HomeMy WebLinkAboutExhibit 1 SUBe - C3rdQGL.ch1(? 11
DEVELOPMENT AGREEMENT BETWEEN CITY OF
MIAMI, FLORIDA AND CG MIAMI RIVER OWNER, LLC,
REGARDING APPROVAL OF THE MIAMI RIVER
SPECIAL AREA PLAN AND RELATED DEVELOPMENT
This is a Development Agreement ("Agreement") made this day of
2016 between CG Miami River, LLC, a Delaware corporation, (the "Developer" and "Owner")
and the City of Miami, Florida, a municipal corporation and a political subdivision of the State
of Florida (the "City") (the Developer and the City are together referred to as the "Parties").
WITNESSETH
WHEREAS, the Developer is the fee simple owner of approximately 6.2 acres of
property in Miami -Dade County, Florida, shown and legally described in Exhibit "A", located.
between SW 7th Street on the south, the Miami River on the north, SW 2nd Avenue on the east,
and SW 3rd Avenue on the west, within the City (the "Property"); and
WHEREAS, the Property is designated Industrial/Port of Miami River and Restricted
Commercial on the Future Land Use Map, within the Urban Central Business District
("UCBD") and the Little Havana Residential Density Increase Area according to the Miami
Comprehensive Neighborhood Plan ("Comprehensive Plan"), shown in Exhibit "B"; and
WHEREAS, the Property is impacted by the Coastal High Hazard Area along the
Miami River; and
WHEREAS, the Property is zoned D3 Waterfront Industrial and T6-36B-O Urban
Core, according to the Miami 21 Zoning Code ("Miami 21 "), shown in Exhibit "C"; and
WHEREAS, the Property is currently underutilized in that it consists of vacant and
underdeveloped lots; and
WHEREAS, the Property is located in an Empowerment Zone for which the City
envisions redevelopment through community -based partnerships to encourage economic
revitalization and sustainable community development; and
WHEREAS, the current status of the Property is inconsistent with the City's vision to
develop a world class downtown, and wishes to encourage development of the Property; and
WHEREAS, the City and the Developer wish to redevelop the Property as a high
density, mixed use, pedestrian -oriented urban development providing much needed retail uses
and amenities for the urban center; and
WHEREAS, a process exists within Miami 21 which allows parcels of more than nine
(9) abutting acres to be master planned to allow greater integration of public improvements and
infrastructure, and greater flexibility so as to result in higher or specialized quality building and
streetscape design; and
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WHEREAS, the result of this master planning process is known as a "Special Area Plan"
("SAP"); and
WHEREAS, the City is the fee simple owner of approximately four (4) acres of
property (collectively, the "City -owned Property") in Miami -Dade County, Florida, shown in
Exhibit "D", adjacent to the Property and located along the Miami River, within the City, and
said City -owned Property includes certain City park areas and rights -of -way, and abuts certain
submerged lands owned by the State of Florida ("State") through the Board of Trustees of the
Internal Improvement Fund ("State Submerged Lands") also shown in Exhibit "D;" and
WHEREAS, on April 30, 2015, the Developer filed an application with the City for
approval of the Miami River SAP with a total of approximately 10.2 acres of land shown in
Exhibit "E," including certain portions of the City -owned Property and the abutting State
Submerged Lands, shown in Exhibit D (collectively, "SAP Application Area"), in order to
redevelop the Property as a mixed use development with residential and lodging units, retail,
restaurants, working waterfront uses, office, and other amenities, including a public riverwalk
which will cross the City -owned Property and the abutting State Submerged Lands (the "Miami
River SAP" or the "Project"); and
WHEREAS, the City serves as co -applicant for approval of the Miami River SAP; and
WHEREAS, the Miami River SAP's location on the Miami River will allow for use and
enjoyment of the Miami River by its residents and patrons, and the general public as well; and
WHEREAS, the Miami River SAP will create certain recurring fiscal benefits for the
City's tax base as well as much needed temporary and permanent jobs; and
WHEREAS, the City and the Developer wish for the development of the Project to
proceed substantially in accordance with the "Miami River SAP Regulating Plan" and "Design
Guidelines" attached as Exhibit "F"; and
WHEREAS, the City and the Developer wish for development of the Miami River SAP
to proceed in a manner which is consistent with the Comprehensive Plan, Miami 21, the City
Charter, the Miami River Greenway Action Plan, and the Miami River Corridor Urban Infill
Plan; and
WHEREAS, the lack of certainty in the approval of development can result in a waste
of economic and land resources, discourage sound capital improvement planning and financing,
escalate the cost of housing and development,and discourage commitment to comprehensive
planning; and
WHEREAS, as a condition to the approval of the Miami River SAP, the Developer
must enter into a Development Agreement pursuant to Section 3.9.1.f. of Miami 21; and
WHEREAS, assurance to a developer that it may proceed in accordance with existing
laws and policies, subject to the conditions of the Development Agreement, strengthens the
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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 cost of development; and
WHEREAS, the City Commission pursuant to Legislative File Identification Number
15-00624da approved on October 22, 2015 has authorized the City Manager to execute this
Agreement upon the terms and conditions as set forth below, and the Developer has been duly
authorized to execute this Agreement upon the terms and conditions set forth below; and
NOW THEREFORE, in consideration of the mutual covenants contained herein, it is
hereby understood and agreed:
Section 1. Consideration. The Parties hereby agree that the consideration and
obligations recited and provided for under this Agreement constitute substantial benefits to both
parties and thus adequate consideration for this Agreement.
Section 2. Rules of Legal Construction. For all purposes of the Agreement, unless
otherwise expressly provided:
(a) A defined term has the meaning assigned to it;
(b) Words in the singular include the plural, and words in plural include the singular;
(c) A pronoun in one gender includes and applies to other genders as well;
(d) The terms "hereunder", "herein", "hereof', "hereto" and such similar terms shall
refer to the instant Agreement in its entirety and not to individual sections or
articles;
(e)
The Parties hereto agree that this Agreement shall not be more strictly construed
against either the City or the Developer, as all parties are drafters of this
Agreement; and
(f) The recitals are true and correct and are incorporated into and made a part of this
Agreement. The attached exhibits shall be deemed adopted and incorporated into
the Agreement; provided however, that this Agreement shall be deemed to control
in the event of a conflict between the attachments and this Agreement.
Section 3. Definitions. Capitalized terms which are not specifically defined herein
shall have the meaning given in Miami 21.
"Agreement" means this Development Agreement between the City and the
Developer.
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"City" means the City of Miami, a municipal corporation of the State of Florida,
and all departments, boards, committees, agencies and instrumentalities subject to
the jurisdiction thereof.
"Comprehensive Plan" means the comprehensive plan known as the Miami
Comprehensive Neighborhood Plan, ("MCNP") adopted by the City pursuant to
Chapter 163, Florida Statutes (2014), meeting the requirements of Section
163.3177, Florida Statutes (2014); Section 163.3178, Florida Statutes (2014) and
Section 163.3221(2), Florida Statutes (2014), which are in effect as of the
Effective Date of the Agreement.
"County" means Miami -Dade County, a political subdivision of the State of
Florida.
"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 (3) or more parcels and such other activities described
in Section 163.3221(4), Florida Statutes (2014).
"Development permit" includes any building permit, zoning permit, subdivision
approval, rezoning, certification, special exception, variance, or any other official
action of local government having the effect of permitting the development of
land.
"Effective Date" is the date of recordation of the executed, original version of
this Agreement.
"Existing Zoning" is (a) Miami 21 Code, effective May 2010, as amended,
specifically including the Miami River SAP, and (b) the provisions of the Charter
and City Code of Miami ("Code") which regulate development, specifically
including Chapters 10, 13, 22, 23, 36, 54, 55 and 62 of the Code as amended
through the Effective Date, which together comprise the effective land
development regulations governing development of the Property as of the
Effective Date.
"Land" means the earth, water, and air, above, below, or on the surface and.
includes any improvements or structures customarily regarded as land.
"Laws" means all ordinances, resolutions, regulations, comprehensive plans, land
development regulations, and rules adopted by a Local and State government
affecting the development of land.
"Public Facilities" means major capital improvements, including, but not limited
to, transportation, sanitary sewers, solid waste, drainage, potable water,
educational, parks and recreational, streets, parking and health systems and
facilities.
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"Developer Parties" and "Developer" mean the property owner(s) who are
signatories to this Agreement.
Section 4. Purposes. The purposes of this Agreement are for the City to authorize
the Developer to redevelop the SAP Application Area pursuant to the Miami River SAP, to
document certain improvements by the Developer to the City's adjacent park and public areas
and the Developer's utilization of such adjacent park and public areas to benefit the public, for
the City to authorize the Developer to access and to utilize certain portions of the City -owned
Property for the riverwalk of the Development, and to document the related approval of access
by the State to the State-owned Submerged Lands regarding the Riverwalk for the Development.
This Agreement will establish, as of the Effective Date, the land development regulations which
will govern the development of the Property, thereby providing the Developer with additional
certainty during the development process. This Agreement satisfies the requirements of Section
3.9.1.f., Miami 21.
Section 5. Intent. The Developer and the City intend for this Agreement to be
construed and implemented so as to effectuate the purpose of the Miami River SAP Regulating
Plan and Design Guidelines, this Development Agreement, the Comprehensive Plan, Miami 21,
the City Charter, the Code, and the Florida Local Government Development Agreement Act,
Sections163.3220 - 163.3243, Florida Statutes (2014).
Section 6. Legal Description of Land, Names of Legal Owners, Applicability.
This Agreement only applies to (a) the Property identified and legally described in Exhibit "A",
and (b) the City's park and public areas to be improved and utilized by the Project to benefit the
public, and (c) the limited access and use for the riverwalk of the City -owned Property Lands
identified in Exhibit "D"; and the respective legal and equitable owners are the City and the
State.
Section 7. Term of Agreement, Effective Date and Binding Effect. This
Agreement shall have a term of thirty (30) years from the Effective Date and shall be recorded
in the public records of Miami -Dade County by the Developer and filed with the City Clerk.
The term of this Agreement may be extended by mutual consent of the Parties subject to public
hearing(s), pursuant to Section 163.3225, Florida Statutes (2015). This Agreement shall become
effective on the Effective Date and shall constitute a covenant running with the land that shall be
binding upon, and inure to, the benefit of the Developer Parties, their successors, assigns, heirs,
legal representatives, and personal representatives. If the Property is submitted to condominium
ownership pursuant to the Florida Condominium Act, Chapter 718, Florida Statutes (2015), then
the association or other entity designated to represent the condominium ownership interests as to
the Property, as may be applicable, shall be the proper party or parties to execute any such
release for properties in a condominium form of ownership.
Section 8. Site Plan. The Property will be developed and used substantially in
compliance with a compilation of plans, including, specifically, architectural plans entitled
"Miami River," as prepared by Kobi Karp Architecture and Interior Design, Inc., and the
landscape plans as prepared by Kimley Horn and Associates, Inc. and Raymond Jungles
Landscape Architecture. All the foregoing plans are collectively referred to in this Agreement as
the "Project" and are described in detail by plans on file with the City Clerk and are deemed to
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be incorporated by reference. "Substantially in compliance," for purposes of this Agreement,
shall be determined by the City Planning and Zoning Director, pursuant to Section 7.1.3.5 of
Miami 21.
Section 9. Zoning, Permitted Development Uses and Building Intensities. The
City has designated the SAP Application Areas "Miami River SAP" on the official Zoning Atlas
of the City, pursuant to the applicable procedures in Miami 21. The Property is zoned
T6-36B-O and D3 pursuant to Miami 21 and located within the Miami River Residential
Density Increase Area permitting up to 400 units per acre. As part of the SAP process, the
underlying land use and zoning designation will not be changed, although minor
modifications to the T6-36B-O and D3 regulations are incorporated into the Miami River
Regulating Plan and Design Guidelines. In accordance with the underlying land use and
zoning regulations, there can be no residential density on the portions of the Property
designated CS or D3. In approving the Miami River SAP, the City has determined that the
uses, intensities, and densities of development permitted thereunder are consistent with the
Comprehensive Plan and the Zoning. Signage and deviations to the regulations in the Code are
articulated further in the Regulating Plan; signage shall be approved in accordance with the
Regulating Plan and Article 10 of Miami 21.
Section 10. Future Development. Future development within the SAP Application
Area shall proceed pursuant to the Miami River SAP Regulating Plan and Design Guidelines.
The criteria to be used in determining whether future development shall be approved is: (a)
consistency with the Comprehensive Plan, (b) this Agreement, (c) and the Miami River SAP.
The Comprehensive Plan, this Agreement, and the Miami River SAP shall govern development
of the SAP Application Area for the duration of the Agreement. Any modifications to the
Project plans or this Agreement shall be approved in accordance with the Miami River SAP
Regulating Plan and Design Guidelines. The City's laws and policies adopted after the Effective
Date may be applied to the SAP Application Area only if the determinations required by Section
163.3233(2), Florida Statutes (2014), have been made after thirty (30) days written notice to the
Developer and at a public hearing. Pursuant to Section 163.3245(3), Florida Statutes (2014), this
prohibition on down zoning supplements, rather than supplants, any rights that may vest to the
Developer under Florida or Federal laws. As a result, the Developer 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 (2014).
Section 11. Public Benefits. The Project consists of five (5) phases of development
on the Property. Four (4) of the phases will utilize the City's Public Benefit Program for
additional height as permitted under Miami 21 ("Benefit Height"). Phases 1 and 3, will contain
approximately three hundred twelve thousand four hundred (312,400) square feet of Benefit
Height each; Phase 4 will contain approximately two hundred forty-two thousand, four hundred
square feet of Benefit Height (242,400); and Phase 5 will contain approximately three hundred
forty thousand eight hundred (340,800) square feet of Benefit Height. The fee per square foot of
Benefit Height is seventeen dollars and eighty two cents ($17.82). After February 1, 2019, the
Public Benefit fee per square foot shall be increased, and compounded annually, pursuant to the
Consumer Price Index ("CPI") to a maximum of 2.75% per year. Accordingly,the total
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estimated Public Benefits contribution to the City will be approximately twenty one million five
hundred twenty six thousand five hundred and sixty dollars ($21,526,560). The exact amount of
the Public Benefits contribution shall be calculated prior to the issuance of the first vertical
building permit for each of the Phases 1, 3, 4 and 5 and shall be due concurrent with the
construction of each respective phase, unless otherwise noted in the Agreement. The City shall
confirm that funds equivalent to the calculated Public Benefits contribution required for each
phase have been or have been caused to be made on the project(s) listed in the SAP's Public
Benefit Program and Phasing Schedule, and that such project(s) and contribution(s) are
substantially complete prior to the City's issuance of the first temporary or permanent Certificate
of Occupancy for the phase. The Director of Planning and Zoning has the authority to shift
projects and funds between phases or as approved by the respective permitting agencies so long
as funds equivalent to the calculated Public Benefits contribution prorated for each phase have
been made prior to the temporary and/or permanent Certificate of Occupancy or bonded and
approved by the Department of Public Works, Following ten (10) years from the Effective Date,
in the event that the Project and/or Public Benefits Program have not been completed, the
Director of Planning and Zoning has the authority to abandon the Public Benefits Program
described in Exhibit "G" and require the Developer to tender direct Public Benefit contribution
payments to the City.
(a) Affordable Housing Trust Fund. The Developer shall tender direct payment to the
City of Miami Affordable Housing Trust Fund. Specifically, the Developer shall tender
payment of not less than fourteen million dollars ($14,000,000) into the Affordable
Housing Trust Fund with said funds to be earmarked for the East Little Flavana Area,
generally bounded for purposes of this Agreement, within the boundaries of SW 8 Street
to the South, SW 17 Avenue to the West, the Miami River to the North, and I-95 to the
East. By no later than February 1, 2016, which is the date by which the Developer
anticipates to submit a full set of construction drawings for any one of the four towers in
the Project, the Developer will pay one million dollars ($1,000,000) of the fourteen
million dollars ($14,000,000) into the Affordable Housing Trust Fund. The Developer
will pay another one million dollars ($1,000,000) of the fourteen million dollars
($14,000,000) into the Affordable Housing Trust Fund upon receiving permits for the
plans that were submitted by February 1, 2016. The balance of the fourteen million
($14,000,000) Affordable Housing Trust Fund contribution shall be made prior to the
issuance of a temporary or permanent certificate of occupancy for Phase 1, Phase 3,
Phase4, and Phases, respectively, as provided in Section 11 above.
(b) City of Miami Trolley. The Developer shall tender direct payment to the City of
Miami Transportation Trust Fund of one and half million dollars ($1,500,000) into a
special revenue fund earmarked for the Little Havana City Trolley route to be paid to the
City prior to a temporary Certificate of Occupancy for Phase 3.
(c) Jose Marti Park and Public Rights -of -Way. The Developer shall design, permit,
and construct certain public improvements within the Miami River SAP area, particularly
in Jose Marti Park, public rights -of -way, and other such improvements authorized by the
City administration according to the SAP's Public Benefit Program and Phasing Schedule
attached hereto as Exhibit "G." The Project plans are conceptual in nature and do not
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constitute complete architectural and engineering drawings; further development,
pursuant to the conceptual plans, is necessary. The City shall work with the Developer to
allocate the Developer's proven paid parks and recreation impact fees to develop the
Project consistent with the intent of the Plans for Jose Marti Park and the City -owned
Property that are not included in Exhibit "G".
(d) Paramedic Station. In addition, the Developer shall deliver to the City of Miami an
approximately eight thousand five hundred (8,500) square foot shell unit to be used as a
paramedic station in the basement level of the Phase 5 tower with direct ingress and
egress via a ramp to SW 7 Street ("Paramedic Station"). The Paramedic Station shall be
delivered prior to the issuance of the first Temporary Certificate of Occupancy (TCO) for
the residential portion of Phase 3, The City and the Developer shall enter into a lease for
the Paramedic Station. This lease shall provide for a long-term ninety-nine (99) year
lease of the Paramedic Station for one dollar ($1) per year, without common area
maintenance, condominium assessments, fees, levies, charges, similar impositions
("Condominium Assessments") or ad valorem taxes on the Paramedic Station portion of
the Property. The City and Developer shall execute a Memorandum of Lease reflecting
the foregoing terms, which shall be recorded in the Public Records of Miami -Dade
County at the Developer's expense. At the Developer's option, the Developer may elect
to transfer ownership in fee simple or condominium form of ownership to the City of
Miami. Any condominium form of ownership shall affirm by lease or other written
instrument to be recorded that the Paramedic Station shall not be subject to the
Condominium Assessments. The City shall work with the Developer to allocate the
Developer's proven paid fire -rescue impact fees to develop the Paramedic Station portion
of the Project and the purchase of fire equipment consistent with this Agreement.
(e) Working Waterfront, The portion of the Property currently zoned D3, and
designated as Industrial on the City's Future Land Use Atlas, shall maintain recreational
and commercial working waterfront uses, including office, commercial, restaurants and
lodging. Therefore, the Developer: (a) shall not object or otherwise attempt to impede
any legally permitted working waterfront 24-hour operations; (b) shall provide all future
tenants and prospective owners of the Property notice of the existing working
waterfront 24-hour operations and will include a provision to agree not to object to
legally permitted working waterfront 24-hour operations in each lease; (c)
acknowledges that it is solely the Developer's responsibility to design its structures to
accommodate legally permitted working waterfront 24-hour operations; and (d) will not
pursue any claims for liability, loss or damage, whether through litigation or otherwise,
against permittees engaging in working waterfront 24-hour operations, related to
damage to Owner's structures, noise, smoke, fumes, bridge closures, and/or other
quality of life issues that might result from legally permitted working waterfront 24-
hour operations. A Declaration of Restrictions satisfying Policy PA-3.1.9 of the
Comprehensive Plan for the Property is attached as Exhibit "H".
(f) Public Riverwalk. The Developer, at its sole cost and expense, agrees to
develop the public riverwalk substantially in compliance with the Miami River
Greenway Action Plan, Miami River Corridor Urban Infill . Plan, Miami 21 and the
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Project plans, between SW 2nd Avenue and along the City -owned Property at the ends
of the City's rights -of -way abutting the State-owned submerged lands adjacent to SW
5th Street, and the western boundary of Jose Marti Park, SW 2nd Street (the
"Riverwalk"). The Riverwalk on Jose Marti Park shall be constructed, open to the
public and maintained by the City prior to the issuance of the first Certificate of
Occupancy for Phase 1. The Riverwalk on the Property will be constructed, open
to the public and maintained by the Developer prior to the issuance of the first
temporary or permanent Certificate of Occupancy for Phase 2. Notwithstanding that
Phase 2 of the Project is not included in the SAP's Public Benefit Bonus Program, prior
to the issuance of the temporary Certificate of Occupancy for Phase 1, the Developer
shall record a Notice of Commencement and commence construction of a public
riverwalk on Phase 2 of the Property.
(g) Job Creation and Employment Opportunities. The Developer shall consult
and coordinate with the City's CareerSource South Florida center located at the Lindsey
Hopkins Technical Center at 750 NW 20th Street, 4th Floor, Miami, Florida 33127; the
Youth Co -Op, Inc. located at 5040 NW 7th Street, Suite 500, Miami, Florida 33126;
and state economic development entities regarding job training and job placement
services to City residents seeking employment opportunities with potential employers
which will locate or establish businesses within the Project. The Developer agrees to
use diligent, good faith efforts to achieve or to cause its general contractor(s) and
subcontractors (collectively, the "Contractor") to use diligent, good faith efforts to
achieve, as applicable, the following aspirational goals:
(a) The Contractor shall adhere to the following hierarchy with respect to
hiring objectives and practices within the Miami River SAP area:
(1)
Residents of the City who live within one (1) of the three (3) area
zip codes: 33130, 33128 and 33135;
(2) Residents of the City who live within one (1) of the five (5) zip
codes with the highest poverty rate ("City Targeted Zip Codes");
If no residents as described within Section 14(a) (1) or (2) are
qualified or can be qualified within a reasonable amount of time,
City residents who reside outside the City Targeted Zip Codes;
(4) If no residents as described within Sections 14(a) (1), (2) or (3) are
qualified or can be qualified within a reasonable amount of time,
County residents who live within one (1) of the five (5) zip codes
with the highest poverty rate in the County ("County Targeted Zip
Codes"); and
(3)
(5)
If no residents as described within Sections 14(a) (1)-(4) are
qualified or can be qualified within a reasonable amount of time,
residents in the County who reside outside of the County Targeted
Zip Codes.
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The Parties agree that individuals will be employed based on the hierarchy
established in Section 14(a). For purposes of clarity, the intent of Section 14(a) is
to encourage the Developer and the Contractor to hire as many qualified persons
who reside in the City to work on the Project.
(b) The Contractor shall electronically post job opportunities in established job
outreach websites and organizations, including, without limitation, Youth
Co -Op, Inc., South Florida Workforce, Florida Department of Economic
Opportunity Career Source of South Florida located in Miami, their
successors or assigns, and similar programs in order to attract as many
eligible minority applicants for such jobs as possible.
In connection with the work performed by the Developer, the Developer
shall cause the Contractor to pay a minimum hourly wage rate of twelve
dollars and eighty three cents ($12.83) if health benefits are not provided to
employees and eleven dollars and fifty eight cents ($11.58) if health
benefits are provided to employees. Commencing January 1st, 2018 and
for the duration of the Project ("CPI Escalation Year"), the foregoing
hourly rates shall be increased on January 1st of the applicable calendar
year by an amount equal to the percentage increase during the calendar year
immediately prior to the CPI Escalation Year in the consumer price index
("Index"), which is the monthly index published by the Bureau of Labor
Statistics of the United States Department of Labor as the Consumer Price
Index for All Items, Miami -Ft. Lauderdale, Florida, Base Year 1982-
84=100. The CPI adjustment to the minimum hourly wage rates shall
hereinafter be referred to as the "CPI Escalation". The CPI Escalation of
the minimum hourly wage rates for the CPI Escalation Year shall be equal
to the minimum hourly wage rates in effect for the calendar year
immediately preceding the CPI Escalation Year multiplied by the CPI
Percentage (as defined below). The "CPI Percentage" shall equal the
fraction (i) whose numerator equals the monthly Index published
immediately prior to the CPI Escalation Year (or the nearest reported
previous month) and (ii) whose denominator is the same monthly Index
published immediately prior to the calendar year that preceded the CPI
Escalation Year (or the nearest reported previous month). If the Index is
discontinued with no successor Index, the City shall select a commercially
reasonable comparable index. The CPI adjustment set forth herein shall
not result in a reduction of the respective minimum hourly wage rates.
(d) The Developer shall require the Contractor to include the same minimum
hourly wage rates in any contracts entered into by the Contractor with its
subcontractors for the Project who will stipulate and agree that they will
pay the same minimum hourly wage rates, subject to adjustment, as set
forth in this section.
(c)
(e) Local Workforce Participation during Construction. At least twenty-five
percent (25%) of those employed by the general contractor or
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(f)
(g)
subcontractor(s) for construction work shall be employed utilizing the
following priorities: first, residents of the following three (3) area zip
codes: 33130, 33128 and 33135; second, residents of the five (5) highest
poverty rate index zip codes in the City; third, City residents in general;
fourth, County residents who live in the five (5) highest poverty rate index
zip codes in the County; and fifth, residents in the County in
general. Residents who live in qualifying areas must receive preference for
hiring in the Project.
Job Opportunity Advertisement. The Developer must provide ten (10) full -
page weekly advertisements in the Diario de las Americas newspaper to
inform residents of job opportunities and job fairs prior to construction
commencement. This shall be in addition to advertisements done through
other job outreach websites, organizations, and efforts.
Community Business Enterprise ("CBE"), Community Small Business
Enterprise ("CSBE"), and Small Business Enterprise ("SBE").
(1) Seven and one half percent (7.5%) of the professional services
agreements for soft costs including, but not limited to, design,
engineering, survey, inspection, testing, and legal, shall be
awarded to firms certified by the County as CBE, CSBE, and SBE
firms at the time the contract is signed.
(2) The Developer shall award ten percent (10%) of the contractual
agreements for construction and construction -related materials,
supplies and fixtures to firms certified by the County as CBE,
CSBE, and SBE firms at the time the contract is signed.
(h) Job Creation Monitoring Contract. Within sixty (60) days prior to issuance
of a Permit for vertical improvements, the Developer will designate a firm
who shall be CBE/CSBE/SBE certified whom will be designated to
monitor the Local Workforce Participation, Job Opportunity
Advertisement, and CBE/CSBE/SBE requirements.
The City and the Developer understand and agree that any uses or
improvements by the Developer of public areas previously financed by the
City through tax-exempt bonds at Jose Marti Park areas and/or City -owned
streets, sidewalks, and rights of way areas shall require review by the City
Attorney and the City's Bond Counsel regarding necessary ongoing
compliance with U.S. Department of the Treasury Internal Revenue Service
rules and regulations.
Section 12. Construction of encroachments within the Public Right -of -Way. The
City finds that the encroachments proposed by the Developer do not unduly restrict the use of the
public right-of-way and are a necessary, essential element in the construction of the pedestrian
overpasses above the same rights -of -way. The adoption of this Agreement shall serve to satisfy
(i)
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the requirements set forth in Section 55-14(b) of the City Code. The City hereby agrees to
expeditiously sign off on all permits as owner of the City -owned Property that are the public
rights -of -way and Jose Marti Park, including but not limited to Public Works permits, bulkhead
permits, and State permits with respect to submerged lands as may be required to effectuate the
SAP and Project plans. The Developer represents to the City that it has, or will obtain, all
necessary authorizations from the State regarding the State-owned submerged lands.
Notwithstanding the requirements of Section 55-14(c) of the City Code, the City agrees to waive
any and all claims to payment of a user fee in connection with the construction of the
aforementioned encroachments within the public rights -of -way. Further, this Agreement shall
satisfy the requirements of Section 55-14(d) of the City Code. In consideration for authorizing
the construction of the aforementioned encroachments, the Developer further covenants to:
Maintain the above -grade pedestrian overpasses in accordance with the Florida
Building Code, City Charter and Code.
(b) (b) Provide an insurance policy, in an amount determined by the City's risk
manager, naming the City and the State, regarding the State-owned submerged
lands, as additional insureds for public liability and property damage. The insurance
shall remain in effect for as long as the encroachment(s) exist above the City -owned
Property, including the right-of-way(s) and the State-owned Submerged Lands.
Should the Developer 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. The Developer acknowledges and 'agrees that it will comply with all
insurance coverages required by the State regarding the State-owned Submerged
Lands.
(a)
(c)
The Developer shall hold harmless and indemnify the City, the State, as applicable,
and their respective officials and employees from any claims for damage or loss to
property and injury to persons of any nature whatsoever arising out of the use,
construction, and development of the Miami River SAP, including without
limitation maintenance or removal of the pedestrian overpasses and from and
against any claims which may arise out of the granting of permission for the
encroachment or any activity performed under the terms of this Agreement.
Section 13. Signage. The Project will need to comply with all applicable Federal,
State, County and City signage rules, laws, orders, regulations, statutes, or ordinances.
Permitted signage will accomplish the following goals: (i) moving pedestrians and vehicle
traffic throughout the Property safely and efficiently; (ii) promoting safe and efficient pedestrian
traffic within the property; and (iii) properly identifying the Property. The Signage Program
will include, but is not limited to, the following sign types: (i) directional signage; (ii) ground
signage; (iii) wall signage; (iv) monument signage; and (v) tower signage, some or all of which
may incorporate LCD, LED, or similar electronic technology if approved and legally authorized.
The Signage Program shall apply to signage visible from public rights -of -way. The Signage
Program shall not apply to signage internal to the Project or not otherwise visible from the
public right-of-way. Signage shall be approved by Warrant as described in Article 7 of Miami
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21.
Section 14. Parking. The Developer intends to establish a uniform valet system to
service the Project. Notwithstanding the limitations set forth in Sections 35-305 of the Code, a
maximum of three (3) valet permits may be issued for the operation of a valet parking ramp on
the same side of the block where the permit applicant is the operator of the uniform valet
system. Robotic parking within enclosed parking structures shall be permitted.
Section 15. Seawall. The Developer shall be responsible for any repairs to the
seawall on the Property in compliance with the standards set forth by the Army Corps of
Engineers and the City Code. The Developer shall increase the upland grade elevations to no
less than four and one half feet 4.5' NAVD along the Riverwalk within the Property and six feet
6.0' NAVD adjacent to any mixed use parcel containing residential uses within the Property as a
condition to development so as to address the pertinent City and County goals, objectives and
policies related to Coastal High Hazard Areas. The City hereby agrees to serve as co -applicant
and/or applicant, as required, and expeditiously sign any permit applications required to
effectuate the repair and reconstruction of the seawall, bulkhead and site grade elevation. The
Developer hereby agrees to obtain, as necessary, all applicable permissions or approvals from
the State regarding any repairs and construction involving the State-owned submerged lands. In
addition, the Developer will construct the bulkhead elevation of up to six and one half feet (6.5')
on the Property where five and one half feet (5.5') is typically required, pursuant to the variance
granted on July 2, 2015 subject to the conditions that the bulkhead transition from the end of the
proposed Riverwalk to the existing walkway at the end of SW 3 Avenue in compliance with
ADA slope regulations (Section 4.8.2, CFR) and that the proposed bulkhead cap shall be
extended through the transition area matching the slope of the Riverwalk/walkway transition and
providing a six (6) inch vertical reveal.
Section 16. Retail Specialty Center Designation. Pursuant to Chapter 4 of the
Code, the Miami River SAP is designated as a "Retail Specialty Center".
Section 17. Alcoholic Beverage Sales. The Property is located within the D3 and
T6-36B-O zoning transects as designated under Miami 21. Notwithstanding the requirements of
Section 4-3.2 of the Code, Planning and Zoning Advisory Board, and City Commission approval
shall not be required for bars (including taverns, pubs, and lounges), nightclubs, and supper
clubs as principal uses proposed to be located within the Miami River SAP Project. Said
establishments shall be authorized pursuant to the issuance of a Warrant (currently requires
Exception). The Planning & Zoning Director shall consider the criteria set forth in Section
4-3.2.1 of the City Code when evaluating such Warrant applications. There shall be a maximum
of ten (10) individual alcohol beverage establishments permitted within the Miami River SAP
area.
Section 18. Environmental. The City finds that the Project will confer a significant
net improvement upon the publicly accessible tree canopy in the area. The City and the
Developer agree that the Developer will comply with the intent and requirements of Chapter 17
of the City Code by performing tree replacement within the SAP Application Area where
possible. Where replacement within the SAP Application Area is not possible, the Developer
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shall perform tree replacement within Jose Marti Park. Where replacement within Jose Marti
Park is not possible, the Developer shall perform the required tree replacement within one (1)
mile of the SAP Application Area or within any other City park, subject to approval by the City.
The City further agrees to facilitate the permitting and planting of replacement trees on all
publicly owned property within the area and within City parks.
Section 19. Archaeological. Due to the Project's classification of High Probability in
an Archaeological Conservation Area, the Developer shall obtain a "Certificate to Dig" prior to
any ground disturbing activities, pursuant to Chapter 23 of the City Code.
Section 20. Public Facilities. As of the Effective Date, the Developer shall conduct
an extensive analysis of the Public Facilities available to serve the Project. In the event that the
Existing Zoning and/or the Comprehensive Plan require the Developer to provide Public
Facilities to address any deficiencies in required levels of service occasioned by future
development within the SAP Application Area or as a result of the development of the Project,
the Developer shall provide such Public Facilities consistent with the timing requirements of
Sections 163.3180, Florida Statutes (2014), or as otherwise required by Chapter 13 of the City
Code, as amended from time to time, if applicable. The Developer shall be bound by the City
impact fees and assessments in existence as of the Effective Date of this Agreement.
Section 21. Release of Existing Ordinance 11000 Covenants. Upon approval of
this Development Agreement by the City Commission, the Planning Director shall release two
(2) Declarations of Restrictive Covenants recorded in the public records of Miami -Dade County
related to prior development approvals for portions of the SAP Application Area. The first
Declaration of Restrictive Covenants is recorded at Official Record Book 24194 at Page 1806 of
the Public Records of Miami -Dade County, and was proffered along with a rezoning application
for a portion of the project area, corresponding with the parcels in the middle section of the
Project area. The second Declaration of Restrictive Covenants is recorded at Official Record
Book 24997 at Page 2543 of the Public Records of Miami -Dade County, and was proffered
along with a rezoning application for a portion of the southern section of the Project area.
Section 22. Compliance with Fire/Life Safety Laws. The Developer shall at all
times in the development and operation of the Project comply with all applicable laws,
ordinances and regulations including life safety codes to insure the safety of all Project and City
residents and guests. Specifically and without limitation, the Developer will install and
construct all required fire safety equipment and water lines with flow sufficient to contain all
possible fire occurrences.
Section 23. Local Development Permits. The Project may require additional
permits or approvals from the City, County, State, or Federal government and any division
thereof. Subject to required legal processes and approvals, the City shall make a good faith effort
to take all reasonable steps to cooperate with and facilitate all such approvals, including acting
as an applicant. Such approvals include, without limitation, the following approvals and permits
and any successor or analogous approvals and permits:
(a) Subdivision plat and/or waiver of plat approvals;
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(b) Covenant or Unity of Title acceptance and the release of the two (2) existing
Declarations of Restrictions;
(c) Building, Public Works and Bulkhead permits;
(d) Certificates of use and/or occupancy;
(e) Stormwater Permits; and
(f) Any other official action of the City, County, or any other government agency
having the effect of permitting development of the Property.
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 in the
SAP Application Area shall be vested solely in the City Manager, with the recommendation of
the Planning and Zoning Director. Any such site plan shall be approved if it meets the
requirements and criteria of the Zoning, the Comprehensive Plan and the terms of this
Agreement.
Section 24. Consistency with Comprehensive Plan. The City finds that
development of the Miami River SAP is in conformity with the Existing Zoning and is
consistent with the Comprehensive Plan. In the event that the Existing Zoning or the
Comprehensive Plan requires the Developer to provide additional Public Facilities to
accommodate the Project, the development will provide such Public Facilities consistent with
the timing requirements of Section 163.3180, Florida Statutes (2014). The Developer shall be
bound by the City impact fees and assessments in existence as of the date of obtaining a
building permit, per Chapter 13 of the Code.
Section 25. Necessity of Complying with Regulations Relative to Development
Permits. The parties 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 of the necessity of complying with the regulation governing said permitting
requirements, conditions, fees, terms, licenses, or restrictions.
Pursuant to Section 163.3241, Florida Statutes (2014), if state or federal laws are enacted
after the execution of this development agreement which are applicable to and preclude the
parties' compliance with the terms of this development agreement, this Agreement shall be
modified or revoked as is necessary to comply with the relevant state or federal laws.
Section 26. Cooperation; Expedited Permitting and Time is of the Essence. The
Parties agree to cooperate with each other to the full extent practicable pursuant to the terms and
conditions of this Agreement. The Parties agree that time is of the essence in all aspects of their
respective and mutual responsibilities pursuant to this Agreement. The City shall use its best
efforts to expedite the permitting and approval process in an effort to assist the Developer in
achieving its development and construction milestones. The City will accommodate requests
from the Developer's general contractor and subcontractors for review of phased or multiple
permitting packages, such as those for excavation, site work and foundations, building shell,
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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 the Developer 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.
Notwithstanding the foregoing, the City shall not be obligated to issue development
permits to the extent the Developer does not comply with the applicable requirements of the
Zoning, the Comprehensive Plan, this Agreement and applicable building codes.
Section 27. Reservation of Development Rights.
(a) For the term of this Agreement, the City hereby agrees that it shall permit the
development of the SAP Application Area in accordance with the Comprehensive
Plan, Miami 21, the Miami River SAP Regulating Plan, and this Agreement.
(b) Nothing herein shall prohibit an increase in the density or intensity of development
permitted in the SAP Application Area in a manner consistent with (a) Miami 21 and
the Miami River SAP, and/or the Comprehensive Plan, (b) any zoning change
subsequently requested or initiated by the Developer 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 the Developer or its successors or
assigns to continue development of the Property in conformity with Existing Zoning
and all active prior and subsequent development permits or development orders
granted by the City.
Section 28. Annual Review. This Agreement shall be reviewed annually on the
anniversary of the effective date of this agreement. The Applicant, Developer, or its assign,
shall submit an annual report to the City Planning and Zoning Director for review at least 30-
days prior to the annual review date. The report shall contain a section by section listing of
what obligations have been met and the date finalized as good faith compliance with the terms
of the agreement. The City Manager and Planning and Zoning Director shall review the annual
report and accept it if found to be in compliance. The failure to submit the annual report shall
not constitute a basis to find the Developer is not in compliance with the Development
Agreement as provided in 163.3235, Florida Statutes, as amended.
If the City finds, on the basis of substantial competent evidence that there has been a
failure to comply with the terms of the agreement, the City shall provide the (Applicant) with a
fifteen (15) day written notice and an opportunity the cure the non-compliance. The (Applicant)
shall have 45-days after the expiration of the 15-day notice period to begin to address or cure
the non-compliance, after which the Agreement may be revoked or modified by the City
Commission following an advertised public hearing. The Developer's commitment to submit
an annual report shall conclude upon the date on which the agreement is terminated.
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Section 29. Notice. All notices, demands and requests which may or are required to
be given hereunder shall, except as otherwise expressly provided, be in writing and delivered by
personal service or sent by United States Registered or Certified Mail, return receipt requested,
postage prepaid, or by overnight express delivery, such as Federal Express, to the Parties at the
addresses listed below. Any notice given pursuant to this Agreement shall be deemed given
when received. Any actions required to be taken hereunder which fall on Saturday, Sunday, or
United States legal holidays shall be deemed to be performed timely when taken on the
succeeding day thereafter which shall not be a Saturday, Sunday or legal holiday.
To the City:
With a copy to:
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
To the Developer:
With a copy to:
CG Miami River, LLC
Attn: Ari Pearl
2915 Biscayne Boulevard, Ste 300
Miami, FL 33137
Bercow Radell & Fernandez, PLLC
Attn: Melissa Tapanes Llahues, Esq.
200 S. Biscayne Boulevard, Ste 850
Miami, FL 33131
Any Party to this Agreement may change its notification address (es) by providing written
notification to the remaining parties pursuant to the terms and conditions of this section.
Section 30. Multiple Ownership. In the event of multiple ownership subsequent to
the approval of the Application, each of the subsequent owners, mortgagees and other successors
in interest in and to the Property (or any portion thereof, including condominium unit owners)
shall be bound by the terms and provisions of this Agreement as covenants that run with the
Property.
Section 31. Common Area Maintenance. A maintenance and indemnification
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Covenant to run with the land, in a form approved by the City Attorney, shall be required for
any non-standard improvements and public amenities located within the public right-of-ways.
Said Covenant shall identify a single person or single entity as the responsible party for all such
non-standard improvements and public amenities located in the public right of way included in
the Special Area Plan. The Developer will create prior to the conveyance of any portion of the
Property (less than the entire Property), an association or other entity which shall provide for the
maintenance of all common areas, private roadways, cross -easements and other amenities
common to the Property. This Agreement shall not preclude the owner(s) of the Property from
maintaining their own buildings or common areas not common to the Property outside the
control of the association. The instrument creating the association or other entity shall be
subject to the reasonable approval of the City Attorney.
Section 32. Modification. In accordance with the Project plans, the Project will be
developed in five (5) Phases. This Agreement may be modified, amended or released as to
Phase 1, or any portion thereof, by a written instrument executed by the, then, owner(s) of Phase
1 including joinders of all mortgagees, if any, provided that the same is also approved by the
City, after public hearing. Any public hearing application related to Phase 1, or any portion
thereof, shall only require the consent, acknowledgment and/or joinder of the then owner(s) of
Phase 1. This Agreement may be modified, amended or released as to Phase 2, or any portion
thereof, by a written instrument executed by the, then, owner(s) of Phase 2, including joinders of
all mortgagees, if any, provided that the same is also approved by the City, after public hearing.
Any public hearing application related to Phase 2, or any portion thereof, shall only require the
consent, acknowledgment and/or joinder of the then owner(s) of Phase 2. This Agreement may
be modified, amended or released as to Phase 3, or any portion thereof, by a written instrument
executed by the, then, owner(s) of Phase 3, including joinders of all mortgagees, if any,
provided that the same is also approved by the City, after public hearing. Any public hearing
application related to Phase 3, or any portion thereof, shall only require the consent,
acknowledgment and/or joinder of the then owner(s) of Phase 3. This Agreement may be
modified, amended or released as to Phase 4, or any portion thereof, by a written instrument
executed by the, then, owner(s) of Phase 4, including joinders of all mortgagees, if any,
provided that the same is also approved by the City, after public hearing. Any public hearing
application related to Phase 4, or any portion thereof, shall only require the consent,
acknowledgment and/or joinder of the then owner(s) of Phase 4. This Agreement may be
modified, amended or released as to Phase 5, or any portion thereof, by a written instrument
executed by the, then, owner(s) of Phase 5, including joinders of all mortgagees, if any,
provided that the same is also approved by the City, after public hearing. Any public hearing
application related to Phase 5, or any portion thereof, shall only require the consent,
acknowledgment and/or joinder of the then owner(s) of Phase 5. In the event that there is a
recorded homeowners or condominium association covering any portion of Phases 1, 2, 3, 4, 5,
or any portion thereof, said association may (in lieu of the signature or consent of the individual
members or owners), on behalf of its members and in accordance with its articles of
incorporation and bylaws, consent to any proposed modification, amendment, or release by a
written instrument executed by the homeowners or condominium association. Any consent
made pursuant to a vote of the homeowners or condominium association shall be evidenced by a
written resolution of the homeowners or condominium association and a certification executed
by the secretary of the homeowners or condominium association's board of directors affirming
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that the vote complied with the articles of incorporation and the bylaws of the association.
Section 33. Enforcement. The City, its successors or assigns, and the Developer, its
successors or assigns, shall have the right to enforce the provisions of this Agreement.
Enforcement shall be by action at law or in equity against any parties or persons violating or
attempting to violate any covenants, either to restrain violation or to recover damages or both.
Section 34. Authorization to Withhold Permits and Inspections. In the event the
Developer is obligated to make payments or improvements under the terms of this Agreement or
to take or refrain from taking any other action under this Agreement, and such obligations are
not performed as required, in addition to any other remedies available, the City is hereby
authorized to withhold any further permits, and refuse any inspections or grant any approvals,
for the specific Phase of development the outstanding obligations relate to until such time as
this Agreement is complied with.
Section 35. Emergency Management and Mitigation Plan. Prior to the issuance of
a Certificate of Occupancy, Temporary Certificate of Occupancy ("TCO"), or the equivalent for
the first new single -use building in the SAP Application Area, the Developer, as required by the
City's Comprehensive Plan (Policy CM4.3 .4.) shall enter into a binding agreement with the City
regarding an Emergency Management and Mitigation Plan ("Emergency Plan") detailing how
the safety of people and property shall be accounted for and maintained in the event of a natural
disaster, fire, act of God, or other similar event. The Emergency Plan shall detail vehicle and
pedestrian circulation, security systems, and other preventative and protective measures and
mitigation readily available in the SAP Application Area. The Developer, or its successors,
heirs, or permitted assigns, shall provide an updated copy of the Emergency Plan prior to the
issuance of a TCO or equivalent for each new building in the future.
Section 36. 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 exclusively in a court of competent
jurisdiction in the County. In addition to any other legal rights, the City and the Developer 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 37. Voluntary Compliance. The Parties agree that in the event all or any
part of this Agreement is struck down by judicial proceedings or preempted by legislative
action, the Parties shall continue to honor the terms and conditions of this Agreement to the
extent allow by law.
Section 38. Severability. Invalidation of any of the sections, terms, conditions,
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provisions, or covenants, of this Agreement by judgment of court in any action initiated by a
third party, in no way shall affect any of the other provisions of this Agreement, which shall
remain in full force and effect.
Section 39. Events of Default.
(a) The Developer shall be in default under this Agreement if any of the following
events occur and continue beyond the applicable grace period: the Developer
fails to perform or breaches any term, covenant, or condition of this Agreement
which 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 the Developer shall not
be in default if it commences to cure such breach within said thirty (30) day
period and diligently prosecutes such cure to completion.
(b) The City shall be in default under this Agreement if the City fails to perform or
breaches any term, covenant, or condition of this Agreement and such failure is
not cured within thirty (30) days after receipt of written notice from the
Developer 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 said thirty (30) day period and
diligently prosecutes such cure to completion.
(c) It shall not be a default under this Agreement if either party is declared bankrupt
by a court of competent jurisdiction. All rights and obligations in this Agreement
shall survive such bankruptcy of either party. The Parties hereby forfeit any right
to terminate this Agreement upon the bankruptcy of the other party.
Section 40. Remedies Upon Default.
(a) Neither party may terminate this Agreement upon the default of the other party,
but shall have all of the remedies enumerated herein.
(b) Upon the occurrence of'a default by a party to this Agreement not cured within
the applicable grace period, the Developer and the City agree that any party may
seek specific performance of this Agreement, and that seeking specific
performance shall not waive any right of such party to also seek monetary
damages, injunctive relief, or any other relief other than termination of this
Agreement. The City hereby acknowledges that any claim for damages under
this Agreement is not limited by sovereign immunity or similar limitation of
liability.
Section 41. 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 (1) year term following the earlier
of the effective date of such termination or the expiration of the Term: (i) the exclusive venue
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and choice of law provisions contained herein; (ii) rights of any party arising during or
attributable to the period prior to expiration or earlier termination of this Agreement, and (iii)
any other term or provision herein which expressly indicates either that it survives the
termination or expiration here of or is or may be applicable or effective beyond the expiration or
permitted early termination hereof.
Section 42. 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 43. Lack of Agency Relationship. Nothing contained herein shall be
construed as establishing an agency relationship between the City and the Developer and neither
Developer 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 officials, contractors, agents, and employees shall not be deemed
contractors, agents, or employees of the Developer or its subsidiaries, divisions or affiliates.
Section 44. Successor(s), Assigns, and Designees. The covenants and obligations set
forth in this Agreement shall extend to the Developer, its successor(s) and/or assigns. Nothing
contained herein shall be deemed to be a dedication, conveyance or grant to the public in general
nor to any persons or entities except as expressly set forth herein.
Section 45. Third Party Defense. The City and the Developer shall each, 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 (2014), (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). The
City and the Developer 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 46. No Third -Party Beneficiary. No persons or entities other than the
Developer and the City, permitted successors and assigns, shall have any rights whatsoever
under this Agreement.
Section 47. Recording. This Agreement shall be recorded in the Public Records of
Miami -Dade County, Florida at the Developer's expense and shall inure to the benefit of the
City. A copy of the recorded Development Agreement shall be provided to the City Clerk and
City Attorney within two (2) weeks of recording.
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Section 48. Representations; Representatives. Each party represents to the others
that this Agreement has been duly authorized, delivered, and executed by such party and
constitutes the legal, valid, and binding obligation of such party, enforceable in accordance with
its terms.
Section 49. No Exclusive Remedies. No remedy or election given by any provision
in the 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 of law or equity arising from such event of default, except where
otherwise expressly provided.
Section 50. No Conflict of Interest. The Developer agrees to comply with Section 2-
612 of the City Code as of the Effective Date, with respect to conflicts of interest.
Section 51. Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall constitute an original but all of which, when taken together,
shall constitute one and the same agreement.
NOW, WHEREOF, the City and the Developer have caused this Agreement to be duly
executed.
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[Execution Pages for the City and the Developer Follow]
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Development Agreement
Final Draft 01/14/2016
IN WITNESS WHEREOF, these presents have been executed this day of
, 2015.
W:tnesses
Print Name ,4 +.41 dn,,3 i ,ir4 e. ,0 D /,,,."--
STATE OF aw
)SS
COUNTY OF vuiuesiv.
CG Miami River, a Del ware limited
liability corporation
By:
Name:
Title:
The forgoing instrument was acknovuledged before me this
day of uu , 201.4by J�1ev
of CG Miami River, LLC who is
Personally known to me; -,or ( ) r-odueed a,Valid-drivettOc,e Ise Aidenti icatian.
My Coriliission Expires:,,.
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LOIS NUTTER SANCHEZ
Notary Public, State of New York
No. 01 HU5042516
Qualified In Queens County
Commission Expires April 24, 20
[NOTARIAL SEAL]
City of Miami, a Florida municipal corporation
By:
Daniel J. Alfonso, City Manager
ATTEST: Approved as to Insurance Requirements:
Todd Hannon, CityClerk By:
Anne -Marie Sharpe, Risk Management Director
Approved as to Form and Correctness:
B
Victoria Mendez, City Attorney
STATE OF
COUNTY OF
)SS
The foregoing instrument was acknowledged before me this
day of , 2015 by
of the City Miami, Florida, who is the
the City and who is
personally known to me or ( ) produced a valid driver's license
as identification.
[NOTARIALSEAL]
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Notary Public:
Sign Name:
Print Name:
My Commission Expires:
24 of 24
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F'404 Roc [lf Mimi -Dark Counlyi Florida; nroning thanso East sang the Snub Mc, of Southwest MTh &met taid City
produced E24 to mit:116s sl.i4ton with don low-watto• line of the. Miami Rivwr.nranteg Mame Sombostarly tm =daring tholow watcrlittealsaiil
10 thOlViell the Fitt liar, of Lot 1.3 egad 0thak 30 Sol tth trotlaited 'North intorgeta with wild Tow walzr lineattonittg. flume South itt the hat
corner or Lat of.04,101on SPA, itinattg thaw; NattlYwelIctly along 11911ta Tines afsaid Lois I awn amid Block Sarah to thenoint or
TICItC buginning, alga titb-marttarl %id lYing INAWcce the above deserted prie[Icrryarld flic charnel of thc Miami River.
AND
Lou 1, 2,14, .5 mid 6, in the 't4f.trth -portion flaMck Sonet, City ofIfiontl, Coolly a FMireati-Datia, Stato Murkily aLcorrlin to the Ma illacMf
treonled in Mat Boob 43", Pagc 4,1, of Nikita Reconil of Minotl-Dtule County, Florida.
V'ArGC tiLL 11:
Pan:al 1:
LnEZ 14 Mil 15, in [flock 3g South, ofMrp ofMiitotti Dada Co, FL, auellreg le the Plat thoteoF, werorded in Mut /iltadc. "'V. tit Poge414 of
the holtlie rkzartIs Miami -Da& Catmy, Florida.
LEtSS.OUT LEGAL DES CIZIPT1034;
That pan of Lth 15, Black 3N Smith, of Mao of Miami Dmo cooly. Fla,. ox,„-ordiiis ultInat tbetett feeanlod nt0 Batik 4r. lti Pn/Az4I,
Public Rroords Minnii-Datte County, flrid, ir SIiiAg, Township 54 Saudis Range 41 Eat,
IVTORE, PARTICULARLY DE SCRIFIED AS FOLLOWS:
Comonauce at the Southwest corner of Lot t2, Bleck 3g South, of Wet 117 Miami Dade Cnoity„ Flotite, them= aloog ih,c south bouaday [-said
Lin. t 2 and along the South bruiodiuy glgii,s 13,1.4 se/d 15 or Said Block 31i &naldithnW hNwtr1y r1ft111 0tvittrI1110111‘SAY. 001 &mot N06
ttrfi 1 '4 1' IFAIst for ?SILLS feet 4te the Pofht of Beginn; hcoNurlh 02'1542" West for 7t5.90 fer thence South 13744418" West (or 13,34 feet:
:hence North 02'115'42" West Cot 40.49 feat re die Northerly boundary of aalt1 Lot 15: tItenee olang said Northerly bounclaty South V199'25" Elm for
711.78 feat TO iti•paitki On 0.1in a lying 25 foot Weer orandram1101 with the Ci ty of Miami didillanetilt line far SrW, '.2nd Avenue, aim heing the Westerly
rit.tht of way litiC Of SW, 2.01Avanni; 1tIoliCo 9Tong OW lino $31-4; 0216'29" Emit far 6,02 feehaulm along aid time South 02'1542Fora
for 79.114 tcgi to olaint on the aforesaid Sault bountboy of suid Lot /-5; Ithaten. along „mad boundary,. nUrtheinFt nip Ntratrefly right of way liar of S.W,
6th Street. S oath 0751'41" Wottfor 57.93. fed iodic Point ofliagbatirts.
AND
mot Fuld of wriorgo lucidbiiwpsoionoPS4ction 31,1„Toivoistip4Ria4t Canary, Mar -WI
MORE .PAIMCITLARLY DESCRIMID .AS FOLLOWS?
Citthreeneent Lae SO411114,9i tomer of1.64 1Z ?Moak 38 SA uth, JVMa-a 131141131111.DadC COLinq'. Florida. aectailingu llic Pli14 01=13r, iL9 =taxi/It
Plat Ronk 411"„ at Page 41„, of the Public Records of/fatal-Dade Cottnr, Florida: thrnce,athegthe Small houialary of said Lot 12 mid along gie South
boundary of Lai 11, 14, and 15 of [41[3 Wad: _Its Sam% also being the NortheTlyright,ornpy. tiic of -SAY, 4til Street, Ne4-th 1:1751414- Eust Carl 00.15
fez; Oa me North 0215'42"-We:a fax 76...96 feat': thelW Smith g7°141 Went for 13,34 feet three continae Hata 93.15V' Wag far49.-19 feet to
tilt •NtertIttralybouzdaty of aehllial: 15 and die Poi:tot' Zekiraftinti 31CPICC North 021.5'42" Want for 2824 kr, iltatoeNord: 8749',341' Illst for 26.61
fact: thence South Err 10428" East for 44.96 feet; thence North /17'501ttir Liter fon43.01 feat tjoncinlittelying 25.0 tot Walt oftetal parallel with
the City 1-14Inati monument line for W. i1;wenute, Theriot clans saki lihe, Satoh 02'15'194 1?-aot for 23M1 -reet to a.petritofthe aforesaid NOVIldrity
1toundery of Lot 151 Ion= aluagsaid..140111:raly heinulary North 60'3925" Wctit far 708 haat dm-Polio cf Begird*
Panel 2:
A -portion ononfll Rivcr Drives or ro&prM18n4. lade Co, Fla., accordln tht Mat ilicmor, asireadad irtinnt Book "3", at Pngo 41, A1i]1 Public
Recur& orMIerrd-Dode County, Moro -Oa, being votatted kronlinanaod From Navcnitter 1$. 1926.116ns more pastieulatly deceribett ItS
COttlitalei: at the Southwest cantor of tat 12, Ilia& 38 Satoh, of Mar ofh.fliattl, Dada Ca. Mat* throe:a Worth G7s$1$41W 2144Z Along ihg south
'boundary of =id Lot 13 and along the SA att bottatistv of Lutz 13. 14 tmd T$ of OJAI Blink 3g SOW.% alEobong tha Islortherlyright °rimy line °FM.
6th Street, North ST'S MI Eug for 1 Il1L15 feet; thattou Natal 0215'42" Weil for 76,911-fcct; dun= South 117'441.9" Wmt: for 13.34 root ilaapce North
021$'42" Woitt 40,40 feet to a prent tin the btortherly bottadary fsaid Lot 15 and the Ptaht Elf Ilegveftralt,iiUic±ccoptirma North EX3.9F'4" Walt for
4, rect. more or lesr,. apoint on the North lire or said South River 'Drivel thence ineanderNorthwattaiely alongiidNardi *IC fat tol; fact, mom or
leg, to point on the VOttlictly vskataion of the East Time cif DA 13.14 tail:Una& 30 Sot* AMAX Sout1102132-134 Mat along said Northerly
extensi nr Lot 1.5, roriS9 feet to the Fast comet 41LAIL 1, also Wing the Nottheem cUrIlLT a LW 130tIMICCSOUal Itg'39r:tr' 0410 altvitihr Ntalkatne
of Long 14 and 15 farl$S.36 rcci tO iht Palk ornegimfog.
ima R. LI, /0 and 11, in Eloolig, of City OfIfiZITli So tat', octrording to Ole Niap of Monti Dale County, Flatitlaoreanded, in Mot Itnok. "Er, at rake 4i,
of the Pot& RccuTda of Mimi -Dark County, FterLchi.
1
PARCEL 111:
Pazool 1
Lot T. Mott XR South, CITY -OFMIAML can
County, floral.
Exhibit A
Legal Description of Properties
Li th11i as recorded in Plot Rook nr, ot Pogo 41„ tthe Pobile truant of Miura-path:
Parcel '3:
LOT g. 9 tc1114 ID, Oka' 41) South, CITY OF MUM, deo riding to the Kul thereof, tel recorded Irk 1364: "B",at Page 41, of the Pal& ZettlErd
Miarnt-Dode Comity,
LFSS
rlTrintl elf Int E oclz la S ork L, KNOWLTON MAP Di' MIAMI". ,taxerdialo to the Plat armed, ac Tc-conlal in Nat Book "Jr.sitlage
oriho Pub Retards r Tit!e County, Florida, bounded 'by Me North lire of cold Lot It], told liar also beingi South rot -crony lino or
ctth Street and tty the West 1t f sold 1Lot 1t,mild line olso Erin the Eng rlEtht-of-wy litre o 1rd meow :oirl hy rem movivc to the
Soartheesr triIlignEttllt VI tilt [net dtStrilitcl no/oboes.
PARCJEL 1V:
Lots 4 BM 5, Block-40 gOttlh, MY OF MAME, according to the ?lathered 01 roe ohdod In Mt /look "Er, tit Page 41, of the. Amoral of
hlierni-Dtal6 CZ, ter Ly,,. llama
AlD
icing ot the Northweltorly eormor of Lot 3, Block 40S, k LLICNOW,LTON 140 OF MIAMI, on mottled in Plat Boalt'Er„, /Inc 11. of the
Parlic Reim& orMiarnd.Drstle County,. Florida, thence MO St3t11111Adrelty along the Weaterly line °kohl Loll., for a thIclorrx- ardor find fli-Dely.S.Vvy,11
Itaridrorlth; 0;1:4T) feat to a Tonic, Nati point being f1riTttg ortib her -maw deo er(berl parcel Diktat thence conwone teriethworaly otong
the Westerly ling of said Lot 3, for %distance of al4ty-live and <mu lhoutraith 1,65,01 i it to Vi paknt, vitildpuirutiting sent ‘75-) feet,. trlItlitC or
lean, Northerly -of the Southwesterly -tomer rsaia tot 3; thence deflecting to thotell 9VOn'O5*-ru4 alen Sevcaly.avc (75,t00 rat, sumo rir 1 c55,
NMI= ly of-nod/mallet with Oro Sottlherly line Of saki Lot 3„ corn tlinaance or thirty -Ilya ond fritty-tiphthettohodths to rerun thegoe
deflecting to the left 11 1.°264$" tun North wectwray ror atilatielea or reTty-s'rc caul 50.y-tine hundredths 146,59) feet agnint creme: thence net
Nonhwestwirndly along the erre of o conic -to the left booing, rorlins of fifty (50.0(J) feet end o ituritrid onglo of] l'3.7.1.1`" fur 4. kik Wm; r twhinty-tcvga
lend fifty-two h and reddis 0'1%511 f.CCT 111,0Plitit OrinTerocn with the Westerly lino of cots Lot 302'14 point tying tho point of Bc Ctitoting,
Tz
Com =acing or Norrliwestorly comer ortot 4. mock 40S, A, L. KNOWLTON MAP OF frlIAMI, att modal in Plat Book "13", at Page 41, orate
Public Reeorcl$DfMOCI4-arkit County, iiLt, thmoco nth. Eastwonllyaloog the ortherly o Csaitl Lot 4, far a &tun= ortroenty-two mid eight
bundnedthrs•(±111111 root tn Point of own. SitM point c ['coma being the Point ofilerltalingt thciloclutl StlidlilcaSIllazdV along the ata art cub/eta
rtgin. honing rocks.' otlilEty($0.003 feat trod =rad rortgla of 3 6'14 4'09" fo r IL distance thilly-rata cod thrown. luthrtreens i3i2„,1a) fog to a pang- of
interoodion with the Eotterly aloe orsoid Lot 4; titanic ran Nontorradly along the Eodlerly amid Lct4. diqnatec ornkla and
utt6rerItIn (9.971. feet to the Monhettlturly cri Mar Pafstkid Lot 4; ilicato dewing to the left 1219153%,th" nur Westwardly along LhNi±1yihie id
Lot 4,, rot a distance arTwertly-setice nand ninst}e-fhee Imnrimrlihs (rigs) reel lo the Point or neginnior,
ALSO KNOWN Agt
Cournicricing tht:Northwesterly corner a r Lne3, Block 40S, A. L KNOWLTON MAP OF 1.41A1Y11. an recorded in Ptat Book "3"; a1 Nitre 41, of the
Public IteoordS of lieltorni.Dodo County. Florida, tboweo nth Southnotorlly along the -Westerly Hue oroaid Lot3. for n &stout online and nbitarnotten
Intallrellth 0.17 I fret no apolag, said Tulin t being the Point of BcOnning of the heretnellea d esenbcd proof orioneit,thenc000rgthrto Sotahkvardbi Aim
the Waterly floc c Enid Lot 3, rot a &name ofnitay--five or [I one handredth 05.01) feet to o. point, odd potothoirlit monty.,f too i75,001 foot, 'thtr
leo, Northerly orthuSoathorcaterlyooracrof sold Lot 3; dunce &final:lag to tho left 90 dcgrats 00107 Ton olcati linesaventy4iye (75,00) more
err leurcelurtherly or.4 pi:' with tho SoutherlyThic arrant! Lot Tor a clionoree uf thinly-41w end filly -eight hundredth& (15,51.1) feat to upon:
111eneCtleilecartg 10 the left 111 degton 26'45" non Wrothweawardty for it dime= forly-Dla find rifly4iine hundredth (4649) fest to altaint or
urine; thence ran North000snoordly along the arc oro.ourve ta 111C lett hating a MMUS Ortlily (50110) feet anil noentatt angle r3t dtpttoc3-2-21. for a
6111iniCe at twentY^Ilcvtli nod fiftY,two lantaredtlall27.521 het ha the porert ofintcasceti nu with thoWctsturly lino afraid Lot 1, said point heiti R the
Point or Etegintling, Purr at Lots 3 mid 4, more particularly -described at follows:
Retinal the SW t ner Of Lot 4; *mace= North ISO fret lo la paint VA DM 21.00 feat 10 4ipotriC.Ibetraeklii Southeaterly appowiritately
54.65 feet to n. point; theoet Southeasterly 46,5c? kat to apoin die= Weaterly 35.56 feet botapoint; theme Siuth1y7 fect;:theace Wost:sly to the
Po1ot oflloginningt and ALL orb:it:5,in Filth:le-4k City annual So tith aaeorrrfott to the Pitt thencociArceardott in Ina Book "3'. ot p* AL of the
Public Recur:at/of Minoti-Dlodu County, Florida
2
Exhibit A
Legal Description ofProperties
PARCEL_
Leta 0. 7. 1,1. 14. 15, 1 fl and 17. ire 131oeli. 4Soalli • CITY OF fuLlAMI.O.CCOTdov io lbeTiloi thereof. ma retonded th MILT Boa;WInt Ptpe 41,
of the lAklie Re curds of kliiirril-Rude. County. Foritin.
pAlICRL VI:
t.,ot1 irnkzlo el; AO Sou% of cry Of M144, acerzorditig ttirplet drum:prim recanted in Mat si11-4c 41, of the Public. Recordn
of Miand-Dcale Connry, Mega.
AND
Apra-dna of r_tit 3, is 1:1.1apt -40 South, orcrra'QF MIAMr,alacercling ioth plat thereof.. as tucan:Imi ip Mut 13oOk 't3"1, Pac 414.1f Ulu
krawds of MilmfaitiRde County, tlorkts_ more parlculwriy ddm fotlaarg:
Dt.gin at glIff Stioavaitak vorner 13.11.ot attlaid Mock 40 S intim; thruct ma Nardi aloog1ie Wetr to. rOtit agriftmorz fos g
point, flternee run Eng Tandle1 wiLla tlie Sod] tine of mkt Lut fer 35 Fenton/am on/m.1D b44. of amdrivigk Quasi -mid: tliaux two
Ckitillimattgtly an 41 /tile which tnat,.:44 a ,dtfoodeifita the tight of NI/Jog:mat 11/ iiduntes with the latt dcteribed -merge tad unproilinahtly Wong
the Wel; of the gictetvallk for 35 feet, iliac or lenc, io aTodit of clove; thence 5oindiceverly on 1i n:of-mid curve rorhc1ft. mad Qt.1116C FILIMFT,K
ararlim uf 61i fuel atid crnersa trigl cir:5 tlegren5 ttlinrutes 02 mends taut two !omelet..? elongthe bark of said frIcIenta fere E,25 feet to
1110.Efalinle of ust14 LoT illignoe nAtt Southaty eon the hit lint, oil& 3 tor 3717 fact io the SOLAR= earner oftot 3: thencemn Wor,terly
along lhe South line of Lot 3 for 50-05 feet to the.Kbiat of13egniatag.,
PARCEL VT
Liit 1(1 IhromBh 70, inelorl ufRPTER- STVE WATERFRONTS, nooreciing bi the Mei thereof •Aiecori/ol hi Mat- Rua: 25, Pagela7, otdre
Public W& of Miaitel-Dedc County, :Florida_
PARCEL VTIT7
eared 1
The South 5(1. femur the Not* IMO 11 031 12 in Block 40L1ciah. MAP OF MJA L.ccording tot/lei:Dint domed, nsivanled
Fat Bonk "13" Pager 41, or ibe Publia geenols of Vlimni-12;43e County. Mercjan. ksr. aud exeqat that portion conveyed to the Stu of Florida in
Official keno:TV; Stookj1Lr use NMI
Pmel
ThN,rLh 50 feat of WA. 1 t tna 1 7,in 1310-3 41 501All OFMIAMT.mcordirrg lo thj mit, us roceidextirt Ptii Hook "TV Papa 41,
of the Public Record“If Mut i-ElnCle Coup ty. Florid&
Pared
The South 50 feet of Lotti 11 mud 12, in Blatt 4i1 South, MAP OF 2.C.A.Mr, utumnjing to theplat ibtrof, 4 ognotnicd ii plat u1W yapc. 4.1.
or ate-11011e 'kw rds Mimml-rmdv Com ty. Florida:
Una end except therefiern the followinst•peecel conocycd the Aft £11Flbritia for MIA Tighi-dr-WaY Zr4 drIcrika in that Dco.1 mortled in
11oo'k 151,, Pkte 308,7, end furdiendesa-ibed ag: BeEcio Mr S.W, COMM- ottaid Lot 11; gut= 11115 N.87"50-25"/E• Won The SoullfflY.
boundary of said Lett 11, Cot Ildistgaine of 11-913 feet to the Point of ficlonuina offt cincidet clitVe ONICILVtt thNeeileact and Laving iente,
eltineint twarlio of36.0t1 feet And a tartgat borin1. i`,S.,14.7"50'7.51474 thiut rub Stu atIrwecrirtly., Weoeely and Nreithwerneely aking In- of
sakturcur/co flimH.iliraaith a ceno•al angle of Eli11-12I " fir a dintenee ora9.13 kat to thopolot of waitency trod 4150{Tit oin
Werty boundary of said Lot 11; thence tun R.12"1111.71E, nlaavaWhotiodoty &mite r:14 _96 etcl thc Pokrit of
Bcglinning,
An Of caid lauds eituate, lying mai 13dnyciri Nfiatinf.r3ple County. Florida,
3
Exhibit B
Future Land Use Map Excerpt
Exhibit C
Miami 21 Excerpt
Exhibit ID
SAP Area
IS NIL MS
.. .> —..m.
0
v+ 000CIAL AREA PLAN (10,2 MOO
City Area +t-A.O acres
Prlvale Area +!-6,2 nwra8
r'VD110 dLNGI`IT AllEA
1-
1
CND T *PIK)
Exhibit E
SAP Application Area
*MAIN DMZ
nun.
b4x4 - isa
oiliip
ii 1 1 1 1 g,1 ',,,/'-:4'1„,..?-• ,,.', ,,:',/,7` / 2'
.1_1/41
A 1 1 i 1 t. ( ''''' `/°'/f_
II i pi rCA.4%/j,/, ': /. /./.4
Uir..! 4-• i, V "' , ' '.
.1_111_,L1 _11 __ILLHILI'lr.:/h___/,,r,-/.i ? 4 I
5,W. rth sruay
Exhibit F
Miami River SAP Regulating Plan and Design Guidelines
Included Under Separate Cover
1
Exhibit G
Proposed Benefit Contribution Summary
$17.82
312,400
5,566,968
3
17.82
312,400
$5,566,968
4
17.82
242,400
4,319,568
5
17.82 340,800
s
6,073,056
Total
$21,526,560
Public Riverwalk, Seawall and
Bulkhead Improvements
Jose Marti Park
Art in Public Places (1%)
Contribution to Affordable
Housing Trust Fund
Exhibit G
Miami River Public Benefits
Phased Project Schedule and Estimated Costs
• Developer will construct a connected Riverwalk beginning at SW 3
Avenue and continuing through Jose Marti Park in compliance with
Miami River Greenway Action Plan, Miami River Corridor Urban Infill
Plan and Miami 21.
• Existing cracks in the concrete cap will be sealed with a marine grade
epoxy to prevent further salt water intrusion into the seawall cap along the
entire 700 linear feet of bulkhead.
• The gaps around the three 30"-42" outfalls protruding through the caps
will be sealed with marine grade grout to prevent further upland soil
erosion.
• Areas of soft or chipped concrete in the panels and caps will be patched
with a marine grade grout.
• To prevent further erosion and undermining of the armor mat, a toe wall
or additional armoring may need to be installed along a 100 foot length of
the shoreline.
• The area of damaged armor prat will need to be repaired with
replacement armoring similar to the installed mats
Developer will improve connection between park area and riverwalk
during connection with landscaping, hardscaping and street furniture.
Minimum allocation of 1% based on County requirements
I• ennfii
ocatton
$3,167,370
$279,929
$36,973
$2,082,696
5 S'66 9.68
3
Contribution to Affordable
Housing Trust Fund
Contribution to Public
Transportation
5,566 26$ .
S4,066,968
$1,500,000
$'
Jose Marti Park
Art in Public Places (1%)
Contribution to Affordable
IIousing Trust Fund
5
Developer will renovate existing pool and restroom, demolish existing
gates, plazas and structures, and construct a children's interactive
fountain and playground, adult game area, outdoor built-in gym
equipment, canoe launch, concession area, and improve the park with
landscaping, hardscaping, and signage.
Minimum allocation of 1% based on County requirements
S2,479,348
$62,940
$1,777,280
$ �4319;Sf
Contribution to Affordable
Housing Trust Fund
$ 6,073,056
S22,526560'
7-3,056
321526S6O:
$',
This instrument was prepared by:
Name: Melissa Tapanes Liahues, Esq.
Address: Bercow Radell, & Fernandez, P.A.
200 S. Biscayne Boulevard, Suite 850
Miami, FL 33131
Exhibit H
(Space reserved for Clerk)
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to approximately 6.3 acres
of land in the City of Miami, Florida (the "City"), described in Exhibit "A," attached to this
Declaration (the "Property"), which statement as to title is supported by the attorney's opinions
attached to this Declaration as Exhibit "B' ;
WHEREAS, the Property is currently designated Industrial and Restricted Commercial
on the City's Future Land Use Map, shown on Exhibit "C," attached to this Declaration;
WHEREAS, the Property is currently zoned D3 Waterfront Industrial and T6-36B-O
Urban Core, as shown on Exhibit "D," attached to this Declaration;
WHEREAS, the portion of the Property zoned D3 Waterfront Industrial is also governed
by the Port of Miami River Sub -Element and identified as Category B therein;
• WHEREAS, Owner will be seeking approval of a Special Area Plan ("SAP") created for
the Property, to be developed in coordination with the City;
WHEREAS, the Property is a subset of the SAP Application Area, as described in
Exhibit "E;"
WHEREAS, Owner will be applying to rezone the Property pursuant to the
abovementioned Special Area Plan;
WHEREAS, the portion of the Property zoned D3 Marine Industrial will remain D3
Marine Industrial;
WHEREAS, Policy PA-3.1.9 of the Miami Neighborhood Comprehensive Plan requires
that all new residential development located along the Miami River be the subject of a recorded
(Public Hearing)
Declaration of Restrictions
Page 2
(Space reserved for Clerk)
covenant acknowledging and accepting the presence of the existing Working Waterfront 24-
hour operations, as permitted;
WHEREAS, the Port of Miami River has a designated Federal Navigable Channel
featuring numerous job generating businesses, including International Shipping Terminals,
Boatyards, Marinas, Tug Boat Basins, Commercial Fishing, etc.
NOW THEREFORE, in order to assure the City, and other stakeholders, that the
representations made by the Owner during the City's consideration of the concurrent Land Use
and Special Area Plan Applications will be abided by the Owner, its successors and assigns,
freely, voluntarily, and without duress, makes the following Declaration of Restrictions
covering and running with the Property:
1) This Declaration of Restrictions satisfies the requirement set forth in Policy PA-3.1.9 of
the Miami Neighborhood Comprehensive Plan.
2) The Property will be redeveloped in accordance with the Miami River Greenway Action
Plan and the Miami River Corridor Urban Infi11 Plan.
3) The portion of the Property currently zoned D3, and designated as Industrial on the
City's Future Land Use Atlas, shall maintain a working waterfront use.
4) Owner recognizes that legally permitted existing Working Waterfront 24-hour
operations currently exist proximate to the Property. Therefore, Owner agrees:
(a) not to object or otherwise attempt to impede any legally permitted Working
Waterfront 24-hour operations;
(b) to provide all future tenants and prospective owners of the Property notice of
the existing Working Waterfront 24-hour operations and will include a
provision to agree not to object to legally permitted Working Waterfront 24-
hour operations in each lease and or Condominium Sale Documents;
(c) that it is solely the Owner's responsibility to design its structures to
accommodate legally permitted Working Waterfront 24-hour operations; and
(d) that it will not pursue any claims for liability, loss or damage, whether
through litigation or otherwise, against permittees engaging in Working
Waterfront 24-hour operations, related to, noise, smoke, fumes, federally
regulated bridge openings, and/or other quality of life issues that might result
from legally permitted Working Waterfront 24-hour operations.
5) There shall be no net loss of the number of recreational wet -slips along the Miami River,
except as required by the United States Coast Guard, the Miami -Dade County
Department of Regulatory and Economic Resources, or as required by other regulating
agencies with appropriate jurisdiction.
(Public Hearing)
Declaration of Restrictions
Page 3
(Space reserved for Clerk)
Covenant Running with the Land. This Declaration on the part of the Owner shall
constitute a covenant running with the land and may be recorded, at Owner's expense, in the
public records of Miami -Dade County, Florida and shall remain in full force and effect and be
binding upon the undersigned Owner, and their heirs; successors and assigns until such time as
the same is modified or released. These restrictions during their lifetime shall be for the benefit
of, and limitation upon, all present and future owners of the real property and for the benefit of
the City of Miami and the public welfare. The Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way obligate or provide a
limitation on the City.
Term. This Declaration is to run with the land and shall be binding on all parties and
all persons claiming under it for a period of thirty (30) years from the date this Declarationis
recorded after which time it shall be extended automatically for successive periods of ten (10)
years each, unless an instrument signed by the, then, owner(s) of the Property has been recorded
agreeing to change the covenant in whole, or in part, provided that the Declaration has first been
modifiedeor released by the City of Miami.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof, by a
written instrument executed by the then owner(s) of the fee simple title to the Property, or any
portion thereof, provided that the same is reviewed by the Miami River Commission for an
advisory recommendation and approved by the City Commission of the City of Miami, Florida.
Should this Declaration be so modified, amended, or released, the Director of the Department of
Planning and Zoning or the executive officer of a successor department, or, in the absence of
such Director or executive officer, by his or her assistant in charge of the office in his/her office,
shall execute a written instrument effectuating and acknowledging such modification,
amendment, or release.
Enforcement. Enforcement shall be by action against any parties or person violating, or
attempting to violate, any covenants. The prevailing party in any action or suit pertaining to or
arising out of this declaration shall be entitled to recover, in addition to costs and disbursements
allowed by law, such sum as the Court may adjudge to be reasonable for the services of his
attorney. This enforcement provision shall be in addition to any other remedies available at law,
in equity or both.
Election of Remedies. All rights, remedies and privileges granted herein shall be
deemed to be cumulative and the exercise of any one or more shall neither be deemed to
constitute an election of remedies, nor shall it preclude the party exercising the same from
exercising such other additional rights, remedies or privileges.
(Public Hearing)
Declaration of Restrictions
Page 4
(Space reserved for Clerk)
Presumption of Compliance. Where construction has occurred on the Property or any
portion thereof, pursuant to a lawful permit issued by the City, and inspections made and
approval of occupancy given by the City, then such construction, inspection and approval shall
create a rebuttable presumption that the buildings or structures thus constructed comply with the
intent and spirit of this Declaration.
Severability. Invalidation of any one of these covenants, by judgment of Court, shall
not affect any of the other provisions which shall remain in full force and effect. However, if
any material portion is invalidated, the City shall be entitled to revoke any approval predicated
upon the invalidated portion
Recordation and Effective Date. This Declaration shall be filed of record in the
public records of Miami -Dade County, Florida at the cost of the Owner following the approval
of the Application. This Declaration shall become effective immediately upon recordation.
Notwithstanding the previous sentence, if any appeal is filed, and the disposition of such appeal
results in the denial of the Application, in its entirety, then this Declaration shall be null and
void and of no further effect. Upon the disposition of an appeal that results in the denial of the
Application, in its entirety, and upon written request, the Director of the Planning and Zoning
Department or the executive officer of the successor of said department, or in the absence of
such director or executive officer by his/her assistant in charge of the office in his/her absence,
shall forthwith execute a written instrument, in recordable form, acknowledging that this
Declaration is null and void and of no further effect.
Acceptance of Declaration. The Owner acknowledges that acceptance of this
Declaration does not obligate the City in any manner, nor does it entitle the Owner to a
favorable recommendation or approval of any application, zoning or otherwise, and the City
Commission retains its full power and authority to deny each such application in whole or in
part and decline to accept any conveyance.
Owner. The tam Owner shall include all heirs, assigns, and successors in interest.
[Execution Pages Follow]
(Public Hearing)
EXHIBIT 1
Development Agreement
Draft 10/$/15
DEVELOPMENT AGREEMENT BETWEEN CITY OF
MIAMI, FLORIDA AND CG MIAMI RIVER OWNER, LL
REGARDING APPROVAL OF THE MIAMI RIV/L R
SPECIAL AREA PLAN AND RELATED DEVELOPMEl��T
This is a Development Agreement ("Agreement") made this day of
2015 between CG Miami River, LLC, a Delaware corporation, (the%%`' eveloper" and "Owner")
and the City of Miami, Florida, a municipal corporation and a pol t cal subdivision of the State
of Florida (the "City") (the Developer and the City are together re rred to as the "Parties").
WITNESSETH
WHEREAS, the Developer is the fee simple`® lief to approximately 6.2 acres of
property in Miami -Dade County, Florida, shown and 1<gally described in Exhibit "A", located
between SW 7th Street on the south, the Miami River on the north, SW 2nd Avenue on the east,
and SW 3rd Avenue on the west, within the City (th Property"); and
WHEREAS, the Property is designated ' dustrial/Port of Miami River and Restricted
Commercial on the Future Land Use Map within the. Urban Central Business District
("UCBD") and the Little Havana Residenti Density Increase Area according to the Miami
Comprehensive Neighborhood Plan ("Comp" ehensive Plan"), shown in Exhibit "B"; and
WHEREAS, the Property is it acted by the Coastal 1iigh Hazard Area along the
Miami River; and
WHEREAS, the Property zoned D3 Waterfront Industrial and T6-36B-O Urban
Core, according to the Miami 21; Z" ring Code ("Miami 21"), shown in Exhibit "C"; and
WHEREAS, the Prope
underdeveloped lots; and
is currently underutilized in that it consists of vacant and
WHEREAS, the P 'operty is located in an Empowerment Zone for which the City
envisions redevelopment through community -based partnerships to encourage economic
revitalization and sustai ble community development; and
WHEREAS, e current status of the Property is inconsistent with the City's vision to
develop a world clas downtown, and wishes to encourage development of the Property; and
WHEREAT, the City and the Developer wish to redevelop the Property as a high
density, mixed us!, pedestrian oriented urban development providing much needed retail uses
and amenities for the urban center; and
WHEREAS, a process exists within Miami 21 which allows parcels of more than nine
(9) abutting acres to be master planned to allow greater integration of public improvements and
infrastructure, and greater flexibility so as to result in higher or specialized quality building and
streetscape design; and
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WHEREAS, the result of this master planning process is known as a "Special Area Plan"
("SAP"); and
WHEREAS, the City is the fee simple owner of approximately four (4) acres of
property (collectively, the "City -owned Property") in Miami -Dade County, w
Florida, s n in
Exhibit "D", adjacent to the Property and located along the Miami River, within the/City, and
said City -owned Property includes certain City park areas and rights -of -way, and uts certain
submerged lands owned by the State of Florida ("State") through the Board of T istees of the
Internal Improvement Fund ("State Submerged Lands") also shown in Exhibit " ," and
WHEREAS, on April 30, 2015, the Developer filed an application with the City for
approval of the Miami River SAP with a total of approximately 10.2 acre of land shown in
Exhibit "E," including certain portions of the City -owned Property a the abutting State
Submerged. Lands, shown in Exhibit D (collectively, "SAP Applicatiot Area"), in order to
redevelop the Property as a mixed use development with residential = d lodging units, retail,
restaurants, working waterfront uses, office, and:; other amenities, inc dmg.a public riverwalk
which will cross the City -owned Property and the abutting State Sub ergedl,ands (the "Miami
River SAP" or the "Project"); and
WHEREAS, the City serves as co -applicant for approval u f the Miami River SAP; and
WHEREAS, the Miami River SAT's location on the iami River will allow for use and
enjoyment of the Miami River by its residents and patrons, anthe general public as well; and
WHEREAS, the Miami River SAP will create cc r ain recurring fiscal benefits for the
City's tax base as well as much needed temporary and per anent jobs; and
WHEREAS, the City and the Developer wish for the development of the Project to
proceedsubstantially in accordance with the "Miami iver SAP Regulating Plan" and "Design
Guidelines" attached as Exhibit "F"; and
WHEREAS, the City and the Developer w'' h for development of the Miami River SAP
to proceed in a manner which is consistent with he Comprehensive Plan, Miami 21, the City
Charter, the Miami River Greenway Action P1 . n, and the Miami River Corridor Urban Infill
Plan; and
WHEREAS, the lack of certainty irlythe approval of development can result in a waste
of economic and land resources, discourage sound capital improvement planning and financing,
escalate the cost of housing and development, and discourage commitment to comprehensive
planning; and
WHEREAS, as a condition to the approval of the Miami River SAP, the Developer
must enter into a Development Agreement pursuant to Section 19.11 of Miami 21; and
WHEREAS, assurance to a developer that it may proceed in accordance with existing
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laws and policies, subject to the conditions of the 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 privat
participation in comprehensive planning, and reduces the economic cost of development; and
WHEREAS, the City Commission pursuant to Ordinance adopted on Octobe 22,
2015 has authorized the City Manager to execute this Agreement upon the terms and cond,'tions
as set forth below, and the Developer has been duly authorized to execute this Agree= ttt upon
the terms and conditions set forth below; and
NOW THEREFORE, in consideration of the mutual` covenants contained herein, it is
hereby understood and agreed:
Section 1. Consideration. The Parties hereby agree that the c nsideration and
obligations recited and provided for under this Agreement constitute substant' 1 benefits to both
parties and ,thus adequate consideration for this Agreement.
Section 2. Rules of Legal Construction. For all purposes o the Agreement, unless
otherwise expressly provided:
(a)
(b)
A defined term has the meaningassigned to it;
Words in the singular include the plural, and words
plural include the singular;
(c) A protloun in one gender includes and applies to 'e her genders as well;
(d) The terms "hereunder", "herein , "hereof', "her to" and such similar terms shall
refer to the instant Agreement in its entiret and not to individual sections or
articles;
(0
The Parties hereto agree that this Agreement shall not be more strictly construed
against either the City or the Develo per, as all parties are drafters of this
Agreement; and
The recitals are true and correct and . e incorporated into and made a part of this
Agreement. The attached exhibits sh:11 be deemed adopted and incorporated into
the Agreement; provided however, at this Agreement shall be deemed to control
in the event of a conflict between tr e attachments and this Agreement.
Section 3. Definitions. Capitalizeterms which are not specifically defined herein
shall have the meaning given in Miami 21.
"Agreement" means this Develop en t Agreement between the City and the
Developer.
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"City" means the City of Miami, a municipal corporation of the State of Florida,
and all departments, boards, committees, agencies and instrumentalities subject to
the jurisdiction thereof.
"Comprehensive Plan" means the comprehensive plan known as the Miami
Comprehensive Neighborhood Plan, ("MCNP") adopted by the City pursuant/to
Chapter 163, Florida Statutes (2014), meeting the requirements of See ion
163.3177, Florida Statutes (2014); Section 163.3178, Florida Statutes (2014) and
Section 163.3221(2), Florida Statutes (2014), which are in effect as f the
Effective Date of the Agreement.
"County" means Miami -Dade County, a political subdivision of the State of
Florida.
"Development" means the carrying out of any building activity, e making of
any material change in the use or appearance of any structure or land, or the
dividing of land into three (3) or more parcels and such other ac ; ities described
in Section 163.3221(4), Florida Statutes (2014).
"Development permit" includes any building permit, z.onin permit, subdivision
approval, rezoning, certification, special exception, variance or any other official
action of local government having the effect of permittin the development of
land,
"Effective Date ' is the date of recordation of the exeuted, original version of
this Agreement.
"Existing Zoning" is (a) . Miami 21 Code, effecti ,e May 2010, as amended,
specifically including the Miami River SAP, and (b) he provisions of the Charter
and City Code of Miami ("Code") which,:regulte development, specifically
including Chapters 10, 13, 22, 23, 36, 54' 55 a 62 of the Code as amended
through the Effective Date, which together comprise the effective land
development regulations governing development of the Property as of the
Effective Date,
"Land" means the earth, water, and air, ab.ve, below, or on the surface and
includes any irnprovements or structures Gust marily regarded as land.
"Laws" means all ordinances, resolutions, egulations, comprehensive plans, land
development regulations, and rules adopt d by a Local and State government
affecting the development of land,
"Public Facilities" means major capital Improvements, including, but not limited
to, transportation, sanitary sewers, olid waste, drainage, potable water,
educational, parks and recreational, s reets, parking and health systems and
facilities,
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"Developer Parties" and "Developer" mean the property owner(s) who are
signatories to this Agreement.
Section 4. Purposes. The purposes of this Agreement are for the City to authorize
the Developer to redevelop the SAP Application Area pursuant to the Miami River Sly, to
document certain improvements by the Developer to the City's adjacent park and publi.e areas
and the Developer's utilization of such adjacent park and public areas to benefit the public, for
the City to authorize the Developer to access and to utilize certain portions of the City -owned
Property for the riverwalk of the Development, and to document the related approval of access
by the State to the State-owned Submerged Lands regarding the Riverwalk for the Development.
This Agreement will establish, as of the Effective Date, the land development regulations which
will govern the development of the Property, thereby providing the Develope>i/with additional
certainty during the development process. This Agreement satisfies the requirlements of Section
3.9.1.f., Miami 21.
//
Section 5. Intent. The Developer and the City intend fortis Agreement to be
construed and implemented so as to effectuate the purpose of the Miami: iver SAP Regulating
Plan and Design Guidelines, this Development Agreement, the Colnpre nsive Plan, Miami 21,
the City Charter, the Code, and the Florida Local Government Develpment Agreement Act,
Sections163.3220 - 163.3243, Florida. Statutes (2014).
Section 6. Legal Description, of Land, Names of, Le I Owners, Applicability.
This Agreement only applies to (a) the Property identified andl gaily described in Exhibit
"A;"and (b) the City's park and public areas to be improved and uti zed by the Project to benefit
the public, and (c) the limited access and use for the riverwalk the Project of (i) the City -
owned Property Lands identified in Exhibit "D"; and the respecti e legal and equitable owners
are the City and the State.
Section 7, Term` of A ' reement Effective Date and Bindin ' Effect. This
Agreement shall have a term of thirty (30) years from the Effective Date and shall be recorded
in the public records of Miami -Dade County by the Developer and filed with the City Clerk.
The term of this Agreementmay be extended by mutual consent of the Parties subject to public
hearing(s), pursuant to Section 163.3225, Florida Statutes (214). This Agreement shall become
effective on the Effective Date and shall constitute a coven t running with the land that shall be
binding upon, and inure to, the benefit of the Developer P.rties, their successors, assigns, heirs,
legal representatives, and personal representatives. If the 'roperty is submitted to condominium
ownership pursuant to the Florida Condominium Act, C Eaptcr 718, Florida Statutes (2014), then
the association or other entity designated to represent t condominium ownership interests as to
the Property, as may be applicable, shall be the projer party or parties to execute any such
release for properties in a condominium form of owne)ship.
Section 8. Site Plan. The Property I11 be developed and used substantially in
compliance with a compilation of plans, includ.ng, specifically, architectural plans entitled
"Miami River," as prepared by Kobi Karp ArI' itecture and Interior Design, Inc., and the
landscape plans as prepared by Kimley Ilorn/ and Associates, Inc. and Raymond Jungles
Landscape Architecture. All the foregoing plans are collectively referred to in this Agreement as
the "Project" and are described in detail by plans on file with the City Clerk and are deemed to
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be incorporated by reference. "Substantially in compliance," for purposes of this A z'eement,
shall be determined by the City Planning and Zoning Director, pursuant to Section, ,1.3.5 of
Miami 21.
Section 9. Zoning, Permitted Development Uses and Building 1f tensities. The
City has designated the SAP Application Areas "Miami River SAP" on the offiial Zoning Atlas
of the City, pursuant to the applicable procedures in Miami 21. The Property is zoned
T6-36B-O and D3 pursuant to Miami 21 and located within the Miami River Residential
Density Increase Area permitting up to 400 units per acre. As part of` the SAP process, the
underlying land use and zoning designation will not be changed, although minor
modifications to the T6-36B-O and D3 regulations are incorporat d into the Miami River
Regulating Plan and Design Guidelines. In accordance with theAnderlying land use and
zoning regulations, there can be no residential density on th portions of the Property
designated CS or D3. In approving the Miami River SAP,the City has determined that the
uses, intensities, and densities of development permitted there rider are consistent with the
Comprehensive Plan and the Zoning. Signage and deviations tp the regulations in the Code are
articulated further in the Regulating Plan; signage shall be approved in accordance with the
Regulating Plan and Article 10 of Miami 21.
Section 10. Future Development. Future deve opment within the SAP Application
Area shall proceed pursuant to the Miami River SAP 3 gulating Plan and Design Guidelines.
The criteria to be used in determining whether future development shall be approved is: (a)
consistency with the Comprehensive Plan, (b) this A reement, (c) and the Miami River SAP,
The Comprehensive Plan, this Agreement, and the.M. rni River SAP shall govern development
of the SAP Application' Area for the duration of e Agreement. Any modifications to the
Project plans or this Agreement shall be approvein accordance with the Miami River SAP
Regulating Plan and Design Guidelines, The City' c laws and policies adopted after the Effective
Date may be appliedto the SAP Application Are only if the determinations required by Section
163.3233(2), Florida Statutes (2014), have bee made after thirty (30) days written notice to the
Developer and at a public hearing. Pursuant to Section 163,3245(3), Florida Statutes (2014), this
prohibition on down zoning supplements, ra her than supplants, any rights that may vest to the
Developer under Florida or Federal laws. As a result, the Developer may challenge any
subsequently adopted changes to land velopment 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 Ch pter 70, Florida Statutes (2014).
Section 11. Public Benefit . The Project consists of five (5) phases of development
on the Property. Four (4) of the hases will utilize the City's Public Benefit Program for
additional height as permitted unde/Miami 21 ("Benefit Height"). Phases 1 and 3, will contain
approximately three hundred twe ve thousand four hundred (312,400) square feet of Benefit
Height each; Phase 4 will contai approximately two hundred forty-two thousand, four hundred
square feet of Benefit height (42,400); and Phase 5 will contain approximately three hundred
forty thousand eight hundred (/40,800) square feet of Benefit Height. The fee per square foot of
Benefit Height is seventeen dollars and eighty two cents ($17.82). Accordingly, the total
estimated Public Benefits coltribution to the City will be approximately twenty one million five
hundred twenty six thousand/ five hundred and sixty dollars ($21,526,560). The exact amount of
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the Public Benefits contribution shall be calculated prior to the issuance of the first verti al
building permit for each of the Phases 1, 3, 4 and 5 and shall be due concurrent with the
construction of each respective phase. Rather than tendering direct payment to the Cit. , the
Developer shall design, permit and construct certain public improvements within the/Miami
River SAP area and its surroundings amounting to the required Public Benefits contribution
pursuant to the Project plans, the traffic analysis prepared for the project by Kimle,y Horn &
Associates, dated August 15, 2014, and such improvements authorized by' the City
administration according to the SAP's Public Benefit Program and Phasing Schedule attached
hereto as Exhibit "G." The Project plans are conceptual in nature and do not constitute complete
architectural and engineering drawings; further development, pursuant to the conceptual plans, is
necessary. In the event that there are any surplus funds associated with the line items listed in
the Public Benefit Program and Phasing Schedule, said. surplus(es), up to the required Public
Benefit amounts, shall be allocated to the Art in Public Places line item, as shown in Exhibit
"G". The City shall confirm that funds equivalent to the calculated Public Benefits contribution
required for each phase have been or have been caused to be made on the project(s) listed in the
SAP's Public Benefit Program and Phasing Schedule, and that such/project(s) are substantially
complete prior to the City's issuance of the first Certificate of7 Occupancy for the phase.
Notwithstanding that Phase 2 of the Project is not included in th /SAP's Public Benefit Bonus
Program, prior to the issuance of the temporary Certificate ef'Occupancy for Phase 1, the
Developer shall record a Notice of Commencement" and colence construction of a public
riverwalk on Phase 2 of the Property. The Director of Plann and Zoning has the authority to
shift projects and funds between phases or as approved by t e respective permitting agencies so
long as funds equivalent to the calculated Public Benefits ontribution prorated for each phase
have been made prior to the Certificate of Occupan y or bonded and approved by the
Department of Public Works, Following ten (10) years f otn the: Effective Date, in the event that
the Project and/or Public Benefits Program have not b en completed, the Director of Planning
and Zoning has the authority to abandon the Public nefits Program described in Exhibit "G"
and require the Developer to tender direct Public Beni fit contribution payments to the City.
(a)'' Workingas Industrial
Waterfront. The portidn of the Property currently zoned D3, and
designated dustrial on `'the City's Fut re Land Use Atlas, shall maintain recreational
and commercial working waterfront us , including office, commercial, restaurants and
lodging. Therefore, the Developer: (a) shall not object or otherwise attempt to impede
any legally permitted working waterf nt 24-hour operations; (b) shall provide all future
tenants and prospective owners F the Property notice of the existing working
waterfront 24-hour operations and will include a provision to agree not to object to
legally permitted working wat rfront 24-hour operations in each lease; (c)
acknowledges that it is solely th Developer's responsibility to design its structures to
accommodate legally permitted working waterfront 24-hour operations; and (d) will not
pursue any claims for liability,/loss or damage, whether through litigation or otherwise,
against permittees engaging in working waterfront 24-hour operations, related to
damage to Owner's structu/es, noise, smoke, fumes, bridge closures, and/or other
quality of life issues that Iright result from legally permitted working waterfront 24-
hour operations. A Declaration of Restrictions satisfying Policy PA-3.1.9 of the
Comprehensive Plan for tl e Property is attached as Exhibit "H".
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(b) Public Riverwalk. The Developer, at its sole Bost and expense, agrees to
develop the public riverwalk substantially in compliance with the Miami Riv
Greenway Action Plan, Miami River Corridor Urban Infill Plan, Miami 21 and e
Project plans, between SW 2nd Avenue and along the City -owned Property at the,6nds
of the City's rights -of -way abutting the State-owned submerged lands adjacent t'o SW
r
5th Street, and the western boundary of Jose Marti Park, SW 2nd St� et (the
"Riverwalk"). The Riverwalk on Jose Marti Park shall be constructed, op n to the
public and maintained by the City prior to the issuance of the first C ftificate of
Occupancy for Phase 1. The Riverwalk on the Property will be constricted, open
to the public and maintained by the Developer prior to the issuancr6 of the first
Certificate of Occupancy for Phase 2.
(c) Job Creation and Employment Opportunities. The Dev Koper shall consult
and coordinate with the City's CareerSource South Florida center 1•€ated at the Lindsey
Hopkins Technical Center at 750 NW 20th Street, 4th Floor, Mia i, Florida 33127; the
Youth Co -Op, Inc, located at 5040 NW 7th Street, Suite 500, iami, Florida 33126;
and state economic development entities regarding job trai mg and job placement
services to City residents seeking employment opportunities ith potential employers
which will locate or establish businesses within the Pojec . The Developer agrees to
use diligent, good faith efforts to achieve or to , cause 1 general contractor(s) and
subcontractors (collectively; the i"Contractor") to use d�iigent, good faith efforts to
achieve, as applicable, the following aspirational goals:
(a) The :Contractor shall adhere to the for owing hierarchy with respect to
hiring objectives and practices within thyMiami River SAP area:
(5)
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Residents of the City who live within one (1) of the three (3) area
zip codes: 33130, 33128 and 3135;
Residents of the City wh live within one (1) of the five (5) zip
codes with the highest po erty rate ("City Targeted Zip Codes");
If no residents as des ribed within Section 14(a)(1) or (2) are
qualified or can be q alified within a reasonable amount of time,
City residents who re ide outside the City Targeted Zip Codes;
If no residents as escribed within Sections 14(a)(1),(2) or (3) are
qualified or can qualified within a reasonable amount of time,
County residents who live within one (1) of the five (5) zip codes
with the higher poverty rate in the County ("County Targeted Zip
Codes"); and
If no residents as described within Sections 14(a)(1)-(4) are
qualified o/can be qualified within a reasonable amount of time,
residents in the County who reside outside of the County Targeted
Zip Codes.
(e)
Development Agreement
Draft 10/8/.
The Parties agree that individuals will be employed based on the hiera chy
established in Section 14(a). For purposes of clarity, the intent of Section 1 '(a) is
to encourage the Developer and the Contractor to hire as many qualified persons
who reside in the City to work on the Project.
(b) The Contractor shall electronically post job opportunities in estia ''dished job
outreach websites and organizations, including, without limAtion, Youth
Co -Op, Inc., South Florida Workforce, Florida Departure9( of Economic
Opportunity Career Source of South Florida located /in Miami, their
successors or assigns, and similar programs in order 6 attract as many
eligible minority applicants for such jobs :as possible.
(c) In connection with the work performed by the De,/ eloper, the Developer
shall cause the Contractor to pay a minimum ho irly wage rate of twelve
dollars and eighty three cents ($12,83) if health • nefits are not provided to
employees and eleven dollars and fifty eig cents ($11.58) if health
benefits are provided to employees. Comore sing January 1st, 2018 and
for the duration of the Project ("CPI Esc; lation Year"), the foregoing
hourly rates shall be increased on January 1st of the applicable calendar
year by an amount equal to the percentage ncrease during the calendar year
immediately prior to the CPI Escalation ear in the consumer price index
("Index"), which is the monthly inde published by the Bureau of Labor
Statistics of the United States Depart ent of; Labor as the Consumer Price
Index for .All Items, Miami -Ft. L uderdale,;Florida, Base Year 1982-
84=100. The CPI adjustment to e minimum hourly wage rates shall
hereinafter be referred to as the " PI Escalation". The CPI Escalation of
the minimum hourly wage rates or the CPI Escalation Year shall be equal
to the minimum hourly wa: - rates in effect for the calendar year
immediately preceding. the 'I Escalation Year multiplied by the CPI
Percentage (as defined " belo ). The "CPI Percentage" shall equal the
fraction (i) whose numefator equals the monthly Index published
immediately prior to the " PI Escalation Year (or the nearest reported
previous month) and (ii) hose denominator is the same monthly Index
published immediately rior to the calendar year that preceded the CPI
Escalation. Year (or the nearest reported previous month). If the Index is
discontinued with no ccessor Index, the City shall select a commercially
reasonable comparab e index, The CPI adjustment set forth herein shall
not result in a reduct.on of the respective minimum hourly wage rates,
(d) The Developer sh 'll require the Contractor A qto include the same minimum
hourly wage rate in any contracts entered into by the Contractor with its
subcontractors f r the Project who will stipulate and agree that they will
pay the same i inimum hourly wage rates, subject to adjustment, as set
forth in this sec, ion.
Local Workforce Participation during Construction. At least twenty-five
percent (25%) of those employed by the general contractor or
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subcontractor(s) for construction work shall be employed utilizing lie
following priorities: first, residents of the following three (3) area/zip
codes: 33130, 33128 and 33135; second, residents of the five (5) h /ghest
poverty rate index zip codes in the City; third, City residents in eneral;
fourth, County residents who live in the five (5) highest poverty r to index
zip codes in the County; and fifth, residents in the County i general.
Residents who live in qualifying areas must receive preference or hiring in
the Project.
(f) Job Opportunity Advertisement. The Developer must provide ten (10) full -
page weekly advertisements in the Diario de las Amer Gas newspaper to
inform residents of job opportunities and job fairs pMor to construction
commencement. This shall be in addition to advertis ments done through
other job outreach websites, organizations, and effort
(g) Community Business Enterprise ("CBE"), Co nunity Small Business
Enterprise ("CSBE"), and Small Business Enterp se ("SBE").
(1) Seven and one half percent (7,5%) �f the professional services
agreements for soft costs includin: but not limited to, design,
engineering, survey, inspection, esting, and legal, shall be
awarded to firms certified by the ounty as CBE, CSBE, and SBE
firms at the time the contract is si ned.
The Developer shall awardto percent (10%) of the contractual
agreements for construction and construction -related materials,
supplies and fixtures to fin " s certified by the County as CBE,
CSBE, and SBE firms at the ime the contract is signed.
(h) Job Creation Monitoring Contract. Within sixty (60) days prior to issuance
of a Permit for vertical improve nts, the Developer will designate a firm
who shall be CBE/CSBE/SBE certified whom will be designated to
monitor the Local Worl force Participation, Job Opportunity
Advertisement, and CBE/CSB /SBE requirements.
The City and the Developer understand and agree that any uses or
improvements by the Dove per of public areas previously financed by the
City through tax-exempt b nds at Jose Marti Park areas and/or City -owned
streets, sidewalks, and ri is of way areas shall require review by the City
Attorney and the City s Bond Counsel regarding necessary ongoing
compliance with U.S. 4 partment of the Treasury Internal Revenue Service
rules and regulations.
Section 12. Construction of en:roachments within the Public Right -of -Way. The
City finds that the encroachments proposed by the Developer do not unduly restrict the use of the
public right-of-way and are a necessary,/ essential element in the construction of the pedestrian
overpasses above the same rights -of -way. The adoption of this Agreement shall serve to satisfy
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the requirements set forth in Section 55-14(b) of the City Code. The City hereby agre s to
expeditiously sign off on all permits as owner of the City -owned Property that are the ublic
rights -of -way and Jose Marti Park, including but not limited to Public Works permits, b, Ikhead
permits, and State permits with respect to submerged lands as may be required to effe uate the
SAP and Project plans. The Developer represents to the City that it has, or will 6btain, all
necessary authorizations from the State regarding the State-owned submeged lands.
Notwithstanding the requirements of Section 55-14(c) of the City Code, the City a riees to waive
any and all claims to payment of a user fee in connection with the construction of the
aforementioned encroachments within the public rights -of -way. Further, this Agreement shall
satisfy the requirements of Section 55-14(d) of the City Code. In consideration for authorizing
the construction of the aforementioned encroachments, the Developer furtherovenants to:
(a) Maintain the above- radepedestrian over asses �in accord 1nce i
g p � w th the Florida
Building Code, City Charter and Code,_
(b) (b) Provide an insurance policy, in an amount deter coed by the City's risk
manager, naming the City and the State, regarding t e State-owned submerged
lands, as additional insureds for public liability and pro erty damage. The insurance
shall remain in effect for as long as the encroachment ) exist above the City -owned
Property, including the right-of-way(s) and the St to -owned Submerged Lands,
Should the Developer fail to continuously provide e insurance coverage, the City
shall have the right to secure similar insurance poll y in its name and place a special
assessment lien against the owner's abutting priv 'e property for the total cost of the
premium. The Developer acknowledges and grees- that it will comply with all
insurance coverages required by the State re riling the State-owned Submerged
Lands.
(c) The Developer shall hold harmless and ind9nnify the City, the State, as applicable,
and their respective officials and employe /s from any claims for damage or loss to
property and injury to persons of any ture whatsoever arising out of the use,
construction, and development of th Miami River SAP, including without
mitation maintenance or removal o the pedestrian overpasses and from and
against any claims which may arise out of the granting of permission for the
encroachment or any activity perform d under the terms of this Agreement.
Section 13. Signage. The Project wi 1 need to comply with all applicable Federal,
State, County and City signage rules, laws orders, regulations, statutes, or ordinances.
Permitted signage will accomplish the folio ing goals: (i) moving pedestrians and vehicle
traffic throughout the Property safely and effi iently; (ii) promoting safe and efficient pedestrian
traffic within the property; and (iii) properl identifying the Property. The Signage Program
will include, but is not limited to, the folio ing sign types: (i) directional signage; (ii) ground
signage; (iii) wall signage; (iv) monument ignage; and (v) tower signage, some or all of which
may incorporate LCD, LED, or similar ele j tronic technology if approved and legally authorized.
The Signage Program shall apply to sig age visible from public rights -of -way, The Signage
Program shall not apply to signage int real to the Project or not otherwise visible from the
public right-of-way. Signage shall be approved by Warrant as described in Article 7 of Miami
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21.
Section 14, Parking. The Developer intends to establish a uniform valet in syto
service the Project. Notwithstanding the limitations set forth in Sections 35-305 of the ode, a
maximum of three (3) valet permits may be issued for the operation of a valet parking ramp on
the same side of the block where the permit applicant is the operator of the ui;itorm valet
system, Robotic parking within enclosed parking structures shall be permitted.
Section 15. Seawall, The Developer shall be responsible for aiy repairs to the
seawall in compliance with the standards set forth by the Army;. Corps of En ,i/veers and the City
Code. The Developer shall increase the upland grade elevations to no le. than four and one
half feet 4.5' NAVD along the Riverwalk within the Property and six fee 6.0' NAVD adjacent
to any mixed use parcel containing residential uses as a condition t `development so as to
address the pertinent City and County goals, objectives and policies related to Coastal High
Hazard Areas. The City hereby agrees to serve as co -applicant and/or applicant, as required, and
expeditiously sign any permit applications required to effectuate the epair and reconstruction of
the seawall, bulkhead and site grade elevation. The Developer hereby agrees to obtain, as
necessary, all applicable permissions or approvals from the St to regarding any repairs and
construction involving the State-owned submerged lands. , I` addition, the Developer will
construct the bulkhead elevation of upto six and one half feet .5') where five and one half feet
(5.5') is typically required, pursuant to the variance grant-. on July 2, 2015 subject to the
conditions that the bulkhead transition from the end of the .roposed Riverwalk to the existing
walkway at the end of SW 3 Avenue in compliance with A DA slope regulations (Section 4.8.2,
CFR) and that the proposed bulkhead cap shall be extend d through the transition area matching
the slope of the Riverwalk/walkway transition and provi.ing a six (6) inch vertical reveal.
Section 16. Center Des' nation. Pursuant to Chapter 4 of the
Specialty Center".
Retail S
ecial
Code, the Miami River SAP is designated as a "Ret
Section 17. Alcoholic Bevera
e Sales
The Property is located within the D3 and
T6-36B-0 zoning transects as designated under iami 21. Notwithstanding the requirements of
Section 4-3.2 of the Code, Planning and Zoning Advisory Board, and City Commission approval
shall not be required for bars (includingtaverns, pubs, and lounges), nightclubs, and supper
clubs as principal uses proposed to be loced within the Miami River SAP Project. Said
establishments shall be authorized pursua to the issuance of a Warrant (currently requires
Exception). The Planning & Zoning Dire for shall consider the criteria set forth in Section
4-3.2.1 of the City Code when evaluating uch Warrant applications. There shall be a maximum
of ten (10) individual alcohol beverage stablishments permitted within the Miami River SAP
area.
Section 18. Environmental/ The City finds that the Project will confer a significant
net improvement upon the publicly accessible tree canopy in the area. The City and the
Developer agree that the Developer ill comply with the intent and requirements of Chapter 17
of the City Code by performing trey replacement within the SAP Area where possible. Where
replacement within the SAP Area ignot possible, the Developer shall perform tree replacement
within Jose Marti Park, Where replacement within Jose Marti Park is not possible, the
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Developer shall perform the required tree replacement within one (1) mile of the SAP or wjt�hin
any other City park, subject to approval by the City. The City further agrees to facilit to the
permitting and planting of replacement trees on all publicly owned property within the a ea and
within City parks.
Section 19. Archaeological. Due to the Project's classification of High iobability in
an Archaeological Conservation Area, the Developer shall obtain a "Certificate tp Dig" prior to
any ground disturbing activities, pursuant to Chapter 23 of the City Code.
f
Section 20. Public Facilities. As of the Effective Date, the Developer shall conduct
an extensive analysis of the Public Facilities available to serve the Project. In the event that the
Existing Zoning and/or the Comprehensive Plan require the Develo /er to provide Public
Facilities to address any deficiencies in required levels of servic occasioned by future
development within the SAP Application Area or as a: result of the de elopment of the Project,
the Developer shall provide such Public Facilities; consistent with e timing requirements of
Sections 163.3180, Florida Statutes (2014), or as otherwise requir by Chapter 13 of the City
Code, as amended from time to time, if applicable. The Develop r shall, be bound by the City
impact fees and assessments in existence as of the Effective Date f this Agreement.
Section 21. Release of Existing Ordinance"1100 Covenants. Upon approval of
this Development Agreement by the City Commission, the anning Director shall release two
(2) Declarations of Restrictive Covenants recorded in the pt 1ic records of Miami -Dade County
related to prior development approvals for portions. of tl SAP Application Area. The first
Declaration of Restrictive Covenants is recorded at Offici Record Book 24194 at Page 1806 of
the Public Records of Miarni-Dade,County, and was pro ered along with a rezoning application
for a portion of the 'project area, corresponding with e parcels in the middle section of the
Project area. The second Declaration of Restrictive " ovenants is recorded at Official Record
Book 24997 at Page 2543 of the Public Records o v Miami -Dade County, and was proffered
along with a rezoning application for a portion of th- southern section of the Project area.
Section 22. Corn
liance with Fire/Li 1 Safe Laws. The Developer shall at all
times in the . development " and operation of t e Project comply with all applicable laws,
ordinances and regulations including life safety ' odes to insure the safety of all Project and City
residents and guests. Specifically and wit out limitation, the Developer will install and
construct all required fire safety equipment . d water lines with flow sufficient to contain all
possible fire occurrences.
Section 23. LocalDevelo me Permits. The Project may require additional
permits or approvals from the City, Co .nty, State, or Federal government and any division
thereof. Subject to required legal processes and approvals, the City shall make a good faith effort
to take all reasonable steps to cooperat with and facilitate all such approvals, including acting
as an applicant. Such approvals include, without limitation, the following approvals and permits
and any successor or analogous approvals and permits:
(a) Subdivision plat and/or w iver of plat approvals;
(b) Covenant or Unity of itle acceptance and the release of the two (2) existing
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Declarations of Restrictions;
(c) Building, Public Works and Bulkhead permits;
(d) Certificates of use and/or occupancy;
(e) Stormwater Permits; and
(f) Any other official action of the City, County, or any other goveynment agency
having the effect of permitting development of the Property.
In the event that the City substantially modifies its landdeve opment regulations
regarding site plan approval procedures, authority to approve any site p n for a project in the
SAP Application Area shall be vested solely in the City Manager, with he recommendation of
the Planning and Zoning Director. Any such site plan shall be proved if it meets the
requirements and criteria of the Zoning, the- Comprehensive Phan and the terms of this
Agreement.
Section 24. Consistenc with Com rehensive PI < n. The City finds that
development of the Miami River, SAP is in conformity wi the Existing Zoning and is
consistent with the Comprehensive Plan. _ In the event t at the Existing Zoning or the
Comprehensive Plan requires the Developer to proved- additional Public Facilities to
accommodate the Project, the Development will provide s h'Public Facilities consistent with
the timing requirements of Section 163.3180, Florida Statites (2014). The Developer shall be
bound by the City impact fees and assessments in ex'.tence as of the date of obtaining a
building permit, per Chapter 13 of the Code.
Section 25. Necessi of Com 1 in s with Re' ulations Relative to Develop ment
Permits. The parties agree that the failure of this Agreement to address a particular permit,
condition, fee, term license or restriction in effec on the Effective Date shall not relieve the
Developer of the necessity of complying wit the regulation governing said permitting
requirements, conditions, fees, terms, licenses, or restrictions.
Pursuant to Section 163.3241, Florida S .tutes (2014), if state or federal laws are enacted
after the execution of this development agr- ment which are applicable to and preclude the
parties' compliance with the terms of this .cvelopment agreement, this Agreement shall be
modified or revoked as is necessary to comy with the relevant state or federal laws.
Section 26. Cooperation; Expedited Permitting and Time is of the Essence, The
Parties agree to cooperate with each other to the full extent practicable pursuant to the terms and
conditions of this Agreement. The Parti s agree that time is of the essence in all aspects of their
respective and mutual responsibilities ursuant to this Agreement. The City shall use its best
efforts to expedite the permitting and approval process in an effort to assist the Developer in
achieving its development and consty ction milestones. The City will accommodate requests
from the Developer's general contr. 6tor 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
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Office who will have a primary (though not exclusive) duty to serve as the City's point of
contact and liaison with the Developer in order to facilitate expediting the processing an
issuance of all permit and license applications and approvals across all of the vario
departments and offices of the City which have the authority or right to review and approve all
applications for such permits and licenses.
Notwithstanding the foregoing, the City shall not be obligated to issue devey(pment
permits to the extent the Developer does not comply with the applicable requirements of the
Zoning, the Comprehensive Plan, this Agreement and applicable building codes.
Section 27. Reservation of Development Rights.
(a) For the term of this Agreement, the City hereby agrees that i'(shall permit the
development of the SAP Application Area in accordance wit _%the Comprehensive
Plan, Miami 21, the Miami River SAP Regulating Plan, and th': Agreement.
(b) Nothing herein shall prohibit an increase in the density or 'ntensity of development
permitted in the SAP Application Area in a manner consis nt with (a) Miami 21 and
the Miami River SAP, and/or the Comprehensive PI. , (b) any zoning change
subsequently requested or'initiated by the Developer i accordance with applicable
provisions of law or (c) any zoning change subsequentl, enacted by the City,
(c) The expiration or termination of this Agreement
or limitation upon, the rights, including, but n
rights orequitable estoppel, obtained or held by
assigns to 'Continue development of the Property
and all active prior and . subsequent developn.
granted by the City.
Section 28. Annual Review.
sha not be considered a waiver of,
of united to, any claims of vested
e. Developer or its successors or
n conformity with Existing Zoning
nt permits or development orders
(a) The City may review the Development tr t is subject to this Agreement once every
twelve (12) months, commencing twely- (12) months after the Effective Date. The
City shall begin the review process by g` ing notice to the Developer, a minimum of
thirty (30) days prior to the anniversa'y date of the Agreement, of its intention to
undertake the annualreview of this A eement.
(b) Any information required of the De eloper during an annual review shall be limited
to that necessary to determine the -xtent to which the Developer is proceeding in
good faith to comply with the term of this Agreement.
(c) If the City finds on the basis of ompetent substantial evidence that the Developer
has not proceeded in good faith t comply with the terms of the Agreement, the City
may terminate or amend this • greement after providing thirty (30) days written
notice to the Developer and after a public hearing.
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Section 29, Notice. All notices, demands and requests which may or are reqty red to
be given hereunder shall, except as otherwise expressly provided, be in writing and deli tered by
personal service or sent by United States Registered or Certified Mail, return receipt .equested,
postage prepaid, or by overnight express delivery, such as Federal Express, to the arties at the
addresses listed below. Any notice given pursuant to this Agreement shall be�ieemed given
when received. Any actions required to be taken hereunder which fall on Satur,Qlay, Sunday, or
United States legal holidays shall be deemed to be performed timely wi� n taken on the
succeeding day thereafter which shall not be a Saturday, Sunday or legal holiAay.
To the City:
With a copy to:
City Manager, City of Miami
3500 Pan American Drive
Miami, FI, 33133
City Attorney, City of Miami
Miami Riverside_ Center
444 S.W. 2nd Ave.,9t!' Floor
Miami, FL 33130,
To the Developer:
With a ,copy to:
to 300
CG Miami River, LLC
Attn: Ari Pearl.
2915 Biscayne Boulevard,
Miami, FL 33137
Bereow Radell & Ferr andez, PLLC
Attn: Melissa Tapa ''-s Llahues, Esq.
200 S. Biscayne Boulevard, Ste 850
Miami, FL 3313
Any Party to this Agreement may change its notification address(es) by providing written
notification to the remaining parties pursuant to the terms and conditions of this section.
Section 30. Multi .le O, nershi . In the event of multiple ownership subsequent to
the approval of the Application, e ch of the subsequent owners, mortgagees and other successors
in interest in and to the Propert, (or any portion thereof, including condominium unit owners)
shall be bound by the terms a d provisions of this Agreement as covenants that run with the
Property.
Section 31. Common Area Maintenance. The Developer will create prior to the
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conveyance of any portion of the Property (less than the entire Property), an association or other
entity which shall provide for the maintenance of all common areas, private roadways cross -
easements and other amenities common to the Property. This Agreement shall not pre ude the
owner(s) of the Property from maintaining their own buildings or common areas not 9 Inmon to
the Property outside the control of the association. The instrument creating the aociation or
other entity shall be subject to the reasonable approval of the City Attorney.
Section 32. Modification. In accordance with the Project plans, th Project will be
developed in five (5) Phases. This Agreement may be modified, amended or released as to
Phase 1, or any portion thereof, by a written instrument executed by the, thei , owner(s) of Phase
1 including joinders of all mortgagees, if any, provided that the same is so approved by the
City, after public hearing. Any public hearing application related to P ase 1, or any portion
thereof, shall only require the consent, acknowledgment and/or joinder f the then owner(s) of
Phase 1, This Agreement may be modified, amended or released as t Phase 2, or any portion
thereof, by a written instrument executed by the, then, owner(s) of Ph' e 2, including joinders of
all mortgagees, if any, provided that the same is also approved by th City, after public hearing.
Any public hearing application related to Phase 2, or any portion t ercof, shall only require the
consent, acknowledgment and/or joinder of the then owner(s) of P ase 2. This Agreement may
be modified, amended or released as to Phase 3, or any portion ereof, by a written instrument
executed by the, then, owner(s) of Phase 3, including joiners of all mortgagees, if any,
provided that the salve is also approved by the City, after public hearing. Any public hearing
application related to Phase 3, or any portion thereof, shall only require the consent,
acknowledgment and/or joinder of the then owners) of
modified, amended or released as to Phase 4, or any po
executed by the, then, owner(s) of Phase 4, ineludin
provided that the same is also approved by the City, of
application related to Phase 4, or any portion th
acknowledgment and/or joinder of the then owner(s
modified, amended or released as to Phase 5, or an
executed by the, then, owner(s) of Phase 5, incl
provided that the same is also approved by the Ci
application related to Phase 5, or any portio
acknowledgment and/or joinder of the then ow
recorded homeowners or condominium associat
or any portion thereof, said association may (i
members or owners), on behalf of its m
incorporation and bylaws, consent to any p
written instrument executed by the homeo
made pursuant to a vote of the homeowner
written resolution of the homeowners or
by the secretary of the homeowners or c
that the vote complied with the articles o
hale 3. This Agreement may be
on thereof, by a written instrument
joinders of all mortgagees, if any,
r public hearing. Any public hearing
eof, shall only require the consent,
of Phase 4, This Agreement may be
portion thereof, by a written instrument
ding joinders of all mortgagees, if any,
, after public hearing. Any public hearing
thereof, shall only require the consent,
r(s) of Phase 5. In the event that there is a
on covering any portion of Phases 1, 2, 3, 4, 5,
lieu of the signature or consent of the individual
Inbers and in accordance with its articles of
posed modification, amendment, or release by a
ners or condominium association. Any consent
or condominium association shall be evidenced by a
ondominium association and a certification executed
ndominium association's board of directors affirming
ncorporation and the bylaws of the association.
Section 33. Enforcement. he City, its successors or assigns, and the Developer
shall have the right to enforce the pro isions of this Agreement. Enforcement shall be by action
at law or in equity against any p..rties or persons violating or attempting to violate any
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covenants, either to restrain violation or to recover damages or both.
Section 34. Authorization to Withhold Permits and Inspections. In the vent the
Developer is obligated to make payments or improvements under the terms of this Ag/- ement or
to take or refrain from taking any other action under this Agreement, and such obligations are
not performed as required, in addition to any other remedies available, the Ci//ty is hereby
authorized to withhold any further permits, and refuse any inspections or grant y approvals,
for the specific Phase of development the outstanding obligations relate to until such time as
this Agreement is complied with.
Section 35. Emergency Management and Mitigation Plan. Pri
a Certificate of Occupancy, Temporary Certificate of Occupancy ("TCO")
the first new single -use building in the SAP Application Area, the Develo
City's Comprehensive Plan (Policy CM4.3.4.) shall enter into a binding
regarding an Emergency Management and Mitigation Plan ("Emerge_
the safety of people and property shall be accounted for and maintainer
disaster, fire, act of God, or other similar event. The Emergency P
pedestrian circulation, security systems, and other preventative a
mitigation readily available in the SAP Application Area. The
heirs, or permitted assigns, shall provide an updated copy of the
issuance of a TCO or equivalent for each new building in the futu
r to the issuance of
or the equivalent for
er, as required by the
greement with the City
y Plan") detailing how
in the event of a natural
n shall detail vehicle and
d protective measures and
eveloper, or its successors,
Emergency Plan prior to the
Section 36. Exclusive Venue Choice of Law S • ec' is Performance. It is mutually
understood and agreed by the parties hereto, that this Agreemnt shall be governed by the laws
of the State of Florida., and any applicable federal law, both a to ".interpretation and performance,
and that any action at law, suit in equity or judicial proceedings for the enforcement of this
Agreement or any provisionhereof shall be instituted only i the courts of the State of Florida or
federal courts and venue for any such actions shall e elusively in a court of competent
jurisdiction in the County. In addition to any other legal fghts, the City and the Developer shall
each havethe right to specific performance of this. Agree ent in court. Each party shall bear its
own attorney's fees. Each party waives any defense, hether 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 aforemen oned courts and irrevocably waive any
objections to said jurisdiction. The Parties irrevocably aive any rights to a jury trial.
Section 37. Voluntary. Compliance. Th
part of this Agreement is" "struck down by judici
action, the Parties shall continue to honor the ter
extent allow by law.
Parties agree that in the event all or any
1 proceedings or preempted by legislative
s and conditions of this Agreement to the
Section 38. Severability. Invalidatio of any of the sections, terms, conditions,
provisions, or covenants, of this Agreement by judgment of court in any action initiated by a
third party, in no way shall affect any of the ther provisions of this Agreement, which shall
remain in full force and effect.
Section 39. Events of Default.
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(a) The Developer shall be in default under this Agreement if any of the follow
events occur and continue beyond the applicable grace period: the Dcvelo er
fails to perform or breaches any term, covenant, or condition of this Agree ent
which is not cured within thirty (30) days after receipt of written notice fr the
City specifying the nature of such breach; provided, however, that if suel breach
cannot reasonably be cured within thirty (30) days, then the Developer hall not
be in default if it commences to cure such breach within said thirt (30) day
period and diligently prosecutes such cure to completion.
(b) The City shall be in default under this Agreement`' if the City fail . to perform or
breaches any term, covenant, or condition of this Agreement an such failure is
not cured within thirty (30) days after receipt of written otice from the
Developer specifying the nature of such breach; provided, ho ever, that if such
breach cannot reasonably be cured within thirty (30) days, thv City shall not be in
default if it commences to cure. such breach within saidlthir (30) day period and
diligently prosecutes such cure to completion.
(c) It shall not be a default under this Agreement if either party is' declared bankrupt
by a court of competent jurisdiction. All rights and ob igations in this Agreement
shall survive such bankruptcy" of either party. The P. ties hereby forfeit any right
to terminate this Agreement upon the bankruptcy of he other party.
Section 40. RemediesUpon Default.
(a) Neither party may terminate this Agreement u
but shall�have all of the remedies enumerated
(b) Upon the occ
applicable grace period, the Developer
seek specific performance of this A
performance 'shall not waive any right
damages, injunctive relief, or any oth
Agreement. The City hereby acknow
this Agreement is not limited by soy
liability.
Section 41. Obli rations Survivi
T
prevailing over any contrary term or provision
termination of this Agreement, the following
continue in full force and effect until the expi
of the effective date of such termination or the
and choice of law provisions contained her
attributable to the period prior to expiration
any other term or provision herein whic
termination or expiration here of or is or ma
permitted early termination hereof.
k550255.doc SECOND READING
currence of a default by a party
on the default of the other party,
rein.
to this Agreement not cured within
nd the City agree that any party may
eement, and that seeking specific
of such party to also seek monetary
r relief other than termination of this
dges that any claim for damages under
reign immunity or similar limitation of
mination Hereof. Notwithstanding and
ontained herein, in the event of any lawful
igations shall survive such termination and
ion of a one (1) year term following the earlier
expiration of the 'term: (i) the exclusive venue
in; (ii) rights of any party arising during or
r earlier termination of this Agreement, and (iii)
expressly indicates either that it survives the
be applicable or effective beyond the expiration or
Development Agreement
Draft 10/8/15
Section 42. No Oral Change or Termination. This Agreement and the exhibi and
appendices appended hereto and incorporated herein by reference, if any, constitute th entire
Agreement between the Parties with respect to the subject matter hereof. This A reement
supersedes any prior agreements or understandings between the Parties with resp et to the
subject matter hereof, and no change, modification, or discharge hereof in whole or Xi part shall
be effective unless such change, modification or discharge is in writing and signe /by the party
against whom enforcement of the change, modification or discharge is sought. Ts Agreement
cannot be changed or terminated orally.
Section 43. Lack of Agency Relationship. Nothing containe herein shall be
construed as establishing an agency relationship between the City and the D eloper and neither
Developer nor its employees, agents, contractors, subsidiaries, divisions, affiliates or guests
shall be deemed agents, instrumentalities, employees, or contractors of th City for any purpose
hereunder, and the City, its officials, contractors, agents, and employe: shall not be deemed
contractors, agents, or employees of the Developer or its subsidiaries, di .isions or affiliates.
Section 44. Successor(s),Assigns, and Designees. The co enants and obligations set
forth in this Agreement shall extend to the Developer, its successor ) and/or assigns. Nothing
contained herein shall be deemed to be a dedication, conveyance or rant;to the public in general
nor to any persons or entities except as expressly set forth herein.
Section 45. Third Party Defense. The City , and t - Developer shall each, at their
own cost and expense, vigorously defend any claims, suits or • mantis brought against them by
third parties challen ingthe Agreement or the Project, or objecting to any aspect thereof,
including, without limitation, (i) a consistency challenge pur.uant to Section 163.3215, Florida
Statutes (2014), (ii) a petition for writ of certiorari, (iii) an action for declaratory judgment, or
(iv) any claims for loss, damage, liability,or expense (incl ding reasonable attorneys' fees). The
City and the Developer shall promptly give the other writtn notice of any such action, including
those that are pending or threatened, and all respons-., filings, and pleadings with respect
thereto.
Section 46. No Third -Party Beneficiary. No persons or entities other than the
Developer and the City, permitted successors and :ssigno shall have .,,,., .fights ..,I.,.a,...,._._r
under this Agreement. y,
Section 47. Recording. This Agreeme shall be recorded in the Public Records of
Miami -Dade County, Florida at the Developer's expense and shall inure to the benefit of the
City. A copy of the recorded Development Agreement shall be provided to the City Clerk and
City Attorney within two (2) weeks of recordin
Section 48. Re resentations• Re r sentatives. Each party represents to the others
that this Agreement has been duly authori ed, delivered, and executed by such party and
constitutes the legal, valid, and binding obligtion of such party, enforceable in accordance with
its terms.
#550255.doc SECOND READING
Development Agreement
Draft 10/8/15
Section 49. No Exclusive Remedies, No remedy or election given by any provision
in the 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
addition to all other remedies of law or equity arising from such event of default, except whe e
otherwise expressly provided.
Section 50. No Conflict of Interest. The Developer agrees to comply with Sec ion 2-
612 of the City Code as of the Effective Date, with respect to conflicts of interest.
Section 51. Counterparts. This Agreement may be executed in two or more
counterparts, each of which shall constitute an original but all of which, when to en together,
shall constitute one and the same agreement.
NOW, WHEREOF, the City and the Developer have caused this. Agreement to be duly
executed.
[Execution Pages for the City and the Developer Fo ow]
#550255.doc SECOND READING
Development Agreeylent
Draft 1 D/8/15
IN WITNESS WHEREOF, these presents have been executed this day of
, 2015.
CG Miami River, a Delaware mited
Witnesses liability corporation
Print Name
Print Name
STATE OF
COUNTY OF
)SS
)
By:
Name:
Title:
The foregoing instrument was acknowledged before
day of , 2015 by
of CG Miami iver, LLC who is
Personally known to me or ( ) produced a valid driver's l'cense as identification.
Notary Public:
Sign Name:
Print Name:
My Commission Expires:
#550255.doc SECOND READING
[NOTARIAL SEAL]
ATTEST:
Todd Hannon, City Clerk
Approved as to Form and Correctness:
Victoria Mendez, City Attorney_
STATE OF
COUNTY OF
)SS
Development Agre fnent
Draft I /8/15
City of Miami, a Florida municipal corporyytion
By:
Daniel J. Alfonso, City Manager
Approved as to .Insurance Requirelzients:
Anne
The foregoing instrument was acknowledged before me this
day of ;,2015by
emen erector
of the City iami,, Florida, who is the
the City and who is
personally known to me or ( ) produced a valid driver' license
as identification.
Notary Public:
Sign Name:
Print Name:
My Comm'ssion Expires:
[NOTARIALSEAL]
#550255,dac SECOND READING
if
1,1
Exhibit A
Developer's Property
—„.
N SAY, 50) STREET
W 6t,h S Pig
gm, 7th sTR,
M
rI
t#1,
Exhibit A
Legal Description of Properties
PARCEL T.:
Cotunion'In 43 ut the Nortls errtiterr of LAC& Black 12 2/meth In ibe- City nfloftnuki„ Florida, ocean/lag to Elle Ptnr tlIereormwridod in Pia ok 4It
Pa.L..4e 41, orthe. ?Odic llocorch of M111 inni-Dailp Countyirido; runn ingthutee Vast tdmg the Souk The arSoitilitmFI1 t=t t tpoid City
produced £IIt to. its imicrg-crtioo with tho tow water 11111; lho K4rnit1 Rivzroung Ilicote; Soutkagetly mukring 114• low trr Nov. orwil3 Eva
lo ate:paint whcre the ant 11oc of LAID1. of 'aaid Block .111-Sonth produerd. 84art1i intstwtz ivith saki low iorn1cr line.-rostnitig Ica South io the LiOEL
cot= of 1.4 orttaid 131oc",k Snotb, 1tht Northw.w.iicti.r along Om jot his orsitid Lain and 2 of said Block South to therm: re
1.31kiccmixilifinnitt, +Lido '.ClannwrgedIoncilyins: bctween abovg ideNcriberd piap0rt}r and the channel artiv Igikrtri River.
Lam 2. 4, nti Fi, in the Nottll portion or moo: 3a South, City orminint couvity or Miana-tkid c.,Stult.ofF
veorded in 'Plat Rook 13"„ ut. Page 41, of 1.1.e Publk nreordl: of Miurni.11ide County, FIrrrlda.
i'ARCI;L IJ
Pawel 1:
Lot; 12, 13, 14 itnd IS, in L'Ilor.14 2.1g South, orlidup or.Miuitti Dude Co„ 19i,acooplittp; it] Inv Ph:libel-go 7
Itw P111)110 11.0enrdit ar.Zselfunf-Daulc CA:I:wiry, Florida,
LESS.OUT LEC/AT.. 1ESC1UPT7ON;
condin p it) thc Pk thereof
auk "a", urPtspc:41,
TInat pan ollot 15, Bi1 3g Sth, of Mop of Mti DadC'utorly. F r4trsio iso Phut -P1a kir1; "A', • Tkt41,PIiI Oran' RG•ro rtis ti.171Ot 61-1,14( (.7.otnity, Florn13, Iin 35, tuivit.ship 5,1 kanac 41 F
MORE PA.RTICOLARLY g,:11-14-EIL) AS FOLLOWS;
Coinintenectit ast Sotultsvest corne,r or. Lot. t2, Moak .7.14; So u orTafri Map or Mif Da it 1I11y, Mr* itrirt adorn the Sontl] bat nitry o ['said
2 1111441041L Souffilloirridta7 ortro 1 .14 OtNI 1$ Ori:1041 MO, 1 brj ant Noravrly ripit oflvay ltcrit,S,W., Nit Str.ccr North 14r-5 '1'4 I" East for 11E.1.5 fact l the Point of tielrimitow; .thence r 74911 fee4 IlienLie So all 47',441ii" Viest for 12,34 rett;
thonce Ninth 02415'42''" West £t1L kat to tic Northerly bourekny or laid tor ti thence along Said Nortketly liontniory outh East fir
ice,: to kpoint on a% 11-ti e lying:25 -rixt W061. NUM patullel with tbe Ci trMltl4lrnantinom lint for SW, Nrd Avevue,1315o being Ole li•Itcle-rly
light vvuy urs,w.2•Lici AvaJuo; thence iilong tp4.4.1501.413 049" Fa! fOr H2 fevt; thcaoe vtintioulaviiittug 5aidith.c. South 029 la% fOr .7(4,44 i.64-r,1r int on the aforcsakd Sou1li.'bottnets07 oesofil Lot 1.5., uu iJd buundwy, ti%ohning thi:NoramilyriAlbt orway Bac eirs,w,
.611) Sivet. South SI 4F Wi ir 57.OE fet-t thrPaint ofileginning..
A1111,
port adianni nr land tcinit portion ol'Sswtioa. 3/.1, Townlitkip rot 41 .F,ast, County, Florida.
MORE. PARTICULARLY DESCR1Ifl1D AS POILOWSt
C,,immen.c. pt. ate Sotaboreo torner .o11,ei 12, EtIock...3.8 South. of II pt. far fvf County. Flori& a -ern -ding i Ow Pint alcrk,v(.44.1,1-ccorcW io Phi 7.10 ok '1;3', r Pii 41, of the PLiblie Reertrds otrivf1anit.on4c c untie, 'Florida; then00 Stgolt liouladery of said Lot 12 and stool!. the South
Nrandoty of .Lnis 1.3, 14,..frod. 1.5 Or laid 111OCk5 Soub.„.also.Scin, the No11111.41), orivey 141,7 of SW, Mil Street, North 4711'41" fact fiin- 1114.15
IG:cq thou.ct. North 15^.42"'wetatbr 76.„04g :fem Ihetwe S'otta1 M41 5Wc tr ti4 three corninue NrAh 111°1 Weo. for 4 IMO rat ia
the Northerly bo =dairy of said lot 15 grtd the Point of 110ginoi thence North 0215!42' Wen Itrr roo1.1: them Nen111 g7' 19".ttu Rut (or 26.61 feet; thence South 0290'28" Um-1 far 44.9ti ft Thai ac. North -pInta" vast 1bT43.1 fkitti• to it point on aline lying as.a fait- West of and parallel with the City -arMb tnorinnerr tine for 5.W.2rel Avien.uv,. r e1onmid line, gturth Vast. for 23,Sti 'Ica to 11,pc4rkt of the arokotd Nottlierly
boom:Ivry of1.01. 154- suid. Norilmly bitiwolory . oral 64'3 9-10.:15" Welit t74i4 lent to thPohi
Prowl .17
A 'portion tsr-Salth It1v0r•DriY14 or Nip or Miami.. Dad
Rceorda of Miarni-Dade County, Honda, bra,
uN;(,Irdltig IA thcPku Ilimaor, ant:caul 10 Nat Bonk Pop.r 41, eat, Pnblie
y ordinal ce FAN Ron, November 15. 152,6. beiTtEz tome paiticularly del.mlitNI az follow:
Commence at arc Sonlyvm. comer of Lot; 12, Moak3Soth, cor hilly of:Miami, Dodo Co- Marian thrtI2C Nit II• 816$/ 41* rIV 41011.R 6.C.Sontil boundtgy or sa1d. Lot '1'2 and along the So altt bound afLuL 11 14 and 15 tt Wt1 altliA 38 ,20.16, .P.1.6010nettla Narthorlyri of Iny line or S.w.
11111.14roct„. North R.17`'51'4Irr Et for- 111S.15 racy, tis otth 0115.'42" NV,741- for 76,44 feel; the= South /i7'4419' We% for /IN Coat; am et- Not*
0.2.12'' Wein 40..40 fcgt Loape/int.if, thN mry onsaidLt 15and the Point of licittritotT; 111.c-1716e contirnieNerth 112,91542." Weg 4$ feel. •crimr °rim, tO 'NAM DTI WA lir oath RiverTh1 the int,anderNorthwemtly alms /Lid North line for My revt, mom or
lesa, kG) o -poInt Norilictly cxttuSion fli East liog of Lot 12,orsridploilk'38S01-1414 111mcr Scutt); CK.14'..a(13*-t 101.16t: 6aid}40:11)0Y
zvicivil on of Lot 1.3, fr 1liV414l. GO Or L.Cli ago btiiii1i Ntalhai4E C6111GT Lai 13; Illeacc Souai 4.40111X111Z14011111inC
Of. 4114.; 14 and 15 1011%16 fact rothPwjkr.
lJ$t13
Lam R , 0,10 and 11, i2:bat .111„of CSouth, neerrelinft to the Mop oatlarni DA& Couhty,Flurida.xcairdbd in Plaflinak"tr, PpRe,41e
Pah; Rdrl iatili-DCOQ Cot iy, Roma.
1
PARCEL Ills
Parcel 1
Lot 7. Btiv4::. 3g
COL,ntY., F143C4111.
Exhibit A
Legal Description of Properties
TANG, ittnj1tri the Phu inereor, ais recorded ih Pint Rook "Fr, ut AtiFe 41, of the FultIle illettords
Parcel 2,1
g, 9 and 10. Mock 45 Sill, CITY Of MIAMI, &woeful to the Kai thereof, tie recorded in Plat :13oak 13", at Piryte:41, of the Pohliciersnris or
Miami -Dade County, Florida.
/
Hook "11",ut.Page 41.
I -Qt;IteNr Thee 6r
mritfiv e to the
1,F,SS
Thai purtion or Lot t 0, Blool: 40 S of 'A. L, KNOWLTON' MAP OF MIAMr, erearding to the PThu thetrof, recotdet.lio Plat
of thePb1 Reteird5 or hilfaminado County, Fl cnida. bounded hy the North line of said Lot 10, sold line olSo being ill c South r
ieith Street and by the 'West ornuld t.ot IP, mid 'line also bein the Fuss right-o:r.way 'Hoe rs.w.r4 AsicouritMfr
squoicaa and mon eat ta the last detimilyed rwoiiU
PARCEL 1 V1
Lots:4 until, Mock 40 gotta), CITY OF .MIAM1., acC.ordiott to the Plat thereof, os recorded in Plat :Rook n'ti*.as Page 41, . r the Palle Rreerti.4 of
Mi sat iDatie Courtly, Honda,
AND
Commencing at. the Northwesterly conie-r of Lot 3, 1311.,:ok 40S, A. L. KNOWLTON .14A2 OF MIAMI. :al nem Bonk 'Er. at l'Ke 41. of dito
Pohl ie Retorcti otMiarril-Dtale County, Florida., thence run Swarally al rem the likederly firma -field Lot r aflstartzt of nine andiiiroty.sehll
hug deras (9.il 7) Awl to a paint, said point bolos the ?otos 0114e,girirriaA or the herernancr &nettled .ipircal of th coca COMITVe nouthaevectly uhan.jk
iho Westeriy lino or wig Lot 3, ftr •Siwitince ofetarytive: laud one hundredth (6S-0 ft to paint, mid ity.",tvg senntyrreoe (75.) feta,. mime or
leti, Northerly or the Southwesredy corner rtiaftl Lot 3; thence deflecting to the let) .s.a.(:(A15". on( tiloom w sevrotritive (75.00) teet.morc or
North illy ifidpotalel with the Strugterty line of Wel Lot 3, forts:MU:awe of thirty-five reed tilfry--einhth thedths(15.5s) fert to avatar; thence
deflecting: to the left 111426'45* Tux North wee twardly ror digit= Of arty- and fly•mine hundredth 46,59) feet to a.noitit of eine: thence rur
Nottlmiestaiondly aktg the are eCa estrVe In thc left bewing..o radius of filly (50.00) feet one auttrul 013 II P.121" far edistar,tio orterenty.ceveu
mid fifty-two hundredths tic= m the:perm of toiersoc non :with the Wcantly tine of•d Lot 3,5 "i whit Wog the Pant e'Fn.
LF
Commencing th; NOTEllINC2D4 comerttt 4litioek 40S, A, L. KNOWLTON MAP OF VIM
pumiekeoneds of triiiatni-thwie Cototty, Florida, theecetus Eactwordly uhrug the Northerly Nat: Qr
littheni (12.013 reef to paint of carve, said pornt o ccarye: being the Polut of itesOurling;ib
tight haying. radian or filly O&M) feet teal v. emeriti unlao of 3 (044119"' for a dvec hiiiy•
intersection with the Easter-1,v lfre. or cad Lot4 i halm run Northwatt1ty Woos the 5zieiyTht.
attdredrim 0.97} feet to the Northeasterly comer of said Lot 4;. thence Ilefeedttp.tiQ.re Ieft
Lot -1, for o disiguite of Twenty -Seven and ninety -Rye hundredths CZ.7,95) rem lo the Point or 11 nieg,
ALSO 1,3•1OWN ASt.
trt Mat Rook 13.", at Page 41,61701e
4, b' a &wet of twelaytwo and eight
heastY.ardly:alekr, them °fa curLetve- to ate
fart cen hundierldiS t32,15) feet try u pout:tor
4.„ ihr dirvanitx ornate and ninety.isevett
nth Westwardly -along: the Northerly Ile ofraiti
Commencittg tX the Northwesucrly et:tiller of Loc...1, Mock 40S, A L, KI'JOWLTON MAP MIAMI, ate recorded in Plat Pook "3",Pihjc at Page orate
Ft-ctiols Elf MIAIIII'DAae Cow*. ilLettic HIV rit.alawaridly unit the Wester ,v1hi ifiJd Lou. riwudatanoe ofatne gad ufrtety--0,.-eip hteid rad% fq,Cl.71 feot apotot, mid vein t being the Point of Beginning of the hercourii. . described parcel ollanch.thenceNtg111111Sturthwardly along
the Wm-4y line A 1'4PM Lot 3,. fort a d iir ly-rttie Mid one hundredth 0;5.110 tt ?Obit, taidpaintheing severayaltdoi7.5.0(!) fuot, more or
lem, Northerly of the Seatthweluerty frth1 Lot 3;:thqJun dafiel-iiitit to the loft 9 tilegreaz 0805' =Along.i Mon err (75.95) kers more
6T Icor, Northerly ormuf pamttel with the Southerly lin c o said LAO, for u &movie .h111Y-,11,,V 41d 5354-0011 hundredths t.itS6g} ttia. ware=
thence dalOOtieg II) Ma left Ill d cwees 26.'45" nen Nrsthwesturiardly Iota. diguatec of. "Orty-S* and t`I'lly-ninc hum:Ire-0th s (4149)141 to A.170111.01
oarve; decreein NorihwitgwettilY alooti the Eric or Aourve to thelefnnidw nifty (,SO-fit3) feet and motral tingle o rit dEsitel12.-:.tr far u
.dietanm of uucrity-ecYon Rod fifty-two toolththis 127521 feeti the thii ti WL'it1y11.x *N1441-03. said paint/ming the Poiltfter Begitieing, Pagt ri..Qt9 met 4, m ON' gictliettiarly.descred nrIkgigi al fallOin
tt-ft. SW Wm er if t4t:4; SiTenct TIM Mali 150 foc; apalrlitibeItce twj. 22,00 Beetw v poinr, glovers( Southeasterly appreA±rtaiely
feet to tittnint; thence Southeasterly 46.S9 feet to rt paint. thence Westerly 5 feeo:et:point; tante Southerly 7S ferk thence itiVezerly to the PON.: of Onning: and All. of Lot itt Elloeic 40, City nfIttenti 5ooth, oo ingto th eP1rtheerof,asreonedeti to Plat Book "3" ilac.e 4f., of the
?lib& Rcrords of Miarrii-Drele County, :Ewa,
Exhibit A
Legal Description of Properties
PARCEL
Let;t4t, t5 1(1, and 17, in 113 Web 40 Sosilh , CITY OF MIAMI. aceording to ih.p1i ;hum a, JediiPlat, Bea 11: in 41,
of the RePen,ls yfhliarrikOtac1CCOL4Ity. Fetrictet.
'1ARC,71_ \*,
/
7417:1;17171; AO South. orCITY1 OP MIA MI, aecortitiqi to the Tint theneir, AA MCnniCSI in PIM Voolc 4 114,ae 41, rt Pulite Romixttr-
df Mn 1Dmde Cmrity,
AND
Arm:tire' arr,rit 1, in 131art 410 :gum% rcrrioF MIAML,warn-ding in Ihd plus thereof, uLTdCi hi Mt 13ook "0",
Pahlic Beards. of Miattni.narle Cowry, 'Montle. more In a/Th.11611y deactilied thilnwst.
Begin at air Sataidual curaur or Lot 3 ofi1 od; 40 South; theme urn Naith. Moog the Wesc ace a‘wid
mini; The'rrn PASt rtinillel with the s-1.,,ult] lieu of said Lat 3 fur 35 fnetounre (.11- 1C$G, to ale Una; pia Viti
.citlItict4terly n. line which rneke-1 defect:Inn thn tight of ti7 dqrrersU niptitc4 with tbe lust dam
thc oral c slidcwrilk for 15 fort, tbeur or ler4, alnInt cnrvo thEriec• Rounwawrly ,741 the AN Orr,
Orruclialt Or6h fcg, and ta =anal glc rn dcgrees 1 (" minutes 02 seconds and orlon vitt-tritely along tilt
thD Ntit of fah] Lta Linn"' net SmiTherty atom ate East line 011,01 3 for 37,27 fert 1,11C• S•011
along the &Jail. Upe or 1,4 a ror$'1113$ rp-zt to thC ?Alan 011)PplItAlp„
pocEt 101
bat I &1 thrott811 7CJ, It lust ire..rfgTViFSTDE. WA'TERTRONTS, acenniingLotjir Plat thei
Pub& Rctinrcin cif Miam-Dade Ceitaity, Florida.
PARc.E1
Panel 1
The Scutli 50 fI4tdtine tkith lOt Ater of Lots 11 anti 12 In MICR -10 SOutit, MAP or
plat Beak "13" Pala. 4 1, or ike Pal ileoyoU of 14.1g4d-Dazk Caroo:y. ad4
Itecung Siook 11,15 I r age „71187.
?fatal 2
The North 51) fed or Lb 11 1 ! ThMOOk 41) .50u11, MAP OF MIAMI, tai,c'
of Litt •Pali1in 31,renti1v r lotlarniti)nstc County. "hltaritle.
rarer])
Tim -ionth. 5a feet of tots 11 raid 12, in Bloch 40 g•oith, MAP OF NITA1.i
af.the 12011a Iteoprdv, efmimitliodc coot*. Voridg
Lola and excEr t: than -front the ilginwins Nntreyeel to the Sinlo of-F.
Book 11951., Pagn 3057, •aud futiler elescrilitni Begin it $.W,
bouddnry of said Lot 11, Cor A dioirucc af 24.96 feur tn Polya. orikgi
11*Inen1O autdital -of 25.00 feet And taiiiiient beiring ,S,87°50175-W..
Saxilft: circular eureti to ticristit. throttle" a central:angle of RiP.54.121"1 fh.
11,11&riterly bturadary of 5.,taid Lot 11; th wee nin S.1.2"15114"B..1tm sn'd
Begriming,
All Df Add:1mM mituatc lying gutbirjMiarrii.Ccille County„1-
3
Ant; 41,
L 3 144 113,stattoe or75 feet in n
ii
amigo TAW
C tad ;qv oximotely Wong
c.1i lfl aid uunte• basing
of fnOtATidcwnlit for f25fcCi 1,0
• cercr ()flat :3; tk-nerntel Weeicrly
Pageis) 73, oftbe
AM L Agcneirtg, to the plat di MOS',nt rectirded fn.
wept. ihntliorrinituarivor,ved to the Settle (IfFrOtitla
c. fag ,lh(rtijn Phu FRIA "13" Pepe, 41,
• to the plat Chen:of, dt." tr.:corded .in Plat Du el:, "13" 314,c 41+
ritia fur mud xlmcribcol m I1i4 Deed rword
slid Lot 31; litenue our N.87'5025 "F_, along the Saw/101Y
rang 'Fit etreulor curve ceiticave in OW vagt And hAving for Mj
tlIct run Sith*ctoi1y, 1.1/41cOcrly and NI rettlw4I1411Y. Pkirig itc
sten4e(f3&23 feo to they-30m cif cop,cney and apoirit un the
Iy hounder? fora dittrancc f24 fc,e1D ihn .Pcnt�f
Exhibit B
Future Land Use Map Excerpt
Exhibit C
Miami 21 Excerpt
Exhibit D
SAP Area
ma au., tPraki,..XREAft.fra
esy':vne 411.eam r
74+J TU.;i:s s3
PitA.Id DITYITAPE.A.
TR'kF P'P: 11.1M h'FND+CTO
*Rivervaalk in l(ME Marti
Park will be constructed
a;swcisatedi with phase
Exhibit E
SAP Application Area
Ste!
Exhibit F
Miami River SAP Regulating Plan and Design Guidelines
Included Under Separate Cover
1
Exhibit G
Proposed Benefit Contribution Summary
$17.82
312,400
$3,566,968
3
$17.82
312,400
$5,566,968
4
5
$17.82
17.82
Total
242,400
340,80
4,319,568
$6,073,056
$21,526,560
Public
Riverwalk and
Bulkhead
Improvements
Miami River Public Benefits
Phased Project Schedule and Estimated Costs
sca
• Developer will construct a connected. Riverwalk
beginning at SW 3 Avenue and continuing
through Jose Marti Park in compliance with
Miami River Greenway Action Plan, Miami
River Corridor Urban Infill Plan and Miami 21.
• Existing cracks in the concrete cap will be seal d
with a marine grade epoxy to prevent further alt
water intrusion into the seawall cap alon the
entire 700 linear feet of bulkhead.
• The gaps around the three 30"-42" outfalls
protruding through the caps will be aled with
marine grade grout to prevent furthey upland soil
erosion.
• Areas of soft or chipped concre in the panels
and caps will be patched with a marine grade
grout.
• To prevent further erosion d undermining of
the armor mat, a toe wall o additional armoring
may need to be installed ong a 100 foot length
of the shoreline.
• The area of damaged mor mat will need to be
repaired with replacq neat armoring similar to
the installed mats
$3,167,370
Public Plazas
Developer will eate public plaza and access
areas along the iami River and SW 3 Avenue.
$841,615
Public
Streetscapes
Bicycle Routes
Developer wi create a unified streetscape
consisting f cohesive and attractive
landscaping hardscaping, street furniture, and
signage al ng SW 3 Avenue, SW 5 Street, and
SW 6 Str et between SW 3 Avenue and SW 2.5
Avenue ithin the proximity of the project area.
Develo er will incorporate bicycle routes within
streets apes along SW 2 Avenue, along the
River SW 7 Street, and along SW 3 Avenue
betty en SW 6 Street and the River.
$1,085,955
$90,496
Park and Public
Spaces Design
Jose Marti Park
Developer will hire consultants to analyze and
de4 gn Park and Public Streetscapes
Developer will improve connection between park
area and riverwalk during connection with
_ landscaping, hardscaping and street furniture.
$250,000
$279,929
Miami River Public Benefits
Phased Project Schedule and Estimated Costs
Traffic and I-95
Overpass and
SW 2 Avenue
Bridge
Public
Streetscapes
2.5 Avenue
4
• Developer will improve SW 4th Avenue/T-95
Southbound off -ramp at the intersection with SW
7th Avenue in coordination with FDOT.
• Developer will implement measures for the two-
way traffic conversion of SW 3 Avenue between
SW 6 Street and SW 7 Street, including the
modification of the signal of the intersection o 1
SW 7 Street and SW 3 Avenue to accommodate
Southbound approach.
• Developer will introduce up -lighting to iny{rove
safety and encourage public access
Developer will create a unified s `eetscape
consisting of cohesive and attractive
landscaping, hardscaping, street fniture, and
signage along SW 7 Street and
Developer will create a pedestri.,h and vehicular
crossblock passage which gra, is public access
through the center of the property, directly to the
Miami River, SW 2.5 venue within the
proximity of the project ar
/$5,434,655
$570,942
$505,004
Jose Marti Park
Public
Streetscapes
Developer will renov9te existing pool and
restroom, demolish eisting gates, plazas and
structures, and construct a children's interactive
fountain and pla
outdoor built-in
concession area
round, adult game area,
m equipment, canoe launch,
and improve the park with
landscaping, hardscaping, and signage.
Developer w' 1 create a unified streetscape
consisting of cohesive and attractive
landscapin_, hardscaping, street furniture, and
signage along SW 6 Street within the proximity
of the pro ect area.
$6,294,023
$545,946
Public Plazas
Construction
Contingencies
Developer will create public plaza and access
areas long the Miami River and SW 2 Avenue.
Con ruction contingencies associated with the
con truction and design of the Park and Public
Sp, ces
1
$402,500
$250,000
Park Land
Acquisition
Developer will contribute funds towards park
la d acquisition within the East Little Havana.
area
$250,000
Miami River Public Benefits
Phased Project Schedule and Estimated Costs
Riverwalk
Connectivity
Developer will contribute to the Underline
Bicycle Connection from Riverwalk to SW 2nd
Avenue
$250,000
Art in Public
Places
• Riverwalk, Beneath 1-95 Bridge, at 67
Street Terminus and SW 2nd Ave/n(ie
Bridge, Jose Marti Park /
•
$1,308,125
$1,433,125.00
This instrument was prepared by:
Name: Melissa Tapanes Llahues, Esq.
Address: Bereow Rade11, & Fernandez, P.A.
200 S. Biscayne Boulevard, Suite 850
Miami, FL 33131
Exhibit 1-I
(Sp9ce reserved for Clerk)
DECLARATION OF RESTRICTIONSS
WHEREAS, the undersigned Owner holds the fee simple ti$'e to approximately 6.3 acres
of land in the City of Miami, Florida (the "City"), described i //Exhibit "A," attached to this
Declaration (the "Property"), which statement as to title is suppfrted by the attorney's opinions
attached to this Declaration as Exhibit `B';
WHEREAS, the Property is currently designated In ustrial and Restricted Commercial
on the City's Future Land Use Map, shown on Exhibit attached to this Declaration;
WHEREAS, the Property is currently zoned D Waterfront Industrial and T6-36B-O
Urban Core, as shown on Exhibit "D," attached to this eclaration;
WHEREAS, the portion of the Property zone D3 Waterfront Industrial is also governed
by the Port of Miami River Sub -Element and idea Yfied as Category B therein;
WHEREAS, Owner will be seeking app val of a Special Area Plan ("SAP") created for
the Property, tobe developed in coordination ith the City;
WHEREAS, the Property ''is a
Exhibit "E;"
WHEREAS, Owner will be
abovementioned Special Area Plan;
WHEREAS, the portion of , he
Marine Industrial;
sub et of the SAP Application Area, as described in
pplying to rezone the Property pursuant to the
Property zoned D3 Marine Industrial will remain D3
WHEREAS, Policy PA-3 1.9 of the Miami Neighborhood Comprehensive Plan requires
that all new residential develop ent located along the Miami River be the subject of a recorded
(Public Hearing)
Declaration of Restrictions
Page 2
(Space reserve
/Crlerk)
covenant acknowledging and accepting the presence of the existing Workin Waterfront 24-
hour operations, as permitted;
WHEREAS, the Port of Miami River has a designated Feder' Navigable Channel
featuring numerous job generating businesses, including Internatiol Shipping Terminals,
Boatyards, Marinas, Tug Boat Basins, Commercial Fishing, etc.
NOW THEREFORE, in order to assure the City, and ether stakeholders, that the
representations made by the Owner during the City's considerati n of the concurrent Land Use
and Special Area Plan Applications will be abided by the ON�}y' er, its successors and assigns,
freely, voluntarily, and without duress, makes the folio v ring Declaration of Restrictions
covering and running with the Property:
1) This Declaration of Restrictions satisfies the requitement set forth in Policy PA-3,1.9 of
the Miami Neighborhood Comprehensive Plan.
2) The Property will be redeveloped in accordai Ke with the Miami River Greenway Action
Plan and the Miami River Corridor Urban Infill Plan.
3) The portion of the Property currently zcined D3, and designated as Industrial on the
City's Future Land Use Atlas, shall mai tain a working waterfront use.
4) Owner recognizes that legally prmitted existing Working Waterfront 24-hour
operations currently exist proximat to the Property. Therefore, Owner agrees:
(a) not to object or other ; se attempt to impede any legally permitted Working
Waterfront 24-hour operations;
(b) to provide all future enants and prospective owners of the Property notice of
the existing Worl ng Waterfront 24-hour operations and will include a
provision to agre: not to object to legally permitted Working Waterfront 24-
hour operations ' each lease and or Condominium Sale Documents;
(c) that it is sole' y the Owner's responsibility to design its structures to
accommodate legally permitted Working Waterfront 24-hour operations; and
(d) that it will of pursue any claims for liability, loss or damage, whether
through liti ation or otherwise, against permittees engaging in Working
Waterfron 24-hour operations, related to, noise, smoke, fumes, federally
regulated ridge openings, and/or other quality of life issues that might result
from leg lly permitted Working Waterfront 24-hour operations.
5) There shall be no pet loss of the number of recreational wet -slips along the Miami River,
except as requited by the United States Coast Guard, the Miami -Dade County
Department of Regulatory and Economic Resources, or as required by other regulating
agencies with appropriate jurisdiction.
(Public Hearing)
Declaration of Restrictions
Page 3
(Space reserved for Clerk)
Covenant Running with the Land. This Declaration on the part of tie Owner shall
constitute a covenant running with the land and may be recorded, at Owne/rs expense, in the
public records of Miami -Dade County, Florida and shall remain in full fore and effect and be
binding upon the undersigned Owner, and their heirs, successors and ass g' ns until such time as
the same is modified or released. These restrictions during their lifeti�j dshall be for the benefit
of, and limitation upon, all present and future owners of the real propdrty and for the benefit of
the City of Miami and the public welfare. The Owner, and their h lrs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way obligate or provide a
limitation on the City.
Term. This Declaration is to run with the land and 1`iall be binding on all parties and
all persons claiming under it for a period of thirty (30) ye s from the date this Declaration is
recorded after which time it shall be extended automatics f y for successive periods of ten (10)
years each, unless an instrument signed by the, then, own r(s) of the Property has been recorded
agreeing to change the covenant in whole, or in part, pr ided that the Declaration has first been
modified or released by the City of Miami.
Modification, Amendment, Release. lis Declaration of Restrictions may be
modified, amended or released as to the land h ein described, or any portion thereof, by a
written instrument executed by the then ownerO of the fee simple title to the Property, or any
portion thereof, provided that the same is reviewed by the Miami River Commission for an
advisory recommendation and approved by the( City Commission of the City of Miami, Florida.
Should this Declaration be so modified, ame ded, or released, the Director of the Department of
Planning and Zoning or the executive offi er of a successor department, or, in the absence of
such Director or executive officer, by his r her assistant in charge of the office in his/her office,
shall execute a written instrument y fectuating and acknowledging such modification,
amendment, or release.
Enforcement. Enforcement all be by action against any parties or person violating, or
attempting to violate, any covenant The prevailing party in any action or suit pertaining to or
arising out of this declaration shal be entitled to recover, in addition to costs and disbursements
allowed by law, such sum as th Court may adjudge to be reasonable for the services of his
attorney. This enforcement pro ision shall be in addition to any other remedies available at law,
in equity or both.
Election of Remedies. All rights, remedies and privileges granted herein shall be
deemed to be cumulative . nd the exercise of any one or more shall neither be deemed to
constitute an election of emedies, nor shall it preclude the party exercising the same from
exercising such other add) ional rights, remedies or privileges.
(Public Hearing)
Declaration of Restrictions
Page 4
(Space reserved for Clerk)
Presumption of Compliance. Where construction has occurred on f'he Property or any
portion thereof, pursuant to a lawful permit issued by the City, and i spections made and
approval of occupancy given by the City, then such construction, inspec`` ion and approval shall
create a rebuttable presumption that the buildings or structures thus cor3fitructed comply with the
intent and spirit of this Declaration.
Severability. Invalidation of any one of these covenants /by judgment of Court, shall
not affect any of the other provisions which shall remain in fulforce and effect. However, if
any material portion is invalidated, the City shall be entitled to revoke any approval predicated
upon the invalidated portion
Recordation and Effective Date. This Declaration shall be filed of record in the
public records of Miami -Dade County, Florida at the cost of the Owner following the approval
of the Application. This Declaration shall become effective immediately upon recordation.
Notwithstanding the previous sentence, if any appeal is filed, and the disposition of such appeal
results in the denial of the Application, in its entirytry, then this Declaration shall be null and
void and of no further effect. Upon the dispositio y of an appeal that results in the denial of the
Application, in its entirety, and upon written regiest, the Director of the Planning and Zoning
Department or the executive officer of the su Oessor of said department, or in the absence of
such director or executive officer by his/her a4sistant in charge of the office in his/her absence,
shall forthwith execute a written instrumint, in recordable form, acknowledging that this
Declaration is null and void and of no furth 'r effect.
Acceptance of Declaration. The Owner acknowledges that acceptance of this
Declaration does not obligate the Ci y in any manner, nor does it entitle the Owner to a
favorable recommendation or approv I of any application, zoning or otherwise, and the City
Commission retains its full power d authority to deny each such application in whole or in
part and decline to accept any cony yance.
Owner. The term Owner shall include all heirs, assigns, and successors in interest.
[Execution Pages Follow]
(Public Hearing)