HomeMy WebLinkAboutExhibit A - MDDA DA (Obsolete)Prepared by and Return to:
(Space above for County Recorder's Office)
THIS PARTIAL RELEASE AND AMENDMENT TO SECOND AMENDED AND
RESTATED DEVELOPMENT AGREEMENT (this "Amendment") is made as of the day
of , 2023 ("Effective Date") by and among NORWEGIAN WOOD ACQUISITIONS,
LLC, OAK PLAZA ASSOCIATES (DEL.) LLC, JUNGLE PLAZA, LLC, 4200 ASSOCIATES,
LLC, PARADISE PLAZA ASSOCIATES, LLC, HALF -CIRCLE PROPERTY (DEL.) LLC,
LOVELY RITA ACQUISITIONS, LLC, UPTOWN GIRL DEVELOPMENT, LLC, SUN
KING, LLC, DACRA DESIGN 4141 LLC, MDDA MORNING DEW, LLC, AND TINY
DANCER ACQUISITIONS, LLC, Delaware limited liability companies with addresses of 3841
NE 2"d Avenue, Suite 400, Miami FL 33137 (collectively, the "Original Developer Parties"),
MDDA GLASS ONION, LLC and MDDA ACQUISITIONS, LLC, Delaware limited liability
companies with addresses of 3841 NE 2nd Avenue, Suite 400, Miami FL 33137, and 3801 NMA
LLC, a Florida limited liability company with address of 819 NE 2"d Avenue, Suite 500, Fort
Lauderdale, FL 33304 (collectively, the "New Developer Parties") (each, individually,
"Developer Party," and collectively the "Developer Parties"), and the CITY OF MIAMI,
FLORIDA, a municipal corporation of the State of Florida ("City") (Developer Parties and the
City together referred to as the "Parties").
WITNESSETH:
WHEREAS, the Original Developer Parties and the City entered into that certain Second
Amended and Restated Development Agreement, as recorded on August 23, 2021 in Official
Records Book 32694, Page 850, of the Public Records of Miami -Dade County, Florida (the
"MDDA Development Agreement").
WHEREAS, the MDDA Development Agreement sets forth the zoning of, and
conditions by which the properties owned by the Developer Parties located within the Miami
Design District Retail Street Special Area Plan ("SAP") are to be developed; and
WHEREAS, Sun King, LLC, has conveyed certain parcels located in the SAP, namely
the properties located at 3852 N. Miami Avenue, 20 NW 39th Street, and 28 NW 39th Street,
Miami FL 33127, as more particularly described in Exhibit "A" (the "Marcy Property" referred
to in the Concept Book as Parcel Nos. 57, 58 and 59, respectively), to MDDA Glass Onion,
LLC, as evidenced by that certain Special Warranty Deed dated December 3, 2022, recorded in
Official Records Book 33495, Page 3118, of the Public Records of Miami -Dade County, Florida;
and
70655642;6
WHEREAS, the Parties wish to add MDDA Glass Onion as a Developer Party to the
MDDA Development Agreement; and
WHEREAS, the Parties wish to add the following parcels to the MDDA Development
Agreement and SAP: (i) 27 NW 39th Street, Miami FL 33127, ("27 NW 39th") referred to in the
Concept Book as Parcel 81, held in fee simple title by MDDA Acquisitions LLC, and more
particularly described in Exhibit "B" attached hereto, and (ii) 3819 N. Miami Avenue, Miami
FL 33127 and 3801 N. Miami Avenue, Miami FL 33127, (the "BH3 Parcels") referred to in
Concept Book as Parcels 82 and 83 respectively, held in fee simple title by 3801 NMA LLC, and
more particularly described in Exhibit "C" attached hereto (collectively the "New Properties");
WHEREAS, the Parties wish to add each of the New Developer Parties, (MDDA Glass
Onion, LLC, MDDA Acquisitions, LLC and 3801 NMA, LLC) as a "Developer Party" to the
MDDA Development Agreement; and
WHEREAS, the Parties wish for development of the New Properties to proceed
substantially in accordance with the Miami Design District Retail Street SAP Regulating Plan
and Design Concept Book, as most recently modified on 2023, by adoption of
Ordinance No. , both of which are attached as Exhibit "D" hereto and incorporated
herein by reference (the "Regulating Plan and Concept Book"), simultaneously herewith
approval of this Amendment; and
WHEREAS, the Parties wish to release the following parcels from the MDDA
Development Agreement: (i) 4200 NE 2nd Avenue, Miami Florida 33137, (the "4200 Property")
referred to in the Concept Book as Parcel 47, previously held in fee simple title by 4200
Associates, LLC, and more particularly described in Exhibit "E" attached hereto, and (ii) 4240
NE 2nd Avenue, Miami Florida 33137, (the "4240 Property") referred to in the Concept Book as
Parcel 49, previously held in fee simple title by MDDA Morning Dew, LLC, and more
particularly described in Exhibit "F" attached hereto; and
WHEREAS, the Parties have agreed to release from the MDDA Development
Agreement 4200 Associates, LLC and MDDA Morning Dew, LLC as Developer Parties,
("MDDA Developer Party Release") and the 4200 Property and 4240 Property ("MDDA Parcel
Release") with the requirement that the 4200 Property and the 4240 Property thereafter be added
to that certain Development Agreement between the City and Flagler Holding Group, Inc., as
recorded on May 24, 2019 in Official Records Book 31455, Page 2659, of the Public Records of
Miami -Dade County, Florida (the "Flagler Development Agreement"); and
WHEREAS, the MDDA Developer Party Release shall be effective at the time this
Amendment is recorded and the MDDA Parcel Release shall be effective at the time that certain
First Amendment to the Flagler Development Agreement' is recorded; and
WHEREAS, development of the 4200 Property and 4240 Property will continue to be
governed by the Regulating Plan and Concept Book; and
i That First Amendment to the Flagler Development Agreement was submitted to the City under PZ-23-16004.
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WHEREAS, the Parties also desire to amend Sections 9, 14, 34 and 36 to the MDDA
Development Agreement as set forth below; and
WHEREAS, pursuant to Section 36 of the MDDA Development Agreement, the MDDA
Development Agreement may be amended by "mutual agreement of a Developer Party and the
City," provided that the City has held, prior to the amendment, two public hearings before the
City Commission in accordance with Florida Statutes, Chapter 163.3225(1); and
WHEREAS, the City held public hearings before the City Commission on
2023, and again on , 2023, and this Amendment has been approved by the
City Commission; and
WHEREAS, the Parties now desire to amend the MDDA Development Agreement to
memorialize these and other changes as set forth herein.
NOW, THEREFORE, in exchange of good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:
1. Incorporation of Recitals. The above recitals are true and correct and are
incorporated herein as if set forth in full in the body of this Amendment.
2. Defined Terms. Capitalized terms used but not defined herein shall have the
meaning ascribed to such terms in the MDDA Development Agreement, unless otherwise noted.
3. Conflict. In the event of a conflict between the terms and provisions contained
within this Amendment and the terms and provisions contained within the MDDA Development
Agreement with regard to the subject matter hereof, the terms and provisions contained within
this Amendment shall control. All the terms and conditions of the MDDA Development
Agreement not amended hereby shall remain in full force and effect.
4. New Developer Parties and New Properties. The MDDA Development
Agreement is hereby amended by adding each of the New Developer Parties as a Developer
Party, and by adding the New Properties to the MDDA Development Agreement. The New
Properties will be added to the SAP simultaneously herewith and will be developed in
accordance with the Regulating Plan and Concept Book.
5. Release of Developer Parties. 4200 Associates, LLC and MDDA Morning Dew,
LLC are hereby released as Developer Parties from the MDDA Development Agreement. As of
the Effective Date of this Amendment, neither 4200 Associates, LLC nor MDDA Morning Dew,
LLC has any further obligation or liability under the MDDA Development Agreement, and the
remaining Parties shall look only to the other remaining Parties (including the New Developer
Parties) for performance under the MDDA Development Agreement. Release of a successor in
interest shall be effective upon the release of the subject property as provided in Section 6 below.
6. Release of the 4200 Property and the 4240 Property. The 4200 Property and the
4240 Property are released from the MDDA Development Agreement, effective at the time that
certain First Amendment to the Flagler Development Agreement is recorded. The 4200 Property
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and the 4240 Property shall remain governed by the SAP and shall be developed in accordance
with the Regulating Plan and Concept Book.
6. Public Right -of -Way: Activity Within and No Communication Kiosks. Section
9(a) of the MDDA Development Agreement is hereby amended and restated below and Sections
9(c), 9(d) and 9(e) are hereby added as follows:3
(a) Connectivity. A critical element to the success of the Retail Street Project is the
below -grade connectivity within the public right-of-way along N.E. 41' Street.
The proposed below -grade connection will facilitate ease of access, minimize
pedestrian and vehicular conflicts, and reduce the Retail Street Project's traffic
impacts by enhancing internalized traffic circulation, reducing off -site impacts
and expanding parking capacity within the District.
The Developer Parties recognizes that such connectivity and commercial usage
may require approval of other governmental agencies such as Miami -Dade
County. The City finds and determines that establishing such below -grade
connectivity below N.E. I 1 Street serves a public purpose, and further agrees to
support the Developer Parties' efforts to obtain any authorization to establish such
proposed below -grade connection where the approval of another governmental
agency may be necessary.
The City further finds that the authorization of such a connection below the public
right-of-way shall in no way diminish access for firefighting apparatus or rescue
and salvage operations; diminish traffic, transportation and circulation; or
adversely impact the advancement of the safety, health, and general welfare
within the City.
Given the public benefits conferred upon the City by such the below -grade
connections beneath N.E. '11' Street and across the public right of way, the
provisions of Sec. 54-186 prohibiting such below -grade encroachment beyond the
City's established base building lines shall not apply to the Miami Design District
Retail Street SAP.
(c) Activity within the Public Right -of -Way. Notwithstanding the limitations set
forth in Sec. 54-186 of the City Code, as amended, the City shall permit above -
grade pedestrian bridges to extend beyond the base building line and into the
public right-of-way as permitted by Public Works, following approval by SAP
Permit.
(d) No City Placement of Communications Kiosks. In order to maintain the
carefully planned and curated aesthetic of the SAP, the City shall not place or
contract for placement any newsracks, communication kiosks, or similar
interactive devices as described in Sec. 54-9(h) of the City Code, within the
public right-of-way abutting properties located within the SAP.
2 Underlined language is being added, and strikethrough language is being deleted.
3 Section 9(b) remains unchanged.
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7. Temporary/Special Events. Section 14 of the MDDA Development Agreement is
hereby amended and restated as follows:
"Special Events/Temporary Uses.
(a) To the extent governed by the laws and regulations of the City of Miami,
the City Commission hereby finds and agrees that the following special
events constitute ancillary uses of the Retail Street Project and therefore
do not require a temporary or special event permit: event banners,
farmers' markets, grand openings, holiday sales, outdoor sales, ground
breakings, and neighborhood sales events, retail promotional events,
tenant events, fundraisers and other similar events so long as the event
will not exceed seventy five percent (75%) of the maximum permitted
occupancy, inclusive of Open and Civic Space or (2,100) two thousand
one hundred guests, whichever is less. Although no special or temporary
event permit is required for the foregoing events, a Developer Party and/or
its tenants may at their discretion submit an application to the City of
Miami Office of Film and Entertainment for such permit. The Office of
Film and Entertainment shall review and process such application and
issue special or temporary event permit(s), or other such permit as
appropriate.
fFor events which a the Developer Party or its tenant anticipates to exceed
seventy five percent (75%) of the maximum permitted occupancy,
inclusive of Open and Civic Space or (2,100) two thousand one hundred
guests, whichever is less, the applicable Developer Party, or its designee,
shall must submit an application for a (i) temporary event permit or (ii) if
such event requires a street closure, takes place on City Property, or
alcohol will be served, a special events permit. Such application shall be
submitted fFor review to the City of Miami Office of Film and
Entertainment (or successor department, if applicable) no less than five (5)
thirty (30) working days prior to the date of any such event. The City
agrees to complete its review within three (3) thirty (30) working days of
the submittal of the required application to ensure coordination of needed
City services and avoid possible adverse impacts due to multiple events
occurring within the immediate and surrounding area. Special and
temporary events can take place any day of the week, regardless of
mechanical rides. There shall be no limit to the number of special or
temporary event permits that can be obtained in a calendar year. Each
individual special or temporary event permit can be valid for up to 14
calendar days. In the event the City amends the process or mechanism to
obtain temporary event permits or special event permits, the Developer
Party may avail itself of such processes, while maintaining the benefits
under this Development Agreement.
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The City Commission further finds that the above -listed activities, which
shall not exceed the maximum permitted occupancy of the Retail Street
Project, will not:
(i)
substantially interrupt the safe and orderly movement of other
traffic contiguous to the special event;
(ii) substantially diminish routine police service levels to the entire
community;
(iii) unduly interfere with the proper fire and police protection or
ambulance service to areas contiguous to the special event as a
result of the concentration of persons and vehicles;
(iv) interfere with the movement of firefighting apparatus en route to
an emergency call; and
(v) present an unreasonable danger to the health and safety of the
public.
Notwithstanding the requirements of Secs. 62 521, and 62 552, the above stated activities shall
not require the issuance of a City permit.
(b) Notwithstanding the requirements of Section 62-535, a Temporary Use
Permit ("TUP") can be issued for a maximum of 3 years. A TUP can be
extended annually by the zoning administrator for up to 10 years,
thereafter further requests for extensions must be approved by the City
Commission. Areas under a TUP shall not require parking. Requests for
TUPs shall be accompanied by a hurricane preparedness plan to be
reviewed and approved by the City's Building Department.
(c) Food trucks shall be permitted to operate on private land within the SAP
and the distance separation requirements set forth in Section 31-51(c)(4)
of the City's Code of Ordinances shall not apply within the SAP . Food
trucks and Food truck gatherings shall be permitted to park overnight and
present at the same location up to seven days a week upon submittal of (i)
a notarized letter of approval from a Developer Party and (ii) site plan
approval via SAP permit; such Food truck or Food truck gatherings do not
require a temporary event permit, special event permit or a temporary use
permit. There is no limit to the number of Food truck gatherings that can
occur monthly. Existing public restrooms within the SAP will generally
satisfy the requirement to provide bathroom facilities for Food trucks and
Food truck gatherings, unless additional bathrooms are found to be
required in the site plan approval via SAP permit. Food truck operators
will provide waste disposal for patrons and keep the area surrounding the
Food truck(s) clear of waste and debris resulting from their services.
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8. Permitting. Section 34(c) of the MDDA Development Agreement is hereby
added as follows:
"Cooperation; Expedited Permitting and Time is of the Essence.
(c) Following the recordation of the MDDA Development Agreement, the
City adopted a new Section 2-208 of the City Code, which is hereby
incorporated into this MDDA Development Agreement as follows:
No approval or permit may be issued for a unit or premise within a
Building, where the unit or premise is the subject of an
ongoing city code enforcement procedure, is the subject of any
building violation(s), or has any City lien or invoice due and owing
to the City, unless the permit or approval is required to cure life
safety issues or to bring outstanding violations into compliance. If
a permit required to cure an existing violation has been applied for,
additional permits, approvals and hearings may be issued and/or
scheduled for the unit or premise that is the subject of violations or
monies owed. For the purpose of this subsection, code compliance
proceedings shall not be considered pending if the Code
Compliance Department or Unsafe Structures Division has
determined the violation to have been abated and if unpaid, the
violation is pending a mitigation hearing as outlined in the City
Code.
9. Modifications. Section 36 of the MDDA Development Agreement is hereby
amended and restated as follows:
"Amendment or Termination by Mutual Consent. The redevelopment of the properties
within the SAP may occur in multiple phases, in different portions of the SAP. This Agreement
may not be amended, modified, or released as to any phase, or any portion thereof, by a written
instrument executed by the then Developer Party(ies), owning such portion of the SAP, provided
that the same is also approved by the City Commission at two (2) publicly noticed hearings.
terminated during its term except by mutual agreement of a Developer Party and the City. Any
application related to a particular phase, or any portion thereof, shall require only the consent,
acknowledgment or joinder of the then Developer Party(ies) owning the subject property of such
phase. In the event that there is a recorded homeowners', master, condominium or other
association covering the property, any phase or any portion thereof, said association may (in lieu
of the signature or consent of the individual members or owners), on behalf of its members and
in accordance with its articles of incorporation and bylaws, consent to any proposed
modification amendment, or release by a written instrument executed by the association. Any
consent made pursuant to a vote of an association shall be evidenced by a written resolution of
the association and a certification executed by the secretary of the association's board of
directors affirming that the vote complied with the articles of incorporation and the bylaws of the
association. For purposes of this Agreement, references to "condominium association" or
"association" shall mean any condominium or other association or entity, including master
association, as applicable, which governs any portion a property within the SAP. Prior to any
7
amendment or termination of this Agreement during its term, the City shall hold two public
hearings before the City Commission to consider and deliberate regarding such amendment or
termination.
10. Regulating Plan and Concept Book. For avoidance of doubt, all references in the
Development Agreement to the "Regulating Plan" and the "Design Concept Book" (or "Concept
Book") shall mean the Regulating Plan and Design Concept Book as amended and adopted by
the City Commission on , 2023 pursuant to Ordinance No.
11. Miscellaneous. This Amendment and the obligations of the parties hereunder
shall run with the land, shall survive any conveyance of the Property, and shall be binding upon
and inure to the benefit of the parties hereto and their respective legal representatives, successors
and assigns. The Development Agreement, as modified by this Amendment, remains in full force
and effect and is hereby ratified by the parties.
[Signatures follow]
8
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Dacra Design 4141 LLC,
a Delaware limited liability company, by
Dacra Managing Member, LLC, a Delaware
limited liability company, its Managing
Member
Witnesses:
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
)
The foregoing instrument was acknowledged before me by means of 0 physical
presence or 0 online notarization, this day of , 2023, by
, as of DACRA 4141 MANAGING MEMBER, INC., a
Florida corporation, on behalf of that corporation in its capacity as Managing Member of Dacra
Design 4141 LLC, a Delaware limited liability company, on behalf of that company. He is
personally known to me or who produced as
identification.
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
Half -Circle Property (Del.) LLC,
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
Print Name:
Title:
The foregoing instrument was acknowledged before me by means of ❑ physical
presence or ❑ online notarization, this day of , 2023, by
, as of MIAMI DESIGN DISTRICT ASSOCIATES
MANAGER, LLC, a Delaware limited liability company, the Manager of Half -Circle Property
(Del.) LLC, a Delaware limited liability company, on behalf of that company. He is personally
known to me or produced as identification.
AN,
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witnesses:
MDDA Morning Dew, LLC,
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
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 MIAMI DESIGN DISTRICT ASSOCIATES
MANAGER, LLC, a Delaware limited liability company, the Manager of MDDA Morning Dew,
LLC, a Delaware limited liability company, on behalf of that company. He is personally known
to me or produced as identification.
ii\s,
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
Lovely Rita Acquisitions, LLC,
a Delaware limited liability company, by
MDDA SWEET BIRD MANAGER, LLC, a
Delaware limited liability company, its
Manager
By:
Print Name:
Title:
The foregoing instrument was acknowledged before by means of ❑ physical presence
or 0 online notarization, this day of , 2023, by
as of MDDA SWEET BIRD MANAGER LLC, a Delaware limited liability
company, in its capacity as Manager of Lovely Rita Acquisitions, LLC. He is personally known
to me or produced as identification.
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Norwegian Wood Acquisitions, LLC,
a Delaware limited liability company, by
MDDA SWEET BIRD MANAGER, LLC, a
Delaware limited liability company, its
Manager
Witnesses:
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
)
The foregoing instrument was acknowledged before me by means of 8 physical
presence or 0 online notarization, this day of , 2023, by
, as of MDDA SWEET BIRD MANAGER LLC, a
Delaware limited liability company, in its capacity as Manager of Norwegian Wood
Acquisitions, LLC. He is personally known to me or produced as
identification.
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Oak Plaza Associates (Del.) LLC,
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
Witnesses:
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged before me by means of ❑ physical
presence or ❑ online notarization, this
, as
day of , 2023, by
of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware
Manager of Oak Plaza Associates (Del.) LLC.
as identification.
My commission expires:
limited liability company, it its capacity as
He is personally known to me or produced
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witnesses:
Jungle Plaza, LLC,
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
)
The foregoing instrument was acknowledged before me by means of 0 physical
presence or ❑ online notarization, this day of , 2023, by
, as of MIAMI DESIGN DISTRICT ASSOCIATES
MANAGER LLC, a Delaware limited liability company, it its capacity as Manager of Jungle
Plaza, LLC. He is personally known to me or produced as
identification.
AN,
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witnesses:
4200 Associates, LLC,
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged before me by means of 0 physical
presence or ❑ online notarization, this day of , 2023, by
, as of MIAMI DESIGN DISTRICT ASSOCIATES
MANAGER LLC, a Delaware limited liability company, it its capacity as Manager of 4200
Associates, LLC. He is personally known to me or produced as
identification.
AN,
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
Paradise Plaza Associates, LLC,
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
By:
Print Name:
Title:
The foregoing instrument was acknowledged before me by means of 0 physical
presence or 0 online notarization, this day of , 2023, by
, as of MIAMI DESIGN DISTRICT ASSOCIATES
MANAGER LLC, a Delaware limited liability company, it its capacity as Manager of Paradise
Plaza Associates, LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Tiny Dancer Acquisitions, LLC,
a Delaware limited liability company, by
MDDA STARDUST MANAGER, LLC, a
Delaware limited liability company, its
Manager
Witnesses:
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
)
The foregoing instrument was acknowledged before me by means of 0 physical
presence or ❑ online notarization, this day of , 2023, by
, as of MDDA STARDUST MANAGER LLC, a
Delaware limited liability company, it its capacity as manager of Tiny Dancer Acquisitions LLC.
He is personally known to me or produced as identification.
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witness:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
Sun King, LLC,
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited Liability company, its
Manager
By:
Print Name:
Title:
The foregoing instrument was acknowledged before me by means of 0 physical
presence or 0 online notarization, this day of , 2023, by
, as of MIAMI DESIGN DISTRICT ASSOCIATES
MANAGER LLC, a Delaware limited liability company, in its capacity as Manager of Sun King,
LLC, a Delaware limited liability company, on behalf of that company. He is personally known
to me or produced as identification.
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Uptown Girl Development LLC,
a Delaware limited liability company, by
MDDA STARDUST MANAGER, LLC, a
Delaware limited liability company, its
Manager
Witness:
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
)
The foregoing instrument was acknowledged before me by means of 0 physical
presence or ❑ online notarization, this day of , 2023, by
, as of MDDA STARDUST MANAGER, LLC, a
Delaware limited liability company, in its capacity as Manager of Uptown Girl Development
LLC. He is personally known to me or produced as identification.
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witness:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
MDDA Acquisitions, LLC,
a Delaware limited liability company, by
Miami Design District Associates Manager,
LLC, a Delaware limited liability company,
its Manager
By:
Print Name:
Title:
The foregoing instrument was acknowledged before me by means of 0 physical
presence or 0 online notarization, this day of , 2023, by
, as of Miami Design District Associates Manager, LLC,
a Delaware limited liability company, in its capacity as Manager of MDDA Acquisitions, LLC.
He is personally known to me or produced as identification.
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witness:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
MDDA Glass Onion, LLC,
a Delaware limited liability company, by
Miami Design District Associates Manager,
LLC, a Delaware limited liability company,
its Manager
By:
Print Name:
Title:
The foregoing instrument was acknowledged before me by means of 0 physical
presence or 0 online notarization, this day of , 2023, by
, as of Miami Design District Associates Manager, LLC,
a Delaware limited liability company, in its capacity as Manager of MDDA Glass Onion, LLC.
He is personally known to me or produced as identification.
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
3801 NMA, LLC,
a Florida limited liability company, by BH3
Asset Management, LLC, a Delaware
limited liability company, the manager of
GMC Capital Management, LLC a Florida
limited liability company
its Manager
Witness:
By:
Print Name: Gregory Freedman
Print Name: Title: Manager
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged before me by means of 0 physical
presence or ❑ online notarization, this day of , 2023, by Gregory
Freedman, as Manager of GMC Capital Management, LLC a Florida limited liability company,
in its capacity as Manager of BH3 Asset Management, LLC, a Florida limited liability company,
in its capacity as Manager of 3801 NMA, LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witness:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
THE CITY OF MIAMI,
a municipal corporation of th State of
Florida
By:
Print Name:
Title: City Manager
The foregoing instrument was acknowledged before me by means of 0 physical
presence or 0 online notarization, this day of , 2023, by
, in his/her capacity as City Manager of the City of Miami, a municipal
corporation of the State of Florida. He/she is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida
Print Name:
70655642;6
Map #57, #58 and #59:
SUBJECT PROPERTY
STREET ADDRESS:
SUBJECT PROPERTY
LEGAL DESCRIPTION:
Exhibit "A"
Legal Description of Marcy Parcel
Marcy
3852 N. Miami Avenue (Folio No. 01-3124-021-0940)
20 NW 39th Street (Folio No. 01-3124-021-0950)
28 NW 39th Street (Folio No. 01-3124-021-0960)
Lots 1, 2, 3 and 4, in Block 6, of PRINCESS PARK,
according to the Plat thereof, as recorded in Plat Book 6, at
Page 87, of the Public Records of Miami -Dade County,
Florida.
Note: Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail
Street Special Area Plan Concept Book.
70655642;6
Exhibit "B"
Legal Description of 27 NW 39t' Street
MAP #81:
SUBJECT PROPERTY STREET ADDRESS(ES): 27 NW 39th Street (Folio No.: 01-3124-021-0560)
SUBJECT PROPERTY LEGAL DESCRIPTION: Lot 21, Block 3, PRINCESS PARK, according to the Plat
thereof recorded in Plat Book 6, at Page 87, of the Public
Records of Miami Dade County, Florida.
'cev
Note: Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail
Street Special Area Plan Concept Book.
70655642;6
Exhibit "C"
Legal Description of BH3 Parcels
MAP #82:
SUBJECT PROPERTY STREET ADDRESS(ES): 3819 N Miami Ave (Folio No.: 01-3124-026-0200)
SUBJECT PROPERTY LEGAL DESCRIPTION: Lot 3, less the West 15 feet, in Block 3, of CENTRAL
ADDITION TO BUENA VISTA, according to the Plat
thereof, as recorded in Plat Book 3, at Page 191, of the
Public Records of Miami Dade County, Florida.
MAP #83:
SUBJECT PROPERTY STREET ADDRESS(ES): 3801 N Miami Ave (Folio No.: 01-3124-026-0180)
SUBJECT PROPERTY LEGAL DESCRIPTION: Lots 1 and 2, Block 3, CENTRAL ADDITION TO
BUENA VISTA, according to the Plat thereof, as
recorded in Plat Book 3, at Page 191, of the Public
Records of Miami Dade County, Florida
Less the following part for Right -of -Way:
BEGINNING AT THE NORTHWEST CORNER OF
SAID LOT 2; THENCE SOUTH ALONG THE WEST
LINE OF SAID LOTS 1 AND 2 TO THE SOUTHWEST
CORNER OF SAID LOT 1; THENCE EAST ALONG
THE SOUTH LINE OF SAID LOT 1, A DISTANCE OF
34.92 FEET; THENCE 1\100.45'04" E, A DISTANCE
OF 4.50 FEET TO THE BEGINNING OF A CURVE
CONCAVE TO THE NORTHEAST, HAVING A
RADIUS OF 20 FEET; THENCE RUN NORTHWEST
31.33 FEET ALONG SAID CURVE THROUGH A
CENTRAL ANGLE OF 89°45'40" TO A POINT ON A
LINE 15 FEET EAST OF AND PARALLEL TO THE
WEST LINE OF SAID LOTS 1 AND 2; THENCE
NORTH ALONG SAID LINE 15 FEET EAST OF AND
PARALLEL TO THE WEST LINE OF SAID LOTS 1
AND 2 TO A POINT ON THE NORTH LINE OF SAID
LOT 2; THENCE WEST ALONG THE SAID NORTH
LINE OF SAID LOT 2 TO THE POINT OF
BEGINNING. AND LESS THE SOUTH 5 FEET OF
THE EAST 66.59 FEET OF LOT 1 BLOCK 3
Note: Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail
Street Special Area Plan Concept Book.
70655642;6
Exhibit "D"
Miami Design District Retail Street SAP Regulating Plan and Design Concept Book
The current versions of the Miami Design District Retail Street SAP Regulating Plan and
Design Concept Book were approved by the City Commission on , 2023
under Ordinance No. . Copies of the Regulating Plan and Design Concept Book
approved under this legislation are on file with the City of Miami and are incorporated
herein by reference.
‘4".
,4sc—r
70655642;6
Map #47: 4200
SUBJECT PROPERTY
STREET ADDRESS:
SUBJECT PROPERTY
LEGAL DESCRIPTION:
Exhibit "E"
Legal Description of 4200 Property
4200 NE 2nd Avenue (Folio No. 01-3124-024-0930)
Lot 1, less the East 5 feet thereof, Block 6, of BILTMORE,
according to the Plat thereof, as recorded in Plat Book 6, at
Page 67, of the Public Records of Miami -Dade County,
Florida.
Note: Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail
Street Special Area Plan Concept Book.
70655642;6
Map #49: 4240
SUBJECT PROPERTY
STREET ADDRESS:
SUBJECT PROPERTY
LEGAL DESCRIPTION:
Exhibit "F"
Legal Description of 4240 Property
4240 NE 2nd Avenue (Folio No. 01-3124-024-0950)
Lot 4, less the East 5 feet thereof, in Block 6, BILTMORE,
according to the Plat thereof, as recorded in Plat Book 6, at
Page 67, of the Public Records of Miami -Dade County,
Florida.
Note: Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail
Street Special Area Plan Concept Book.
70655642;6