HomeMy WebLinkAboutSR Exhibit SUBAMENDED AND RESTATED DEVELOPMENT
AGREEMENT BETWEEN CITY OF MIAMI, FLORIDA
AND FLAGLER HOLDING GROUP, INC., MONTE CARLO
ASSOCIATES (DEL.) LLC, HALF -CIRCLE PROPERTY
(DEL.) LLC, NORWEGIAN WOOD ACQUISITIONS, LLC,
OAK PLAZA ASSOCIATES (DEL.) LLC, BEN NEWTOWN
LLC, SWEET VIRGINIA ACQUISITIONS, LLC, LOVELY
RITA ACQUISITIONS, LLC, DACRA DESIGN MOORE
(DEL.) LLC, FCAA, LLC, MID -I LEE, LLC, DACRA
DESIGN 4141 LLC, PENNY LANE ACQUISITIONS, LLC,
UPTOWN GIRL DEVELOPMENT LL• KING, LLC,
MDDA MORNING DEW, LLC, „,„, 'TINY DANCER
ACQUISITIONS, LLC REGARDING APPROVAL OF THE
MIAMI DESIGN DISTRICT RETATL STREET SPECIAL
AREA PLAN AND RELATED DEVELOPMENT. ,.
THIS AGREEMENT is entered this day of 2I11 3, by and between,
Flagler Holding Group, Inc., a Florida profit corporation, Monte Carlo Associates (Del.) LLC,
Half -Circle Property (Del.) LLC, Norwegian Wood Acquisitions, LLC (and:as successor by
merger to Lady Jane Acquisitions, LLG),-Oak Plaza Associates (Del.) LLC, Ben Newton LLC,
Sweet Virginia Acquisitions, LLC, `-Dadra. Design Moore (Del.) LLC, FCAA, LLC (and as
successor by merger to Scarlet Begonia Holdings,$LLC), MID -I Lee, LLC, Dacra Design 4141
LLC, - Penny Lane Acquisitions,LLC Uptown Girl Development, LLC, Sun King, LLC,
MDDA Morning Dew, LLC, and DD cer Acqu�s won s, LLC, Delaware limited liability
companies (each, individually, "Developer Party," a d co ec ely, 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:
EREAS, 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 36t11 eet; west by North Miami Avenue; and north by NE 40th Street or properties
generally locatewithin the area. boundaries of the Miami Design District area ("SD-8") as
designated under Of ance 11000; and serviced by three (3) Miami -Dade Transit routes; and
WHEREAS, the Di trio 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
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 subject
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
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WHEREAS, the City and Developer Parties wish for development of the subject
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 Developer Parties previously sought, and the City granted, an
amendment to 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, the City, under a process outlined in 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 anditreetscape design, previously approved the
Miami Design District Retail Street Special A04 tan ("SAP") via the adoption of Ordinance
13334 on July 26th, 2012, and subsequently amen ed the SAP via the adoption of Ordinance
on October , 2013; and
WHEREAS, Sec. 3.9.1. of Miami 21 requires development within the SAP to occur
pursuant to a Development Agreement between the propertyowner(s) and the City; and
WHEREAS, on February 19, 2013, the Developer =_Parties recorded a Development
Agreement for the SAP (the "Recorded Agreement"); and
WHEREAS
District and now ha
and
elo , er Parties have expanded the r 'real ownership within the
fir:_ 1e to approximately 21 acres of property within the District;
WHEREAS, the De eloper Parties have approved certain modifications to the
previously approved SAP rei uirmg certain: ,,companion modifications to the Recorded
Agreement; and the lots which omprise the Miami Design District Retail Street Special Area
Plan properties are those identified 6*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"), as amended" -(sketch and legal descriptions of which are attached as
Exhibit "A"); and
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, as modified on October, _ 2013, by the adoption of Ordinance
No. XXXXX, 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
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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 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
WHEREAS, the City Commission pursuant to Ordinance No.XXXXX, adopted
, 2013 has authorized the City Manager to execute this Agreement upon substantially
similar terms and conditions as set forth herein below, and the Developer Parties have been duly
authorized to execute this Agreement upon the terns and conditions set forth below.
NOW THEREFORE, in consideration of th
hereinafter contained, the parties mutually agree and bin
ual covenants and agreements
'iselves as set forth herein:
Section 1. Consideration. The Parties hereby agree that th`ensideration and obligations
recited and provided for under this Agreement constitute substantiahenefits 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 tern has the meaning assigned to it;
(b) Words in the singular include the plural, and words in plural include the singular;
(c)
(d)
A pronoun in one gender includes and applies to other genders as well;
"hereunder", "herein", J! "hereto" e _terns hereunder , herein , " "hexeof, hereto and such similar terms shall
,the instant Agreement in its entirety and not to individual sections or
The Parties hereto agree that this Agreement shall not be more strictly construed
ainst either the'City or Developer, as all parties are drafters of this Agreement;
and
(f) The recitals arelue and correct and are incorporated into and made a part of this
Agreement. The attached exhibits shall be deemed adopted and incorporated into
the Agreeme; 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 terns which are not specifically defined herein shall
have the meaning given in Miami 21.
"Agreement" means this Amended and Restated Development Agreement
between the City and the Developer Parties.
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"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 (2013), meeting the requirements of Section 163.3177, Florida
Statutes (2013), Section 163.3178, Florida Statutes (2013) and Section
163.3221(2), Florida Statutes (2013), 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 prd erty owt et, who is a signatory to
this Agreement.
"Developer Parties" means the property owners who are
Agreement.
atories to this
"Development" means the"carrying out of any building activity, the inking of
any material change in the��usc 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 (2013
"Effective Date" is the date of recordation of the xecuted, amended and restated
version of this Agreement.9
"Existing Zoning" is (a) Miami 21 Codes April 2012, specifically including the
Miami Design District Retail Street SAIR3egulating Plan and Design Concept
Book, and related modifications to the Tract. ct designations of lots within the
SAP✓Area, and the provisions of the Charter and City of Miami Code of
Ordinances ("Code") which regulate development, specifically including Chapters
10, 13, y22, 22.5, 23 3, 54, 55 and 62 of the Code, as amended, through the
Effective ,Date, which together comprise the effective land development
regulationgoverning development of the SAP Area as of the effective date of the
Recorded Agreement.
"Land" means t arth, water, and air, above, below, or on the surface and
includes any improvements or structures customarily regarded as land.
"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.
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"Recorded Agreement" means the original Development Agreement recorded in
O.R. Book 28495, Pages 558-688 (CFN 2013R0132749) in the Public Records of
Miami -Dade County, Florida on February 19, 2013.
"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 of the Recorded Agreement, the land
e development regulations which will govern the, devlopment of the SAP Properties, thereby
providing the Parties with additional certainty during the
devel ment process. This Agreement
satisfies the requirements of Section 3.9.1.f., Miami Pp
Section 5. Intent. Developer Parties and the City interi i far this Agreement to be construed
and implemented so as to effectuate the purpose of the Miami Design District Retail Street SAP,
this Development Agree emits the Comprehensive Plan, Existing Zoning, and the Florida Local
Government Develo me Agreement Act, s. 163.3220 - 163.3243 Florida Statutes (2013).
Section 6. Applicabity This Agreement only applies to the SAP Properties identified in
Exhibit "A." �.
Section 7. Tenn of Agreement, Effective=Date and Binding Effect. This Agreement shall
have a tenn of thirty (30) years-frein the Effeetive 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 Partises subject to a public hearing, pursuant to s. 163.3225,
Florida Statutes (2013). This Agreementshall 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
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.
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(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 Domvrellper Parties from requesting a
change of zoning, pursuant to Article 7 of Miami 21, to increase the
density or intensity of development p% rlitted by the underlying Transect
designation of that certain property .g fo z part of the Miami Design
District Retail Street SAP by amending the 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 e sitytransfers within the Miami Design District Retail
Street SAP.
(c) Environmental. The City finds th t theeproposed development will confer a
significant net improvement upon a li accessible tree canopy in the area.
The City and Developer Parties agree, hat Developer Parties will comply with the
intent and requirements of Chapter 17 of the City Code, subject to the
modification set forth herein, by :Worming tree replacement within the SAP
'here possible.
(1) Off site replacement trees. Notwithstanding the requirements of Sec. 17-
6 (e)tf.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
riority: .{ within the District; (ii) within a one (1) mile radius of the
istrict, ojr.(iii) within any City park. Particular emphasis shall be paid to
repacement along gateway corridors within and surrounding the District,
spec i fically N. Miami Avenue, N.E. 2nd Avenue, NE 36th Street, NE 1st
Avenue, and Biscayne Boulevard. Further emphasis shall also be placed
on the possible placement of trees within the boundaries of the following
neighboring communities: (i) Buena Vista Heights; (ii) Buena Vista East;
and (iii) Brentwood. The City further agrees to facilitate the permitting
and planting of replacement trees on all publicly owned property within
the aforementioned areas and within City parks. The Developer Parties
further agree to work with the residents and representatives of the
aforementioned communities to identify locations for and coordinate the
placement of said trees. Each Developer Party undertaking tree
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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='shal agree to water, trim, root, prune,
brace, or undertake any other necessary maintenance as may be required
for trees located within the SA'Area `Each Developer Party further
agrees to warrant each SAP Area tree for period of one (1) year after
installation.
(3)
Tree replacement chart. The tree replacement cha ow shall be used to
determine whether a Developer Party has satisfied t e atree replacement
requirements fo any particular parcel of land as set forth 1n Sec. 17-6.(a)
of the City Coc e qhe chart below shall replace and supersede Chart
17.6.1.1. in the Cify
Total diameter of tree(s) to be rem :
(sum of inches at DBH)
zI
Total incfie.*Tof replacement DBH
required (12' minimum tree height)
2"- 3"
qr
z< E2i
4"- 6"„
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,
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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 Deyelo per Party shall install trees opportunistically
within the public right-of-way, subject, at all times, 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 sip Bess 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 thRetail Street Project's traffic
impacts„by enhancing internalized traffic circulation, reducing off -site impacts
and expanding paring capacity within the District.
The Retail Deve per Party recognizes that such connectivity and commercial
usage may requ £ pprova1 of other governmental agencies such as Miami -Dade
County.The Cl finds and det (mines 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 where the approval of another governmental agency may
be necessary.
The City further finds that the authorization of such a connection below the public
right-of-way shall in no way diminish access for firefighting apparatus or rescue
and salvage operations; diminish traffic, transportation and circulation; or
adversely impact the advancement of the safety, health, and general welfare
within the City.
Given the public benefits conferred upon the City by 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
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unduly restrict the use of the public right-of-way and are an essential element in
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
and the use of the same for both vehicular travel and public parking.
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 Pity fiiiiher covenants to:
(1) Maintain the below -grade vehicular undcp,sses and public parking in
accordance with the Florida Building Code ancf the City Charter and Code.
(2) Provide an insurance policy, in an amount deterinmed by the city's risk
manager, naming the City as an additional insured for ublic liability and
property damage. The insurance shall remain in effect4 as long as the
encroaclunentcs) exist within the right-of-way. Should the Retail
Developer Party fail to: continuously provide the insurance coverage, the
City shall have the right`tosecure similar insurance policy in its name and
place a special assessment lie: gainst the owner's abutting private
property for the total Cgst of t pi eiu3n
The Retail Developer Part yyhall hold harmless and indemnify the City, its
officials and employees fro any claims for damage or loss to property
and injury to persons of any filature whatsoever arising out of the use,
construction, maintenance or tenoval 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.
(3)
Section 10. P bli Facilities As of the Effective Date, the Developer Parties have conducted
an extensive analysisof the Public Facilities available to serve the SAP Area and the Retail
Street Project. In the vent 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 (2013), 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.
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(a) Future Development Review. Future development within the Miami Design
District Retail Street SAP shall proceed pursuant to the processes and in
accordance with the design requirements set forth in the Regulating Plan and
Design Concept Book, attached as Exhibit "B". The criteria to be used in a
determination regarding whether future development shall be approved is the
proposed development's consistency with the Comprehensive Plan, this
Agreement and the Miami Design District Retail Street SAP.
With regard to SAP Parcels 57-61 as identified on Page A1.5 of the Concept
Book, the Developer Party agrees to meet with representatives of the Buena Vista
Heights Neighborhood Association not less than fifteen (15) days in advance of
submittinganyredevelopmentplans for said arcels to the Cityfor processing.
P 1? p g
(b) Prohibition on Downzoning.
(1) The Comprehensive Plan, the Existing Zoning, and this Agreement and
shall govern the development of the SAP Pries designated a part
thereof for the duration of the Agreement. Thety'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 (2013) have
been made fo kiwi public hearing or as otherwise provided herein.
(2) Pursuant to s. 1633233(3), Florida Statutes (2013), this prohibition on
dsupplerents, rather than supplants, any rights that may vest
r"Developer Parties under Florida or Federal law. As a result, Developer
arties mazy ' challenge. -anyi subsegfbtly adopted changes to land
development regulations;
but not,lin tecl to,equita
rights whichmay accrue by
sed on (a) common law principles including,
estoppel and vested rights, or (b) statutory
e of Chapter 70, Florida Statutes (2013).
Section 12. Alcoholic Beverage; Sales.-Upoilroval 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 Disstrnct 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 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 40t11 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
establislnnents 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.
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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.
Each of the alcoholic 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) vales snits may be issued for the operation of a
valet parking ramp on the same side of the block 'ere 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 arid' agrees that the following special
events constitute ancillary uses of the Retail Street Project• event banners, fanners' markets,
grand openings, holiday sales, outdoor sales, ground breaki , and neighborhood sales events.
For events which the Retail Developer Party anticipates to exceed (75%) seventy five percent of
the maximum permittedcpancy, inclusive of Open and Chic ace or (2,100) two thousand
one hundred guests, „t
an application for rein to the
the District no less tha five (5)
agrees to complete its review, w
application to ensure coordinaf
due to multiple events occurrii
ess, the Retail Developer Party; or its designee, shall submit
Neighborhood Enhancement Team (NET) office servicing
irking days prior to the date of any such event. The City
ee (3) working days of the submittal of the required
needed City services and avoid possible adverse impacts
hin the untnediate and surrounding area.
The City Commission further finds that the above -listed activities, which shall not
exceed the maximum permitted occupancy.pf the Retail Street Project, will not:
substantially interrupt the safe and orderly movement of other traffic contiguous
to the special event;
(i)
(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.
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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
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 Deveoer Parties shall use best efforts to
work with the City in the followi
(
(3)
a. Job Sourcing. The Developer Parties all require their general
contractor(s) to use best efforts to wor n ath the City's Miami
Works Initiative or similar program to source job opportunities for
both skilled and unskilled laborers see t° employment
opportnnmtaesswithin the construction industry.
b.
Community -Bush
Developer Parties sha
efforts to award- a, minim
construction contac c
certified by Miami-
s Enterprise (CBE) Participation. The
require their general contractor(s) to use best
of twenty percent (20%) of the direct
osts to subcontractors whose firms are
e County as CBEs.
Local Workforce Participation. The Developer Parties shall
require their general contractor(s) to use best efforts to employ a
mrmmum of twenty percent (20%) of on -site labor from persons
es ding within the municipal boundaries of the City of Miami.
Restaura
and Retail Employment. The Developer Parties anticipate that
cant 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.
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
{27271933;2} 12
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
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 land development regulations, the Developer
Parties hereby agree to undertake the folio ng mprovements:
(1) Woodson Mini -Park Enhancenen • Tt City owns and operates an
existing mini -park, located at approximately 99 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. InTconsultation with City
Planning staff and subject to their approval, and"tiat of any other City
department, the Developer Parties hereby agree to des gt a d construct the
proposed improvements (e.g. enhanced landscaping,inghCig, fencing, and
similar improvements), etc., to the park at their sole cost and expense
within three (3) years of the effective date of the Recorded Agreement.
(2) Park/Open Space Acquisition: The Developer Parties shall use best efforts
acquire:a parcel of land of not less than 3,500 sq. ft. in size for
ark/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
shallTbe dedicated"tip 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 the Recorded Agreement.
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 or $217,432.34 within three (3) years of the
aforementioned completion date. The amount of said contribution shall
be apportioned between each Developer Party in accordance with method
set forth in subparagraph (4) below.
{27271933;2} 13
(3)
Open Space Contribution: The Developer Parties shall strive to provide a
minimum of ten percent (10%) of Open Space, but in no event less than
six and a half percent (6.5%) of Open Space consistent with the
requirements set forth in the Regulating Plan and Concept Book. Should
the Open Space within the SAP Area at the completion of the Retail Street
Project or within five (5) years of the Effective Date of this Agreement,
whichever is earlier, equal less than the aforementioned 10% goal, the
Developer Parties shall make a cash contribution to the City's Public Parks
and Open Space Trust Fund at the rate of $10.81 per sq. ft., as
contemplated under Sec. 3.14.4.b.3. of Miami 21, for the square footage
comprising the difference between the 10% Open Space goal and the
minimum requirement of 6.5%. The amount of said contribution shall not
exceed $241,000 for the maximum anticipated deficit of 22,293 sq. ft. of
Open Space and shall be portioned among the Developer Parties in
accordance with the method $l `"forth in subparagraph (4).
(4) Apportionment of the :=Cost of Woodson Mini -Park Enhancement,
Park/Open Space Acquisition, & Open Space Contribution: The
improvements and park acquisition refered to in subparagraphs (1), (2),
and (3) above are called the ' rk Contribution" (collectively, the
"Contributions"). The cost of the Contributions shall be borne by each
Developer Party commensurate with -.the size of their respective land
holdings or total Lot Area, as defined h in the Existing Zoning, in
accordance with the following formula.
eveloper
eloper P
Katy Lot Area (sq. ft.) / SAP Total Lot Area (sq. ft.)] * 100 =
Percentage Contribution (%).
Unless wand to the -==extent that the Developer Parties otherwise agree by
instrumeien signed bythe"Developer Parties and recorded in the Public
Records got Miami -Dade County, Florida: (a) the Park
Enhancementuisition shall be initiated by the Retail Developer; .(b)
each Developer Party shall pay to 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 Contribution. 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.
(c) 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 38th Street, all of NE 39t11
Street, and the southern half of NE 42nd Street between NE 1st and 2nd Avenues, as
{27271933;2} 14
well as right-of-way improvements to NE 1st and 2nd Avenues between NE 38t1'
and 42nd 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 eate a uniform or complementary
design aesthetic within the SAP Area, whcthcr through the adoption of design
guidelines requiring right-of-way enhancementswhich complement the non-
standard improvements proposed by the-"DeverParties, solicitation of an
appropriation from another governmental body to = obstruct such improvements,
or other appropriate action. In the event the City's"'hesG. 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 the Recorded Agreement, the Retail
Developer Party further agrees to design and construct the improvements within
the portions of right of ;ay fronting on non -SAP Properties along NE 40t1i and
41st Streets.
(d) NE 42" Street Landscaping Enhacments. As evidenced by the letter of
support dated November of 2011. froaM the Buena Vista East Historic
Neighborhood Association ("A a
the Retail Developer party shalcollaborttached hereto as part of Exhibit "D".
l ork collaboratively with the Association on the
final design treatment for the norof the building slated for development on
t, l wall
northblock within the SAP Area, t1 e preliminary design treatment for which is
ills f d on pages A3.4 and A3.5 ofthe 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
consultation ` with the Association, which review shall be evaluated for
con stency with the standards set forth in Art. 4, Table 12.
(e) Community Engagement. Consistent with the expressed will of the City
Coimniss n, tk etail Developer Party shall not less than on a quarterly basis
meet with h designated representatives of each of the following associations: (i)
Buena Vista 'Heights Homeowners Association; (ii) Buena Vista East Historic
Neighborhood Association; and (iii) Brentwood Neighborhood Association.
(f)
Community Crime Watch Program. The Developer agrees to provide the
Buena Vista Heights Neighborhood Association, Inc. (the "BVH Association") a
one-time grant, in amount requested by the BVH Association and memorialized in
a separate agreement with the Developer, to underwrite the initial start-up costs
and a portion of the recurring operating costs of a neighborhood crime watch
program.
{27271933;2}
15
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 plit approvals;
(2) Covenant or Unity of Title acceptance or the release of existing unities or
covenants;
(3) Building permits;
(4) Certificates of use and/or o
(5) Stormwater Permits;
6 Development of Regional Impact 41- al modification or exemption;
() P g� P pp��
and
(7)
other :official action of the City, County, or any other government
ency 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 rocedures, authority to approve any site plan for a
project on the SAP Properties s h 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, teens, licenses, or restrictions.
Section 18. Reservation of Development Rights.
{27271933;2} 16
(a) For the term of this Agreement, the City hereby agrees that it shall pennit 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 acterior and subsequent development permits or
development orders granted by City.
Section 19. Annual Review.
(a) The City shall review the development\that is subject to this Agreement once
every twelve (12) months, comw mencing elve (12) months after the Effective
Date, through the expiration o.r ternination\of its Agreement, or approved
i° development right listed on pg. A1-9 of the De gu Concept Book, whichever
occursffirst. Tile,„ 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 itsntention to undertake the annual review of this Agreement.
Copies of such annual, eview shall be provided to the Developer Parties.
(b) Any infonnation required oeveloper Party during an annual review shall be
limited to that inf`oation necessary to determine the extent to which the
pParty
Developer is \p'i deeding in good faith to comply with the terms of this
Agreement.,
(c)
As part of the annual review, the Retail Developer Party and City Planning
Director shall review the condition of the cross -block pedestrian connections
between NE 38t1i and 39th Streets in order to determine whether the security needs
of the said portion of the Retail Street Project warrant the continued limitations to
on public access to the southern plaza from NE 38t11 Street via the cross -block
pedestrian passages. In the event of a dispute between the Retail Developer Party
and the City Planning Director regarding the reduction/elimination of restrictions
to public access, the City Manager, or his or her designee, shall meet with both
parties to discuss the issue and render a final, non -appealable determination
regarding the same.
(d) 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 terns of the Agreement,
{27271933;2}
17
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 tennination 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
aforementioned period, the City may tenminate3 or amend this Agreement as to
that Developer Party in accordance with the r quireinents of Section 36.
Section 20. Notices.
(a) All notices, demands and requests which may q t : are required to be given
hereunder shall, except as otherwise expressly provided, be in writing and
delivered by personal service or sent by United StatesRegistered or Certified
Mail, return receipt requested, postage prepaid, or by ovenig^ht_ express delivery,
such as Federal Express, to the parties at the addresses liste?. below. Any notice
given pursuant to this Agreement shall be deemed given when -received. Any
actions required to beak,en hereunder which fall on Saturday, Sunday, or United
States legal holidays shaJi be de med to be performed timely when taken on the
succeeding day thereafte' b,rich a: not be a Saturday, Sunday or legal holiday.
To the City:
To Developer Parties:
City Manager
City of Miami
3500 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
Ben Newton LLC
Dacra Design 4141 LLC
Dacra Design Moore (Del.), LLC
{27271933;2}
18
With co
FCAA, LLC
Half -Circle Property (Del.) LLC
Lovely Rita Acquisitions, LLC
MDDA Morning Dew, LLC
MID -I Lee, LLC
Monte Carlo Associates (Del.) LLC
Norwegian Wood Acquisitions, LLC
Oak Plaza Associates (Del.) LLC
Penny Lane Acquistions, LLC
Sun King, LLC
Sweet Virginia Acquisitions LLC
Tiny Dancer Acquisitions LLC
Uptown Girl Development LLC
-'Craig Robins
841 NE 2nd Avenue, Ste. 400
Miami, FL 331
Flagler Hbldiirg Group, Inc.
Attn: John Petersen
4218 NE 2nd Ave.e, 2nd Floor
Miami, FL 33137
Akerman Senterfitt
Attn: Neisen O. Kasdin, Esq.
1 SE 3rd Avenue, 25t1i Floor
Iiami, FL 33131
Any Party to this Awe ement may change its notification address(es) by providing
written notification to tIi&remaining parties pursuant to the terms and conditions
of this section.
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 naive 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
{27271933;2} 19
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.
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 2= l 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,djscharge is -in writing and signed by the party
against whom enforcement of the change, lnodificatiopor discharge is sought. This Agreement
cannot be changed or terminated orally.
Section 24. Compliance with Applicable Law. Subject to the terns and conditions of this
Agreement, throughout the Term of this Agreement, Deve o�pe Parties and City shall comply
with all applicable fede sal, state or local laws, rules, regulations; codes, ordinances, resolutions,
administrative orders �ermits, policies and procedures and orders" that govern or relate to the
respective Parties' biigations and=.perfornance under this Agreement, all as they may be
amended from time to time.,
Section 25. Representations, Represer`tatives. Each party represents to the others that this
Agreement has been duly authored, 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 . o 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.
{27271933;2}
20
(c)
(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 tenn(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,
then Developer Party shall not be in default if *commences to cure such breach
within thirty (30) days and diligently prosecutes such cure to completion.
The City shall be in default under this gree n.ent if the City fails to perform or
breaches any tern(s), covenant(s), or ondition(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 oeter,party. The parties hereby forfeit any right
to terminate this Agreement u on the_, ankruptcy of the other party.
(e) The default of a successor or assignee of an (portion of Developer Party's rights
hereunder shall not be deemed abreach by such Developer Party.
Section 29. Rein lies Upon Default.
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
perfortaeceshall not waive any right of such party to also seek monetary
damages, Anjwctive 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.
{27271933;2} 21
Section 31. Assignment &Transfer. 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 under this Agreement and upon such assumption, the assigning party shall
be released from all obligations assumed by such assignee.
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 Terms z the exclusive venue and choice of law
provisions contained herein; (ii) rights of any pa : y arising during or attributable to the period
prior to expiration or earlier termination of thisflit
4reement, 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 t stained herein shall be construed as
establishing an agency relationship between the City a:rd, 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, ,anal 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;
emitting and Time is of the Essence.
o i
(a) The Parties agree \ttr�cooperate TWith 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 1 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
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.
{27271933;2} 22
(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 addiiti9n to costs and disbursements allowed by law,
such sum as the Court may adudge to be reasonable for the services of his/her/its
attorney.
(c)
This enforcement provision shall be in addit%n 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 agreeiiientof a Developer Party and the
City or following an ent of default. Prior to any amendment or termination of this Agreement
during its term, the shall libld:itwo public hearings before the City Commission to consider
and deliberate regardingsuch amendment or termination.
Section 37. Third Party Defenses city and Developer Parties shall, at their own cost and
expense, yigor`ously defend any‘claims, su r demands brought against them by third parties
challe%ging the Agreeiin nt,or t'ect, or dbbe ting to any aspect thereof, including, without
limitatio consisten y halleng ursuant to Section 163.3215, Florida Statutes (2013), (ii)
a petition for -writ of certiorari,(iii) an .a Fti on for declaratory judgment, or (iv) any claims for
loss, damage, liability, or expense (incl 'ding 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.
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.
{27271933;2}
23
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 satisfied. 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.
Section 42. Estoppel. Within thirty (30) days of receipt of written request from a Developer
Party, the City Manager, on behalf of the City, shall execu estoppel certificate or similar
document, in fonn and substance reasonably acceptab)c`t o the City Attorney, affirming the
Developer Party's compliance with the conditions set,`he Agreement. Should the City
fail to execute the requested estoppel certificate within the aforementioned time period, the City's
non -response shall be presumed to indicate the Developer Party'conpliance with the terms of
the Agreement.
NOW, THEREFORE, the City and Developer Parties have caused tlis Agreement to be
duly executed.
[Signature b
,City and Developer Parties]
{27271933;2} 24
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:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me this day of
2013, 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:
{27271933;2} 25
{27271933;2} 26
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:
Print Name:
STATE OF FLORIDA
The fo egoing instruin t was acknowledged before me this day of
2013, by
MEMBER, INCH a Florida co oration, 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:
, as of DACRA 4141 MANAGING
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;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 Moore (Del.), LLC
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me this day of
2013, 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
{27271933;2} 28
Print Name:
{27271933;2} 29
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:
The foregciing instrument
2013, by
ASSOCIATES MANAGER,
Manager of FCAA, LLC
FCAA, LLC
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware ,limited liability company, its
Manage
B
Print Name:
Title:
as acknowledged before me this day of
, as of MIAMI DESIGN DISTRICT
a Delaware limited liability company, in its capacity as
s personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;2} 30
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
HALF -CIRCLE PARENT, LLC, a
Delaware limited liability company, its
Manager
Witnesses:
By:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was aclwledged before me this day of
2013, by , as of HALF -CIRCLE PARENT, 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:
{27271933;2} 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:
STATE OF FLORIDA
CO i
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:
Thy foregoing instrument was acknowledged before me this day of
2013, by , as of MDDA SWEET BIRD
MANAGER LL;a.Delaware limited liability company, in its capacity as Manager of Lovely
Rita Acquisitions, LC� He is personally known to me or produced
=as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;2}
32
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Witnesses:
MDDA MORNING DEW, LLC
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware mited liability company, its
M
By:
Print Name:
Print Name: Title:
Print Name:
STATE"OF FLORIDA )
)
COUNTY OF MIAMI-DADE )
The foregoingstruient was acknowledged before me this day of
2013, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limited liability company, in its capacity as
Manager of MDDA Morning Dew, LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
{27271933;2} 33
Print Name:
{27271933;2} 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:
STATE OF FLORIDA
COUNTY -OF MIAMI-DADE
The foregoing instrument was acknowledged before me this day of
2013, by
MID -I Lee, LLC
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
B
Print Name:
Title:
of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC; a Delaware limited liability company, in its capacity as
•Manager of MIDI Lees LLC / Ho is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;2} 35
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:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
Monte Carlo Associates (Del.) LLC
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
Print Name:
Title:
The foregoing instrument was acknowledged before me this day of
2013, by , , as of MIAMI DESIGN DISTRICT
ASSOCIATES MACGER LLC,_a Delaware limited liability company, in its capacity as
Manager of Monte v Assotes (Del.) LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;2} 36
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
Norwegian Wood Acquisitions, LLC
a Delaware limited liability company, by
MDDA SWEET BIRD MANAGER, LLC, a
Delaware limited liability company, its
Manager
Witnesses:
By:
Print Name:
Print Name:
STATE OF FLORID
COUNTY OF MIAMI-DADE
The foregoing instrument was ack.owledged before me this day of
2013, by , a _ 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:
{27271933;2} 37
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:
STATE OF FLORIDA
COUNTY OF MIAMI-D
The fo
2013, by
ASSOCIATES M
Manager of Oak Plaza!
Oak Plaza Associates (Del.) LLC
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
B
Print Name:
Title:
ing instrument was acknowledged before me this day of
My commission expires:
, as
of MIAMI DESIGN DISTRICT
A Delaware limited liability company, it its capacity as
Del.) LLC. He is personally known to me or produced
as identification.
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;2} 38
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and
signed as of the date written above.
'Witnesses:
Penny Lane Acquisitions, LLC
a Delaware limited liability company, by
MDDA PHASE III HOLDINGS, LLC, a
Delaware limited liability company, its sole
Member by MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
By: '..
Print Name:
Print Name: Title:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me this day of
2013, by , as of MDDA PHASE III HOLDINGS,
LLC, a Delaware limited liability company, its sole member by MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, in its capacity as Manager of Penny Lane Acquisitions, LLC.
He is personally known to me or produced as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;2} 39
{27271933;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
s
f
COUNTY
The fore
2013, by
IAMI-DADI
LLC, a Delaware lien
Sweet Virginia Acquisitions LLC
a Delaware limited liability company, by
MDDA PHASE III HOLDINGS, LLC, a
Delaware limited liability company, its sole
member by MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
B
Print Name:
Title:
as acknowledged before me this day of
, as of MDDA PHASE III HOLDINGS,
company, its sole member by MIAMI DESIGN DISTRICT
ASSOCIATES MANAG, 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
{27271933;2} 41
Print Name:
{27271933;2} 42
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 FLORID:'
COUNTY OF MIAMI-DADE
Tiny Dancer Acquisitions LLC
a Delaware limited liability company, by
MDDA STARDUST MANAGER, LLC, a
Delaware limited liability company, its
Manager
By:
;Print Name:
Title:
The foregoing instrument was uc owledged before me this day of
2013, by a of MDDA STARDUST
MANAGER LLC, a Delaware limited liability company, in its capacity as manager of Tiny
Dancer Acquisitions LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;2} 43
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:
STATE OF FLORIDA
COUNTY MI-DADE )
2013, b
LLC, a Delk,*
LLC. He is pe
identification.
Sun King, LLC
a Delaware limited liability company, by
MDDA PHASE III HOLDINGS, LLC, a
Delaware limited liability company, its
sole member by MIAMI DESIGN
DISTRICT ASSOCIATES
MANAGER,3LLC, a Delaware limited
Liabilrtyoipany, its Manager
B
Print Name:
Title:
1 ment was acknowledged before me this day of
, as of MDDA Phase III Holdings,
y company, in its capacity as managing member of Sun King,
e or produced as
e limited lia`j
ally known
My commission expires::
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;2} 44
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and signed
as of the date written above.
Witnesses:
Uptown Girl Development LLC
a Delaware limited liability company, by
MDDA STARDUST MANAGER, LLC, a
Delaware limited liability company, its
Manager
By:
Pri
Print Name: Title:
Print Name:
STATE OF FLORID'
COUNTY OF MIAMI-DAD
The foregoing instrument w clmowledged before me this day of
2013, by of MDDA STARDUST
MANAGER, LLC, a Delaware limited 11 linty company, in its capacity as Manager of Uptown
Girl Development LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;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
COUNTY OF MIAIVII-DADE ')
The foregoing insti uip ent'was acknowledged
2013, by , as
is personally known to me or who produced
My commission expires:
Flagler Bolding Group, Inc.
a Florida for -profit corporation
By:
Print Name:
Title:
before me this day of
of Flagler Holding Group, Inc., who
as identification.
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;2} 46
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-DADB )
The foregoing instrument was acknowledged before me this day of ,
2013, by , in his capacity as City Manager, on behalf of the municipal
corporation, who is personally known to me or who produced as
identification. 'I _�"'
-----------
CITY
OF MIAMI, a municipal corporation
located within the State of Florida
By:
Johnny Martinez
City Manager
*or
Approved as to form and correctness:
By:
Julie Bra, Esq.
City Attorney
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;2} 47
Exhibit "A"
Legal Descriptions of the Property
{27271933;2} 48
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: Elecictra
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
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 1st Avenue (Folio No. 01-3124-033-0120 & 01-
3124-033-0100)
100 NE 39th Street (Folio No. 01-3124-030-0210)
105 NE8th Street (Folio No. 01-3124-033-0110)
Lot 2 and 22, LESS the West 13 feet of Lot 22, Block 1, of
C`UIIVIERCIAL BUENA VISTA, according to the Plat
thereof,, as recorded in Plat Book 14, at Page 56, of the Public
Records cif Miami -Dade County, Florida.
Amp
Parcel 12B
Lot "B", of BTIflMORE COURT, according to the Plat
thereof, as recorded 1n Plat Book 7, at Page 37, of the Public
Records of Miami -Dade runty, Florida.
Parcel 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
ords of Miami -Dade County, Florida.
Parcel 12D:
Lots 12 and 13, Block 2, of MAGNOLIA COURT, according
o 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.
Map #3: Rothman
SUBJECT PROPERTY STREET ADDRESS(ES): 108 NE 39th Street (Folio No. 01-3124-030-0200)
{27271933;2} 49
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #4: Palm Lot
SUBJECT PROPERTY STREET ADDRESS(ES): 140 NE 39th S (F Ito No. 01-3124-030-0170)
SUBJECT PROPERTY LEGAL DESCRIPTION:
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 an easement over the 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 105, of the Public
Records of Miami -Dade County, Florida, created by Quit
Claim Deed Creating Perpetual Easement, filed September 3,
1985, in Official Records Book 12624, at Page 676.
The West 50 feet of Lot 1 and Lots 7 to 14, both inclusive,
and Lots 24 to 31, both inc 18zv Block 1, COMMERCIAL
BUENA VISTA, according to th Plat thereof, as recorded in
Plat Book 14, at Page 56, of the public Records of Miami-
Dade County, Florida.
Also known as:
t 75 feet of Lot 1, less the East 25 feet thereof, and
both inclusive, and Lots 24 to 31, both inclusive,
ERCIAL BUENA VISTA, according to the
as rec°pded in Plat Book 14, at Page 56, of the
cords of'1V[ii'i-Dade County, Florida.
Parcel hl
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.
{27271933;2} 50
Map #5: Booth
SUBJECT PROPERTY STREETADDRESS(ES): 3821 NE 1st Court (Folio No. 01-3124-033-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 1A:
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 Page 56, of the Public
Records of Miami -Dade County, Florida.
Less: That portion thereof beginning at the Northeast corner
of Lot 1, Block 1, thence go West 5 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, thence North 70.9 feet, to the
Point ofBegimiing.
{27271933;2} 51
Map #6: Booth
SUBJECT PROPERTY STREET ADDRESS (ES): 3821 NE 1st 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 beginning 146.40 feet West of the
Southeast corner of Lot 8, NEWTON SUBDIVISION,
according to the Plat thereof, as recorded in Plat Book 3, at
Page 1263,, of the Public records of Miami -Dade County,
Florida, thence run North 137.00 feet; thence West 46.50 feet;
tlnee South 137.00 feet; thence East 46.50 feet to the Point
of .Beginning
Less am
A portion of NEWTON SUBDIVISION, according to the Plat
thereof, as recorded in Plat Book 3, at Page 126, of the Public
Records of Miami ale County, Florida, and being more
particularly describe as ollows:
Begin at the Southeast'corner of Lot 36, Block 1,
COMMERCIAL BUENA VISTA, according to the Plat
thereof, as recorded in Plat Book 14, at Page 56, of said Public
Records of Miami -Dade County, Florida; thence South
89°46'20" East along the Easterly projection of the South line
said Block 1, said line also being the North right-of-way
N.E. 38th Street as shown on said plat of
CO ERCIAL 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.
{27271933;2} 52
Map #7: Buena Vista
SUBJECT PROPERTY STREET ADDRESS(ES): 180 NE 39TH Street (Folio No. 01-3124-030-0100)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Lots 1 to 6, inclusive, and the East 25 feet of Lot 7, in 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.
Beginning at the Southwest corner of Lot 3, in Block 2, of
MAGNOLIA COURT; thence run North along the West ends
of Lots 3, 2 and 1 o aii Block 2, to the Northwest corner of
Lot 1, of said Blocl ; thence run West 9 feet to the Northeast
comer of Lot 4, ock 2, of MAGNOLIA COURT; thence run
South along the Last side of Lot 4, Block 2, to the Southeast
comer of I 44 of said Block 2; thence run East 9 feet to the
Point of Beginning, being; all that certain unnumbered Lot, 9
feet wide by 93.45 feet deep, lying directly West of Lots 1, 2
and 3, of Block 2, MAGNOLIA COURT, and directly East of
Lot 4, of said Block 2, accoro the Plat thereof, as
recorded in Plat Book 6, at Page 10 of the Public Records of
Miami -Dade County, Florida.
Lots 1, 2, 3 and 4, of NEWTON'S SUBDIVISION, according
e plat thereof, as recorded in Plat Book 3, at Page 126, of
is Records of Miami -Dade County, Florida, less the
hereof.
the Nozh est corner of Lot 1, of NEWTON'S
ISION, aciding to the Plat thereof, as recorded in
cok 3, at Page 126, of the Public Records of Miami -
Dade County, Florida; thence West 92.9 feet; thence South
70.9 feet, thence East 46.5 feet; thence South 112.00 feet;
thence East146.4 feet; thence run North 182.9 feet to the point
of beginnil g.
Begin at the Northeast corner of Lot 1, Block 1,
COMMERCIAL BUENA VISTA SUBDIVISION, a
subdivision recorded in Plat Book 14, at Page 56, of the Public
Records of Miami -Dade County, Florida, and run West 5.00
feet; 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.
{27271933;2} 53
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
Pub1io k Lords of Miami -Dade County, Florida.
7
a/k/a - Tuttle outh'— 3725 Biscayne Blvd.
formerly describ
Lot 32, less that part iiBiscayne Boulevard, and Lots 33
through 36, less the WestA: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;
ol3 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
Plat thereof, as recorded in Plat Book 5, at Page 25, of the
Public Records of Miami -Dade County, Florida.
{27271933;2} 54
Map #10: Tuttle North
SUBJECT PROPERTY STREETADDRESS(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 40TH Street (Folio No. 01-3124-027-0270)
SUBJECT PROPERTY LEGAL DESCRIPTION: LOTS 1, 2 AND 3, IN BLOCK 3, OF AMENDED PLAT OF
COM 4ERCIAL BILTMORE, ACCORDING TO THE PLAT
THEREOF, AS RECORDED IN PLAT BOOK 6, AT PAGE
COOF THE PUBLIC RECORDS OF MIAMI-DADE
�Y, FLORIDA.
Map #12:
Casa/Lady Jane*
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGALD.ESCRIPTION:
99 NE 39TH Street (Folio No. 01-3124-029-0010)
Lots 1 and 2 , Block 1 oBLTMORE COURT, according to
the Plat thereof, as recorded in Plat Book 7, Page 37, of the
Public Records of Miami -Dade County, Florida.
{27271933;2} 55
Map #13: Cumberland/JBL
SUBJECT PROPERTY STREET ADDRESS(ES): 100 NE 40' Street (Folio No. 01-3124-028-0160)
108 NE 40' Street (Folio No. 01-3124-030-0200)
101 NE 396 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. , it
Parcel 2:
Lot "A", ofABILTMORE COURT, according to the Plst
thereof, as recorded in PIat*ok 7, at Page 37 of the Public
Records of Miami -Dade Coun£yTFUorida.
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
of the Public Records of Miami -Dade County,
Lot-;i 1ess the East 3 feet thereof, and Lot 13, in Block 1, of
MAGNOLIA COURT, according to the Plat thereof, as
recorded 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.
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
{27271933;2} 56
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 39t1i 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): 139'1E39t" Street (Folio No. 01-3124-030-0060)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #16: Oak Plaza tog
Loft 9' and the Westerly 12 feet of Lot 8, in Block 1, of
MAGNOLIA COAT, according to the plat thereof, as
recorded=in Plat Book 6, at Page 105, of the Public Records of
Miami -Dade Co' , Florida.
Also known as:
Lot 9 and the West 12 feetief Lot 8, in Block 1, MAGNOLIA
COURT, according to tfialat 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-39th1 Street (Folio No. 01-3124-030-0050)
SUBJECT PROPERTY LEGAL DESCRIPTIONY
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.
{27271933;2} 57
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 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, asrecorded In Plat Book 12, at Page 44, of the
Public Records of Mt i-Dade County, Florida
SUBJECT PROPERTY STREET ADDRESS(ES): 170 NE 40th Street (Folio No. 01-3124-028-0040)
SUBJE
EGALDESCRIPTION: 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.
{27271933;2} 58
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,
f�.
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 .:and 3, Block 1, MAGNOLIA
COURT, according to the plat thereof, as recorded in Plat
Book 6, at Page 105, of the PublidVecords of Miami -Dade
County, Florida, being more particular y.described as follows:
The East 10 feet of Lots 1, 2 and 3, and the external area of a
circular curve, contained within said L6.0, 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
2',': venue
Those portions of Lots 1, 2 and 3, SECOND SECTION,
COERCIAL BILTMORE 1924, according to the plat
thMMereofas recorded in Plat Book 12, at Page 44, of the Public
Recordgi Tof 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. 2" d Avenue.
{27271933;2}
59
Map #21: Newton
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):
SUBJECT PROPERTY LEGAL DESCRIPTION:
4
60 NE 4ST Street (Folio No.
56 NE4-!Street (Folio No.
42 NE4f Street (Folio No.
�,.41St Street (Folio No.
90IIE41St Street (Folio No.
80 NE
84 NP lst Street (Folio No.
41Svtree folio No.
81 NE 401h Sheet (Folio No.
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)
01-3124-027-0130)
Lots 4, 5, 6, 7 and 8 `lock 9, of BILTMORE, according to
Plat thereof, as recordedauPlat 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
lat thereof, as recorded in Plat Book 6, at Page 67, of the
'-1icRecords 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.
{27271933;2} 60
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 -Dade
County, Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 151 NE 40th Street (Folio No. 01-3124-027-0060)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #25:
Mosaic/Chathatm„.,_
SUBJECT PROPERTY STREET ADDRESS(ES)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Lots 13_.and 14, Block 1 of AMENDED PLAT OF
COMMERCIAL BILTMORE, according to the Plat thereof,
asecorled in Plat Book 6, at Page 132, of the Public Records
Miami -Dade County, Florida.
----------
55 NE 40th Street (Folio No. 01-3124-027-0040)
Lots 8, 9, ;10, 111 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.
{27271933;2} 61
Map #26, #27, #35, #41, & #42:
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Moore — Garden Lounge / Moore Building / Moore 140 /
Moore 77 / Moore 115
175 NE 40TH Street (GL) (Folio No. 01-3124-025-0020)
4040 NE 2"d 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, ofNDED PLAT OF A PORTION OF
BLOCK 10 OF,FF BLTMORE SUBDIVISION AND A
PORTION OF`BLOCK 1 OF THE AMENDED PLAT OF
COMMERFCIAL BBILT MORE SUBDIVISION, according to
the Plat thereofas record .d 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 BILiiN:QRE, according to the
Plat thereof, as recorded in Plat Boole, 6, .at Page 67, of the
Public Records of Miami -Dade County, Florida.
rce19C:
tlrereo]
Recur
Parcel 9D:
and 4, in Block 1, of AMENDED PLAT OF
IAL�BILTMORE 1921, according to the Plat
ecorde.hn Plat Book 6, at Page 132, of the Public
Miami=Dad'County, Florida.
Lots 3 arz. in Block 7, of BILTMORE, according to the Plat
thereof, a`recorded in Plat Book 6, at Page 67, of the Public
Records of Miami -Dade County, Florida.
Parcel 9E:
Lot 22 and the East'/z 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.
{27271933;2}
62
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:
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 thePlat=thereof, as recorded in Plat Book 6, at Page 67, of
t1je Pul l c Records of Miami -Dade County, Florida.
158 NE 415t Stre(Folio No. 01-3124-024-1470)
Lot 5 and the We feet of Lot 4, Block 10, BILTMORE
SUBDIVISION, according to the Plat thereof, as recorded in
Plat Book 6, at Page 67, kothe 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
e of said Lot 4 for a distance of 20 feet to a point; thence
westerly along a tangent circular curve having a radius
of'et through a central angle of 90 degrees for an arc
distance of 31.42 feet to the Point of Beginning.
{27271933;2} 63
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:
Map #43: Scarlet Begonia
Lots 19, 20 and West 1/2 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 STREETADDRESS(ES): 135 NE 41' 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 ADDRESSES) 1Sp NE 42"d Street (Folio No. 01-3124-024-1550)
SUBJECT PROPERTY LEGAL DESCRIPTION:
325 feet of that certain tract of land in the city of
ed on the North by N.E. 42' Street, on the South
re ,et2 on the East by N.E. Second Avenue and on
eby the .East lines of Lots 5 and 6, Block 7,
BII TNIORE, a subdivision shown by plat of record in Miami -
Dade County, in Plat Book 6, at Page 67.
Also krY
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.
{27271933;2}
64
Map #45: 4100/Lee*
SUBJECT PROPERTY STREET ADDRESS(ES): 4100 NE 2ND Avenue (Folio No. 01-3124-024-1560)
4200 NE 2nd Avenue (lot) (Folio No. 01-3124-024-0930)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 4A:
Map #46:
4141
SUBJECT PROPERTY STREET ADDRESS(ES):
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, orded in Plat Book 6, at Page 67, of
the Public Records`tifMami-Dade County, Florida.
Together with /r oxclusive easement of ingress, egress,
parking and onstruct on and maintenance of a pedestrian
bridge as set forth in `that Reciprocal Bridge Easement and
Parking Agreement, dated`July20, 1988, and recorded August
1, 1988, in Official Records Book 13769, at Page 2966, of the
Public Records of Miami -Dade County, Florida.
� rr
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
e 67 of the Public Records of Miami -Dade County,
4141''NE,2ND Avenue (Folio No. 01-3219-009-0010)
Tract A'ald 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.
{27271933;2} 65
Map #47: 4200*
SUBJECT PROPERTY STREET ADDRESS(ES): 4200 NE 2nd 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 2' 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 s recorded in Plat Book 6, at Page 67, of the Public
ltecbrds of Miami -Dade County, Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 4240 NE 21YD Aver e_(Folio No. 01-3124-024-0950)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #50: City Gana;
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)•. 380o NE 1ST 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 38' Street (Folio No. 01-3124-033-0370)
SUBJECT PROPERTY LEGAL DESCRIPTION:
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.
{27271933;2} 66
Map #52: Spear
SUBJECT PROPERTY STREET ADDRESS(ES): 3815 NE Miami Court (Folio No. 01-3124-033-0390)
SUBJECT PROPERTY LEGAL DESCRIPTION: That portion of Lots 19, 20 and 21 of 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, lying West of the West line of
Lot 6, of 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.
Map #53: Always Flowers
SUBJECT PROPERTY STREET ADDRESS(ES): 50 NE 39`
SUBJECT PROPERTY LEGAL DESCRWTION:
Map #54, 55 &
SUBJECT PROPERTY
T12EET ADD'
i No. 01-3124-029-0150)
All of Lot 7 and Lot 8, less Sze" -following described property:
Beginning at the Northeast corner Iuf Lot 8, in Block 2, o f
BILTMORE COURT, accordingt the Plat thereof, as
recorded in Plat book 7, at Page 37, the.Public Records of
Miami -Dade County, Florida; thence West along the
North line of said Lot 8, a distance of 50.02 feet to the
orthwest corner of said Lot 8; thence run South along the
Me of Said Lot 8, a distance of 89.30 feet to the
,prner of said Lot 8; thence run East along the
aid Lot 8, a distance of 30.92 feet to a point;
h alag a line parallel with and 30.92 feet East of
me of sai of 8, for a distance of 70.27 feet to a
po Df curve; thence run Northerly and Easterly along the arc
of a I ve having a radius of 19.15 feet and a central angle of
90 01'�3 for an arc distance of 30.10 feet to the Northeast
corner 6,_f 78aid Lot 8, which is the point of beginning, all in
Block 2;` of BILTMORE COURT, according to the Plat
thereof, as recorded in Plat Book 7, at Page 27, of the Public
Records of Miami -Dade County, Florida.
(ES): 30 NE 39th Street (Folio No. 01-3124-029-0160)
3840 NE Miami Court (Folio No. 01-3124-026-0220)
3825 N. Miami Avenue (Folio No. 01-3124-029-0170)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Lot 9, less the East 15 feet, and Lots 10 through 13, inclusive,
Block 2, of BILTMORE COURT, according to the Plat
thereof, recorded in Plat Book 7, Page 37, of the Public
Records of Miami -Dade County, Florida, less that portion of
Lot 11, Block 2, taken by Eminent Domain pursuant to Final
Judgment under Clerks File No. 69R-17950, described as
follows:
All that part of Lot 11, Block 2, of "BILTMORE COURT"
which lies within the external area formed by a 25 foot radius
{27271933;2} 67
arc, concave to the Southeast, tangent to the North line of said
Lot 11 and tangent to a line that is 10 feet East of and parallel
to the West line of said Lot 11.
AND
Lot 4, less the West 15 feet and Lot 5, Block 3, "CENTRAL
ADDITION BUENA VISTA", according to the Plat thereof,
as recorded in Plat Book 3, Page 191 of the Public Records of
Miami -Dade County, Florida.
Map #57, 58 & 59: Marcy
SUBJECT PROPERTY STREET ADDRESS(ES): 3852 N. Miami c Y nue (Folio No. 01-3124-021-0940)
20 NW 39 treet (Fo io o. 01-3124-021-0950)
28 NW 39`h Street (Foho 01-3124-021-0960)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #60 & 61: Madonna
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Lot 1-4, Block 6, PRINCESS `?K, according to the plat
thereof as recorded in Plat Book , Page 87, of the Public
Records of Miami -Dade County, Florid
tami Avenue (Folio No. 01-3124-021-0580)
ettti(Folio No. 01-3124-021-0570)
Lots 2 23 and 24, in Block 3, of PRINCESS PARK,
accordig to the Plat thereof, as recorded in Plat Book 6, at
Page ` 7 of the Public Records of Miami -Dade County,
Florida.
Map #62. Uptown Girl
SUBJECT PR PERTYSTREET ADDR:ESs(ES): 4100 NE 1st Avenue (Folio No.01-3124-024-1350)
SUBJECT PROPER LEGAL DESCRIPTION:
Map #63:
Tiny Dancer
Lots 23 and 24, LESS the North 46 feet thereof, in Block 8 of
BILTMORE, a subdivision, according to the Plat thereof, as
recorded in Plat Book 6, Page(s) 67, of the Public Records of
Miami -Dade County, Florida.
SUBJECT PROPERTY STREET ADDRESS(ES): 4039 NE 1ST Avenue (Folio No. 01-3124-024-1540)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Lot 12, 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 Dade County, Florida, now
know as Miami -Dade County, Florida.
{27271933;2} 68
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.
{27271933;2} 69
Exhibit "B"
Miami Design District Retail Street SAP Regulating Plan and Design Concept Book
Please refer to Legistar File No. 11-01196ap1 for a copy of the Miami Design District Retail
Street SAP Regulating Plan & Concept Book. The Development Agreement will be considered
by the City Commission as a companion item to th--above-referenced file.
{27271933;2} 70
Exhibit "C"
Retail Developer Party
Retail Developer Party Entities:
Dacra Design Moore (Del.), LLC
FCAA, LLC
MID -I Lee, LLC
Oak Plaza Associates (Del.) LLC
{27271933;2} 71
Exhibit "D"
Letter of support from Buena Vista East Historic Neighborhood Association dated
November of 2011
{27271933;2} 72
AMENDED AND RESTATED DEVELOPM NT
AGREEMENT BETWEEN CITY OF MIAMI, FLO • IDA
AND FLAGLER HOLDING GROUP, INC., MONTE C RLO
ASSOCIATES (DEL.) LLC, HALF -CIRCLE PRO ' ERTY
(DEL.) LLC, NORWEGIAN WOOD ACQUISITIO S, LLC,
OAK PLAZA ASSOCIATES (DEL.) LLC, BEN N TOWN
LLC, SWEET VIRGINIA ACQUISITIONS, LLC LOVELY
RITA ACQUISITIONS, LLC, DACRA DESI MOORE
(DEL.) LLC, FCAA, LLC, MID -I LEE, C, DACRA
DESIGN 4141 LLC, PENNY LANE ACQUI TIONS, LLC,
UPTOWN GIRL DEVELOPMENT LLC, ;S! f KING, LLC,
MDDA MORNING DEW, LLC, AND INY DANCER
ACQUISITIONS, LLC REGARDING AP OVAL OF THE
MIAMI DESIGN DISTRICT RETAIL TREET SPECIAL
AREA PLAN AND RELATED.DEVELOMENT
THIS AGREEMENT is entered this day of 2013, by and between,
Flagler Holding Group, Inc., a Florida profit corporate / , Monte Carlo Associates (Del.) LLC,
Half -Circle Property (Del.) LLC, Norwegian Wood cquisitions, LLC (and as successor by
merger to Lady Jane Acquisitions, LLC), Oak Plaza associates (Del.) LLC, Ben Newton LLC,
Sweet Virginia Acquisitions, LLC, Dacra Design Moore (Del.) LLC, FCAA, LLC (and as
successor by merger to Scarlet Begonia Holdings, i/LC), MID -I Lee, LLC, Dacra Design 4141
LLC, - Penny Lane Acquisitions, LLC, Uptow Girl Development, LLC, Sun King, LLC,
MDDA Morning Dew, LLC, and Tiny Dancer cquisitions, LLC, Delaware limited liability
companies (each, individually, "Developer Party, and collectively, the "Developer Parties"), and
the CITY OF MIAMI, FLORIDA, a municip f, corporation and a political subdivision of the
State of Florida ("City") (Developer and the Ci together referred to as the "Parties").
r
WITJIESSETH:
WHEREAS, the Miami Design Dirict (the "District") spans portions of twelve (12) city
blocks containing all the properties gene 41ly bounded on the east by Biscayne Boulevard; south
by NE 36t1i Street; west by North Mia' i Avenue; and north by NE 40t1i Street or properties
generally located within the areabou'daries of the Miami Design District area ("SD-8") as
designated under Ordinance 11000; a serviced by three (3) Miami -Dade Transit routes; and
WHEREAS, the District h. s 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
WHEREAS, the emerg fig status of the District is consistent with the City's vision to
develop a world class destinatin for the arts, fashion, and design, and, as such, the City wishes
to encourage redevelopment w/thin the District; and
WHEREAS, a subssubs9t of the Developer Parties wish to redevelop some of the subject
properties as a mixed -use, pedestrian oriented, urban retail street anchored by high -end fashion
brands heretofore unavailale within the City (the "Retail Street Project"); and
{27271933;1}
1
WHEREAS, the City and Developer Parties wish for development of the subject
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 Developer Parties previously sought, and the City granted,
amendment to the Future Land Use Map designations within the Comprehensive Plan or
selected properties within the Retail Street Project from Duplex Residential and Medium De `sity
Multifamily Residential to Medium Density Restricted Commercial in order to fa,'ilitate
redevelopment within the District; and
WHEREAS, the City, under a process outlined in the Miami 21 Zoning cog e ("Miami
21") which allows parcels of more than nine (9) abutting, acres to be master plan /ed to allow
greater integration of public improvements and infrastructure, and greater flexility so as to
result in higher or specialized quality building and streetscape design, previous approved the
Miami Design District Retail Street Special Area Plan ("SAP") via the adoption of Ordinance
13334 on July 26t�', 2012, and subsequently amended the SAP via the adoplfon of Ordinance
XXXX on October , 2013; and
WHEREAS, Sec. 3.9.1,of Miami 21 requires development wit in the SAP to occur
pursuant to a Development Agreement, between the property owner(s) an the City; and
WHEREAS, on February 19, 2013, the Developer Parties ecorded a Development
Agreement for the SAP (the "Recorded Agreement"); and
WHEREAS, the Developer Parties have expanded their real ownership within the
District and now hold fee simple title to approximately 21 acres of property within the District;
and
WHEREAS, the Developer Parties have approved� ' certain modifications to the
previously approved SAP requiring certain companion odifications to the Recorded
Agreement; and the lots which comprise the Miami Design istrict Retail Street Special Area
Plan properties are those identified on page A1.4 and A1.5 - f the Miami Design District Retail
Street Special Area Plan Design Concept Book (here)i after, the "SAP Property", "SAP
Properties", or "SAP Area"), as amended (sketch and legaldescriptions of which are attached as
Exhibit "A"); and
WHEREAS, this Development Agreement (" Agreement") satisfies the requirement set
forth in Sec. 3.9 of Miami 21 ; andWHEREAS, he City and Developer Parties wish for
development within the District to proceed substanti lly in accordance with the Miami Design
District Retail Street SAP Regulating Plan and Des'n Concept Book, as modified on October,
_ 2013, by the adoption of Ordinance No. XXXX attached as Exhibit "B" ("Regulating Plan
and Design Concept Book "); and .
WHEREAS, the lack of certainty in the a proval 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, ;Ind discourage commitment to comprehensive
planning; and
{27271933;1 }
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 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
WHEREAS, the City Commission pursuant to Ordinance No.XXXX,,X, ` adopted
, 2013 has authorized the City Manager to execute this Agreement upot/substantially
similar terms and conditions as set forth herein below, and the Developer Partieshave been duly
authorized to execute this Agreement upon the terms and conditions set forth be�,,low.
NOW THEREFORE, in consideration of the mutual covenants and agreements
hereinafter contained, the parties mutually agree and bind t;�'themselves as se'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 ex tessly provided:
(a) A defined term has the meaning assigned to it/
(b) Words in the singular includethe plural,;andwords in plural include the singular;
%`
A pronoun in one gender includes and aOplies to other genders as well;
(c)
(d) The terms "hereunder", "herein", "h4eof, "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 tlK Agreement shall not be more strictly construed
against either the City or Dever oper, as all parties are drafters of this Agreement;
and /
(f)
The recitals are true and coorect and are incorporated into and made a part of this
Agreement. The attached exhibits shall be deemed adopted and incorporated into
the Agreement; provided (owever, that this Agreement shall be deemed to control
in the event of a conflict etween 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 ,Amended and Restated Development Agreement
between the City and the Deeloper Parties.
{27271933;1} 3
"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 (2013), meeting the requirements of Section 163.3177, Florida
Statutes (2013), Section 163.3178, Florida Statutes (2013) and Section
163.3221(2), Florida Statutes (2013), 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 signathry to
this Agreement. ,
"Developer Parties" means the property owners who are signatories to this
Agreement.
jr
"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 (2013),
"Effective Date" is the date of recordationof the executed; amended and restated
version of this Agreement.
"Existing Zoning" is (a) Miami 21 Code, April 201 f, 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 developmai<it, 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 compris the effective land development
regulations governing development of the AP Area as of the effective date of the
Recorded Agreement.
"Land" means the. earth, water, and Air, above, below, or on the surface and
includes any improvements or structures customarily regarded as land.
"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.
{27271933;1)
4
"Recorded Agreement" means the original Development Agreement recorded in
O,R. Book 28495, Pages 558-688 (CFN 2013R0132749) in the Public Records of
Miami -Dade County, Florida on February 19, 2013.
"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 Devel er
Parties to redevelop the SAP Properties pursuant, to the Miami Design, District Retail Street AP.
This Agreement will establish, as of the effective date of the Recorded Agreement, the land
development regulations which will govern the development of the SAP Properties, t ereby
providing the Parties with additional certainty during the development process. This Agri ement
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 . treet SAP,
this Development Agreement, the Comprehensive Plan, Existing Zoning, and the F orida Local
Government Development Agreement Act, s. 163.32,20`'- 163.3243, Florida Statute (2013),
Section 6.
Exhibit "A."
Applicability. This Agreement only applies to the SAP Properes identified in
Section 7. Term of Agreement, Effective Date and Binding Effect. Tl/s Agreement shall
have a :terns of thirty (30) years from the Effective Date and shall be re orded in the public
records of Miami -Dade County and filed with the City Clerk, The term o P this Agreement may
be extended by mutual consent of the Parties subject to a public hearing, p rsuant to s, 163.3225,
Florida Statutes (2013). This Agreement shall become effective on the affective Date and shall
constitute a covenant running with the land that shall be binding upon, nd inure to, the benefit
of the parties, their successors, assigns, heirs, legal representatives, and o ersonal representatives,
Section 8. Permitted Development Uses and Building Intensities.
(a) Miami Design District Retail Street SAP Designati n. The City has designated
certain properties as the Miami Design District Ret �il Street SAP on the official
zoning Atlas of the City, pursuant to the applicabl 'procedures in Miami 21, The
Regulating Plan and Design Concept Book are(' attached as Exhibit "B". In
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.
{27271933;1} 5
(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
change of zoning, pursuant to Article 7 of Miami 21, to increase t e
density or intensity of development permitted by the underlying Transct
designation of that certain property forming part of the Miami Design
District Retail Street SAP byamending the SAP and this Agreement. r/
(4) In the event the City should amend its Comprehensive Plan to pern4iit 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 Lse 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 replacemOt within the SAP
Area where passible.
(1) Off -site replacement trees. Notwithstanding the requirements of Sec. 17-
6.(e) of the City Code, where replacement withip the SAP Area is not
possible, Developer Party may enter into an agrgement with the City to
perform tree replacement on public property ' the following order of
priority: (i) within the District; (ii) within a ne (1) mile radius of the
District; or; (iii) within any City park. Particu r emphasis shall be paid to
replacement along gateway corridors within 'nd surrounding the District,
specifically N. Miami Avenue, N.E. 2nd A ,'enue, NE 36th Street, NE 1st
Avenue, and Biscayne Boulevard. Further /emphasis shall also be placed
on the possible placement of trees within e boundaries of the following
neighboring communities: (i) Buena Vist Heights; (ii) Buena Vista East;
and (iii) Brentwood. The City further Orees to facilitate the permitting
and planting of replacement trees on ajpublicly owned property within
the aforementioned areas and within k ity parks. The Developer Parties
further agree to work with the rest dents and representatives of the
aforementioned communities to identify locations for and coordinate the
placement of said trees. Each /Developer Party undertaking tree
{27271933;1 } 6
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 tre/
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 S96. 17-6.(a)
of the City Code. The chart below,. shall replace and supe Bede 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 GiBH
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 equirements have been satisfied,
calculate the total sum in inches of the iameter 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 remdved exceeds a total of 60 inches, the
additional inches shall be added cumulatively from the top of the chart,
{27271933;1} 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 o 'species
22"- 40"
2
i
41"- 100"
4
101" or greater
6
(5)
Tree installation. A Developer Party shall install trees opportunistically
within the public right-of-way, subject, at all''times, 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 connectivitywithin the public right-of-way along N.E. 41st Street.
The proposed below -grade connection will (facilitate ease of access, minimize
pedestrianand vehicular conflicts, and redtce the Retail Street Project's traffic
impacts by enhancing internalized traffic :circulation, reducing off -site impacts
and expanding parking capacity within the`District.
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 puriSose, and further agrees to support the Retail
Developer Party's efforts to obtain any authorization to establish such proposed
below -grade connection where the approval of another governmental agency may
be necessary,
The City further finds that the authorization of such a connection below the public
right-of-way shall in no wary 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. r
Given the public benefits conferred upon the City by the below -grade connection
beneath N.E. 41' 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 enctoachments proposed by the Retail Developer Party do not
{27271933;1} 8
unduly restrict the use of the public right-of-way and are an essential element in
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 (7) ty
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
and the use of the same for both vehicular travel and public parking. j
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 and public parking in
accordance with the Florida Building Code and the City/Charter and Code.
(2) Provide an insurance policy, in an amount determipd 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. r
`
The Retail Developer Party shall hold harmless and indemnify the City, its
officials and employees from any clattns 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.
(3)
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 Purty 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) a`d (c), Florida Statutes (2013), 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.
{27271933;1}
9
(a) Future Development Review. Future development within the Miami Design
District Retail Street SAP shall proceed pursuant to the processes and in
accordance with the design requirements set forth in the Regulating Plan and
Design Concept Book, attached as Exhibit "B". The criteria to be used in a
determination regarding whether future development shall be approved is the
proposed development's consistency with the Comprehensive Plan, this
Agreement and the Miami Design District Retail Street SAP.
With regard to SAP Parcels 57-61 as identified on Page A1.5 of the Concept
Book, the Developer Party agrees to meet with representatives of the Buena Vista
Heights Neighborhood Association not less than :fifteen (15) days in advance of
submitting any redevelopment plans for said parcels to the City for processing,
(b) Prohibition on Downzoning.
(1) The Comprehensive Plan, the Existing Zoning, and this Agreement shall
govern the development of the SAP Properties designated a part thereof
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 (2013) have
been made following a public hearing or as otherwise provided herein.
(2) Pursuant to s. 163.3233(3), Florida Statutes (2013)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 (2013).
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 Pror6erties 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 40t1i Street.
The maximum number of establishments selling aloholic 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 alcoholi% 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 ail equivalent license). The number of approved
establishments may be increased by amendment to this Agreement.
{27271933;1} 10
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 Cit/
Code not in conflict with the provisions of this Agreement.
Each of the alcoholic beverage establishments within both the Retail Street SAP Retail Spp cialty
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 separate
written agreement between the Developer Parties.
Section 13. Valet Parking. The Developer Parties intend toestablish a uniforrii 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 jS the operator of the
uniform valet system. f
Section 14. Temporary/Special Events. To the extent governed by thc'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: event1e' canners, farmers' markets,
grand openings, holiday sales, outdoor sales, ground breakings, an¢d neighborhood sales events.
For events which the Retail Developer Party anticipates to exceed1(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`P-aity, 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 theidate 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 thaVthe above -listed activities, which shall not
exceed the maximum permitted occupancy: of the Retail Street Project, will not:
(i) substantially interrupt the safe and76rderly 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.
{27271933;1} 11
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
training and job placement services for area city residents seeking employments
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 requireitheir general
contractor(s) to use best efforts to work with the_-' City's Miami
Works Initiative or similar program to source job, opportunities for
both skilled and unskilled laborers seeking employment
opportunities within the construction industry. -`
f
/
b. Community ';Business Enterprise (CBE) Participation. The
Developer Parties shall require their general contractor(s) to use best
efforts to award a minimum of twent/percent (20%) of the direct
construction contract costs to sublontractors 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 municip`I 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 )4ork 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.
Hospitality Employment. The Developer Parties anticipate that a number
of job opportunities i n the hospitality sector will be generated within he
SAP Area. The Developer Parties shall use best efforts to work with
(3)
{27271933;1} 12
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
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 Enhancement: The City owns and operates an
existing mini -park, located at approximately699 NE 36t1i Street (Folio No.
01-3219-000-0010), consisting of a parcel of land approxim,t.tely 6,811 sq.
ft. in size and any improvements thereon. Inconsultation 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 the Recorded Agreement.
(2) Park/Open Space Acquisition: The Developer,F'arties 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 offsetra 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 similarelements(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 the Recorded Agreemee t.
If such acquisition is not th ely completed within period set forth above, ,
the Developer Parties shall/bye required to make a contribution to the City's
Public Parks and Open //Apace 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 pace or $217,432.34 within three (3) years of the
aforementioned co>_ letion date. The amount of said contribution shall
be apportioned bet>'een each Developer Party in accordance with method
set forth in subparagraph (4) below.
{27271933;1} 13
(c)
(3)
Open Space Contribution: The Developer Parties shall strive to provide a
minimum of ten percent (10%) of Open Space, but in no event less than
six and a half percent (6.5%) of Open Space consistent with the
requirements set forth in the Regulating Plan and Concept Book. Should.
the Open Space within the SAP Area at the completion of the Retail Street
Project or within five (5) years of the Effective Date of this Agreement,
whichever is earlier, equal less than the aforementioned 10% goal, the
Developer Parties shall make a cash contribution to the City's Public Parks
and Open Space Trust Fund at the rate of $10.81 per sq. ft., as
contemplated under Sec. 3.14.4.b.3. of Miami 21, for the square footage
comprising the difference between the 10% Open Space goal and the
minimum requirement of 6.5%. The amount of said contribution shall not
exceed $241,000 for the maximum anticipated deficit of 22,293 sq. t. of
Open Space and shall be apportioned among the Developer Parties in
accordance with the method set forth in subparagraph (4).
(4) Apportionment of the.: Cost of Woodson Mini -Park Enhancement,
Park/Open Space Acquisition, & Open Space Contribution: The
improvements and park acquisition referred to in subparagraphs (1), (2),
and (3) above are called the "Park Contribution" (collectively, the
"Contributions"), The cost of the Contributions shall ,be borne by each
Developer Party commensurate with the size of their respective land
holdings or total Lot Area, as defined in the /Existing Zoning, in
accordance with the following formula:
[Developer Party Lot Area (sq. ft.) / SAP Total,T of Area (sq. ft.)] * 100 =
Developer Party Percentage Contribution (%).;_'
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,,: F Florida: (a) the Park
Enhancement/Acquisition shall be initiated by the Retail Developer; (b)
each Developer Party shall pay to the Retail Developer its share of such
cost of the Park Enhancement/Acqu Sition 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 Contribution. Any such sums not paid to the Retail
Developer within ten (10) da'ys 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 sucl(t Developer Party from whom such payment is
due.
Street Right -of -Way Impro,Yements. 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 39t1,
Street, and the southern half of NE 42"d Street between NE 1st and 2"d Avenues, as
{27271933;1} 14
Section 16.
well as right-of-way improvements to NE 1st and 2nd Avenues between NE 38th
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 40th and 41st Streets. Developer Parties and Retail Developer Part §
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, soliOitation 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. the. Recorded 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 42"d 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 "D".
the Retail Developer party shall work collaboratiiely 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
consultation with the Association,/ which review shall be evaluated for
consistency with the standards set forth in Art. 4, Table 12.
(e) Community Engagement. Co4sistent with the expressed will of the City
Commission, the Retail Developer Party shall, until the end of year 2016, not less
than on a quarterly basis meet/with the designated representatives of each of the
following associations: (i)/Buena Vista Heights Homeowners Association; (ii)
Buena Vista East His Neighborhood Neighborhood Association; and (iii) Brentwood
Neighborhood Association.
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/ division thereof. Subject to required legal process and
{27271933;1} 15
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;
r`
(2) Covenant or Unity of Title acceptance or the release of existing unities ,Or
covenants;
(3) Building permits;
(4) Certificates of use and/or occupancy;
(5) Stormwater Permits; i
(6) Development of Regional Impact approval, modification or exemption;
and
(7) Any other official action of the City, County, or any; other government
agency having the effect of permitting development ofthe 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, i
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, licep/ses, or restrictions.
Section 18. Reservation of Development Rights.
(a) For the term of this Agreement, fe City hereby agrees that it shall permit the
development of the SAP ProperZ in accordance with the Existing Zoning, the
Comprehensive Plan and the Agreement.
(b) Nothing herein shall prohi$it an increase in the density or intensity of
development permitted in he SAP Area in a manner consistent with (a) the
Existing Zoning and/or the Comprehensive Plan, (b) any zoning change
{27271933;1}
16
(c)
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.
The expiration or termination of this Agreement shall not b 6onsidered a waiver
of, or limitation upon, the rights, including, but not li ailed to, any claims of
vested rights or equitable estoppel, obtained or held bDeveloper Parties or its
successors or assigns to continue development of th SAP Property in conformity
with Existing Zoning and all active prior and subquent 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, comme Ling twelve (12). months after the Effective
Date, through the expiration or rmination of this; Agreement, or approved
development right listed on pgAl-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.revi5pw shall be provided to the Developer Parties.
(b) Any information requirg of a Developer Party during an annual review shall be
limited to that informationnecessary to determine the extent to which the
Developer Party is proceeding in good faith to comply with the terms of this
Agreement.
(c) As part of the annual review, the. Retail Developer Party and City Planning
Director shall review the condition of the cross -block pedestrian connections
between NE 38t and 39th Streets in order to determine whether the security needs
of the said poi; of the Retail Street Project warrant the continued limitations to
on public acess to the southern plaza from NE 38th Street via the cross -block
pedestrian phissages. In the event of a dispute between the Retail Developer Party
and the Ci Planning Director regarding the reduction/elimination of restrictions
to public . ccess, the City Manager, or his or her designee, shall meet with both
parties t discuss the issue and render a final, non -appealable determination
regardi the same.
(d) If the J ity finds, on the basis of competent substantial evidence, that a Developer
Party as not proceeded in good faith to comply with the terms of the Agreement,
the ity 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
{27271933;1} 17
Developer Party commences certain acts within thirty (30) days and diligently
pursues the cure thereafter, Should the Developer Party fail to cure within/the
aforementioned period, the City may terminate or amend this Agreement ;ds 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 t!o be given
hereunder shall, except as otherwise expressly provided, be ins` writing and
delivered by personal service or sent by United States Registered or Certified
Mail, return receipt requested, postage prepaid, or by overnight dxpress 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: /
City Manager
City of Miami
3500 Pan American rive
Miami, FL 33133
With a copy to:
To Developer Parties:
City Attorney
City of Miami/
Miami River ide Center
444 S.W. 29d Ave,, 9th Floor
Miami, FL/33130
Planning* Zoning Director
City of/Miami
Miami/Riverside Center
444 SW. 2"d Avenue, 3'd Floor
Miami, FL 33130
Ben Newton LLC
acra Design 4141 LLCDacra Design Moore
(Del.), LLC
/FCAA, LLC
Half -Circle Property (Del,) LLC
Lovely Rita Acquisitions, LLC
MDDA Garage, LLC
MDDA Morning Dew, LLC
{27271933;1} 18
With copies to:
MID -I Lee, LLC
Monte Carlo Associates (Del.) LLC
Norwegian Wood Acquisitions, LLC
Oak Plaza Associates (Del.) LLC
Penny Lane Acquistions, LLC
Sun King, LLC
Sweet Virginia Acquisitions LLC
Tiny Dancer Acquisitions LLC
Uptown Girl Development LLC
Attn:: Craig Robins
3841 NE 2nd Avenue, Ste. 400
Miami, FL 33137
Flagler Holding Group, Inc.
Attn: John Petersen
4218 NE2nd Avenue, 2nd Floor
Miami, FL 33137
Akerman<Senterfitt
Attn: Nelsen O.,Kasdin, E'q.
1 SE 3rd Avenue, 25th Floor
Miami, FL 33131 /
(b) Any Party to this Agreement may change its notifi4`ation address(es) by providing
written notification to the remaining parties purskfant to the terms and conditions
of this section./
(c) Upon the occurrence of any event of default 12y any Developer Party, as described
in Section 28, or _ a determination by the pity 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. §itid notice shall identify the name of the
defaulting party, the address of the subjict 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 Os Agreement shall be governed by the laws
of the State of Florida, and any applicable federal taw, both as to interpretation and performance,
and that any action at law, suit in equity or jujicial 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 action,A 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 performahce of this Agreement in court. Each party shall
bear its own attorney's fees. Each party w4ives any defense, whether asserted by motion or
{27271933;1} 19
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.
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 accorda} ce with its terms.
i
Section 26. No Exclusive Remedies. No remedy or election given by any provision in this
Agreement shall be deemed exclusive unless expressly so indica ed. 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 breach of any provision of this
Agreement shall constitute a waiver of any subsequent br.ach of the same or any other provision
hereof, and no waiver shall be effective unless made in w'ritin
g•
Section 28. Events of Default. /
(a)
{27271933;1}
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.
20
(b) A Developer Party shall be in default under this Agreement if Devlper Party
fails to perform or breaches any term(s), covenant(s), or condi ien(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� reach; provided,
however, that if such breach cannot reasonably be cured witlin thirty (30) days,
then Developer Party shall not be in default if it commences to cure such breach
within thirty (30) days and diligently prosecutes such curejo completion.
(c)
The City shall be in default under this Agreement if t 'e City fails to perform or
breaches any term(s), covenant(s), or condition(s) RRf 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 s, - ch 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 cureisuch breach within thirty (30) days
and diligently prosecutes such cure to compl lion.
(d) It shall not be a default under this Agree, ent if any party is declared bankrupt by
a court of competent jurisdiction. A1r%rights_ and obligations, in this Agreement
shall survive such bankruptcy of eithef party. The parties hereby forfeit any right
to terminate this Agreement upon thT 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 abreach by such Developer Party.
r
Section 29. Remedies Upon Default.
(a) Neither party may termir>y'te this Agreement upon the default of the other party,
but shall have all of the.emedies enumerated herein.
(b) Upon the occurrence/of a default by a party to this Agreement not cured within
the applicable gracfperiod, Developer Parties and the City agree that any party
may seek specify performance of this Agreement, and that seeking specific
performance s�11 not waive any right of such party to also seek monetary
damages, injy ctive relief, or any other relief other than termination of this
Agreement./t he City hereby acknowledges that any claim for damages under this
AgreemenVis not limited by sovereign immunity or similar limitation of liability.
Section 30. Severab'lit .: If any term or provision of this Agreement or the application thereof
to any person or circ mstance shall, to any extent, hereafter be determined to be invalid or
unenforceable, the r ainder of this Agreement or the application of such term or provision to
persons or circum ances 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. 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
{27271933;1} 21
approval of the City. Notice of any assignment or transfer shall be proyfded to the City in
accordance with the requirements of Section 20, Any such assignee shal} a/assume all applicable
rights and obligations under this Agreement and upon such assumption, he assigning party shall
be released from all obligations assumed by such assignee. , '
Section 32. Obligations Surviving 'Termination Hereof Notwithstanding and prevailing over
any contrary term or provision contained herein, in the event of my 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 followinghe earlier of the effective date of
such termination or the expiration of the Term: (i) thefexclusive 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 Agreem nt, and (iii) any other term or provision
herein which expressly indicates either that it survive,0 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. tithing 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
fi
affiliates.
Section 34. Cooperation;:Expeditedfl'ermitting and Time is of the Essence.
(a) The Parties agree to cooperate with each other to the full extent practicable
pursuant to the terns and conditions of this Agreement. The Parties agree that
time is of the essere in, all aspects of their respective and mutual responsibilities
pursuant to this greement. The City shall use its best efforts to expedite the
permitting and Ipproval process in an effort to assist Developer Parties in
achieving its ,tevelopment and construction milestones. The City will
accommodate requests from Developer Parties' general contractor and
subcontractor for review of phased or multiple permitting packages, such as
those for exc vation, site work and foundations, building shell, core, and interiors,
In addition, he City will designate an individual within the City Manager's office
who will h ve a primary (though not exclusive) duty to serve as the City's point of
contact a d liaison with Developer Parties in order to facilitate expediting the
processii and issuance of all permit and license applications and approvals
across 1 of the various departments and offices of the City which have the
authori 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.
{27271933;1 } 22
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 b'y 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 regarding 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 (2013), (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.
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
j
one and the same agreement. F'
Section 41. Status. Upon request from tpe to time by any Developer Party, or its successor
and/or assigns, or any mortgagee of any DeYeloper 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 'Veen satisfied. In the event such Developer Party or its
J�
{27271933;1} 1 23
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,
{27271933;1}
[Signature blocks for City and Developer Parties]
24
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 )
of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delaware lin ted liability company, in its capacity as
Manager of Ben Newton LLC. He is personally/mown to me or produced
as identificafion.
The foregoing instrument was acknowledged,e.before me this day of
2013, by as �
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;1} 25
{27271933;1 }
26
IN WITNESS hereof the parties have caused this Agreement to be duly enteredi to and
signed as of the date written above.
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me this day of
2013, 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.
Dacra Design 4141 LLC
a Delaware limited liabili y company, by
DACRA 4141 MANAG➢lG MEMBER,
INC., a Florida corpo tion, its Managing
Member. .�
By: F�
Print Name
Title:
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;1} 27
IN WITNESS hereof the parties have caused this Agreement to be duly entered inand
signed as of the date written above.
Witnesses:
Dacra Design Moore (Del.), LL
a Delaware limited liability coin, l any, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, %LC, a
Delaware limited liability col pany, its
Manager //�
t
/'
By: f.
Print Name:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF-MIAMI-DADE
The foregoing instrument was acknowledged before me this day of ,
2013, by , as of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a Delaware limite ' 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
{27271933;1} 28
Print Name:
{27271933;1} 29
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
FCAA, LLC
a Delaware limited liability company, by
MIAMI DESIGN DISTRIT
ASSOCIATES MANAG R, LLC, a
Delaware limited liability company, its
Manager/
Bv•
Print Name:
Title:
The foregoing instrument was acknowledged before me this day of ,
2013, by , as K,` 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:
{27271933;1}
30
IN WITNESS hereof the parties have caused this Agreement to be duly entered,'nto and
signed as of the date written above. ,f
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
Half -Circle Property (Del.) L C;C
a Delaware limited liability company, by
HALF -CIRCLE PARENT, I/LC, a
Delaware limited liability c 'mpany, its
Manager
By:
.........______
Print Name:
Title:
The foregoing instrument was acknowledged before me this day of
2013, by
, as of HALF -CIRCLE PARENT, 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 r' as
identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;1} 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 before me this
day of
2013, 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:
{27271933;1} 32
IN WITNESS hereof the parties have caused this Agreement to be duly entered into an
signed as of the date written above.
MDDA MORNING DEW, LLC /
a Delaware limited liability compan , by
MIAMI DESIGN DISTRICT
ASSOCIA'1'FS MANAGER, LL9, 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 ,
2013,by ,as /
ASSOCIATES MANAGER,' LLC, a Delaware limited liability company, in its capacity as
Manager of MDDA Morning Dew, LLC. He is personally known to me or produced
as identification!
My commission expires:
of MIAMI DESIGN DISTRICT
NOTARY PUBLIC, State of Florida at -Large
{27271933;1} 33
Print Name:
{27271933;1}
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
The foregoing instrument was acknow1edged before me this day of
2013, by
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.
MID -I Lee, LLC
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
By:
Print Name:
My commission expires:
, as of MIAMI DESIGN DISTRICT
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;1} 35
IN WITNESS hereof the parties have caused this Agreement to be duly entered intoAnd
signed as of the date written above.
i
Monte Carlo Associates (Del.) TAX
a Delaware limited liability company, by
MIAMI DESIGN DISTRICT./
ASSOCIATES MANAGER LLC, a
Delaware limited liability Company, its
Manager
Witnesses:
Print Name:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DAME
The foregoing instrument was acknow, edged before me this day of ,
2013, by , as gym, of MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER LLC, a Delawa e limited liability company, in its capacity as
Manager of Monte Carlo Associates (Del.)LC. He is personally known to me or produced
as ident j ication.
t,:
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;1}
36
2013, by
IN WITNESS hereof the parties have caused this Agreement to be duly entered into a t
signed as of the date written above.
Witnesses:
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:
Print Name: Title:
Print Name:
STATE OF FLORIDA_
COUNTY OF MIAMI-DADE
l
The foregoing instrument was acknowledge4 before me this day of
of MDDA SWEET BIRD
, as r
MANAGER LLC, a Delaware limited liability co1fnpany, in its capacity as Manager of
Norwegian Wood Acquisitions, LLC. He is personally known to me or produced
as identificat .on.
My commission expires:
i
/NOTARY PUBLIC, State of Florida at -Large
I, Print Name:
{27271933;1} 37
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 it
a Delaware limited liability comp fiy, by
MIAMI DESIGN DISTRICT /
ASSOCIATES MANAGER, L /C, a
Delaware limited liability col pany, its
Manager
Witnesses:
By:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged be
2013, by , as
ASSOCIATES MANAGER LLC, a Delaware limited
Manager of Oak Plaza Associates (Del.) LLC. He is p
as identification.
My commission expires:
re me this day of
of MIAMI DESIGN DISTRICT
lability company, it its capacity as
rsonally known to me or produced
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;1}
38
IN WITNESS hereof the parties have caused this Agreement to be duly entered,nto and
signed as of the date written above.
'Witnesses:
Penny Lane Acquisitions, L c
a Delaware limited liability cy mpany, by
MDDA PHASE III HOLDINGS, LLC, a
Delaware limited liability company, its sole
Member by MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited liability company, its
Manager
By:
Print Name: Title:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE__,
The foregoing instrument was acknowledged bfore me this
of MDDA PHASE III HOLDINGS,
LLC, a Delaware limited liability company, its sole member by MIAMI DESIGN DISTRICT
ASSOCIATES MANAGER, LLC, in its capacity as Manager of Penny Lane Acquisitions, LLC.
He is personally known to me or produced
2013, by
My commission expires:
as
day of
as identification.
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;1} 39
(27271933;1} 40
1
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, oolnpany, by
MDDA PHASE III HOLDINGS, LLC, a
Delaware limited liability/Company, its sole
member by MIAMI DEIGN DISTRICT
ASSOCIATES MANAGER, LLC, a
Delaware limited lia114 company, its
Manager
Witnesses:
STATE OF FLORIDA .,
COUNTY OF MIAMI-DADE )
The foregoing, instrument was acknowledged before me this
2013, by , as
day of
of MDDA PHASE III HOLDINGS,
LLC, a Delaware limited liability company, its sole member by 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
{27271933;1} 41
Print Name:
{27271933;1} 42
Witnesses:
By:
IN WITNESS hereof the parties have caused this Agreement to be duly entered,into and
signed as of the date written above.
Tiny Dancer Acquisitions LIC
a Delaware limited liability eompany, by
MDDA STARDUST MANAGER, LLC, a
Delaware limited liabilityompany, its
Manager /
r
Print Name:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged befo,.e me this day of
, as of MDDA STARDUST
MANAGER LLC, a Delaware limited liability company, lin its capacity as manager of Tiny
Dancer Acquisitions LLC. He is personally known to me or produced
as identification.
2013, by
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;1}
43
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and sighed
as of the date written above.
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
Sun King, LLC
a Delaware limited liability com any, by
MDDA PHASE III HOLDING LLC, a
Delaware limited liability conk any, its
sole member by MIAMI DE GN
DISTRICT ASSOCIATES
MANAGER, LLC, a Dela ' are limited
Liability company, its Mai ager
i
Print Name:
Title:
The" foregoing instrument was acknowledged before me this day of
2013, by , as / of MDDA Phase III Holdings,
LLC, a Delaware limited liability company, in its capacityias managing member of Sun King,
LLC. He is personally known to me or produced 1 as
identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;1)
44
IN WITNESS hereof the parties have caused this Agreement to be duly entered into and signed
as of the date written above.
Uptown Girl Development LLC
a Delaware limited liability company, by
MDDA STARDUST MANAGER, LLC, a
Delaware limited liability company, its
Manager
Witnesses:
By:
Print Name:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me tlis day of
2013, by , as of MDDA STARDUST
MANAGER, LLC, a Delaware limited liability company, in its fapacity as Manager of Uptown
Girl Development LLC. He is personally known to me or produced
as identification.
My commission expires:
NOTARY PUBLIC, State of Florida at -Large
Print Name:
(27271933;1} 45
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
i
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
By:
Print Name:
Title::
The foregoing instrument was acknowledged before me this
2013, by , as of Flag le
is personally known to me or who produced
My commission expires:
day of
Holding Group, Inc., who
as identification.
NOTARY PUBLIC, State of Florida at -Large
Print Name:
{27271933;1} 46
IN WITNESS hereof the parties have caused this Agreement to be duly enterec4nto and
signed as of the date written above.
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF:MIAMI-DADE
CITY OF MIAMI, a municip1 corporation
located within the State of Florida
By:
Johnny Martinez jj
City Manager /'
Approved as to forts and correctness:
Victoria Mendez
City attorney
The foregoing instrument was acknowledged before hie this day of
2013, by Johnny Martinez, in his capacity as City Manager, 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
Print Name:
{27271933.1}
47
Exhibit "A"
Legal Descriptions of the Property
{27271933;1} 48
Map #1: La Verne
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #2: Elecktra
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #3: Rothman
l
90 NE 39th St (Folio No. 01-3124-029-0130) /
f./
Lots 1, 2 and 3, Block 2, of BILTMORE COURT, according
to the Plat thereof, as recorded in Plat Bookat Page 37, of
the Public Records of Miami -Dade County, 7 lorida.
3801 NE 1st Avenue (Folio No. 01-312i,4-033-0120 & 01-
3124-033-0100) ��
100 NE 39th Street (Folio No. 01-312,`A-030-0210)
105 NE 38th Street (Folio No. 01-31/24-033-0110)
Lots 21 and 22, LESS the West 13feet of Lot 22, Block 1, of
COMMERCIAL BUENA VISTA, according to the Plat
thereof, as recorded in Plat Boo,F 14, at Page 56, of the Public
Records of Miami -Dade Coui $', Florida.
Parcel 12B
Lot 'B", of BILTMO COURT, according to the Plat
•
thereott as recorded in Pl t Book 7, at Page 37, of the Public
Records of Miami-Dade�County, Florida.
Parcel
All of Lots 15, 16,17, 18, 19, 20 and 23, Block 1, of
COMMERCIAL B1 NA VISTA, according to the Plat
thereof, as recorder /in Plat Book 14, at Page 56, of the Public
Records of Miami- ade County, Florida.
Lots 12 and 13, BlIock 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.
SUBJECT PROPERTY STREET ADDRESS(ES): 108 NE 39th Street (Folio No. 01-3124-030-0200)
{27271933;1} 49
SUBJECT PROPERTY LEGAL DESCRIPTION:
Lot 11, Block 2, of MAGNOLIA COURT, aording to the
Plat thereof, as recorded in Plat Book 6, at P , ge 105, of the
Public Records of Miami -Dade County, Flori
Together with an easement over the East 0112 feet of Lot 12,
Block 2, of MAGNOLIA COURT, according to the Plat
thereof, as recorded in Plat Book 6, at Pae 105, of the Public
Records of Miami -Dade County, Flori, a, created by Quit
Claim Deed Creating Perpetual Easeme/it, filed September 3,
1985, in Official Records Book 12624, t Page 676.
Map #4: Palm Lot j
i
SUBJECT PROPERTY STREET ADDRESS(ES): 140 NE 39th St (Folio No. 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 31, both 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 known as:
l-
The West 75 feet of Lot/1, less the East 25 feet thereof, and
Lots 7 to 14, both inclusii e, and Lots 24 to 31, both inclusive,
Block 1, COMMERCl/ L BUENA VISTA, according to the
Plat thereof, as recorded in Plat Book 14, at Page 56, of the
Public Records of Miarii-Dade County, Florida.
r
And
Parcel 10B:
Lots 8 and 9, Block t, of MAGNOLIA COURT, according to
the plat thereof, as recorded in Plat Book 6, at Page 105, of the
Public Records of M ami-Dade County, Florida.
{27271933;1} 50
Map #5: Booth
SUBJECT PROPERTY STREETADDRESS(ES): 3821 NE lst Court (Folio No. 01-3124-033.0010)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 1A:
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 Page 56, of the Public
Records of Miami -Dade,'' County, Florida,
Less: That portion thereof beginning at the Northeast corner
of Lot 1, Block 1, thence go West 5 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,' thence North 70.9 feet, to the
Point of Beginning.
{27271933;1}
51
Map #6: Booth
SUBJECT PROPERTY STREET ADDRESS(ES): 3821 NE 1st 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. r1
And
That portion of land thereof beginning 14i5.40 feet West of the
Southeast corner of Lot 8, NEWTON SUBDIVISION,
according to the Plat thereof, as record(,yOd` in Plat Book 3, at
Page 126, of the Public records of Miami -Dade County,
Florida, thence run North 137.00 feet; thence West 46.50 feet;
thence South 137.00 feet; thence East/46.50 feet to the Point
of Beginning. 8
Less and Except:
A portion of NEWTON SUBDIVISl1bN, according to the Plat
thereof, as recorded in Plat Book 3„at Page 126, of the Public
Records of Miami -Dade County, /'Florida, and being more
particularly described as follows: tr
n
Begin at the Southeast - cornek of Lot 36, Block 1,
COMMERCIAL BUENA VISTA, according to the Plat
thereof, as recorded in Plat Book 114, at Page 56, of said Public
Records of Miami -Dade County, Florida; thence South
89°46'20" East along the Easter13'projection of the South line
of 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 VIST for 46,50 feet to a point
being 146.40 feet West of the Aast 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.
38t1i Street for 46.50 feet to a point on the West line of said
NEWTON SUBDIVISION; thenc�, North 00°00'18" East
along said West line of NEWTON SUBDIVISION for 25.00
feet to the Point of Beginning.
{27271933,1}
52
Map #7:
Buena Vista
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
180 NE 39'" Street (Folio No. 01-3124-030-0100)
t
Lots 1 to 6, inclusive, and the East 25 feet of Lot 7„%in Block 2
of MAGNOLIA COURT, according to the 1141 thereof, as
recorded in Plat Book 6, at Page 105, of the Public Records of
Miami- Dade County, Florida. j
Beginning at the Southwest corner of Lit 3, in Block 2, of
MAGNOLIA COURT; thence run North along the West ends
of Lots 3, 2 and 1 ofsaid Block 2, to Northwest corner of
Lot 1, ofsaid Block 2; thence run West 9 feet to the Northeast
comer of Lot 4, Block'2, of MAGNOLIA COURT; thence run
South along the East side of Lot 4a'Blocic 2, to the Southeast
comer of Lot 4 of said Block 2; thence run East 9 feet to the
Point of Begitning, being all that certain unnumbered Lot, 9
feet; wide by 93.45 feet deep, lying directly West of Lots 1, 2
and 3, of Block 2, MAGNOLIA COURT, and directly East of
Lot 4, of said Block 2, a1ccording to the Plat thereof, as
recorded in Plat Book6, atiPage 105, of the Public Records of
Miami -Dade County, F1oyrda.
Lots 1, 2, 3 and 4, ofWTON'S SUBDIVISION, according
to the plat thereof, as recorded in Plat Book 3, at Page 126, of
the Public Records 9/f Miami -Dade County, Florida, less the
East 20 feet thereoff
Begin at the N9rthwest corner of Lot 1, of NEWTON'S
SUBDIVISION/according to the Plat thereof, as recorded in
Plat Book 3, at Page 126, of the Public Records of Miami -
Dade County/Florida; thence West 92.9 feet; thence South
70.9 feet; three East 46.5 feet; thence South 112.00 feet;
thence East 46.4 feet; thence run North 182.9 feet to the point
of beginnin
Begin at the Northeast corner of Lot 1, Block 1,
COMME : CIAL BUENA VISTA SUBDIVISION, a
subdivisi n recorded in Plat Book 14, at Page 56, of the Public
Records /of Miami -Dade County, Florida, and run West 5.00
feet; th nice run South 9.3 feet; thence run East 0.82 feet;
thence ,tin South 61.44 feet; thence run East 3.8 feet to the
East li e of Lot 2 of said subdivision; thence North 70.9 feet
to the ioint of beginning.
{27271933;1}
53
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, 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.
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/k/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 (feet thereof, MAGNOLIA PARK,
2ND AMENDED PLAT /THEREOF, according to the Plat
thereof, as recorded in PI at Book 5, at Page 25, of the Public
Records of Miami -Dad !County, Florida;
Lots 33, 35 and 37, of BUENA VISTA BISCAYNE
BADGER CLUB SUBDIVISION, according to the Plat
thereof, as record d in Plat Book 1, at Page 115, of the Public
Records of Miam -Dade County, Florida;
AND
r
The North 34.88 feet of Lot 31 of BUENA VISTA
BISCAYNE ADGER CLUB SUBDIVISION, according to
the Plat thereo , as recorded in Plat Book 1, at Page 115, of the
Public Record 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
Plat thereof, as recorded in Plat Book 5, at Page 25, of the
Public Records of Miami -Dade County, Florida.
{27271933;1} 54
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 AMENDED P T OF
MAGNOLIA PARK, less right of way of Biscayne oulevard,
according to the plat thereof, as recorded in Play Book 5, at
Page 25, of the Public Records of Miami -]lade County,
Florida.
Map #11: Norwegian Wood*
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #12:
Casa/Lady Jane
92 NE 40'H Street (Folio No. 01-3124-02/0270)
LOTS 1, 2 AND 3, IN BLOCK 3, OF AMENDED PLAT OF
COMMERCIAL BILTMORE, ACCORDING TO THE PLAT
THEREOF, AS RECORDED IN )?EAT BOOK 6, AT PAGE
132, OF THE PUBLIC RECORDS OF MIAMI-DADE
COUNTY, FLORIDA.
SUBJECT PROPERTY STREET ADDRESS(ES): 99 NE 391H Street (Folio No; 01-3124-029-0010)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Lots 1 and 2 , Block 1 ofBILTMORE COURT, according to
the Plat thereof, as: recorded in Plat Book 7, Page 37, of the
Public Records of Miami -Dade County, Florida.
{27271933;11
55
Map #13: Cumberland/JBL
SUBJECT PROPERTY STREET ADDRESS(ES):
100 NE 40' Street (Folio No. 01-3124-028-0169
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 SECTIQN 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 P 1st
thereof, as recorded in Plat Book 7, at Page 37 of the Public
Records of Miami -Dade County, Florida.
Parcel
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 P,ecords of Miami -Dade County,
Florida.
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 61, 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.
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
{27271933;1} 56
i
Miami -Dade County, Florida, created by Quick Claim// eed
granting Perpetual Easement, filed September 3, 19$5, 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. 01-3124-9 0-0060)
SUBJECT PROPERTY LEGAL DESCRIPTION: 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.
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Also .known as:
Lot 9 and the West 12 feet of hot 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.
163'NE39th Street (Folio No. 01-3124-030-0050)
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.
{27271933;1}
57
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
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #19:
The West 20 feet of Lot 12, and all of Lot 13, of
COMMERCIAL BIL TMORE, SECOND 'SECTION,
according to the plat thereof, as recorded in Plat,Book 12, at
Page 44, of the Public Records of Miami -,jade 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 Redo ds of Miami -Dade County, Florida.
160 NE 40t11 Street (Folio No. 01-31'24-028-0060)
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 -Dada County, Florida
SUBJECT PROPERTY STREET ADDRESS(ES): 170NE 40th Street (Folio No. 01-3124-028-0040)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Lots 7 and 8, of COMMERCIAL BILTMORE SECOND
SECTION, according to the Plat thereof, as recorded in Plat
Book 12, at Page 44, df the Public Records of Miami -Dade
County, Florida.
{27271933;1}
58
Map #20:
Melin
SUBJECT PROPERTY STREET ADDRESS(ES): 3930 NE 2' 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 witl the centerline of N.E. 39d'
Street and 35 feet West of and parallel with the centerline of
N.E. 2nd Avenue;
AND LESS
Those portions of Lots 1, 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 iwithin said Lot 3, concave to the
Southwest having a radius of 25 feet and tangents which are
33 feet South of and pardllel with the centerline of N.E. 40th
Street and 35 feet West of and parallel with the centerline of
N.E. 2nd Avenue.
{27271933;1}
59
Map #21:
Newton
SUBJECT PROPERTY STREETADDRESS(ES): 201 NE 39th Street (Folio No. 01-3129-012-0010)
SI IR.TECT PROPERTY LEGAL DESCRIPTION:
Lots 1 and 2 and the 10.00 foot easterly adjacent all y, PLAT
SHOWING RESUBDIVISION OF LOTS 4, 5, & 7 OF
SECOND AMENDED PLAT OF MAGNO A PARK,
according to the Plat thereof, as recorded in P1t Book 4, at
Page 150, of the Public Records of Miami -fade County,
Florida.
Map #22, #28, #29, #30, #31, #32, #33, & 34: Asi-Casa*
SUBJECT PROPERTY STREET ADDRESS(ES):
60 NE 41sr Street (Folio No. 01-3124-024 1390)
56 NE 415t€Street (Folio No 01-3124-024i 1400)
42 NE 41st Street (Folio No.01-3124-02-1410)
3 NE 415t Street (Folio No. 01-3124-0 4-1420)
90 NE 41st Street (Folio No. 01-3124 Q 4-1360)
84 NE 41st Street (Folio No. 01-3124- 24-1370)
80 NE 41�t Street"
(olio No. 01-3124 �024-1380)
81 NE 40th Street (Folio No. 01-312�027-0130)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 1:
Lots 4, 5, 6, 7 and 8, Block 9, oif BILTMORE, according to
Plat thereof, as recorded in Plati Book 6, at Page 67, of the
Public Records of Miami -Dade Clyounty, Florida.
Parcel 2:
Lots 1, 2, and 3, Block 9, 4BILTMORE, according to the
Plat thereof, as recorded in Plat Book 6, at Page 67, of the
Public Records of Miami -Dace County, Florida.
Parcel 3:
Lots 5, 6, and 7, Block 2 of COMMERCIAL BILTMORE
AMENDED, according to he Plat thereof, as recorded in Plat
Book 6, at Page 67, on tie Public Records of Miami -Dade
County, Florida.
{27271933;1}
60
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 -Dade
County, Florida. j
SUBJECT PROPERTY STREET ADDRESS(ES): 151 NE 40th Street (Folio No. 01-31247627-0060)
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): - `
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 3A:
155 NE 40'1' Street (Folio No; 01-3124-027-0040)
Lots 8, 9, 10, 11 and 12, Block 1, of AMENDED PLAT OF
COMMERCIAL BILTMORE, according to the plat thereof,
as recorded in Plat Boogie 6, at Page 132, of the Public Records
of ` Miami -Dade County, Florida.
{27271933;1}
61
Map #26, #27, #35, #41, & #42:
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Moore — Garden Lounge / Moore Building / Moore 140 /
Moore 77 / Moore 115
175 NE 40' Street (GL) (Folio No. O 1-3124-025-00210)
4040 NE 2" d Avenue (Folio No. 01-3124-027-0020)
140 NE 41st Street (lot) (Folio No. 01-3124-024-1590)
77 NE 41st Street (lot) (Folio No. 01-3124-024-1340)
115 NE 41st Street (lot) (Folio No. 01-3124-024-13!50)
Parcel 9A:
l
Lots 3, 5, 6 and 7, of AMENDED PLAT OF A PORTION OF
BLOCK 10 OF BILTMORE SUBDIVIS ON AND A
PORTION OF BLOCK 1 OF THE AMENDED PLAT OF
COMMERCIAL BILTMORE SUBDIVISIOk1, according to
the Plat thereof,as recorded in Plat Book 45, A.t 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,t,Florida.
Lots 2, 3 and 4, in Block 1, ofAMENDED PLAT OF
COMMERCIAL - BILTMORE 192 f, 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, 4 recorded in Plat Book 6, at
Page 67, of the Public RecolSds of Miami -Dade County,
Florida.
{27271933;1} 62
Map #36: Mosaic (Lot)
SUBJECT PROPERTY STREET ADDRESS(ES): 144 NE 41st Street (Folio No. 01-3124-024-1490)
SUBJECT PROPERTY LEGAL DESCRIPTION: 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.
Map #37: Rosen Lot
SUBJECT PROPERTY STREET ADDRESS(ES): 150 NE 41 St Street (lot)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #38: Palmer Building
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Lot 6, in Block 10, of BILTMORE SUBDIVISIONT, according
to the Plat thereof, as recorded in Plat Book 6, at/Page 67, of
the Public Records of Miami -Dade County, Florida.
l
158 NE 41' Street (Folio No. 01-3124-024-1410)
Lot 5 and the West 20 feet of Lot 4, Block 10, BILTMORE
SUBDIVISION, according to the Plat therekif, as recorded in
Plat Book 6, at Page 67, of the Public Re ords, Miami -Dade
County, Florida, Excepting therefrom the f allowing part of the
West 20 feet of Lot 4: Begin at the Soutl ` est corner of said
Lot 4, Block 10, of the aforsaid BILTMORE
SUBDIVISION; thence East along the So th line of said Lot 4
for a distance of 20 feet; thence North pjrallel with the West
line of said, Lot 4 for a distance of 20 Ieet to a point; thence
Southwesterly along a tangent circular !Qurve having a radius
of 20 feet through a central angle of po degrees for an arc
distance of 31.42 feet to the Point of B igiiming.
{27271933;1} 63
Map #39 & #40: Asi-Melaleuca
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #43: Scarlet Begonia
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #44: FCAA
53 NE 4157 Street (Folio No. 01-3124-024-1320)
61 NE 41st Street (Folio No. 01-3124-024-1330)
Lots 19, 20 and West '/2 of Lot 21, Block 8, of BILTMORE,
according to the Plat thereof, as recorded in Plat Book16, at
Page 67, of the Public Records of Miami -Dade County,
Florida.
135 NE 41`T Street (Folio No. 01-3124-024-1160) I
Lot 5 Block 7, of BILTMORE SUBDIVISION qccording to
the Plat thereof, as recorded in Plat Book 6, at Pa4e 67, of the
Public Records of Miami -Dade County, Florida. /
1
SUBJECT PROPERTY STREET ADDRESS(ES): 150 NE 42°° Street (Folio No. 01-3124-024-1 50)
SUBJECT PROPERTY LEGAL DESCRIPTION:
The West 325 feet of that certain tract of 1 nd in the city of
Miami bounded on the North by N.E. 42nd Street, on the South
by N.E. 41st Street, on the East by N.E. Sec 'lid Avenue and on
the West by the East lines of Lots 5 and 6, Block 7,
BILTMORE, a subdivision shown by plat f record in Miami -
Dade County, in Plat Book 6, at Page 67.
Also known as:
A portion of the West 325 feet of that c 'rtain Lot of Land, 432
feet East and West and 204.6 feet rth and South, lying
directly East of and adjoining Lots / and 6, Block 7, of
BILTMORE, according to the Plat the ;eof, as recorded in Plat
Book 6, at Page 67, of the Public ecords of Miami -Dade
County, Florida, of said Plat shown as Z.T. MERRITT
HOME, said Lot lying in the Southe st corner of the NE 1/4 of
the SE 'A of section 24-53-41. '1
{27271933;1} 64
Map #45:
4100/Lee*
SUBJECT 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:
Map #46:
SUBJECT PROPERTY STREET ADDRESS(ES):
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 ,, at Page 67, of
the Public Records of Miami -Dade County. ylorida.
Together with nonexclusive easement /of ingress, egress,
parking and construction and maintena/iice of a pedestrian
bridge as set forth in that Reciprocal Bridge Easement and
Parking Agreement, dated July 20, 190, and recorded August
1, 1988, in Official Records Book 13169, at Page 2966, of the
Public Records of Miami -Dade Coun, Florida.
Parcel 4B:
.._..............
Lot 1, less the East 5 feet thereo Block 6, of BILTMORE,
Page 67, of the Public Records of Miami -Dade County,
according to the Plat thereof, asirecorded in Plat Book 6, at
Florida. ;�
Avenue (Folio/No. 01-3219-009-0010)
Tract A and Tract 1, REVISED PLAT OF TRACT "A" AND
BLOCKS 1, 2, 3, 8, 9, J0, 11 AND 12 OF BRENTWOOD,
according to the plat thereof, as recorded in Plat Book 44,
Page 6, of the Public Rc/cords of Miami -Dade County, Florida,
formerly known as Tr;ct "A" and Lots 1, 2, 3, 4 and 5, Block
1, of BRENTWOOD,/1according to the plat thereof as recorded
in Plat Book 40, Page 66, of the Public Records of Miami -
Dade County, Florid.
{27271933;1}
65
Map #47: 4200*
SUBJECT PROPERTY STREET ADDRESS(ES): 4200 NE 2nd Avenue (lot) (Folio No. 01-3124-024-0930)
SUBJECT PROPERTY LEGAL DESCRIPTION: Parcel 4B:
Map #48: Flagler
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #49: 4240
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Lot 1, less the East 5 feet thereof, Block 6, of BILT ORE,
according to the Plat thereof, as recorded in Plat Bo, "k 6, at
Page 67, of the Public Records of Miami -Dade 'County,
Florida.
4218 NE 2N' Avenue (Folio No. 01-3124-024 040)
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. '
4240 NE 2'°D Avenue (Folio No. 01-3124-024-0950)
/'
Lot 4, less the East 5 feet thereof, iri Block 6, BILTMORE,
according to the. Plat thereof, as re4orded in Plat Book 6, at
Page 67, of the Public Records; of Miami -Dade County,
Florida.
SUBJECT PROPERTY STREETADDRESS(ES): 3800 NE 1ST Avenue (Folio l'o. 01-3124-033-0240)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #51: Sebastien*
SUBJECT PROPERTY STREET ADDRESS (ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
COMM BUENA VISTA P 14-56 LOTS 2 THRU 14 BLK 2
LOT SIZE 31521 SQ FT`k 21215-1039 0403 3.
35 NE 38T'HI Street (Fol No. 01-3124-033-0370)
Lots 15, 16, 17, and' 18 Block 2, COMMERCIAL Buena
Vista, according to t 'p Plat thereof, as recorded in Plat Book
14 at page 56, of the'ublic Records of Miami -Dade County,
Florida. JJ�
{27271933;1} 66
Map #52: Spear
SUBJECT PROPERTY STREET ADDRESS(ES): 3815 NE Miami Court (Folio No. 01-3124-033-0390)
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #53: Always Flowers
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
That portion of Lots 19, 20 and 21 of Bloefc 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, lying West of the Wkst line of
Lot 6, of Block 2 of BILTMORE COURT, , cording to
the Plat thereof, as recorded in Plat Book 7, at Page 37, of the
Public Records of Miami -Dade County, Florida'.
50 NE 39th Street (Folio No. 01-3124-020)150)
All of Lot 7 and Lot 8, less the folloyving described property:
Beginning at the Northeast corner of Lot 8, in Block 2, o f
BILTMORE COURT, according ;to the Plat thereof, as
recorded in Plat book 7, at Page 31, of the Public Records of
Miami -Dade County, Florida; thence run West along the
North line of said Lot 8, a distance of 50.02 feet to the
Northwest corner of said Lot 8; 'thence run South along the
West line of Said Lot 8, a distance of 89.30 feet to the
Southwest corner of said. Lot 8; thence run East along the
South line of said Lot 8, a distance of 30,92 feet to a point;
then run North along a line parallel with and 30.92 feet East of
the West line of said Lot 8, :for a distance of 70.27 feet to a
point of curve; thence run Northerly and Easterly along the arc
of a curve having a radius of 19.15 feet and a central angle of
90 01'53 for an arc distance of 30.10 feet to the Northeast
corner of said Lot 8, which is the point of beginning, all in
Block 2, of BILTMORF COURT, according to the Plat
thereof, as recorded in Plat Book 7, at Page 27, of the Public
Records of Miami-Dade/County, Florida.
30 NE 39th Street (Folio No. 01-3124-029-0160)
3840 NE Miami Curt (Folio No. 01-3124-026-0220)
3825 N. Miami A. cnue (Folio No. 01-3124-029-0170)
Lot 9, less the, ast 15 feet, and Lots 10 through 13, inclusive,
Block 2, of BILTMORE COURT, according to the Plat
thereof, recorded in Plat Book 7, Page 37, of the Public
Records of Miami -Dade County, Florida, less that portion of
Lot 11, Block 2, taken by Eminent Domain pursuant to Final
Judgment under Clerk's File No. 69R-17950, described as
follows:
All that part of Lot 11, Block 2, of "BILTMORE COURT"
which lies within the external area formed by a 25 foot radius
{27271933;1}
67
Map #57, 58 & 59: Marcy
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #60 & 61: Madonna
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #62:.. Uptown Girl
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
Map #63: Tiny Dancer
SUBJECT PROPERTY STREET ADDRESS(ES):
SUBJECT PROPERTY LEGAL DESCRIPTION:
F
l
3852 N. Miami Avenue (Folio No. 01-3124-021-090)
20 NW 39th Street (Folio No. 01-3124-021-0950) /'
28 NW 39th Street (Folio No. 01-3124-021-0960) /
1
Lot 1-4, Block 6, PRINCESS PARK, accord- iig to the plat
thereof as recorded in Plat Book 6, Page 87/, of the Public
Records of Miami -Dade County, Florida. j,
/17
3900 N. Miami Avenue (Folio No. 01-314-021-0580)
21 NW 39th Street (Folio No. 01-3124-0/ 1-0570)
/
////
Lots 22, 23 and 24, in Block 3, /bf PRINCESS PARK,
according to the Plat thereof, as rec rded in Plat Book 6, at
Page 87, of the Public Records , f Miami -Dade County,
Florida. 7
arc, concave to the Southeast, tangent to the North line of said
Lot 11 and tangent to a line that is 10 feet East of and parallel
to the West line of said Lot 11.
AND
Lot 4, less the West 15 feet and Lot 5, Block 3, "CENTR$L
ADDITION BUENA VISTA", according to the Plat thereof,
as recorded in Plat Book 3, Page 191 of the Public Recor is of
Miami -Dade County, Florida.
4100 NE 1st Avenue (Folio No./51-3124-024-1350)
Lots 23 and 24, LESS the Nord 46 feet thereof, in Block 8 of
BILTMORE, a subdivision, alcording to the Plat thereof, as
recorded in Plat Book 6, Pag9,)s) 67, of the Public Records of
Miami -Dade County, Florida.
4039 NE 1ST Avenue (FoliojWo. 01-3124-024-1540)
Lot 12, in Block 10, Jof BILTMORE SUBDIVISION,
according to the Plat thereof, as recorded in Plat Book 6, at
Page 67, of the Public Records of Dade County, Florida, now
know as Miami -Dade County, Florida.
{27271933;1}
68
Note: All Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail Street Speci
Area. Plan Design Concept Book.
{27271933;1} 69
Exhibit "B"
Miami Design District Retail Street SAP Regulating Plan and Design Concept Boo'
t
As`
Please refer to Legistar File No. 11-01196ap1 for a copy of the Miami Design Distric/i Retail
Street SAP Regulating Plan & Concept Book. The Development Agreement will be considered
by the City Commission as a companion item to the above -referenced file;`
F
{27271933;1} 70
Exhibit "C"
Retail Developer Party
Retail Developer Party Entities:
Dacra Design Moore (Del.), LLC
FCAA, LLC
MID -I Lee, LLC
Oak Plaza Associates (Del.) LLC
{27271933;1} 71
Exhibit "D"
Letter of support from Buena Vista East Historic Neighborhood Association dated
November of 201
{27271933;1}
72
.Novoniber.22.44„ 2011
Rich italma'nn
•President
Buena Vitt East .Fiistorie NeighborhoodAssociation
RE: Understanding 'between Deere and the ENEMA
Dear Rich,
We appreciate the time you. end other members:of your boards have taken to! meet with us.about the
.develtipment pla ns. for the Design District.
fla.sed..upon tho$e meetiogs„ we hittve de soave 'design .changes tethe plan with .rurguidente, -and
those are .outilne.d blow. With, the !incorporation of these change.the Associations:have:agreed to
supportour development plan es it goes.through the SAP and other antitlerne.nt hearing processes,
:Modifications to our piens shall l•nccletithe fol I.oWing;
1, 'Dacia agre.es that there 'Will not be a virag.e ent•rapte, nor any :dumptar storage- anywhere
along, the NE 4.264 St. facade of our development/
2. The .BVEHNA is not opposed to department stciire entr4nce on the NE .42". St, fagado, .and
Daiwa wil fuse its. best efforts to work with theuture tenant to have an entrance from the
department store out to NE 42 St.
3. 'Deere will incree.se.the setback of the NE.42 • St. !facade .from 5 ft to 10 ft. at the. e.noar.traa
set back the. 2" floor a. further 5 'ft. /
4. This set back area will Include a landScapie well., We will remove wa.ter features from this well
and nstead nclude ggered one elment f the design.
5. At. the request of I3VEHNA, Daum liminpate !the park it was mpong siand instead:will work
Iistaplanters eo
with BVEFINA to design the south sigh of -the 'NE 42"St, right-of-way (sidewalks and swele) to
include a more Intensive lendsoapi0 :plen and votentiol ale-antiering .sitiewelitlayout.
DACHA will exceed...any reqUiredltiho.rnitigation as part -of our development plan, with possible
rel0Catn of trees to the BVEHN • .
7, DADRA will. advocate and assist VEHNA with beautification efforts an N. Nlierni Avenue up. to.
54th St.
8. 'DADRA is supportive of the ef orts of BVEHNA to havenne way streets and partial closures
throughout tite!resicientiat:r 4ighboit nuti,
Sincerely, Ackn ledged,
Craig nobiriS,
h.Relinurin, :President
BVEHNA