station of Miami -Dade County's Rapid Transit System, known as Metrorail, is located at N.W. 8th Street and N.W. 1st Avenue. The Metrorail is an elevated track train system Q UINLIVANAPPRAISAL 1; Packet Pg. 246 3.5.b which extends north and west through the City of Hialeah to the Palmetto Expressway at N.W. 74th Street, and south to the Dadeland area. The Downtown Metromover emanates from the Government Center Station. The Metromover is an elevated track, remote controlled vehicle system which provides local transportation in the Central Business District. The Metromover track extends southerly to S.E. and S.W. 4th Street, easterly to Biscayne Boulevard, northerly to N.E. and N.W. 5th Street and westerly to N.E. and N.W. 2nd Avenue. The Metromover has nine stations throughout the Central Business District of Miami. Extensions of the Downtown Metromover have been constructed that run to the Omni and Brickell Avenue areas. The Federal Law Enforcement Building, known as the General Services Administration (GSA) Building, is located along the west side of N.E. 1st Avenue, between N.E. 4th and 5th Streets. This 308,000 square foot, 12-story building was recently constructed by the City of Miami in two phases and is leased to the Federal Government. There is one floor of partially sub -level parking, with the top three floors utilized as courtrooms to handle the overflow from the main courthouse. Various governmental offices occupy 100 percent of this building, with the U.S. Attorney's Office and the U.S. Marshall's Service as primary tenants. The U.S. Bureau of Prisons Metropolitan Federal Detention Center was recently built immediately west of the GSA Building. This 22-story facility houses a total of 946 inmates for all four security wards - minimum, low, medium, and maximum. In summary, the subject property is located north of the Central Business District of Miami, in an older multi-family/commercial area known as Overtown, a short distance from the Florida State Office Buildings and the Metro -Dade County Government Center. Q UINLIVANAPPRAISAL 1( Packet Pg. 247 3.5.b NEIGHBORHOOD MAP Henry Reeves Park NW 9th St SUBJECT PROPERTY 720 N. W. 4th Avenue NW 12th St u .1W 3rd <St Lummus Park Q UINLIVANAPPRAISAL ror#-r- vertown •re Metro Cente hi E1 E 2 CD s Z Attachment: File # 15053 - Exhibit B 17 Packet Pg. 248 3.5.b SITE DATA Q UINLIVANAPPRAISAL 1R Packet Pg. 249 3.5.b SITE DATA Dimensions and Shape: The site is rectangular. The east property line of the site fronts for 30 feet on the west right-of-way line of N. W. 4th Avenue and has a depth westerly of 100 feet. Note: A survey of the site was not provided. The shapes and dimensions of the site are from recorded plats and the Hopkins Plat Book. Area: 3,000 square feet or 0.07 acres (Source: Miami -Dade County Property Appraiser's Office) Topography and Drainage: The site is level and approximately at street grade. Flood Zone: Map No. 12086C0314L (Effective September 11, 2009) ,,x u Soil and Subsoil: Areas determined to be outside 0.2% annual chance floodplain The immediate area of the subject site appears to have no unusual soil or subsoil conditions. Unusual conditions would be brought out by test borings. Utilities: Water: Miami -Dade Water and Sewer Department Sewer: Miami -Dade Water and Sewer Department Electricity: Florida Power & Light Company Telephone: AT & T Street Improvements: N. W. 4th Avenue is asphalt paved with a dedicated width of 50 feet. N. W. 4th Avenue contains one northbound lane and one southbound lane. Q UINLIVANAPPRAISAL 19 Packet Pg. 250 3.5.b 0/0 51/50 • 7 4 SITE SKETCH • SW /5 rr 'rr t Lmbpr v .,' ; 49.8 �� SD t t .. : t a // T // m 3 N ; f 1 /4- /0 S NI SOUTHGATE VILLAS 111 • I/ n_ Q UINLIVANAPPRAISAL 2(1 Packet Pg. 251 3.5.b ZONING Q UINLIVANAPPRAISAL 21 Packet Pg. 252 3.5.b ZONING Under Ordinance of the City of Miami, Florida. Classification: T5-O URBAN CENTER ZONE - OPEN The urban center zone consists of higher density mixed -use building types that accommodates retail and office uses, rowhouses, and apartments. A network of small blocks has thoroughfares with wide sidewalks, steady street tree planting and buildings set close to the frontages with frequent doors and windows. Permitted Principal Uses allowed by right include single family residences, duplexes, multifamily housing, donnitory, community residences, home offices, bed & breakfasts, inns, hotels, entertainment establishments, food service establishments, general commercial, offices, recreational facilities, religious facilities, learning center, pre-school, and research facilities. Uses permitted by warrant (administrative process) include auto related facilities, marine related facilities, open air retail, community facilities, infrastructure and utilities, community support facilities, marinas, public parking, transit facilities, childcare, universities, schools, and vocational training. Uses permitted by exception include alcohol beverage service establishments. Development Regulations Minimum Lot Size: 1,200 square feet Maximum Lot Size: 40,000 square feet Minimum Lot Width: 16 feet Maximum Lot Coverage: 60% Floor Lot Ratio: None Minimum Green Space: 10% Maximum Density: 65 dwelling units per acre Setbacks: Front 10 feet Side 0 feet Back 0 feet Maximum Building Height: Five stories Minimum Building Height: Two stories Q UINLIVANAPPRAISAL 22 Packet Pg. 253 3.5.b Minimum Offstreet Parking: Principal Dwelling Community Residence Lodging Office Commercial Civic Educational 1.5 spaces per unit 1 space per staff member in addition to required parking 1 space per 5 lodging units 3 spaces per• 1,000 square feet 3 spaces per 1,000 square feet 3 spaces per 1,000 square feet of exhibition area 2 spaces per 1,000 square feet Q UINLIVANAPPRAISAL 21 Packet Pg. 254 3.5.b HIGHEST AND BEST USE Q UINLIVANAPPRAISAL 24 Packet Pg. 255 3.5.b HIGHEST AND BEST USE Fundamental to the concept of value is the theory of highest and best use. Land is valued as if vacant and available for its highest and best use. The Appraisal Institute in The Dictionary of Real Estate Appraisal, Sixth Edition, defines highest and best use as follows: The reasonably probable and legal use of vacant land or an improved property, which is physically possible, appropriately supported, financially feasible, and results in the highest value. Land has limited value unless there is a present or anticipated use for it; the amount of value depends on the nature of the land's anticipated use, according to the concept of surplus productivity. Among all reasonable, alternative uses, the use that yields the highest present land value, after payments are made for labor, capital, and coordination, is generally regarded as the highest and best use of the land as though vacant. The highest and best use of a property as improved refers to the optimal use that could be made of the property including all existing structures. The implication is that the existing improvement should be renovated or retained as so long as it continues to contribute to the total market value of the property, or until the return from a new improvement would more than offset the cost of demolishing the existing building and constructing a new one. Estimating the highest and best use of a property comprises four stages of analysis: 1. Possible Use. What uses of the site being appraised are physically possible? 2. Permissible Use (Legal) What uses are permitted by Zoning and Deed Restriction, if any? 3. Feasible Use. Which possible and permissible uses will produce a net return to the owner of the site? 4. Maximally Productive. Among feasible uses, which use will produce the highest net return to the owner of the site? The following four point test must be met in estimating the Highest and Best Use. The use must be legal. The use must be probable, not speculative or conjectural. There must be a profitable demand for such use and it must return to the land the highest net return for the longest period of time. These tests have been applied to the subject property. In arriving at the estimate of Highest and Best Use, the subject site was analyzed as vacant and available for development. Q UINLIVANAPPRAISAL 2S Packet Pg. 256 3.5.b Possible Use The site has 30 feet of frontage on N. W. 4ti' Avenue, a secondary street. The road access and exposure of the site is adequate. The site is 3,000 square feet in size which equates to 0.07 of an acre. The size and street frontage of the subject site would limit its use to a single use. The site is rectangular, with street frontage on one side. The site has sufficient street frontage and width to have good functional utility. The size, shape, width and street frontage of the site would indicate small scale use Permissible Use Permissible or legal uses are those uses which are permitted by zoning or deed restrictions. There are presently no known private deed restrictions of record. The site is zoned for mixed commercial and residential uses. The zoning of the site permits most commercial uses, hotels, houses, duplexes, townhouses and apartments. The maximum residential density is 65 dwelling units per acre. The maximum building footprint is 60% of the net lot area. The maximum building height is five stories. Feasible Use/Maximally Productive Use The physical characteristics and zoning of the subject property permit a wide range of potential uses. The possible and permissible uses of the subject site include banks, hotels, office buildings, retail stories and residential uses. The physical characteristics and zoning of the subject property would indicate a small scale use, such as an office building, mixed use office and residential use, hotel, or government building. The site is a middle block location that has street frontage on one side. The site has adequate road access and exposure. The site is located a few blocks from a Metro Rail station. Metro Rail is the mass transit elevated train system of Miami -Dade County. The permissible uses of the subject site include offices, banks, stores, hotels, restaurants, religious facilities, schools, residential uses, and most commercial uses. Conclusion — As Vacant Based on the zoning, physical characteristics, and surrounding uses, the highest and best use of the site is estimated to be for a single building with multiple family and commercial uses or a government use. Q UINLIVANAPPRAISAL 2( Packet Pg. 257 3.5.b THE APPRAISAL PROCESS Q UINLIVANAPPRAISAL 27 Packet Pg. 258 3.5.b APPRAISAL PROCESS The value of a site can be estimated by various methods which include Direct Sales Comparison, Allocation, Extraction, Development Approach, Land Residual or Ground Rent Capitalization. However, the Direct Sales Comparison Approach is the most preferred and utilized technique when sales of comparable sites are available. The other methodologies are indirect techniques which are generally used when an area is primarily built-up and sales of comparable sites are scarce. The Direct Sales Comparison Method of valuing the subject site was relied on due to the availability of recent land sales. In the Direct Sales Comparison Method, sales of similar recently sold sites with a similar highest and best use as the subject site are analyzed, compared and adjusted by time, property characteristics and location to indicate the Market Value of the subject site as though unimproved. The reliability of this approach is dependent upon the availability of comparable sales data, the verification of the sales data, the degree of comparability and the absence of non -typical conditions affecting the sale. Data related to the subject property is derived from various sources including but not limited to the Miami -Dade County Property Appraiser's Office, the Miami -Dade County Clerk's Office, Miami -Dade County plats, FEMA flood zone maps, Land Development Regulations of the City of Miami and tax roll information provided by the Miami -Dade County Property Appraiser's Offi ce. Comparable sale sources include the Miami -Dade County Property Appraiser's Office, Board of Realtors' Multiple Listing Service, Costar, and Loopnet. Sale prices are typically confirmed with a party to the transaction, i.e. buyer, seller, real estate agent or attorney to the transaction. Q UINLIVANAPPRAISAL 2R Packet Pg. 259 3.5.b LAND VALUE ANALYSIS Q UINLIVANAPPRAISAL 29 Packet Pg. 260 3.5.b LAND VALUE A value estimate is concluded by comparing the subject site to comparable land sales. Generally, the comparable land sales are adjusted by time, property, and location to indicate the Market Value of the subject site as though unimproved. This process is known as the Direct Sales Comparison Method. The Direct Sales Comparison Method is a process of analyzing sales of similar recently sold land parcels in order to derive an indication of the most probable sales price of the site being appraised. The reliability of this approach is dependent upon the availability of comparable sales data, the verification of the sales data, the degree of comparability and the absence of non -typical conditions affecting the sale. The following pages contain sales of similar land sites which have recently sold. Several other sales were considered, but were not included because there was too wide a difference in physical factors, location and time. Various analytical techniques may be used to identify and measure adjustments. The techniques of comparative analysis can be grouped into two categories: quantitative and qualitative. When quantitative analytical techniques are applied, mathematical processes are used to identify which elements of comparison require adjustment and to measure the amount of these adjustments. The primary quantitative techniques, Paired Data Analysis, is a process in which two or more market sales are compared to derive an indication of the size of the adjustment for a single characteristic. Ideally, the sales being compared will be identical in all respects except for the element being measured. Although paired data analysis is a theoretically sound method, it is sometimes impractical because only a narrow sampling of sufficiently similar properties may be available and it is difficult to quantify the adjustments attributable to all the variables. The primary qualitative techniques, Relative Comparison Analysis, is the study of the relationship indicated by market data without recourse to quantification. This technique is utilized because it reflects the imperfect nature of real estate markets. To apply the technique, the appraisers analyze comparable sales to determine whether the comparables' characteristics are inferior, superior, or equal to those of the subject property. A search is made of real estate market for all sales within the subject or competitive locations. While many sales were reviewed, the sales contained herein are considered most comparable to the subject properties as to all major factors of comparison. A photograph of each sale, a summary of the sales, a sales map and a value conclusion follows herein. Q UINLIVANAPPRAISAL 1(1 Packet Pg. 261 3.5.b LAND SALE 1 DATE: April 30, 2021 PRICE: $330,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O. R. Book 32494, Page 1079 FOLIO NUMBER: 01-3113-018-0160 GRANTOR: JTK Miami, LLC GRANTEE: Alsa Mau Mau, LLC. LEGAL: Lot 19, COTTAGE VILLA TRACT, Plat Book 3, Page 152 of the Public Records of Miami -Dade County, Florida. LOCATION: 6245 N. W. 2nd Avenue Miami, Florida SITE DESCRIPTION: Dimensions: 50 feet x 150 feet Size: 7,500 Square Feet 0.17 Acres Zoning: T5-L, General Urban Zone, Limited T5-0, General Urban Zone, Open Use at Sale: Vacant UNIT PRICE: $44.00 per square foot of land FINANCING: Cash. REMARKS: This site is a middle block location. Q UINLIVANAPPRAISAL 11 Packet Pg. 262 3.5.b SALE 1 Q UINLIVANAPPRAISAL 12 Packet Pg. 263 3.5.b LAND SALE 2 DATE: December 14, 2021 PRICE: $1,100,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O. R. Book 32918, Page 1219 FOLIO NUMBER: 01-3124-003-0101 01-3124-003-0110 01-3124-003-0120 GRANTOR: Hightown Realty Group, LLC GRANTEE: Viedma Investments, LLC. LEGAL: Lots 10 and 11, and Lot 12, less the West 5 feet, Block 21, BAY VISTA PARK, Plat Book 5, Page 71 of the Public Records of Miami -Dade County, Florida. LOCATION: 680 N. W. 46th Street Miami, Florida SITE DESCRIPTION: Dimensions: 109 feet x 150 feet Size: 15,701 Square Feet 0.36 Acres Zoning: T5-0, General Urban Zone, Open Use at Sale: Old house UNIT PRICE: $70.06 per square foot of land FINANCING: Cash. REMARKS: A single family house built in 1925 is located on a portion of this site. The house does not contribute value to the site. Q UINLIVANAPPRAISAL 11 Packet Pg. 264 3.5.b SALE 2 Q UINLIVANAPPRAISAL 14 Packet Pg. 265 3.5.b LAND SALE 3 DATE: February 10, 2022 PRICE: $1,000,000 TYPE INSTRUMENT: Special Warranty Deed RECORDATION: O. R. Book 33019, Page 2562 FOLIO NUMBER: 01-3124-013-0030 GRANTOR: 178 NW 54 Street, LLC GRANTEE: Upper 54, LLC LEGAL: Lots 3 & 4, less the North 10 feet, Block 1, SECOND AMENDED PLAT OF RAILWAY SHOPS ADDITION, Plat Book 3, Page 183 of the Public Records of Miami -Dade County, Florida. LOCATION: 178 N.W. 54th Street Miami, Florida SITE DESCRIPTION: Dimensions: 100 feet x 134 feet Size: 13,400 Square Feet 0.31 Acres Zoning: T5-0, Urban Center Zone, Open Use at Sale: Vacant UNIT PRICE: $74.63 per square foot of land FINANCING: Conventional first mortgage from Professional Bank of $500,000 at 3.56% interest for 360 months. REMARKS: This property sold previously in April of 2021 for $607,500. Q UINLIVANAPPRAISAL Packet Pg. 266 3.5.b SALE 3 Q UINLIVANAPPRAISAL 16 Packet Pg. 267 3.5.b LAND SALE 4 DATE: June 3, 2022 PRICE: $1,250,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O. R. Book 33243, Page 3950 FOLIO NUMBER: 01-0104-080-2050 GRANTOR: Tricorp, LLC GRANTEE: 749 NW 5th Ave, LLC LEGAL: Lot 8 and the North 50 feet of Lots 9 & 10, Block 48 North, CITY OF MIAMI, Plat Book "B", Page 41 of the Public Records of Miami -Dade County, Florida. LOCATION: 462 N.W. 8th Street Miami, Florida SITE DESCRIPTION: Dimensions: Irregular Size: 12,500 Square Feet 0.29 Acres Zoning: T5-0, Urban Center Zone, Open Use at Sale: Vacant UNIT PRICE: $100.00 per square foot of land FINANCING: Cash REMARKS: This property was on the market for 343 days. Q UINLIVANAPPRAISAL 17 Packet Pg. 268 3.5.b SALE 4 Q UINLIVANAPPRAISAL 1R Packet Pg. 269 3.5.b LAND SALE 5 DATE: January 6, 2023 PRICE: $500,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O. R. Book 33536, Page 1697 FOLIO NUMBER: 01-3112-012-0240 GRANTOR: 8263 NE 1st Ave, LLC GRANTEE: Emprendimientos Rua USA, LLC LEGAL: Lot 2, Block 14, AMENDED PLAT OF BLOCKS 10 TO 17 LITTLE RIVER GARDENS, Plat Book 6, Page 51 of the Public Records of Miami -Dade County, Florida. LOCATION: 8263 N.E. 1st Avenue Miami, Florida SITE DESCRIPTION: Dimensions: 50 feet x 145 feet Size: 7,263 Square Feet 0.17 Acres Zoning: T5-0, Urban Center Zone, Open Use at Sale: Vacant UNIT PRICE: $68.84 per square foot of land FINANCING: Cash REMARKS: There were no sales of this property in the previously five years. Q UINLIVANAPPRAISAL 19 Packet Pg. 270 3.5.b SALE 5 Q UINLIVANAPPRAISAL 4(1 Packet Pg. 271 3.5.b LAND SALE MAP West Little River raw a7(h Si Gladeview 0 NW 62nd St Nrlsvillez Tiw 4btli Si 836 SPRING GAR TLE HAVANA II 1 II WFIa ler_ eFEAST5L-ITTI.E �—HAVAIA ortal LITTLE RIVER C LI TLE HAITI UPPER EAST SIDE Morning de =:944 I Park. WYNWOOD STAR, F'f ArJD HI BI'_ ;SLi'thJ= MEW Dodge /clan NO.: t 91 lig 3 Tig4 IP 05 Subjeci Q UINLIVANAPPRAISAL 41 Packet Pg. 272 3.5.b SUMMARY OF LAND SALES CHARACTERISTICS SUBJECT SALE 1 SALE 2 SALE 3 SALE 4 SALE 5 DATE OF SALE 4/30/21 12/14/21 2/10/22 6/3/22 1/6/23 SALE PRICE $330,000 $1,100,000 $1,000,000 $1,250,000 $500,000 O.R. BOOK/PAGE 32494/1079 32918/1219 33019/2562 33243/3950 33536/1697 ADDRESS 720 N.W. 4 Ave 6245 N.W. 2 Ave. 680 N.W. 46 St. 178 N.W. 54 St. 462 N.W. 8 St. 8263 N.E. 1 Ave LOCATION 3%/3 Miles North 21/2 Miles NW 3 Miles NE 1 Block West 43/4 Miles NE LAND SIZE (SF) 3,000 7,500 15,701 13,400 12,500 7,263 LAND SIZE (ACRES) 0.07 0.17 0.36 0.31 0.29 0.17 ZONING T5-O T5-O/T5-L T5-O T5-O T5-O T5-O USE Vacant Vacant Old House Vacant Vacant Vacant PRICE PAID/SF $44.00 $70.06 $74.63 $100.00 $68.84 Packet Pg. 273 3.5.b ANALYSIS OF SALES The land sales range in unit price from $44.00 to $100.00 per square foot of land area. The sales range in time from April of 2021 to January of 2023. Property Rights The fee simple interest is the property right of the subject property being valued. The comparable sales involved the same type of property rights. Conditions of Sale The sales were arm's-length transactions. An arm's-length transaction is defined as a transaction freely arrived at in the open market unaffected by abnormal pressure or by the absence of normal competitive negotiation as might be true in the case between related parties. Market Conditions The sales range in time from April of 2021 to January of 2023. An upward trend in prices is evident for this type of property in this market area over this time period. The unit prices of Sales 1 and 2 require upward adjustments for increasing market conditions. Location The sale sites are all located in the city of Miami. The sale sites are located within a 43/4 mile radius of the subject site. The Sale 4 site is located within one block of the subject site. The locations of the sale sites are considered similar to the location of the subject. The Sale 5 site fronts on a secondary street in the northeast region of the city of Miami. The location of the Sale 5 site is considered inferior to the location of the subject site. The unit price of Sale 5 requires upward adjustment for an inferior location. Zoning The subject site is zoned in a T5-O zone within the City of Miami zoning ordinance. The sale sites are similarly zoned in T5-O zones. The zonings of the sale sites are similar to the zoning of the subject site. Site Size The sales range in site size from 7,263 to 15,701 square feet. The size of the subject site, at 3,000 square feet, is slightly below the range of sizes of the sales. The sales do not indicate a difference in unit price based on site size. Access The subject site has frontage on a secondary street. The Sale 1, 2, and 5 sites front on secondary streets. The accesses of the Sale 1, 2, and 5 sites are similar to the subject site. QUINLIVANAPPRAISAL Al Packet Pg. 274 3.5.b The Sale 3 and 4 sites front on secondary traffic arteries. The access and exposure of the Sale 3 and 4 sites are fairly similar to the subject site. Conclusion The sales range in unit price from $44.00 to $100.00 per square foot of land area. Sale No. 1 2 3 4 5 Price/S. F. $44.00 $70.06 $74.63 $100.00 $68.84 Adjustments Property Rights = = = = = Conditions of Sale Financing Market Conditions + + _ = Location = = = = + Zoning = = = = = Site Size = = = = = Access Total Adjustments + + _ _ + Based on careful analysis of the sales, the subject site is estimated to have a value of $85.00 per square foot of land area. 3,000 Square Feet x $85.00 per Square Foot = $255,000 Land Value Indication (Rounded) $255,000 QUINLIVANAPPRAISAL dd Packet Pg. 275 3.5.b ADDENDA QUINLIVANAPPRAISAL dS Packet Pg. 276 3.5.b ASSUMPTIONS AND LIMITING CONDITIONS This Appraisal Report has been made with the following general assumptions: 1. No responsibility is assumed for the legal description or for matters including legal or title considerations. Title to the property is assumed to be good and marketable unless otherwise stated. 2. The property is appraised free and clear of any or all liens or encumbrances unless otherwise stated. 3. Responsible ownership and competent property management are assumed. 4. The information furnished by others is believed to be reliable. However, no warranty is given for its accuracy. 5. All engineering is assumed to be correct. The plot plans and illustrative material in this report are included only to assist the reader in visualizing the property. 6. If no survey has been furnished to the appraiser, all measurements have been confirmed either in the field, in the plat book or by other reliable sources and are presumed to be accurate. 7. It is assumed that there are no hidden or unapparent conditions of the property, subsoil, or structures that render it more or less valuable. No responsibility is assumed for such conditions or for arranging for engineering studies that may be required to discover them. 8. It is assumed that there is full compliance with all applicable federal, state and local environmental regulations and laws unless noncompliance is stated, defined and considered in the Appraisal Report. 9. It is assumed, unless a study has been provided otherwise, that no hazardous material such as asbestos, urea formaldehyde or other toxic waste exists in the property. The existence of a potentially hazardous material could have a significant effect on the value of the property. QUINLIVANAPPRAISAL d( Packet Pg. 277 3.5.b 10. In reference to proposed construction, the real estate taxes and other expenses are Estimated. These amounts are not guaranteed. 11. It is assumed in the valuation of the subject land site, unless a compliance letter has been furnished to us, that the State of Florida Growth Management Act does not prevent the issuance of a building permit. 12. It is assumed that all required licenses, certificates of occupancy, consents, or other legislative or administrative authority from any local, state or national government or private entity or organization have been or can be obtained or renewed for any use on which the value estimate contained in this report is based. 13. It is assumed that the utilization of the land and improvements is within the boundaries of property lines of the property described and that there is no encroachment or trespass unless noted in the report. This Appraisal Report has been made with the following general limiting conditions: 1. The distribution, if any, of the total valuation of this report between land and improvements applies only under the stated program of utilization. The separate allocations for land and buildings must not be used in conjunction with any other appraisal and are invalid if so used. 2. Possession of this report, or a copy thereof, does not carry with it the right of publication. It may not be used for any purpose by any person other than the party to whom it is addressed without the written consent of the appraiser, and in any event, only with proper written qualification and only in its entirety. 3. The appraiser herein by reason of this appraisal is not required to give further consultation, testimony, or be in attendance in court with reference to the property in question unless arrangements have been previously made. 4. Neither all nor any part of the contents of this report (especially any conclusions as to value, the identity of the appraiser, or the firm with which the appraiser is connected) shall be disseminated to the public through advertising, public relations, news, sales, or other media without the prior written consent and approval of the appraiser. QUINLIVANAPPRAISAL d7 Packet Pg. 278 3.5.b QUALIFICATIONS OF THE APPRAISER THOMAS F. MAGENHEIMER Experience: 11/84 - Present QUINLIVAN APPRAISAL, P.A. 7300 N. Kendall Drive, Suite 530 Miami, Florida Currently president of Quinlivan Appraisal, P.A., a Real Estate Appraising and Consulting Firm, Established in 1964. Education: University of Richmond, Richmond, Virginia BA - Bachelor of Arts in History (1982) Professional Affiliations: Member of the Appraisal Institute (MAI No. 09166) Real Estate Salesman - State of Florida - Certificate No. 0344882 Certified General Appraiser, State of Florida, License No. RZ 553 Member Sigma Alpha Epsilon Fraternity Qualified as an Expert Witness in the Following Courts: Miami -Dade and Broward County Circuit Courts United States Bankruptcy Court Other Activities: Admissions Committee - South Florida -Caribbean Chapter of the Appraisal Institute - (1992) Newsletter Editor - South Florida -Caribbean Chapter of the Appraisal Institute - (1991 - 1995) President - South Florida -Caribbean Chapter of the Appraisal Institute - (1996) Board of Trustees - Palmer -Trinity School (1989 - 1993) QUINLIVAN APPRAISAL AR Packet Pg. 279 3.5.b Quinlivan Appraisal has prepared Appraisal Reports for the following: Institutions and Corporations: AT&T Alpha Realty Advisors Archdiocese of Miami Apollo Bank The Bank of America Bank United Barry University Bessemer Trust Company California Bank and Trust Chevron Oil Company Chase Manhattan Bank Chemical Bank Citibank City National Bank of Miami Coamerica Bank Coconut Grove Bank Commerce Bank Commercial Bank of Florida Eastern National Bank Espirito Santo Bank First American Bank First Bank Florida Fann Credit of South Florida First International Bank First National Bank of South Miami Florida International University First Nationwide Bank Florida Memorial College Florida Power and Light Company Florida Rock Industries Greyhound Lines HSBC Hemisphere National Bank Iberia Bank Intercontinental Bank International Bank of Miami, N.A. Jackson Health System Jetstream Financial Credit Union LaSalle National Bank Marine Midland Bank McDonalds Corp. Mellon United National Bank Miami -Dade County Community College Northern Trust Bank of Florida QUINLIVANAPPRAISAL d9 Packet Pg. 280 3.5.b Ocean Bank Pacific National Bank Shell Oil Company Silver Hill Funding South Trust Bank SunTrust Bank TotalBank Trust for Public Lands University of Miami U. S. Century Bank Wachovia Wal-Mart YMCA Governmental Agencies: City of Aventura City of Coral Gables City of Doral City of Florida City City of Hialeah City of Homestead City of Miami City of Miami Parking Authority City of Miami Beach City of Miramar City of North Bay Village City of North Miami City of North Miami Beach City of South Miami City of Sunny Isles Beach Miami -Dade County Aviation Department Miami -Dade County Department of Development & Facilities Management Miami -Dade County HUD Miami -Dade County Property Appraisal Adjustment Board Miami -Dade County Public Schools Miami -Dade County Public Works Department Miami -Dade County Transportation Administration Miami -Dade Water & Sewer Department South Florida Water Management District State of Florida, Attorney General's Office State of Florida, Department of Community Affairs State of Florida, Department of Corrections State of Florida, Department of Environmental Protection State of Florida, Department of Insurance State of Florida, Department of Rehabilitation and Liquidation State of Florida, Department of Transportation Town of Golden Beach QUINLIVANAPPRAISAL Packet Pg. 281 3.5.b Town of Bay Harbor Islands Town of Miami Lakes United States Army Corps of Engineers United States Department of Justice United States Department of Commerce United States Department of the Interior United States General Services Administration Village of Islamorada Village of Key Biscayne Village of Pinecrest Village of Palmetto Bay Law Firms: Akerman Senterfitt Greenberg, Traurig Daniels, Kashton, Downs and Robertson Holland and Knight, LLP Shutts & Bowen Ruden McClosky, LLP Steel, Hector & Davis, LLP Weiss, Serota, Helfman, Pastoriza, Guedes, Cole and Boniske, P.A. Types of Properties Appraised: Single Family Residences Apartment Buildings Office Buildings Retail Stores Shopping Centers Condominium Apartment Buildings Golf Courses Residential Subdivisions Automobile Dealerships Vacant Land Hotel/Motels Warehouses Nursing Homes Mobile Home Parks Schools Service Stations Marinas Wetlands QUINLIVANAPPRAISAL Packet Pg. 282 3.5.b APPRAISAL REPORT A 23,250 SQUARE FOOT LAND PARCEL LOCATED AT: 440 N. W. 1OTH STREET MIAMI, FLORIDA PREPARED FOR: CITY OF MIAMI COMMUNITY REDEVELOPMENT AGENCY 819 N. W. SECOND AVENUE, THIRD FLOOR MIAMI, FLORIDA 33136 As OF: AUGUST 5, 2023 PREPARED BY: QUINLIVAN APPRAISAL, P.A. 7300 NORTH KENDALL DRIVE - SUITE 530 MIAMI, FLORIDA 33156 Packet Pg. 283 3.5.b QUINLIVAN APPRAISAL A PROFESSIONAL ASSOCIATION 7300 NORTH KENDALL DRIVE, SUITE 530 MIAMI, FLORIDA 33156 Thomas F. Magenheimer, MAI State Certified General Appraiser RZ 553 August 21, 2023 Brian Zeltsman, RA Director of Architecture & Development City of Miami Southeast Overtown Park West Community Redevelopment Agency 819 N.W. Second Avenue Miami, Florida 33136 Dear Mr. Zeltsman: Telephone (305) 663-6611 Fax (305) 670-4330 tmagmaigaol.com In accordance with your request and authorization, I have prepared this Appraisal Report covering the following described property: A 23,250 square foot land parcel, located at 440 N. W. I0th Street, Miami, Florida The purpose of this Appraisal is to estimate the Market Value of the described property as of August 5, 2023, being one of the dates of personal inspection. This report was prepared in accordance with the requirements of the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (FIRREA) relating to appraisal standards as enumerated in Title 12, Code of Federal Regulation, Part 34 (12CFR34) and in compliance with the most current Uniform Standards of Professional Appraisal Practice (USPAP) as adopted by the Appraisal Standards Board of the Appraisal Foundation. The narrative Appraisal Report that follows sets forth the identification of the property, the assumptions and limiting conditions, pertinent facts about the area and the subject property, comparable data, the results of the investigations and analyses, and the reasoning leading to the conclusions set forth. Packet Pg. 284 3.5.b Mr. Brian Zeltsman August 21, 2023 Page 2 Based on the inspection of the property and the investigation and analyses undertaken, I have formed the opinion that, as of August 5, 2023, the subject property had a Market Value as follows: ONE MILLION SIX HUNDRED TWENTY-FIVE THOUSAND DOLLARS $1,625,000 Respectfully submitted, Thomas F. Magenheimer, MAI State -Certified General Appraiser Certification Number: RZ 553 TFM/dm (23-055_3) Packet Pg. 285 3.5.b TABLE OF CONTENTS PAGE COVER PAGE TRANSMITTAL LETTR TABLE OF CONTENTS CERTIFICATION OF VALUE 1 SUMMARY OF SALIENT FACTS AND CONCLUSIONS 3 INTRODUCTION 6 INTRODUCTION 7 IDENTIFICATION OF THE PROPERTY 7 ADDRESS 7 PURPOSE AND DATE OF APPRAISAL 7 INTENDED USE AND USER OF APPRAISAL 7 LEGAL DESCRIPTION 7 PROPERTY RIGHTS APPRAISED 7 DEFINITION OF MARKET VALUE 8 ASSESSMENT AND TAXES - 2022 9 OWNER OF RECORDS AND ADDRESS 9 THREE-YEAR HISTORY OF TITLE 9 SCOPE OF THE APPRAISAL 10 LOCATION ANALYSIS 13 NEIGHBORHOOD DATA 14 SITE DATA 18 ZONING 21 HIGHEST AND BEST USE 24 THE APPRAISAL PROCESS 27 LAND VALUE ANALYSIS 29 ADDENDA 45 ASSUMPTIONS AND LIMITING CONDITIONS QUALIFICATIONS CLIENT LIST Packet Pg. 286 3.5.b CERTIFICATION OF VALUE The undersigned hereby certify that, to the best of my knowledge and belief: (A) The statements of fact contained in the report are true and correct. (B) The reported analyses, opinions and conclusions are limited only by the assumptions and limiting conditions set forth, and are my personal, unbiased professional analyses, opinions and conclusions. (c) I have no present or prospective interest in the property that is the subject of this report, and I have no personal interest or bias with respect to the parties involved. (D) I have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment. (E) My engagement in this assignment was not contingent upon developing or reporting predetermined results. (F) The appraisers' compensation for completing this assignment is not contingent upon the reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value estimate, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. Furthermore, the appraisal assignment was not based on a requested minimum valuation, a specific valuation or the approval of a loan. (G) The appraisers' analyses, opinions and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice, and the requirements of the State of Florida for state -certified appraisers. (H) Use of this report is subject to the requirements of the State of Florida relating to review by the Real Estate Appraisal Subcommittee of the Florida Real Estate Commission. (1) Thomas F. Magenheimer has made a personal inspection of the property that is the subject of this report. (J) No one has provided professional assistance to the persons signing this report. QUINLIVAN APPRAISAL Packet Pg. 287 3.5.b (K) The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute. (L) The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. (M) The undersigned performed market value appraisals regarding the subject property dated July 27, 2022 and January 13, 2023. As of the date of this report, Thomas F. Magenheimer has completed the requirements under the continuing education program for The Appraisal Institute. THOMAS F. MAGENHEIMER, MAI STATE -CERTIFIED GENERAL APPRAISER CERTIFICATION NUMBER: RZ 553 QUINLIVANAPPRAISAL Packet Pg. 288 3.5.b SUMMARY OF SALIENT FACTS AND CONCLUSIONS Purpose of Appraisal Market Value Property Rights Appraised Fee Simple Address 440 N. W 10th Street, Miami, Florida Legal Description Land Size Zoning The West 5 feet of Lot 4, and all of Lots 5 & 6, Block 28 North, CITY OF MIAMI NORTH, according to the Plat thereof, as recorded in Plat Book "B", Page 41, of the Public Records of Miami -Dade County, Florida. 23,250 square feet T5-R, Urban Center Zone, Restricted City of Miami Highest and Best Use Residential use Estimated Market Value $1,625,000 Date of Value Estimate August 5, 2023 Date of Inspection August 5, 2023 Date of Report August 21, 2023 QUINLIVANAPPRAISAL Packet Pg. 289 3.5.b LOOKING SOUTHEASTERLY AT SUBJECT FROM N. W. 10TH STREET LOOKING SOUTHWESTERLY AT SUBJECT FROM N. W. 10TH STREET QUINLIVAN APPRAISAL Packet Pg. 290 3.5.b LOOKING WESTERLY ON N. W. 10 STREET — SUBJECT TO LEFT LOOKING EASTERLY ON N. W. 10TH STREET — SUBJECT TO RIGHT QUINLIVAN APPRAISAL Packet Pg. 291 3.5.b INTRODUCTION QUINLIVANAPPRAISAL Packet Pg. 292 3.5.b INTRODUCTION IDENTIFICATION OF THE PROPERTY A 23,250 square foot vacant land parcel. ADDRESS 440 N. W. 10th Street, Miami, Florida PURPOSE AND DATE OF APPRAISAL The purpose of this Appraisal is to estimate the Market Value of the subject property as of August 5, 2023, being one of the dates of personal inspection. INTENDED USE AND USER OF APPRAISAL The intended use of this appraisal is to estimate the market value of the described property for a potential purchase of the property. The intended user is the Southeast Overtown/Park West Community Redevelopment Agency of the City of Miami. LEGAL DESCRIPTION The West 5 feet of Lot 4, and all of Lots 5, 6 & 7, Block 28 North, CITY OF MIAMI, according to the Plat thereof, as recorded in Plat Book "B", Page 41, of the Public Records of Miami -Dade County, Florida PROPERTY RIGHTS APPRAISED The property is appraised in fee simple: a fee without limitations to any particular class of heirs or restrictions, but subject to the limitations of eminent domain, escheat, police power and taxation, as well as utility easements of record. QUINLIVANAPPRAISAL Packet Pg. 293 3.5.b DEFINITION OF MARKET VALUE Market Value means the most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: (1) buyer and seller are typically motivated; (2) both parties are well informed or well advised and acting in what they consider their own best interest; (3) a reasonable time is allowed for exposure to the open market; (4) payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and (5) the price represents a normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. Source: Interagency Appraisal and Evaluation Guidelines, December 10, 2010, Federal, Volume 75, No. 237, Page 77472 QUINLIVANAPPRAISAL Packet Pg. 294 3.5.b ASSESSMENT AND TAXES - 2022 The subject property is assessed under the jurisdiction of the City of Miami, Florida. The assessment for the property is established each year as of January 1st by the Miami -Dade County Property Appraiser's Office at 100% of "Just Value." Just Value has been equated to Market Value less closing costs. While the State of Florida requires real estate to be assessed at 100% of Just Value, in reality the ratio of the assessed value to sales price is generally below 100%. Folio Number: 01-0102-080-1012 County Market Value: Land $ 465,000 Improvements $ 0 Total $ 465,000 Assessed Value: $409,200 Millage Rate: $20.6152 per $1,000 Tax Amount: $8,803.41 OWNER OF RECORDS AND ADDRESS Frontier Fuels Inc., Trustee P. O. Box 6 Georgetown, TX 33136 THREE-YEAR HISTORY OF TITLE According to the Public Records of Miami -Dade County, there have been no sale transfers of the subject property during the past three years. QUINLIVANAPPRAISAL Packet Pg. 295 3.5.b SCOPE OF THE APPRAISAL QUINLIVANAPPRAISAL Packet Pg. 296 3.5.b SCOPE OF THE APPRAISAL The scope of the assignment relates to the extent and manner in which research is conducted, data is gathered and analysis is applied, all based upon the following problem -identifying factors stated elsewhere in this report. This appraisal of the subject has been presented in the form of a Summary Appraisal Report, which is intended to comply with the reporting requirements set forth under Standards Rule 2-2 (b) of the USPAP. Data related to the subject property was derived from various sources including but not limited to the Miami -Dade County Property Appraiser's Office, Miami -Dade County plats, FEMA flood zone maps, Land Development Regulations of the City of Miami, and tax roll information provided by the Miami -Dade County Property Appraiser's Office. Comparable sale sources include the Miami -Dade County Property Appraiser's Office, the Miami -Dade County Clerk of the Courts Office, Board of Realtors' Multiple Listing Services, CoStar, and LoopNet. Sales prices are typically confirmed with a party to the transaction, i.e., buyer, seller, real estate agent or attorney to the transaction. A search for land sales was conducted in the area of the subject. The initial sales period researched was from January of 2022 through the date of valuation. Several other sales were considered, but were not included because there was too wide a difference in physical factors, location and time. QUINLIVANAPPRAISAL Packet Pg. 297 3.5.b ESTIMATED EXPOSURE TIME Exposure time is defined as the estimated length of time the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at market value on the effective date of the appraisal; a retrospective estimate based upon an analysis of past events assuming a competitive and open market. The overall concept of reasonable exposure encompasses not only adequate, sufficient and reasonable time but also adequate, sufficient and reasonable effort. In estimating a reasonable exposure time for the subject property, the appraisers have taken the following steps: Discussion with buyers, sellers, brokers and/or review of multiple listings of vacant land in the area related to historic marketing periods. Based on the above sources, exposure time is estimated to have been twelve months for the subject property. ESTIMATED MARKETING PERIOD The estimated value of the subject is predicated upon a normal marketing period. A normal marketing period is generally defined as the most probable amount of time necessary to expose and actively market a property on the open market to achieve a sale. Implicit in this definition are the following assumptions: (A) The property will be actively exposed and aggressively marketed to potential purchasers through marketing channels commonly used by sellers and buyers of similar type properties. (B) The property will be offered at a price reflecting the most probable markup over market value used by sellers of similar type properties. (C) A sale will be consummated under the terms and conditions of the definition of Market Value required by the regulation. In order to estimate the marketability of this property, the sales activity in this market area was reviewed over the past three years, multiple listings were reviewed and real estate brokers who operate in this area were interviewed. Based on the above sources, the subject property could be sold within a twelve month time period. QUINLIVANAPPRAISAL Packet Pg. 298 3.5.b LOCATION ANALYSIS QUINLIVANAPPRAISAL Packet Pg. 299 3.5.b NEIGHBORHOOD DATA The subject property is located in the northern periphery of the Central Business District of Miami in an area known as Park West. The site is located on the south side of N. W. loth Street, between, N. W. 4th Avenue and N. W. 5th Avenue, one block west of Interstate 95, Biscayne Boulevard (U.S. Highway #1) is a north/south traffic artery in the City of Miami. Biscayne Boulevard extends northerly from Brickell Avenue to the Broward County line. The majority of commercial properties in the subject neighborhood front on Biscayne Boulevard. These commercial properties include motels, retail stores, restaurants, and multiple story office buildings. The Overtown area located west of Interstate 95 and north of the Miami River is a mixed use area comprised of low rise apartment buildings and industrial properties. A bridge spanning the Miami River is located at N.W. 7th Avenue, there block southwest of the subject property. Several of the properties located in the area are maritime industrial uses related to the Miami River. The Overtown area, west of N.W. 1st Avenue and north of N.W. 5th Street to N.W. 20th Street, is characterized by a large number of small apartment buildings. These buildings were constructed primarily in the late 1940s and 1950s. These buildings generally are in poor to fair condition, with virtually no new private construction in recent years. There are two 30-story high-rise apartment buildings located just north of the former Miami Arena site at N.W. 8th Street and N.W. 1st Avenue. These buildings were constructed on City of Miami land by private developers. The south building, Bayview Towers, was constructed in 1989 and contains 356 units. The north building, Park Place by the Bay, was constructed in 1990 and contains 463 units. The rental rates area relatively reasonable in these buildings. There has been little redevelopment in this area. The stimulus to speculation has been the Performing Arts Center on Biscayne Boulevard at N.E. 13th Street. The construction was completed in 2007. In addition to the speculation related to the Performing Arts Center, the establishment of the Park West Entertainment District by the City in April of 2000 had a positive affect on the property values. The intent of the Ordinance was to eliminate the distance requirements between nightclubs and to actually encourage establishment of clubs in close proximity to one another. It also provides for 24-hour liquor licenses within the district. The Park West Entertainment District is bounded by S.R. 836/I-395 to the north, Biscayne Boulevard to the east, N.E. 7th Street to the south, and North Miami Avenue to the west. Motivated by the liberal provisions of the Park West Entertainment District, in conjunction with greater restrictions being placed on nightclub operators on South Beach, club owners have acquired a number of older industrial buildings and vacant sites in the area - primarily along N.E. 11th Street and N.E. loth Streets. The older buildings have been totally renovated and opened as nightclubs, reportedly with tremendous success. Although no new buildings have been built on vacant sites, several are reportedly planned. QUINLIVANAPPRAISAL Packet Pg. 300 3.5.b The Central Business District of Miami is located just southeast of the Overtown area. The Central Business District is defined with Biscayne Boulevard at the east boundary, N.W./S.W. 1st Avenue to the west, N.E. 5th Street to the north and the Miami River to the south. The Central Business District is comprised of offices, hotels and retail stores. The older buildings were constructed primarily in the period between 1920 and 1940. The newer buildings were constructed primarily in the 1960s and 1970s. Flagler Street is the primarily retail/office street in the Central Business District of Miami. There are a variety of retail stores, department stores and offices fronting along Flagler Street in the Central Business District. Major office buildings in this area of Flagler Street and in the Central Business District include Israel Discount Bank Building, Alfred I. DuPont Building, Bank of Miami, Biscayne Building, City National Bank, Roberts Building, Courthouse Tower, Museum Tower, One Biscayne Tower, Bank of America Tower, SunTrust International Center, Wachovia Financial Center and Miami Center. The Government Center is bordered on the east by the Metrorail Guideway (N.W. 1st Avenue), on the west by Interstate 95, on the south by Flagler Street and on the north by N.W. 5th Street. This is an area zoned for Government/Institutional uses. There are two seven -story State of Florida Office buildings located on the east side of N.W. 2nd Avenue between N.W. 4th Street and N.W. 5th Street. The five -story City of Miami Police Station is located on the west side of N.W. 2n1 Avenue, across from the State of Florida Office building. The 29-story Metro -Dade County Government Center is located approximately one mile south of the subject sites on the east side of N.W. 2n1 Avenue between N.W. 1st Street and N.W. 3rd Street. This 500,000 square foot office building houses most of the Miami -Dade Government Offices. The former City of Miami Administrative Building (Hickman Building) is located on the northeast corner of N.W. 2nd Street and N.W. 3rd Avenue. The City of Miami moved their administrative office to a larger building in 1992 at S.W. 2nd Avenue and S.W. 4th Street. The Hickman Building now houses Miami -Dade County Parks Department and the Juvenile Assessment Center. Miami -Dade County has two multi -level parking garages on the north and south sides of N.W. 1st Street, just east of N.W. 3rd Avenue. The Miami -Dade County Cultural Center which contains the Art Museum of Miami -Dade County, the Historical Museum of Southern Florida and Main Branch of the Miami Public Library, is located adjacent to the south of the Miami -Dade County Government Center. The Miami -Dade County Courthouse is located on West Flagler Street at N.W. 1st Avenue. Due to proximity to the courthouse, most offices along Flagler Street are occupied by attorneys and their support services. The Overtown Station of Miami -Dade County's Rapid Transit System, known as Metrorail, is located at N.W. 8th Street and N.W. 1st Avenue. The Metrorail is an elevated track train system QUINLIVANAPPRAISAL Packet Pg. 301 3.5.b which extends north and west through the City of Hialeah to the Palmetto Expressway at N.W. 74th Street, and south to the Dadeland area. The Downtown Metromover emanates from the Government Center Station. The Metromover is an elevated track, remote controlled vehicle system which provides local transportation in the Central Business District. The Metromover track extends southerly to S.E. and S.W. 4th Street, easterly to Biscayne Boulevard, northerly to N.E. and N.W. 5th Street and westerly to N.E. and N.W. 2nd Avenue. The Metromover has nine stations throughout the Central Business District of Miami. Extensions of the Downtown Metromover have been constructed that run to the Omni and Brickell Avenue areas. The Federal Law Enforcement Building, known as the General Services Administration (GSA) Building, is located along the west side of N.E. 1st Avenue, between N.E. 4th and 5th Streets. This 308,000 square foot, 12-story building was recently constructed by the City of Miami in two phases and is leased to the Federal Government. There is one floor of partially sub -level parking, with the top three floors utilized as courtrooms to handle the overflow from the main courthouse. Various governmental offices occupy 100 percent of this building, with the U.S. Attorney's Office and the U.S. Marshall's Service as primary tenants. The U.S. Bureau of Prisons Metropolitan Federal Detention Center was recently built immediately west of the GSA Building. This 22-story facility houses a total of 946 inmates for all four security wards - minimum, low, medium, and maximum. In summary, the subject property is located north of the Central Business District of Miami, in an older multi-family/commercial area known as Overtown, a short distance from the Florida State Office Buildings and the Metro -Dade County Government Center. QUINLIVANAPPRAISAL Packet Pg. 302 3.5.b .311 t- ion u mer r NEIGHBORHOOD MAP SUBJECT PROPERTY 440 N. W. 10th Street El Theodore RNW t Gibson Park NW I �iSlt� SA1,\ MI NW 9D ait th St I 95r w ti 5� 1 Henry Reeves Park MI Mti qamign mai MITI gll�l01�1 ,NNW 3rd *St Lummus Park etrovertown • re miHr 1ii=i'.1 Metro C e me 0V St tr nt E 2 CD s ar Z N ti to tt) 'i 0 u_ E 2 a) C a) .c 17) Z 0 Q) 0) 0. 0 a_ 0 a) to .c 0 a M an 0 <n Attachment: File # 15053 - Exhibit B QUINLIVAN APPRAISAL Packet Pg. 303 3.5.b SITE DATA QUINLIVANAPPRAISAL Packet Pg. 304 3.5.b SITE DATA Dimensions and Shape: The site is rectangular. The north property line of the site fronts for 155 feet on the south right-of-way line of N. W. 10th Street and has a depth southerly of 150 feet. Note: A survey of the site was not provided. The shapes and dimensions of the site are from recorded plats and the Hopkins Plat Book. Area: 23,250 square feet or 0.53 acres (Source: Miami -Dade County Property Appraiser's Office) Topography and Drainage: The site is level and approximately at street grade. Flood Zone: Map No. 12086C0312L (Effective September 11, 2009) ,,x u Soil and Subsoil: Areas determined to be outside 0.2% annual chance floodplain The immediate area of the subject site appears to have no unusual soil or subsoil conditions. Unusual conditions would be brought out by test borings. Utilities: Water: Miami -Dade Water and Sewer Department Sewer: Miami -Dade Water and Sewer Department Electricity: Florida Power & Light Company Telephone: AT & T Street Improvements: N. W. 10`h Street is asphalt paved with a dedicated width of 50 feet. N. W. 10th Street contains two eastbound lanes. QUINLIVANAPPRAISAL Packet Pg. 305 3.5.b ) '12 Milal=17=1 46 SITE SKETCH =4f 0-"79 7.9 QUINLIVAN APPRAISAL Packet Pg. 306 3.5.b ZONING QUINLIVANAPPRAISAL Packet Pg. 307 3.5.b ZONING Under Ordinance of the City of Miami, Florida. Classification: T5-R, URBAN CENTER ZONE - RESTRICTED The urban center zone consists of higher density mixed -use building types that accommodate retail and office uses, rowhouses, and apartments. A network of small blocks has thoroughfares with wide sidewalks, steady street tree planting and buildings set close to the frontages with frequent doors and windows. Permitted Principal Uses allowed by right include single family residences, duplexes, multifamily housing, community residences, and home offices. Uses permitted by exception include bed and breakfasts, recreational facilities, religious facilities, marinas, public parking, transit facility, childcare, elementary school, high school, and pre-schools. Development Regulations Minimum Lot Size: 1,200 square feet Maximum Lot Size: 40,000 square feet Minimum Lot Width: 16 feet Maximum Lot Coverage: 60% Floor Lot Ratio: None Minimum Green Space: 10% Maximum Density: 65 dwelling units per acre Setbacks: Front 10 feet Side 0 feet Back 0 feet Maximum Building Height: Five stories Minimum Building Height: Two stories QUINLIVANAPPRAISAL Packet Pg. 308 3.5.b Minimum Offstreet Parking: Principal Dwelling Community Residence Lodging Office Commercial Civic Educational 1.5 spaces per unit 1 space per staff member in addition to required parking 1 space per 5 lodging units 3 spaces per• 1,000 square feet 3 spaces per 1,000 square feet 3 spaces per 1,000 square feet of exhibition area 2 spaces per 1,000 square feet QUINLIVANAPPRAISAL Packet Pg. 309 3.5.b HIGHEST AND BEST USE QUINLIVANAPPRAISAL Packet Pg. 310 3.5.b HIGHEST AND BEST USE Fundamental to the concept of value is the theory of highest and best use. Land is valued as if vacant and available for its highest and best use. The Appraisal Institute in The Dictionary of Real Estate Appraisal, Sixth Edition, defines highest and best use as follows: The reasonably probable and legal use of vacant land or an improved property, which is physically possible, appropriately supported, financially feasible, and results in the highest value. Land has limited value unless there is a present or anticipated use for it; the amount of value depends on the nature of the land's anticipated use, according to the concept of surplus productivity. Among all reasonable, alternative uses, the use that yields the highest present land value, after payments are made for labor, capital, and coordination, is generally regarded as the highest and best use of the land as though vacant. The highest and best use of a property as improved refers to the optimal use that could be made of the property including all existing structures. The implication is that the existing improvement should be renovated or retained as so long as it continues to contribute to the total market value of the property, or until the return from a new improvement would more than offset the cost of demolishing the existing building and constructing a new one. Estimating the highest and best use of a property comprises four stages of analysis: 1. Possible Use. What uses of the site being appraised are physically possible? 2. Permissible Use (Legal) What uses are permitted by Zoning and Deed Restriction, if any? 3. Feasible Use. Which possible and permissible uses will produce a net return to the owner of the site? 4. Maximally Productive. Among feasible uses, which use will produce the highest net return to the owner of the site? The following four point test must be met in estimating the Highest and Best Use. The use must be legal. The use must be probable, not speculative or conjectural. There must be a profitable demand for such use and it must return to the land the highest net return for the longest period of time. These tests have been applied to the subject property. In arriving at the estimate of Highest and Best Use, the subject site was analyzed as vacant and available for development. QUINLIVANAPPRAISAL Packet Pg. 311 3.5.b Possible Use The site has 155 feet of frontage on N. W. 10th Street, a secondary street. The road access and exposure of the site is adequate. The site is 23,250 square feet in size which equates to 0.53 of an acre. The size and street frontage of the subject site would allow a moderate scale use or subdivision into several sites.. The site is rectangular, with street frontage on one side. The site has sufficient street frontage and width to have good functional utility. The size, shape, width and street frontage of the site would indicate moderate scale use or a subdivision into several sites. Permissible Use Permissible or legal uses are those uses which are permitted by zoning or deed restrictions. There are presently no known private deed restrictions of record. The site is zoned for residential uses. The zoning of the site permits houses, duplexes, townhouses and apartments. The maximum residential density is 65 dwelling units per acre. The maximum building footprint is 60% of the net lot area. The maximum building height is five stories. Feasible Use/Maximally Productive Use The physical characteristics and zoning of the subject property permit a wide range of potential uses. The possible and permissible uses of the subject site include residential uses. The physical characteristics and zoning of the subject property would indicate a small scale use, such as an office building, mixed use office and residential use, hotel, or government building. The site is a middle block location that has street frontage on one side. The site has adequate road access and exposure. The site is located a few blocks from a Metro Rail station. Metro Rail is the mass transit elevated train system of Miami -Dade County. The permissible uses of the subject site include residential uses. Conclusion — As Vacant Based on the zoning, physical characteristics, and surrounding uses, the highest and best use of the site is estimated to be for a residential use. QUINLIVANAPPRAISAL Packet Pg. 312 3.5.b THE APPRAISAL PROCESS QUINLIVANAPPRAISAL Packet Pg. 313 3.5.b APPRAISAL PROCESS The value of a site can be estimated by various methods which include Direct Sales Comparison, Allocation, Extraction, Development Approach, Land Residual or Ground Rent Capitalization. However, the Direct Sales Comparison Approach is the most preferred and utilized technique when sales of comparable sites are available. The other methodologies are indirect techniques which are generally used when an area is primarily built-up and sales of comparable sites are scarce. The Direct Sales Comparison Method of valuing the subject site was relied on due to the availability of recent land sales. In the Direct Sales Comparison Method, sales of similar recently sold sites with a similar highest and best use as the subject site are analyzed, compared and adjusted by time, property characteristics and location to indicate the Market Value of the subject site as though unimproved. The reliability of this approach is dependent upon the availability of comparable sales data, the verification of the sales data, the degree of comparability and the absence of non -typical conditions affecting the sale. Data related to the subject property is derived from various sources including but not limited to the Miami -Dade County Property Appraiser's Office, the Miami -Dade County Clerk's Office, Miami -Dade County plats, FEMA flood zone maps, Land Development Regulations of the City of Miami and tax roll information provided by the Miami -Dade County Property Appraiser's Offi ce. Comparable sale sources include the Miami -Dade County Property Appraiser's Office, Board of Realtors' Multiple Listing Service, Costar, and Loopnet. Sale prices are typically confirmed with a party to the transaction, i.e. buyer, seller, real estate agent or attorney to the transaction. QUINLIVANAPPRAISAL Packet Pg. 314 3.5.b LAND VALUE ANALYSIS QUINLIVANAPPRAISAL Packet Pg. 315 3.5.b LAND VALUE A value estimate is concluded by comparing the subject site to comparable land sales. Generally, the comparable land sales are adjusted by time, property, and location to indicate the Market Value of the subject site as though unimproved. This process is known as the Direct Sales Comparison Method. The Direct Sales Comparison Method is a process of analyzing sales of similar recently sold land parcels in order to derive an indication of the most probable sales price of the site being appraised. The reliability of this approach is dependent upon the availability of comparable sales data, the verification of the sales data, the degree of comparability and the absence of non -typical conditions affecting the sale. The following pages contain sales of similar land sites which have recently sold. Several other sales were considered, but were not included because there was too wide a difference in physical factors, location and time. Various analytical techniques may be used to identify and measure adjustments. The techniques of comparative analysis can be grouped into two categories: quantitative and qualitative. When quantitative analytical techniques are applied, mathematical processes are used to identify which elements of comparison require adjustment and to measure the amount of these adjustments. The primary quantitative techniques, Paired Data Analysis, is a process in which two or more market sales are compared to derive an indication of the size of the adjustment for a single characteristic. Ideally, the sales being compared will be identical in all respects except for the element being measured. Although paired data analysis is a theoretically sound method, it is sometimes impractical because only a narrow sampling of sufficiently similar properties may be available and it is difficult to quantify the adjustments attributable to all the variables. The primary qualitative techniques, Relative Comparison Analysis, is the study of the relationship indicated by market data without recourse to quantification. This technique is utilized because it reflects the imperfect nature of real estate markets. To apply the technique, the appraisers analyze comparable sales to determine whether the comparables' characteristics are inferior, superior, or equal to those of the subject property. A search is made of real estate market for all sales within the subject or competitive locations. While many sales were reviewed, the sales contained herein are considered most comparable to the subject properties as to all major factors of comparison. A photograph of each sale, a summary of the sales, a sales map and a value conclusion follows herein. QUINLIVANAPPRAISAL Packet Pg. 316 3.5.b LAND SALE 1 DATE: April 8, 2022 PRICE: $420,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O.R. Book 33162, Page 3702 FOLIO NUMBER: 01-3112-048-0363 GRANTOR: TP0403, LLC GRANTEE: BD Falcon Investments, LLC LEGAL: Lots 9 & 10, less the North 241.35 feet, Block 2, PHOENIX PARK, Plat Book 6, Page 80 of the Public Records of Miami -Dade County, Florida, less the South 25 feet oand less the West 5 feet. LOCATION: 125 N. W. 76t" Street Miami, Florida SITE DESCRIPTION: Dimensions: 44 feet x 143.2 feet Size: 6,321 Square Feet 0.15 Acres Zoning: T5-R, Urban Center Zone, Restricted Current Use: Vacant UNIT PRICE: $66.45 per square foot FINANCING: Conventional first mortgage from Samjack Blackstone of $437,000 at 4.16% interest for 360 months. REMARKS: The property previously sold in September of 2018 for $215,000 QUINLIVANAPPRAISAL Packet Pg. 317 3.5.b SALE 1 QUINLIVANAPPRAISAL Packet Pg. 318 3.5.b LAND SALE 2 DATE: October 7, 2022 PRICE: $720,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O.R. Book 33420, Page 1738 FOLIO NUMBER: 01-3113-063-0100 GRANTOR: 59 Street, LLC GRANTEE: Surlittleriverl, LLC LEGAL: The South 100 feet of Lots 11 & 12, Block 1, HIGH SCHOOL PARK TRACT, Plat Book 4, Page 44 of the Public Records of Miami -Dade County, Florida. LOCATION: 55 N. W. 59th Street Miami, Florida SITE DESCRIPTION: Dimensions: 100 feet x 110 feet Size: 11,000 Square Feet 0.25 Acres Zoning: T5-R, Urban Center Zone, Restricted Current Use: Vacant UNIT PRICE: $65.45 per square foot FINANCING: Cash. REMARKS: The property previously sold in July of 2018 for $280,000 QUINLIVANAPPRAISAL Packet Pg. 319 3.5.b SALE 2 QUINLIVANAPPRAISAL Packet Pg. 320 3.5.b LAND SALE 3 DATE: February 10, 2023 PRICE: $380,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O.R. Book 33584, Page 3084 FOLIO NUMBER: 01-3112-064-0040 GRANTOR: Miami Green Houses, LLC GRANTEE: Emprendimientos Rua, LLC LEGAL: Lot 5, EAST COURT OF PHOENIX PARK, Plat Book 9 Page 105 of the Public Records of Miami -Dade County, Florida. LOCATION: 37 N. W. 76th Avenue Miami, Florida SITE DESCRIPTION: Dimensions: 58.8 feet x 100 feet Size: 5,279 Square Feet 0.12 Acres Zoning: T5-R, Urban Center Zone, Restricted Current Use: Vacant UNIT PRICE: $71.98 per square foot FINANCING: Cash REMARKS: The property previously sold in November of 2019 for $125,000 QUINLIVANAPPRAISAL Packet Pg. 321 3.5.b SALE 3 QUINLIVANAPPRAISAL Packet Pg. 322 3.5.b LAND SALE 4 DATE: April 3, 2023 PRICE: $875,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O.R. Book 33653, Page 1778 FOLIO NUMBER: 01-3112-105-0030 GRANTOR: Phares Poliard GRANTEE: 101 Royal Palm, LLC LEGAL: Lot 3, Block 1, PELAEZ-ZOGBY SUBDIVISION, Plat Book 129, Page 65 of the Public Records of Miami -Dade County, Florida. LOCATION: 101 N. W. 76th Street Miami, Florida SITE DESCRIPTION: Dimensions: 84.2 feet x 143.2 feet Size: 12,043 Square Feet 0.28 Acres Zoning: T5-R, Urban Center Zone, Restricted Current Use: Vacant UNIT PRICE: $72.66 per square foot FINANCING: Cash. REMARKS: The property had no sales in the prior five years. QUINLIVANAPPRAISAL Packet Pg. 323 3.5.b SALE 4 QUINLIVANAPPRAISAL Packet Pg. 324 3.5.b LAND SALE 5 DATE: June 26, 2023 PRICE: $300,000 TYPE INSTRUMENT: Warranty Deed RECORDATION: O.R. Book 33783, Page 331 FOLIO NUMBER: 01-3112-065-0460 GRANTOR: Sanchez Holdings, LLC GRANTEE: Vizion 7538, LLC LEGAL: Lot 3, Block 5, RosELAwN PARK, Plat Book 9, Page 121 of the Public Records of Miami -Dade County, Florida. LOCATION: 7544 N. E. First Court Miami, Florida SITE DESCRIPTION: Dimensions: 47.5 feet x 100 feet Size: 4,750 Square Feet 0.11 Acres Zoning: T5-R, Urban Center Zone, Restricted Current Use: Vacant UNIT PRICE: $63.16 per square foot FINANCING: Cash. REMARKS: The property sold previously in May of 2021 for $171,000. QUINLIVANAPPRAISAL Packet Pg. 325 3.5.b SALE 5 QUINLIVANAPPRAISAL Packet Pg. 326 3.5.b LAND SALES MAP II NE 83r'1 u41miM�,.-__w:,. NE 32ndSALE 1 SALE 3 125 N, 76kh Skreek 37 N, 76kh SkreekNE mowiavii. ailigiarlt1111111111tRiningetgiiii morr AEI alili 111:W.11011:: - EliE5FseSALE 4 IO SALE 5 101 N.W. 76kh Skreet 61 - 7544 N lsk Courk • -- I..— 7 Li imi- ,m 7�u • ��■ flu- 6Wi yr o �!lia N 1 dlfl<WU o ■■ r■ c _ i I L!1'-u,. l li 7 ' F - �11 � $ o �'n 111 • r �ii�1 ■MI I -WIC =■ ■R. J =_ SALE 2 �� ee�'� .7� 4=0. - _ .' . -' _, 59kh Skreek - G -4 .. r ----2-161 ...9I oLo ..,, 4 _liiiwLIe 45,4 1. IMMO-Ealing a6 am film NMII � SMit 11011.1 Mil.. mM:1. 7.1.' L#10 mvini.w, kigaranvii-AMMERiliall'ElaM PIESplin:1121=CarillaY! dpali In i.riklim.rW mililimirilmigkiii...11611iON 1 lir gm-171 tall %:....ita—i m. I .. iai_ ,l2IS III o It. 111112 Etriffsgliregaffl ; Bulb no iMIM rag, 0,,,,....m.„,„,.2.4., .,. --I- 41 .ivalcii lifiragrailinirdrarillWin NI rmeum �, H c @ Gi o !�im. AM milli _ + M....31-- 1: ll •ImidialejVii El_ Mk i!"11111..111511 mum ark •l in1nOIlii:1a.m1nI 1ir1i.gfi2 ill1==ielia � 1 . SUBJECT PROPERTY g� o ■ T 440 N,W, 10kh Street 3■ �+ ■ pm rr S}7 i.1 gZ"1ST as. 1 dth LJ . ' -- ` -' 0 !IViII St 9 _ c m l-pTJ1 0 r -1ti-0,_'ai,T t r.m M1 } i .' Venetian Causeway 886 QUINLIVAN APPRAISAL Packet Pg. 327 3.5.b SUMMARY OF LAND SALES CHARACTERISTICS SUBJECT SALE 1 SALE 2 SALE 3 SALE 4 SALE 5 DATE OF SALE 4/8/22 10/7/22 2/10/23 4/3/23 6/26/23 SALE PRICE $420,000 $720,000 $380,000 $875,000 $300,000 O.R. BOOK/PAGE 33162/3702 33420/1738 33584/3084 33653/1778 33783/331 ADDRESS 440 N.W 10 St. 125 N.W. 76 St. 55 N.W. 59 St. 37 N.W. 76 St. 101 N.W. 76 St 7544 N.E. 1 Ct. LOCATION 41/4 Miles NE 31/4 Miles NE 41/4 Miles NE 41/4 Miles NE 41/4 Miles NE LAND SIZE (SF) 23,250 6,321 11,000 5,279 12,043 4,750 LAND SIZE (ACRES) 0.53 0.15 0.25 0.12 0.28 0.11 ZONING T5-R T5-R T5-R T5-R T5-R T5-R USE AT SALE Vacant Vacant Vacant Vacant Vacant Vacant PRICE PAID/SF $66.45 $65.45 $71.98 $72.66 $63.16 Packet Pg. 328 3.5.b ANALYSIS OF SALES The land sales range in unit price from $63.16 to $72.66 per square foot of land area. The sales range in time from April of 2022 to June of 2023. Property Rights The fee simple interest is the property right of the subject property being valued. The comparable sales involved the same type of property rights. Financing The sales were all financed with cash. The financing of the sales does not indicate any adjustments of their prices for favorable/below market financing. Conditions of Sale All of the sales were arm's-length transactions. An arm's-length transaction is defined as a transaction freely arrived at in the open market unaffected by abnormal pressure or by the absence of normal competitive negotiation as might be true in the case between related parties. Date of Sale (Market Conditions) The sales occurred between April of 2022 and June of 2023. An upward trend in prices for land sites in the subject market area is evident over this time period. The unit prices of Sales 1 and 2, sales occurring in 2022, require upward adjustments for increasing market conditions. Location The sale sites are located in the city of Miami, within a 41/4 mile radius of the subject. The locations of the sale sites are considered similar to the location of the subject. Land Size The sale sites range in size from 4,750 to 12,043 square feet. The subject site at 23,250 square feet is above the range of sizes of the sale properties. However, the sales do not indicate a difference in unit price based on site size. Zoning The subject site is zoned for residential use in a T5-R district. The sale sites are also zoned T5-R zones. The zonings of the sale sites are similar to the zoning of the subject site. Conclusion The land sales range in unit price from $63.16 to $72.66 per square foot of land area. A summary of the adjustments is as follows: QUINLIVANAPPRAISAL Al Packet Pg. 329 3.5.b Sale No. 1 2 3 4 5 Price/Square Foot $66.45 $65.45 $71.98 $72.66 $63.16 Adjustments Property Rights = = = = = Conditions of Sale = = = = = Financing = = = = = Market Conditions + + = = = Location = = = = = Site Size = = = = = Zoning Access/Exposure Site Conditions Total Adjustments + + = = = The unit prices of the sales, ranging from $63.16 to $72.66 per square foot of land area, a fairly tight range. The unit prices of all of the sales are given consideration in the final analysis. Based on the above analysis of the land sales, it is estimated that the subject site has a market value as of August 5, 2023 of $70.00 per square foot of land area. 23,250 Square Feet x $70.00 per Square Foot = $1,627,500 Land Value Indication (Rounded) $1,625,000 QUINLIVANAPPRAISAL dd Packet Pg. 330 3.5.b ADDENDA QUINLIVANAPPRAISAL dS Packet Pg. 331 3.5.b ASSUMPTIONS AND LIMITING CONDITIONS This Appraisal Report has been made with the following general assumptions: 1. No responsibility is assumed for the legal description or for matters including legal or title considerations. Title to the property is assumed to be good and marketable unless otherwise stated. 2. The property is appraised free and clear of any or all liens or encumbrances unless otherwise stated. 3. Responsible ownership and competent property management are assumed. 4. The information furnished by others is believed to be reliable. However, no warranty is given for its accuracy. 5. All engineering is assumed to be correct. The plot plans and illustrative material in this report are included only to assist the reader in visualizing the property. 6. If no survey has been furnished to the appraiser, all measurements have been confirmed either in the field, in the plat book or by other reliable sources and are presumed to be accurate. 7. It is assumed that there are no hidden or unapparent conditions of the property, subsoil, or structures that render it more or less valuable. No responsibility is assumed for such conditions or for arranging for engineering studies that may be required to discover them. 8. It is assumed that there is full compliance with all applicable federal, state and local environmental regulations and laws unless noncompliance is stated, defined and considered in the Appraisal Report. 9. It is assumed, unless a study has been provided otherwise, that no hazardous material such as asbestos, urea formaldehyde or other toxic waste exists in the property. The existence of a potentially hazardous material could have a significant effect on the value of the property. QUINLIVANAPPRAISAL d( Packet Pg. 332 3.5.b 10. In reference to proposed construction, the real estate taxes and other expenses are Estimated. These amounts are not guaranteed. 11. It is assumed in the valuation of the subject land site, unless a compliance letter has been furnished to us, that the State of Florida Growth Management Act does not prevent the issuance of a building permit. 12. It is assumed that all required licenses, certificates of occupancy, consents, or other legislative or administrative authority from any local, state or national government or private entity or organization have been or can be obtained or renewed for any use on which the value estimate contained in this report is based. 13. It is assumed that the utilization of the land and improvements is within the boundaries of property lines of the property described and that there is no encroachment or trespass unless noted in the report. This Appraisal Report has been made with the following general limiting conditions: 1. The distribution, if any, of the total valuation of this report between land and improvements applies only under the stated program of utilization. The separate allocations for land and buildings must not be used in conjunction with any other appraisal and are invalid if so used. 2. Possession of this report, or a copy thereof, does not carry with it the right of publication. It may not be used for any purpose by any person other than the party to whom it is addressed without the written consent of the appraiser, and in any event, only with proper written qualification and only in its entirety. 3. The appraiser herein by reason of this appraisal is not required to give further consultation, testimony, or be in attendance in court with reference to the property in question unless arrangements have been previously made. 4. Neither all nor any part of the contents of this report (especially any conclusions as to value, the identity of the appraiser, or the firm with which the appraiser is connected) shall be disseminated to the public through advertising, public relations, news, sales, or other media without the prior written consent and approval of the appraiser. QUINLIVANAPPRAISAL d7 Packet Pg. 333 3.5.b QUALIFICATIONS OF THE APPRAISER THOMAS F. MAGENHEIMER Experience: 11/84 - Present QUINLIVAN APPRAISAL, P.A. 7300 N. Kendall Drive, Suite 530 Miami, Florida Currently president of Quinlivan Appraisal, P.A., a Real Estate Appraising and Consulting Firm, Established in 1964. Education: University of Richmond, Richmond, Virginia BA - Bachelor of Arts in History (1982) Professional Affiliations: Member of the Appraisal Institute (MAI No. 09166) Real Estate Salesman - State of Florida - Certificate No. 0344882 Certified General Appraiser, State of Florida, License No. RZ 553 Member Sigma Alpha Epsilon Fraternity Qualified as an Expert Witness in the Following Courts: Miami -Dade and Broward County Circuit Courts United States Bankruptcy Court Other Activities: Admissions Committee - South Florida -Caribbean Chapter of the Appraisal Institute - (1992) Newsletter Editor - South Florida -Caribbean Chapter of the Appraisal Institute - (1991 - 1995) President - South Florida -Caribbean Chapter of the Appraisal Institute - (1996) Board of Trustees - Palmer -Trinity School (1989 - 1993) QUINLIVAN APPRAISAL AR Packet Pg. 334 3.5.b Quinlivan Appraisal has prepared Appraisal Reports for the following: Institutions and Corporations: AT&T Alpha Realty Advisors Archdiocese of Miami Apollo Bank The Bank of America Bank United Barry University Bessemer Trust Company California Bank and Trust Chevron Oil Company Chase Manhattan Bank Chemical Bank Citibank City National Bank of Miami Coamerica Bank Coconut Grove Bank Commerce Bank Commercial Bank of Florida Eastern National Bank Espirito Santo Bank First American Bank First Bank Florida Fann Credit of South Florida First International Bank First National Bank of South Miami Florida International University First Nationwide Bank Florida Memorial College Florida Power and Light Company Florida Rock Industries Greyhound Lines HSBC Hemisphere National Bank Iberia Bank Intercontinental Bank International Bank of Miami, N.A. Jackson Health System Jetstream Financial Credit Union LaSalle National Bank Marine Midland Bank McDonalds Corp. Mellon United National Bank Miami -Dade County Community College Northern Trust Bank of Florida QUINLIVANAPPRAISAL d9 Packet Pg. 335 3.5.b Ocean Bank Pacific National Bank Shell Oil Company Silver Hill Funding South Trust Bank SunTrust Bank TotalBank Trust for Public Lands University of Miami U. S. Century Bank Wachovia Wal-Mart YMCA Governmental Agencies: City of Aventura City of Coral Gables City of Doral City of Florida City City of Hialeah City of Homestead City of Miami City of Miami Parking Authority City of Miami Beach City of Miramar City of North Bay Village City of North Miami City of North Miami Beach City of South Miami City of Sunny Isles Beach Miami -Dade County Aviation Department Miami -Dade County Department of Development & Facilities Management Miami -Dade County HUD Miami -Dade County Property Appraisal Adjustment Board Miami -Dade County Public Schools Miami -Dade County Public Works Department Miami -Dade County Transportation Administration Miami -Dade Water & Sewer Department South Florida Water Management District State of Florida, Attorney General's Office State of Florida, Department of Community Affairs State of Florida, Department of Corrections State of Florida, Department of Environmental Protection State of Florida, Department of Insurance State of Florida, Department of Rehabilitation and Liquidation State of Florida, Department of Transportation Town of Golden Beach QUINLIVANAPPRAISAL Packet Pg. 336 3.5.b Town of Bay Harbor Islands Town of Miami Lakes United States Army Corps of Engineers United States Department of Justice United States Department of Commerce United States Department of the Interior United States General Services Administration Village of Islamorada Village of Key Biscayne Village of Pinecrest Village of Palmetto Bay Law Firms: Akerman Senterfitt Greenberg, Traurig Daniels, Kashton, Downs and Robertson Holland and Knight, LLP Shutts & Bowen Ruden McClosky, LLP Steel, Hector & Davis, LLP Weiss, Serota, Helfman, Pastoriza, Guedes, Cole and Boniske, P.A. Types of Properties Appraised: Single Family Residences Apartment Buildings Office Buildings Retail Stores Shopping Centers Condominium Apartment Buildings Golf Courses Residential Subdivisions Automobile Dealerships Vacant Land Hotel/Motels Warehouses Nursing Homes Mobile Home Parks Schools Service Stations Marinas Wetlands QUINLIVANAPPRAISAL Packet Pg. 337 3.5.b MARLON HILL, ESQ. mhill@wsh-law.com August 28, 2023 VIA E-MAIL (jmcqueen@miamigov.com) Mr. James McQueen Executive Director Southeast Overtown Community Redevelopment Agency 819 NW 2nd Avenue, 3rd Floor Miami, Florida, 33136 Re: Retainer Agreement - Real Estate Transactions Dear Mr. McQueen: We are pleased that you have decided to engage this Firm to represent the Southeast Overtown Community Redevelopment Agency (the "SOUTHEAST OVERTOWN CRA"). We apologize in advance for the formality of this letter, but it is our Firm's policy to enter into a written retainer agreement with new clients. From our experience, we have found that clients appreciate a frank and open discussion and understanding of the services that we will perform and the basis upon which they will be expected to pay for those services. This letter is intended to set forth our understanding as to the nature and scope of the legal services we have agreed to render for the SOUTHEAST OVERTOWN CRA, the amount of our fees for those services, the manner in which our fees for those services shall be determined and the terms upon which the SOUTHEAST OVERTOWN CRA will make payment. 1. Nature of Legal Services. You have engaged us to assist you with the Packet Pg. 338 3.5.b Mr. James McQueen August 28, 2023 Page 2 of 4 purchase of the Property. Our services will include the following: a. Drafting and negotiation of the purchase agreement; b. Review title and survey matters; c. Review any due diligence matters at your request; and d. Perform tasks related to the closing of the Property. 2. Fees for Services. With regard to the fees and costs incurred for our services, the SOUTHEAST OVERTOWN CRA will be charged and agrees to pay for our services on the basis of our hourly rates. Maria Currais and Ed Soto will be the SOUTHEAST OVERTOWN CRA's outside real estate transactions counsel, and the SOUTHEAST OVERTOWN CRA will be billed at our discounted hourly rate of $325 per hour. Other personnel may work on SOUTHEAST OVERTOWN CRA matters as well. Paralegals and clerks will be billed at a rate of $175 per hour. Where practicable, we will delegate work to attorneys working under our supervision at lower hourly rates based on their experience. It is our practice to charge for actual time expended on the City's behalf, but not less than 2/10ths of an hour for each activity. All of our rates are reviewed and may increase on October 1 of each year. 3. Costs. In addition to the fees discussed in paragraph 2, we anticipate that certain expenses may be incurred and advanced on the SOUTHEAST OVERTOWN CRA behalf. These expenses may include filing fees, recording costs, out-of-town travel expenses, delivery charges, long distance telephone charges, photocopies (xerox), special postage (express mail, certified mail and the like), computer research charges, court reporter expenses (including cost of transcript and court reporter's fee for attendance), court costs (such as filing fees, service of process, newspaper publication costs, subpoena costs, witness fees, recording fees, etc.), accounting and appraisal fees, fees and expenses of experts necessary to assist in the preparation and hearing of any matter, investigation costs, word processing fees, computer charges and applicable lobbyist registration fees. In addition to our fees for legal services, the SOUTHEAST OVERTOWN CRA agree to pay us for such out-of- pocket expenditures. In the event unusually large costs or advances are anticipated, we reserve the right to require an additional cost deposit from SOUTHEAST OVERTOWN CRA prior to undertaking the expenditures of funds on the SOUTHEAST OVERTOWN CRA behalf. 4. Payment of Fees and Costs. Our invoices will be submitted to the SOUTHEAST OVERTOWN CRA on a monthly basis and each invoice will be due MIAMI I FT. LAUDERDALE I BOCA RATON I TAMPA I WSH-LAW.COM Packet Pg. 339 3.5.b Mr. James McQueen August 28, 2023 Page 3 of 4 and payable when rendered. SOUTHEAST OVERTOWN CRA must understand that if any invoice remains unpaid for more than 30 days after it is rendered, we reserve the right, in our discretion (subject to court approval, if necessary), to cease to provide further legal services to SOUTHEAST OVERTOWN CRA. SOUTHEAST OVERTOWN CRA will, however, be liable to us for the payment of any fees earned and any costs incurred by us to that time, together with any applicable taxes. In the event we are ultimately required to bring suit to collect any undisputed unpaid fees and costs, the SOUTHEAST OVERTOWN CRA understands that it will be required to pay reasonable attorneys' fees as well as legal interest on the amount of any fees and costs due us. SOUTHEAST OVERTOWN CRA further understands that we have the right to retain any and all files, papers and other property coming into our possession in connection with our engagement without any liability to the SOUTHEAST OVERTOWN CRA until we have been paid all costs, fees and interest due us under this agreement. Interest at the rate of 12% per annum will be added to any invoice, which remains unpaid for more than 30 days after it is rendered. 5. Withdrawal from Representation. We reserve the right to withdraw from representing SOUTHEAST OVERTOWN CRA if SOUTHEAST OVERTOWN CRA misrepresents or fails to disclose material facts to us, or if we disagree about the course of action which should be pursued. 6. Advanced Fees and Costs Deposit. In order to retain services of this Firm, we customarily require a retainer fee; however, we are waiving this requirement for this representation. 7. Representation of Other Clients. We are bound by rules of legal ethics not to represent any client if the representation of that client will be directly adverse to the interests of another client unless each such client consents to such representation after consultation. If this letter is addressed to more than one person, Your signature of this letter will constitute such consent from the SOUTHEAST OVERTOWN CRA with respect to the matter specifically described in the paragraph of this letter entitled "Nature of Legal Services." MIAMI I FT.LAUDERDALE I BOCA RATON I TAMPA I WSH-LAW.COM Packet Pg. 340 3.5.b Mr. James McQueen August 28, 2023 Page 4 of 4 8. Fees for Other Services. In the event SOUTHEAST OVERTOWN CRA asks us to render legal services with respect to other matters, in the absence of a written agreement specifically addressing that representation, the other matters will be handled on an hourly basis, and fees and costs will be payable under the same terms and conditions as provided for in paragraph 2, 3, and 4 of this letter. 9. Commencement of Representation. If the foregoing is agreeable to the SOUTHEAST OVERTOWN CRA, please acknowledge SOUTHEAST OVERTOWN CRA's understanding and agreement by signing this letter and delivering it to us, together with payment of the retainer and/or cost deposit set forth above, if any. We appreciate SOUTHEAST OVERTOWN CRA's confidence in our Firm and assure SOUTHEAST OVERTOWN CRA that we will make every effort to perform our services in a prompt and efficient manner. If you have any questions or comments concerning this engagement letter, please let me know. Otherwise, please indicate SOUTHEAST OVERTOWN CRA's agreement with the foregoing by signing this engagement letter and returning it to me. 2023. Sincerely, WEISS SEROTA HELFMAN COLE & BIERMAN, P.L. Marlon Hill AGREED AND ACCEPTED on this day of SOUTHEAST OVERTOWN COMMUNITY REDEVELOPMENT AGENCY By: --- Name:` James McQueen Title: Executive Director MIAMI I FT. LAUDERDALE I BOCA RATON I TAMPA I WSH-LAW.COM Packet Pg. 341 Exhibit "C" 3.5.c SEROTA MARLON HILL, ESQ. mhill@wsh-law.com August 28, 2023 VIA E-MAIL (jmcqueen@miamigov.com) Mr. James McQueen Executive Director Southeast Overtown Community Redevelopment Agency 819 NW 2nd Avenue, 3rd Floor Miami, Florida, 33136 Re: Retainer Agreement - Real Estate Transactions Dear Mr. McQueen: We are pleased that you have decided to engage this Firm to represent the Southeast Overtown Community Redevelopment Agency (the "SOUTHEAST OVERTOWN CRA"). We apologize in advance for the formality of this letter, but it is our Firm's policy to enter into a written retainer agreement with new clients. From our experience, we have found that clients appreciate a frank and open discussion and understanding of the services that we will perform and the basis upon which they will be expected to pay for those services. This letter is intended to set forth our understanding as to the nature and scope of the legal services we have agreed to render for the SOUTHEAST OVERTOWN CRA, the amount of our fees for those services, the manner in which our fees for those services shall be determined and the terms upon which the SOUTHEAST OVERTOWN CRA will make payment. 1. Nature of Legal Services. You have engaged us to assist you with the Packet Pg. 342 3.5.c Mr. James McQueen August 28, 2023 Page 2 of 4 purchase of the Property. Our services will include the following: a. Drafting and negotiation of the purchase agreement; b. Review title and survey matters; c. Review any due diligence matters at your request; and d. Perform tasks related to the closing of the Property. 2. Fees for Services. With regard to the fees and costs incurred for our services, the SOUTHEAST OVERTOWN CRA will be charged and agrees to pay for our services on the basis of our hourly rates. Maria Currais and Ed Soto will be the SOUTHEAST OVERTOWN CRA's outside real estate transactions counsel, and the SOUTHEAST OVERTOWN CRA will be billed at our discounted hourly rate of $325 per hour. Other personnel may work on SOUTHEAST OVERTOWN CRA matters as well. Paralegals and clerks will be billed at a rate of $175 per hour. Where practicable, we will delegate work to attorneys working under our supervision at lower hourly rates based on their experience. It is our practice to charge for actual time expended on the City's behalf, but not less than 2/10ths of an hour for each activity. All of our rates are reviewed and may increase on October 1 of each year. 3. Costs. In addition to the fees discussed in paragraph 2, we anticipate that certain expenses may be incurred and advanced on the SOUTHEAST OVERTOWN CRA behalf. These expenses may include filing fees, recording costs, out-of-town travel expenses, delivery charges, long distance telephone charges, photocopies (xerox), special postage (express mail, certified mail and the like), computer research charges, court reporter expenses (including cost of transcript and court reporter's fee for attendance), court costs (such as filing fees, service of process, newspaper publication costs, subpoena costs, witness fees, recording fees, etc.), accounting and appraisal fees, fees and expenses of experts necessary to assist in the preparation and hearing of any matter, investigation costs, word processing fees, computer charges and applicable lobbyist registration fees. In addition to our fees for legal services, the SOUTHEAST OVERTOWN CRA agree to pay us for such out-of- pocket expenditures. In the event unusually large costs or advances are anticipated, we reserve the right to require an additional cost deposit from SOUTHEAST OVERTOWN CRA prior to undertaking the expenditures of funds on the SOUTHEAST OVERTOWN CRA behalf. 4. Payment of Fees and Costs. Our invoices will be submitted to the SOUTHEAST OVERTOWN CRA on a monthly basis and each invoice will be due MIAMI I FT. LAUDERDALE I BOCA RATON I TAMPA I WSH-LAW.COM Packet Pg. 343 3.5.c Mr. James McQueen August 28, 2023 Page 3 of 4 and payable when rendered. SOUTHEAST OVERTOWN CRA must understand that if any invoice remains unpaid for more than 30 days after it is rendered, we reserve the right, in our discretion (subject to court approval, if necessary), to cease to provide further legal services to SOUTHEAST OVERTOWN CRA. SOUTHEAST OVERTOWN CRA will, however, be liable to us for the payment of any fees earned and any costs incurred by us to that time, together with any applicable taxes. In the event we are ultimately required to bring suit to collect any undisputed unpaid fees and costs, the SOUTHEAST OVERTOWN CRA understands that it will be required to pay reasonable attorneys' fees as well as legal interest on the amount of any fees and costs due us. SOUTHEAST OVERTOWN CRA further understands that we have the right to retain any and all files, papers and other property coming into our possession in connection with our engagement without any liability to the SOUTHEAST OVERTOWN CRA until we have been paid all costs, fees and interest due us under this agreement. Interest at the rate of 12% per annum will be added to any invoice, which remains unpaid for more than 30 days after it is rendered. 5. Withdrawal from Representation. We reserve the right to withdraw from representing SOUTHEAST OVERTOWN CRA if SOUTHEAST OVERTOWN CRA misrepresents or fails to disclose material facts to us, or if we disagree about the course of action which should be pursued. 6. Advanced Fees and Costs Deposit. In order to retain services of this Firm, we customarily require a retainer fee; however, we are waiving this requirement for this representation. 7. Representation of Other Clients. We are bound by rules of legal ethics not to represent any client if the representation of that client will be directly adverse to the interests of another client unless each such client consents to such representation after consultation. If this letter is addressed to more than one person, Your signature of this letter will constitute such consent from the SOUTHEAST OVERTOWN CRA with respect to the matter specifically described in the paragraph of this letter entitled "Nature of Legal Services." MIAMI I FT. LAUDERDALE I BOCA RATON I TAMPA I WSH-LAW.COM Packet Pg. 344 3.5.c Mr. James McQueen August 28, 2023 Page 4 of 4 8. Fees for Other Services. In the event SOUTHEAST OVERTOWN CRA asks us to render legal services with respect to other matters, in the absence of a written agreement specifically addressing that representation, the other matters will be handled on an hourly basis, and fees and costs will be payable under the same terms and conditions as provided for in paragraph 2, 3, and 4 of this letter. 9. Commencement of Representation. If the foregoing is agreeable to the SOUTHEAST OVERTOWN CRA, please acknowledge SOUTHEAST OVERTOWN CRA's understanding and agreement by signing this letter and delivering it to us, together with payment of the retainer and/or cost deposit set forth above, if any. We appreciate SOUTHEAST OVERTOWN CRA's confidence in our Firm and assure SOUTHEAST OVERTOWN CRA that we will make every effort to perform our services in a prompt and efficient manner. If you have any questions or comments concerning this engagement letter, please let me know. Otherwise, please indicate SOUTHEAST OVERTOWN CRA's agreement with the foregoing by signing this engagement letter and returning it to me. 2023. Sincerely, WEISS SEROTA HELFMAN COLE & BIERMAN, P.L. Marlon Hill AGREED AND ACCEPTED on this day of SOUTHEAST OVERTOWN COMMUNITY REDEVELOPMENT AGENCY By: --- Name:` James McQueen Title: Executive Director MIAMI I FT. LAUDERDALE I BOCA RATON I TAMPA I WSH-LAW.COM Packet Pg. 345 3.6 SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Date: November 8, 2023 File: 15055 Members of the CRA Board From: James McQueen Executive Director Subject: 4/5ths Bid Waiver to Make a Wish Foundation of Southern Florida, Inc. Enclosures: File # 15055 - Notice To The Public File # 15055 - Bid Waiver Memo File # 15055 - Backup BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") by a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, ratifying, approving, and confirming the Executive Director's recommendation and finding that competitive negotiation methods and procedures are not practicable or advantageous pursuant to sections 18-85 and 18-86 of the code of the City of Miami, Florida, as amended, as adopted by the SEOPW CRA; waiving the requirements for competitive sealed bidding as not being practicable or advantageous to the SEOPW CRA; authorizing the allocation of grant funds in an amount not to exceed Two -Million Five Hundred Thousand Dollars and Zero Cents ($2,500,000.00)("Funds"), to support Make -A -Wish Foundation of Southern Florida, Inc., a Florida not -for -profit corporation ("Make -A -Wish Foundation") for its new headquarters. Make -A -Wish Foundation's whose sole mission is to create life - changing wishes for children with critical illnesses. Wishes are varied from child to child who dreams of them. For example, a child could wish for an outdoor playground to play with siblings and friends or funds to attend college. Make -A -Wish Foundation was founded in 1983, has granted more than 14,000 wishes for children. Wishes have proven to have physical and emotional benefits that can give critically ill children a higher chance of overcoming their illness, replacing fear with confidence, sadness with joy, and anxiety with hope. JUSTIFICATION: WHEREAS, Section 2, Goals 4, of the Plan, "creati[on of] jobs within the community" and "improving quality of life for residents", as stated redevelopment goals; and WHEREAS, Section 2, Goal 6, of the Plan, lists "improving the quality of life for residents", as a stated redevelopment goal; and FUNDING: Packet Pg. 346 3.6 $2,500,000.00 allocated from Grants and Aids, Account No. 10050.920101.883000.0000.00000 FACT SHEET: Company name: Make -A -Wish Foundation of Southern Florida, Inc. Address: 4491 South State Road 7, Suite 201, Fort Lauderdale, FL 33314 Funding request: $2,500,000.00. Scope of work or services (Summary): Make -A -Wish Foundation of Southern Florida, Inc., ("Make - A -Wish Foundation") new headquarters. Make -A -Wish Foundation's whose sole mission is to create life -changing wishes for children with critical illnesses. Wishes have proven to have physical and emotional benefits that can give critically ill children a higher chance of overcoming their illness, replacing fear with confidence, sadness with joy, and anxiety with hope. Page 2 of 6 Packet Pg. 347 3.6 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: November 16, 2023 CRA Section: Brief description of CRA Agenda Item: Authorizing the allocation of grant funds in an amount not to exceed $2,000,000.00 to support Make — A — Wish Foundation of Southern Florida, Inc., for its new headquarters. Project Number YES, there Account Code: (if applicable): are sufficient funds in Line Item: 10050.920101.883000.0000.00000 Amount: $ 2, 0 0 0, 0 0 0.0 0 NO (Complete the following source of funds information): Amount budgeted in the line item: $ Balance in the line item: $ Amount needed in the line item: $ Sufficient funds will be transferred from the following line items: ACTION ACCOUNT NUMBER TOTAL Project No./Index/Minot Object From $ To $ From $ To $ Comments: Approved by: QueDue Executive Director 11/8/2023 Approval: Mi•uel A Valentir, Finance. bt cer 11/8/2023 Page 3 of 6 Packet Pg. 348 3.6 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 15055 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS PURSUANT TO SECTIONS 18-85 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE SEOPW CRA; WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE GRANTS AND AIDS" ACCOUNT NO. 10050.920101.883000.0000.00000, IN AN AMOUNT TO NOT EXCEED TWO MILLION DOLLARS AND ZERO CENTS ($2,000,000.00) ("FUNDS") TO SUPPORT MAKE -A - WISH FOUNDATION OF SOUTHERN FLORIDA, INC., A FLORIDA NOT -FOR -PROFIT CORPORATION ("MAKE -A -WISH FOUNDATION") NEW HEADQUARTERS. MAKE -A - WISH FOUNDATION'S WHOSE SOLE MISSION IS TO CREATE LIFE -CHANGING WISHES FOR CHILDREN WITH CRITICAL ILLNESSES ("PURPOSE"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL; FOR THE ALLOCATION OF THE FUNDS FOR THE PURPOSE STATED HEREIN; SUBJECT TO THE AVAILABILITY OF FUNDING; PROVIDING FOR INCORPORATION OF RECITALS, AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Southeast Overtown/Park West Redevelopment Plan Update (the "Plan"); and WHEREAS, Section 2, Goals 4, of the Plan, "creati[on of] jobs within the community" and "improving quality of life for residents", as stated redevelopment goals; and WHEREAS, Section 2, Goal 6, of the Plan, lists "improving the quality of life for residents", as a stated redevelopment goal"; and Page 4 of 6 Packet Pg. 349 3.6 WHEREAS, Make -A -Wish Foundation of Southern Florida, Inc., a Florida not -for -profit corporation ("Make -A -Wish Foundation") is requesting Two Million Dollars and Zero Cents ($2,000,000.00) to support the new headquarters development ("Purpose"); and WHEREAS, Make -A -Wish Foundation was founded in 1983 and whose sole mission is to create life -changing wishes for children with critical illnesses and has granted more than 14,000 wishes for children; and WHEREAS, Wishes are varied from child to child who dreams of them and for example, a child could wish for an outdoor playground to play with siblings and friends or funds to attend college; and WHEREAS, Wishes have proven to have physical and emotional benefits that can give critically ill children a higher chance of overcoming their illness, replacing fear with confidence, sadness with joy, and anxiety with hope. WHEREAS, the Board of Commissioners wishes to authorize funding in an amount not to exceed Two Million Dollars and Zero Cents ($2,000,000.00) ("Funds") to Make -A -Wish Foundation for the Purpose stated herein; and WHEREAS, the Board of Commissioners finds that authorizing this Resolution would further the SEOPW CRA redevelopment goals and objectives; and WHEREAS, based on the recommendation and findings of the Executive Director, it is in the SEOPW CRA's best interest for the Board of Commissioners to authorize, by an affirmative four -fifths (4/5ths) vote, a waiver of competitive sealed bidding procedures pursuant to Section 18-85 and 18-86 of the Code of the City of Miami, Florida, as amended ("City Code"), as adopted by the SEOPW CRA, and to authorize the Executive Director to negotiate and execute any and all agreements necessary, all in forms acceptable to the General Counsel, with Make -A -Wish Foundation for the provision of grant Funds for the Purpose stated herein and subject to the availability of funds; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Section 2. By a four -fifths (4/5th) affirmative vote, after an advertised public hearing, the Executive Director's recommendation and written findings that competitive negotiation methods and procedures are not practicable or advantageous to the SEOPW CRA, pursuant to Section 18-85 and 18-86 of the City Code, as adopted by the SEOPW CRA, and waiving the requirements for said procedures is ratified, approved, and confirmed. Section 3. The Executive Director is hereby authorized' to disperse funds, at his discretion, on a reimbursement basis or directly to vendors, upon presentation of invoices and satisfactory documentation from the "Grants and Aids" Account No. 10050.920101.883000.0000.00000 to Make -A - Wish Foundation whose sole mission is to create life -changing wishes for children with critical illnesses and the Purpose stated herein. The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to those prescribed by applicable State law, City Charter and City Code provisions, as adopted by the SEOPW CRA. Page 5 of 6 Packet Pg. 350 3.6 Section 4. The Executive Director is authorized' to negotiate and execute an agreement, including any and all necessary documents, and all -in forms acceptable to the General Counsel, for said purpose. Section 5. Sections of this Resolution may be renumbered or re -lettered and corrections of typographical errors which do not affect the intent may be authorized by the Executive Director, or the Executive Director's designee, without need of public hearing, by filing a corrected copy of same with the City of Miami City Clerk. Section 6. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: tall Counsel 11/8/2023 Page 6 of 6 Packet Pg. 351 Southeast Overtown/Park West Community Redevelopment Agency 3.6.a NOTICE OF PUBLIC HEARING The Board of Commissioners ("Board") of the Southeast Overtown/ Park West Community Redevelopment Agency ("SEOPW CRA") will hold a Public Hearing on Thursday, November 16, 2023, at 10:00 a.m. or anytime thereafter in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, FL 33133. The Board will consider the allocation of funding to Make -A -Wish Foundation of Southern Florida, Inc., a Florida not -for -profit corporation ("Make -A -Wish Foundation") to underwrite costs associated with Make -A -Wish Foundation Southern Florida's new headquarters. In accordance with the SEOPW CRA 2018 Redevelopment Plan Update ("Plan") and Florida Statutes 163, the Board will consider the allocation of funding, in an amount not to exceed Two - Million Dollars and Zero Cents ($2,000,000.00), to the Make -A -Wish Foundation Southern Florida's for it's new headquarters, whose sole mission is to create life changing wishes for children with critical illnesses. Inquiries regarding this notice may be addressed to James McQueen, Executive Director, SEOPW CRA, at (305) 679-6800. This action is being considered pursuant to Sections 18-85 (a) of the Code of the City of Miami, Florida as amended ("Code"). The recommendation and findings to be considered in this matter are set forth in the proposed resolution and in Code Sections 18-85 (a), which are deemed to be incorporated by reference herein, and are available as with the scheduled SEOPW CRA Board meeting on Thursday, November 16, 2023, at 10:00 a.m. or anytime thereafter in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, FL 33133. All comments and questions with respect to the meeting and remote public participation should be addressed to James McQueen, Executive Director, at 819 N.W. 2nd Avenue, 3rd Floor, Miami Florida 33136 (305) 679-6800. Should any person desire to appeal any decision of the Board with respect to any matter considered at this meeting, that person shall ensure that a verbatim record of the proceedings is made, including all testimony and evidence upon which any appeal may be based (F.S. 286.0105). In accordance with the Americans with Disabilities Act of 1990, persons needing special accommodations to participate in this proceeding may contact the Office of the City Clerk at (305) 250-5361 (Voice), not later than two (2) business days prior to the proceeding. TTY users may call 711 (Florida Relay Service), not later than two (2) business days prior to the proceeding. Todd B. Hannon Clerk of the Board Ad No. 41125 Attachment: File # 15055 - Notice To The Public (15055 : 4/5ths Bid Waiver to Make a Wish Foundation of Southern Florida, Inc.) Packet Pg. 352 SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 4/5ths RECOMMENDATION INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Members of the SEOPW CRA Board Date: November 16, 2023 File: Subject: Request to waive competitive sealed bidding methods pursuant to City Code 18-85(a) for Make a Wish Foundation of Southern Florida, Inc. From: James McQueen References: Executive Director Enclosures: BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") by a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, ratifying, approving and confirming the Executive Director's recommendation and finding that competitive negotiation methods and procedures are not practicable or advantageous pursuant to sections 18-85 and 18-86 of the code of the City of Miami, Florida, as amended, as adopted by the SEOPW CRA; waiving the requirements for competitive sealed bidding as not being practicable or advantageous to the SEOPW CRA; authorizing the allocation of grant funds in an amount not to exceed Two -Million Dollars and Zero Cents ($2,000,000.00) ("Funds"), to support Make -A -Wish Foundation of Southern Florida, Inc., a Florida not -for -profit corporation ("Make -A -Wish Foundation") for it's new headquarters. Make -A -Wish Foundation's whose sole mission is to create life -changing wishes for children with critical illnesses. Wishes are varied from child to child who dreams of them. For example, a child could wish for an outdoor playground to play with siblings and friends or funds to attend college. Make -A -Wish Foundation was founded in 1983 and has granted more than 14,000 wishes for children. Wishes have proven to have physical and emotional benefits that can give critically ill children a higher chance of overcoming their illness, replacing fear with confidence, sadness with joy, and anxiety with hope. RECOMMENDATION: In light of the above stated, approval of a waiver of the formal requirements of competitive sealed bidding methods as not being practicable or advantageous to the Southeast Overtown/Park West Community Redevelopment Agency as set forth in the City Code of Ordinances, as amended, specifically Section 18-85 (A), and the affirmation of these written findings and the forwarding the same to the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency by a four fifths vote is respectfully requested. APPROVED Jame cQueen, Executive Director Attachment: File # 15055 - Bid Waiver Memo (15055 : 4/5ths Bid Waiver to Make a Wish Foundation of Southern Florida, Inc.) Packet Pg. 353 3.6.c ake- Wish® SOUTHERN FLORIDA October 5, 2023 Mr. James McQueen Southeast Overtown/Park West Community Redevelopment Agency 819 NW 2nd Avenue, 3rd Floor Miami, FL 33136 Dear Mr. McQueen, Included in this package is information related to Make -A -Wish Southern Florida's new headquarters in the Historic Overtown District - the Finker-Frenkel Wish House. This is the start of a whole new chapter for Make -A -Wish Southern Florida, and we are very excited to be part of the redevelopment within the Southeast Overtown/Park West district. ABOUT MAKE -A -WISH SOUTHERN FLORIDA Make -A -Wish® Southern Florida has a sole mission - creating life -changing wishes for children with critical illnesses. No matter what a child wishes for, the experience is certain to be extraordinary and provide the child and their family with a much -needed escape from doctors and hospitals. Founded in 1983, the 501 © (3) organization has granted more than 14,000 wishes for local children, making the chapter the 5th largest in the world. Wishes are as varied as the children who dream them: a trip to Walt Disney World® Resort to ride on Rise of the Resistance or meet a Disney Princess; have an outdoor playground to play on with your siblings and friends; have a shopping spree at your favorite store; attend a worldwide sporting event; meet your childhood hero; attend college; go on a cruise or visit the country of your family. Wishes have proven to have physical and emotional benefits that can give critically -ill children a higher chance of overcoming their illness. When a wish is granted, a child replaces fear with confidence, sadness with joy and anxiety with hope. A recent national study has quantified the importance of the wish experience. Ninety percent of parents believe "the wish experience results in increased emotional strength for children to work toward improving their health." Nearly 98% of wish kids believe the wish experience improves their own mental and emotional health and gives them hope. OUR NEW HOME IN HISTORIC OVERTOWN The Finker-Frenkel Wish House will change the wish experience for our wish children and their families and will drastically change the way our children discover their wishes. The House is a 5-story, approximately 36,000 SF LEED accredited office building. It includes 3,300 SF of ground level multi -use assembly space as well as WishWorks, an interactive space designed specifically for wish kids to help determine their wishes using experiential and interactive architecture and modern technology designed to unlock their imagination. 4491 South State Road 7 Suite 201 Fort Lauderdale, FL 33314 P. 954.967.9474 F. 954.967.2468 sfla.wish.org Attachment: File # 15055 - Backup (15055 : 4/5ths Bid Waiver to Make a Wish Foundation of Southern Florida, Inc.) A copy of the official cial registration and financial information for Make -A -Wish Foundation of Southern Florida, Inc. may be obtained from the Division of Consumer Services by calling toll -free (800) 435-7352. (Registration # SC-00864). Registration does not imply endorsement, approval, or recommendation by Make -A -Wish Foundation of Southern Florida does not contract with professional solicitors and 100% of contributions received are used solely for the orgar Packet Pg. 354 3.6.c In addition to WishWorks and the multi -function space on the ground floor, there is 2,000 SF of outdoor terrace that has amazing views for events and 3 levels of approximately 12,000 SF of office space for Make -A -Wish Southern Florida's headquarters. SERVICES PROVIDED Currently we have 158 children from Miami -Dade County, more than half of which are from the City of Miami, waiting for their wishes. We have more children from Miami -Dade County than any other County in our service area, and it is our intention to make our new home open to them and the entire community. Our building will have the capacity for other community organizations to use when they need space and will aid in bringing us all together as a community. It is our desire to serve as a beacon in Historic Overtown and for our neighboring organizations to use as a place of collaboration. FUNDING THE PROJECT With a $32.7M budget for this project, our faithful donors have done a tremendous job of supporting us and getting us closer to our goal. However, we would like to bridge the gap between what has been raised and what is needed to complete the project. With this in mind, we seek the Southeast Overtown/Park West Community Redevelopment Agency's (CRA) consideration for a financial investment in this very inspirational project in our Overtown community which will eliminate slum and blight, promote and market the community as a cultural and entertainment destination, add job opportunities to the local public, and foster safe community initiatives, all of which are consistent with the CRA's goals and redevelopment plan. As we enter the final stretch of building our new home and prepare to move in, westrongly believe in establishing a solid, supportive, and collaborative relationship with you, the CRA, and our neighbors, while continuing to create life -changing wishes for children with critical illnesses. CONCLUSION We respectfully request that Southeast Overtown/Park West Community Redevelopment Agency (CRA) consider a $7,000,000 investment in our new home and headquarters. This investment will allow us on Day 1 to use the facility for its intended purpose without limitation. R j >Ily, .. _�Gc#------------erburn President & CEO Make -A -Wish Southern Florida Included please find 1) Budget for the project, 2) Construction Contract, 3) Loan Agreement, 4) Loan Balance Statement as of September 27, 2023. cc: Vincent Brown, Esq. Attachment: File # 15055 - Backup (15055 : 4/5ths Bid Waiver to Make a Wish Foundation of Southern Florida, Inc.) Packet Pg. 355 SOUTHERN FLORIDA a t _a S 0 CO 4- 0 c 0 .-7. (13 C M 0 U- _c U) as a) as 2 2 a)" > co -a 03 u) s in' Lr) tr) 0 Lr) •‘— o_ z t..) as 03 Li" 0 u") ,- It a) it 1,_IIM=i Packet Pg. 356 3.6.c SCHEDULE • Significant Milestone Dates • Structural Top Out completed September 30, 2022 • Envelope complete —January 2023 • Permanent Power — Completed June 2023 • TCO estimated for November 2023 • Wish Consultant is engaged estimated duration October through December. • Building CO — December 2023 Make- -Wish. SOUTHERN FLORIDA w c 0 0 4- i c 0 u_ U! co 0 Y i 2 0 4- L 'm N .c al 4 L 0 L) 0. 0 al m Lrl u) T It it AMICO rt+ E .c c' Q Packet Pg. 357 3.6.c EXTERIOR FACADE UPDATE • Current Exterior Facade Update • Structural Steel is complete. • Exterior Glazing has been completed. • Fin Installation on North & South Elevations is complete. • Exterior Glass Entry Doors are installed. • North & South elevation exteriorfin lighting installation is in progress, moving West to East. Make 44-Wish. AMICOI Attachment: File # 15055 - Backup (15055 : 4/5ths Bid Waiver to Make a Wish Foundation of Southern Packet Pg. 358 3.6.c EXTERIOR FACADE UPDATE Make-AWish. SOOTNSOM IIOINDA AMICOI Attachment: File # 15055 - Backup (15055 : 4/5ths Bid Waiver to Make a Wish Foundation of Southern Packet Pg. 359 3.6.c SITE PROGRESS UPDATE • Current Site Progress • Temporary fencing on the East & West Elevation has been removed to allow installation of Irrigation & Landscaping. Installation of landscaping throughout is ongoing. • 2nd Layer of Asphalt has been poured and parking lot has been striped. • On -site dry utility installation completed. • FPL Pad, Transformer and meter have been installed; permanent power account has been set up. • Sidewalk grading has been completed and sidewalk, curb and gutters have been poured on 4th Avenue. • FDOT MOT obtained for driveway restoration along 3rd Avenue. • Civil contractor mobilization for interior alleyway and driveway construction to start September 2023. Make ish. AMICOI c w 0 U) 4- 0 c 0 c 0 u- co 0 Y co 2 0 0 m .c 1 0 L) 0. 0 m 0 us a) it 4- c E .c as Packet Pg. 360 3.6.c INTERIOR PROGRESS UPDATE • Interior Progress • Electrical Work throughout the building is underway. • Drywall Framing is ongoing, and drywall hanging/tape & finish is occurring in several areas throughout. • Currently working on layout of framing based on DD drawings from the Wish Consultant on level 1 and level 3. • Test & Balance for HVAC System is complete. • Elevator Installation Complete, pending electrical, low voltage and fire alarm work to finalize. • Ground Level Auditorium Hi -hat installation and chandeliers is ongoing. • Pour 4 of Ground level Terrazzo has begun. Make- Wish AMIC01 Attachment: File # 15055 - Backup (15055 : 4/5ths Bid Waiver to Make a Wish Foundation of Southern Packet Pg. 361 3.6.c PROGRESS UPDATE & PHOTOS • Progress Update & Photos • 3rd Floor Terrace: • Railing Installation is complete. • Terrace Trellis installation is complete. • Terrace Tile installation is complete. • Terrace Landscaping Installation is ongoing. • Generator Start -Up & Commissioning Complete. • Fire Pump Start-up has been completed, pending report. • Permanent Chiller Installation & Start -Up Complete. Make - -Wish. — f AMICOI SOUTHCNH,to.,o, Attachment: File # 15055 - Backup (15055 : 4/5ths Bid Waiver to Make a Wish Foundation of Southern Packet Pg. 362 3.6.c COST NOTJEiCLUD[D IN ORIGINAL BUDGEL • Furniture and Onsite Equipment * • AV Equipment, Low Voltage & Data, Security & Access Control * • Artwork • Dedication/Naming Recognition • Moving & Relocation expenses • Marketing Including Video, Fly Through's and Renderings • Bank Fees • Permanent Account Deposit Fees • Office Window Treatments • Decorative Lighting • Real Estate Taxes • Secondary Utility Services • Wish House Construction and Consulting Costs over to $1,275,000.00 not included • Debt Service costs over $313,753.75 — not included Limited AV Equipment, Access Control & Security and kitchen equipment have been included base building scope and revised budgets Make 44Wish. f AMICOI Attachment: File # 15055 - Backup (15055 : 4/5ths Bid Waiver to Make a Wish Foundation of Southern Packet Pg. 363 3.6.c RUDG ET ID Project Name MAW- 22528 MAW- 2253B MAW- 22548 MAW- 2255E MAW-2261B MAW- 2256E MAW-2260B MAW- 2259B MAW-2254B MAW-2258B MAW-2257B MAW 22628 MAW. 2318E MAW- 233113 MAW- 2332E MAW- 2333E MAW- 23438 MAW- 23448 MAW- 23458 RAW- 23468 MAW- 23478 Current Approved Budget Vendor Commitments Actual SUMMARY TOTAL COSTS $28,644,754.51 $30,029,295.75 HARD COSTS Construction Hard Costs Building Construction Building Construction - GC Building Construction - Owner Specialty - WISH Space MOT - Allowance Owner Direct Purchases Sales Tax Sayings SOFT COSTS SOFT GOODS / FF&E LAND Land Acquisition RE Taxes Loan Origination Fees Escrow Hold Land Loan - Debt Serice Project Contingency Project Contingency $19,567,393.26 S19.567,393.26 516,239,268.92 $11.681.505 52 $4,557,763.40 $411.717.90 $32.500.00 52,883,906.44 S0 00 $3,086,105.93 $376,608.00 $4,201,175.07 S-1 056.436 30 50.00 $15.000.00 510.000 00 5119 738 77 51,413,472.25 51 413 472 25 $18,523,775.18 $15.549.324.71 $11.679 502 03 $3.869.822 68 SO 00 $32.500 00 $2.941 950 47 57,038,143.98 S276,201.52 S4,191,175.07 50 00 $15.000 00 50 00 50.00 Invoices Received Payments Issued to to Date Actual Date Actual $24,954,253.91 $25,024,645.95 S15,241,956.15 S15.241,956.15 512,538,352 14 $9.004.778.65 $3.533.573.49 $0.00 $25,200.00 $2.678.404.01 S0 00 55,354,232.69 S166,890.06 S4,191,175.07 S4.056 436 30 50.00 515.000 00 $0.00 S119.738.77 90.00 SO 00 S15,326,104.46 S15,326.104.46 S12.538,352.14 $9.004,778.65 $3,533,573.49 $0.00 $25,200.00 $2.762,552.32 S0 00 S5,340,476.42 S166,890.00 S4,191,175.07 S4.056.436 30 $0.00 $15,000 00 $0.00 5119.738.77 50.00 S0 00 Remaining Commitments to Pay Actual Projected Balance to Complete 55,004,649.80 $7,989,746.90 $3,197,670.72 $ 3.197.6 70. 72 $3,010,972.57 $2.674.723 38 $336,249.19 $0.00 $7,300 00 $179, 398.15 S1,697,667.56 S109,311.52 50.00 50 00 $0.00 $4,299,332.83 S4,299.332.83 53.700.916 78 52,676.726 87 $1.024.189-91 $411.717.90 $7,300.00 $179.398 15 50 00 52,057,223.82 S209,718.00 $10,000.00 S0 00 50.00 SO 00 S10.000.00 SO 00 91,413,472.25 51.413.472 25 **As of 09/01/2023 Project is currently in the process of absorbing the additional cost overruns for operator expenses not originally included in Master Budget as outlined in prior slide. Contingency funds have been committed to account for additional AV and low voltage needs for Operations, additional scope requested and in anticipation of Wish House requiremen not itemized. Total project estimated cost with all requirements and complete Wish House Total $32,781,549.73 Make-SAc WORM. FLORIDA Wish. AMICOI Attachment: File # 15055 - Backup (15055 : 4/5ths Bid Waiver to Make a Wish Foundation of Southern Packet Pg. 364 3.7 SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Date: November 8, 2023 File: 15057 Members of the CRA Board From: James McQueen Executive Director Subject: Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Agreement Enclosures: File # 15057 - Exhibit A BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), with attachment(s) on November 16, 2020, the SEOPW CRA unanimously adopted a resolution CRA-R-20-0026 authorizing the execution of a First Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Agreement (the "Agreement"), which Agreement modified the terms for the payment of authorized Incentive Payment to the Incentive Payment Administrator. The project developers have substantially advanced the redevelopment goals of the project and have already completed approximately $850 million of taxable improvements on the Property, with approximately another $1.5 billion of improvements presently under construction. The SEOPW CRA seeks authorization to enter into a Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Agreement (the "Second Amendment"), in substantially the form attached and incorporated as Exhibit "A". JUSTIFICATION: The Plan, in pertinent part, provides that in order to "address and improve neighborhood economy and expand economic opportunities of present and future residents and businesses [,] [it] is necessary to] support and enhance existing businesses and...attract new businesses that provide needed services and economic opportunities..." as a stated redevelopment principle. The Plan, in pertinent part, lists the "create[ion] of] jobs within the community" and "improving quality of life for residents" as stated redevelopment goals. The Plan, in pertinent part, further provides that "employment opportunities be made available to existing residents..." as a stated redevelopment principle. FACT SHEET: Company name: Miami Worldcenter Holdings, LLC, a Delaware limited liability company Packet Pg. 365 3.7 Scope of work or services (Summary): The project developers have substantially advanced the redevelopment goals of the project and have already completed approximately $850 million of taxable improvements on the Property with approximately another $1.5 billion of improvements presently under construction. Page 2 of 5 Packet Pg. 366 3.7 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: November 16, 2023 CRA Section: Approved by: �Q� 6Que Executive Director 11/8/2023 Approval: J Miguel A Voienun, Finance Officer 11/8/2023 Page 3 of 5 Packet Pg. 367 3.7 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 15057 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, WITH ATTACHMENT(S), AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AN AMENDMENT TO THE FIRST AMENDMENT TO THE AMENDED AND RESTATED MIAMI WORLDCENTER ECONOMIC INCENTIVE AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM; AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE ANY AND ALL DOCUMENTS REQUIRED TO CONSUMMATE THE AMENDMENT IN A FINAL FORM ACCEPTABLE TO THE EXECUTIVE DIRECTOR. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its Redevelopment Area in accordance with the 2018 Southeast Overtown/Park West Redevelopment Plan Update ("Plan"); and WHEREAS, the Plan, in pertinent part, provides that in order to "address and improve neighborhood economy and expand economic opportunities of present and future residents and businesses, it is necessary to support and enhance existing businesses and...attract new businesses that provide needed services and economic opportunities..." as a stated redevelopment principle; and WHEREAS, the Plan, in pertinent part, lists the "create[ion] of] jobs within the community" and "improving quality of life for residents" as stated redevelopment goals; and WHEREAS, the Plan, in pertinent part, further provides that "employment opportunities be made available to existing residents..." as a stated redevelopment principle; and WHEREAS, on November 16, 2020, the CRA Board of Commissioners ("Board") unanimously adopted a resolution authorizing the execution of a First Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Agreement (the "Agreement"), which Agreement modified the terms for the payment of authorized Incentive Payment to the Incentive Payment Administrator; and WHEREAS, the project developers have substantially advanced the redevelopment goals of the project and have already completed approximately $850 million of taxable improvements on the Property with approximately another $1.5 billion of improvements presently under construction; and WHEREAS, the CRA seeks authorization to enter into a Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Agreement (the "Second Amendment"), in substantially the form attached in Exhibit "A"; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Page 4 of 5 Packet Pg. 368 Section 2. The Board of Commissioners hereby authorizes the Executive Director to execute an amendment to the First Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Agreement, in substantially the form attached hereto in Exhibit "A." Section 3. The Executive Director is authorized to negotiate and execute an agreement, including any and all necessary documents, and all -in forms acceptable to the General Counsel, to consummate the transaction. Section 4. Sections of this Resolution may be renumbered or re -lettered and corrections of typographical errors which do not affect the intent may be authorized by the Executive Director, or the Executive Director's designee, without need of public hearing, by filing a corrected copy of same with the City of Miami City Clerk. Section 5. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: tall Counsel 11/8/2023 Page 5 of 5 Packet Pg. 369 3.7.a EXHIBIT "A" SECOND AMENDMENT TO THE AMENDED AND RESTATED MIAMI WORLDCENTER ECONOMIC INCENTIVE AGREEMENT : Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Attachment: File # 15057 - Exhibit A Packet Pg. 370 3.7.a SECOND AMENDMENT TO THE AMENDED AND RESTATED MIAMI WORLDCENTER ECONOMIC INCENTIVE AGREEMENT THIS SECOND AMENDMENT TO THE FIRST AMENDED AND RESTATED MIAMI WORLDCENTER ECONOMIC INCENTIVE AGREEMENT (this "Amendment") is made as of the day of , 2023 (the "Effective Date") by and between the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes (the "CRA"); and MIAMI WORLDCENTER HOLDINGS, LLC, a Delaware limited liability company ("MWC Holdings"); and is joined by 55 NE 6th ACQUISITION LLC, a Delaware limited liability company, and 61 NE 9TH STREET, LLC, a Delaware limited liability company, (together, the "Joining Landowners") for the purposes herein set forth. RECITALS: A. MWC, as Incentive Payment Administrator under Section 4.2.3, and the CRA entered into that certain Amended and Restated Miami Worldcenter Economic Incentive Agreement which was recorded February 24, 2017, in Official Records Book 30433, at Page 4958 of the Public Records of Miami -Dade County, Florida (the "Original Agreement"), as amended by that certain First Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Agreement which was recorded November 11, 2021, in Official Records Book 32850, at Page 4845 of the Public Records of Miami -Dade County, Florida (the "First Amendment" and together with the Original Agreement, the "Agreement"). B. The Landowners have substantially advanced the Project completing various Improvements to the Property representing over $825 million in taxable value to date. C. The Landowners (including the Joining Landowners for purposes of this Amendment) are presently constructing additional Improvements to the Property representing approximately $1.8 billion in future taxable value and are planning the future construction of additional Improvements to the Property representing an additional $3 billion in taxable value, all of which when completed will exceed the estimated taxable value set forth in Exhibit `B" of the Original Agreement by more than threefold. D. MWC and CRA wish to modify certain terms the Agreement as herein provided for inter alia to include within the definition of "Property" under the Agreement those certain parcels of land owned in fee by the Joining Landowners and more particularly described on Exhibit "A" attached hereto and made a part hereof. NOW, THEREFORE, in consideration of the receipt of good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, MWC Holdings and the CRA (with the joinder of the Joining Landowners) hereby agree as follows: 1. RECITALS. The Recitals to this Amendment are true and correct and incorporated herein by reference and made part hereof. : Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Attachment: File # 15057 - Exhibit A Packet Pg. 371 3.7.a 2. DEFINED TERMS. A. All terms not defined in this Amendment shall have the meaning ascribed to said terms in the Agreement. B. The term "Completion Date" shall have the meaning ascribed to such term in paragraph 4.2.2 of this Amendment. C. The term "Landowners" shall mean the Landowners as described under the Agreement and, in addition, 55 NE 6th Acquisition LLC, a Delaware limited liability company ("55 Acquisition"), and 61 NE 9TH STREET, LLC, a Delaware limited liability company ("61 NE 9th Street"). D. The term "Project," as described under the Agreement, shall be revised to mean any and all Improvements that may be constructed on the Property from time to time. E. The following terms defined in the Agreement shall be deleted: (i) paragraph 2.47 "Phase"; (ii) paragraph 2.48 "Phase I"; (iii) paragraph 2.49 "Phase II"; and (iv) paragraph 2.50 "Phase I Completion". 3. PUBLIC BENEFIT COMMITMENTS. Section 3.1.5 of the Agreement is hereby amended and restated in its entirety to read as follows: "3.1.5 Retail Opportunities at Project. As a further inducement for the CRA to enter into this Agreement, Landowners of those tracts constituting part of the Project shall use commercially reasonable efforts to work with the CRA to situate not less than a total of two (2) CRA-supported, restaurant or retail concept tenants within he retail spaces forming part of the Project on terms mutually agreeable to both the Landowners and the CRA. Such prospective tenant shall be subject to the same qualifications and standards as any other retail tenant within the Project, but such Landowner shall provide such prospective tenants with a rent concession of twenty percent (20%) off the then applicable market rent for similar space for the term of such lease." 4. DEVELOPMENT INCENTIVE. Section 4.1, Section 4.2, Section 4.2.1, and Section 4.2.2 of the Agreement are hereby amended and restated in its entirety to read as follows: "4.1 Development of Project. Master Developer anticipates that the Project shall be constructed as individual Improvements on the Property. Master Developer further anticipates that the assessed value of the Improvements on the Property will exceed Two Billion and No/100 Dollars ($2,000,000,000.00) (the "Anticipated Development Value"). Master Developer estimates that the Anticipated Development Value will generate approximately Twenty -Three Million and No/100 Dollars ($23,000,000.00) in the aggregate in Incremental TIF for the entirety of the Project. : Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Attachment: File # 15057 - Exhibit A Packet Pg. 372 3.7.a Landowners and Incentive Payment Administrator each acknowledge and agree that they bear the entire risk under this Agreement if the Project is valued at less than the Anticipated Development Value and/or is not developed within the time frame anticipated by the Master Developer resulting in the share of the Incremental TIF payable to the CRA pursuant to this Agreement being less than anticipated by Master Developer. Landowners (for themselves and on behalf of their successors and assigns), and the Incentive Payment Administrator, acknowledges and agrees that the CRA shall have no liability to the Landowners and Incentive Payment Administrator if the Anticipated Development Value as estimated by the Master Developer and Landowners prove to be inaccurate, the same shall not relieve Landowners and Incentive Payment Administrator of their respective obligations pursuant to this Agreement. 4.2 Development Incentive. Subject to CRA Approval, City Approval and County Approval, and starting after Substantial Completion of any Improvement on the Property, the CRA agrees to pay to the Incentive Payment Administrator a percentage of the Incremental TIF as follows: 4.2.1 Payment of Incremental TIF. On an annual basis for each calendar year during the Term, commencing after the Base Year and after Substantial Completion of any Improvement on the Property, the CRA shall pay to the Incentive Payment Administrator an incentive payment equal to Fifty -Seven Percent (57%) of the Incremental TIF (the "Incentive Payment"). All Incentive Payments shall be due and payable within thirty (30) days of the CRA's receipt of the Incremental TIF. 4.2.2 Reduction to Incentive Payment. In the event that Improvements to the Property completed by the Landowners have not achieved the Anticipated Development Value by January 31, 2031 (hereinafter, the "Completion Date"), then the Incentive Payment for Improvements to the Property completed after the Completion Date (but only the Incentive Payment for such Improvements) shall be subject to the following reductions: (i) by ten percent (10%) if the Anticipated Development Value has not been achieved by January 31, 2031 but is achieved by January 31, 2032; (ii) by twenty percent (20%) if the Anticipated Development Value is not achieved by January 31, 2032 but is achieved by January 31, 3033; and (iii) by thirty percent (30%) if the Anticipated Development Value is not achieved by January 31, 2033 but is achieved by January 31, 3034. If the Anticipated Development Value is not achieved by January 31, 2034, then any and all Improvements to the Project completed thereafter (but only such Improvements) shall not be entitled to any Incremental TIF." 5. JOINDING LANDOWNERS. By signature below, each of 55 Acquisition and 61 NE 9thi Street agrees to subject the parcel(s) in fee owned by such Joining Landowner (and more fully described in Section 5 hereof) to the terms and conditions of the Agreement as hereby amended. 6. LEGAL DESCRIPTION OF PROPETY. Exhibit "A" to the Agreement is hereby amended to include the following additional parcels: The Land owned as of the date hereof by 55 Acquisition, being: : Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Attachment: File # 15057 - Exhibit A Packet Pg. 373 3.7.a Block 58 — South of FEC R.O.W. (Folio No. 01-0105-080-1090) The South 120 feet of Lot 15, Block 58, NORTH CITY OF MIAMI, according to the plat thereof, as recorded in Plat Book B, Page 41, of the Public Records of Miami -Dade County, Florida. Block 58 — South of FEC R.O.W. (Folio No. 01-0105-080-1100) The South 120 feet of Lots 16 & 17, Block 58, NORTH CITY OF MIAMI, according to the plat thereof, as recorded in Plat Book B, Page 41, of the Public Records of Miami -Dade County, Florida. Block 58 — South of FEC R.O.W. (Folio No. 01-0105-080-1110) The South 120 feet of Lot 18, Block 58, NORTH CITY OF MIAMI, according to the plat thereof, as recorded in Plat Book B, Page 41, of the Public Records of Miami -Dade County, Florida." The Land owned as of the date hereof by 61 NE 9th Street, being: Parcel K-11.5 (Folio No. 01-0102-030-1190) Lot 18, in Block 23, of NORTH CITY OF MIAMI, according to the Plat thereof, as recorded in Plat Book `B," at Page 41 of the Public Records of Miami -Dade County, Florida. The following parcels shall be removed from Exhibit "A" to the Agreement: "Parcel H-1 (Folio No. 01-0101-080-1010) The North 125 feet of Lots 1 and 2, Block 18 North, City of Miami, according to the plat thereof, as recorded in Plat Book B, at Page 41 of the Public Records of Miami -Dade County, Florida, LESS the east 10 feet of Lot 1. Parcel H-2 (Portion of Folio No. 01-0101-080-1011 The South 25 feet of Lots 1 through 5, the North 12.5 feet of Lot 15, the North 25 feet of Lot 16, and the North 12.5 feet of Lots 19 and 20, Block 18 North, City of Miami, according to the plat thereof, as recorded in Plat Book B, at Page 41 of the Public Records of Miami -Dade County, Florida." 7. REPRESENTATION OF LANDOWNERS. Each Joining Landowner makes the following representations to the CRA as follows: 6.1 Such Landowner is a limited liability company, duly organized and validly existing under the laws of its state of formation and has full power and capacity to own its properties, to carry on its business as presently conducted, and to enter into the transactions contemplated by the Agreement, as hereby amended. 6.2 Such Landowner's execution, delivery and performance of this Amendment has been duly authorized by all necessary company actions and does not conflict with or constitute : Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Attachment: File # 15057 - Exhibit A Packet Pg. 374 3.7.a a default under any indenture, agreement or instrument to which such Landowner is a party or by which it may be bound. 6.3 This Amendment constitutes the valid and binding obligation of such Landowner, enforceable against such Landowners in accordance with its terms, subject to bankruptcy, insolvency and other similar laws affecting the rights of creditors generally. 6.4 Such Landowner owns fee simple title to all of the real properties described in Section 5 of this Amendment as being owned by such Landowner. 8. REPRESENTATIONS OF INCENTIVE PAYMENT ADMINISTRATOR. MWC Holdings makes the following representations to the CRA: 8.1 MWC Holdings is a limited liability company duly organized and validly existing under the laws of its state of formation and has full power and capacity to own its properties, to carry on its business as presently conducted, and to enter into the transactions contemplated by this Amendment. 8.2 MWC Holdings' execution, delivery and performance of this Amendment has been duly authorized by all necessary company actions and does not conflict with or constitute a default under any indenture, agreement or instrument to which such entity is a party or by which it may be bound. 8.3 This Amendment constitutes the valid and binding obligations of MWC Holdings, enforceable against MWC Holdings in accordance with its terms, subject to bankruptcy, insolvency and other similar laws affecting the rights of creditors generally. 9. REPRESENTATIONS OF THE CRA. The CRA makes the following representations to the Landowners and MWC Holdings: 9.1 The CRA is duly organized and validly existing under the laws of its state of formation and has full power and capacity to own its properties, to carry on their business as presently conducted, and to enter into the transactions contemplated by this Amendment. 9.2 The CRA's execution, delivery and performance of this Amendment has been duly authorized by all necessary company actions and does not conflict with or constitute a default under any indenture, agreement or instrument to which such entity is a party or by which it may be bound. 9.3 This Amendment constitutes the valid and binding obligations of the CRA, enforceable against the CRA in accordance with its terms, subject to bankruptcy, insolvency and other similar laws affecting the rights of creditors generally. 10. Governing Law. This Amendment shall be governed and construed in accordance with the laws of the State of Florida. : Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Attachment: File # 15057 - Exhibit A Packet Pg. 375 3.7.a 11. Counterparts; Facsimile. This Second Amendment may be executed in one or more counterparts, each of which shall be deemed to be an original and all of which, when taken together, shall be deemed to constitute one and the same agreement. 12. Successors and Assigns. This Second Amendment shall be binding upon, and shall inure to the benefit of the Joining Landowners, MWC Holdings and the CRA, and their respective legal representatives, successors in interest and permitted assigns. 13. No Other Changes & Ratification. Except as modified by this Second Amendment, the Agreement, the Amendment and all the covenants, agreements, terms, provisions and conditions thereof shall remain in full force and effect and hereby ratified and affirmed. The parties agree that this Second Amendment constitutes the full and complete understanding of the parties with respect to desired modifications to the Agreement, as modified by the Amendment and this Second Amendment, are ratified, reaffirmed, and shall remain in full force and effect. [SIGNATURE PAGES TO FOLLOW] : Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Attachment: File # 15057 - Exhibit A Packet Pg. 376 3.7.a IN WITNESS hereof the parties have executed this Amendment as of the date first above written. JOINING LANDOWNER: 55 NE 6TH ACQUISITION LLC, a Delaware limited liability company WITNESS: By: David Arditi Manager Print Name: Print Name: STATE OF FLORIDA COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me this day of , 2023, by means of ❑ physical presence or ❑ on-line notarization, by David Arditi as Manager of 55 NE 6th Acquisition LLC, a Delaware limited liability company, on behalf of the company, who is personally known to me or has produced as identification. Notary Public, State of Florida My Commission Expires: : Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Attachment: File # 15057 - Exhibit A Packet Pg. 377 3.7.a JOINING LANDOWNER: 61 NE 9TH STREET, LLC, a Delaware limited liability company WITNESS: By: Daniel Kodsi Manager Print Name: Print Name: STATE OF FLORIDA ) COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me this day of , 2023, by means of ❑ physical presence or ❑ on-line notarization, by Daniel Kodsi as Manager of 61 NE 9th Street, LLC, a Delaware limited liability company, on behalf of the company, who is personally known to me or has produced as identification. Notary Public, State of Florida My Commission Expires: : Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Attachment: File # 15057 - Exhibit A Packet Pg. 378 3.7.a INCENTIVE PAYMENT ADMINISTRATOR MIAMI WORLDCENTER HOLDINGS, LLC, a Delaware limited liability company By: PWV GROUP 1 HOLDINGS, LLC, a Delaware limited partnership, its Manager WITNESS: By: Nitin Motwani Authorized Signatory Print Name: Print Name: STATE OF FLORIDA ) COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me this day of , 2023, by means of ❑ physical presence or ❑ on-line notarization, by Nitin Motwani as Authorized Signatory of PWV Group 1 Holdings, LLC, a Delaware limited liability company, as manager of Miami Worldcenter Holdings, LLC, a Delaware limited liability company, on behalf of the companies, who is personally known to me or has produced as identification. Notary Public, State of Florida My Commission Expires: : Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Attachment: File # 15057 - Exhibit A Packet Pg. 379 3.7.a CRA SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Sec.163.356, Fla. Statutes WITNESS: By: James McQueen Executive Director Print Name: Print Name: Date: STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me this day of , 2023, by means of ❑ physical presence or ❑ on-line notarization, by James McQueen, Executive Director of the Southeast Overtown/Park West Community Redevelopment Agency, a public agency and body corporate created pursuant to Section 163.356, Fla. Statutes, on behalf of the agency, who is personally known to me or has produced as identification. Notary Public, State of Florida My Commission Expires: : Second Amendment to the Amended and Restated Miami Worldcenter Economic Incentive Attachment: File # 15057 - Exhibit A Packet Pg. 380 3.8 SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Date: November 8, 2023 File: 15058 Members of the CRA Board From: James McQueen Executive Director Subject: Block 55 Residential, LP, Miami Forever Bond Loan Enclosures: File # 15058 - Backup BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), Block 55 Residential, LP ("Block 55") is the owner of that certain a 3.44 acre land parcel located at 249 NW 6`" Street, Miami, FL (Folio#: 01-0105-050-1120) (the "Property") and is developing, on a portion of the Property, an affordable housing community consisting of 578-residential units (collectively, the "Units"). On or about August 12, 2021, the City of Miami Florida, a municipal corporation of the State of Florida (the "City") made a loan (the "Loan") to Block 55 to finance the construction of 289 of the Units (the "Bond Assisted Units"), which Loan is evidenced by that certain Miami Forever Bond Loan Agreement for Block 55 Residential, LP dated as of August 12, 2021 by and between the City and Block 55 (the "Loan Agreement") and that certain Promissory Note (Miami Forever Bond Funds) for Block 55 Residential, LP in the principal amount of Seven -Million Five Hundred Thousand Dollars and Zero Cents ($7,500,000.00) (the "Note") and which Loan is secured by that certain Miami Forever Bond Mortgage and Security Agreement for Sawyer's Walk recorded in Official Records Book 32702, Page 915 of the Public Records of Miami -Dade County, Florida (the "Mortgage") and certain other loan documents executed in connection therewith (collectively, the "Loan Documents"). The Bond Assisted Units are subject to that certain Rent Regulatory Agreement for Sawyer's Walk recorded in Official Records Book 32702, Page 905 of the Public Records of Miami -Dade County, Florida (the "RRA"). The CRA desires to purchase the Loan and receive an assignment of the Loan Agreement, the Note, the Mortgage, the RRA and the other Loan Documents. JUSTIFICATION: Section 2, Goal 3, at page 11, of the Plan lists the "creati[on of] infill housing, diversity in housing types, and retaining affordable housing," as a stated redevelopment goal. FUNDING: The Executive Director is hereby authorized to disperse funds, subject to availability of funds, or in the alternative, funding made available from the 2024 bond issuance. FACT SHEET: Packet Pg. 381 3.8 Company name: Block 55 Residential, LP Purchase loan cost: $7,500,000.00 Scope of work or services (Summary): The CRA desires to purchase the Loan and receive an assignment of the Loan Agreement, the Note, the Mortgage, the RRA and the other Loan Document. Page 2 of 5 Packet Pg. 382 3.8 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: November 16, 2023 CRA Section: Brief description of CRA Agenda Item: The Executive Director is hereby authorized to disperse funds, subject to availability of funds, or in the alternative, funding made available from the 2024 bond issuance. Project Number (if applicable): YES, there are sufficient funds in Line Item: Account Code: Amount: NO (Complete the following source of funds information): Amount budgeted in the line item: $ Balance in the line item: $ Amount needed in the line item: $ Sufficient funds will be transferred from the following line items: ACTION ACCOUNT NUMBER TOTAL Project No./Index/Minot Object From $ To $ From $ To $ Comments: Approved by: cQue Executive Director 11/8/2023 Approval: )\/,)1"11 Miguel A VGlentir,, Finance Officer 11/8/2023 Page 3 of 5 Packet Pg. 383 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 15058 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY AUTHORIZING THE PURCHASE OF THAT CERTAIN MIAMI FOREVER BOND LOAN IN THE OUTSTANDING PRINCIPAL AMOUNT OF SEVEN -MILLION FIVE HUNDRED THOUSAND DOLLARS AND ZERO CENTS ($7,500,000.00) MADE BY THE CITY OF MIAMI, FLORIDA TO BLOCK 55 RESIDENTIAL, LP AND THE ASSIGNMENT OF ALL LOAN DOCUMENTS EXECUTED IN CONNECTION WITH SUCH LOAN AND AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE ALL PURCHASE AND ASSIGNMENT DOCUMENTS IN CONNECTION THEREWITH WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its Redevelopment Area in accordance with the 2018 Southeast Overtown/Park West Redevelopment Plan Update ("Plan"); and WHEREAS, Section 2, Goal 3, at page 11, of the Plan lists the "creati[on of] infill housing, diversity in housing types, and retaining affordable housing," as a stated redevelopment goal; and WHEREAS, Block 55 Residential, LP ("Block 55") is the owner of that certain a 3.44 acre land parcel located at 249 NW 6th Street, Miami, FL (Folio#: 01-0105-050-1120) (the "Property") and is developing, on a portion of the Property, an affordable housing community consisting of 578- residential units (collectively, the "Units"); and WHEREAS, on or about August 12, 2021, the City of Miami Florida, a municipal corporation of the State of Florida (the "City") made a loan (the "Loan") to Block 55 to finance the construction of 289 of the Units (the "Bond Assisted Units"), which Loan is evidenced by that certain Miami Forever Bond Loan Agreement for Block 55 Residential, LP dated as of August 12, 2021 by and between the City and Block 55 (the "Loan Agreement") and that certain Promissory Note (Miami Forever Bond Funds) for Block 55 Residential, LP in the principal amount of Seven - Million Five Hundred Thousand Dollars and Zero Cents ($7,500,000.00) (the `Note") and which Loan is secured by that certain Miami Forever Bond Mortgage and Security Agreement for Sawyer's Walk recorded in Official Records Book 32702, Page 915 of the Public Records of Miami -Dade County, Florida (the "Mortgage") and certain other loan documents executed in connection therewith (collectively, the "Loan Documents"); WHEREAS, the Bond Assisted Units are subject to that certain Rent Regulatory Agreement for Sawyer's Walk recorded in Official Records Book 32702, Page 905 of the Public Records of Miami -Dade County, Florida (the "RRA"); and Page 4 of 5 Packet Pg. 384 WHEREAS, the CRA desires to purchase the Loan and receive an assignment of the Loan Agreement, the Note, the Mortgage, the RRA and the other Loan Documents; and WHEREAS, the CRA Board Commissioners desire to authorize the Executive Director to negotiate all documents necessary or advisable in connection with the purchase of the Loan and the assignment of the Loan Documents and the RRA, including without limitation, a loan purchase agreement by and between the City and the CRA and assignments of the Loan Agreement, the Note, the Mortgage, the RRA and all other Loan Documents (collectively, the "Purchase and Assignment Documents"). NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Section 2. The Executive Director is hereby authorized to disperse funds, subject to availability of funds, or in the alternative, funding made available from the 2024 bond issuance. Section 3. The Board of Commissioners hereby authorizes the purchase of the Loan by the CRA and the assignment of the Loan Agreement, Note, Mortgage, RRA and other Loan Documents to the CRA. Section 4. The Board of Commissioners hereby authorizes the Executive Director to negotiate and execute the Purchase and Assignment Documents on behalf of the CRA. Section 5. Sections of this Resolution may be renumbered or re -lettered and corrections of typographical errors which do not affect the intent may be authorized by the Executive Director, or the Executive Director's designee, without need of public hearing, by filing a corrected copy of same with the City of Miami City Clerk. Section 6. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: Rrcwn, Staff Counsel 11/8/2023 Page 5 of 5 Packet Pg. 385 3.8.a PROMISSORY NOTE (MIAMI FOREVER BOND FUNDS) FOR BLOCK 55 RESIDENTIAL, LP Miami, Florida $7,500,000.00 /mow c�� 1 / , 2021 FOR VALUE RECEIVED the undersigned, BLOCK 55 RESIDENTIAL, LP, a Florida limited partnership (hereinafter referred to as the "Maker") at 2901 Florida Avenue, Coconut Grove, FL 33133, promises to pay to the order of the CITY OF MIAMI, a Florida municipal corporation (hereinafter referred to as the "Lender"), at 444 S.W. 2"d Avenue, Miami, Florida 33130, or such other location or address as the Lender may direct from time to time, the principal sum of Seven Million Five Hundred Thousand and 00/100 Dollars ($7,500,000.00), together with interest thereon on funds outstanding as indicated on Attachment 1 hereto. This Promissory Note evidences a Loan from the Lender to the Maker for construction costs for the real estate development known as Sawyer's Walk, a rental Project, as described more fully in that certain Miami Forever Bond ("Bond") Loan Agreement between the Maker and the Lender of even date herewith (the "Loan Agreement"). All capitalized terms not defined herein shall have the meanings provided in the Loan Agreement and the Exhibits thereto. This Promissory Note is secured by that certain amended Mortgage and Security Agreement (the "Mortgage") and the other Loan Documents of even date herewith executed in favor of the Lender, relating to real property located at 249 NW 6 Street Miami, Florida 33136 (the "Property"). All sums advanced hereunder together with accrued interest thereon and all other sums due hereunder shall become immediately due and payable, without notice or demand, upon the occurrence of any one or more of the following Events of Default, subject to any applicable cure period as provided in the Loan Documents: (a) the Maker's failure to promptly pay in full any payment of principal or interest due under this Promissory Note; (b) the Maker's failure to pay any insurance premium when due; (c) the dissolution, termination of existence, insolvency of, business failure, appointment of a receiver for any part of the property or assignment for the benefit of creditors by, or the commencement of any proceedings under any bankruptcy or insolvency laws, by or against any maker or guarantor hereof which shall continue beyond any applicable cure period set forth in the Loan Agreement; (d) any uncured breach, following the giving of notice of breach and the expiration of any applicable cure period(s), by the Maker of any of the terms, covenants or conditions set forth in the Loan Agreement, the Mortgage, the Declaration of Restrictive Covenants, or any of the other Loan Documents executed in connection therewith, or any other instrument, document or agreement which secures, collateralizes or otherwise pertains to the Loan evidenced by this Promissory Note; or (e) upon the occurrence of an Event of Default, and the expiration of any applicable cure periods, as provided in the Loan Agreement. Upon the occurrence of any of the foregoing events, and in addition to any other remedies provided in the Loan Agreement, the amount of the Bond Funds disbursed, together with interest accrued thereon at the rate provided herein, and all unpaid fees, charges and other obligations of the Maker due under any of the Loan Documents, shall, at Lender's option, be immediately due and payable. Any property of any maker or guarantor hereof now or hereafter in the possession of the Lender, may at all times be held and treated as collateral and security for the payment of this Promissory Note and all other indebtedness or liability, direct or indirect, joint or several, absolute or contingent, now existing or hereafter created, acquired or contracted, of the Maker to the Lender. Page 1 of 3 Attachment: File # 15058 - Backup (15058 : Block 55 Residential, LP, Miami Forever Bond Loan) Packet Pg. 386 3.8.a The Lender may apply or set-off any funds or other sums against said liabilities at any time in the case of the Maker(s), but only with respect to matured liabilities in the case of guarantors. No delay or omission on the part of the Lender in the exercise of any right hereunder shall operate as a waiver of such right or of any other right under this Promissory Note. A waiver by the Lender of any right or remedy conferred to it hereunder on any one occasion shall not be construed as a bar to, or waiver of, any such right and/or remedy as to any future occasion. The Maker agrees that in the event each and every of the terms and conditions of this Promissory Note or any instrument which secures or collateralizes the payment of the sums hereunder is not duly performed, complied with, or abided by, subject to applicable notice and cure period(s) set forth in the Loan Agreement, the whole of said indebtedness then outstanding shall thereupon, at the option of the Lender, become immediately due and payable, as provided in the Loan Agreement. If this Promissory Note becomes in default and is placed in the hands of an attorney for collection, then Maker and Lender shall each bear its own respective costs, expenses, and attorney's fees. The indebtedness evidenced by this Promissory Note is and shall be subordinate in right of payment to the extent and in the manner provided in Subordination Agreement among the Housing Finance Authority of Miami -Dade County, Florida, the Bank of New York Mellon Trust Company, N.A., the City of Miami Florida and Maker (collectively, the "Subordination Agreement"), all recorded in the Public Records of Miami -Dade County. The Mortgage and other documents securing this Promissory Note are and shall be subject and subordinate in all respects to the liens, terms, covenants and conditions as more fully set forth in the Subordination Agreements, if any, and Permitted Senior Financing, as deemed in the Loan Agreement. The rights and remedies of the lender and each subsequent holder of this Promissory Note under the Mortgage securing this Promissory Note are subject to the restrictions and limitations set forth in the Subordination Agreement and the Loan Agreement. Each subsequent holder of this Promissory Note shall be deemed, by virtue of such holder's acquisition of this Promissory Note, to have agreed to perform and observe all of the terms, covenants and conditions to be performed or observed by the Subordinate Lender under the Subordination Agreement. The Maker and all persons now or hereafter becoming obligated or liable for the payment hereof, do jointly and severally waive demand, notice of non-payment, protest, notice of dishonor and presentment. The Maker does not intend or expect to pay, nor does the Lender intend or expect to charge, collect or accept, any interest greater than the highest legal rate of interest which may be charged under any applicable law. Should the acceleration hereof or any charges made hereunder result in the computation or earning of interest in excess of such legal rate, any and all such excess shall be and the same is hereby waived by the Lender, and any such excess shall be credited by the Lender to the balance hereof. Each Maker, endorser, or any other person, firm or corporation now or hereafter becoming liable for the payment of the Loan evidenced by this Promissory Note, hereby consents to any renewals, extensions, modifications, releases of security or any indulgence shown to or any dealings between the Lender and any party now or hereafter obligated hereunder, without notice, and jointly and severally agree that they shall remain liable hereunder notwithstanding any such renewals, extensions, modifications or indulgences, until the debt evidenced hereby is fully paid. Page 2 of 3 Attachment: File # 15058 - Backup (15058 : Block 55 Residential, LP, Miami Forever Bond Loan) Packet Pg. 387 The Maker agrees to pay a late charge equal to ten percent (10.0%) of each payment of principal and/or interest which is not paid within five (5) days of the date on which it is due. In the event that any payment is returned on account of insufficient or uncollected funds, the Maker shall additionally be liable for a return check charge of five percent (5.0%) of the amount of the check and Lender may require that all future payments be made by cashier's check. Any payment of principal and/or interest due under this Promissory Note which is not promptly paid on the date such payment becomes due, shall bear interest at the highest rate allowable by law ("Default Rate") commencing on the date immediately following the day upon which the payment was due. Upon the occurrence of any event of default as defined herein or an Event of Default as defined in the Loan Agreement, and the expiration of any applicable cure period(s), all sums outstanding under this Promissory Note shall thereon immediately bear interest at the Default Rate from the date of disbursement, without notice to the Maker or any guarantor or endorser of this Promissory Note, and without any affirmative action or declaration on the part of the Lender. In the event of the sale of Project or the Property in violation of the requirements set forth in the Agreement, all sums outstanding under this Promissory Note shall bear interest at the highest rate allowable by law from the date of disbursement, without notice to the Maker or any guarantor or endorser of this Promissory Note, and without any affirmative action or declaration on the part of the Lender. This Promissory Note shall be construed and enforced according to the laws of the State of Florida, excluding all principles of choice of laws, conflict of laws or comity. Any action pursuant to a dispute under this Promissory Note must be brought in Miami -Dade County and no other venue. All meetings to resolve said dispute, including voluntary arbitration, mediation, or other alternative dispute resolution mechanism, will take place in this venue. The parties both waive any defense that venue in Miami -Dade County is not convenient. This Promissory Note shall not be changed, modified, terminated, or discharged, in whole or in part, except by an instrument in writing signed by both parties hereto, or their respective successors or assignees. Except as provided in the Loan Documents, this Promissory Note is a non -recourse obligation of the Maker and its partners and neither Maker nor its partners have personal liability for repayment of the Loan. THE MAKER OF THIS PROMISSORY NOTE HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES THE RIGHT TO A TRIAL BY JURY WITH RESPECT TO ANY LITIGATION BASED HEREON OR ARISING OUT OF, UNDER, OR IN CONNECTION WITH THIS PROMISSORY NOTE OR ANY LOAN DOCUMENT(S) EXECUTED IN CONNECTION HEREWITH, OR THE FINANCING CONTEMPLATED HEREBY, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER ORAL OR WRITTEN) OR THE ACTIONS OF ANY PARTY HERETO. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE LENDER EXTENDING THE LOAN EVIDENCED BY THIS PROMISSORY NOTE. [Signature Page Follows] Page 3 of 3 Attachment: File # 15058 - Backup (15058 : Block 55 Residential, LP, Miami Forever Bond Loan) Packet Pg. 388 3.8.a IN WITNESS WHEREOF, the Maker has hereunto set its hand and seal the day and year first above written. WITNESSES: Print Name:Qi' I frt ..., Print Name: MAKER'S ADDRESS: 2901 FLORIDA AVENUE COCONUT GROVE, FL 33133 MAKER: Block 55 Residential, LP, a Florida limited partnership A� By: Pacific Southwest Community / 1 ► (t -L-L ---, Development Corporation, a California nonprofit public benefit corporation, its general partne �Iv By: Print Name: Robert W/Laing Title: President/Executive Director Date: Attachment: File # 15058 - Backup (15058 : Block 55 Residential, LP, Miami Forever Bond Loan) Packet Pg. 389 3.8.a ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of - A t e:( ) On A u 6- �, .)-j yl before 1 / me, � c_-fG�- AA( l��/'` No-1 / k/ p u, L^r C (insert name and title of the officer) personally appeared 13 i= P T VQ,L.—j-/N 6- , who proved to me on the basis of satisfactory evidence to be the person whose name is/a,re subscribed to the within instrument and acknowledged tome that h�l)et ey executed the same in his/hpr/their authorized capacity(ies1, and that by his/hpr//tieir signature on the instrument the person,(4), or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature �� i (Seal) GREGG MILLER Notary Public - California San Diego County3. Commission # 2345570 My Comm. Expires Feb 7, 2025 Attachment: File # 15058 - Backup (15058 : Block 55 Residential, LP, Miami Forever Bond Loan) Packet Pg. 390 3.8.a Attachment 1 Sawyer's Walk at 249 NW 6 Street Miami, Florida 33136 Payment of Principal, Interest, and all other charges, expenses, and fees set forth in the Loan Documents shall be deferred and no payments of Principal and Interest shall be due until the end of the Affordability Period (as defined in the Loan Agreement). Interest on Principal outstanding shall accrue as follows: The Principal of this Promissory Note shall bear zero percent (0%) from the Effective Date until the Close -Out of the Project. Upon the Close -Out of the Project, the loan will bear interest at the rate of three percent (3%) per annum simple interest only, with the entire principal balance and any accrued and unpaid interest and other charges due at the end of the Affordability Period. If during the Affordability Period any Bond Assisted Unit fails to comply, beyond any applicable cure period, with the affordability requirements of the applicable funding source, the Agreement and/or the other Loan Documents, the Maker shall repay to the Lender all funds received by the Maker pursuant to this Agreement, all unpaid interest accrued thereon, and all unpaid fees, charges and other obligations of the Maker due under any of the Loan Documents. Attachment: File # 15058 - Backup (15058 : Block 55 Residential, LP, Miami Forever Bond Loan) Packet Pg. 391 3.8.a RESOLUTION OF BOARD OF DIRECTORS OF PACIFIC SOUTHWEST COMMUNITY DEVELOPMENT CORPORATION (Sawyer's Walk) The Board of Directors of PACIFIC SOUTHWEST COMMUNITY DEVELOPMENT CORPORATION, a California nonprofit public benefit corporation (the "Corporation") , hereby held a meeting of the Corporations Board of Directors on July 29 , 2021 and following the establishment of a quorum, the Board of Directors, acted as follows: adopt the following resolutions effective as of _ }/' 2'3 , 2020. WHEREAS, The Corporation) is a California nonprofit public benefit corporation, and is qualified under Internal Revenue Code Section 501(c)(3). WHEREAS, the Corporation is the sole general partner of Block 55 Residential, LP, a Florida limited partnership (the "Partnership"). WHEREAS, the Corporation deems it to be in the best interests of and consistent with the charitable purposes of the Corporation to consummate and to cause the Corporation to consummate the following respective transactions (collectively, the "Transactions"). 1. Enter into that certain Amended and Restated Agreement of Limited Partnership of the Partnership together with: Block 55 Owner, LLC a Florida limited liability company, R4 SLFL Acquisition LLC, a Delaware limited liability company, as the investor limited partner of the Partnership (the "Investor Limited Partner"), and SG Manager, LLC, a Florida limited liability company, as the withdrawing general partner; 2. The Partnership's acquisition, development, ownership, maintenance, and operation as an affordable housing project to be located at 249 NW 6th Street, Miami, Miami - Dade County, Florida and to be known as Sawyer's Walk (collectively, the "Project"); and 3. The Partnership's financing of the acquisition and development of the Project is to be accomplished using the following sources (collectively, the "Sources"): a. (i) $150,000,000.00 Housing Finance Authority of Miami -Dade County, Florida Multifamily Housing Revenue Bonds (Sawyer's Walk), Series 2021A; (ii) $17,500,000.00 Housing Finance Authority of Miami -Dade County, Florida Multifamily Housing Revenue Bonds (Sawyer's Walk), Series 2021B; and (iii) $32,500,000.00 Block 55 Residential, LP Taxable Multifamily Housing Revenue Notes (Sawyer's Walk), Series 2021; all of which will be secured by a mortgage to be recorded against the Project; b. a loan (to be secured by a mortgage to be recorded against the Project) in the approximate amount of $7,500,000.00 from City of Miami (the "City Loan"); and c. an equity contribution from the Limited Partners in the approximate amount of $75,048,000.00, in exchange for low income housing tax credits. Attachment: File # 15058 - Backup (15058 : Block 55 Residential, LP, Miami Forever Bond Loan) Packet Pg. 392 3.8.a WHEREAS, the Corporation is required to execute various documents relating to the Transactions. NOW, THEREFORE BE IT RESOLVED as follows: 1. In order to consummate the Transactions, Robert W. Laing, in his capacity as the President/Executive Director, and Juan P. Arroyo, in his capacity as the Vice President of the Corporation, which is the general partner of the Partnership (each an "Authorized Representative") are, and each acting alone is, hereby authorized, directed and empowered to: execute and deliver in the name of the Corporation and/or as the general partner of the Partnership, such documents as either of the Authorized Representatives may approve, including, without limitation: purchase and sale agreements, agreements, notes, loan agreements, reimbursement agreements, deeds of trust, pledges, security agreements, regulatory agreements, subordination agreements, partnership agreements, development agreements, assumption agreements, assignments, indemnities, guaranties, interest rate swap or hedge agreements, disclosure statements, receipts, instructions, certificates, authorizations, acknowledgements, and other documents relating to the Transactions (collectively, the "Documents"), such approval to be conclusively (but not exclusively) evidenced by the execution thereof by an Authorized Representative. 2. The Authorized Representatives are, and each acting alone is, authorized to make such changes to the Documents as they approve, such approval to be conclusively (but not exclusively) evidenced by any of their execution thereof. 3. The authority given hereunder shall be deemed retroactive. Any actions authorized herein and perfoitned prior to the date of this written consent are hereby ratified, confirmed and approved. 4. The Authorized Representatives are, and each acting alone is, hereby authorized to take such further actions (including, without limitation, the payment of costs, fees, expenses and other amounts) as they deem appropriate to consummate the Transactions or perform the Corporation's and the Partnership's obligations under any of the Documents. 5. If lenders, sellers, escrow, title or investors request other forms of board resolutions, Interested Party drafted resolutions shall control over any conflict with the resolutions contained herein. The Corporation is fully authorized and its officers are empowered to cause the Corporation to perform its obligations contemplated under the Documents and to which the Partnership or the Corporation are a party. [Signature Page to Follow] Attachment: File # 15058 - Backup (15058 : Block 55 Residential, LP, Miami Forever Bond Loan) 2 Packet Pg. 393 3.8.a IN WI sign these SS WHEREOF, the undersigned Secretary of the Corporation does hereby as a record of the meeting. Marco Antonii " ` Secretary Attachment: File # 15058 - Backup (15058 : Block 55 Residential, LP, Miami Forever Bond Loan) Packet Pg. 394 PACIFIC SOUTHWEST COMMUNITY DEVELOPMENT CORPORATION, a California nonprofit public benefit corporation SECRETARY'S CERTIFICATE I, Marco A. Reyes, Secretary of Pacific Southwest Community Development Corporation, a California nonprofit public benefit corporation (the "Corporation"), hereby certify as of the date of my signature below, that attached hereto is a true, correct and complete copy of the resolutions of the Board of Directors of the Corporation adopted at a meeting of the Board of Directors of the Corporation, which was held telephonically on July , 2021 and at which a quorum of the Board of Directors was established; such resolutions have not been substantively amended, modified or rescinded and remain in full force and effect; and such resolutions shall govern in case of conflict with any prior resolutions of the Corporation's Board of Directors relating to the transactions described therein. IN WITNESS WHEREOF, I have hereunto signed my name. Dated: ? Z q , 2021 Marco A. Reyes Secretary I, Robert W. Laing, Executive Director/President of the Corporation, hereby certify that Marco A. Reyes is the duly elected, qualified and acting Secretary of the Corporation and that the signature appearing above is his genuine signature. IN WITNESS WHEREOF, I have hereunto signed my name. Dated: 7/Z 4 , 2021 Robert W. Laing Executive Director/President Attachment: File # 15058 - Backup (15058 : Block 55 Residential, LP, Miami Forever Bond Loan) Packet Pg. 395 3.8.a CERTIFICATE The undersigned, as an officer of Pacific Southwest Community Development Corporation, a California nonprofit public benefit corporation (the "Corporation"), as general partner of Block 55 Residential, LP, a Florida limited partnership (the "Partnership"), does hereby certify that: (a) the Certificate of Limited Partnership, as amended, of the Partnership, true, correct and complete copies of which are attached hereto as Exhibit A, are currently in full force and effect; and (b) the Amended and Restated Agreement of Limited Partnership of the Partnership, a true, correct and complete copy of which is attached hereto as Exhibit B, are currently in full force and effect; and (c) attached hereto as Exhibit C is a true, correct and complete copy of that certain Partnership Certificate of Authority (existing partners) and that certain Partnership Certificate of Authority (investment partners) of the Partnership; such authorization has not been amended, rescinded or revoked and remains in full force and effect on the date hereof; and (d) attached hereto as Exhibit D is a Certificate of Good Standing issued by the Florida Department of State for the Partnership; and (e) As of the date hereof, the person(s) named below are duly elected officers of the Corporation, as general partner of the Partnership, holding the offices as shown, and the respective signature set forth opposite their names are the genuine and originals of each respectively: Name Title Robert W. Laing Executive Director/ President Juan P. Arroyo Executive Vice President Marco Antonio Reyes Secretary Dated as of the Zf day of , 2021. [SIGNATURES CONTAINED ON FOLLOWING PAGE] Attachment: File # 15058 - Backup (15058 : Block 55 Residential, LP, Miami Forever Bond Loan) 4836-4729-8792 v.3 Packet Pg. 396 3.9 SEOPW Board of Commissioners Meeting November 16, 2023 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Date: November 8, 2023 File: 15059 Members of the CRA Board From: James McQueen Executive Director Subject: Sandra Hapuarachchi Case No. 2019-008650-CA-01 Enclosures: File # 15059 - Backup BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), on or about June 3rd, 2015, and during which Sandra Hapuarachchi ("Releasor") was allegedly injured, and as a consequence of which suit was filed in the Circuit Court in and for Miami -Dade County, Case No. 2019-008650-CA-01. The parking lot located at or near 663 N.W. 1st Court, Miami, Florida, on or about June 3rd, 2015, and during which the Releasor was allegedly injured (the "incident"). The Releasor is of full age, under no legal disability and is competent to attest to these matters. The SEOPW CRA its current and former departments, officers, agents, servants, and employees, its contractors, lessees, and any other person, firm or corporation charged or chargeable with responsibility or liability, their respective heirs, representatives and assigns (collectively the "Releasees"), from any and all claims, demands, causes of action, whether in the nature of subrogation or otherwise, arising from any act or occurrence from the beginning of time through the present, and particularly on account of all personal injury, survival, or death, disability, property damage, costs, loss of services and consortium, expenses, attorney's fees, compensation, deprivation of any kind already sustained or that may hereafter be sustained, including reputation or civil rights, on account of, or in any way growing out of, an incident occurring at the incident. The Releasor has not been influenced in any manner, or to any extent, in making the Release of All Claims ("Release") by any representations or statements regarding damages, or regarding any other matters, by the Releasees, or by any person or attorney(s) representing them, or any of them individually, or by anyone employed by them. The Releasor of the sum of Fifty -Five Thousand Dollars and Zero Cents ($55,000.00), release and forever discharge collectively the Releasees. FUNDING: $55,000.00 allocated from Other Current Charges and Obligations Account No. 10050.920101.549000.0000.00000. FACT SHEET: Name: Sandra Hapuarachchi Packet Pg. 397 Incident address: 663 N.W. 1st Court, Miami, Florida Payment: $55,000.00 Summary: Sandra Hapuarachchi was allegedly injured, and as a consequence of which suit was filed in the Circuit Court in and for Miami -Dade County, Case No. 2019-008650-CA-01. The parking lot located at or near 663 N.W. 1st Court, Miami, Florida, on or about June 3rd, 2015, and during which the Releasor was allegedly injured. Page 2 of 6 Packet Pg. 398 3.9 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: November 16, 2023 CRA Section: Brief description of CRA Agenda Item: Authorizing the Executive Director to disperse funds in the amount of $55,000.00 in full and complete settlement of any claims for attorney's fees. Project Number YES, there Account Code: (if applicable): are sufficient funds in Line Item: 10050.920101.549000.0000.00000 Amount: $ 5 5 , 0 0 0.0 0 NO (Complete the following source of funds information): Amount budgeted in the line item: $ Balance in the line item: $ Amount needed in the line item: $ Sufficient funds will be transferred from the following line items: ACTION ACCOUNT NUMBER TOTAL Project No./Index/Minot Object From $ To $ From $ To $ Comments: Approved by: QueDue Executive Director 11/8/2023 Approval: r, 1-1 Mi•uel A Valentin, Finance. Officer 11/8/2023 Page 3 of 6 Packet Pg. 399 3.9 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 15059 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA), AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, TO PAY SANDRA HAPUARACHCHI (THE "RELEASOR") OF THE SUM OF FIFTY-FIVE THOUSAND DOLLARS AND ZERO CENTS ($55,000.00), IN FULL AND COMPLETE SETTLEMENT OF ANY AND ALL CLAIMS AND DEMANDS, INCLUDING ALL CLAIMS FOR ATTORNEYS' FEES, AGAINST THE SEOPW CRA AND ITS CURRENT AND FORMER DEPARTMENTS, OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES, ITS CONTRACTORS, LESSEES, AND ANY OTHER PERSON, FIRM OR CORPORATION CHARGED OR CHARGEABLE WITH RESPONSIBILITY OR LIABILITY, THEIR RESPECTIVE HEIRS, REPRESENTATIVES AND ASSIGNS (COLLECTIVELY THE "RELEASEES"), FROM ANY AND ALL CLAIMS, DEMANDS, CAUSES OF ACTION, WHETHER IN THE NATURE OF SUBROGATION OR OTHERWISE, ARISING FROM ANY ACT OR OCCURRENCE FROM THE BEGINNING OF TIME THROUGH THE PRESENT, AND PARTICULARLY ON ACCOUNT OF ALL PERSONAL INJURY, SURVIVAL, OR DEATH, DISABILITY, PROPERTY DAMAGE, COSTS, LOSS OF SERVICES AND CONSORTIUM, EXPENSES, ATTORNEY'S FEES, COMPENSATION, DEPRIVATION OF ANY KIND ALREADY SUSTAINED OR THAT MAY HEREAFTER BE SUSTAINED, INCLUDING REPUTATION OR CIVIL RIGHTS, ON ACCOUNT OF, OR IN ANY WAY GROWING OUT OF, AN INCIDENT OCCURRING AT THE PARKING LOT LOCATED AT OR NEAR 663 N.W. 1ST COURT, MIAMI, FLORIDA, ON OR ABOUT JUNE 3RD, 2015, AND DURING WHICH THE RELEASOR WAS ALLEGEDLY INJURED (THE "INCIDENT"), AND AS A CONSEQUENCE OF WHICH SUIT WAS FILED IN THE CIRCUIT COURT IN AND FOR MIAMI-DADE COUNTY, CASE NO. 2019-008650-CA- 01; FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL; AND TO EXECUTE THE RELEASE OF ALL CLAIMS ("RELEASE"); PROVIDING FOR INCORPORATION OF RECITALS, AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Southeast Overtown/Park West Redevelopment Plan Update (the "Plan"); and Page 4 of 6 Packet Pg. 400 3.9 WHEREAS, on or about June 3rd, 2015, and during which Sandra Hapuarachchi ("Releasor") was allegedly injured, and as a consequence of which suit was filed in the Circuit Court in and for Miami - Dade County, Case No. 2019-008650-CA-01; WHEREAS, the parking lot located at or near 663 N.W. 1st Court, Miami, Florida, on or about June 3rd, 2015, and during which the Releasor was allegedly injured (the "incident"); WHEREAS, the Releasor is of full age, under no legal disability and is competent to attest to these matters; WHEREAS, the SEOPW CRA its current and former departments, officers, agents, servants, and employees, its contractors, lessees, and any other person, firm or corporation charged or chargeable with responsibility or liability, their respective heirs, representatives and assigns (collectively the "Releasees"), from any and all claims, demands, causes of action, whether in the nature of subrogation or otherwise, arising from any act or occurrence from the beginning of time through the present, and particularly on account of all personal injury, survival, or death, disability, property damage, costs, loss of services and consortium, expenses, attorney's fees, compensation, deprivation of any kind already sustained or that may hereafter be sustained, including reputation or civil rights, on account of, or in any way growing out of, an incident occurring at the incident, WHEREAS, the Releasor has not been influenced in any manner, or to any extent, in making the Release of All Claims ("Release") by any representations or statements regarding damages, or regarding any other matters, by the Releasees, or by any person or attorney(s) representing them, or any of them individually, or by anyone employed by them; WHEREAS, the Releasor of the sum of Fifty -Five Thousand Dollars and Zero Cents ($55,000.00), release and forever discharge collectively the Releasees; WHEREAS, the Board of Commissioners authorizing the Executive Director to pay the Releasor in full in an amount not to exceed Fifty -Five Thousand Dollars and Zero Cents ($55,000.00), execute the Release and complete settlement of any and all claims and demands; WHEREAS, the Board of Commissioners finds that authorizing this Resolution would further the SEOPW CRA redevelopment goals and objectives; and NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Section 2. The Executive Director is hereby authorized to pay the Releasor upon presentation of invoices and satisfactory documentation from the Current Charges and Obligations Account No. 10050.920101.549000.0000.00000, execute the Release and complete settlement of any and all claims and demands; Section 3. The Executive Director is authorized to negotiate and execute an agreement, including any and all necessary documents, and all -in forms acceptable to the General Counsel, for said purpose. Section 4. Sections of this Resolution may be renumbered or re -lettered and corrections of typographical errors which do not affect the intent may be authorized by the Executive Director, or the Page 5 of 6 Packet Pg. 401 Executive Director's designee, without need of public hearing, by filing a corrected copy of same with the City of Miami City Clerk. Section 5. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: taff Counsel 11/8/2023 Page 6 of 6 Packet Pg. 402 RELEASE OF ALL CLAIMS THIS INDENTURE WITNESSETH that in consideration of the payment to SANDRA HAPUARACHCHI (DOB: ; SS#: )(the "RELEASOR") of the sum of FIFTY FIVE THOUSAND AND NO/100 DOLLARS ($55,000.00), receipt whereof is hereby acknowledged, I, , for myself and for my heirs, personal representatives and assigns, release and forever discharge the SOUTHEAST OVERTOWN PARK WEST REDEVELOPMENT AGENCY ("CRA"), its current and former departments, officers, agents, servants, and employees, its contractors, lessees, and any other person, firm or corporation charged or chargeable with responsibility or liability, their respective heirs, representatives and assigns (collectively the "RELEASEES"), from any and all claims, demands, causes of action, whether in the nature of subrogation or otherwise, arising from any act or occurrence from the beginning of time through the present, and particularly on account of all personal injury, survival, or death, disability, property damage, costs, loss of services and consortium, expenses, attorney's fees, compensation, deprivation of any kind already sustained or that may hereafter be sustained, including reputation or civil rights, on account of, or in any way growing out of, an incident occurring at the parking lot located at or near 663 N.W. 1st Court, Miami, Florida, on or about June 3rd, 2015, and during which the RELEASOR was allegedly injured (the "incident"), and as a consequence of which suit was filed in the Circuit Court in and for Miami -Dade County, Case No. 2019-008650-CA-01. To procure payment of the said sum, the RELEASOR hereby declares, and covenants as follows: 1. That the RELEASOR is of full age, under no legal disability and is competent to attest to these matters; 2. That the RELEASOR has not been influenced in any manner, or to any extent, in making this Release by any representations or statements regarding damages, or regarding any other matters, by the RELEASEES, or by any person or attorney(s) representing them, or any of them individually, or by anyone employed by them; 3. That the injury, disease or illness, if any, sustained by RELEASOR, as the proximate result of the aforesaid incident, may be permanent, progressive, or not fully known to RELEASOR at this time, and that recovery there from may be uncertain and indefinite, and in making this Release, he relies wholly upon the advice of his attorney, and upon his own individual judgment, belief and knowledge of the nature, extent and duration of said injuries, illness or disease, and all damages arising there from; 4. That RELEASOR has had the benefit of counsel of her own attorney(s), and that RELEASOR fully understands the terms of this Release, and that RELEASOR is making full and final settlement of all claims of every nature and character against the RELEASEES; 5. That there are no unpaid obligations incurred and owing by RELEASOR, to any hospital or medical care provider for services, medicines, medical appliances, rehabilitation, X- rays, or diagnostic tests of any kind, rendered or incurred as a result of the incident described herein; Page 1 of 4 Packet Pg. 403 RELEASE OF ALL CLAIMS CASE NO.: 2019-008650-CA-01 6. That there is no outstanding attorney's lien in connection with the sum paid herein to the RELEASOR; 7. That no claim has been made by RELEASOR, against any person, firm or corporation as an alleged employer under the Workers Compensation laws of the State of Florida, any other state, or the federal government, in connection with the said incident which would give rise to a lien against the proceeds of this settlement, which lien has not been satisfied or released by RELEASOR; nor have any medical services of doctors, nurses, hospitals or other institutions of any kind, drugs, medicines, etc., been furnished to RELEASOR by any such employer in connection with the said incident, which would give rise to a lien against the proceeds of this settlement, which lien has not been satisfied or released; 8. That this Release is made to induce the said RELEASEES, and those making payment for, or on behalf of, said RELEASEES, to settle with RELEASOR, and to pay said sum of money to RELEASOR without securing any of the following (which, if they exist, have been fully satisfied or released): a. Any release or satisfaction of lien of any funeral home, hospital or medical care provider in the State of Florida, or any other state or territory of the United States; b. Any release or satisfaction of lien of any hospital of the United States Government, including Veterans Hospitals, Naval Hospitals, or Military Hospitals; c. Any release or satisfaction of lien of any employer, or insurance carrier of any employer, for benefits, services, medical and otherwise, paid by virtue of the Workers' Compensation Law of the State of Florida, any other state or territory of the United States, or the federal government; d. Any release or satisfaction of any lien of any insurance carrier for benefits and services, medical or otherwise, paid by virtue of the Florida Motor Vehicle No -Fault Law, or any other insurance policy, auto, life or otherwise; e. Any release of lien from any attorney; and f. In the event any such lien, or liens, described above not be satisfied, released, or otherwise extinguished, THE RELEASOR SPECIFICALLY UNDERTAKES AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND the said RELEASEES, from any action or claim asserting such liens against the RELEASEES, including all losses, costs, expenses, judgments and attorney's fees incurred as a result of the assertion thereof: Page 2 of 4 Initials Packet Pg. 404 RELEASE OF ALL CLAIMS CASE NO.: 2019-008650-CA-01 9. The RELEASOR further stipulates that she is/not receiving or has/not applied for Medicare or Medicaid benefits. It is not the intent of the RELEASEES to shift the burden to Medicare to pay for the RELEASOR's future medical treatment related to her injury(ies). RELEASOR does hereby indemnify and agrees to hold harmless the RELEASEES and the attorney of the RELEASEES, departments, officers, agents, servants, and employees, of and from any cost, lien, penalties, fees or damages which may arise in connection with any action taken by Medicare or Medicaid as a result of this settlement. The RELEASOR agrees to save, out of the settlement proceeds, settlement monies to cover any and all expected Medicare reimbursable benefits. The RELEASOR is responsible for compliance with all notice and other requirements pursuant to the Medicare Secondary Payer Statute (MSPS) codified at 42 U.S.C. §1395y(b)(2) and any other legislation, rule, statute law or ordinance pertaining to the Medicare or Medicaid payments or claims arising out of this accident or occurrence; 10. That this Release contains the entire agreement between the parties hereto and the terms of this Release are contractual and not a mere recital; 11. That RELEASOR hereby specifically waives, extinguishes and discharges the subrogation rights (as to the RELEASEES only) of any insurance carrier arising under any policy of insurance for benefits paid to RELEASOR, even though RELEASOR may be contractually prohibited from doing so by said policies of insurance; and, should the holder of any subrogation right proceed against any or all of said RELEASEES, RELEASOR SPECIFICALLY UNDERTAKES AND AGREE TO INDEMNIFY, HOLD HARMLESS AND DEFEND the said RELEASEES, from all such claims, demands, etc., including all losses, costs, expenses, judgments and attorney's fees incurred as a result thereof; and 12. RELEASOR hereby agrees that, as a further consideration and inducement, this Release shall apply to all unknown and unanticipated injuries, illnesses, limitations, disabilities, and damages, proximate or remote, resulting from said incident, casualty or event, as well as to those now disclosed. 13. RELEASOR expressly agrees that the terms of this settlement shall remain confidential and not disclosed to third parties and agrees to keep the terms of this release in strict confidence. The RELEASOR, and her attorneys, further agree not to discuss the facts or circumstances of this case with any news media, publications, legal periodicals, newsletters, lawyer networks or case reporting services, or any form of media whatsoever. The consideration for this confidentiality provision is the mutual promises of each party to this Release to keep this matter confidential 14. RELEASOR understands that the RELEASEES admit no liability of any sort by reason of said incident and that said payment and settlement provided for herein in compromise is made to terminate further controversy respecting all claims for damages that RELEASOR has Page 3 of 4 Initials Packet Pg. 405 RELEASE OF ALL CLAIMS CASE NO.: 2019-008650-CA-01 heretofore asserted or that RELEASOR, or her personal representative(s), might or could hereafter assert because of the said incident. SIGNED AND SEALED this day of , 20 (CAUTION: READ AND UNDERSTAND THIS DOCUMENT FULLY BEFORE SIGNING) Name: STATE OF FLORIDA ) ) ss: COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me this day of , 20, by , who is personally known to me or who has produced as identification and who did/did not take an oath. SIGNATURE PRINT Notary Public State of Florida My Commission Expires: My Commission Expires: Did Take An Oath Did Not Take An Oath Personally Known Produced I.D., Type of I.D. Produced: Page 4 of 4 Initials Packet Pg. 406