HomeMy WebLinkAboutLegislation (Version 2) and Exhibit SUB«iCt at- LL'y)elJC
DEVELOPMENT AGREEMENT BETWEEN CITY OF
MIAMI, FLORIDA AND FLAGLER HOLDING GROUP,
NEINC., MONTE CARLO ASSOCIATES (DEL.) LLC,
MOONLIGHT MILE ACQUISITIONS, LLC, MCCRORY
DESIGN ASSOCIATES (DEL.) LLC, 39TH STREET (DEL.)
LC, HALF -CIRCLE PROPERTY (DEL.) LLC,
NO R WEGIAN WOOD ACQUISITIONS, LLC,
CUM ' RLAND ACQUISITIONS LLC, OAK PLAZA
ASSOC TES (DEL.) LLC, DACRA DESIGN ASSOCIATES
(DEL.) LLc, BEN NEWTOWN, LLC, SWEET VIRGINIA
ACQUISITIONS, LLC, LOVELY RITA ACQUISITIONS,
LLC, 40 DISTRICT LLC, MOSAIC (DEL.) LLC, DACRA
DESIGN MOORF (DEL.) LLC, FCAA, LLC, MID -I LEE,
LLC, DACRA DEIGN 4141 LLC, MDDA GARAGE, LLC,
ROCKY RACCOON ACQUISITIONS (DEL.) LLC,
REGARDING APPR AL OF THE MIAMI DESIGN
DISTRICT RETAIL STR FET SPECIAL AREA PLAN AND
RELATED DEVELOPMEN' �.
THIS AGREEMENT is entered this d' �'' of , 2012, by and between,
Florida Holding Group, Inc,, a Florida profit corporation, Monte Carlo Associates (Del.) LLC,
Moonlight Mile Acquisitions, LLC (as successor by erger to Electra Design (Del.) LLC,
Rothman Design LLC, Dacra Design Miami (Del.) Lb , and Miami Avenue (Del.) LLC,
McCrory Design Associates (Del.) LLC, 39th Street (Del:) LLC, Half -Circle Property (Del.)
LLC, Norwegian Wood Acquisitions, LLC (and as succ sor by merger to Lady Jane
Acquisitions, LLC), Cumberland Acquisitions, LLC (and as succ sor by merger to Hale Daniel
Design, LLC), Oak Plaza Associates (Del.) LLC, Dacra Design ssociates (Del.) LLC, Ben
Newton, LLC, Sweet Virginia Acquisitions, LLC, 40 District, LLC, osaic (Del.) LLC (and as
successor by merger to Palmer Design (Del.) LLC), Dacra Design More (Del.) LLC, FCAA,
LLC (and as successor by merger to Scarlet Begonia Holdings, LLC), M� . -I Lee, LLC, Dacra
Design 4141 LLC, MDDA Garage, LLC, and Rocky Raccoon Acquisi ons (Del.) LLC,
Delaware limited liability companies (each, individually, "Developer Party," anal collectively, the
"Developer Parties"), and the CITY OF MIAMI, FLORIDA, a municipal corn , ration and a
political subdivision of the State of Florida ("City") (Developer and the City together referred to
as the "Parties").
WITNESSETH:
WHEREAS, the Miami Design District (the "District") spans portions of twelve (12) ci
blocks containing all the properties generally bounded on the east by Biscayne Boulevard; south
by NE 36th Street; west by North Miami Avenue; and north by NE 40th Street or properties
generally located within the area boundaries of the Miami Design District area ("SD-8") as
designated under Ordinance 11000; and serviced by three (3) Miami -Dade Transit routes; and
WHEREAS, the District has recently become an internationally recognized center for
furniture design and a burgeoning home for the arts, high fashion, restaurants, and a center for
creative employment; and
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WHEREAS, the emerging status of the District is consistent with the City's vision to
develop a world class destination for the arts, fashion, and design, and, as such, the City wishes
to encourage redevelopment within the District; and
WHEREAS, a subset of the Developer Parties wish to redevelop some of the SAP
Properties as a mixed-uk pedestrian oriented, urban retail street anchored by high -end fashion
brands heretofore unavaila\ple within the City (the "Retail Street Project"); and
WHEREAS, the Ciitty\and Developer Parties wish for development of the SAP Properties
to proceed in a manner which`` i(s consistent with the Miami Comprehensive Neighborhood Plan
("Comprehensive Plan") and thel\and development regulations; and
WHEREAS, the properties, within the SAP Area carry Future Land Use Map
designations of Duplex Residentiah,, Medium Density Restricted Commercial, Restricted
Commercial, and General Commercial'iri the Comprehensive Plan; and
WHEREAS, the City and Developer Parties wish to amend the Future Land Use Map
designations within the Comprehensive Pin for selected properties within the Retail Street
Project from Duplex Residential and Median Density Multifamily Residential to Medium
Density Restricted Commercial in order to facilitate redevelopment within the District; and
WHEREAS, a process exists within the\ iami 21 Zoning Code ("Miami 21") which
allows parcels of more than nine (9) abutting a7 to be master planned to allow greater
integration of public improvements and infrastructure, and greater flexibility so as to result in
higher or specialized quality building and streetscape design; and
WHEREAS, the result of this master planning prcess is known as a "Special Area Plan"
("SAP"); and
WHEREAS, the Developer Parties hold fee simple -4e to approximately 19.08 acres of
property within the District; and
WHEREAS, the lots which comprise the Miami Desig , District Retail Street Special
Area Plan properties are those identified on page A1.4 and A1.5 of the Miami Design District
Retail Street Special Area Plan Design Concept Book (hereinafte the "SAP Property", "SAP
Properties", or "SAP Area") (sketch and legal descriptions of whi\h are attached as Exhibit
"A"); and
WHEREAS, Sec. 3.9.1. f. of Miami 21 requires development ithin an SAP to occur
pursuant to a Development Agreement between the property owner(s) and ire City; and
WHEREAS, the City and Developer Parties wish to rezone some of'the SAP Properties
from T3-L, T3-O, T4-L, T4-O, T5-O, T6-12 L to Miami Design District Retat Street SAP, with
modifications to the underlying Transect designations to T4-O, T5-O, T6-8-0, and T6-12-0 in
order to facilitate redevelopment within the SAP Area and effectuate the Retai1il Street Project;
and
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WHEREAS, this Development Agreement ("Agreement") satisfies the requirement set
forth in Sec. 3.9 of Miami 21 ; and
WHEREAS, the City and Developer Parties wish for development within the District to
proceed substantially in accordance with the Miami Design District Retail Street SAP Regulating
Plan and Design Concept Book attached as Exhibit "B" ("Regulating Plan and Design Concept
Book "); and
WHEREAS, the lack of certainty in the approval of development can result in a waste of
economic and land resources, discourage sound capital improvement planning and financing,
escalate the cost of housing and development, and discourage commitment to comprehensive
planning; and
WHEREAS, assurance to Developer Parties that they may proceed in accordance with
existing laws and policies, subject4o the conditions of a development agreement, strengthens the
public planning process, encourages, sound capital improvement planning and financing, assists
in assuring there are adequate capital facilities for the development, encourages private
participation in comprehensive planning and reduces the economic costs of development; and
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WHEREAS, the City Commis 'on pursuant to Ordinance No. 12- , adopted
July 26, 2012 has authorized the City Manger to execute this Agreement upon the terms and
conditions as set forth below, and the Deve'oper Parties have been duly authorized to execute
this Agreement upon the terms and conditions �t forth below.
NOW THEREFORE, in consideration of the mutual covenants and agreements
hereinafter contained, the parties mutually agree an bind themselves as set forth herein:
Section 1. Consideration. The Parties hereby a ye that the consideration and obligations
recited and provided for under this Agreement constittl, e substantial benefits to both parties and
thus adequate consideration for this Agreement.
Section 2. Rules of Legal Construction.
For all purposes of the Agreement, unless otherwise eressly provided:
(a) A defined term has the meaning assigned to it;
(b) Words in the singular include the plural, and words i plural include the singular;
(c) A pronoun in one gender includes and applies to other enders as well;
(d) The terms "hereunder", "herein", "hereof, "hereto" and uch similar terms shall
refer to the instant Agreement in its entirety and not to jndividual sections or
articles;
(e) The Parties hereto agree that this Agreement shall not be mor strictly construed
against. either the City or Developer, as all parties are drafters o this Agreement;
and
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(f) The recitals are true and correct and are incorporated into and made a part of this
Agreement. The attached exhibits shall be deemed adopted and incorporated into
the Agreement; provided however, that this Agreement shall be deemed to control
in the event -of a conflict between the attachments and this Agreement.
\
Section 3. Definitions, Cpitalized terms which are not specifically defined herein shall
have the meaning given in Miami 21.
"Agreement" means this 'Agreement between the City and Developer.
"City" means the City of Miami, a municipal corporation and a political
subdivision of the State );)f Florida, and all departments, agencies and
instrumentalities subject to the\jurisdiction thereof,
"Comprehensive Plan" meanthe comprehensive plan known as the Miami
Comprehensive Neighborhood Plan, adopted by the City pursuant to Chapter 163,
Florida Statutes (2011), meeting the requirements of Section 163.3177, Florida
Statutes (2011), Section 163.31'7\8, Florida Statutes (2011) and Section
163.3221(2), Florida Statutes (2011),'\vhich is in effect as of the Effective Date.
"County" means Miami -Dade Counta political subdivision of the State of
Florida.
"Developer Party" means an individual roperty owner who is a signatory to
this Agreement.
"Developer Parties" means the property o ners who are signatories to this
Agreement.
"Development" means the carrying out of any b ilding activity, the making of
any material change in the use or appearance of any structure or land, or the
dividing of land into three or more parcels and suc pother activities described in
Section 163.3221(4), Florida Statutes (2011).
"Effective Date" is the date of recordation of the exe uted, original version of
this Agreement.
"Existing Zoning" is (a) Miami 21 Code, April 2012, sp cifically including the
Miami Design District Retail Street SAP Regulating Plan and Design Concept
Book, and related modifications to the Transect designatio s of lots within the
SAP Area, and (b) the provisions of the Charter and City of Miami Code of
Ordinances ("Code") which regulate development, specifically 'ncluding Chapters
10, 13, 22, 22.5, 23, 36, 54, 55 and 62 of the Code, as ame ded, through the
Effective Date, which together comprise the effective la d development
regulations governing development of the SAP Area as of the Effetive Date.
"Land" means the earth, water, and air, above, below, or on the surface and
includes any improvements or structures customarily regarded as Ian�j
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"Laws" means all ordinances, resolutions, regulations, comprehensive plans, land
development regulations, and rules adopted by a local government affecting the
development of land.
"Public Facilities" mans major capital improvements, including, but not limited
to, transportation, sa\itary sewer, solid waste, drainage, potable water,
educational, parks and `recreational, streets, parking and health systems and
facilities.
"Retail Developer Party" consists of the parties identified in Exhibit "C", who
are signatories to the Agreement and will be undertaking the development of the
Retail Street Project.
"Retail Street Project" means, that proposed development within the Design
District SAP slated to occur on properties within the SAP area and denoted as
properties 2, 3, 4, 5, 6, 7, 13, 14, 15 16, 17, 18, 19, 20, 24, 25, 26, 27, 35, 36, 37,
38, 42, 43, 44, and 45 on sheet A5 of the Miami Design District Retail Street
Special Area Plan Design Concept -Book.
Section 4. Purpose. The purpose of this Agreement is for the City to authorize Developer
Parties to redevelop the SAP Properties pursuantV the Miami Design District Retail Street SAP,
This Agreement will establish, as of the Effective\Date, the land development regulations which
will govern the development of the SAP Properties\thereby providing the Parties with additional
certainty during the development process. This Agreement satisfies the requirements of Section
3.9.1.f., Miami 21.
Section 5. Intent. Developer Parties and the City intend for this Agreement to be construed
and implemented so as to effectuate the purpose of the M mi Design District Retail Street SAP,
this Development Agreement, the Comprehensive Plan, E fisting Zoning, and the Florida Local
Government Development Agreement Act, s. 163.3220 - 16\3243, Florida Statutes (2011).
Section 6. Applicability. This Agreement only applies to\the SAP Properties identified in
Exhibit "A."
Section 7. Term of Agreement, Effective Date and Binding\Effect. This Agreement shall
have a term of thirty (30) years from the Effective Date and sh\11 be recorded in the public
records of Miami -Dade County and filed with the City Clerk. The term of this Agreement may
be extended by mutual consent of the Parties subject to a public hearir}g, pursuant to s. 163.3225,
Florida Statutes (2011). This Agreement shall become effective on the Effective Date and shall
constitute a covenant running with the land that shall be binding upon, land inure to, the benefit
of the parties, their successors, assigns, heirs, legal representatives, and personal representatives.
Section 8. Permitted Development Uses and Building Intensities.
(a) Miami Design District Retail Street SAP Designation. The City has designated
certain properties as the Miami Design District Retail Street SAP on the official
zoning Atlas of the City, pursuant to the applicable procedures iii Miami 21, The
Regulating Plan and Design Concept Book are attached as Exhibit "B". In
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approving the Miami Design District Retail Street SAP, the City has determined
that the uses, intensities and densities of development permitted thereunder are
consistent with the Comprehensive Plan and the Existing Zoning.
(b) Density, Intensity, Uses and Building Heights.
(c)
(1)
As o?the Effective Date and pursuant to the Miami Design District Retail
Street AP, the density and intensity proposed for the SAP shall be
consistent with the densities and intensities permitted by the Existing
Zoning. \
(2) The non-r4sidential development permitted on the SAP Properties
includes, but is not limited to, the following uses: office, hotel, retail,
entertainment;,, educational, and any other uses permitted by the Existing
Zoning.
\
(3) Nothing herein shall prohibit the Developer Parties from requesting a
change of zoning,`,pursuant to Article 7 of Miami 21, to increase the
density or intensity 6f development permitted by the underlying Transect
designation of that ciyrtain property forming part of the Miami Design
District Retail Street S P by amending the SAP and this Agreement.
(4) In the event the City sho Id amend its Comprehensive Plan to permit the
transfer of densities withi , a specified area so as to permit densities in
excess of the density limits '.et forth in a particular Future Land Use Map
category, nothing herein sl all prohibit the Developer Parties from
requesting such density transf s within the Miami Design District Retail
Street SAP.
Environmental. The City finds that th proposed development will confer a
significant net improvement upon the publicly accessible tree canopy in the area.
The City and Developer Parties agree that veloper Parties will comply with the
intent and requirements of Chapter 17 a the City Code, subject to the
modification set forth herein, by performing tree replacement within the SAP
Area where possible.
(1) Off -site replacement trees. Notwithstandi , g the requirements of Sec. 17-
6.(e) of the City Code, where replacemen within the SAP Area is not
possible, Developer Party may enter into a agreement with the City to
perform tree replacement on public propert in the following order of
priority: (i) within the District; (ii) within a one (1) mile radius of the
District; or (iii) within any City park. - Particu ar emphasis shall be paid
to replacement along gateway corridors within and surrounding the
District, specifically N. Miami Avenue, N.E. 2nd Avenue, NE 36th Street,
NE 1st Avenue, and Biscayne Boulevard. The City further agrees to
facilitate the permitting and planting of replaceme , t trees on all publicly
owned property within the area and within City parks. Each Developer
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(3)
Party undertaking tree replacement off -site for any parcel of land within
the SAP Area shall agree to water, trim, root, prune, brace, or undertake
,ally other necessary maintenance as may be required by the Public Works
De artment for a period of not greater than thirty (30) days after
ins\ llation. Each Developer Party further agrees to warrant each off -site
repl cement tree for a period of one (1) year after the date of installation.
t
(2) SAP `Area tree installation, maintenance and guarantee. For all trees
placed.within the SAP Area, each Developer Party shall install any needed
irrigation and corresponding water meters to support the growth of trees
located within the right-of-way. Each Developer Party undertaking tree
replacement for any parcel of land shall agree to water, trim, root, prune,
brace, or .undertake any other necessary maintenance as may be required
for trees 'located within the SAP Area. Each Developer Party further
agrees to Warrant each SAP Area tree for a period of one (1) year after
installation:,
Tree replacei\ient chart. The tree replacement chart below, shall be used
to determine Whether a Developer Party has satisfied the tree replacement
requirements f\r any particular parcel of land as set forth in Sec. 17-6.(a)
of the City Coe. The chart below shall replace and supersede Chart
17.6.1,1. in the {ty Code.
Tree Replacement Chart
Total diameter of tree(s) to be r6oved
(sum of inches at DBH) \
Total inches of replacement DBH
required (12' minimum tree height)
2"- 3"
\
2"
4"- 6"
4"
7"- 12"
8"
13"- 18"
12""
19"- 24"
16"
25"- 30"
20"
31"- 36"
\
24"
37"- 42"
28"
43"- 48"
32"
49"-60"10"
To determine whether the repla ement requirements have been satisfied,
calculate the total sum in inches bef the diameter of the trees removed. The
size of the replacement trees diameter at breast height (DBH) must equal
the total inches of replacement\ DBH set forth in the above chart.
Diameter measurement shall be rout ded up to the nearest inch. If the sum
of the diameter of trees to be removed exceeds a total of 60 inches, the
additional inches shall be added cumulatively from the top of the chart,
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Section 9.
(a)
down to the bottom of the chart, to calculate the number of DBH for
replacement trees.
(4) Tree species. The chart set forth below shall replace and supersede Chart
17.6.2.1. in the City Code. All other requirements set forth in Sec. 17-
6.(b) of the City Code shall apply within the SAP Area.
Required ital DBH for replacement
trees
Required minimum number of species
22"-
40"
;
2
41"-
100"
'
4
101" or greater,
6
(5)
Tree ii\stallation. A Developer Party shall install trees opportunistically
within tl\ie public right-of-way, subject to approval by the Department of
Public Works.
Connectivity and Activity within Public Right -of -Way.
Connectivity. A ci'ticat element to the success of the Retail Street Project is the
below -grade connectivity within the public right-of-way along N.E. 41st Street.
The proposed below grade connection will facilitate ease of access, minimize
pedestrian and vehicu ar conflicts, and reduce the Retail Street Project's traffic
impacts by enhancin internalized traffic circulation and reducing off -site
impacts.
The Retail Developer Pa ty recognizes that such connectivity and commercial
usage may require approv 1 of other governmental agencies such as Miami -Dade
County. The City finds an determines that establishing such connectivity below
N.E. 41st Street serves a pu lic purpose, and further agrees to support the Retail
Developer Party's efforts to btain any authorization to establish such proposed
below -grade connection.
The City further finds that the authorization of such a connection below the public
right-of-way shall in no way dii i inish access for firefighting apparatus or rescue
and salvage operations; dimini.,h traffic, transportation and circulation; or
adversely impact the advanceme it of the safety, health, and general welfare
within the City.
Given the public benefits conferred pon the City by the below -grade connection
beneath N.E. 41st Street and across th public right-of-way, the provisions of Sec.
54-186 shall not apply to the Miami Design District Retail Street SAP.
(b) Construction of encroachments with n the Public Right -of -Way. The City
finds that the encroachments proposed by the Retail Developer Party do not
unduly restrict the use of the public righ of -way and are an essential element in
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the construction of the vehicular underpass below the same rights -of -way. The
adoption of this Agreement shall serve to satisfy the requirements set forth in Sec.
55-14(b) of the City Code.
Notwittkanding the requirements of Sec. 55-14(c) of the City Code, the City
agrees to aive any and all claims to payment of a user fee in connection with the
construction, of the aforementioned encroachments within the public rights -of -
way.
Further, this A reement shall satisfy the requirements of Sec. 55-14(d) of the City
Code. In consideration for authorizing the construction of the aforementioned
encroachments, the Retail Developer Party further covenants to:
(1) Maintain t4 below -grade vehicular underpasses in accordance with the
Florida Building Code and the City Charter and Code.
(2) Provide an ii trance policy, in an amount determined by the city's risk
manager, nami g the City as an additional insured for public liability and
property damag . The insurance shall remain in effect for as long as the
encroachment(s) exist within the right-of-way. Should the Retail
Developer Party it to continuously provide the insurance coverage, the
City shall have the ight to secure similar insurance policy in its name and
place a special as essment lien against the owner's abutting private
property for the total ost of the premium.
(3)
The Retail Developer arty shall hold harmless and indemnify the City, its
officials and employee from any claims for damage or loss to property
and injury to persons o. any nature whatsoever arising out of the use,
construction, maintenanc= or removal of the vehicular underpass and from
and against any claims wh.ch may arise out of the granting of permission
for the encroachment or ar, activity performed under the terms of this
Agreement.
Section 10. Public Facilities. As of the Effective
an extensive analysis of the Public Facilities availa
Street Project. In the event that the Existing Zoning
Developer Party or the Retail Developer Party to p
deficiencies in required levels of service occasioned by
or as a result of the development of the Retail Street Proj
Developer Party, as appropriate, shall provide such Publi
requirements of s. 163.3180(2)(a), (b) and (c), Florida Stat
by Chapter 13 of the City Code, if applicable. The Develope
impact fees and assessments in existence as of the Effective D
Section 11.
(a)
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Project Approval.
ate, the Developer Parties have conducted
le to serve the SAP Area and the Retail
nd/or the Comprehensive Plan require a
ovide Public Facilities to address any
ture development within the SAP Area
et, such Developer Party or the Retail
Facilities consistent with the timing
tes (2011), or as otherwise required
Parties shall be bound by the City
to of this Agreement.
Future Development Review. Future development within the Miami Design
District Retail Street SAP shall proceed pursuant to the processes and in
9
accordance with the design set forth in the Regulating Plan and Design Concept
Book, attached as Exhibit "B". The criteria to be used in determining whether
future development s all be approved is consistency with the Comprehensive
Plan, this Agreement nd the Miami Design District Retail Street SAP.
(b) Prohibition on Downzoning.
(1) The Comprehensive Plan, the Existing Zoning, and this Agreement and
shall govern the 'development of the certain SAP Properties designated
part of the SAP and of the Retail Street Project for the duration of the
Agreement. The City's laws and policies adopted after the Effective Date
may be applied to the SAP only if the determinations required by s.
163.3233(2), Florida Statutes (2011) have been made after 30 days written
notice to the Developer and following a public hearing or as otherwise
provided herein.
(2) Pursuant to s. 163,32330), Florida Statutes (2011), this prohibition on
downzoning supplements,\rather than supplants, any rights that may vest
to Developer Parties under'+Florida or Federal law. As a result, Developer
Parties may challenge any subsequently adopted changes to land
development regulations based on (a) common law principles including,
but not limited to, equitable\ estoppel and vested rights, or (b) statutory
rights which may accrue by vil`tue of Chapter 70, Florida Statutes (2011).
Section 12. Alcoholic Beverage Sales. -Upon appro\ial of this Agreement, pursuant to Chapter
4 of the City Code, two (2) Retail Specialty Centers ace hereby designated for properties within
the SAP Area. The Miami Design District Retail Skeet SAP Retail Specialty Center North
("Retail Specialty Center North") shall consist of all SAIi Properties located north of the mid -line
of the right-of-way of NE 40th Street and the Miami Design District Retail Street SAP Retail
Specialty Center South ("Retail Specialty Center South") shall include properties located south
of the mid -line of the right-of-way of NE 40th Street.
The maximum number of establishments selling alcoho\ic beverages permitted within each
Retail Specialty Center shall not exceed five (5) establishments, inclusive of any such
establishments in existence as of the date of this Agreem nt, but exclusive of any bona fide,
licensed restaurants where the sale of alcoholic beverag s is entirely incidental to and in
conjunction with the principal use of the sale of food (e.g. bo a fide, licensed restaurants, with a
2-COP, 2-COP SRX, 4-COP, 4-COP SRX or an equivalent icense). The number of approved
establishments may be increased by amendment to this Agree' ent.
Each establishment selling alcoholic beverages permitted w thin the Retail Specialty Center
North and the Retail Specialty Center South, exclusive of bon fide, licensed restaurants where
the sale of alcoholic beverages is incidental to the principal se of the sale of food, shall be
permitted pursuant to the requirements of the Miami Design District Street Regulating Plan,
attached hereto as part of Exhibit "B", and any applicable provision of Chapter 4 of the City
Code not in conflict with the provisions of this Agreement.
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Each of the alcohol beverage establishments within both the Retail Street SAP Retail Specialty
Center North and Retail Specialty Center South permitted pursuant to this Section shall be
reserved for the benefit of the Retail Developer Party, unless otherwise modified by a separate
written agreement between the Developer Parties.
Section 13. Valet Parking. The Developer Parties intend to establish a uniform valet system
to service the SAP Properties and the Dig, rict generally. Notwithstanding the limitations set
forth in Sec. 35-305, a maximum of two (2� valet permits may be issued for the operation of a
valet parking ramp on the same side of the bl ck where the permit applicant is the operator of the
uniform valet system.
Section 14. Temporary/Special Events. To 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: event banners, farmers' markets,
grand openings, holiday sales, outdoor sales, gr►pund breakings, and neighborhood sales events.
For events which the Retail Developer Party anticipates to exceed (75%) seventy five percent of
the maximum permitted occupancy, inclusive ofiOpen and Civic Space or (2,100) two thousand
one hundred guests, whichever is less, the Retail\ Developer Party, or its designee, shall submit
an application for review to the City Neighborhood Enhancement Team (NET) office servicing
the District no less than five (5) working days p ,ior to the date of any such event. The City
agrees to complete its review within three (3) 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.
The City Commission further finds thit the above -listed activities, which shall not
exceed the maximum permitted occupancy of the Reta\l 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 servi'pe 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 airesult 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 tnd safety of the public.
Notwithstanding the requirements of Secs. 62-521, and 62- 22, the above -stated activities shall
not require the issuance of a City permit.
Section 15. Public Benefits.
(a)
Job Creation & Employment Opportunities Generally, the Developer Parties
shall consult with local and/or state economic development entities regarding job
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training and job placement services for area city residents seeking employment
opportunities with potential employers which will locate or establish a business
within the SAP Area. i
(1)
Construction Empl yment. The Developer Parties shall use best efforts to
work with the City the following areas:
a. Job Sourcing. , The Developer Parties shall require their general
contractor(s) to \use best efforts to work with the City's Miami
Works Initiative to source job opportunities for both skilled and
unskilled laborer seeking employment opportunities within the
construction indus y.
b. Community Busin ss Enterprise (CBE) Participation. The
Developer Parties sh 11 require their general contractor(s) to use best
efforts to assign a inimum of twenty percent (20%) of the
construction contract value to subcontractors whose firms are
certified by Miami -Dad County as CBEs.
c. Local Workforce Par icipation. The Developer Parties shall
require their general co tractor(s) to use best efforts to employ a
minimum of twenty percent (20%) of on -site labor from persons
residing within the municl}pal boundaries of the City of Miami.
(2) Restaurant and Retail Employmd t. The Developer Parties anticipate that
a significant number of emplo vent opportunities in the culinary and
retail sectors will be generated vithin the SAP Area. Developer Parties
shall use best efforts to work \ith Miami Dade College, through its
culinary and retail institutes, or v'th similar institutions or organizations,
in consultation with the City, o place qualified graduates of such
programs in employment opportun ties within the SAP Area.
(3)
Hospitality Employment. The De eloper Parties anticipate that a number
of job opportunities in the hospita ity sector will be generated within he
SAP Area. The Developer Partieshall use best efforts to work with
Miami Dade College, through its hospitality institute, or with similar
institutions and organizations, in onsultation with the City, to place
qualified graduates of the hospitalit institute in employment opportunities
within the SAP Area. In addition, the Developer Parties shall use best
efforts to assist the City in identify ng employment opportunities within
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the hospitality sector outside the SAP Area and lace qualified graduates
of the hospitality institute in positions.
(b) Park/Open Space Enhancements. As consideration for certain reductions to
standards set forth in the City's land development regulations, the Developer
Parties hereby agree to undertake the following improve!' ents:
(1)
Woodson Mini -Park: The City owns and opera es an existing mini -park,
located at approximately 699 NE 36"' Street Folio No. 01-3219-000-
0010), consisting of a parcel of land approximate y 6,811 sq. ft. in size and
any improvements thereon. In consultation wi City Planning staff and
subject to their approval, and that of any of er City department, the
Developer Parties hereby agree to design an+1Ll construct the proposed
improvements (e.g. enhanced landscaping, lighting, fencing, and similar
improvements), etc,, to the park at their sole cost and expense within three
(3) years of the Effective Date of this Agreement.
i
(2) Park/Open Space Acquisition: The Developer/Parties shall use best efforts
to acquire a parcel of land of not less thdn 3,500 sq. ft. in size for
park/open space within the SAP Area, -qlhe District, or within the
immediate vicinity of the District to offset a 'deficiency of (20,114 sq. ft.)
twenty thousand square feet of required Ope Space. Said parcel of land
shall be dedicated to the City as a public park open space and improved by
the Developer Parties, which improvements shall be consistent with the
design treatment approved by the City f r Woodson Mini -Park and
incorporate similar elements (e.g. enhanced 1 ndscaping, lighting, fencing,
and similar improvements), etc. The Dev Loper Parties shall complete
such acquisition and improvements within t ree (3) years of the Effective
Date of this Agreement.
(3)
If such acquisition is not timely completed within period set forth above,
the Developer Parties shall be required to m Ice a contribution to the City's
Public Parks and Open Space Trust Fun in an amount equal to the
required cash contribution contemplated un er Sec. 3.14.4.b.3. of Miami
21 for not less than (20,114 sq, ft.) twenty t ousand one hundred fourteen
square feet of Open Space. The amount of said contribution shall be
apportioned between each Developer Party in accordance with method set
forth in subparagraph (3) below.
Apportionment of the Cost of Enhancement & Acquisition. The
improvements and park acquisition referre to in (1) and (2) above are
called the "Park/Enhancement/Acquisitio ." The cost of the Park
Enhancement/Acquisition shall be borne by he Developer Parties. Unless
and to the extent that the Developer Parties therwise agree by instrument
signed by the Developer Parties and recor ed in the Public Records of
Miami -Dade County, Florida: (a) the Park nhancement/Acquisition shall
be initiated by the Retail Developer; (b) eac i Developer Party shall pay to
{24483959;6} 13
he Retail Developer its share of such cost of the Park
hancement/Acquisition as costs are incurred; (c) Retail Developer shall
fror time to time have the right to issue (and record at Retail Developer's
optio ), certificates indicating the status of any sums due to it for the Park
Enhan ement/Acquisition. Any such sums not paid to the Retail
Develop r within ten (10) days after such payment is due shall bear
interest at the rate of 18% per annum (but not more than the highest rate
permitted law) and shall constitute a lien on the property within the
SAP that is wned by such Developer Party from whom such payment is
due.
(c) Street Right -of -Way Improvements. In order to foster a uniform aesthetic,
the Developer Parties. Retail Developer Parties, agree that any ROW
improvements shall inclu e the entire length of the block, even when SAP
Properties only make-up o portion of the block. Developer Parties and Retail
Developer Parties agree to co lstruct and maintain, at their sole cost and expense,
any non-standard improvemen to ROW as described herein.
(d) NE 42" d Street Landscaping nhancements. As evidenced by the letter of
support dated November of 2 11 from the Buena Vista East Historic
Neighborhood Association ("Associ tion"), attached hereto as part of Exhibit "E".
the Retail Developer party shall wor collaboratively with the Association on the
final design treatment for the north w 11 of the building slated for development on
north block within the SAP Area, the reliminary design treatment for which is
illustrated on pages A3.4 and A3.5 of e Design Concept Book, attached hereto
as part of Exhibit "B". The Retail Dev: oper Party shall present the final design
treatment to the Planning Director or review and approval, following
consultation with the Association, w ich review shall be evaluated for
consistency with the standards set forth in rt. 4, Table 12.
Section 16, Local Development Permits.
(a) The development of the SAP Property in acco dance with the Existing Zoning is
contemplated by Developer Parties. Redevelo.ment of the SAP Property may
require additional permits or approvals from the City, County, State, or Federal
government and any division thereof. Subjec to required legal process and
approvals, the City shall make a good faith effor to take all reasonable steps to
cooperate with and facilitate all such approvals. S ch approvals include, without
limitation, the following approvals and permits anany successor or analogous
approvals and permits:
(1) Subdivision plat and/or waiver of plat approvals;
(2) Covenant or Unity of Title acceptance or the r lease of existing unities or
covenants;
(3) Building permits;
{24483959;6} 14
(b)
Section 17.
Permits.
(4) Certificates of use and/or occupancy;
(5)
(6) Development of Regional Impact approval, modification or exemption;
aid
Stormwater Permits;
(7) An other official action of the City, County, or any other government
agen y having the effect of permitting development of the SAP Property.
In the event t
regarding site
project on the S
recommendation
it meets the requir
Plan and the terms
at the City substantially modifies its land development regulations
Ian approval procedures, authority to approve any site plan for a
P Properties shall be vested solely in the City Manager, with the
f the Planning Director. Any such site plan shall be approved if
ents and criteria of the Existing Zoning, the Comprehensive
othis Agreement.
Necessity of CompI ing with Local Regulations Relative to Development
The Developer Parties and the City ag ee that the failure of this Agreement to address a
particular permit, condition, fee, term, lice se, or restriction in effect on the Effective Date shall
not relieve the Developer Parties of the ne essity of complying with the regulation governing
said permitting requirements, conditions, fees, terms, licenses, or restrictions.
Section 18. Reservation of Development Rights.
For the term of this Agreement, tl\e City hereby agrees that it shall permit the
development of the SAP Property r accordance with the Existing Zoning, the
Comprehensive Plan and the Agreem6 t.
Nothing herein shall prohibit an in rease in the density or intensity of
development permitted in the SAP Ara in a manner consistent with (a) the
Existing Zoning and/or the Compreh sive Plan, (b) any zoning change
subsequently requested or initiated by a Developer Party in accordance with
applicable provisions of law or (c) any zoni g change subsequently enacted by the
City.
(c) The expiration or termination of this Agreeme t shall not be considered a waiver
of, or limitation upon, the rights, including, ut not limited to, any claims of
vested rights or equitable estoppel, obtained o held by Developer Parties or its
successors or assigns to continue development o the SAP Property in conformity
with Existing Zoning and all active prior and sul sequent development permits or
development orders granted by the City.
Section 19. Annual Review.
{24483959;6} 15
(a) The City shall review the development that is subject to this Agreement once
every twelve (12) months, commencing twelve (12) months after the Effective
Date, thfough the expiration or termination of this Agreement, or approved
developb nt right listed on pg. A1-9 of the Design Concept Book, whichever
occurs iiir4. The City shall begin the review process by giving notice to
Developdk. arties, a minimum of thirty (30) days prior to the anniversary date of
the Agreement, of its intention to undertake the annual review of this Agreement.
(b) Any inform tti`Qn required of Developer Parties during an annual review shall be
limited to that necessary to determine the extent to which the Developer Parties is
proceeding in gopd faith to comply with the terms of this Agreement.
(c) If the City finds of the basis of competent substantial evidence that the Developer
Parties have not roceeded in good faith to comply with the terms of the
Agreement, the Cit may terminate or amend this Agreement after providing 30
days written notice t \Developer and after conducting a public hearing.
Section 20. Notices.
(a) All notices, demands nd requests which may or are required to be given
hereunder shall, except as otherwise expressly provided, be in writing and
delivered by personal ser ice or sent by United States Registered or Certified
Mail, return receipt reques d, postage prepaid, or by overnight express delivery,
such as Federal Express, to he parties at the addresses listed below. Any notice
given pursuant to this Agre ment shall be deemed given when received. Any
actions required to be taken h reunder which fall on Saturday, Sunday, or United
States legal holidays shall be eemed to be performed timely when taken on the
succeeding day thereafter which shall not be a Saturday, Sunday or legal holiday.
To the City:
With a copy to:
{24483959;6}
City Manager
City Miami
3500 P n American Drive
Miami,FL 33133
City Attorr y
City of Miai i
Miami River 'de Center
444 S.W. 2nd ve., 9th Floor
Miami, FL 331 0
Planning & Zoning Director
City of Miami
Miami Riverside C nter
444 S.W. 2nd Avenu , 3rd Floor
Miami, FL 33130
16
To Developer Parties:
With copies to:
39th St. (Del.) LLC
40 District LLC
Ben Newton LLC
Cumberland Acquisitions, LLC
Dacra Design 4141 LLC
Dacra Design Associates (Del.) LLC
Dacra Design Moore (Del.) LLC
FCAA, LLC
Half Circle Property (Del.) LLC
Lovely Rita Acquisitions, LLC
McCrory Design Associates (Del.) LLC
\ McCrory Design Buick (Del.) LLC
MID -I Lee, LLC
Monte Carlo Associates (Del.) LLC
Mosaic (Del.) LLC
Norwegian Wood Acquisitions, LLC
Oak Plaza Associates (Del.) LLC
Sweet Virginia Acquisitions LLC
4tn:: Craig Robins
41 NE 2nd Avenue, Ste. 400
iami, FL 33137
Fla ler Holding Group, Inc.
Atti : John Petersen
421 NE 2nd Avenue, 2nd Floor
Miami, FL 33137
Akerma\ Senterfitt
Attn: Nen O. Kasdin, Esq.
1 SE 3rd venue, 25th Floor
Miami, FL 3131
(b) Any Party to this Agreement may change is notification address(es) by providing
written notification to the remaining partie pursuant to the terms and conditions
of this section.
Section 21. Exclusive Venue, Choice of Law, Speci c Performance. It is mutually
understood and agreed by the parties hereto, that this Agrees ent shall be governed by the laws
of the State of Florida, and any applicable federal law, both as o interpretation and performance,
and that any action at law, suit in equity or judicial proceed ngs for the enforcement of this
Agreement or any provision hereof shall be instituted only in th courts of the State of Florida or
federal courts and venue for any such actions shall lie exclu ively in a court of competent
jurisdiction in the County. In addition to any other legal rights, \the City and Developer Parties
{24,183959;6}
17
shall each have the right to specific performance of this Agreement in court. Each party shall
bear its own attorney's fees. Each party waives any defense, whether asserted by motion or
pleading, that the aforementioned courts are an improper or inconvenient venue. Moreover, the
parties consent to the personal jurisdiction of the aforementioned courts and irrevocably waive
any objections to said jurisdiction. The parties irrevocably waive any rights to a jury trial.
'I
Section 22. Voluntary Coknpliance. Developer Parties and the City agree that in the event all
or any part of this Agreement is struck down by judicial proceeding or preempted by legislative
action, Developer Parties an the City shall continue to honor the terms and conditions of this
Agreement to the extent allo ed by law.
;r
Section 23. No Oral Change or Termination. This Agreement and the exhibits and
appendices appended hereto an incorporated herein by reference, if any, constitute the entire
Agreement between the parties with respect to the subject matter hereof. This Agreement
supersedes any prior agreement or understandings between the parties with respect to the
subject matter hereof, and no chaire, modification or discharge hereof in whole or in part shall
be effective unless such change, m dification or discharge is in writing and signed by the party
against whom enforcement of the cl ange, modification or discharge is sought. This Agreement
cannot be changed or terminated oral\
Section 24. Com . liance with A . . li able Law. Subject to the terms and conditions of this
Agreement, throughout the Term of th's Agreement, Developer Parties and City shall comply
with all applicable federal, state or loca laws, rules, regulations, codes, ordinances, resolutions,
administrative orders, permits, policies arid procedures and orders that govern or relate to the
respective Parties' obligations and perfd•mance under this Agreement, all as they may be
amended from time to time.
Section 25. Re resentations• Re.resentat ves. Each party represents to the others that this
Agreement has been duly authorized, delive ed and executed by such party and constitutes the
legal, valid and binding obligation of such pare , enforceable in accordance with its terms.
Section 26. No Exclusive Remedies. No re edy or election given by any provision in this
Agreement shall be deemed exclusive unless epressly so indicated. Wherever possible, the
remedies granted hereunder upon a default of the ether party shall be cumulative and in addition
to all other remedies at law or equity arising from e;uch event of default, except where otherwise
expressly provided.
Section 27. Failure to Exercise Rights not a Waiv r: Waiver Provisions. The failure by any
party to promptly exercise any right arising hereunder hall not constitute a waiver of such right
unless otherwise expressly provided herein. No waiver or breach of any provision of this
Agreement shall constitute a waiver of any subsequent b each of the same or any other provision
hereof, and no waiver shall be effective unless made in wting.
Section 28. Events of Default.
(a)
{24483959;6}
Developer Parties shall be in default under to is Agreement if Developer Parties
fails to perform or breaches any term(s), c venant(s), or condition(s) of this
Agreement which is not cured within 30 days `fter receipt of written notice from
18
the City specifying the nature of such breach; provided, however, that if such
breach cannot reasonably be cured within 30 days, then Developer shall not be in
default if it commences to cure such breach within 30days and diligently
prosecutes such cure to completion.
(b) The City shall be in default under this Agreement if the City fails to perform or
breaches any erm, covenant, or condition of this Agreement and such failure is
not cured withdii 30 days after receipt of written notice from the Developer Parties
specifying the \nature of such breach; provided, however, that if such breach
cannot reasonably be cured within 30 days, the City shall not be in default if it
commences to c lre such breach within 30days and diligently prosecutes such cure
to completion.
(c) It shall not be a d fault under this Agreement if either party is declared bankrupt
by a court of comp tent jurisdiction. All rights and obligations in this Agreement
shall survive such b nkruptcy of either party. The parties hereby forfeit any right
to terminate this Agr ement upon the bankruptcy of the other party.
(d) The default of a succeksor or assignee of any portion of Developer Parties' rights
hereunder shall not be emed a breach by Developer Parties.
Section 29. Remedies Upon Default.
(a) Neither party may terminai- this Agreement upon the default of the other party,
but shall have all of the remedies enumerated herein.
(b) Upon the occurrence of a de cult by a party to this Agreement not cured within
the applicable grace period, Developer Parties and the City agree that any party
may seek specific performance of this Agreement, and that seeking specific
performance shall not waive a y right of such party to also seek monetary
damages, injunctive relief, or aiy other relief other than termination of this
Agreement. The City hereby acknowledges that any claim for damages under this
Agreement is not limited by sovere _n immunity or similar limitation of liability.
Section 30. Severability. If any term or provisio i of this Agreement or the application thereof
to any person or circumstance shall, to any exten , hereafter be determined to be invalid or
unenforceable, the remainder of this Agreement or t e application of such term or provision to
persons or circumstances other than those as to which it is held invalid or unenforceable shall not
be affected thereby and shall continue in full force and effect.
Section 31. Assignment, Transfer, & Joinder.
(a) This Agreement shall be binding on he Developer Parties and its heirs,
successors and assigns, including the suc essor to or assignee of any Property
Interest. The Developer Parties, at its sole o iscretion, may assign, in whole or in
part, this Agreement or any of its rights and obligations hereunder, or may extend
the benefits of this Agreement, to any holde of a Property Interest without the
prior written consent or any other approval ofe City. Notice of any assignment
{24483959;6}
19
or transfer shall be provided to the City as provided in Section 20. Any such
assignee shall assume all applicable rights and obligations under this Agreement.
(b) Ad` itional parties, whether affiliates or assignees of the Developer Parties or an
unre, ated third -party, may be added to this Agreement if the party added holds a
Prop rty Interest in the Miami Design District, as defined in prior Zoning
Ordrn nce 11000, more particularly SD-8. Any unrelated third -party desiring to
join th SAP must satisfy the Open Space, Civic Space, and parking requirements
require under the Miami 21 Code independent of the Open Space, Civic Space,
and earling provided by the Developer Parties within the SAP Area. Said parties
may be dded to this Agreement through the execution of a joinder form in the
form atta hed as Exhibit "D", which form shall be recorded in the public records
of Miami Dade County. Such party shall be a Developer Party, and such joinder
form shall be acknowledged under this Agreement. Any rights conferred
hereunder to .n additional party are subject to City Commission action approving
a zoning atla amendment designating the joined property a part of the Miami
Design District ' etail Street SAP in compliance with any and all applicable laws
governing notice of such action.
Section 32. Obli_ations Surviv 1_ Termination Hereof. Notwithstanding and prevailing over
any contrary term or provision co •tained herein, in the event of any lawful termination of this
Agreement, the following obligatio s shall survive such termination and continue in full force
and effect until the expiration of a e year term following the earlier of the effective date of
such termination or the expiration o ' the Term: (i) the exclusive venue and choice of law
provisions contained herein; (ii) rights of any party arising during or attributable to the period
prior to expiration or earlier termination of this Agreement, and (iii) any other term or provision
herein which expressly indicates either t at it survives the termination or expiration hereof or is
or may be applicable or effective beyond t e expiration or permitted early termination hereof.
Section 33. Lack of A • enc Relationshi Q . Nothing contained herein shall be construed as
establishing an agency relationship betwe-n the City and Developer Parties and neither
Developer Parties nor its employees, agents contractors, subsidiaries, divisions, affiliates or
guests shall be deemed agents, instrumentaliti; s, employees, or contractors of the City for any
purpose hereunder, and the City, its contracto s, agents, and employees shall not be deemed
contractors, agents, or employees of Develo rer Parties or their subsidiaries, divisions or
affiliates.
Section 34. Cooperation; Expedited Permitting a Time is of the Essence.
(a) The Parties agree to cooperate with each other to the full extent practicable
pursuant to the terms and conditions a this Agreement. The Parties agree that
time is of the essence in all aspects oft eir respective and mutual responsibilities
pursuant to this Agreement. The City hall use its best efforts to expedite the
permitting and approval process in an effort to assist Developer Parties in
achieving its development and constr, ction milestones. The City will
accommodate requests from Develope Parties' general contractor and
subcontractors for review of phased or mlaltiple permitting packages, such as
{24483959;6}
20
those for excavation, site work and foundations, building shell, core, and interiors.
h1 addition, the City will designate an individual within the City Manager's office
who wi)l have a primary (though not exclusive) duty to serve as the City's point of
contact nd liaison with Developer Parties in order to facilitate expediting the
processin and issuance of all permit and license applications and approvals
across all of the various departments and offices of the City which have the
authority o right to review and approve all applications for such permits and
licenses.
(b) Notwithstand\mg the foregoing, the City shall not be obligated to issue
development ermits to the extent a Developer does not comply with the
applicable requirements of the Existing Zoning, the Comprehensive Plan, this
Agreement and�pplicable building codes.
Section 35. Enforcement.
(a) In the event that D veloper Parties, their successors and/or assigns fail to act in
accordance with the erms of the Existing Zoning, the City shall seek enforcement
of said violation upon the subject property.
(b) Enforcement of this A reement shall be by action against any parties or person
violating, or attempting violate, any covenants set forth in this Agreement. The
prevailing party in any ac ion or suit pertaining to or arising out of this Agreement
shall be entitled to recover, in addition to costs and disbursements allowed by law,
such sum as the Court may djudge to be reasonable for the services of his/her/its
attorney.
(c)
This enforcement provision sh.11 be in addition to any other remedies available at
law, in equity or both.
Section 36. Amendment or Termination b utual Consent. This Agreement may not be
amended or terminated during its term except by utual agreement of Developer Parties and the
City. Prior to any amendment or termination of is Agreement during its term, the City shall
hold two public hearings before the City Col mission to consider and deliberate such
amendment or termination.
Section 37. Third Party Defense. City and Developer Parties shall, at their own cost and
expense, vigorously defend any claims, suits or dema ds brought against them by third parties
challenging the Agreement or the Project, or objecting • any aspect thereof, including, without
limitation, (i) a consistency challenge pursuant to Sectio 163.3215, Florida Statutes (2011), (ii)
a petition for writ of certiorari, (iii) an action for declara ory judgment, or (iv) any claims for
loss, damage, liability, or expense (including reasonable a orneys' fees). City and Developer
Parties shall promptly give the other written notice of any ch action, including those that are
pending or threatened, and all responses, filings, and pleading with respect thereto.
Section 38. No Conflict of Interest. Developer Parties agree to comply with Section 2-612 of
the City Code as of the Effective Date, with respect to conflicts • interest.
{24483959;6}
21
Section 39. No Third- ° art Beneficiar . No persons or entities other than Developer Parties
and the City, their heirs, iiemitted successors and assigns, shall have any rights whatsoever
under this Agreement.
Section 40. Counterparts. This Agreement may be executed in two or more counterparts,
each of which shall constitute n original but all of which, when taken together, shall constitute
one and the same agreement,
Section 41. Status. Upon requst from time to time by any Developer Party, or its successor
and/or assigns, or any mortgagee o any Developer Party or its successor and/or assign, the City
shall deliver to such requesting par a letter stating whether the obligations of such Developer
Party or its successor and/or assign ui der this Agreement are current and in good standing and if
such is not the case, stating the partic lar manner in which such person's obligations under this
Agreement are not current and in good anding.
NOW, THEREFORE, the City an Developer Parties have caused this Agreement to be
duly executed.
{24483959;6}
[Signature blocks for ity and Developer Parties]
22
IN WITN SS hereof the parties have caused this Agreement to be duly entered into and
signed as of the d.te written above.
Witnesses:
39th St. (Del.) 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 be •re me this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited liai ility company, in its capacity as
manager of 39th St. (Del.) LLC, a Delaware limited liabilit}� company. He is personally known
to me or produced as iden ,ification.
My commission expires:
NOTARY PUBLIC, ate of Florida at -Large
Print Name:
{24483959;6} 23
IN WITNESS her'of the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witnesses:
40 District 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: 1 Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged be ore me this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited lia lity company, in its capacity as
manager of 40 District LLC. He is personally known to m or produced
as identification.
My commission expires:
{24483959;6)
NOTARY PUBLIC,\ tate of Florida at -Large
Print Name:
24
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 )
Ben Newton LLC
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
manager
By:
\Print Name:
1�itle:
The foregoing instrument was acknowledged before me this
, as of MIAM DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited liability compan in its capacity as
manager of Ben Newton LLC. He is personally known to me or produce
as identification.
2012, by
My commission expires:
{24483959;6}
day of
NOTARY PUBLIC, State of Floria at -Large
Print Name:
25
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
Cumberland Acquisitions, LLC
a Delaware limited liability company
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
manager
By:
Print Name:
Title:
The foregoing instrument was acknowledged before me tl\is day of ,
2012, by , as of M tMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware Limited liability com any, in its capacity as
manager of Cumberland Acquisitions, LLC. He is personally know to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of PIorida at -Large
Print Name:
{24,183959;6} 26
IN WITNESS hereof the jlarties have caused this Agreement to be duly entered into and
signed as of the date written abov.
Dacra Design 4141 LLC
a Delaware limited liability company, by
DACRA 4141 MANAGING MEMBER,
INC., a Florida corporation, its managing
member.
By:
Print Name:
Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged before me this day of
2012, 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:
{24483959;6}
NOTARY PUBLIC, State of Florida at -Large
Print Name:
27
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written ai6ove.
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
Dacra Design Associates (Del.) 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 was acknowledged before me tl4's
2012, by , as of MI
ASSOCIATES MANAGER LLC, a Delaware limited liability com
manager of Dacra Design Associates (Del.) LLC, who is personally k
produced as identification.
instrument
My commission expires:
{ 24483959;6 }
day of
MI DESIGN DISTRICT
ny, in its capacity as
own to me or who
NOTARY PUBLIC, State of Florh1a at -Large
Print Name:
28
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 )
Dacra Design Moore (Del.) 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 this \ day of
2012, by , as of MIAMI\ ESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limited liability company, in its capacity as
manager of Dacra Design Moore (Del.) LLC, who is personally known to e or who produced
as identification.
My commission expires:
{24483959;6}
NOTARY PUBLIC, State of Florida at Large
Print Name:
29
IN WITNESS hereof the partiesliave 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 )
FCAA, 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 this day of
2012, by , as of ' IAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limited liability c mpany, in its capacity as
manager of FCAA, LLC. He is personally known to me or produ pd
as identification.
My commission expires:
{24483959;6}
NOTARY PUBLIC, State o Florida at -Large
Print Name:
30
IN WITNESS hereof the parties hake 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:
Tile:
The foregoing instrument was acknowledged before me thi day of
2012, by , as of MI MI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limited liability com , any, in its capacity as
manager of Half Circle Property (Del.) LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of 1 orida at -Large
Print Name:
{24483959;6} 31
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 bef•re me this day of
2012, by , as of MDDA SWEET BIRD
MANAGER LLC, a Delaware limited liability company, ii\ its capacity as manager of Lovely
Rita Acquisitions, LLC. Ike is personally known to me or p educed
as identification.
My commission expires:
{24483959;6}
NOTARY PUBLIC, State of Florida at -Large
Print Name:
32
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
\ McCrory Design Associates (Del.) LLC
Delaware limited liability company
Witnesses:
Pri ,t Name:
Print Name: Title.
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged before me this
2012, by , as of McCrory
(Del.) LLC, who is personally known to me or who produced
as identification.
My commission expires:
{24483959;6}
day of
esign Associates
NOTARY PUBLIC, State of Florid at -Large
Print Name:
33
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
McCrory Design Buick (Del.) LLC
a Delaware limited liability company
Witnesses:
By:
Print Name:
Print Name: l Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged before m this day of ,
2012, by , as of eCrory Design Buick (Del.)
LLC, who is personally known to me or who produced as
identification.
My commission expires:
NOTARY PUBLIC, Sta e of Florida at -Large
Print Name:
{24483959;6} 34
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 )
MDDA Garage LLC
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
manager
Pr nt Name:
Title:
The foregoing instrument was acknowledged before me this \ day of
2012, by , as of MIAM DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limited liability compa y, in its capacity as
manager of MDDA Garage LLC. He is personally known to me or prod ced
as identification.
My commission expires:
NOTARY PUBLIC, State of Floida at -Large
Print Name:
{24483959;6} 35
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
\ MID -I Lee, LLC
a Delaware limited liability company, by
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
` MIAMI DESIGN DISTRICT
1 ASSOCIATES MANAGER, LLC, a
t Delaware limited liability company, its
manager
PrF t Name:
Title`
The foregoing instrument was acknowledged before me thi
2012, by , as . of MI
ASSOCIATES MANAGER, LLC, a Delaware limited liability co
manager of MID -I Lee, LLC. He is personally known to me or pro
as identification.
My commission expires:
{24483959;6}
day of
MI DESIGN DISTRICT
any, in its capacity as
used
NOTARY PUBLIC, State
Print Name:
36
f Florida at -Large
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 )
Monte Carlo Associates (Del.) LLC
a Delaw
MIAM
ASSO
Delawa
are limited liability company, by
DESIGN DISTRICT
IATES MANAGER, LLC, a
e limited liability company, its
manager
By:
Print N; me:
Title:
The foregoing instrument was acknowledged before i
2012, by , as
ASSOCIATES MANAGER LLC, a Delaware limited liabili
manager of Monte Carlo Associates (Del.) LLC. He is perso
as identification.
My commission expires:
{24483959;6}
e this day of
f MIAMI DESIGN DISTRICT
company, in its capacity as
ally known to me or produced
NOTARY PUBL C, State of Florida at -Large
Print Name:
37
1N WITNESS hereof the parties have caused this Agreement to be duly executed and
signed as of the date written above.
Witness:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
Moonlight Mile Acquisitions, L C, a
Delaware limited liability compa y, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability com any, its
manager
By:
Print Name:
Title:
The foregoing instrument was acknowledged befor- me this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited li. ility company, in its capacity as
manager of Moonlight Mile Acquisitions, LLC. He is personally known to me or produced
as identification.
My commission expires:
{24483959;6}
TARY PUBLIC, State of Florida at -large
Print Name:
38
IN WITNESS hereof the parties have caused this Agreement to be duly entered intci and
signed as of the date written above.
Mosaic (Del.) LLC
a Delaware limited liability, c inpany, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability/company, its
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
manager
By:
Print Name:
Title:
The foregoing instrument was ack owledged before me this day of ,
2012, by , a of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Invited liability company, in its capacity as manager of
Mosaic (Del.) LLC. He is personally 1 iown to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24483959;6} 39
IN WITNESS hereof the parties have caused this Agreement to be duly entered intq%and
signed as of the date written above.
Norwegian Wood AcquisitionsLLC
a Delaware limited liability company, by
MDDA SWEET BIRD MANAGER, LLC, a
Delaware limited liabilitylompany, its
manager /
Witnesses:
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
The foregoing instrument wa acknowledged before me this day of
2012, by , as of MDDA SWEET BIRD
MANAGER LLC, a Delaware linyited liability company, in its capacity as manager of
Norwegian Wood Acquisitions„L/LC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24483959;6} 40
IN WITNESS hereof the parties have caused this Agreement to be duly entered into a2
signed as of the date written above. f
Oak Plaza Associates (Del.) LLC f
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability conipany, 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 this day of ,
2012, by / as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a/Delaware limited liability company, it its capacity as
manager of Oak Plaza Associates Mel.) LLC. He is personally known to me or produced
�as identification.
My commission expires: /
i
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24483959;6} 41
t
IN WITNESS hereof the parties have caused this Agreement to be duly entere/into and
signed as of the date written above.
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
Rocky Raccoon Acquisitions (Del.) LLC
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
manager
By:
Print Nam :
Title:
The foregoing instrument w,s acknowledged before me this day of
2012, by / , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LL t , a Delaware limited liability company, in its capacity as
manager of Rocky Raccoon Ac< uisitions (Del.) LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24483959;6} 42
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and signed
as of the date written above.
Sweet Virginia Acquisitions 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 acknowledied before me this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware imited liability company, in its capacity as
manager of Sweet Virginia Acquisitions LLC. He is personally known to me or produced
as identification.
My commission expires:
{24483959;6}
NOTARY PUBLIC, State of Florida at -Large
Print Name:
43
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Flagler Holding Group, Inc.
a Florida for -profit corporation
Witnesses:
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged b: fore me this day of
2012, by , as
of Flagler Holding Group, Inc., who
is personally known to me or who produced as identification.
My commission expires:
{24483959;6}
NOTARY PUBLIC, State of Florida at -Large
Print Name:
44
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:
TE OF FLORIDA
COUNTY OF MIAMI-DADE )
CITY OF MIAMI, a municipal corporation
located within the State of Florida
By:
Johnny Martinez
City Manager
The foregoing instrument was acknowledged beforme this day of
2012, by Johnny Martinez, in his capacity as City Mana_yr, on behalf of the municipal
corporation, who is personally known to me or who produced
identification.
My commission expires:
as
NOTARY PUBLIC, State of Florida at -Large
{24483959;6} 45
Exhibit "A"
Legal Descriptions of the Prope
47
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #8: Buick
SUBJECT PROPERTY STREET ADDRESS(ES): 3841 NE 2ND Avenue (Folio No. 01-3219-011-0100)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #9: Tuttle South
SUBJECT PROPERTY STREET ADDRESS(ES): 3725 Biscayne Boulevard (Folio No. 01-3219-045-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION:
The North 68.32 feet of Lot 2, and all of Lot 3, of SECOND
AMENDED PLAT OF MAGNOLIA PARK, accordrng to the
Plat thereof, as recorded in Plat Book 5, at Page 25, of the
Public Records of Miami -Dade County, Flot3ida, together with
that certain twelve -foot strip of land l ng adjacent to and
immediately East of the above-dsscribed property, said
twelve -foot strip having for its Eastirly boundary the Florida
East Coast Railroad right-of-way.
Tract A of VIA TUT/TLE SUBDIVISION, according to the
plat thereof, as reco pfled in Plat Book 163, at Page 59, of the
Public Records of Miami -Dade County, Florida.
a/k/a - Tuttle South — 3725 Biscayne Blvd.
formerly des,ribed as:
Lot 32, }ass that part in Biscayne Boulevard, and Lots 33
through/36, less the West 6 feet thereof, MAGNOLIA PARK,
2ND J MENDED PLAT THEREOF, according to the Plat
the/of, as recorded in Plat Book 5, at Page 25, of the Public
Records of Miami -Dade County, Florida;
AND
Lots 33, 35 and 37, of BUENA VISTA BISCAYNE
BADGER CLUB SUBDIVISION, according to the Plat
thereof, as recorded in Plat Book 1, at Page 115, of the Public
Records of Miami -Dade County, Florida;
AND
The North 34.88 feet of Lot 31 of BUENA VISTA
BISCAYNE BADGER CLUB SUBDIVISION, according to
the Plat thereof, as recorded in Plat Book 1, at Page 115, of the
Public Records of Miami -Dade County, Florida;
AND
The East one foot of the West 6 feet of Lot 36, MAGNOLIA
PARK, 2m) AMENDED PLAT THEREOF, according to the
{24375324;3
Note: All Map # referencesrelate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Plat thereof, as recorded in Plat Book 5, at Page 25, of the
Public Records of Miami -Dade County, Florida.
Map #10: Tuttle North
SUBJECT PROPERTY STREET ADDRESS(ES): 299 NE 386 Street (Folio No. 01-3219-011-033
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #11: Norwegian Wood*
Lots 37, 38 and 39, SECOND AME>I1IED PLAT OF
MAGNOLIA PARK, less right of way ofi Iscayne Boulevard,
according to the plat thereof, as recoigled in Plat Book 5, at
Page 25, of the Public Records16f Miami -Dade County,
Florida.
/
SUBJECT PROPERTY STREET ADDRESS(ES): 92 NE 40TH Street (Fo c No. 01-3124-027-0270)
SUBJECT PROPERTY LEGAL DESCRIPTION: LOTS 1, 2 AND, IN BLOCK 3, OF AMENDED PLAT OF
COMMERCI4.L BILTMORE, ACCORDING TO THE PLAT
THEREOF, AS RECORDED IN PLAT BOOK 6, AT PAGE
132, OF /THE PUBLIC RECORDS OF MIAMI-DADE
COUNTY/ FLORIDA.
Map #12: Casa/Lady Jane* /
SUBJECT PROPERTY STREET ADDRESS(ES): 99 NE 39 EI Street (Folio No. 01-3124-029-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION: /` Lots 1 and 2 , Block 1 of BILTMORE COURT, according to
the Plat thereof, as recorded in Plat Book 7, Page 37, of the
Public Records of Miami -Dade County, Florida.
{24375324;3 }
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Map #13: Cumberland/JBL
SUBJECT PROPERTY STREET ADDRESS(ES):
Exhibit "A"
100 NE 401" Street (Folio No. 01-3124-028-0160)
108 NE 40" Street (Folio No, 01-3124-030-0200)
101 NE 39th Street (Folio No, 01-3124-030-0890)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 1:
Lots 21, 22 and 23, of SECOND SECTION COMMERCIAL
BILTMORE, according to the plat thereof, as recorded in Plat
Book 12, at Page 44, of the Public Records of Miami -Dade
County, Florida.
Parcel 2:
f
f
Lot "A", of BILTMORR` COURT, according to the Plst
thereof, as recorded in Plat Book 7, at Page 37 of the Public
Records of Miami-DadCounty, Florida.
Parcel 3:
Unnumbered Lot f3 x 100 feet East of Moore Parkway and
West of J.W. W Mace Tract, COMMERCIAL BILTMORE,
according to th Plat thereof, as recorded in Plat Book 6, at
Page 132, of the Public Records of Miami -Dade County,
Florida.
Parcel 4:
Lot 12,��ss the East 3 feet thereof, and Lot 13, in Block 1, of
MAGI LIA COURT, according to the Plat thereof, as
recor d in Plat Book 6, at Page 105, of the Public Records of
Mia , i-Dade County, Florida, less that part of said Lot 13
desQfibed as follows:
B,6ginning at the Southwesterly corner of Lot 13, Block 1, of
AGNOLIA COURT, according to the Plat thereof, as
recorded in Plat Book 6, at Page 105, of the Public Records of
Miami -Dade County, Florida; thence run Eastwardly along the
Southerly line of said Lot 13, a distance of Twelve (12) feet to
a point of curve; thence run Westwardly and Northwestwardly
along the arc of a tangential curve to the right, having a radius
of Twenty -Five (25) feet and a central angle of 28°41'07" for
a distance of 12.52 feet to a point on the Westerly line of said
Lot 13; thence run Southwardly along the Westerly line of
said Lot 13 a distance of 3.07 feet to the Point of Beginning.
{24375324,3}
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Lot 11, Block 2, of MAGNOLIA COURT, according to the
Plat thereof, as recorded in Plat Book 6, at Page 105, of the
Public Records of Miami -Dade County, Florida.
Together with easement over East 0.12 feet of Lot 1'2, Block
2, of MAGNOLIA COURT, according to the Plat, thereof, as
recorded in Plat Book 6, at Page 015, of Public Record of
Miami -Dade County, Florida, created by Quick Claim Deed
granting Perpetual Easement, filed September 3, 1985, in
Official Records Book 12624, at Page 676.
Map #14: Hale Daniel
SUBJECT PROPERTY STREET ADDRESS(ES): 119 NE 39th Street (Folio No. 01-3124-030-0080)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #15: Oak Plaza Collins
Lot 11 and the East 3 feet of Lot 12, in Block 1 of
MAGNOLIA COURT, according to the Plat thereof as
recorded in Plat Book 6, Page(s)' 105, of the Public Records of
Miami -Dade County, Florida,
SUBJECT PROPERTY STREET ADDRESS(ES): 139 NE 39th Street (Folio' No. 01-3124-030-0060)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #16: Oak Plaza Loggia
Lots 9 and the Westerly 12 feet of Lot 8, in Block 1, of
MAGNOLIA COURT, according to the plat thereof, as
recorded in Plat:Book 6, at Page 105, of the Public Records of
Miami -Dade Gbunty, Florida.
Also known as:
Lot 9 arpd the West 12 feet of Lot 8, in Block 1, MAGNOLIA
COU1 yf, according to the plat thereof, as recorded in Plat
Boo/6, at Page 105, of the Public Records of Miami -Dade
Co 'My, Florida.
SUBJECT" PROPERTY STREET ADDRESS(ES): ,I 163 NE 39th Street (Folio No. 01-3124-030-0050)
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3 }
Lots 6, 7, and 8 (minus the Westerly 12 feet of Lot 8), in
Block 1, of MAGNOLIA COURT, according to the plat
thereof, as recorded in Plat Book 6, at Page 105, of the Public
Records of Miami -Dade County, Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #1: La Verne
SUBJECT PROPERTY STREET ADDRESS(ES): 90 NE 39th St (Folio No. 01-3124-029-0130)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #2: Elecktra
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;31
Lots 1, 2 and 3, Block 2, of BILTMORE COURT, according
to the Plat thereof, as recorded in Plat Book 7, at Page 37, of
the Public Records of Miami -Dade County, Florida.
3801 NE I$` Avenue (Folio No. 01-3124-033-0120 & 01-
3124-033-0100)
100 NE 39th Street (Folio No. 01-3124-030-0210)
105 NE 38th Street (Foli.d No. 01-3124-033-0110)
Lots 21 and 22, LESS the West 13 feet of Lot 22, Block 1, of
COMMERCIAL B,CIENA VISTA, according to the Plat
thereof, as record.d in Plat Book 14, at Page 56, of the Public
Records of Mi ii-Dade County, Florida.
Parcel 12B: /,
Lot 'B" / of BILTMORE COURT, according to the Plat
thereofas recorded in Plat Book 7, at Page 37, of the Public
Records of Miami -Dade County, Florida.
Pay el 12C:
All of Lots 15, 16, 17, 18, 19, 20 and 23, Block 1., of
COMMERCIAL BUENA VISTA, according to the Plat
thereof, as recorded in Plat Book 14, at Page 56, of the Public
Records of Miami -Dade County, Florida.
Parcel 12D:
Lots 12 and 13, Block 2, of MAGNOLIA COURT, according
to the Plat thereof, as recorded in Plat Book 6, at Page 105, of
the Public Records of Miami -Dade County, Florida.
Parcel 12E:
The West 13 feet of Lot 22, Block 1, of COMMERCIAL
BUENA VISTA, according to the Plat thereof as recorded in
Plat Book 14, Page(s) 56, of the Public Records of Miami -
Dade County, Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miaml Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #3: Rothman
SUBJECT PROPERTY STREET ADDRESS(ES): 108 NE 39`1' Street (Folio No. 01-3124-030-0200)
SUBJECT PROPERTY LEGAL DESCRIPTION: Lot 11, Block 2, of MAGNOLIA COURT, acdording to the
Plat thereof, as recorded in Plat Book 6, at Page 105, of the
Public Records of Miami -Dade County, Florida.
Together with an easement over the Easy 0.12 feet of Lot 12,
Block 2, of MAGNOLIA COURT, according to the Plat
thereof, as recorded in Plat Book 6, at/Page 105, of the Public
Records of Miami -Dade County,% lorida, created by Quit
Claim Deed Creating Perpetual Easement, filed September 3,
1985, in Official Records Book 12624, at Page 676.
Map #4: Palm Lot
SUBJECT PROPERTY STREET ADDRESS(ES): 140 NE 39th St (Folio . 01-3124-030-0170)
SUBJECT PROPERTY LEGAL DESCRIPTION:
The West 50 feet of Lot 1, and Lots 7 to 14, both inclusive,
and Lots 24 to 3both inclusive, Block 1, COMMERCIAL
BUENA VISTA according to the Plat thereof, as recorded in
Plat Book 14,//'at Page 56, of the Public Records of Miami -
Dade County;'Florida.
Also knowfi as:
The ,st 75 feet of Lot 1, less the East 25 feet thereof', and
Lots 7 to 14, both inclusive, and Lots 24 to 31, both inclusive,
Blo9k 1, COMMERCIAL BUENA VISTA, according to the
Pl.( thereof, as recorded in Plat Book 14, at Page 56, of the
Public Records of Miami -Dade County, Florida.
Parcel 1013:
Lots 8 and 9, Block 2, of MAGNOLIA COURT, according to
the plat thereof, as recorded in Plat Book 6, at Page 105, of the
Public Records of Miami -Dade County, Florida.
{ 24375324;3 }
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #5: Booth
SUBJECT PROPERTY STREET ADDRESS(ES): 3821 NE 15t Court (Folio No. 01-3124-033-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel IA:
The East 100 feet of Lot 1, all of Lots 2 through 5, Block 1,
COMMERCIAL BUENAVISTA, according to the Plat
thereof, as recorded in Plat Book 14, at Pa0 56, of the Public
Records of Miami -Dade Cfounty, Florida.
Less: That portion thereof beginninggat the Northeast corner
of Lot 1, Block 1, thence go West 'feet, thence South 9.30
feet, thence East 0.82 feet, thence/South 61.44 feet, thence
East 3.8 feet to the East line, thce North 70.9 feet, to the
Point of Beginning,
{24375324;3}
Note: All Map # references relate to Pg. A1,4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #6: Booth
SUBJECT PROPERTY,STREET ADDRESS(ES): 3821 NE 1 S` Court (Folio No. 01-3124-033-0130)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 1B:
Lots 33 through 36, inclusive, Block 1, COMMERCIAL
BUENA VISTA, according to the Plat thereof,- as recorded in
Plat Book 14, at Page 56, of the Public Records of Miami -
Dade County, Florida.
And
That portion of land thereof beginnjng 146.40 feet West of the
Southeast corner of Lot 8, NEWTON SUBDIVISION,
according to the Plat thereof, a§ recorded in Plat Book 3, at
Page 126, of the Public records of Miami -Dade County,
Florida, thence run North 10.00 feet; thence West 46,50 feet;
thence South 137.00 feet/'thence East 46.50 feet to the Point
of Beginning.
Less and Except:
A portion of NEWTON SUBDIVISION, according to the Plat
thereof, as recofded in Plat Book 3, at Page 126, of the Public
Records of Miami -Dade County, Florida, and being more
particularly described as follows:
Begin 't the Southeast corner of Lot 36, Block 1,
COM ERCIAL BUENA VISTA, according to the Plat
there- f, as recorded in Plat Book 14, at Page 56, of said Public
Req rds of Miami -Dade County, Florida; thence South
82646'20" East along the Easterly projection of the South line
f said Block 1, said line also being the North right-of-way
line of N.E. 38th Street as shown on said plat of
COMMERCIAL BUENA VISTA for 46.50 feet to a point
being 146.40 feet West of the East line of said NEWTON
SUBDIVISION and as measured along a line parallel with the
centerline of said N.E. 38th Street as shown on said plat of
COMMERCIAL BUENA VISTA; thence South 00°00'35"
West for 25.00 feet to said centerline of N.E. 38th Street;
thence North 89°46'20" West along said centerline of N.E.
38th Street for 46.50 feet to a point on the West line of said
NEWTON SUBDIVISION; thence North 00°00'18" East
along said West line of NEWTON SUBDIVISION for 25.00
feet to the Point of Beginning.
{24375324;3}
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #7: Buena Vista
SUBJECT PROPERTY STREET ADDRESS(ES): 180 NE 39' Street (Folio No. 01-3124-030-0100)
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3}
Lots 1 to 6, inclusive, and the East 25 feet of Lot 7, in Bl26k 2
of MAGNOLIA COURT, according to the Plat thereof, as
recorded in Plat Book 6, at Page 105, of the Public Rec16rds of
Miami- Dade County, Florida. i
Beginning at the Southwest corner of Lot 3, in B'fock 2, of
MAGNOLIA COURT; thence run North along t West ends
of Lots 3, 2 and 1 of said Block 2, to the North est corner of
Lot 1, of said Block 2; thence run West 9 feet the Northeast
comer of Lot 4, Block 2, of MAGNOLIA C(JRT; thence run
South along the East side of Lot 4, Block r , to the Southeast
comer of Lot 4 of said Block 2; thence 5,1.1n East 9 feet to the
Point of Beginning, being all that certain unnumbered Lot, 9
feet wide by 93.45 feet deep, lying dyectly West of Lots 1, 2
and 3, of Block 2, MAGNOLIA COURT, and directly East of
Lot 4, of said Block 2, accord)'ng to the Plat thereof, as
recorded in Plat Book 6, at Page/105, of the Public Records of
Miami -Dade County, Florida. /
Lots 1, 2, 3 and 4, of NEWTON'S SUBDIVISION, according
to the plat thereof, as rec/Fded in Plat Book 3, at Page 126, of
the Public Records of,Miami-Dade County, Florida, less the
East 20 feet thereof.
Begin at the No>thwest corner of Lot 1, of NEWTON'S
SUBDIVISION according to the Plat thereof, as recorded in
Plat Book 3, p. Page 126, of the Public Records of Miami -
Dade Count < Florida; thence West 92.9 feet; thence South
70.9 feet; pence East 46.5 feet; thence South 112.00 feet;
thence East 46.4 feet; thence run North 182.9 feet to the point
of beginning.
Begin at the Northeast corner of Lot I, Block 1,
COivIMERCIAL BUENA VISTA SUBDIVISION, a
su - division recorded in Plat Book 14, at Page 56, of the Public
ecords of Miami -Dade County, Florida, and run West 5.00
bet; thence run South 9.3 feet; thence run East 0.82 feet;
thence run South 61.44 feet; thence run East 3,8 feet to the
East line of Lot 2 of said subdivision; thence North 70,9 feet
to the point of beginning.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #8: Buick
SUBJECT PROPERTY STREET ADDRESS(ES): 3841 NE 2' Avenue (Folio No. 01-3219-011-0100)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #9: Tuttle South
The North 68,32 feet of Lot 2, and all of Lot 3, of SECOND
AMENDED PLAT OF MAGNOLIA PARK, according to the
Plat thereof, as recorded in Plat Book 5, at Page 25, of the
Public Records of Miami -Dade County, Florida, together with
that certain twelve -foot strip of land lying/adjacent to and
immediately East of the above-describd property, said
twelve -foot strip having for its Easterly boundary the Florida
East Coast Railroad right-of-way.
SUBJECT PROPERTY STREET ADDRESS(ES): 3725 Biscayne Boulevard (Folio NO. 01-3219-045-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Tract A of VIA TUTTLE SUBDIVISION, according to the
plat thereof, as recorded in/lat Book 163, at Page 59, of the
Public Records of Miami -Dade County, Florida.
a/k/a - Tuttle South — 3 2,5 Biscayne Blvd.
formerly described
Lot 32, less ttht' part in Biscayne Boulevard, and Lots 33
through 36, Ies the West 6 feet thereof, MAGNOLIA PARK,
2ND AMEND D PLAT THEREOF, according to the Plat
thereof, asJecorded in Plat Book 5, at Page 25, of the Public
Records of Miami -Dade County, Florida;
AND
L•fs 33, 35 and 37, of BUENA VISTA BISCAYNE
ADGER CLUB SUBDIVISION, according to the Plat
thereof, as recorded in Plat Book 1, at Page 115, of the Public
Records of Miami -Dade County, Florida;
AND
The North 34.88 feet of Lot 31 of BUENA VISTA
BISCAYNE BADGER CLUB SUBDIVISION, according to
the Plat thereof, as recorded in Plat Book 1, at Page 115, of the
Public Records of Miami -Dade County, Florida;
AND
The East one foot of the West 6 feet of Lot 36, MAGNOLIA
PARK, 2ND AMENDED PLAT THEREOF, according to the
{24375324;3}
Note: All Map # references relate to Pg. A1,4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Plat thereof, as recorded in Plat Book 5, at Page 25, Of the
Public Records of Miami -Dade County, Florida.
Map #10: Tuttle North
SUBJECT PROPERTY STREET ADDRESS(ES): 299 NE 38th Street (Folio No. 01-3219-011-0330')
SUBJECT PROPERTY LEGAL DESCRIPTION: Lots 37, 38 and 39, SECOND AMEDED PLAT OF
MAGNOLIA PARK, less right of way oBiscayne Boulevard,
according to the plat thereof, as recoifled in Plat Book 5, at
Page 25, of the Public Records of Miami -Dade County,
Florida.
Map #11: Norwegian Wood*
SUBJECT PROPERTY STREET ADDRESS(ES): 92 NE 40' Street (Folio No/01-3124-027-0270)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #12: Casa/Lady Jane*
LOTS 1, 2 AND 3, IN LOCK 3, OF AMENDED PLAT OF
COMMERCIAL BILTMORE, ACCORDING TO THE PLAT
THEREOF, AS RECORDED IN PLAT BOOK 6, AT PAGE
132, OF THE I j1 IBLIC RECORDS OF MIAMI-DADE
COUNTY, FLORIDA.
SUBJECT PROPERTY STREET ADDRESS(ES): 99 NE 3T`' Street (Folio No. 01-3124-029-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3}
Lot 1 and 2 , Block 1 of BILTMORE COURT, according to
th Plat thereof, as recorded in Plat Book 7, Page 37, of the
blic Records of Miami -Dade County, Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #13: Cumberland/JBL
SUBJECT PROPERTY STREET ADDRESS(ES): 100 NE 40TH Street (Folio No. 01-3124-028-0160)
108 NE 40T" Street (Folio No. 01-3124-030-0200)
101 NE 39th Street (Folio No. 01-3124-030-0890)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 1:
Lots 21, 22 and 23, of SECOND SECTION COMMERCIAL
BILTMORE, according to the plat thereof, as recorded in Plat
Book 12, at Page 44, of the Public Recoj'ds of Miami -Dade
County, Florida. i
Parcel 2: /
/i
Lot "A", of BILTMORE COU//RT, according to the Plst
thereof, as recorded in Plat Boplc 7, at Page 37 of the Public
Records of Miami -Dade County, Florida.
Parcel 3:
Unnumbered Lot 13 ,K00 feet East of Moore Parkway and
West of J.W. Wa116e Tract, COMMERCIAL BILTMORE,
according to the Plat thereof, as recorded in Plat Book 6, at
Page 132, of t 6 Public Records of Miami -Dade County,
Florida.
Parcel 4:
Lot 1 , less the East 3 feet thereof, and Lot 13, in Block 1, of
MA NOLIA COURT, according to the Plat thereof, as
reporded in Plat Book 6, at Page 105, of the Public Records of
tami-Dade County, Florida, less that part of said Lot 13
described as follows:
Beginning at the Southwesterly corner of Lot 13, Block 1, of
MAGNOLIA COURT, according to the Plat thereof, as
recorded in Plat Book 6, at Page 105, of the Public Records of
Miami -Dade County, Florida; thence run Eastwardly along the
Southerly line of said Lot 13, a distance of Twelve (12) feet to
a point of curve; thence run Westwardly and Northwestwardly
along the arc of a tangential curve to the right, having a radius
of Twenty -Five (25) feet and a central angle of 28°41'07" for
a distance of 12.52 feet to a point on the Westerly line of said
Lot 13; thence run Southwardly along the Westerly line of
said Lot 13 a distance of 3.07 feet to the Point of Beginning.
{24375324;3}
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Lot 11, Block 2, of MAGNOLIA COURT, according to the
Plat thereof, as recorded in Plat Book 6, at Page 105, of the
Public Records of Miami -Dade County, Florida.
Together with easement over East 0.12 feet of Lot 12, Block
2, of MAGNOLIA COURT, according to the Plat thereof, as/
recorded in Plat Book 6, at Page 015, of Public Record of
Miami -Dade County, Florida, created by Quick Claim Deed
granting Perpetual Easement, filed September 3, 1985, in
Official Records Book 12624, at Page 676.
Map #14: Hale Daniel
SUBJECT PROPERTY STREET ADDRESS(ES): 119 NE 39th Street (Folio No. 01-3124-030-0.0`80)
SUBJECT PROPERTY LEGAL DESCRIPTION: Lot 11 and the East 3 feet of Lot/ 12, in Block 1 of
MAGNOLIA COURT, according to the Plat thereof as
recorded in Plat Book 6, Page(s) 105',of the Public Records of
Miami -Dade County, Florida.
Map #15: Oak Plaza Collins r/
SUBJECT PROPERTY STREET ADDRESS(ES): 139 NE 39`h Street (Fo)io No. 01-3124-030-0060)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #16: Oak Plaza Loggia
Lots 9 and the 'esterly 12 feet of Lot 8, in Block 1, of
MAGNOLIA gj URT, according to the plat thereof, as
recorded in Pia( Book 6, at Page 105, of the Public Records of
Miami-Dad/ounty, Florida.
Also kncv vn as:
Lot 9/and the West 12 feet of Lot 8, in Block 1, MAGNOLIA
C�j RT, according to the plat thereof, as recorded in Plat
9bok 6, at Page 105, of the Public Records of Miami -Dade
County, Florida.
SUBJECT PROPERTY STREET ADDRESS(( ): 163 NE 39th Street (Folio No. 01-3124-030-0050)
fi10
SUBJECT PROPERTY LEGAL DESCR9 N: Lots 6, 7, and 8 (minus the Westerly 12 feet of Lot 8), in
Block 1, of MAGNOLIA COURT, according to the plat
thereof, as recorded in Plat Book 6, at Page 105, of the Public
Records of Miami -Dade County, Florida.
{24375324;3 }
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #17: Oak Plaza KVA
SUBJECT PROPERTY STREET ADDRESS(ES): 150 NE 40th Street (Folio No. 01-3124-028-0080)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #18: Oak Plaza Twery
The West 20 feet of Lot 12, and all of Lot 13, of
COMMERCIAL BILTMORE, SECOND SECTION,
according to the plat thereof, as recorded in Plat Book 12, at
Page 44, of the Public Records of Miami -Dade County,
Florida.
Also known as:
The West 20 feet of Lot 12, and all of Lot 13, of SECOND
SECTION, COMMERCIAL BILTMORE 1924, according to
the plat thereof, as recorded in Plat Book 12, at Page 44, of the
Public Records of Miami -Dade County, Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 160 NE 40th Street (Folio No. 01=3124-028-0060)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #19: Thomas Maier
Lots 10, 11 and the East feet of Lot 12, of SECOND
SECTION, COMMERCIAL BILTMORE 1924, according to
the plat thereof, as recorded In Plat Book 12, at Page 44, of the
Public Records of Miat 1-Dade County, Florida
f
SUBJECT PROPERTY STREET ADDRESS(ES): 1.70 NE 40th Street (Folio No. 01-3124-028-0040)
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3 }
Lots 7 ap'd 8, of COMMERCIAL BILTMORE SECOND
SECTIO/N, according to the Plat thereof, as recorded in Plat
Book,1'2, at Page 44, of the Public Records of Miami -Dade
Cou y, Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #20: Melin
SUBJECT PROPERTY STREET ADDRESS(ES): 3930 NE 2NDAvenue (Folio No. 01-3124-028-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 3:
Lots 1 through 6 inclusive, of SECOND SECTION,
COMMERCIAL BILTMORE 1924, according to the plat
thereof, as recorded in Plat Book 12, at Page 44, of the Public
Records of Miami -Dade County, Florida, and Lots 1 through
4, inclusive, Block 1, and unnumbered Lot East of Lot 4,
Block 1, of MAGNOLIA COURT, according to the plat
thereof, as recorded in Plat Book 6, at Page 105, of the Public
Records of Miami -Dade County, Florida.
LESS
Those portions of Lots 1, 2 and 3, Block 1, MAGNOLIA
COURT, according to the plat thereof, as recorded in Plat
Book 6, at Page 105, of the Publip' Records of Miami -Dade
County, Florida, being more particularly described as follows:
The East 10 feet of Lots 1, 2 and 3, and the external area of a
circular curve, contained wijllin said Lot 3, concave to the
Northwest having a radius ,df' 25 feet and tangents which are
25 feet North of and parallel with the centerline of N.E. 39th
Street and 35 feet WesVof and parallel with the centerline of
N.E. 2"d Avenue; /
r AND LESS /
Those portio9/of Lots 1, 2 and 3, SECOND SECTION,
COMMERCIAL BILTMORE 1924, according to the plat
thereof, ass/ecorded in Plat Book 12, at Page 44, of the Public
Records j of Miami -Dade County, Florida, being more
particularly described as follows:
Thp'East 2 feet of Lots 1, 2 and 3, and the external area of a
c,i .cular curve, contained within said Lot 3, concave to the
Southwest having a radius of 25 feet and tangents which are
33 feet South of and parallel with the centerline of N.E. 40th
Street and 35 feet West of and parallel with the centerline of
N.E. 2"d Avenue.
{24375324;3}
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
Map #21:
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Newton
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Exhibit "A"
201 NE 39th Street (Folio No. 01-3129-012-0010)
Lots 1 and 2 and the 10.00 foot easterly adjacent alley, PLAT
SHOWING RESUBDIVISION OF LOTS 4, 5, 6 & 7 OF:%
SECOND AMENDED PLAT OF MAGNOLIA PARK,
according to the Plat thereof, as recorded in Plat Book 4,( at
Page 150, of the Public Records of Miami -Dade Cotinty,
Florida.
Map #22, #28, #29, #30, #31, #32, #33, & 34: Asi-Casa*
SUBJECT PROPERTY STREET ADDRESS(ES): 60 NE 41ST Street (Folio No.
56 NE 41St Street (Folio No.
42 NE 41st Street (Folio No.
34 NE 41st Street (Folio No.
90 NE 41st Street (Folio No.
84 NE 41st Street (Folio No.
80 NE 41st Street (Folio No
81 NE 40th Street (Folio No.
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3}
Parcel 1:
01-3124-024-1390)
01-3124-024-1400)
01-3124-024-1410)
01-3124-024-1420)
01-3124-024-1360)
01-3124-024-1370)
. 01-3124-024-1380)
01A 124-027-0130)
Lots 4, 5, 6, 7 and 8, Block 9, of BILTMORE, according to
Plat thereof, as record in Plat Book 6, at Page 67, of the
Public Records of Mi'ami-Dade County, Florida.
Parcel 2: fl
1
Lots 1, 2, aiyi 3, Block 9, of BILTMORE, according to the
Plat thereofas recorded in Plat Book 6, at Page 67, of the
Public Records of Miami -Dade County, Florida.
Parce123:
Lop5, 6, and 7, Block 2, of COMMERCIAL BILTMORE
grAMENDED, according to the Plat thereof, as recorded in Plat
ook 6, at Page 67, on the Public Records of Miami -Dade
County, Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #23: Suttin*
SUBJECT PROPERTY STREET ADDRESS(ES): 95 NE 40' Street (Folio No. 01-3124-027-0120)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #24: Rosen
Lots 1, 2, 3 and 4 of Block 2, of Commercial Biltmore/
Amended, according to the Plat thereof, as recorded in Plat
Book 6, at page 132, of the Public Records of Miami-D4de
County, Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 151 NE 40th Street (Folio No. 01-3124-027-0060)/
SUBJECT PROPERTY LEGAL DESCRIPTION: Lots 13 and 14, Block 1 of AMENDED PLAT OF
COMMERCIAL BILTMORE, according/to the Plat thereof,
as recorded in Plat Book 6, at Page 132,f6f the Public Records
of Miami -Dade County, Florida. //
Map #25: Mosaic/Chatham
SUBJECT PROPERTY STREET ADDRESS(ES):
/
155 NE 40th Street (Folio No. 91-3124-027-0040)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 3A:
Lots 8, 9, 10, 11 and 12/j,(Block 1, of AMENDED PLAT OF
COMMERCIAL BIL`MORE, according to the plat thereof,
as recorded in Plat Bp- ok 6, at Page 132, of the Public Records
of Miami Dade County, Florida,
{24375324;3 }
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Map #26, #27, #35, #41, & #42:
Exhibit "A"
Moore — Garden Lounge / Moore Building / Moore 140 /
Moore 77 / Moore 115
SUBJECT PROPERTY STREET ADDRESS(ES): 175 NE 40TH Street (GL) (Folio No. 01-3124-025-0020)
4040 NE 2nd Avenue (Folio No. 01-3124-027-0020)
140 NE 41St Street (lot) (Folio No. 01-3124-024-1500)
77 NE 41St Street (lot) (Folio No. 01-3124-024-1340)
115 NE 41st Street (lot) (Folio No. 01-3124-024-1150)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 9A:
Lots 3, 5, 6 and 7, of AMENDED PLAT OF A,PORTION OF
BLOCK 10 OF BILTMORE SUBDIVISION AND A
PORTION OF BLOCK 1 OF THE AMENDED PLAT OF
COMMERCIAL BILTMORE SUBDIVISION, according to
the Plat thereof,as recorded in Plat Book.4/5, at Page 55, of the
Public Records of Miami -Dade County/horida.
Parcel 9B:
Lots 1, 2 and 8, in Block 10, of BILTMORE, according to the
Plat thereof, as recorded in P,ldt Book 6, at Page 67, of the
Public Records of Miami-Dal'e County, Florida.
Parcel 9C:
Lots 2, 3 and 4, in lock 1, of AMENDED PLAT OF
COMMERCIAL BILTMORE 1921, according to the Plat
thereof, as recorde in Plat Book 6, at Page 132, of the Public
Records of Miam' ade County, Florida.
Parcel 9D:
Lots 3 and 9, in Block 7, of BILTMORE, according to the Plat
thereof, a /recorded in Plat Book 6, at Page 67, of the Public
Records, f Miami -Dade County, Florida.
Parcelf9E:
Lo�22 and the East 'A of Lot 21, in Block 8, of BILTMORE,
act ording to the Plat thereof, as recorded in Plat Book 6, at
age 67, of the Public Records of Miami -Dade County,
Florida.
{24375324;3}
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Map #36: Mosaic (Lot)
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #37: Rosen Lot
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #38: Palmer Building
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3}
Exhibit "A"
144 NE 41st Street (Folio No. 01-3124-024-1490)
Parcel 3B:
Lot 7, in Block 10, of BILTMORE SUBDIVISION, according
to the plat thereof, as recorded in Plat Book 6, at Page 67, of
the Public Records of Miami -Dade County, Florida.
150 NE 41st Street (lot)
Lot 6, in Block 10, of BILTMORE SUBDIVISION,'according
to the Plat thereof, as recorded in Plat Book 6, at Page 67, of
the Public Records of Miami -Dade County, Flo;'ida.
158 NE 41st Street (Folio No. 01-312 7024-1470)
Lot 5 and the West 20 feet of Lqt 4, Block 10, BILTMORE
SUBDIVISION, according to the Plat thereof, as recorded in
Plat Book 6, at Page 67, of e Public Records, Miami -Dade
County, Florida, Excepting t , erefrom the following part of the
West 20 feet of Lot 4: Begin at the Southwest corner of said
Lot 4, Block 10, of the aforesaid BILTMORE
SUBDIVISION; thenc ast along the South line of said Lot 4
for a distance of 20 et; thence North parallel with the West
line of said Lot 4f6r a distance of 20 feet to a point; thence
Southwesterly alg g a tangent circular curve having a radius
of 20 feet thro gh a central angle of 90 degrees for an arc
distance of 31 2 feet to the Point of Beginning.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
Map #43: Scarlet Begonia
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #39 & #40: Asi-Melaleuca
SUBJECT PROPERTY STREET ADDRESS(ES): 53 NE 41ST Street (Folio No. 01-3124-024-1320)
61 NE 41st Street (Folio No, 01-3124-024-1330) SUBJECT PROPERTY LEGAL DESCRIPTION: Lots 19, 20 and West '/2 of Lot 21, Block 8, off�tL
3ILTMORE,
according to the Plat thereof, as recorded iniPlat Book 6, at
Page 67, of the Public Records of MiaSrii-Dade County,
Florida.
/
i
SUBJECT PROPERTY STREET ADDRESS(ES): 135 NE 41ST Street (Folio No. 01-3,1'24-024-1160)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #44: FCAA
Lot 5, Block 7, of BILTMORSUBDIVISION, according to
the Plat thereof, as recorded in Plat Book 6, at Page 67, of the
Public Records of Miami-D de County, Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 150 NE 42nd Street/Folio No. 01-3124-024-1550)
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3}
The West 325 'et of that certain tract of land in the city of
Miami bounde9, on the North by N.E. 42nd Street, on the South
by N.E. 41' freet, on the East by N.E. Second Avenue and on
the West -y the East lines of Lots 5 and 6, Block 7,
BILTMO , a subdivision shown by plat of record in Miami -
Dade Cq nty, in Plat Book 6, at Page 67.
Also 'nown as:
A .ortion of the West 325 feet of that certain Lot of Land, 432
eet East and West and 204.6 feet North and South, lying
directly East of and adjoining Lots 5 and 6, Block 7, 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, of said Plat shown as Z.T. MERRITT
HOME, said Lot lying in the Southeast corner of the NE 1/4 of
the SEV4 of section 24-53-41.
Note: All Map # references relate to Pg. A1,4 and A1,5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book,
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Map #45: 4100/Lee*
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #46: 4141
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3}
Exhibit "A"
4100 NE 2ND Avenue (Folio No. 01-3124-024-1560)
4200 NE 2"d Avenue (lot) (Folio No. 01-3124-024-0930)
Parcel 4A:
The East 107 feet of that certain tract of land 432 feet vast and
West by 204.6 feet North and South, lying directly East of and
adjoining Lots 5 and 6, in Block 7, of BILTMORE,; according
to the Plat thereof, as recorded in Plat Book 6, a,t(Page 67, of
the Public Records of Miami -Dade County, F1oi;i'da.
Together with nonexclusive easement of ingress, egress,
parking and construction and maintenance of a pedestrian
bridge as set forth in that Reciprocal `ridge Easement and
Parking Agreement, dated July 20, 198$, and recorded August
1, 1988, in Official Records Book 13769, at Page 2966, of the
Public Records of Miami -Dade Cou$ty, Florida.
Parcel 4B:
Lot 1, less the East 5 feet tereof, Block 6, of BILTMORE,
according to the Plat there- f, as recorded in Plat Book 6, at
Page 67, of the Public Records of Miami -Dade County,
Florida.
4141 NE 2N° A/enue (Folio No. 01-3219-009-0010)
Tract A an tTract 1, REVISED PLAT OF TRACT "A" AND
BLOCKS , 2, 3, 8, 9, 10, 11 AND 12 OF BRENTWOOD,
accordi to the plat thereof, as recorded in Plat Book 44,
Page 6 of the Public Records of Miami -Dade County, Florida,
form rly known as Tract "A" and Lots 1, 2, 3, 4 and 5, Block
1, o BRENTWOOD, according to the plat thereof as recorded
in lat Book 40, Page 66, of the Public Records of Miami -
ade County, Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
Map #51:
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Map #47: 4200*
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #48: Flagler
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #49: 4240
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #50: City Garage*
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTIO i
Sebastien*.
SUBJECT PROPERTY STREET A}'iDRESS(ES):
SUBJECT PROPERTY LEGAVDESCRIPTION:
i
{24375324;3}
Exhibit "A"
4200 NE 2nd Avenue (lot) (Folio No. 01-3124-024-0930
Parcel 4B:
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.
4218 NE 2ND Avenue (Folio No/01-3124-024-0940)
Lot 2, 3 and 24, Block 6, B'ILTMORE, according to the Plat
thereof, as recorded in PI f Book 6, at Page 67, of the Public
Records of Miami-Dade/County, Florida.
4240 NE 2" Avenue (Folio No. 01-3124-024-0950)
Lot 4, les the East 5 feet thereof, in Block 6, BILTMORE,
accordin to the Plat thereof, as recorded in Plat Book 6, at
Page 6/7, of the Public Records of Miami -Dade County,
Florid5.
3800 NE 1S` Avenue (Folio No. 01-3124-033-0240)
COMM BUENA VISTA PB 14-56 LOTS 2 THRU 14 BLK 2
LOT SIZE 31521 SQ FT OR 21215-1039 0403 3.
35 NE 38TN Street (Folio No. 01-3124-033-0370)
Lots 15, 16, 17, and 18 Block 2, COMMERCIAL Buena
Vista, according to the Plat thereof, as recorded in Plat Book
14 at page 56, of the Public Records of Miami -Dade County,
Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
Exhibit "B"
Miami Design District Retail Street SAP Regulating Plan and Design Concept Book
{24483959;6} 47
Exhibit "C"
Retail Developer Party
Retail Developer Party Entities:
40 District LLC
Cumberland Acquisitions LLC
Dacra Design Associates (Del.) LLC
Dacra Design Moore (Del.) LLC
FCAA, LLC
McCrory Design Associates (Del.) LLC
Moonlight Mile Acquisitions, LLC
Mosaic (Del.) LLC
MID -I Lee, LLC
Oak Plaza Associates (Del.) LLC
{24483959;6) 48
Exhibit "D"
ASSIGNEE OR ADDITIONAL PARTY TO DEVELOPMENT
AGREEMENT JOINDER FORM AND ACKNOWLEDGEMENT
OF JOINDER
This ASSIGNEE OR ADDITIONAL PARTY TO DEVELOPMENT
AGREEMENT JOINDER FORM ("Joinder Form") is executed this day of
, 20 by the undersigned entity.
RECITALS
WHEREAS, the City has entered into a Development Agreement d,ted
20 and recorded in the public records of Miami -Dade County, Book , Page
("Development Agreement") with certain Developer Parties as c) fined therein; and
WHEREAS, the Development Agreement secures certain be - efits and obligations for
the mutual benefit of the City and the Developer Parties, as set orth in the Development
Agreement; and
WHEREAS, the Development Agreement allows joinder/of additional parties, when
such additional party own any Property Interest in the Miami/ esign District as defined in the
prior Zoning Ordinance 11000, more particularly SD-8 de bribed in "Exhibit attached
hereto; and
WHEREAS, the Development Agreement regi res that such additional party execute
this joinder form in order to become a party to the Devel'opment Agreement; and
WHEREAS, the undersigned desires to enjo11the benefits conferred upon the Developer
Parties under the Development Agreement, and in/consideration for such benefits agrees to be
bound by the obligations imposed therein upon the Developer Parties; and
NOW THEREFORE, in consideratio of the benefits conferred upon any Developer by
the aforementioned Development Agreemen , and certifying that the above recitals are true and
correct, and incorporating such recitals her ln, the undersigned does hereby execute this Joinder
Form and becomes a Developer Party pursiant to the Development Agreement.
I
The undersigned shall assume all of the benefits, and be bound, comply with, and
perform all of the obligations, as set orth in the Development Agreement and as applicable to
the Property Interest which the undersigned owns upon the adoption of a Zoning Atlas
amendment to Miami 21 designatin4 the Miami Design District Retail Street Special Area Plan.
The undersigned shall be obligated/to the City for the benefit of the City, and the City shall have
all rights and remedies set forth/in the Development Agreement to enforce the terms of the
Development Agreement against the undersigned, to the extent applicable to the Property
Interest owned by the undersigned.
{24483959;6} 49
SIGNATURE PAGES TO FOLLOW
The undersigned also hereby represents that it has full power and authority to ekecute this
Joinder Form, and certifies to City that none of its owners or officers, nor a0 immediate family
member of any of such owners or officers, is also a member of any board/commission, or
agency of the City. /
WITNESSES: [COMPANY/CORPOYtATION NAME]
By:
Print Name: Print Name.
Title:
Print Name:
STATE OF FLORIDA ) /
) SS:
The foregoing instrument was acknowledged before me this
2012, by / , the
company / corporation, on behalf of ghat company, in its capacity as
, a Florida limited liability company, on behalf
person is (check one) [ ' ] personally known to me or [
,as identification.
COUNTY OF MIAMI-DADE
day of
, a Florida limited liability
of
of that company; such
] has produced
NOTARY PUBLIC, State of Florida
Print Name:
Commission No.:
My Commission Expires:
{24483959;6} 50
The City hereby acknowledges and consents to the joinder of the above sig ory as a
Developer Party to the Development Agreement.
WITNESSES: CITY OF MIAMI, a m�ncipal corporation located
within the State of Florida
By:
Print Name: Johnny M �Etinez
City Mager
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument w :; acknowledged before me this day of
2012, by Johnny Martinez, in his opacity as City Manager, on behalf of that municipal
corporation; such person is (chec one) [ ] personally known to me or [ ] has produced
as identification.
NOTARY PUBLIC, State of Florida
Print Name:
Commission No.:
My Commission Expires:
{24483959;6) 51
Exhibit "E"
Letter of su i s ort from Buena Vista East Historic Nei • hborhood sSociation dated
November of 2011
{24483959;6}
52
November 22", 2011
Rich Bairn n
President
Buena Vista East. Historic Neighborhood Association
RE: Understanding between Dacra and thetha BVIHNA
Dear Rich,
We appreciate the time you and other members of your board iave tken to meet with us about the
development plans for the Design District,
Based upon those meetings, we have made some design 'anges to the plan with your guidance, and
those are outlined below. With the incorporation of th -e changes, the Associations have agreed to
support our development plan as it goes through .the AP and other entitlement hearing processes.
Modifications to our plans shall included the fano g;
1, Dacra agrees that there will not be a age entrance, nor any dumpster storage anywhere
along the NE 42nd St, facade of our de ,elopnient.
2. The BVEHNA is not opposed to a de artrnerfl store entrance on the NE 42" St. facade, and
Dacra will use its best efforts to w rk with the future tenant to have an entrance from the
department store out to NE 4244
3. Dacra will increase the setback f the NE 42 St. facade from 5 ft. to 10 ft. at the 1 floor„ and
will set back the 2" floor a fur r 5 ft.
4. This set back area will Includ . a landscape wall. We will remove water features from this wall
and instead include stagger d planters as one element of the design,
5, At the request of BVEHNA Dacra will eliminate the park it was proposing and instead will work
with BVEHNA to design t e south side of the NE 42" St, right-of-way (sidewalks and swale) to
include a more iritinSiV landscaping planand polential meandering sidewalk layout.
6. DACRA will exceed an required tree mitigation as part of our development plan, with possible
relocation of trees to he BVEHNA.
7, DACRA will advocatiland assist BVEHNA with beautification efforts on N, iVlianti Avenue up to
546 St.
8. DACRA is suppottl e of the efforts of BVEHNA to have one way streets and partial closures
throughouttheT iderrtial neighborhood,
Sincerely,
Acknowledged,
,h Raimann, President
BVEHNA
DEVELOPMENT AGREEMENT BETWEEN CITY OF
MIAMI, FLORIDA AND FLAGLER HOLDING GROUP,
INC., MONTE CARLO ASSOCIATES (DEL.) LLC,
MOONLIGHT MILE ACQUISITIONS, LLC, MCCRORY
DESIGN ASSOCIATES (DEL.) LLC, 39TH STREET (DEL.)
LLC, HALF -CIRCLE PROPERTY (DEL.) LLC,
NORWEGIAN WOOD ACQUISITIONS, LLC,
CUMBERLAND ACQUISITIONS LLC, OAK PLAZA
ASSOCIATES (DEL.) LLC, DACRA DESIGN ASSOCIATES
(DEL.) LLC, BEN NEWTOWN, LLC, SWEET VIRGINIA
ACQUISITIONS, LLC, LOVELY RITA ACQUISITIONS,
LLC, 40 DISTRICT LLC, MOSAIC (DEL.) LLC, DACRA
DESIGN MOORE (DEL.) LLC, FCAA, LLC, MID -I LEE,
LLC, DACRA DESIGN 4141 LLC, MDDA GARAGE, LLC,
ROCKY RACCOON ACQUISITIONS (DEL.) LLC,
REGARDING APPROVAL OF THE MIAMI DESIGN
DISTRICT RETAIL STREET SPECIAL AREA PLAN AND
RELATED DEVELOPMENT.
THIS AGREEMENT is entered this day of , 2012, by and between,
Flagler Holding Group, Inc., a Florida profit corporation, Monte Carlo Associates (Del.) LLC,
Moonlight Mile Acquisitions, LLC (as successor by merger to Electra Design (Del.) LLC,
Rothman Design LLC, Dacra Design Miami (Del.) LLC, and Miami Avenue (Del.) LLC,
McCrory Design Associates (Del.) LLC, 39t1i Street (Del.) LLC, Half -Circle Property (Del.)
LLC, Norwegian Wood Acquisitions, LLC (and as successor by merger to Lady Jane
Acquisitions, LLC), Cumberland Acquisitions, LLC (and as successor by merger to Hale Daniel
Design, LLC), Oak Plaza Associates (Del.) LLC, Dacra Design Associates (Del.) LLC, Ben
Newton, LLC, Sweet Virginia Acquisitions, LLC, 40 District, LLC, Mosaic (Del.) LLC (and as
successor by merger to Palmer Design (Del.) LLC), Dacra Design Moore (Del.) LLC, FCAA,
LLC (and as successor by merger to Scarlet Begonia Holdings, LLC), MID -I Lee, LLC, Dacra
Design 4141 LLC, MDDA Garage, LLC, and Rocky Raccoon Acquisitions (Del.) LLC,
Delaware limited liability companies (each, individually, "Developer Party," and collectively, the
"Developer Parties"), and the CITY OF MIAMI, FLORIDA, a municipal corporation and a
political subdivision of the State of Florida ("City") (Developer and the City together referred to
as the "Parties").
WITNESSETH:
WHEREAS, the Miami Design District (the "District") spans portions of twelve (12) city
blocks containing all the properties generally bounded on the east by Biscayne Boulevard; south
by NE 36th Street; west by North Miami Avenue; and north by NE 40th Street or properties
generally located within the area boundaries of the Miami Design District area ("SD-8") as
designated under Ordinance 11000; and serviced by three (3) Miami -Dade Transit routes; and
WHEREAS, the District has recently become an internationally recognized center for
furniture design and a burgeoning home for the arts, high fashion, restaurants, and a center for
creative employment; and
{24643761;2} 1
WHEREAS, the emerging status of the District is consistent with the City's vision to
develop a world class destination for the arts, fashion, and design, and, as such, the City wishes
to encourage redevelopment within the District; and
WHEREAS, a subset of the Developer Parties wish to redevelop some of the SAP
Properties as a mixed -use, pedestrian oriented, urban retail street anchored by high -end fashion
brands heretofore unavailable within the City (the "Retail Street Project"); and
WHEREAS, the City and Developer Parties wish for development of the SAP Properties
to proceed in a manner which is consistent with the Miami Comprehensive Neighborhood Plan
("Comprehensive Plan") and the land development regulations; and
WHEREAS, the properties within the SAP Area carry Future Land Use Map
designations of Duplex Residential, Medium Density Restricted Commercial, Restricted
Commercial, and General Commercial in the Comprehensive Plan; and
WHEREAS, the City and Developer Parties wish to amend the Future Land Use Map
designations within the Comprehensive Plan for selected properties within the Retail Street
Project from Duplex Residential and Medium Density Multifamily Residential to Medium
Density Restricted Commercial in order to facilitate redevelopment within the District; and
WHEREAS, a process exists within the Miami 21 Zoning Code ("Miami 21") which
allows parcels of more than nine (9) abutting acres to be master planned to allow greater
integration of public improvements and infrastructure, and greater flexibility so as to result in
higher or specialized quality building and streetscape design; and
WHEREAS, the result of this master planning process is known as a "Special Area Plan"
("SAP"); and
WHEREAS, the Developer Parties hold fee simple title to approximately 19.08 acres of
property within the District; and
WHEREAS, the lots which comprise the Miami Design District Retail Street Special
Area Plan properties are those identified on page A1.4 and A1.5 of the Miami Design District
Retail Street Special Area Plan Design Concept Book (hereinafter, the "SAP Property", "SAP
Properties", or "SAP Area") (sketch and legal descriptions of which are attached as Exhibit
"A"); and
WHEREAS, Sec. 3.91 f. of Miami 21 requires development within an SAP to occur
pursuant to a Development Agreement between the property owner(s) and the City; and
WHEREAS, the City and Developer Parties wish to rezone some of the SAP Properties
from T3-L, T3-O, T4-L, T4-O, T5-O, T6-12 L to Miami Design District Retail Street SAP, with
modifications to the underlying Transect designations to T4-O, T5-O, T6-8-O, and T6-12-0 in
order to facilitate redevelopment within the SAP Area and effectuate the Retail Street Project;
and
{24643761;2} 2
WHEREAS, this Development Agreement ("Agreement") satisfies the requirement set
forth in Sec. 3.9 of Miami 21 ; and
WHEREAS, the City and Developer Parties wish for development within the District to
proceed substantially in accordance with the Miami Design District Retail Street SAP Regulating
Plan and Design Concept Book attached as Exhibit "B" ("Regulating Plan and Design Concept
Book "); and
WHEREAS, the lack of certainty in the approval of development can result in a waste of
economic and land resources, discourage sound capital improvement planning and financing,
escalate the cost of housing and development, and discourage commitment to comprehensive
planning; and
WHEREAS, assurance to Developer Parties that they may proceed in accordance with
existing laws and policies, subject to the conditions of a development agreement, strengthens the
public pluming process, encourages sound capital improvement planning and financing, assists
in assuring there are adequate capital facilities for the development, encourages private
participation in comprehensive planning, and reduces the economic costs of development; and
WHEREAS, the City Commission pursuant to Ordinance No. 12- , adopted
July 26, 2012 has authorized the City Manager to execute this Agreement upon the terms and
conditions as set forth below, and the Developer Parties have been duly authorized to execute
this Agreement upon the terms and conditions set forth below.
NOW THEREFORE, in consideration of the mutual covenants and agreements
hereinafter contained, the parties mutually agree and bind themselves as set forth herein:
Section 1. Consideration. The Parties hereby agree that the consideration and obligations
recited and provided for under this Agreement constitute substantial benefits to both parties and
thus adequate consideration for this Agreement.
Section 2. Rules, of Legal Construction.
For all purposes of the Agreement, unless otherwise expressly provided:
(a) A defined term has the meaning assigned to it;
(b) Words in the singular include the plural, and words in plural include the singular;
(c) A pronoun in one gender includes and applies to other genders as well;
(d) The terms "hereunder", "herein", "hereof, "hereto" and such similar terms shall
refer to the instant Agreement in its entirety and not to individual sections or
articles;
(e) The Parties hereto agree that this Agreement shall not be more strictly construed
against either the City or Developer, as all parties are drafters of this Agreement;
and
{24643761;2} 3
(f)
The recitals are true and correct and are incorporated into and made a part of this
Agreement. The attached exhibits shall be deemed adopted and incorporated into
the Agreement; provided however, that this Agreement shall be deemed to control
in the event of a conflict between the attachments and this Agreement.
Section 3. Definitions. Capitalized terms which are not specifically defined herein shall
have the meaning given in Miami 21.
"Agreement" means this Agreement between the City and Developer.
"City" means the City of Miami, a municipal corporation and a political
subdivision of the State of Florida, and all departments, agencies and
instrumentalities subject to the jurisdiction thereof.
"Comprehensive Plan" means the comprehensive plan known as the Miami
Comprehensive Neighborhood Plan, adopted by the City pursuant to Chapter 163,
Florida Statutes (2011), meeting the requirements of Section 163.3177, Florida
Statutes (2011), Section 163.3178, Florida Statutes (2011) and Section
163.3221(2), Florida Statutes (2011), which is in effect as of the Effective Date.
"County" means Miami -Dade County, a political subdivision of the State of
Florida.
"Developer Party" means an individual property owner who is a signatory to
this Agreement.
"Developer Parties" means the property owners who are signatories to this
Agreement.
"Development" means the carrying out of any building activity, the making of
any material change in the use or appearance of any structure or land, or the
dividing of land into three or more parcels and such other activities described in
Section 163.3221(4), Florida Statutes (2011).
"Effective Date" is the date of recordation of the executed, original version of
this Agreement.
"Existing Zoning" is (a) Miami 21 Code, April 2012, specifically including the
Miami Design District Retail Street SAP Regulating Plan and Design Concept
Book, and related modifications to the Transect designations of lots within the
SAP Area, and (b) the provisions of the Charter and City of Miami Code of
Ordinances ("Code") which regulate development, specifically including Chapters
10, 13, 22, 22.5, 23, 36, 54, 55 and 62 of the Code, as amended, through the
Effective Date, which together comprise the effective land development
regulations governing development of the SAP Area as of the Effective Date.
"Land" means the earth, water, and air, above, below, or on the surface and
includes any improvements or structures customarily regarded as land.
{24643761;2} 4
"Laws" means all ordinances, resolutions, regulations, comprehensive plans, land
development regulations, and rules adopted by a local government affecting the
development of land.
"Public Facilities" means major capital improvements, including, but not limited
to, transportation, sanitary sewer, solid waste, drainage, potable water,
educational, parks and recreational, streets, parking and health systems and
facilities.
"Retail Developer Party" consists of the parties identified in Exhibit "C", who
are signatories to the Agreement and will be undertaking the development of the
Retail Street Project.
"Retail Street Project" means that proposed development within the Design
District SAP slated to occur on properties within the SAP area and denoted as
properties 2, 3, 4, 5, 6, 7, 13, 14, 15, 16, 17, 18, 19, 20, 24, 25, 26, 27, 35, 36, 37,
38, 42, 43, 44, and 45 on sheet A1.5 of the Miami Design District Retail Street
Special Area Plan Design Concept -Book.
Section 4. Purpose. The purpose of this Agreement is for the City to authorize Developer
Parties to redevelop the SAP Properties pursuant to the Miami Design District Retail Street SAP.
This Agreement will establish, as of the Effective Date, the land development regulations which
will govern the development of the SAP Properties, thereby providing the Parties with additional
certainty during the development process. This Agreement satisfies the requirements of Section
3.9.1.f., Miami 21.
Section 5. Intent. Developer Parties and the City intend for this Agreement to be construed
and implemented so as to effectuate the purpose of the Miami Design District Retail Street SAP,
this Development Agreement, the Comprehensive Plan, Existing Zoning, and the Florida Local
Government Development Agreement Act, s. 163.3220 - 163.3243, Florida Statutes (2011).
Section 6. Applicability. This Agreement only applies to the SAP Properties identified in
Exhibit "A."
Section 7. Term of Agreement, Effective Date and Binding Effect. This Agreement shall
have a term of thirty (30) years from the Effective Date and shall be recorded in the public
records of Miami -Dade County and filed with the City Clerk. The term of this Agreement may
be extended by mutual consent of the Parties subject to a public hearing, pursuant to s. 163.3225,
Florida Statutes (2011). This Agreement shall become effective on the Effective Date and shall
constitute a covenant running with the land that shall be binding upon, and inure to, the benefit
of the parties, their successors, assigns, heirs, legal representatives, and personal representatives.
Section 8. Permitted Development Uses and Building Intensities.
(a) Miami Design District Retail Street SAP Designation. The City has designated
certain properties as the Miami Design District Retail Street SAP on the official
zoning Atlas of the City, pursuant to the applicable procedures in Miami 21, The
Regulating Plan and Design Concept Book are attached as Exhibit "B". In
{24643761;2} 5
approving the Miami Design District Retail Street SAP, the City has determined
that the uses, intensities and densities of development permitted thereunder are
consistent with the Comprehensive Plan and the Existing Zoning.
(b) Density, Intensity, Uses and Building Heights.
(1) As of the Effective Date and pursuant to the Miami Design District Retail
Street SAP, the density and intensity proposed for the SAP shall be
consistent with the densities and intensities permitted by the Existing
Zoning.
(2) The non-residential development permitted on the SAP Properties
includes, but is not limited to, the following uses: office, hotel, retail,
entertainment, educational, and any other uses permitted by the Existing
Zoning.
(3)
Nothing herein shall prohibit the Developer Parties from requesting a
change of zoning, pursuant to Article 7 of Miami 21, to increase the
density or intensity of development permitted by the underlying Transect
designation of that certain property forming part of the Miami Design
District Retail Street SAP by amending the SAP and this Agreement.
(4) In the event the City should amend its Comprehensive Plan to permit the
transfer of densities within a specified area so as to permit densities in
excess of the density limits set forth in a particular Future Land Use Map
category, nothing herein shall prohibit the Developer Parties from
requesting such density transfers within the Miami Design District Retail
Street SAP.
(c) Environmental. The City finds that the proposed development will confer a
significant net improvement upon the publicly accessible tree canopy in the area.
The City and Developer Parties agree that Developer Parties will comply with the
intent and requirements of Chapter 17 of the City Code, subject to the
modification set forth herein, by performing tree replacement within the SAP
Area where possible.
(1) Off -site replacement trees. Notwithstanding the requirements of Sec. 17-
6.(e) of the City Code, where replacement within the SAP Area is not
possible, Developer Party may enter into an agreement with the City to
perform tree replacement on public property in the following order of
priority: (i) within the District; (ii) within a one (1) mile radius of the
District; or (iii) within any City park. - Particular emphasis shall be paid
to replacement along gateway corridors within and surrounding the
District, specifically N. Miami Avenue, N.E. 2nd Avenue, NE 36th Street,
NE 1st Avenue, and Biscayne Boulevard. The City further agrees to
facilitate the permitting and planting of replacement trees on all publicly
owned property within the area and within City parks. Each Developer
{24643761;2} 6
Party undertaking tree replacement off -site for any parcel of land within
the SAP Area shall agree to water, trim, root, prune, brace, or undertake
any other necessary maintenance as may be required by the Public Works
Department for a period of not greater than thirty (30) days after
installation. Each Developer Party further agrees to warrant each off -site
replacement tree for a period of one (1) year after the date of installation.
(2) SAP Area tree installation, maintenance and guarantee. For all trees
placed within the SAP Area, each Developer Party shall install any needed
irrigation and corresponding water meters to support the growth of trees
located within the right-of-way. Each Developer Party undertaking tree
replacement for any parcel of land shall agree to water, trim, root, prune,
brace, or undertake any other necessary maintenance as may be required
for trees located within the SAP Area. Each Developer Party further
agrees to warrant each SAP Area tree for a period of one (1) year after
installation.
(3)
Tree replacement chart. The tree replacement chart below, shall be used
to determine whether a Developer Party has satisfied the tree replacement
requirements for any particular parcel of land as set forth in Sec. 17-6.(a)
of the City Code. The chart below shall replace and supersede Chart
17.6.1.1. in the City Code.
Tree Replacement Chart
Total diameter of tree(s) to be removed
(sum of inches at DBH)
Total inches of replacement DBH
required (12' minimum tree height)
2"- 3"
2"
4"- 6"
4"
7"- 12"
8"
13"- 18"
12"
19"- 24"
16"
25"- 30"
20"
31"- 36"
24"
37"- 42"
28"
43"- 48"
32"
49"- 60"
40"
To determine whether the replacement requirements have been satisfied,
calculate the total sum in inches of the diameter of the trees removed. The
size of the replacement trees diameter at breast height (DBH) must equal
the total inches of replacement DBH set forth in the above chart.
Diameter measurement shall be rounded up to the nearest inch. If the sum
of the diameter of trees to be removed exceeds a total of 60 inches, the
additional inches shall be added cumulatively from the top of the chart,
{246437612 } 7
down to the bottom of the chart, to calculate the number of DBH for
replacement trees.
(4) Tree species. The chart set forth below shall replace and supersede Chart
17.6.2.1. in the City Code. All other requirements set forth in Sec. 17-
6.(b) of the City Code shall apply within the SAP Area.
Required total DBH for replacement
trees
Required minimum number of species
22"-
40"
2
41"-
100"
4
101" or greater
6
(5)
Tree installation. A Developer Party shall install trees opportunistically
within the public right-of-way, subject to approval by the Department of
Public Works.
Section 9. Connectivity and Activity within Public Right -of -Way.
(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. 41st 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 and reducing off -site
impacts.
The Retail Developer Party 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 connectivity below
N.E. 41st Street serves a public purpose, and further agrees to support the Retail
Developer Party's efforts to obtain any authorization to establish such proposed
below -grade connection.
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 the below -grade connection
beneath N.E. 41st Street and across the public right-of-way, the provisions of Sec.
54-186 shall not apply to the Miami Design District Retail Street SAP.
(b) Construction of encroachments within the Public Right -of -Way. The City
finds that the encroachments proposed by the Retail Developer Party do not
unduly restrict the use of the public right-of-way and are an essential element in
{24643761;2} 8
the construction of the vehicular underpass below the same rights -of -way. The
adoption of this Agreement shall serve to satisfy the requirements set forth in Sec.
55-14(b) of the City Code.
Notwithstanding the requirements of Sec. 55-14(c) of the City Code, the City
agrees to waive any and all claims to payment of a user fee in connection with the
construction of the aforementioned encroachments within the public rights -of -
way.
Further, this Agreement shall satisfy the requirements of Sec. 55-14(d) of the City
Code. In consideration for authorizing the construction of the aforementioned
encroachments, the Retail Developer Party further covenants to:
(1) Maintain the below -grade vehicular underpasses in accordance with the
Florida Building Code and the City Charter and Code.
(2) Provide an insurance policy, in an amount determined by the city's risk
manager, naming the City as an additional insured for public liability and
property damage. The insurance shall remain in effect for as long as the
encroachment(s) exist within the right-of-way. Should the Retail
Developer Party fail to continuously provide the insurance coverage, the
City shall have the right to secure similar insurance policy in its name and
place a special assessment lien against the owner's abutting private
property for the total cost of the premium.
(3)
The Retail Developer Party shall hold harmless and indemnify the City, its
officials and employees from any claims for damage or loss to property
and injury to persons of any nature whatsoever arising out of the use,
construction, maintenance or removal of the vehicular underpass and from
and against any claims which may arise out of the granting of permission
for the encroachment or any activity performed under the terms of this
Agreement.
Section 10. Public Facilities. As of the Effective Date, the Developer Parties have conducted
an extensive analysis of the Public Facilities available to serve the SAP Area and the Retail
Street Project. In the event that the Existing Zoning and/or the Comprehensive Plan require a
Developer Party or the Retail Developer Party to provide Public Facilities to address any
deficiencies in required levels of service occasioned by future development within the SAP Area
or as a result of the development of the Retail Street Project, such Developer Party or the Retail
Developer Party, as appropriate, shall provide such Public Facilities consistent with the timing
requirements of s. 163.3180(2)(a), (b) and (c), Florida Statutes (2011), or as otherwise required
by Chapter 13 of the City Code, if applicable. The Developer Parties shall be bound by the City
impact fees and assessments in existence as of the Effective Date of this Agreement.
Section 11. Project Approval.
(a) Future Development Review. Future development within the Miami Design
District Retail Street SAP shall proceed pursuant to the processes and in
{24643761;2} 9
accordance with the design set forth in the Regulating Plan and Design Concept
Book, attached as Exhibit "B". The criteria to be used in determining whether
future development shall be approved is consistency with the Comprehensive
Plan, this Agreement and the Miami Design District Retail Street SAP.
(b) Prohibition on Downzoning.
(1)
The Comprehensive Plan, the Existing Zoning, and this Agreement and
shall govern the development of the certain SAP Properties designated
part of the SAP and of the Retail Street Project for the duration of the
Agreement. The City's laws and policies adopted after the Effective Date
may be applied to the SAP only if the determinations required by s.
163.3233(2), Florida Statutes (2011) have been made after 30 days written
notice to the Developer and following a public hearing or as otherwise
provided herein.
(2) Pursuant to s. 163.3233(3), Florida Statutes (2011), this prohibition on
downzoning supplements, rather than supplants, any rights that may vest
to Developer Parties under Florida or Federal law. As a result, Developer
Parties may challenge any subsequently adopted changes to land
development regulations based on (a) common law principles including,
but not limited to, equitable estoppel and vested rights, or (b) statutory
rights which may accrue by virtue of Chapter 70, Florida Statutes (2011).
Section 12. Alcoholic Beverage Sales. -Upon approval of this Agreement, pursuant to Chapter
4 of the City Code, two (2) Retail Specialty Centers are hereby designated for properties within
the SAP Area. The Miami Design District Retail Street SAP Retail Specialty Center North
("Retail Specialty Center North") shall consist of all SAP Properties located north of the mid -line
of the right-of-way of NE 40t1i Street and the Miami Design District Retail Street SAP Retail
Specialty Center South ("Retail Specialty Center South") shall include properties located south
of the mid -line of the right-of-way of NE 40th Street.
The maximum number of establishments selling alcoholic beverages permitted within each
Retail Specialty Center shall not exceed five (5) establishments, inclusive of any such
establishments in existence as of the date of this Agreement, but exclusive of any bona fide,
licensed restaurants where the sale of alcoholic beverages is entirely incidental to and in
conjunction with the principal use of the sale of food (e.g. bona fide, licensed restaurants, with a
2-COP, 2-COP SRX, 4-COP, 4-COP SRX or an equivalent license). The number of approved
establishments may be increased by amendment to this Agreement.
Each establishment selling alcoholic beverages permitted within the Retail Specialty Center
North and the Retail Specialty Center South, exclusive of bona fide, licensed restaurants where
the sale of alcoholic beverages is incidental to the principal use of the sale of food, shall be
permitted pursuant to the requirements of the Miami Design District Street Regulating Plan,
attached hereto as part of Exhibit "B", and any applicable provision of Chapter 4 of the City
Code not in conflict with the provisions of this Agreement.
{24643761;2} 10
Each of the alcohol beverage establishments within both the Retail Street SAP Retail Specialty
Center North and Retail Specialty Center South permitted pursuant to this Section shall be
reserved for the benefit of the Retail Developer Party, unless otherwise modified by a separate
written agreement between the Developer Parties.
Section 13. Valet Parking. The Developer Parties intend to establish a uniform valet system
to service the SAP Properties and the District generally. Notwithstanding the limitations set
forth in Sec. 35-305, a maximum of two (2) valet permits may be issued for the operation of a
valet parking ramp on the same side of the block where the permit applicant is the operator of the
uniform valet system.
Section 14. Temporary/Special Events. 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: event banners, farmers' markets,
grand openings, holiday sales, outdoor sales, ground breakings, and neighborhood sales events.
For events which the Retail Developer Party anticipates to exceed (75%) seventy five percent of
the maximum permitted occupancy, inclusive of Open and Civic Space or (2,100) two thousand
one hundred guests, whichever is less, the Retail Developer Party, or its designee, shall submit
an application for review to the City Neighborhood Enhancement Team (NET) office servicing
the District no less than five (5) working days prior to the date of any such event. The City
agrees to complete its review within three (3) 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.
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 62-522, the above -stated activities shall
not require the issuance of a City permit.
Section 15. Public Benefits.
(a) Job Creation & Employment Opportunities. Generally, the Developer Parties
shall consult with local and/or state economic development entities regarding job
{ 24643761;2 } 11
training and job placement services for area city residents seeking employment
opportunities with potential employers which will locate or establish a business
within the SAP Area.
(1)
Construction Employment. The Developer Parties shall use best efforts to
work with the City in the following areas:
a. Job Sourcing. The Developer Parties shall require their general
contractor(s) to use best efforts to work with the City's Miami
Works Initiative to source job opportunities for both skilled and
unskilled laborers seeking employment opportunities within the
construction industry.
b. Community Business Enterprise (CBE) Participation. The
Developer Parties shall require their general contractor(s) to use best
efforts to assign a minimum of twenty percent (20%) of the
construction contract value to subcontractors whose firms are
certified by Miami -Dade County as CBEs.
c. Local Workforce Participation. The Developer Parties shall
require their general contractor(s) to use best efforts to employ a
minimum of twenty percent (20%) of on -site labor from persons
residing within the municipal boundaries of the City of Miami.
(2) Restaurant and Retail Employment. The Developer Parties anticipate that
a significant number of employment opportunities in the culinary and
retail sectors will be generated within the SAP Area. Developer Parties
shall use best efforts to work with Miami Dade College, through its
culinary and retail institutes, or with similar institutions or organizations,
in consultation with the City, to place qualified graduates of such
programs in employment opportunities within the SAP Area.
(3)
Hospitality Employment. The Developer Parties anticipate that a number
of job opportunities in the hospitality sector will be generated within he
SAP Area. The Developer Parties shall use best efforts to work with
Miami Dade College, through its hospitality institute, or with similar
institutions and organizations, in consultation with the City, to place
qualified graduates of the hospitality institute in employment opportunities
within the SAP Area. In addition, the Developer Parties shall use best
efforts to assist the City in identifying employment opportunities within
{24643761;2} 12
the hospitality sector outside the SAP Area and place qualified graduates
of the hospitality institute in positions.
(b) Park/Open Space Enhancements. As consideration for certain reductions to
standards set forth in the City's land development regulations, the Developer
Parties hereby agree to undertake the following improvements:
(1) Woodson Mini -Park: The City owns and operates an existing mini -park,
located at approximately 699 NE 36th Street (Folio No. 01-3219-000-
0010), consisting of a parcel of land approximately 6,811 sq. ft. in size and
any improvements thereon. In consultation with City Planning staff and
subject to their approval, and that of any other City department, the
Developer Parties hereby agree to design and construct the proposed
improvements (e.g. enhanced landscaping, lighting, fencing, and similar
improvements), etc., to the park at their sole cost and expense within three
(3) years of the Effective Date of this Agreement.
(2) Park/Open Space Acquisition: The Developer Parties shall use best efforts
to acquire a parcel of land of not less than 3,500 sq. ft. in size for
park/open space within the SAP Area, the District, or within the
immediate vicinity of the District to offset a deficiency of (20,114 sq. ft.)
twenty thousand square feet of required Open Space. Said parcel of land
shall be dedicated to the City as a public park/open space and improved by
the Developer Parties, which improvements shall be consistent with the
design treatment approved by the City for Woodson Mini -Park and
incorporate similar elements (e.g. enhanced landscaping, lighting, fencing,
and similar improvements), etc. The Developer Parties shall complete
such acquisition and improvements within three (3) years of the Effective
Date of this Agreement.
(3)
If such acquisition is not timely completed within period set forth above,
the Developer Parties shall be required to make a contribution to the City's
Public Parks and Open Space Trust Fund in an amount equal to the
required cash contribution contemplated under Sec. 3.14.4.b.3. of Miami
21 for not less than (20,114 sq. ft.) twenty thousand one hundred fourteen
square feet of Open Space. The amount of said contribution shall be
apportioned between each Developer Party in accordance with method set
forth in subparagraph (3) below.
Apportionment of the Cost of Enhancement & Acquisition. The
improvements and park acquisition referred to in (1) and (2) above are
called the "Park/Enhancement/Acquisition." The cost of the Park
Enhancement/Acquisition shall be borne by the Developer Parties. Unless
and to the extent that the Developer Parties otherwise agree by instrument
signed by the Developer Parties and recorded in the Public Records of
Miami -Dade County, Florida: (a) the Park Enhancement/Acquisition shall
be initiated by the Retail Developer; (b) each Developer Party shall pay to
{24643761;2} 13
(c)
the Retail Developer its share of such cost of the Park
Enhancement/Acquisition as costs are incurred; (c) Retail Developer shall
from time to time have the right to issue (and record at Retail Developer's
option), certificates indicating the status of any sums due to it for the Park
Enhancement/Acquisition. Any such sums not paid to the Retail
Developer within ten (10) days after such payment is due shall bear
interest at the rate of 18% per annum (but not more than the highest rate
permitted by law) and shall constitute a lien on the property within the
SAP that is owned by such Developer Party from whom such payment is
due.
Street Right -of -Way Improvements. In order to foster a uniform aesthetic, the
Developer Parties or Retail Developer Party, where appropriate, agree that any
right-of-way improvements to the northern half of NE 38t1i Street, all of NE 39th
Street, and the southern half of NE 42nd Street between NE 1st and 2nd Avenues, as
well as right-of-way improvements to NE 1st and 2"d Avenues between NE 38t1i
and 42" d Streets, shall include the entire length of the block, even when SAP
Properties only make-up a portion of the block. The Retail Developer Party shall,
at a minimum, improve the right-of-way immediately fronting SAP Properties
along NE 40t1i and 41st Streets. Developer Parties and Retail Developer Party
agree to construct and maintain, at their sole cost and expense, any non-standard
improvements to the rights -of -way as described above.
The Developer Parties further agree to support the City's best efforts to effectuate
the construction of improvements within portions of the right-of-way fronting
non -SAP Properties and which will serve to create a uniform or complementary
design aesthetic within the SAP Area, whether through the adoption of design
guidelines requiring right-of-way enhancements which complement the non-
standard improvements proposed by the Developer Parties, solicitation of an
appropriation from another governmental body to construct such improvements,
or other appropriate action. In the event the City's best efforts fail to procure
either funding for or construction of the desired right-of-way improvements
within three (3) years of the Effective Date of this Agreement, the Retail
Developer Party further agrees to design and construct the improvements within
the portions of right-of-way fronting on non -SAP Properties along NE 40t1i and
41st Streets.
(d) NE 42nd Street Landscaping Enhancements. As evidenced by the letter of
support dated November of 2011 from the Buena Vista East Historic
Neighborhood Association ("Association"), attached hereto as part of Exhibit "E".
the Retail Developer party shall work collaboratively with the Association on the
final design treatment for the north wall of the building slated for development on
north block within the SAP Area, the preliminary design treatment for which is
illustrated on pages A3.4 and A3.5 of the Design Concept Book, attached hereto
as part of Exhibit "B". The Retail Developer Party shall present the final design
treatment to the Planning Director for review and approval, following
{24643761;2} 14
consultation with the Association, which review shall be evaluated for
consistency with the standards set forth in Art. 4, Table 12.
Section 16. Local Development Permits.
(a) The development of the SAP Property in accordance with the Existing Zoning is
contemplated by Developer Parties. Redevelopment of the SAP Property may
require additional permits or approvals from the City, County, State, or Federal
government and any division thereof. Subject to required legal process and
approvals, the City shall make a good faith effort to take all reasonable steps to
cooperate with and facilitate all such approvals. Such approvals include, without
limitation, the following approvals and permits and any successor or analogous
approvals and permits:
(1) Subdivision plat and/or waiver of plat approvals;
(2) Covenant or Unity of Title acceptance or the release of existing unities or
covenants;
(3)
(4)
(5)
(6)
(7)
Building permits;
Certificates of use and/or occupancy;
Stormwater Permits;
Development of Regional Impact approval, modification or exemption;
and
Any other official action of the City, County, or any other government
agency having the effect of permitting development of the SAP Property.
(b) In the event that the City substantially modifies its land development regulations
regarding site plan approval procedures, authority to approve any site plan for a
project on the SAP Properties shall be vested solely in the City Manager, with the
recommendation of the Planning Director. Any such site plan shall be approved if
it meets the requirements and criteria of the Existing Zoning, the Comprehensive
Plan and the terms of this Agreement.
Section 17. Necessity of Complying with Local Regulations Relative to Development
Permits.
The Developer Parties and the City agree that the failure of this Agreement to address a
particular permit, condition, fee, term, license, or restriction in effect on the Effective Date shall
not relieve the Developer Parties of the necessity of complying with the regulation governing
said permitting requirements, conditions, fees, terms, licenses, or restrictions.
{24643761;2} 15
Section 18. Reservation of Development Rights.
(a) For the term of this Agreement, the City hereby agrees that it shall permit the
development of the SAP Property in accordance with the Existing Zoning, the
Comprehensive Plan and the Agreement.
(b) Nothing herein shall prohibit an increase in the density or intensity of
development permitted in the SAP Area in a manner consistent with (a) the
Existing Zoning and/or the Comprehensive Plan, (b) any zoning change
subsequently requested or initiated by a Developer Party in accordance with
applicable provisions of law or (c) any zoning change subsequently enacted by the
City.
(c)
The expiration or termination of this Agreement shall not be considered a waiver
of, or limitation upon, the rights, including, but not limited to, any claims of
vested rights or equitable estoppel, obtained or held by Developer Parties or its
successors or assigns to continue development of the SAP Property in conformity
with Existing Zoning and all active prior and subsequent development permits or
development orders granted by the City.
Section 19. Annual Review.
(a) The City shall review the development that is subject to this Agreement once
every twelve (12) months, commencing twelve (12) months after the Effective
Date, through the expiration or termination of this Agreement, or approved
development right listed on pg. A1-9 of the Design Concept Book, whichever
occurs first. The City shall begin the review process by giving notice to
Developer Parties, a minimum of thirty (30) days prior to the anniversary date of
the Agreement, of its intention to undertake the annual review of this Agreement.
Copies of such annual review shall be provided to the Developer Parties.
(b) Any information required of a Developer Party during an annual review shall be
limited to that information necessary to determine the extent to which the
Developer Party is proceeding in good faith to comply with the terms of this
Agreement.
(c)
If the City finds, on the basis of competent substantial evidence, that a Developer
Party has not proceeded in good faith to comply with the terms of the Agreement,
the City may take action to terminate or amend this Agreement with respect to
said Developer Party. The City shall provide said Developer Party with written
notice of its intent to terminate or amend the Agreement. Said notice shall state
the reasons for the termination or amendment. Upon receipt of such notice, the
Developer Party shall have thirty (30) days to cure the default, or such longer
period of time as may reasonably be required to cure the default if the default by
its nature cannot be cured within thirty (30) days; provided, however, that the
Developer Party commences certain acts within thirty (30) days and diligently
pursues the cure thereafter. Should the Developer Party fail to cure within the
{24643761;2} 16
aforementioned period, the City may terminate or amend this Agreement as to
that Developer Party in accordance with the requirements of Section 36.
Section 20. Notices.
(a) All notices, demands and requests which may or are required to be given
hereunder shall, except as otherwise expressly provided, be in writing and
delivered by personal service or sent by United States Registered or Certified
Mail, return receipt requested, postage prepaid, or by overnight express delivery,
such as Federal Express, to the parties at the addresses listed below. Any notice
given pursuant to this Agreement shall be deemed given when received. Any
actions required to be taken hereunder which fall on Saturday, Sunday, or United
States legal holidays shall be deemed to be performed timely when taken on the
succeeding day thereafter which shall not be a Saturday, Sunday or legal holiday.
To the City:
With a copy to:
To Developer Parties:
City Manager
City of Miami
3 500 Pan American Drive
Miami, FL 33133
City Attorney
City of Miami
Miami Riverside Center
444 S.W. 2nd Ave., 9th Floor
Miami, FL 33130
Planning & Zoning Director
City of Miami
Miami Riverside Center
444 S.W. 2nd Avenue, 3rd Floor
Miami, FL 33130
39th St. (Del.) LLC
40 District LLC
Ben Newton LLC
Cumberland Acquisitions, LLC
Dacra Design 4141 LLC
Dacra Design Associates (Del.) LLC
Dacra Design Moore (Del.) LLC
FCAA, LLC
Half Circle Property (Del.) LLC
Lovely Rita Acquisitions, LLC
McCrory Design Associates (Del.) LLC
McCrory Design Buick (Del.) LLC
{24643761;2} 17
With copies to:
MID -I Lee, LLC
Monte Carlo Associates (Del.) LLC
Mosaic (Del.) LLC
Norwegian Wood Acquisitions, LLC
Oak Plaza Associates (Del.) LLC
Sweet Virginia Acquisitions LLC
Attn:: Craig Robins
3841 NE 2"d Avenue, Ste. 400
Miami, FL 33137
Flagler Holding Group, Inc.
Attn: John Petersen
4218 NE 2"d Avenue, 2"d Floor
Miami, FL 33137
Akerman Senterfitt
Attn: Neisen O. Kasdin, Esq.
1 SE 3rd Avenue, 25th Floor
Miami, FL 33131
(b) Any Party to this Agreement may change its notification address(es) by providing
written notification to the remaining parties pursuant to the terms and conditions
of this section.
(c)
Upon the occurrence of any event of default by any Developer Party, as described
in Section 28, or a determination by the City that a Developer Party has not
proceeded in good faith to comply with the terms of this Agreement, as described
in Section 19, the City shall provide written, courtesy notice of said default to
each non -defaulting Developer Party. Said notice shall identify the name of the
defaulting party, the address of the subject property(ies), and specify the default.
Section 21. Exclusive Venue, Choice of Law, Specific Performance. It is mutually
understood and agreed by the parties hereto, that this Agreement shall be governed by the laws
of the State of Florida, and any applicable federal law, both as to interpretation and performance,
and that any action at law, suit in equity or judicial proceedings for the enforcement of this
Agreement or any provision hereof shall be instituted only in the courts of the State of Florida or
federal courts and venue for any such actions shall lie exclusively in a court of competent
jurisdiction in the County. In addition to any other legal rights, the City and Developer Parties
shall each have the right to specific performance of this Agreement in court. Each party shall
bear its own attorney's fees. Each party waives any defense, whether asserted by motion or
pleading, that the aforementioned courts are an improper or inconvenient venue. Moreover, the
parties consent to the personal jurisdiction of the aforementioned courts and irrevocably waive
any objections to said jurisdiction. The parties irrevocably waive any rights to a jury trial.
{24643761;2) 18
Section 22. Voluntary Compliance. Developer Parties and the City agree that in the event all
or any part of this Agreement is struck down by judicial proceeding or preempted by legislative
action, Developer Parties and the City shall continue to honor the terms and conditions of this
Agreement to the extent allowed by law.
Section 23. No Oral Change or Termination. This Agreement and the exhibits and
appendices appended hereto and incorporated herein by reference, if any, constitute the entire
Agreement between the parties with respect to the subject matter hereof. This Agreement
supersedes any prior agreements or understandings between the parties with respect to the
subject matter hereof, and no change, modification or discharge hereof in whole or in part shall
be effective unless such change, modification or discharge is in writing and signed by the party
against whom enforcement of the change, modification or discharge is sought. This Agreement
cannot be changed or terminated orally.
Section 24. Compliance with Applicable Law. Subject to the terms and conditions of this
Agreement, throughout the Term of this Agreement, Developer Parties and City shall comply
with all applicable federal, state or local laws, rules, regulations, codes, ordinances, resolutions,
administrative orders, permits, policies and procedures and orders that govern or relate to the
respective Parties' obligations and performance under this Agreement, all as they may be
amended from time to time.
Section 25. Representations; Representatives. Each party represents to the others that this
Agreement has been duly authorized, delivered and executed by such party and constitutes the
legal, valid and binding obligation of such party, enforceable in accordance with its terms.
Section 26. No Exclusive Remedies. No remedy or election given by any provision in this
Agreement shall be deemed exclusive unless expressly so indicated. Wherever possible, the
remedies granted hereunder upon a default of the other party shall be cumulative and in addition
to all other remedies at law or equity arising from such event of default, except where otherwise
expressly provided.
Section 27. Failure to Exercise Rights not a Waiver: Waiver Provisions. The failure by any
party to promptly exercise any right arising hereunder shall not constitute a waiver of such right
unless otherwise 'expressly provided herein. No waiver or breach of any provision of this
Agreement shall constitute a waiver of any subsequent breach of the same or any other provision
hereof, and no waiver shall be effective unless made in writing.
Section 28. Events of Default.
(a) An event of default by any one Developer Party shall not constitute an event of
default by all Developer Parties and shall not adversely affect the rights of those
parties in good standing under this Agreement.
(b) A Developer Party shall be in default under this Agreement if Developer Party
fails to perform or breaches any term(s), covenant(s), or condition(s) of this
Agreement, which breach is not cured within thirty (30) days after receipt of
written notice from the City specifying the nature of such breach; provided,
however, that if such breach cannot reasonably be cured within thirty (30) days,
{24643761;2) 19
(c)
then Developer Party shall not be in default if it commences to cure such breach
within thirty (30) days and diligently prosecutes such cure to completion.
The City shall be in default under this Agreement if the City fails to perform or
breaches any term(s), covenant(s), or condition(s) of this Agreement and such
failure is not cured within thirty (30) days following receipt of written notice from
any Developer Party specifying the nature of such breach; provided, however,
that if such breach cannot reasonably be cured within thirty (30) days, the City
shall not be in default if it commences to cure such breach within thirty (30) days
and diligently prosecutes such cure to completion.
(d) It shall not be a default under this Agreement if any party is declared bankrupt by
a court of competent jurisdiction. All rights and obligations in this Agreement
shall survive such bankruptcy of either party. The parties hereby forfeit any right
to terminate this Agreement upon the bankruptcy of the other party.
(e)
The default of a successor or assignee of any portion of Developer Party's rights
hereunder shall not be deemed a breach by such Developer Party.
Section 29. Remedies Upon Default.
(a) Neither party may terminate this Agreement upon the default of the other party,
but shall have all of the remedies enumerated herein.
(b) Upon the occurrence of a default by a party to this Agreement not cured within
the applicable grace period, Developer Parties and the City agree that any party
may seek specific performance of this Agreement, and that seeking specific
performance shall not waive any right of such party to also seek monetary
damages, injunctive relief, or any other relief other than termination of this
Agreement. The City hereby acknowledges that any claim for damages under this
Agreement is not limited by sovereign immunity or similar limitation of liability.
Section 30. Severability. If any term or provision of this Agreement or the application thereof
to any person or circumstance shall, to any extent, hereafter be determined to be invalid or
unenforceable, the remainder of this Agreement or the application of such term or provision to
persons or circumstances other than those as to which it is held invalid or unenforceable shall not
be affected thereby and shall continue in full force and effect.
Section 31. Assignment, Transfer, & Joinder.
(a) This Agreement shall be binding upon each Developer Party and its heirs,
successors and assigns, including the successor to or assignee of any Property
Interest. Each Developer Party, in its sole discretion, may assign, in whole or in
part, this Agreement or any of its rights and obligations hereunder, or may extend
the benefits of this Agreement, to any holder of a Property Interest without the
prior written consent or any other approval of the City. Notice of any assignment
or transfer shall be provided to the City in accordance with the requirements of
Section 20. Any such assignee shall assume all applicable rights and obligations
(24643761;2} 20
under this Agreement and upon such assumption, the assigning party shall be
released from all obligations assumed by such assignee.
(b) Additional parties, whether affiliates or assignees of a Developer Party or an
unrelated third -party, may be added to this Agreement if the party added holds a
Property Interest in the Miami Design District, as defined in prior Zoning
Ordinance 11000, more particularly SD-8. Any unrelated third -party desiring to
join the SAP must satisfy the Open Space, Civic Space, and parking requirements
required under the Miami 21 Code independent of the Open Space, Civic Space,
and parking provided by the Developer Parties within the SAP Area. Said parties
may be added to this Agreement through the execution of a joinder form in the
form attached as Exhibit "D", which form shall be recorded in the public records
of Miami -Dade County. Such party shall be a Developer Party, and such joinder
form shall be acknowledged under this Agreement. Any rights conferred
hereunder to an additional party are subject to City Commission action approving
a zoning atlas amendment designating the joined property a part of the Miami
Design District Retail Street SAP in compliance with any and all applicable laws
governing notice of such action.
Section 32. Obligations Surviving Termination Hereof. Notwithstanding and prevailing over
any contrary term or provision contained herein, in the event of any lawful termination of this
Agreement, the following obligations shall survive such termination and continue in full force
and effect until the expiration of a one year term following the earlier of the effective date of
such termination or the expiration of the Term: (i) the exclusive venue and choice of law
provisions contained herein; (ii) rights of any party arising during or attributable to the period
prior to expiration or earlier termination of this Agreement, and (iii) any other term or provision
herein which expressly indicates either that it survives the termination or expiration hereof or is
or may be applicable or effective beyond the expiration or permitted early termination hereof.
Section 33. Lack of Agency Relationship. Nothing contained herein shall be construed as
establishing an agency relationship between the City and Developer Parties and neither
Developer Parties nor its employees, agents, contractors, subsidiaries, divisions, affiliates or
guests shall be deemed agents, instrumentalities, employees, or contractors of the City for any
purpose hereunder, and the City, its contractors, agents, and employees shall not be deemed
contractors, agents, or employees of Developer Parties or their subsidiaries, divisions or
affiliates.
Section 34. Cooperation; Expedited Permitting and Time is of the Essence.
(a) The Parties agree to cooperate with each other to the full extent practicable
pursuant to the terms and conditions of this Agreement. The Parties agree that
time is of the essence in all aspects of their respective and mutual responsibilities
pursuant to this Agreement. The City shall use its best efforts to expedite the
permitting and approval process in an effort to assist Developer Parties in
achieving its development and construction milestones. The City will
accommodate requests from Developer Parties' general contractor and
subcontractors for review of phased or multiple permitting packages, such as
{24643761;2) 21
those for excavation, site work and foundations, building shell, core, and interiors.
In addition, the City will designate an individual within the City Manager's office
who will have a primary (though not exclusive) duty to serve as the City's point of
contact and liaison with Developer Parties in order to facilitate expediting the
processing and issuance of all permit and license applications and approvals
across all of the various departments and offices of the City which have the
authority or right to review and approve all applications for such permits and
licenses.
(b) Notwithstanding the foregoing, the City shall not be obligated to issue
development permits to the extent a Developer does not comply with the
applicable requirements of the Existing Zoning, the Comprehensive Plan, this
Agreement and applicable building codes.
Section 35. Enforcement.
(a) In the event that a Developer Party, its successors and/or assigns fail to act in
accordance with the terms of the Existing Zoning, the City shall seek enforcement
of said violation upon the property(ies) within the SAP controlled by such
Developer Party or its successor and/or assigns, as applicable.
(b) Enforcement of this Agreement shall be by action against any parties or person
violating, or attempting to violate, any covenants set forth in this Agreement. The
prevailing party in any action or suit pertaining to or arising out of this Agreement
shall be entitled to recover, in addition to costs and disbursements allowed by law,
such sum as the Court may adjudge to be reasonable for the services of his/her/its
attorney.
(c) This enforcement provision shall be in addition to any other remedies available at
law, in equity or both.
Section 36. Amendment or Termination by Mutual Consent. This Agreement may not be
amended or terminated during its term except by mutual agreement of a Developer Party and the
City or following an event of default. Prior to any amendment or termination of this Agreement
during its term, the City shall hold two public hearings before the City Commission to consider
and deliberate such amendment or termination.
Section 37. Third Party Defense. City and Developer Parties shall, at their own cost and
expense, vigorously defend any claims, suits or demands brought against them by third parties
challenging the Agreement or the Project, or objecting to any aspect thereof, including, without
limitation, (i) a consistency challenge pursuant to Section 163.3215, Florida Statutes (2011), (ii)
a petition for writ of certiorari, (iii) an action for declaratory judgment, or (iv) any claims for
loss, damage, liability, or expense (including reasonable attorneys' fees). City and Developer
Parties shall promptly give the other written notice of any such action, including those that are
pending or threatened, and all responses, filings, and pleadings with respect thereto.
Section 38. No Conflict of Interest. Developer Parties agree to comply with Section 2-612 of
the City Code as of the Effective Date, with respect to conflicts of interest.
{24643761;2} 22
Section 39. No Third -Party Beneficiary. No persons or entities other than Developer Parties
and the City, their heirs, permitted successors and assigns, shall have any rights whatsoever
under this Agreement.
Section 40. Counterparts. This Agreement may be executed in two or more counterparts,
each of which shall constitute an original but all of which, when taken together, shall constitute
one and the same agreement.
Section 41. Status. Upon request from time to time by any Developer Party, or its successor
and/or assigns, or any mortgagee of any Developer Party or its successor and/or assign, the City
shall deliver to such requesting party a letter (in recordable form, if requested) stating whether
the obligations of such Developer Party or its successor and/or assign under this Agreement are
current and in good standing or have been satsified. In the event such Developer Party or its
successor and/or assign is not current in its obligations or such obligations are not satisfied, said
letter shall state the particular manner in which such person's obligations under this Agreement
are not current and in good standing or have not yet been satisfied.
NOW, THEREFORE, the City and Developer Parties have caused this Agreement to be
duly executed.
[Signature blocks for City and Developer Parties]
{24643761;2) 23
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
39th St. (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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited liability company, in its capacity as
manager of 39th St. (Del.) LLC, a Delaware limited liability company. He is personally known
to me or produced as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2) 24
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
40 District 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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited liability company, in its capacity as
manager of 40 District LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2} 25
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Ben Newton 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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited liability company, in its capacity as
manager of Ben Newton LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2) 26
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Cumberland Acquisitions, LLC
a Delaware limited liability company
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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited liability company, in its capacity as
manager of Cumberland Acquisitions, LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2} 27
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 4141 MANAGING MEMBER,
INC., a Florida corporation, 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 this day of
2012, 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 at -Large
Print Name:
{24643761;2) 28
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Dacra Design 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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited liability company, in its capacity as
manager of Dacra Design Associates (Del.) LLC, who is personally known to me or who
produced as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2) 29
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Dacra Design Moore (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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limited liability company, in its capacity as
manager of Dacra Design Moore (Del.) LLC, who is personally known to me or who produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2} 30
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
FCAA, 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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limited liability company, in its capacity as
manager of FCAA, LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2} 31
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Half Circle Property (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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limited liability company, in its capacity as
manager of Half Circle Property (Del.) LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
(24643761;2) 32
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Lovely Rita 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 this day of
2012, 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 at -Large
Print Name:
{24643761;2) 33
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
McCrory Design Associates (Del.) LLC
a Delaware limited liability company
Witnesses:
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged before me this day of
2012, by , as of McCrory Design Associates
(Del.) LLC, who is personally known to me or who produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2) 34
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
McCrory Design Buick (Del.) LLC
a Delaware limited liability company
Witnesses:
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged before me this day of
2012, by , as of McCrory Design Buick (Del.)
LLC, who is personally known to me or who produced as
identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
(24643761;2} 35
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
MDDA Garage 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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limited liability company, in its capacity as
manager of MDDA Garage LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2} 36
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
MID -I Lee, 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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limited liability company, in its capacity as
manager of MID -I Lee, LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2} 37
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Monte Carlo 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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited liability company, in its capacity as
manager of Monte Carlo Associates (Del.) LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
(24643761;2} 38
IN WITNESS hereof the parties have caused this Agreement to be duly executed and
signed as of the date written above.
Moonlight Mile Acquisitions, LLC, a
Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES 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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited liability company, in its capacity as
manager of Moonlight Mile Acquisitions, LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -large
Print Name:
{24643761;2} 39
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Mosaic (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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a limited liability company, in its capacity as manager of
Mosaic (Del.) LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2} 40
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 )
Norwegian Wood 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 me this day of
2012, 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 at -Large
Print Name:
{24643761;2} 41
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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited liability company, it its capacity as
manager of Oak Plaza Associates (Del.) LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2} 42
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Rocky Raccoon Acquisitions (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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limited liability company, in its capacity as
manager of Rocky Raccoon Acquisitions (Del.) LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2} 43
IN WITNESS hereof the parties have caused this Agreement tc be duly entered into and signed
as of the date written above.
Sweet Virginia Acquisitions 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 this day of
2012, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware limited liability company, in its capacity as
manager of Sweet Virginia Acquisitions LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2} 44
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Flagler Holding Group, Inc.
a Florida for -profit corporation
Witnesses:
By:
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me this day of ,
2012, by , as of Flagler Holding Group, Inc., who
is personally known to me or who produced as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
(24643761;2) 45
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
CITY OF MIAMI, a municipal corporation
located within the State of Florida
By:
Johnny Martinez
City Manager
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged before me this day of
2012, by Johnny Martinez, in his capacity as City Manager, on behalf of the municipal
corporation, who is personally known to me or who produced as
identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{24643761;2} 46
Exhibit "A"
Legal Descriptions of the Property
{24643761;2} 47
Exhibit "B"
Miami Design District Retail Street SAP Regulating Plan and Design Concept Book
{24643761;2} 48
Exhibit "C"
Retail Developer Party
Retail Developer Party Entities:
40 District LLC
Cumberland Acquisitions LLC
Dacra Design Associates (Del.) LLC
Dacra Design Moore (Del.) LLC
FCAA, LLC
McCrory Design Associates (Del.) LLC
Moonlight Mile Acquisitions, LLC
Mosaic (Del.) LLC
MID -I Lee, LLC
Oak Plaza Associates (Del.) LLC
{24643761;2) 49
Exhibit "D"
ASSIGNEE OR ADDITIONAL PARTY TO DEVELOPMENT
AGREEMENT JOINDER FORM AND ACKNOWLEDGEMENT
OF JOINDER
This ASSIGNEE OR ADDITIONAL PARTY TO DEVELOPMENT
AGREEMENT JOINDER FORM ("Joinder Form") is executed this day of
, 20 by the undersigned entity.
RECITALS
WHEREAS, the City has entered into a Development Agreement dated
20 and recorded in the public records of Miami -Dade County, Book , Page
("Development Agreement") with certain Developer Parties as defined therein; and
WHEREAS, the Development Agreement secures certain benefits and obligations for
the mutual benefit of the City and the Developer Parties, as set forth in the Development
Agreement; and
WHEREAS, the Development Agreement allows joinder of additional parties, when
such additional party own any Property Interest in the Miami Design District as defined in the
prior Zoning Ordinance 11000, more particularly SD-8 described in "Exhibit attached
hereto; and
WHEREAS, the Development Agreement requires that such additional party execute
this joinder form in order to become a party to the Development Agreement; and
WHEREAS, the undersigned desires to enjoy the benefits conferred upon the Developer
Parties under the Development Agreement, and in consideration for such benefits agrees to be
bound by the obligations imposed therein upon the Developer Parties; and
NOW THEREFORE, in consideration of the benefits conferred upon any Developer by
the aforementioned Development Agreement, and certifying that the above recitals are true and
correct, and incorporating such recitals herein, the undersigned does hereby execute this Joinder
Form and becomes a Developer Party pursuant to the Development Agreement.
The undersigned shall assume all of the benefits, and be bound, comply with, and
perform all of the obligations, as set forth in the Development Agreement and as applicable to
the Property Interest which the undersigned owns upon the adoption of a Zoning Atlas
amendment to Miami 21 designating the Miami Design District Retail Street Special Area Plan.
The undersigned shall be obligated to the City for the benefit of the City, and the City shall have
all rights and remedies set forth in the Development Agreement to enforce the terms of the
Development Agreement against the undersigned, to the extent applicable to the Property
Interest owned by the undersigned.
{24643761;2} 50
SIGNATURE PAGES TO FOLLOW
The undersigned also hereby represents that it has full power and authority to execute this
Joinder Form, and certifies to City that none of its owners or officers, nor any immediate family
member of any of such owners or officers, is also a member of any board, commission, or
agency of the City.
WITNESSES: [COMPANY/CORPORATION NAME]
By:
Print Name: Print Name:
Title:
Print Name:
STATE OF FLORIDA
) SS:
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me this day of
2012, by , the , a Florida limited liability
company / corporation, on behalf of that company, in its capacity as of
, a Florida limited liability company, on behalf of that company; such
person is (check one) [ ] personally known to me or [ ] has produced
as identification.
NOTARY PUBLIC, State of Florida
Print Name:
Commission No.:
My Commission Expires:
{24643761;2} 51
The City hereby acknowledges and consents to the joinder of the above signatory as a
Developer Party to the Development Agreement.
WITNESSES: CITY OF MIAMI, a municipal corporation located
within the State of Florida
By:
Print Name: Johnny Martinez
City Manager
Print Name:
STATE OF FLORIDA
) SS:
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me this day of
2012, by Johnny Martinez, in his capacity as City Manager, on behalf of that municipal
corporation; such person is (check one) [ ] personally known to me or [ ] has produced
as identification.
NOTARY PUBLIC, State of Florida
Print Name:
Commission No.:
My Commission Expires:
{24643761;2} 52
Exhibit "E"
Letter of support from Buena Vista East Historic Neighborhood Association dated
November of 2011
{24643761;2} 53
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #8: Buick
SUBJECT PROPERTY STREET ADDRESS(ES): 3841 NE 2ND Avenue (Folio No. 01-3219-011-0100)
SUBJECT PROPERTY LEGAL DESCRIPTION:
The North 68.32 feet of Lot 2, and all of Lot 3, of SECOND
AMENDED PLAT OF MAGNOLIA PARK, according to the
Plat thereof, as recorded in Plat Book 5, at Page 25, of the
Public Records of Miami -Dade County, Florida, together with
that certain twelve -foot strip of land lying adjacent to and
immediately East of the above -described property, said
twelve -foot strip having for its Easterly boundary the Florida
East Coast Railroad right-of-way.
Map #9: Tuttle South
SUBJECT PROPERTY STREET ADDRESS(ES): 3725 Biscayne Boulevard (Folio No. 01-3219-045-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Tract A of VIA TUTTLE SUBDIVISION, according to the
plat thereof, as recorded in Plat Book 163, at Page 59, of the
Public Records of Miami -Dade County, Florida.
a/lc/a - Tuttle South — 3725 Biscayne Blvd.
formerly described as:
Lot 32, less that part in Biscayne Boulevard, and Lots 33
through 36, less the West 6 feet thereof, MAGNOLIA PARK,
2ND AMENDED PLAT THEREOF, according to the Plat
thereof, as recorded in Plat Book 5, at Page 25, of the Public
Records of Miami -Dade County, Florida;
AND
Lots 33, 35 and 37, of BUENA VISTA BISCAYNE
BADGER CLUB SUBDIVISION, according to the Plat
thereof, as recorded in Plat Book 1, at Page 115, of the Public
Records of Miami -Dade County, Florida;
AND
The North 34.88 feet of Lot 31 of BUENA VISTA
BISCAYNE BADGER CLUB SUBDIVISION, according to
the Plat thereof, as recorded in Plat Book 1, at Page 115, of the
Public Records of Miami -Dade County, Florida;
AND
The East one foot of the West 6 feet of Lot 36, MAGNOLIA
PARK, 2ND AMENDED PLAT THEREOF, according to the
{24375324;3}
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Plat thereof, as recorded in Plat Book 5, at Page 25, of the
Public Records of Miami -Dade County, Florida.
Map #10: Tuttle North
SUBJECT PROPERTY STREET ADDRESS(ES): 299 NE 38th Street (Folio No. 01-3219-011-0330)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #11: Norwegian Wood*
Lots 37, 38 and 39, SECOND AMENDED PLAT OF
MAGNOLIA PARK, less right of way of Biscayne Boulevard,
according to the plat thereof, as recorded in Plat Book 5, at
Page 25, of the Public Records of Miami -Dade County,
Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 92 NE 40' Street (Folio No. 01-3124-027-0270)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #12: Casa/Lady Jane*
LOTS 1, 2 AND 3, IN BLOCK 3, OF AMENDED PLAT OF
COMMERCIAL BILTMORE, ACCORDING TO THE PLAT
THEREOF, AS RECORDED IN PLAT BOOK 6, AT PAGE
132, OF THE PUBLIC RECORDS OF MIAMI-DADE
COUNTY, FLORIDA.
SUBJECT PROPERTY STREET ADDRESS(ES): 99 NE 39TH Street (Folio No. 01-3124-029-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3 }
Lots 1 and 2 , Block 1 of BILTMORE COURT, according to
the Plat thereof, as recorded in Plat Book 7, Page 37, of the
Public Records of Miami -Dade County, Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #13: Cumberland/JBL
SUBJECT PROPERTY STREET ADDRESS(ES): 100 NE 40TH Street (Folio No. 01-3124-028-0160)
108 NE 40TH Street (Folio No. 01-3124-030-0200)
101 NE 39th Street (Folio No. 01-3124-030-0890)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 1:
Lots 21, 22 and 23, of SECOND SECTION COMMERCIAL
BILTMORE, according to the plat thereof, as recorded in Plat
Book 12, at Page 44, of the Public Records of Miami -Dade
County, Florida.
Parcel 2:
Lot "A", of BILTMORE COURT, according to the Plst
thereof, as recorded in Plat Book 7, at Page 37 of the Public
Records of Miami -Dade County, Florida.
Parcel 3:
Unnumbered Lot 13 x 100 feet East of Moore Parkway and
West of J.W. Wallace Tract, COMMERCIAL BILTMORE,
according to the Plat thereof, as recorded in Plat Book 6, at
Page 132, of the Public Records of Miami -Dade County,
Florida.
Parcel 4:
Lot 12, less the East 3 feet thereof, and Lot 13, in Block 1, of
MAGNOLIA COURT, according to the Plat thereof, as
recorded in Plat Book 6, at Page 105, of the Public Records of
Miami -Dade County, Florida, less that part of said Lot 13
described as follows:
Beginning at the Southwesterly corner of Lot 13, Block 1, of
MAGNOLIA COURT, according to the Plat thereof, as
recorded in Plat Book 6, at Page 105, of the Public Records of
Miami -Dade County, Florida; thence run Eastwardly along the
Southerly line of said Lot 13, a distance of Twelve (12) feet to
a point of curve; thence run Westwardly and Northwestwardly
along the arc of a tangential curve to the right, having a radius
of Twenty -Five (25) feet and a central angle of 28°41'07" for
a distance of 12.52 feet to a point on the Westerly line of said
Lot 13; thence run Southwardly along the Westerly line of
said Lot 13 a distance of 3.07 feet to the Point of Beginning.
(24375324;3)
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Lot 11, Block 2, of MAGNOLIA COURT, according to the
Plat thereof, as recorded in Plat Book 6, at Page 105, of the
Public Records of Miami -Dade County, Florida.
Together with easement over East 0.12 feet of Lot 12, Block
2, of MAGNOLIA COURT, according to the Plat thereof, as
recorded in Plat Book 6, at Page 015, of Public Record of
Miami -Dade County, Florida, created by Quick Claim Deed
granting Perpetual Easement, filed September 3, 1985, in
Official Records Book 12624, at Page 676.
Map #14: Hale Daniel
SUBJECT PROPERTY STREET ADDRESS(ES): 119 NE 39th Street (Folio No. 01-3124-030-0080)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #15: Oak Plaza Collins
Lot 11 and the East 3 feet of Lot 12, in Block 1 of
MAGNOLIA COURT, according to the Plat thereof as
recorded in Plat Book 6, Page(s) 105, of the Public Records of
Miami -Dade County, Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 139 NE 39th Street (Folio No. 01-3124-030-0060)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #16: Oak Plaza Loggia
Lots 9 and the Westerly 12 feet of Lot 8, in Block 1, of
MAGNOLIA COURT, according to the plat thereof, as
recorded in Plat Book 6, at Page 105, of the Public Records of
Miami -Dade County, Florida.
Also known as:
Lot 9 and the West 12 feet of Lot 8, in Block 1, MAGNOLIA
COURT, according to the plat thereof, as recorded in Plat
Book 6, at Page 105, of the Public Records of Miami -Dade
County, Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 163 NE 39`h Street (Folio No. 01-3124-030-0050)
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3 }
Lots 6, 7, and 8 (minus the Westerly 12 feet of Lot 8), in
Block 1, of MAGNOLIA COURT, according to the plat
thereof, as recorded in Plat Book 6, at Page 105, of the Public
Records of Miami -Dade County, Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #17: Oak Plaza KVA
SUBJECT PROPERTY STREET ADDRESS(ES): 150 NE 40th Street (Folio No. 01-3124-028-0080)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #18: Oak Plaza Twery
The West 20 feet of Lot 12, and all of Lot 13, of
COMMERCIAL BILTMORE, SECOND SECTION,
according to the plat thereof, as recorded in Plat Book 12, at
Page 44, of the Public Records of Miami -Dade County,
Florida.
Also known as:
The West 20 feet of Lot 12, and all of Lot 13, of SECOND
SECTION, COMMERCIAL BILTMORE 1924, according to
the plat thereof, as recorded in Plat Book 12, at Page 44, of the
Public Records of Miami -Dade County, Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 160 NE 40th Street (Folio No. 01-3124-028-0060)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #19: Thomas Maier
Lots 10, 11 and the East 5 feet of Lot 12, of SECOND
SECTION, COMMERCIAL BILTMORE 1924, according to
the plat thereof, as recorded In Plat Book 12, at Page 44, of the
Public Records of Miami -Dade County, Florida
SUBJECT PROPERTY STREET ADDRESS(ES): 170 NE 40th Street (Folio No. 01-3124-028-0040)
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3 }
Lots 7 and 8, of COMMERCIAL BILTMORE SECOND
SECTION, according to the Plat thereof, as recorded in Plat
Book 12, at Page 44, of the Public Records of Miami -Dade
County, Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #20: Melin
SUBJECT PROPERTY STREET ADDRESS(ES): 3930 NE 2ND Avenue (Folio No. 01-3124-028-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 3:
Lots 1 through 6 inclusive, of SECOND SECTION,
COMMERCIAL BILTMORE 1924, according to the plat
thereof, as recorded in Plat Book 12, at Page 44, of the Public
Records of Miami -Dade County, Florida, and Lots 1 through
4, inclusive, Block 1, and unnumbered Lot East of Lot 4,
Block 1, of MAGNOLIA COURT, according to the plat
thereof, as recorded in Plat Book 6, at Page 105, of the Public
Records of Miami -Dade County, Florida.
LESS
Those portions of Lots 1, 2 and 3, Block 1, MAGNOLIA
COURT, according to the plat thereof, as recorded in Plat
Book 6, at Page 105, of the Public Records of Miami -Dade
County, Florida, being more particularly described as follows:
The East 10 feet of Lots 1, 2 and 3, and the external area of a
circular curve, contained within said Lot 3, concave to the
Northwest having a radius of 25 feet and tangents which are
25 feet North of and parallel with the centerline of N.E. 39th
Street and 35 feet West of and parallel with the centerline of
N.E. 2"d Avenue;
AND LESS
Those portions of Lots 1, 2 and 3, SECOND SECTION,
COMMERCIAL BILTMORE 1924, according to the plat
thereof, as recorded in Plat Book 12, at Page 44, of the Public
Records of Miami -Dade County, Florida, being more
particularly described as follows:
The East 2 feet of Lots 1, 2 and 3, and the external area of a
circular curve, contained within said Lot 3, concave to the
Southwest having a radius of 25 feet and tangents which are
33 feet South of and parallel with the centerline of N.E. 40th
Street and 35 feet West of and parallel with the centerline of
N.E. 2nd Avenue.
{24375324;3}
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
Map #21:
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Newton
Exhibit "A"
SUBJECT PROPERTY STREET ADDRESS(ES): 201 NE 39th Street (Folio No. 01-3129-012-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Lots 1 and 2 and the 10.00 foot easterly adjacent alley, PLAT
SHOWING RESUBDIVISION OF LOTS 4, 5, 6 & 7 OF
SECOND AMENDED PLAT OF MAGNOLIA PARK,
according to the Plat thereof, as recorded in Plat Book 4, at
Page 150, of the Public Records of Miami -Dade County,
Florida.
Map #22, #28, #29, #30, #31, #32, #33, & 34: Asi-Casa*
SUBJECT PROPERTY STREET ADDRESS(ES): 60 NE 41' Street (Folio No.
56 NE 41st Street (Folio No.
42 NE 41st Street (Folio No.
34 NE 41st Street (Folio No.
90 NE 41st Street (Folio No.
84 NE 41st Street (Folio No.
80 NE 41st Street (Folio No
81 NE 40th Street (Folio No.
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3 }
Parcel 1:
01-3124-024-1390)
01-3124-024-1400)
01-3124-024-1410)
01-3124-024-1420)
01-3124-024-1360)
01-3124-024-1370)
. 01-3124-024-13 80)
01-3124-027-0130)
Lots 4, 5, 6, 7 and 8, Block 9, of BILTMORE, according to
Plat thereof, as recorded in Plat Book 6, at Page 67, of the
Public Records of Miami -Dade County, Florida.
Parcel 2:
Lots 1, 2, and 3, Block 9, 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.
Parcel 3:
Lots 5, 6, and 7, Block 2, of COMMERCIAL BILTMORE
AMENDED, according to the Plat thereof, as recorded in Plat
Book 6, at Page 67, on the Public Records of Miami -Dade
County, Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #23: Suttin*
SUBJECT PROPERTY STREET ADDRESS(ES): 95 NE 40TH Street (Folio No. 01-3124-027-0120)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #24: Rosen
Lots 1, 2, 3 and 4 of Block 2, of Commercial Biltmore
Amended, according to the Plat thereof, as recorded in Plat
Book 6., at page 132, of the Public Records of Miami -Dade
County, Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 151 NE 40th Street (Folio No. 01-3124-027-0060)
SUBJECT PROPERTY LEGAL DESCRIPTION: Lots 13 and 14, Block 1 of AMENDED PLAT OF
COMMERCIAL BILTMORE, according to the Plat thereof,
as recorded in Plat Book 6, at Page 132, of the Public Records
of Miami -Dade County, Florida.
Map #25: Mosaic/Chatham
SUBJECT PROPERTY STREET ADDRESS(ES): 155 NE 40`h Street (Folio No. 01-3124-027-0040)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 3A:
Lots 8, 9, 10, 11 and 12, Block 1, of AMENDED PLAT OF
COMMERCIAL BILTMORE, according to the plat thereof,
as recorded in Plat Book 6, at Page 132, of the Public Records
of Miami -Dade County, Florida.
{24375324;3}
Note: All Map # references relate to Pg. A1,4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Map #26, #27, #35, #41, & #42:
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3}
Exhibit "A"
Moore — Garden Lounge / Moore Building / Moore 140 /
Moore 77 / Moore 115
175 NE 40T" Street (GL) (Folio No. 01-3124-025-0020)
4040 NE 2nd Avenue (Folio No. 01-3124-027-0020)
140 NE 41st Street (lot) (Folio No. 01-3124-024-1500)
77 NE 41st Street (lot) (Folio No. 01-3124-024-1340)
115 NE 41St Street (lot) (Folio No. 01-3124-024-1150)
Parcel 9A:
Lots 3, 5, 6 and 7, of AMENDED PLAT OF A PORTION OF
BLOCK 10 OF BILTMORE SUBDIVISION AND A
PORTION OF BLOCK 1 OF THE AMENDED PLAT OF
COMMERCIAL BILTMORE SUBDIVISION, according to
the Plat thereof,as recorded in Plat Book 45, at Page 55, of the
Public Records of Miami -Dade County, Florida.
Parcel 9B:
Lots 1, 2 and 8, in Block 10, 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.
Parcel 9C:
Lots 2, 3 and 4, in Block 1, of AMENDED PLAT OF
COMMERCIAL BILTMORE 1921, according to the Plat
thereof, as recorded in Plat Book 6, at Page 132, of the Public
Records of Miami -Dade County, Florida.
Parcel 9D:
Lots 3 and 4, in Block 7, 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.
Parcel 9E:
Lot 22 and the East '/2 of Lot 21, in Block 8, 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: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Map #36: Mosaic (Lot)
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #37: Rosen Lot
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #38: Palmer Building
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3 }
Exhibit "A"
144 NE 41st Street (Folio No. 01-3124-024-1490)
Parcel 3B:
Lot 7, in Block 10, of BILTMORE SUBDIVISION, according
to the plat thereof, as recorded in Plat Book 6, at Page 67, of
the Public Records of Miami -Dade County, Florida.
150 NE 41st Street (lot)
Lot 6, in Block 10, of BILTMORE SUBDIVISION, according
to the Plat thereof, as recorded in Plat Book 6, at Page 67, of
the Public Records of Miami -Dade County, Florida.
158 NE 41st Street (Folio No. 01-3124-024-1470)
Lot 5 and the West 20 feet of Lot 4, Block 10, BILTMORE
SUBDIVISION, according to the Plat thereof, as recorded in
Plat Book 6, at Page 67, of the Public Records, Miami -Dade
County, Florida, Excepting therefrom the following part of the
West 20 feet of Lot 4: Begin at the Southwest corner of said
Lot 4, Block 10, of the aforesaid BILTMORE
SUBDIVISION; thence East along the South line of said Lot 4
for a distance of 20 feet; thence North parallel with the West
line of said Lot 4 for a distance of 20 feet to a point; thence
Southwesterly along a tangent circular curve having a radius
of 20 feet through a central angle of 90 degrees for an arc
distance of 31.42 feet to the Point of Beginning.
Note: All Map # references relate to Pg. A1,4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #39 & #40: Asi-Melaleuca
SUBJECT PROPERTY STREET ADDRESS(ES): 53 NE 41' Street (Folio No. 01-3124-024-1320)
61 NE 41S'Street (Folio No. 01-3124-024-1330)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #43: Scarlet Begonia
Lots 19, 20 and West %2 of Lot 21, Block 8, 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.
SUBJECT PROPERTY STREET ADDRESS(ES): 135 NE 41ST Street (Folio No. 01-3124-024-1160)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #44: FCAA
Lot 5, Block 7, of BILTMORE SUBDIVISION, according to
the Plat thereof, as recorded in Plat Book 6, at Page 67, of the
Public Records of Miami -Dade County, Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 150 NE 42nd Street (Folio No. 01-3124-024-1550)
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3 }
The West 325 feet of that certain tract of land in the city of
Miami bounded on the North by N.E. 42nd Street, on the South
by N.E. 40 Street, on the East by N.E. Second Avenue and on
the West by the East lines of Lots 5 and 6, Block 7,
BILTMORE, a subdivision shown by plat of record in Miami -
Dade County, in Plat Book 6, at Page 67.
Also known as:
A portion of the West 325 feet of that certain Lot of Land, 432
feet East and West and 204.6 feet North and South, lying
directly East of and adjoining Lots 5 and 6, Block 7, 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, of said Plat shown as Z.T. MERRITT
HOME, said Lot lying in the Southeast corner of the NE 'A of
the SE ''A of section 24-53-41.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #45: 4100/Lee*
SIJBJECT PROPERTY STREET ADDRESS(ES): 4100 NE 2"D Avenue (Folio No. 01-3124-024-1560)
4200 NE 2"d Avenue (lot) (Folio No. 01-3124-024-0930)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 4A:
The East 107 feet of that certain tract of land 432 feet East and
West by 204.6 feet North and South, lying directly East of and
adjoining Lots 5 and 6, in Block 7, 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.
Together with nonexclusive easement of ingress, egress,
parking and construction and maintenance of a pedestrian
bridge as set forth in that Reciprocal Bridge Easement and
Parking Agreement, dated July 20, 1988, and recorded August
1, 1988, in Official Records Book 13769, at Page 2966, of the
Public Records of Miami -Dade County, Florida.
Parcel 4B:
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.
Map #46: 4141
SUBJECT PROPERTY STREET ADDRESS(ES): 4141 NE 2"D Avenue (Folio No. 01-3219-009-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3)
Tract A and Tract 1, REVISED PLAT OF TRACT "A" AND
BLOCKS 1, 2, 3, 8, 9, 10, 11 AND 12 OF BRENTWOOD,
according to the plat thereof, as recorded in Plat Book 44,
Page 6, of the Public Records of Miami -Dade County, Florida,
formerly known as Tract "A" and Lots 1, 2, 3, 4 and 5, Block
1, of BRENTWOOD, according to the plat thereof as recorded
in Plat Book 40, Page 66, of the Public Records of Miami -
Dade County, Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
MIAMI DESIGN DISTRICT RETAIL STREET SPECIAL AREA PLAN
DEVELOPMENT AGREEMENT
Exhibit "A"
Map #47: 4200*
SUBJECT PROPERTY STREET ADDRESS(ES): 4200 NE 2❑d Avenue (lot) (Folio No. 01-3124-024-0930)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 4B:
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.
Map #48: Hagler
SUBJECT PROPERTY STREET ADDRESS(ES): 4218 NE 2ND Avenue (Folio No. 01-3124-024-0940)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #49: 4240
Lot 2, 3 and 24, 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.
SUBJECT PROPERTY STREET ADDRESS(ES): 4240 NE 2" Avenue (Folio No. 01-3124-024-0950)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #50: City Garage*
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.
SUBJECT PROPERTY STREET ADDRESS(ES): 3800 NE IST Avenue (Folio No. 01-3124-033-0240)
SUBJECT PROPERTY LEGAL DESCRIPTION: COMM BUENA VISTA PB 14-56 LOTS 2 THRU 14 BLK 2
LOT SIZE 31521 SQ FT OR 21215-1039 0403 3.
Map #51: Sebastien*
SUBJECT PROPERTY STREET ADDRESS(ES): 35 NE 38T" Street (Folio No. 01-3124-033-0370)
SUBJECT PROPERTY LEGAL DESCRIPTION:
{24375324;3}
Lots 15, 16, 17, and 18 Block 2, COMMERCIAL Buena
Vista, according to the Plat thereof, as recorded in Plat Book
14 at page 56, of the Public Records of Miami -Dade County,
Florida.
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Special
Area Plan Design Concept Book.
Exhibit "B"
Miami Design District Retail Street SAP Regulating Plan and Design Concept Book
{24483959;61 47
Exhibit "C"
Retail Developer Party
Retail Developer Party Entities:
40 District LLC
Cumberland Acquisitions LLC
Dacra Design Associates (Del.) LLC
Dacra Design Moore (Del.) LLC
FCAA, LLC
McCrory Design Associates (Del.) LLC
Moonlight Mile Acquisitions, LLC
Mosaic (Del.) LLC
MID -I Lee, LLC
Oak Plaza Associates (Del.) LLC
{24483959;6} 48
Exhibit "D"
ASSIGNEE OR ADDITIONAL PARTY TO DEVELOPMENT
AGREEMENT JOINDER FORM AND ACKNOWLEDGEMENT
OF JOINDER
This ASSIGNEE OR ADDITIONAL PARTY TO DEVELOPMENT
AGREEMENT JOINDER FORM ("Joinder Form") is executed this day of
, 20 by the undersigned entity.
RECITALS
WHEREAS, the City has entered into a Development Agreement dated
20 and recorded in the public records of Miami -Dade County, Book , Page
("Development Agreement") with certain Developer Parties as defined therein; and
WHEREAS, the Development Agreement secures certain benefits and obligations for
the mutual benefit of the City and the Developer Parties, as set forth in the Development
Agreement; and
WHEREAS, the Development Agreement allows joinder of additional parties, when
such additional party own any Property Interest in the Miami Design District as defined in the
prior Zoning Ordinance 11000, more particularly SD-8 described in "Exhibit attached
hereto; and
WHEREAS, the Development Agreement requires that such additional party execute
this joinder form in order to become a party to the Development Agreement; and
WHEREAS, the undersigned desires to enjoy the benefits conferred upon the Developer
Parties under the Development Agreement, and in consideration for such benefits agrees to be
bound by the obligations imposed therein upon the Developer Parties; and
NOW THEREFORE, in consideration of the benefits conferred upon any Developer by
the aforementioned Development Agreement, and certifying that the above recitals are true and
correct, and incorporating such recitals herein, the undersigned does hereby execute this Joinder
Form and becomes a Developer Party pursuant to the Development Agreement.
The undersigned shall assume all of the benefits, and be bound, comply with, and
perform all of the obligations, as set forth in the Development Agreement and as applicable to
the Property Interest which the undersigned owns upon the adoption of a Zoning Atlas
amendment to Miami 21 designating the Miami Design District Retail Street Special Area Plan.
The undersigned shall be obligated to the City for the benefit of the City, and the City shall have
all rights and remedies set forth in the Development Agreement to enforce the terms of the
Development Agreement against the undersigned, to the extent applicable to the Property
Interest owned by the undersigned.
(24483959;6} 49
SIGNATURE PAGES TO FOLLOW
The undersigned also hereby represents that it has full power and authority to execute this
Joinder Form, and certifies to City that none of its owners or officers, nor any immediate family
member of any of such owners or officers, is also a member of any board, commission, or
agency of the City.
WITNESSES: [COMPANY/CORPORATION NAME]
By:
Print Name: Print Name:
Title:
Print Name:
STATE OF FLORIDA
) SS:
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me this day of
2012, by , the , a Florida limited liability
company / corporation, on behalf of that company, in its capacity as _of
, a Florida limited liability company, on behalf of that company; such
person is (check one) [ ] personally known to me or [ ] has produced
as identification.
NOTARY PUBLIC, State of Florida
Print Name:
Commission No.:
My Commission Expires:
{24483959;6} 50
The City hereby acknowledges and consents to the joinder of the above signatory as a
Developer Party to the Development Agreement.
WITNESSES: CITY OF MIAMI, a municipal corporation located
within the State of Florida
By:
Print Name: Johnny Martinez
City Manager
Print Name:
STATE OF FLORIDA
) SS:
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me this day of
2012, by Johnny Martinez, in his capacity as City Manager, on behalf of that municipal
corporation; such person is (check one) [ ] personally known to me or [ ] has produced
as identification.
NOTARY PUBLIC, State of Florida
Print Name:
Commission No.:
My Commission Expires:
{24483959;6} 51
Exhibit "E"
Letter of support from Buena Vista East Historic Neighborhood Association dated
November of 2011
(24483959;6) 52
November 22", 2011
Rich Raimann
President
Buena Vista East Historic Neighborhood Association
RE: Understanding between Deere and the BVEHNA
Dear Rich,
We appreciate the time you and other members of your boards have taken to meet with LIS about the
development plans for the Design District.
Based upon those meetirigs, we have made some design changes to the plan with your guidance, and
those are outlined below. With the incorporation of these changes, the Associations have agreed to
support our development plan as it goes through the SAP and other entitlement hearing processes.
Modifications to our plans shall included The following;
1. Opera agrees that there will not be a garage entrance, nor any tiumpster storage anywhere
along the NC 42°4 St. facade of our development.
2. The BVEHNA is not opposed to a department store entrance on the NE 42" St. facade, and
Dacra will use its best efforts to work with the future tenant to have an entrance from The
department store out to NE 42''a St.
3. Dacra will increase the setback of the NE 42" St. facade from 5 ft. to 10 ft. at the VI floor, and
will set back the 2" floor a further 5 ft.
4. This set back area will include a landscape wall. We will remove water features from this wall
and Instead include staggered planters as one element of the design.
5. At the request of BVEHNA, Dacra will eliminate the park it was proposing and Instead will work
With BVEHNA to design the south side of the NC 42"St. right-of-way (sidewalks and swale) to
include a more intensive landscaping plan and potential meandering sidewalk layout,
5. DACRA will exceed any required tree mitigation as part of our development plan, with possible
relocation of trees to the BVEHNA.
7. °AMA will advocate and assist BVEHNA with beautification efforts on N. Nliaml Avenue up to
Se St.
8. DACRA is supportive of the efforts of BVEHNA to have one way streets and partial closures
throughout the residential neighborhood.
Sincerely, Acknowledged
Craig Robin,
h Raimann, President
BVEHNA