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Exhibit Development Agreement SUB
This Instrument Was Prepared By, Record and Return To: Iris Escarra Carlos R. Lago Greenberg Traurig, P.A. 333 S.E. 2nd Avenue Suite 4400 Miami, Florida 33131 (Reserved) DEVELOPMENT AGREEMENT BETWEEN THE CITY OF MIAMI, FLORIDA AND MANNIGAN HOLDINGS, LLC, MEGAN HOLDINGS, LLC, MELANIE HOLDINGS, LLC, MILANA HOLDINGS, LLC, MILLIE REALTY, LLC, MALKA REALTY, LLC, MIZRACHI HOLDINGS, LLC, WYNWOOD HOLDINGS, LLC, 2294 NW 2ND AVENUE REALTY, LLC, MALUX REALTY, LLC, AND MAPTON HOLDINGS, LLC, REGARDING APPROVAL OF THE MANA WYNWOOD SPECIAL AREA PLAN AND RELATED DEVELOPMENT This is a Development Agreement ("Agreement") made this day of 2018 by and between Mannigan Holdings, LLC, a Delaware limited liability company, Megan Holdings, LLC, a Delaware limited liability company, Melanie Holdings, LLC, a Delaware limited liability company, Milana Holdings, LLC, a Delaware limited liability company, Millie Realty, LLC, a Delaware limited liability company, Malka Realty, LLC, a Delaware limited liability company, Mizrachi Holdings, LLC, a Delaware limited liability company Wynwood Holdings, LLC, a Florida limited liability company, 2294 NW 2ND Avenue Realty, LLC, a Delaware limited liability company, Malux Realty, LLC, a Delaware limited liability company, Mapton Holdings, LLC, a Delaware limited liability company (collectively the "Developer"), 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"). WHEREAS, the Developer is the fee simple owner of approximately 23.483 acres +/- of land located in the Wynwood neighborhood of the City of Miami; and WHEREAS, the properties are generally bounded by NW 22nd Street on the south, specific parcels fronting NW 24th Street on the north, NW 2nd Avenue on the east, and NW 6th Avenue on the west, within the jurisdictional boundaries of the City (collectively the "Property"); a map and legal descriptions of which are attached as Exhibit "A"; and 1 WHEREAS, the Property is currently underutilized and consists mostly of vacant and underdeveloped lots; and WHEREAS, the Property is located in an Empowerment Zone for which the City envisions redevelopment through strong partnerships to encourage economic revitalization and sustainable community development; and WHEREAS, during recent years Wynwood has undergone an urban transformation that has revitalized the neighborhood into a world-renowned hub for the visual, performance and culinary arts, as well as the technology and fashion industries; and WHEREAS, the revitalization of Wynwood is consistent with the City's vision to foster a vibrant artistic and entrepreneurial community that will attract residents, visitors and businesses alike; and WHEREAS, the Developer wishes to contribute to the revitalization of Wynwood and surrounding areas by redeveloping the Property into a pedestrian -oriented project with an eclectic mix of uses that integrates future mass transit options and makes Wynwood a premier center for art, entertainment, culture, technology and other creative enterprises; and WHEREAS, the current status of the Property is inconsistent with the City's vision for Wynwood and wishes to encourage development of the Property; and WHEREAS, Wynwood is identified as an area of need by the City's Parks and Open Space Master Plan; and WHEREAS, the Developer wishes to contribute to Wynwood by providing approximately 3.86 acres of Open Space at the Property including the development of a centralized programmed public Open Space; and WHEREAS, the Property is currently designated General Commercial on the City's Future Land Use Map, according to the Miami Comprehensive Neighborhood Plan ("Comprehensive Plan"); and WHEREAS, the Property is currently zoned D1 Work Place ("D1") and T5-O Urban Center Zone ("T5-O") with a Neighborhood Revitalization District NRD-1 Overlay, according to the Miami 21 Zoning Code ("Miami 21"); and WHEREAS, the City and the Developer seek to rezone the Property from D 1 and T5- 0 to Mana Wynwood Special Area Plan with a Neighborhood Revitalization District NRD-1 Overlay, having T5-O, T6-8a-O, T6-8b-O and T6-12-0, as described in the Mana Wynwood Concept Book (the "Concept Book") attached hereto and incorporated herein as Exhibit "B," in order to facilitate redevelopment within the area and to effectuate the Parties' goals and vision for Wynwood; and WHEREAS, Miami 21 outlines a process that 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 , 2 building and streetscape design, this master planning process is known as a "Special Area Plan" ("SAP"), pursuant to Section 3.9 of Miami 21; and WHEREAS, on July 17, 2015, the Developer filed an application with the City for approval of a SAP in order to develop the Property as a mixed -use development consisting of various uses, including but not limited to residential, lodging, commercial (including art galleries, retail, entertainment, and restaurant), educational, exhibition, convention, civic, and office uses (including showroom space, media and technology production), along with other related amenities, as may be amended (the "Project"); and WHEREAS, the City and the Developer desire for development of the Mana Wynwood SAP to proceed in a manner that is consistent with the Comprehensive Plan, Miami 21, and the City Charter; and WHEREAS, as a condition to the approval of the Mana Wynwood SAP, the Developer and City must enter into a Development Agreement pursuant to Section 3.9.1(1) of Miami 21; and WHEREAS, Chapter 163, Sections 163.3220-163.3243, Florida Statutes (2018), "The Florida Local Government Development Agreement Act," as amended from time to time, authorizes and provides for local governments to enter into development agreements with any person or entity having a legal or equitable interest in real property located within its jurisdiction; and WHEREAS, assurance to a developer that it may proceed in accordance with existing laws and policies, subject to the conditions of a development agreement, strengthens the public planning process, encourages sound capital improvement planning and financing, assists in assuring there are adequate capital facilities for the development, encourages private participation in comprehensive planning, and reduces the economic costs of development; and WHEREAS, the City Commission pursuant to Ordinance No. 16-13632, adopted on September 8, 2016, has authorized the City Manager to execute this Agreement upon the terms and conditions set forth below, and the Developer has been duly authorized to execute this Agreement upon the terms and conditions set forth below. NOW THEREFORE, in consideration of the mutual covenants and agreements hereinafter contained, the Parties mutually agree and bind themselves as set forth herein: 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. 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; 3 (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. 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. "Affordable Housing" means housing available to individuals and/or families which meet the qualifications as established by the City of Miami's Department of Community and Economic Development. "CBE-A/E" has the meaning ascribed in Section 11(d)(ii) of this Agreement and Section 10-33.02 of the Miami -Dade County Code of Ordinances, as amended. "City" means the City of Miami, a municipal corporation and a political subdivision of the State of Florida, and all departments, agencies and instrumentalities subject to the jurisdiction thereof. "City Charter" means the municipal Charter of the City of Miami. "City Code" or "Code" means the City of Miami Code of Ordinances. "City Manager" means the City Manager or his or her designee. "Comprehensive Plan" means the comprehensive plan known as the Miami Comprehensive Neighborhood Plan, adopted by the City pursuant to Chapter 163, Florida Statutes (2018), meeting the requirements of Section 163.3177, Florida Statutes (2018), Section 163.3178, Florida Statutes (2018) and Section 163.3221(2), Florida Statutes (2018), which are in effect as of the Effective Date. 4 "Contractors" means the general contractor and all subcontractors engaged to complete the Project. "County" means Miami -Dade County, a political subdivision of the State of Florida. "Consumer Price Index" or "CPI" means the Consumer Price Index for All Urban Consumers (all items index), United States, as published by the United States Bureau of Labor Statistics of the U.S. Department of Labor, (CPI-U) (Base: 1982-84 = 100), or any most recently published successor index thereto, before seasonal adjustments. If the CPI is converted to a different standard reference base or otherwise revised, then the determination of adjustments provided for herein shall be made with the use of such conversion factor, formula or table for converting the CPI Index as may be published by the Bureau of Labor Statistics or, if said Bureau shall not publish the same, then with the use of such conversion factor, formula or table as may be published by Prentice -Hall, Inc., or any other nationally recognized publisher of similar statistical information. If the CPI Index ceases to be published, and there is no successor thereto, then such other index as Developer and the City agree upon in writing shall be substituted for the CPI Index. "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 (2018). "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. "Encroachment" includes any area over which the Developer shall have an encroachment or any area which are public right-of-ways or the Public Open Spaces including, without limitation, air rights over or under a designated right-of-way and Public Open Spaces. The Developer shall in such instance separate and apart from this Agreement be required to comply with the Miami -Dade County Public Works Manual and obtain such approvals , permits and enter into such other agreements as required by the City Code and other applicable laws and regulations. "Effective Date" means the date of recordation of the executed, original version of this Agreement. "Existing Zoning" is (a) Miami 21 Code, May 2015, specifically including the Mana Wynwood SAP Regulating Plan (the "Regulating Plan"), attached hereto and incorporated herein as Exhibit "C," and Concept Book, and related modifications to the Transect designations of properties within the SAP Area; and (b) the provisions of the City Charter and Code which regulate development, as amended through the Effective Date. 5 "Fire Rescue Impact Fee" shall mean the applicable fire impact fee imposed by and calculated by the City of Miami for the Project under Section 13-10 of the City of Miami Code of Ordinances. "Fire Station Improvements" means the construction of the Mana Wynwood Fire Station consisting of approximately 11,000 square feet of gross building area for a Fire -Rescue facility to be developed by Developer for the exclusive use of the City of Miami Fire Department. "Impact Fees" means a fee imposed by any local government or agency based upon the new development's proportionate share of the average cost of new development including impact fees imposed by Miami -Dade County, the City of Miami and the Miami -Dade County Public School System, as applicable. "Impact Fee Credit" means the credit applied by the City to satisfy the applicable pro -rated portions of the following: (1) Fire Rescue Impact Fees for the Project, as set forth in Section 13-10 of the City Code; (2) Impact Fees generated by the development of the Fire Station Improvements on the Property, as set forth in Sections 13-9 thru 13- 12 of the City Code; and (3) Park Impact Fees for the Project, as set forth in Section 13-12 of the City Code. "Improvement" means any building or other improvement with a total cost of construction exceeding ten million dollars ($10,000,000) developed on the Property subsequent to 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. "Land Development Regulations" shall be as defined in Section 62-11 of the City Code of Ordinances and includes, without limitation, the City's Comprehensive Plan, Subdivision regulations, referenced City Code Sections, and Miami 21. "Miami 21" means City Ordinance 13114 as amended, through the Effective Date. "Laws" means all ordinances, resolutions, regulations, comprehensive plans, land development regulations, and rules adopted by a local government affecting the development of land. "Park Impact Fee" means the applicable parks and recreation impact fee imposed by and calculated by the City of Miami for the Project under Section 13-12 of the City of Miami Code of Ordinances. "Planning and Zoning Director" means the Director of the City's Planning and Zoning Department or his or her designee. "Property Interest" means any interest or rights in real property or appurtenances of the Property, including but not limited to, fee simple, leasehold, master covenants, condominium, transferable development rights, air rights, easements, and licenses, 6 however acquired, including any interests or rights in real property acquired through ground lease(s) in an arm's length conveyance, foreclosure, deed in lieu of foreclosure, or any other realization on a security interest in real property. "Public Facilities" means major capital improvements, including, but not limited to, transportation, sanitary sewer, solid waste, drainage, potable water, educational, parks and recreational, streets, parking and health systems and facilities. "Public Open Spaces" collectively means those certain areas assigned by Developer within the SAP Area for Open Space, centralized public Open Space and Civic Space Type purposes and consisting of a minimum of approximately one hundred sixty eight thousand two hundred eighty seven (168,287) square feet of area. The Public Open Spaces shall generally be unimproved by permanent buildings, open to the sky and reserved for public use, as further provided and modified by this Agreement, the Concept Book and the Regulating Plan. "Redevelopment Area" means the area located within the boundaries of the Southeast Overtown / Park West Community Redevelopment Agency (the "CRA" or "SEOPW CRA"). "SAP Area" means the properties which comprise the Mana Wynwood SAP as depicted on the boundary map and legal descriptions attached as Exhibit "A." "SBE-Construction Services" has the meaning ascribed to such term in Section 11(d) (ii) of this Agreement and Section 10-33.02 of the County Code of Ordinances, as amended. "Special Area Plan" or "SAP" refers to the Mana Wynwood Special Area Plan, including the Regulating Plan and Concept Book. "Substantially Completed" means payment of deposit and/or full payment by Developer to Florida Power and Light or its authorized contractor for the Power Line Work described in Section 14 of this Agreement and/or commencement of the Power Line Work by Florida Power and Light or its authorized contractor. "Tenant Improvements" means the build -out of improvements by tenants of the Project. "Unskilled Laborer" means an employee performing construction work which does not require any special training or skills and which are specifically not defined in the County's 2016 Supplemental General Conditions, Wage & Benefits Schedule, Construction Type: Building. "Workforce Housing" means housing available to individuals and/or families which meet the qualifications as established by the City of Miami's Department of Community and Economic Development. 7 "Wynwood Public Benefits Trust Fund" shall be as defined in Section 62-644 of the City Code. "Zone, East" or "East Zone" means those lots and/or properties encompassed within the SAP Area and generally located east of NW 5th Avenue, as depicted and described in the Concept Book. "Zone, West" or "West Zone" means those lots and/or properties encompassed within the SAP Area and generally located west of NW 5th Avenue, as depicted and described in the Concept Book. 4. Purpose. The purpose of this Agreement is for the City to authorize the Developer to redevelop the Property pursuant to the Mana Wynwood SAP. This Agreement will establish, as of the Effective Date, the land development regulations that 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. 5. Intent. The Developer and the City intend for this Agreement to be construed and implemented so as to effectuate the purpose of the Regulating Plan and Concept Boolc, this Development Agreement, the Comprehensive Plan, Miami 21, the City Charter, the City Code, and the Florida Local Government Development Agreement Act, Sections 163.3220-163.3243, Florida Statutes (2018). 6. Legal Description of Land, Names of Legal Owners, Applicability. This Agreement only applies to the SAP Area, as identified and legally described in Exhibit "A." The Property's legal and equitable owners are listed along with the legal descriptions in Exhibit "A." 7. Term of Agreement, Effective Date and Binding Effect. This Agreement shall have a term of thirty (30) years from the Effective Date and shall be recorded in the public records of Miami -Dade County and filed with the City Clerk. The term of this Agreement may be extended by mutual consent of the Parties subject to public hearing(s), pursuant to Section 163.3225, Florida Statutes (2018). This Agreement shall become effective on the Effective Date and shall constitute a covenant running with the land that shall be binding upon, and inure to, the benefit of the Parties, their successors, assigns, heirs, legal representatives, and personal representatives. 8. Zoning Permitted Development Uses, Building Densities and Intensities. (a) Mana Wynwood SAP Designation. The City has designated the Property as "Mana Wynwood SAP" on the official Zoning Atlas of the City, pursuant to the applicable procedures in Miami 21. The Regulating Plan and Concept Book provide for any deviations from the underlying regulations of Miami 21. In approving the Mana Wynwood SAP, the City has determined that the uses, intensities and densities of development permitted thereunder are consistent with the Comprehensive Plan and the Existing Zoning. 8 (b) Density, Intensity, Uses and Building Heights. i. As of the Effective Date and pursuant to the Mana Wynwood SAP, the density and intensity proposed for the SAP are permitted by the Existing Zoning and are consistent with the Comprehensive Plan. ii. As of the Effective Date and pursuant to the Mana Wynwood SAP, the Uses proposed for the SAP are permitted by the Existing Zoning and are consistent with the Comprehensive Plan. iii. As of the Effective Date and pursuant to the Mana Wynwood SAP, the Heights proposed for the SAP are permitted by the Existing Zoning and are consistent with Miami 21 and the densities are consistent with the presently adopted Comprehensive Plan. iv. Nothing herein shall prohibit the Developer from requesting a change of zoning, pursuant to Article 7 of Miami 21, to increase the density or intensity of development permitted by the Existing Zoning, by amendment of the Mana Wynwood SAP and this Agreement. 9. Prohibition on Downzoning. (a) The Comprehensive Plan, this Agreement, and the Mana Wynwood SAP shall govern development of the SAP Area for the duration of the Agreement. The City's Laws and policies adopted after the Effective Date may be applied to the SAP Area only if the determinations required by Section 163.3233(2), Florida Statutes (2018) have been made after thirty (30) days written notice to the Developer and after a public hearing or as otherwise provided herein. (b) Pursuant to Section 163.3245(3), Florida Statutes (2018), this prohibition on downzoning supplements, rather than supplants, any rights that may vest to the Developer under Florida or Federal law. As a result, the Developer reserves the right to challenge, and the City reserves the right to enact, any subsequently adopted changes to land development regulations which are in conflict with this Agreement 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 (2018). 10. Future Development Review. Future development within the SAP Area shall proceed pursuant to the Regulating Plan and Concept Book attached hereto. The criteria to be used in determining whether future development shall be approved are: consistency with the Comprehensive Plan, Miami 21, this Agreement, and substantial compliance with the Mana Wynwood SAP, as applicable. 11. Anti -Poverty Initiatives. (a) Employment Coordination with Agencies. Generally, the Developer shall consult with local and/or state economic development entities regarding job 9 training and job placement services to City residents seeking employment opportunities with potential employers which will locate or establish businesses within the SAP Area. (b) Affordable / Workforce Housing. The Developer shall develop Affordable / Workforce Housing in accordance with all applicable laws and as follows: Developer shall dedicate a minimum of five percent (5%) of the total number of residential density units constructed within the SAP Area to Workforce Housing (the "Workforce Housing Requirement"). ii. Developer shall dedicate a minimum of five percent (5%) of the total number of residential density units constructed within the SAP Area to Affordable / Workforce Housing with artist preference as generally permitted under § 42 of the Internal Revenue Code, 26 U.S.0 § 42 (the "Artist Housing Requirement"). The Developer shall establish a set of guidelines in determining and applying the artist preference and selection process. iii. The Developer may satisfy the Workforce Housing Requirement and Artist Housing Requirement provided herein by development of such Affordable / Workforce Housing within the SAP Area and/or within a one thousand (1,000) foot radius of the SAP Area. (c) Contributions to the Southeast Overtown / Park West Community Redevelopment Agency (SEOPW CRA). Developer shall provide public benefits in the form of cash contributions, as required in Section 3.16 of the Regulating Plan, to a fund established by the SEOPW CRA to be allocated for the purposes of economic development initiatives including but not limited to affordable and workforce housing development. (d) Job Creation During Construction. With regard to sourcing candidates for employment opportunities resulting from construction of each Improvement on the Property comprising all or any portion of the Project (excluding the Tenant Improvements): Job Sourcing. The Developer shall require its Contractors to use best efforts to work with workforce development agencies and organizations to source job opportunities for both skilled and unskilled laborers seeking employment opportunities within the construction industry. ii. Small Business Enterprise Program for Architecture, Engineering, Landscape Architecture, Surveying and Mapping Professions ("CBE-A/E") and Small Business Enterprise Program for Construction Services ("SBE-Construction Services"). With respect to each Improvement (excluding Tenant Improvements) Developer shall -use—diligent, good faith efforts to achieve, as applicable, the following goals: 10 a) Award to firms certified by the County as CBE-A/E not less than seven and a half percent (7.5%) of the professional services agreements, calculated based upon the total dollar amounts paid to firms certified by the County as CBE-A/E and the total dollar amount paid under professional service agreements for soft costs, including, but not limited to, design, engineering, survey, inspection, job monitoring requirements, testing and legal (the "CBE-A/E Participation Requirement"); and b) Require Contractors to award to firms certified by the County as SBE-Construction Services firms not less than fifteen percent (15%) of the contractual agreements, calculated based upon the total dollar amounts paid to firms certified by the County as SBE-Construction Services firms and the total dollar amount paid for construction -related materials, supplies and fixtures (the "SBE-Construction Services Requirement"). The SBE- Construction Services Requirement shall also include contractual agreements for construction -related goods including construction materials, supplies and fixtures. Firms certified by the County as SBE-Goods and Services firms (such as, but not limited to firms providing security, testing, surveying, landscaping, trenching, etc.) may also qualify for satisfying the SBE-Construction Services Requirement. The City Manager, in his/her sole discretion, may qualify firms presented to him/her by the Developer that possess the requisite licensing, professional qualifications, and experience to perform services and/or sell goods in the CBE or SBE categories, but fail to meet one or more of the licensing requirements necessary to receive either a CBE or SBE designation from the County. iii. Local Workforce Participation. With respect to each Improvement (excluding Tenant Improvements) the Developer shall require its Contractors to utilize good faith, best efforts to employ a minimum of fifty percent (50%) on -site labor from persons residing within Miami - Dade County (the "Labor Participation Requirement"). With respect to each Improvement (excluding Tenant Improvements), Developer shall require its Contractors to utilize good faith, best efforts to maximize the labor performed by individuals based upon their place of residence; provided, however, the Labor Participation Requirement shall not be deemed or construed to require Contractors to hire employees who do not comply with OSHA requirements, drug testing requirements and insurance company requirements; however, laborers with minor or insignificant non-violent felony criminal records shall not be denied employment solely based upon their criminal record. 11 iv. Responsible Wage Rates. a) With respect to each Improvement (excluding Tenant Improvements and any work completed by Florida Power & Light and its Contractors) the Developer shall require its Contractors performing work in connection with such Improvement to pay minimum hourly wage rate, health benefits and pension benefits consistent with the County's Responsible Wage Ordinance, as codified in Section 2-11.16 of the County Code and the Supplemental General Conditions Wage & Benefits Schedule, Construction Type: Building (the "Responsible Wage"), as the same may be revised by the County annually, to Electrical Journeyman, Plumber Journeyman and Unskilled Laborers, as further provided below. i) Electrical Journeyman. For 2015, the Responsible Wage for Electrical Journeyman is $30.11 per hour for wage rate, $5.85 per hour for health benefit and $3.91 per hour for pension benefit. Contractors performing work in connection with any Improvements may employ the services of Electrical Apprentices subject to the staffing, pay, and other requirements set forth in Section 2-11.16 of the County Code. ii) Plumber Journeyman. For 2015, the Responsible Wage for Plumber Journeyman is $22.25 per hour for wage rate, $5.05 per hour for health benefit and $3.74 per hour for pension benefit. Contractors performing work in connection with any Improvements may employ the services of Plumber Apprentices subject to the staffing, pay, and other requirements set forth in Section 2-11.16 of the County Code. iii) Unskilled Laborer. For 2016, the Responsible Wage for Unskilled Laborer is $15.00 per hour for wage rate, $3.00 per hour for health benefit and $1.92 per hour for pension benefit. The Responsible Wage applied for Unskilled Laborers shall be that which is required for Laborers in the County's Supplemental General Conditions Wage & Benefits Schedule, Construction Type: Building. b) Each Contractor shall require the same Responsible Wage to be paid in all contracts and in all subcontracts for electrical, plumbing and unskilled labor services entered into by such Contractor, which will require subcontractor each Contractor 12 hires to stipulate and agree that they will pay the Responsible Wage. (e) Community Support, Job Training and Career Development Partnerships. The Developer anticipates that the Project will generate a significant number of employment opportunities in the following sectors: media and technology, hospitality, retail, trade, exhibition, education and the arts. The Developer shall use best efforts to work with local schools and local and/or state economic development entities to place qualified program graduates and participants in employment opportunities within the SAP Area following completion of the Project as provided herein. Fashion and Arts Program. The Developer shall create, operate, fund and provide annual financial support to a fashion and arts program approved by the SEOPW CRA (the "Program"). The Program shall be incorporated as a non-profit corporation under s. 501(c)(3) of the Internal Revenue Code or operated by a subcontractor incorporated under a 501(c)(3) for the purposes of: (i) training residents of the Redevelopment Area, Overtown and other targeted areas of the community for employment opportunities within the fashion and arts sectors; (ii) coordinate the delivery of training for future Developer employees, among others; and (iii) coordinating linkages between the Program and Developer for purposes of employing Program graduates. The Program shall provide training to prepare students: (i) for careers in the fashion and arts sectors including but not limited to fashion designers, artists, curators, conservators, archivists, museum and gallery support and management, graphic artists, researchers, etc., and/or, (ii) for employment opportunities including but not limited to the following areas: fine arts, photography, performing arts, graphic design, digital / multimedia, fashion / textiles, spatial design, 3D product design, organization / people management, etc.. Developer's obligation to create, operate and fund the Program shall commence upon the Effective Date of this Agreement. Developer further agrees that it shall afford graduates of the Program preference over non - Program graduates with respect to opportunities for interviews and hiring for future employment opportunities for positions which the Program provides training when related employment opportunities become available at the Project. With regard to the aforementioned hiring preference for Program graduates, such preference shall not apply where an equally qualified, non -Program graduate, that is a resident of the SEOPW CRA Redevelopment Area, Overtown, and/or City, is competing for the same employment opportunity as a Program graduate. 12. 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 13 Developer agree that the Developer will comply with the intent and requirements of Chapter 17 of the City Code, by performing tree replacement as follows. (a) Off -site replacement trees. Notwithstanding the requirements of Section 17- 6(e) of the City Code, where tree replacement within the SAP Area is not possible, the Developer may perform tree replacement on public property in the following order of priority: (i) within the SAP Area's Public Open Spaces; (ii) within a one (1) mile radius of the SAP Area; or (iii) within any City park subject to approval by the City. Particular emphasis shall be paid to tree replacement along NRD-1 corridors and thoroughfares as identified by the NRD-1 Street Masterplan. The Developer further agrees to work with the Wynwood Business Improvement District (BID) to identify locations for, and coordinate the placement of said replacement trees. The City further agrees to facilitate the permitting and planting of replacement trees on all publicly owned property within the SAP Area, within a one (1) mile radius of the SAP Area and within City parks. The Developer agrees to water, trim, root, prune, brace, or undertake any other necessary maintenance of the trees it plants, as may be required by the City's Public Works Department, for the term of this Agreement. The Developer further agrees to warrant each off -site replacement tree for one (1) year after the date of installation. The Developer shall be responsible for the adequate maintenance and care of such trees for the term of this Agreement. (b) SAP Area tree installation, maintenance and guarantee. For all trees placed within the SAP Area, the Developer shall install any needed irrigation and corresponding water meters to support the growth of trees located within the right-of-way. The Developer shall agree to water, trim, root, prune, brace, or undertake any other necessary maintenance as may be required for trees located within the SAP Area for the term of this Agreement. The Developer further agrees to warrant each SAP Area tree for one (1) year after completion of the installation. (c) Tree replacement chart. The tree replacement chart below, shall be used to determine whether the Developer has satisfied the tree replacement requirements for any particular parcel of land as set forth in Section 17-6(a) of the City Code. The chart below shall replace and supersede Chart 17.6.1.1 in the City Code. Tree Replacement Chart Total diameter of tree(s) to be removed (sum of inches at DBH) 2"-3" 4"- 6" 7"-12" 13"-18" 19"- 24" 14 Total inches of replacement DBH required (12' minimum tree height) 2" 4" 8" 12" 16" 25"- 30" 31"- 36" 37"- 42" 43"- 48" 49"- 60" 20" 24" 28" 32" 40" To determine whether the replacement requirements have been satisfied, calculate the total sum in inches of the diameter of the trees removed. The size of the replacement trees diameter at breast height (DBH) must equal the total inches of replacement DBH set forth in the above chart. Diameter measurement shall be rounded up to the nearest inch. If the sum of the diameter of trees to be removed exceeds a total of 60 inches, the additional inches shall be added cumulatively from the top of the chart, down to the bottom of the chart, to calculate the number of DBH for replacement trees. (d) Tree installation. The Developer shall install trees opportunistically within the public right-of-way, subject to approval by the City. 13. Street Closure and Vacation. A critical element to the success of the SAP Area's Public Open Space is increasing the pedestrian connectivity along the East Zone and West Zone. In accordance with Chapter 55 of the City Code, the Developer intends to seek the approval of the vacation and closure of various right-of-ways located in the SAP Area including those certain portions of right-of-way consisting of NW 22nd Lane in the East Zone and NW 23rd Street in the West Zone. 14. Public Benefit Contributions. (a) Public Open Spaces. As consideration for certain modifications to standards set forth in the City's land development regulations, the Developer hereby agrees to provide public open spaces in the SAP Area in the East and West Zones of the SAP Area of Open Space, centralized Open Space and Civic Space Type (collectively, the "Public Open Spaces"). Developer agrees to provide a minimum of approximately one hundred sixty eight thousand two hundred eighty seven (168,287) square feet of area of Public Open Spaces in the East and West Zones of the SAP Area in substantial accordance with this Agreement, the Regulating Plan and Concept Book. The Public Open Spaces shall contain the following: a) Centralized Open Space / Mana Commons. Developer shall design and program a centralized public Open Space consisting of a minimum of approximately one hundred ten thousand (110,000) square feet of area in the East and West Zones of the SAP Area (the "Centralized Open Space") (also referred to as the "Mana Commons"), substantially in accordance with this Agreement, the Regulating Plan and Concept Book. 15 b) Open Space. Developer shall assign a minimum of approximately fifty eight thousand two hundred eighty seven (58,287) square feet of area as Open Space in the East and West Zones of the SAP Area, (the "Open Space") substantially in accordance with this Agreement, the Regulating Plan and Concept Book. c) Civic Space Type. The Developer assigns a minimum of approximately fifty one thousand one hundred forty six (51,146) square feet of area in the East and West Zones of the SAP Area (which may be located within the Centralized Open Space) to Civic Space Types (the "Civic Space"), substantially in accordance with this Agreement, the Regulating Plan and Concept Book. The Developer may be allowed to temporarily restrict access to a portion of the Civic Space for temporary and special events. However, at all times a minimum of five percent (5%) of the total area of the SAP Area, including the Public Open Spaces shall be open and accessible to the public. ii. The general location and dimensions of the Public Open Spaces shall be substantially in accordance with this Agreement, the Regulating Plan and Concept Book, or, as otherwise mutually agreed by the Developer and the City. iii. The Developer shall not be required to dedicate or reserve any land within the Property. iv. The Developer will retain ownership of the Public Open Spaces but shall allow public access to the Public Open Spaces as provided in this Agreement. v. From time to time, the Developer may sponsor or similarly partner with organizations to hold temporary and special events in the SAP Area, including in and around the Public Open Spaces pursuant to the terms and requirements of this Agreement, the Regulating Plan and the applicable provisions of the Code and applicable permitting and regulatory requirements. vi. The Developer shall maintain and operate the Public Open Spaces, including pursuant to any applicable maintenance standards as mutually agreed by the City and Developer. vii. The Developer shall provide the Public Open Spaces in phases or portions of phases in substantial accordance with the Mana Wynwood SAP phasing schedule provided in the Concept Book. viii. Construction of Encroachments within the Public Open Spaces. The Developer may be permitted to complete Encroachments and to 16 construct below -grade improvements below the Public Open Spaces, including but not limited to public parking facilities pursuant to Section 55-14(b) of the City Code and in accordance with applicable laws. ix. Public Open Space Improvements. The Developer shall make certain public improvements to the Centralized Open Space and Civic Space, including but not limited to: paving, hardscaping, landscaping, utilities and infrastructure improvements, public art, lighting and seating ("Public Open Space Improvements"). The final design of the Public Open Space Improvements shall be reviewed by the Wynwood Design Review Committee (WDRC) and approved by the Planning and Zoning Director prior to issuance of a building permit for such improvements. a) Temporary Open Space Improvements. Temporary improvements to the Centralized Open Space will be provided in Phases 2 and 3 in the East Zone of the SAP Area. Such temporary improvements are described in the SAP Public Improvements Phasing Schedule, attached hereto as Exhibit "D," and include but are not limited to: painted finish surfaces with artistic patterns, planting features and pop-up artistic type seating areas as also depicted in the Concept Book. The design of these Temporary Open Space Improvements shall be reviewed and approved by the Planning and Zoning Director. b) Phasing of Public Open Space Improvements. The Developer shall complete improvements and enhancements to the Centralized Open Space and Civic Space in substantial accordance with the SAP Public Improvements Phasing Schedule attached hereto as Exhibit "D." The Public Open Space Improvements shall be completed in phases or portions of phases in substantial accordance with the SAP Public Improvements Phasing Schedule. The proportionate share of the construction of the Public Open Space Improvements shall be calculated prior to the issuance of each vertical building permit for each phase or portion of phase of the Project. The design of all Public Open Space Improvements, including temporary improvements, shall be reviewed by the WDRC and approved by the Planning and Zoning Director prior to the commencement of Parcel 2 in the East Zone. c) Final Public Open Space Improvements. i) East Zone. One hundred percent (100%) of the Public Open Space Improvements in the East Zone shall be completed and finalized at the earlier of either the completion of Parcel 3 in the East Zone or ten (10) years from the Effective Date. 17 ii) West Zone. One hundred percent (100%) of the Public Open Space Improvements in the West Zone shall be completed and finalized at the earlier of either the completion of Parcel 2 in the West Zone or ten (10) years from the Effective Date. (b) Florida Power and Light ("FPL") Utility Improvements. The Project proposes the burial, removal and relocation of existing FPL power transformer lines, within the SAP Area and outside the SAP Area within the NRD-1 boundaries, at the Developer's expense (which may be financed through a community development district or other financing mechanism). The Developer desires to bury the power lines and remove unnecessary lines within the SAP Area and outside of the SAP Area within the NRD-1 boundaries. Completion of the Power Line Work shall be contingent upon the Developer receiving the necessary consents and legal approvals (including easements, covenants, and other legal instruments) by the applicable property owners and approvals from FPL, the City and any other governmental or regulatory agencies. The proposed plan for the relocation of such power lines is attached hereto as Exhibit "E" (the "Power Line Work"). In the event that the Power Line Work is not Substantially Completed within five (5) years from the Effective Date, the Developer agrees to promptly tender a direct public benefits contribution payment to the Wynwood Public Benefits Trust Fund in the amount of $7,200,000 (seven million two hundred thousand dollars) pursuant to Section 3.14.6 of the Regulating Plan. (c) Street Right -of -Way and Landscape Improvements. The Developer shall landscape and construct improvements to certain right-of-ways immediately fronting properties within the SAP Area (NW 5th Ave, NW 6th Ave, NW 2nd Ave, NW 24th Street, NW 22nd Street, NW 23rd Street) and certain portions of the right-of-way fronting non -SAP properties (NW 24th Street), in phases or portion of phases in substantial accordance with the SAP Streetscape Plan of the Concept Book and the SAP Public Improvements Phasing Schedule attached hereto as Exhibit "D." Such improvements shall include but not be limited to: sidewalks designed to accommodate increased pedestrian activity; bicycle routes; landscaping, paving and hardscape improvements; right of way improvements; art; utilities, telecommunications, and infrastructure improvements; thoroughfares; and streetscape. In order to further foster a uniform aesthetic between the SAP Area and surrounding areas, the Developer agrees to coordinate landscaping and right-of-way design and improvements with the Department of Public Works, Wynwood BID and NRD-1 Streetscape Design, including Shared Streets as identified in the Concept Book. The proposed right-of-way improvements described herein shall be reviewed and be subject to approval by the City's Planning Department and Zoning Department, and Public Works Department. 18 (d) Parks Impact Fee Credit Agreement. The Parties agree that in consideration of the Developer's contribution of the Public Open Spaces and construction of the Public Open Space Improvements, the City may grant the Developer credit against the impact fees due for the Mana Wynwood SAP as provided below: Parks Impact Fee Credit. The City finds that the Developer's contribution of the Public Open Spaces and related improvements provide more land, Open Space, enhancements, landscape and hardscape features than necessary to accommodate the demand for park and recreation facilities generated by the residential component of the Mana Wynwood SAP. Accordingly, the City shall review Developer's impact fee petition and may grant the Developer credit in the ascertainable amount of the Developer's contribution against the Parks Impact Fees otherwise due for the overall development of the SAP Area, as provided in Section 13-12 of the City Code. (e) Mana Wynwood Fire Station hnprovements. As consideration for certain modifications to standards set forth in the City's land development regulations, the Developer hereby agrees to construct a new fire station, within the SAP Area or off -site within two thousand (2,000) feet of the SAP Area, for the exclusive use and benefit of the City and its residents and to lease the fire station to the City, subject to substantial accordance with the terms and conditions set forth in this Agreement (the "Mana Wynwood Fire Station Improvements"). The Mana Wynwood Fire Station hnprovements shall be completed prior to the construction of four million five hundred thousand (4,500,000) square feet of new Floor Area or FLR within the SAP Area. The City Manager is hereby authorized to administratively negotiate and execute agreements with the Developer for the location, design, construction, and long term lease of the Mana Wynwood Fire Station pursuant to the terms provided herein and in substantial accordance with the following: Fire Station Improvement Development Parameters. The Developer's construction of the Mana Wynwood Fire Station shall be limited to the structure containing the Mana Wynwood Fire Station, assigned ,reserved and dedicated parking spaces consisting of not less than 16 parking spaces for such facility, and reasonable utilities and telecommunications. Construction of the Mana Wynwood Fire Station shall not include any other property, amenities or equipment not mentioned or implied in this Agreement; provided, however, that incidental and supplemental amenities or equipment may be included if mutually agreed upon by the City and Developer. Construction of the Mana Wynwood Fire Station shall meet the following minimum requirements, as permitted by the City: a) Intensity. The building Floor Area for the Mana Wynwood Fire Station shall not exceed eleven thousand (11,000) gross square feet (inclusive of mechanical and common areas). 19 b) Parking. A total of sixteen (16) assigned or dedicated on -site parking spaces shall be provided for the use of the Mana Wynwood Fire Station. c) Utilities. The Developer shall provide reasonable utilities including water lines, sewer lines, electric service, telephone service, and telecommunication and information technology lines in a sufficient operational state required to support the Mana Wynwood Fire Station. d) The Fire Station and the sixteen (16) reserved and assigned parking spaces will be leased to the City in a Lease Agreement in a form acceptable to the City Manager, the Planning and Zoning Director, and the Director of Real Estate and Asset Management ("Dream"), and the City Attorney as to legal form, for a term of not less than ninety nine (99) years at a rent of no more than ten (10) dollars a year. The City will not be assessed any taxes, assessments, charges, dues, fees, levies, impositions or similar costs for its use of this property as a Fire Station which it is agreed serves a valid municipal public purpose. (f) Public Benefits Contributions. The development of the Project will utilize the City's Public Benefits Program for the purposes of obtaining bonus Height, as permitted under Section 3.14 of the Regulating Plan, through the contribution of certain public benefits including but not limited to: Contribution to the Wynwood Public Benefits Trust Fund, as required by Section 3.14.6 of the Regulating Plan. A minimum of thirty-five percent (35%) of cash contributions by Developer to the Wynwood Public Benefits Trust Fund to be allocated towards affordable/workforce housing pursuant to Section 62-645(d) of the City Code shall be satisfied or allocated to development of Affordable/Workforce Housing by Developer within the SAP Area or within a one thousand (1,000) foot radius of the SAP Area. ii. The completion of certain improvements and enhancements as follows: Public Open Space Improvements, the Mana Wynwood Fire Station Improvements, FPL Utility Improvements and Street Right of Way and Landscape Improvements, as described herein (collectively, the "SAP Public Improvements"). The Planning and Zoning Director has the authority to replace, allocate, shift and modify the Developer's Public Benefits contributions and SAP Public Improvements Phasing Schedule, including the approval of additional contributions. Following ten (10) years from the Effective Date, in the event the Project and/or approved Public Benefit contributions have not been completed, the Planning and Zoning Director shall have the authority to 20 abandon the Mana Wynwood SAP Public Benefits Program and require the Developer to tender direct Public Benefit contribution payments to the Wynwood Public Benefits Trust Fund for the provided benefit Height. The fee per square foot of Benefit Height is thirteen dollars and sixty six cents ($13.66). The Wynwood Public Benefits contribution fee per square foot shall be increased, and compounded annually, pursuant to the Consumer Price Index ("CPI") to a maximum of three percent (3%) per year. 15. Mana Wynwood Fire Station. (a) Development Entitlements. The City, as applicant, shall apply for and diligently pursue any and all zoning, land use and/or other approvals and entitlements with the City, County and other governmental agency required to permit the development and use of the Mana Wynwood Fire Station. The City shall take any other reasonably necessary administrative action as required to permit the Community Support Facility use for the development of the Mana Wynwood Fire Station, including but not limited to, land use amendments, Waiver, Warrant, Exception or Variance ("Fire Station Approvals"). All Fire Station Approvals are subject to the processes required by state and local laws, and may require public hearings, and nothing in this Agreement shall be construed as a waiver or abridgement of the City's governmental or police powers with regard to the Fire Station Approvals. (b) Mana Wynwood Fire Station Lease. The Developer will retain ownership of the Mana Wynwood Fire Station but shall grant the City an exclusive leasehold interest ("Lease Agreement") for the use and occupation of the Mana Wynwood Fire Station. The Developer and the City shall enter into a Lease Agreement to assign their respective responsibilities and obligations for the use and occupation of the Mana Wynwood Fire Station. The City Manager and the Developer shall execute a Lease Agreement in substantial accordance with the following terms: i. Rate. The Lease Agreement shall set an annual rate of ten dollars ($10.00) payable to the Developer by the City on a predetermined date. ii. Occupancy. The City will be permitted to take possession of the Mana Wynwood Fire Station upon issuance of a Temporary Certificate of Occupancy by the City and pursuant to the execution of the Lease Agreement. iii. Term. The Lease Agreement shall expressly be for an initial term of one hundred (100) years with two subsequent automatic extensions for a period of ninety-nine (99) years each. iv. Nuisance. The Lease Agreement shall expressly prohibit the use of sirens by incoming and outgoing Fire Department service vehicles in 21 order to avoid disturbance and nuisance to visitors, tenants, residents and neighbors. v. Parking. The Lease Agreement shall dedicate or assign sixteen (16) parking spaces for the exclusive use of the Mana Wynwood Fire Station. vi. Condominium or Other Forms of Ownership. The Lease Agreement shall expressly reserve the Developer's right to convert the SAP Area, or parts thereof, including the Mana Wynwood Fire Station, to a condominium or other collective form of ownership subject to a master covenant at any time. The City hereby expressly agrees and grants its' prospective consent to permit the conversion of the SAP Area, including the Mana Wynwood Fire Station, to a condominium or other collective form of ownership subject to a master covenant. In the event that a portion of the SAP Area or Mana Wynwood Fire Station is to be converted to a condominium or other collective form of ownership, the Developer shall convey and the City shall accept the Mana Wynwood Fire Station in fee simple to the City in exchange for consideration of a one-time payment of ten dollars ($10.00) by the City. vii. Utilities and Ongoing Expenses. The City shall be responsible for the payment of all utilities (including but not limited to electricity, water and sewer services) whether private or public, and operational expenses (including but not limited to maintenance costs) directly serving and solely attributable to the use of the Mana Wynwood Fire Station. Separate meters shall be installed by the Developer for electrical and water utilities for the Mana Wynwood Fire Station, at Developer's sole cost and expense. The City shall provide and have collected its own dumpster for solid waste removal. viii. Impact Fees. The Developer shall not be required to pay any Fire Impact Fees to the City for the areas solely dedicated to the Mana Wynwood Fire Station. ix. Taxes. The City's use of the Mana Wynwood Fire Station is solely for the specific, exclusive municipal public purpose and essential public service of providing a Fire -Rescue Station for the Wynwood area and is not subject to ad -valorem taxation. In the event the County assesses ad -valorem taxes against the Mana Wynwood Fire Station, the Developer will cooperate with the City to ensure that no taxes are assessed against the Mana Wynwood Fire Station and shall take appropriate action to ensure that the Mana Wynwood Fire Station remains tax exempt, including the prompt conveyance by warranty deed of the Mana Wynwood Fire Station to the City. Notwithstanding anything provided in this Agreement, in no event shall the Developer and its' successors, transfer and/or assigns be responsible for payment 22 of any taxes assessed solely for the Mana Wynwood Fire Station only, once the City has taken possession of the Fire Station. x. The Fire Station and the 16 reserved and assigned parking spaces will be leased to the City in a Lease Agreement in a form acceptable to the City Manager, the Planning and Zoning Director, and the Director of Real Estate and Asset Management ("DREAM"), and the City Attorney as to legal form. xi. The Developer shall timely construct, at its own cost, and complete the Fire Station substantially in accordance with plans approved by the City Manager, Planning and Zoning Director and Fire Chief , which will be on file with the City and deemed as being incorporated by reference herein. The Developer will undertake the construction in accordance with all Florida Building Code, City Code, Miami21 requirements, and in compliance with all applicable permitting and regulatory requirements (c) Fire Impact Fee Credit Agreement. The Parties agree that in consideration of the Developer's construction and lease of the Mana Wynwood Fire Station, the City will grant the Developer credit against the impact fees due for the Mana Wynwood SAP as provided below: Fire Impact Fee Credit. The City finds that the Mana Wynwood Fire Station adds sufficient capacity to the City's fire and rescue system to accommodate the demand generated by development of the SAP Area. Accordingly, the City shall review Developer's impact fee petition and may grant the Developer credit in the amount of the Developer's ascertainable contribution against the Fire Impact Fee otherwise due for the overall development of the SAP Area including any residential, commercial, or other component of the Mana Wynwood SAP, as provided in Section 13-10 of the City Code. (d) Public Benefit. The Parties agree that in the event that the City does not obtain the rights to permit the development of the Fire Station, the Parties will negotiate a substitute, comparable public benefit to serve in lieu of the Fire Station. Any amendment to this Agreement must be done in accordance with the procedures set forth in Florida Statutes and City laws and regulations. The City does not waive its police power, and nothing in this paragraph shall be construed to waive or abrogate the City's police power with regard to the review and approval or disapproval of this Agreement or an amendment to this Agreement. 16. Valet Parking. The Developer intends to establish a uniform valet system to service the SAP Area generally. In accordance with Sections 35-305 and 35-306 of the City Code, as amended, the maximum allowed valet permits may be issued for the 23 operation of a valet parking area on the same side of the block where the permit applicant is the operator of the uniform valet system. 17. Parking Management Program. Parking within the SAP Area shall be implemented through a parking management program. The parking management program shall track existing and anticipated parking through an interactive spreadsheet maintained by the Developer and reviewed by the Planning and Zoning Director before issuance of each vertical building permit for the Project (the "Parking Management Program"). Parking usage shall be debited from the total parking pool available within the SAP Area. Parking availability shall be added to the total parking pool available within the SAP Area. The Parking Management Program shall incorporate the parking plans attached hereto as Exhibit "F." The numbers and figures provided in the Parking Management Program may be revised and updated accordingly from time to time by the Planning and Zoning Director including at such times as certain interim parking is discontinued and permanent parking becomes available. (a) Interim Parking. For the purposes of accommodating the phased development of the Project, interim and temporary parking on conditionally, unimproved and partially improved lots by valet service may be permitted in order to satisfy required parking under Miami 21 and the Regulating Plan. Notwithstanding the requirements of Sections 62-543 and 62-544 of the Code, interim parking shall be permitted in the SAP Area without having to comply with permanent parking requirements on the proposed interim lots identified in the Parking Management Program. The Planning and Zoning Director shall approve the design of the interim parking lots prior to issuance of a building permit for improvements. In the event that valet service is no longer provided for interim parking in the SAP Area, the Developer shall comply with the applicable parking requirements. (b) Permanent Parking. The Developer shall construct permanent parking facilities to serve the SAP Area by the completion of Parcel 3 of the East Zone or prior thereto, in compliance with the parking requirements of the Regulating Plan ("Permanent Parking Facilities"). The Planning and Zoning Director shall assess the Parking Management Program every five (5) years for Permanent Parking availability. Permanent Parking Facilities may consist of centralized parking facilities and/or structured parking facilities as accessory and/or principal uses. 18. SAP Transportation Trust Fund Contribution. Any parking facilities surcharge collected for parking in public parking facilities located in the SAP Area pursuant to the City of Miami Parking Facilities Surcharge Ordinance, Chapter 35, Article X of the City's Code of Ordinances, shall be allocated to the City's Transportation Trust Fund, as established in Article VII of the City's Code of Ordinances (the "SAP Transportation Trust Fund Contribution"). All funds collected through the SAP Transportation Trust Fund Contribution shall be reserved in the City's Transportation Trust Fund in order to facilitate the creation, operation, and/or maintenance of mass transit and other transportation facilities within the Wynwood area, including, but not 24 limited to the City's trolley system and capital or acquisition costs associated with the creation of new public off-street parking facilities in the Wynwood area. These funds may be carried over to the succeeding fiscal year. Expenditures in connection with the SAP Transportation Trust Fund Contribution shall be made pursuant to Sections 35- 253 and 35-254(d) of the City's Code of Ordinances. 19. Alcoholic Beverage Sales. The Property is located within the Mana Wynwood SAP T5-O, T6-8a-O, T6-8b-O, and T6-12-0 Transect Zones, as depicted in Miami 21 and the Mana Wynwood SAP. (a) Retail Specialty Center Designation. Pursuant to Chapter 4 of the City Code, two (2) retail specialty centers are hereby designated for properties located within the SAP Area. The West Zone Retail Specialty Center shall consist of all properties located within the West Zone of the SAP Area. The East Zone Retail Specialty Center shall consist of all properties located within the East Zone of the SAP Area. The maximum number of establishments selling alcoholic beverages permitted within retail specialty centers in the SAP Area shall not exceed five (5) per individual retail specialty center, exclusive of any bona fide, licensed restaurants where the sale of alcoholic beverages is entirely incidental to and in conjunction with the principal sale of food (e.g. bona fide, licensed restaurants with a 2-COP, 2-COP SRX, 4-COP, 4-COP SRX, or equivalent license). Alcoholic Beverage Service Establishments are permitted within the SAP Area as provided in Article 4, Table 3 of the Regulating Plan. Notwithstanding the requirements of Sections 4-7 and 4-10 of the City Code, restrictions relating to the maximum number and location of alcoholic beverage establishments, including but not limited to, required distances from churches, residential districts, schools and other alcoholic beverage establishments, whether within or outside the SAP Area, shall not be applicable to establishments within the SAP Area. 20. Temporary Uses. Temporary uses within the SAP Area shall be governed by the laws and regulations of the City, including Chapter 62 of the City Code. Additionally, temporary food and beverage sales within temporary structures located in the T5-O properties fronting NW 2nd Avenue shall not be permitted without the consent and approval of the members of the Wynwood Business Improvement District Board, which shall not be unreasonably withheld or refused. 21. Phased Development. The Developer and the City agree that the Project may be developed by multiple parties in multiple phases over the life of the Project. (a) Phased Development of West Zone. A building permit for the development of a Building located in the West Zone exceeding twelve (12) Stories and up to sixteen (16) Stories in Height may not be issued until Developer has completed or obtained a building permit for the development of a minimum of twenty-five percent (25%) of the total permitted Base FLR in the East Zone. 25 ii. A building permit for the development of a Building located in the West Zone exceeding sixteen (16) Stories and up to twenty (20) Stories in Height may not be issued until Developer has completed or obtained a building permit for the development of a minimum of thirty percent (30%) of the total permitted Base FLR in the East Zone. iii. A building permit for the development of a Building located in the West Zone exceeding twenty (20) Stories and up to twenty-four (24) Stories in Height may not be issued until Developer has completed or obtained a building permit for the development of a minimum of thirty-five percent (35%) of the total permitted Base FLR in the East Zone. (b) Phased Development of East Zone. Residential development (excluding Lodging and Affordable/Workforce Housing) within the East Zone shall not exceed twenty-five percent (25%) of the total permitted residential density for the East Zone for a period of seven (7) years from the Effective Date of this Agreement. No other restrictions by virtue of this Agreement on residential development shall apply following the expiration of this time period. 22. Maintenance of Artwork. Developer covenants that it shall provide all maintenance necessary to preserve artwork provided on building's facades located in the SAP Area in good condition and in accordance with established procedures for the maintenance and conservation of artwork. Should any such building containing artwork be declared to be either a common area or a common property to be maintained by a condominium, master, or homeowner's association organized, existing, and recognized to be in good standing under applicable State of Florida laws (the "Governing Association"), such Governing Association shall be responsible, as successor to the Developer, for all of the maintenance obligations under this provision. 23. 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, without limitation, life safety codes to insure the safety of all SAP Area 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. 24. Formation of Community Development District. In the event the creation of a Community Development District ("CDD") is approved for the Project, the CDD may assume the Developer's responsibility under this Agreement without the City's approval ("Assumption"). Notice of the Assumption, including copies of the executed documents memorializing the Assumption, shall be provided to the City as detailed in this Agreement. 25. 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 process and approvals, the City shall make a good 26 faith effort to take all reasonable steps to cooperate with and facilitate all such approvals. Such approvals include, without limitation, the following approvals and permits and any successor or analogous approvals and permits: (a) Waiver(s), Warrant(s), Exception(s), Variances, or SAP Permits; (b) Subdivision plat and/or waiver of plat approvals; (c) Public Works approvals; (d) Street Vacations and Closures; (e) Covenant in Lieu of Unity of Title and/or Unity of Title and/or Declaration of Restrictions acceptance and the release of any existing unities, covenants or Declarations of Restrictions; (f) Water and Sanitary Sewage Agreement(s); (g) Paving and Drainage Plans and Permits; (h) Tree Removal Permits; (i) Demolition Permits; (j) Environmental Resource Permits; (k) Miami -Dade Transit approvals; (1) Federal Aviation Administration and Miami -Dade Aviation Department determination(s) and approval(s); (m) Right of Way Encroachment permits or licenses; (n) Miami Parking Authority approvals; (o) Temporary Use Permits and Temporary Event Permits; (p) Any other official action of the City or other government agency having the effect of permitting development within the SAP Area; (q) Building permits; (r) Certificates of use and/or occupancy; (s) Stormwater permits; and (t) Any other official action of the City, County, or any other government agency or instrumentality having the effect of permitting development of the SAP Area. 27 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 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 Existing Zoning, the Comprehensive Plan and the terms of this Agreement. 26. Necessity of Complying with Regulations Relative to Development Permits. The Developer and the City agree that the failure of this Agreement to address a particular permit, condition, fee, term, license, or restriction in effect on the Effective Date shall not relieve the Developer 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 (2018), if state or federal laws are enacted after the execution of this 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. 27. Consistency with Comprehensive Plan. The City finds that development of the SAP Area is in conformity with the Existing Zoning and is consistent with the Comprehensive Plan. As of the Effective Date, the Developer is conducting an extensive analysis of the Public Facilities available to serve the Project. 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 (2018). 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, except as modified by the terms of this Agreement including any waiver of impact fees expressly approved herein. 28. 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, 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 Existing Zoning, the Comprehensive Plan, this Agreement and applicable building codes. 28 29. Reservation of Development Rights. (a) For the term of this Agreement, the City hereby agrees that it shall permit the development of the Property in accordance with the Existing Zoning, the Comprehensive Plan and this Agreement. (b) Nothing herein shall prohibit an increase in the density or intensity of development permitted on the Property in a manner consistent with (1) the Existing Zoning and/or the Comprehensive Plan, (2) any zoning change subsequently requested or initiated by the Developer in accordance with applicable provisions of law or (3) 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 continued development of the Property in conformity with Existing Zoning and all prior and subsequent approved development permits or development orders granted by the City. 30. Miami Trolley. The Developer acknowledges that the City is currently planning to extend its trolley system further into Wynwood and that this expansion may traverse or abut the SAP Area. The Developer agrees to cooperate with the City so that any portion of the trolley route which runs through or is adjacent to the SAP Area can be accommodated within the dedicated public rights -of -way. The City agrees to evaluate whether at least one (1) trolley stop can be incorporated into the Project. 31. Annual Report and Review. (a) This Agreement shall be reviewed by the City annually on the anniversary of the Effective Date of this Agreement. The Developer, or its assign, shall submit an annual report to the City for review at least thirty (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 this Agreement. The City Manager shall review the annual report and accept it if it is found to be in compliance. (b) 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 Developer with a fifteen (15) day written notice and an opportunity to cure the non-compliance. The Developer shall have forty five (45) days after the expiration of the fifteen (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 two (2) duly noticed public hearings. The obligation to submit an annual report shall conclude upon the date on which the Agreement is terminated. 29 32. 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: City Manager City of Miami 3500 Pan American Drive Miami, Florida 33133 With copies to: City Attorney Miami Riverside Center 444 S.W. 2nd Ave., 9th Floor, Suite 945 Miami, Florida 33130 To the Developer: Mr. Moishe Mana Mannigan Holdings, LLC 215 Coles Street Jersey City, New Jersey 07310 With copies to: Greenberg Traurig, P.A. Iris Escarra, Esq. Carlos R. Lago, Esq. 333 SE 2nd Avenue Suite 4400 Miami, Florida 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. 33. Joinder, (a) If the Developer, its successor or assigns, acquires fee simple title to a property not included in this Agreement subsequent to the Effective Date, the Developer may incorporate such property into this Agreement, subjecting it to the rights 30 and obligations established hereunder, provided that the Developer executes the Joinder Form and Acknowledgement of Joinder attached hereto as Exhibit "G." Once executed, the Developer shall record the executed Joinder Form in the public records of Miami -Dade County and file same with the City Clerk. (b) The Parties agree that any property which is incorporated into the Agreement through this Joinder provision shall be subject to the Existing Zoning, the Comprehensive Plan and the terms of this Agreement. In the event that the City does not afford any subsequently incorporated property with the protections of the Existing Zoning, the Comprehensive Plan and the terms of this Agreement, the City will be deemed to have breached this Agreement. (c) Nothing herein shall prohibit the Developer from objecting to any policy which would not afford a subsequently incorporated property within the SAP Area as defined herein which is included in this Agreement by an Amendment with the protections of the Existing Zoning, the Comprehensive Plan and the terms of this Agreement, as applicable. 34. Enforcement. The City, its successor or assigns, and. the Developer 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. The prevailing party in the action or suit shall be entitled to recover, in addition to court costs and disbursements allowed by law. Each party shall bear their own respective attorney's fees. 35. Modification. In accordance with the Concept Book and this Agreement, the Project may be developed in phases. This Agreement may be modified, amended or released as to any phase, or any portion thereof, by a written instrument executed by the, then, owner(s) of such phase provided that the same is also approved by the City. Any application related to a particular phase, or any portion thereof, shall only require the consent, acknowledgment and/or joinder of the then owner(s) of such phase. In the event that there is a recorded homeowners, master, condominium and/or other association covering the property, any phase or any portion thereof, said association may (in lieu of the signature or consent of the individual members or owners), on behalf of its members and in accordance with its articles of incorporation and bylaws, consent to any proposed modification, amendment, or release by a written instrument executed by the association. Any consent made pursuant to a vote of an association shall be evidenced by a written resolution of the association and a certification executed by the secretary of the association's board of directors affirming that the vote complied with the articles of incorporation and the bylaws of the association. For purposes of this Agreement, references to "condominium association" or "association" shall mean any condominium or other association or entity, including master association, as applicable, which governs any portion of the Property. 36. 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 31 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 until such time this Agreement is complied with. 37. Exclusive Venue, Choice of Law, Specific Performance. It is mutually understood and agreed by the parties hereto, that this Agreement shall be governed by the laws of the State of Florida, and any applicable federal law, both as to interpretation and performance, and that any action at law, suit in equity or judicial proceedings for the enforcement of this Agreement or any provision hereof shall be instituted only in the courts of the State of Florida or federal courts and venue for any such actions shall lie exclusively in a court of competent jurisdiction in the County. In addition to any other legal rights, the City and 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. 38. Severability. The provisions of this Agreement apply to all Developer parties jointly and severally. Invalidation of any of these covenants, 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. 39. No Oral Change or Termination. This Agreement and the exhibits and attachments constitute the entire agreement between the Parties with respect to the components of the Mana Wynwood SAP discussed herein. This Agreement supersedes any prior agreements or understandings between the Parties with respect to the subject matter hereof. 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 and after two (2) public hearings before the City Commission. This Agreement cannot be changed or terminated orally. 40. Compliance with Applicable Law. Subject to the terms and conditions of this Agreement, throughout the term of this Agreement, the Developer shall comply with all applicable federal, state, and local laws, rules, regulations, codes, ordinances, resolutions, administrative orders, permits, policies and procedures, and orders that govern or relate to the respective Party's obligations and performance under this Agreement, all as they may be amended from time to time. 41. 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. 32 (c) 42. Representations; Representatives. Each Party represents to the other that this Agreement has been duly authorized, delivered, and executed by such Party with the legal authority to do so and therefore this Agreement constitutes the legal, valid, and binding obligation of such party, enforceable in accordance with its terms. 43. No Exclusive Remedies. No remedy or election given by any provision in this Agreement shall be deemed exclusive unless expressly so indicated. Wherever possible, the remedies granted hereunder upon a default of the other Party shall be cumulative and in addition to all other remedies at law or equity arising from such event of default (other than any remedy which may be available at law or in equity which permits the termination of this Agreement), except where otherwise expressly provided. 44. 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(s), covenant(s), or condition(s) of this Agreement, which breach is not cured within thirty (30) days after receipt of written notice from the City specifying the nature of such breach; provided, however, that if such breach cannot reasonably be cured within thirty (30) days, then 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(s), covenant(s), or condition(s) 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. 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 any party. The Parties may pursue appropriate remedies in bankruptcy to compel the bankrupt or its representative to assume the Agreement. Notwithstanding the foregoing or anything contained in this Agreement to the contrary, (i) a default by any successor(s) or assignee(s) of the Developer of any portion of this Agreement shall not be deemed to be a breach by (A) the Developer, or (B) any other successor or assignee of the Developer; and (ii) a default by the Developer under this Agreement shall not be deemed to be a breach by any successor(s) or assignee(s) of the Developer of their respective rights, duties, or obligations under this Agreement. For purposes of clarity, the Project may be developed by multiple parties in multiple phases over the next several years. Any actual or alleged default by a developer of a portion(s) or phase(s) of the Project, 33 including, but not limited to, the Developer, shall not cause, nor be treated, deemed, or construed as a default by another developer or Party with respect to any other portion(s), phase(s), or component(s) of the Project. 45. 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. 46. Assignment or Transfer. This Agreement shall be binding on the Developer and its heirs, successors, and assigns, including the successor to or assignee of any Property Interest. The Developer, at its sole discretion, may assign, in whole or in part, this Agreement including any of its rights and obligations hereunder, or may extend the benefits of this Agreement, to any holder of a Property Interest without the prior written consent or any other approval of the City. The City shall be notified in writing within thirty (30) days after any assignment or transfer. Any Assignment will require a written instrument in a form acceptable to the City wherein the Assignee assumes all obligations and duties herein. 47. 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 and choice of law provisions contained herein; (ii) rights of any party arising during or attributable to the period prior to expiration or earlier termination of this Agreement; and (iii) any other term or provision herein which expressly indicates either that it survives the termination or expiration hereof or is or may be applicable or effective beyond the expiration or permitted early termination hereof. 48. Lack of Agency Relationship. Nothing contained herein shall be construed as establishing an agency relationship between the City and the Developer and neither the 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 contractors, agents, and employees shall not be deemed contractors, agents, or employees of the Developer or its subsidiaries, divisions or affiliates. 34 49. 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. 50. 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 (2018), (ii) a petition for writ of certiorari, (iii) an action for declaratory judgment, and/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. 51. Amendment or Termination by Mutual Consent. This Agreement may not be amended or terminated during its term except by mutual agreement of the Developer and its successors and assigns, and the City in writing. Prior to amending or terminating this Agreement, the City Commission shall hold two (2) duly noticed public hearings 52. 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. 53. 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. 54. 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. 55. 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. 56. Estoppel Certificate. Upon request by any Party to this Agreement, the other Party or its duly authorized representative will deliver to the requesting Party, within thirty (30) days after such request is made, a certificate in writing certifying (a) that this Agreement is unmodified and in full force and effect (or if there have been any modifications, a description of such modifications and confirmation that this Agreement as modified is in full force and effect); (b) that to the best knowledge of such Party, the requesting Party is not, at that time, in default under any provision of this Agreement, or, if in default, the nature thereof in detail; (c) to the best knowledge of such Party, whether such Party has a claim against any other Party under this Agreement, and, if so, the nature thereof and the dollar amount of such claim; and 35 (d) such other matters as such requesting Party or its lender may reasonably request. Each Party further agrees that such certificate shall be in a form reasonably acceptable to the City Attorney and may be relied upon by (1) any prospective purchaser of the fee or mortgage or assignee of any mortgage on the fee of the Property or any portion thereof and/or (2) any prospective or existing lender of Developer as identified by Developer in its request therefore. A five hundred ($500.00) regulatory administrative fee must be paid to the City at or prior to the time of requesting an Estoppel Certificate from the City. NOW, WHEREOF, the City and the Developer have caused this Agreement to be duly executed. [Execution Pages for the City and the Developer Follow] 36 IN WITNESS WHEREOF, these presents have been executed this day of , 2016. Witnesses: Print ame: (f ci o iW Pri Name: STATE OF FLORIDA )SS COUNTY OF MIAMI-DADE) Mannigan Holdings, LLC, a Delaware limited liability company By: Name: Title: The foregoing instrument was acknowledged before me this j77day of 0 op ate. 201f1 by Wow- as of Mannigan Holdings, LLC, a Delaware limited liability company. Personally Know er Pr-eeh-teed Iderrti-fiefttion Type of Identification Produced Jay Chung Comrission # FF092239 Expires, FEB.1.2, 2018 WWW.AARONNOTARY.com /vo t Gh, NOT RY SIG ATURE Prim or Stamp Name: joy Choi ", Notary Public, State of Florida Commission No.: N/A FF 0 4,,n2.23 `I My Commission Expires: /2, 2c / Witnesses: Megan Holdings, LLC, a Delaware limited liability company By: Print me: atm :?(rVa'J Name: )J Title: 64'7 Print N me: J4, it 14 4/ STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me this pl1Pday of oCZo 8 foci 201X ' by Mo dfi46. b,teb,,,4 , as &till n yA t of Megan Holdings, LLC, a Delaware limited liability company. Personall mown X ar Pretlueed Identification Type of Identifteation Produced- No/ q a®cneavdB, � PR'� Jay Chung Commission #FF032230 ?'Expires; FEB, 12,2018 WWW.AARONNOTARY.com C,y (4u0 NO RY SIGNATURE Print or Stamp Name: Jay Chan Notary Public, State of Florida Commission No.: N/A regiutt6 2 , .2o6 My Commission Expires: FF o p,2 2� f Print Witnesses: Print Name: (al0AI D7rDvivq Svc*y ame: STATE OF FLORIDA )SS COUNTY OF MIAMI-DADE) Melanie Holdings, LLC, a Delaware limited liability company By: Name: Title: 1 The foregoing instrument was acknowledged before me this /Z 19'day of oc t4t,,t, 201% by 14016,6 1.04i,,q , as p,,.ir, d yN t of Melanie Holdings, LLC, a Delaware limited liability company. Pe sonally Known X or Neck -teed Identification Type .e f Identification Rio -ducal AP 1 htll p °`V?r. Jay Chung Commicsion#FF092239 ;41' Expires: FEBB.12, 2018 ;eq4s17;0 WWW,AARON NOTARY.com NOT '° Y STG TURE U 647) Print e r Stamp Name: j 'j CH tn./6 Notary Public, State of Florida Commission No.: N/A Fr 0 pe.,d 39 My Commission Expires: Fto'2u4rty L2, i$ Witnesses: Print Name:Gq(//(/_TOOT ame: Print . f C �,4� U t� STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE) Milana Holdings, LLC, a Delaware limited liability company By: Name: Title: The foregoing instrument was acknowledged before me this /Z9'day of oci s fg 201K by 1.4„rfye funrA , as I? ssi 4 fq, z. of Milana Holdings, LLC, a Delaware limited liability company. Personall Known )( or Predhted Ideieatan T-ype.ef Predueed ,gB11919dp� a�`V.12:4 , Jay Chung • 'c°:. Oommission # FF092239 s; , Lxpfres: FEB. 12, 2018 ';dja u1 %`• WWW.AARONNOTARYCOrn /I AZ 101ricoter- (7 C NO RY SIGNATURE V Prin or Stamp Name: Joy C*e JC7 Notary Public, State of Florida Commission No.: N/A FF o 2.?a.3 9 My Commission Expires: rartawty (Z, . ?ol8 Witnesses: Millie Realty, LLC, a Delaware limited liability company Print Name. ✓ ('OM pl ypt/V - 4,7 Print 11 � 7"7 ,ids � STATE OF FLORIDA )SS COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged by NoifwE j44,4 , as ofs'oPu2 liability company. Personally I own X T-ype of-Ideati kation I -roc rud Jay Chiang .Commission # FF092239 "Expires: FEB. 12, 201.8 1+s' ,1.0 °~ WVVW.AARONNOTARY.com By: Name: Title: before me this p day of oc gq, 201/ of Mille Realty, LLC, a Delaware limited or Preekteed Iderti- eatien /vim c Airtcd PL CI �%�� NOT ' Y IS GNTURE Print or Stamp Name: j!41 GHtiN to! Notary Public, State of Florida Commission No.: N/A FF 09,1013cl My Commission Expires: reenal 18 Witnesses: Print Name: iI-WN �l rovmr • a, PrintGName: , G4/„//z STATE OF FLORIDA )SS COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged by 1, !Sta.; frifiv4 , as ti fsiliability company. Personally own X Type of Idor+tifi•eation Pferelttred Jay Chung Commission Alt FF092239 E.rpires: FEB, 12, 2018 WWW.AARONNOTARY.com Malka Realty, LLC, a Delaware limited liability company By: Name: Title: before me this /Z /day of ©c ip et4i 201/ of Malka Realty, LLC, a Delaware limited er Preeinced Ic&rrtrPi tion ovo 1 Alor i t4 -z. yy (Y 6444q NOT Y IGNATURE l/ Prin or Stamp Name: , ,4 y CFttou Notary Public, State of Florida Commission No.: N/A F F ° `{).)20/ My Commission Expires: FE61 7 jL, -201 Witnesses: Print Name: (JIU/Vl Print ame: dap ( l Mizrachi Holdings, LLC, a Delaware limited liability company By: Name: Title: STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me this /,Z ,-day of et ip/eay 2015, by 14,915'14 11414 , as ofo¢,,,t of Mizrachi Holdings, LLC, a Delaware limited liability company. Pe sonally Known X 4ar Pranced Iderttifiettt earl Type of IdentrC-eation Pt:adrteed M' / elea tag a Jay Chung Commission #FF092239 Expires: FEB, 12, 2018 "eairie+"' WWW,AARONNOTARY.com NOT,' Y SIG ATURE V J Print .r Stamp Name: 3A'/ CWUtt7 Notary Public, State of Florida Commission No.: N/A FF 0 qataLI My Commission Expires: '✓lSs2a4l 9 d 2, 20 1$ Witnesses: Wynwood Holdings, LLC, a Florida limited liability company By: Print Name: (ON 3-i rp 'Nf Name: Title: 7 Print Nine: J 647 STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me this pPday of OG Z,kei$,, 201 / by Wioisid, /44,4 , as pion n eN z of Wynwood Holdings, LLC, a Florida limited liability company. Pdrsonally Known X -err Prod±eed Ident-ifioatiett Type of Identif=ieation P, odueed /1frn Ali u 4414 `y Jay Chung COrflT ion #FF092239 Expires. FEB, 12, 2018 WWW./IARONNOiARY.com NOT '.' Yet04°,, ck,7) SIGVATURE Print 4r Stamp Name: y CH WV 61 Notary Public, State of Florida Commission No.: N/A FF o9,;2, My Commission Expires: ferwAny 8 Witnesses: Print Name: (ON 7/1DU/(/q- ,77 e=m7 STATE OF FLORIDA )SS COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged by M:(Sw. 11444 , as vtts'rptAZ liability company. Personally Known Type erf Identification Protitteed Malux Realty, LLC, a Delaware limited liability company By: Name: Title: before me this 1a day of ociaQe,i, 201X of Malux Realty, LLC, a Delaware limited or Pro steed Ideutifteation /vo z .Oro Jay Chung Commission #FF 092239 Expires: FEB. 12, 2018 WNW .AARONNOTARY.com C,7 C47) NOT Y SIGNATURE Print r Stamp Name: JAI Ci1a G7 Notary Public, State of Florida Commission No.: N/A rF 0 q-1,2 39 My Commission Expires: Fainccany IL .2,i Witnesses: Print Name: Cif /4/ 77 f Da/f- Print ame: STATE OF FLORIDA dit7 )SS COUNTY OF MIAMI-DADE) Mapton Holdings, LLC, a Delaware limited liability company By: Name: Title: The foregoing instrument was acknowledged before me this by tit, , as iacipg,� of Mapton limited liability company. Plrsonally Known Type of Iden ifi-ent+on Produced mZ �c1GuJ/�cS� Jay Chung Commission #FF092239 Expires: FFB. 12, 2018 WWW.AARON N OTARY.com Pday of ce 44, 201 fl,' oldings, LLC, a Delaware of Produeeed.- Ideitrfre&ti n (7 c ) NOT Y Gar ATURE Print or Stamp Name: /11 Cl* ,v Notary Public, State of Florida Commission No.: N/A FF 01,14 2 c1 My Commission Expires: rfOrwl 12-, .20113 CITY OF MIAMI, FLORIDA By: Emilio T. Gonzalez, City Manager ATTEST: By: Todd B. Hannon, City Clerk APPROVED AS TO FORM AND CORRECTNESS: By: V' toria Meihdez, City Attorne APPROVED AS TO PLANNING REQUIREMENTS: Franco J'Garcia, Director of Planning Marv, v(woo cA SAe 04-4\e1oe /Ut-11na.a4n. (-- 47 CI Y OF MIAMI, FLORIDA Emilio T. Gonzalez, City Manager ATTEST: By: Todd B. non, City Clerk APPROVED AS TO FORM ND CORECTNESS: By: Victoria Mendez, Cit;Attorney 47 i EXHIBIT "A" WESTI EAST llW 250, SI 17 18 15 14 248t St 1115, 20, St 20 12 1111 11 , I , I • 10 19 26 21 9 21 13 ' I , i , • 22 i I MK t 2Sa f St 10, MANA WYNWOOD SAP DEVELOPMENT AGREEMENT I'''..—• ' 1-•-•.-- —„, j , , - - .. _ - - : r ,. .-- ...,_:- . 7 20 27 20 29 30 31 32 3334•3635 ‘ 37 1 ' ..-- 1 . 38 , • 39 -1--,f, 49 40 47 46 45 .i4 43 42 41 ! i 40 22Int St! I I 1 ti,V1121st TLR 1 ttlYned St :wrPolio Number zone 318 NVV 23 ST Miami, FL 33127-4318 1-3125-074-0010 East 2380 NW 5 AVE Miami, FL 33127-4310 01-3125-074-0030 East 01-3125-043-0020 East 01-3125-044-0010 East 3 210 NW 22 TER Miami, FL 33127-4811 4 205 NW 22 LNMiami , FL 33127-4810 2268 NW 2 AVE Miami FL 33127-4841 01-3125-034-0890 East 10 11 12 2294 NW 2 AVE Miami, FL 33127-4841 01-3125-034-0880 East 251 NW 22 LN Miami , FL 33127-4810 01-3125-044-0020 East 270 NW 23 ST Miami . FL 33127-4316 01-3120-034-0830 East 490 NW 23 ST Miami, FL 33127-4320 01-3'125-034-0670 East 375 NW 23 ST Miami, FL 33127-4317 01-3125-034-0540 East 362 NW 24 ST Miami, FL 33127-4326 01-3125-034-0310 East 94 NW 24 ST Miami, FL 33127-4326 01-3125-034-0300 East 13 2337 NW 5 AVE Miami. FL 33127-4309 01-3120-034-0200 East 14 2400 NW 5 AVE, Mises, FL 3312i-4312 01-3125-05/-0011 West 15 535 NW 24 ST Miami, FL 33127-4327 01-3125-000-0200 West 16 545 NW 24 ST Miami. FL 331274327 01-3125-057-0150 West 17 555 NW 24 ST Miami, FL 33127-4327 01-3125-057-0140 West 18 550 NW 24 ST Mierro, FL 33127-4328 01-3125-046-0050 West 19 567 NW 23 ST Miami, FL 33127-4321 01-3125-046-0150 West 20 2305 NW 5 AVE Miami , FL 33127-4310 01-3125-046-0010 West 21 2330 NW 5 AVE Miami, FL 33127-4310 01-3125-046-0030 West 22 2324 NW 5 AVE Miami, FL 33127-4310 01-3125-046-0250 West 23 2320 NW 5 AVE Miami, FL 33127-4310 01-3125-046-0240 West 24 2321 NW 5 AVE Miami. FL 33127-4310 01-3125-046-0230 West 25 2306 NW 5 AVE Miami, FL 33127-4310 01-3125-046-0220 West FAVZINgar ktf,..f&i.40.,,,U4sikzed1.4,14 avxr,7°'•:!fy 114P Properly tNOltra,06'. 26 2 9 . " 5 4 mvta,Ldin : 3 ! ; • • Address 590 NW 23 ST Miami, FL 3312 /-4322 27 28 29 30 31 32 33 34 35 5O8olluniber 01-3125-035-0440 est 580 NW 23 STMiaini, FL 33127-4322 01-3125-035-0450 West 564 NW a ST Miami, FL 33127-4322 01-3125-035-0470 West 550 NW 23 ST Miami, FL 33127-4322 01-3125-035-0490 West 540 NW 23 ST Miami, FL 3312 t-4322 01-0125-035-0510 West VACANT LAND NW 23 ST. Miami , FL 01-3125-074-0040 West 524 NW 23 ST Miami. FL 33127-4322 01-3125-035-0540 West 518 NW 23 ST Miami. FL 33127-4322 01-3125-D35-0550 West 514 NW 23 ST Miami, FL 33127-4322 01-3125-035-0560 West 508 NW 23 ST Miami, FL 33127-4322 1-3125-035-0570 West 36 500 NW 23 ST Miami, FL 33127-4322 01-3125-035-0580 West 37 2240 NW 5 AVE Miami, FL 33127-4750 01-3125-035-0590 West 38 2222 NW 5 AVE Miami, FL 33127-4750 01-31254135-0600 West 39 2270 NW 5 AVE Miam1, FL 33127-4750 01-3125-035-0610 West 40 511 NW 22 Street Miami. FL 33127-4750 01-3125-074-0050 41 42 43 West 521 NW 22 ST Miami, FL 33127-4727 01-3125-035-0640 West 527 NW 22 ST Miami, FL 331274727 01-3125-035-0650 West 537 NW 22 ST Miami, FL 33127 727 01-3125-035-0270 - West 44 545 NW 22 ST Miami, FL 33127-4727 45 519 NW 22 ST Miami, FL 3312r-4727 46 557 NW 22 ST Miami, FL 33127-4727 47 583 NW 22 ST Miami, FL 33127-4727 01-3125-035-0660 01-3125-035-0570 01-3125-035-0281 01-3125-035-0600 West West West 48 49 50 583 NW 22 ST Miami FL 33127.4727 1-3125-035-0700 West West 587 NW 22 ST MienrL FL 33127.4727 435 NW 22 LN Miami. FL 33127-4726 1-3125-035-0710 1-3125-070-0090 West East 755 ZYSCOVICH ARCHITECTS - • !•• ' • •- • , - • leo NB...yes 61,,d Miard, . FL 333957.2304 t 33,35.31,3322, 1305.3i3,3 33,11 Exhibit "A" Legal Descriptions of Property OWNER MANNIGAN HOLDINGS, LLC Address (Folio No.) 318 NW 23 ST (01-3125-074-0010) Legal Description That portion of Tract A, and Tract B, of WYNWOODINDUSTRIAL COMPLEX, according to the Plat thereof, as recorded in Plat Book 149, Page 85, of the Public Records of Miami -Dade County, Florida, more particularly described as follows: Beginning at the Northwesterly corner of said Tract A; thence run N 89°55'00" E along the North line of said Tract A, for a distance of 600.00 feet to the Northeast corner of said Tract A; thence run S 00°02'00" W for a distance of 87.75 feet; thence N 89°49'46" E for a distance of 14.14 feet; thence run S 00°06'34" E a distance of 84.98 feet; thence run S 89°48'40" W for a distance of 232.96 feet; thence run N 00°02'00" E, for a distance of 85.06 feet; thence run S 89°49'46" W to a point on the Westerly line of said Tract A, for a distance of 381.40 feet; thence run N 00°02'00" E along the West line of said Tract A, for a distance of 88.66 feet to the POINT OF BEGINNING. TOGETHER WITH: Commence at the Northeast corner of said Tract A; thence run S 00°02'00" W, along the Easterly line of said Tract A, for a distance of 87.75 feet; thence run N 89°49'46" E, along the boundary line of said Tract B, for a distance of 14.14 feet; thence run S 00°06'34" E, along the Easterly line of said Tract B, for a distance of 114.85 feet to the POINT OF BEGINNING; thence run S 00°06'50" E, for a distance of 50.00 feet; thence run S 89°48'40" W, for a distance of 62.27 feet; thence run N 00°06'50' W, for a distance of 50.00 feet; thence run N 89°48'40" E, for a distance of 62.27 feet to the POINT OF BEGINNING. TOGETHER WITH: Commence at the Northwesterly corner of said Tract A; thence run N 89°55'00" E along the North line of said Tract A, for a distance of 489.28 feet; thence run S 00°06'35" E, for a distance of 212.81 feet to the POINT OF BEGINNING; thence run S 00°06'35 E, for a distance of 40.00 feet; thence S 89°48'40" W, for a distance of 22.29 feet; thence run S 00°06'35" E, a distance of 75.32 feet; thence S 89°48'40" W, for a distance of 65.05 feet to the point of curvature of a circular curve to the left; thence run along said curve concave to the Southeast, having for its elements a radius of 25.00 feet, a central angle of 89°55'10", for an arc distance of 39.23 feet; thence run S 90°00'00" E, for a distance of 58.70 feet; thence run N 00°06'30 W, for a distance of 99.71 feet; thence run N 90°00'00" W, for a distance of 117.96 feet; thence run N 00°00'00" E, for a distance of 40.00 feet; thence run N 89°48'40" E, for a distance of 288.89 feet to the POINT OF BEGINNING. TOGETHER WITH: Commence at the Southeast corner of said Tract A; thence run S 90°00'00" W, along the South line of said Tract A, for a distance of 70.00 feet to the POINT OF BEGINNING; thence continue S 90°00'00 W, along the South line of said Tract A, for a distance of 100.00 feet; thence run N 00°06'30" W, for a distance of 135.00 feet; thence run N 90°00'00" E, for a distance of 100.00 feet; thence run S 00°06'30" E, for a distance of 135.00 feet to the POINT OF BEGINNING. Exhibit "A" Exhibit "A" Legal Descriptions of Property OWNER MEGAN HOLDINGS, LLC Address (Folio No.) 243 NW 22 Terrace (01-3125-074-0030) Legal Description A portion of the Southwest 1/4 of Section 25, Township 53 South, Range 41 East, Miami -Dade County, Florida, being more particularly described as follows: BEGINNING at a point 5.00 feet North of the Southwest corner of Lot 8, Block "A" of "J.A. Dann's Second Addition", according to the Plat thereof, as recorded in Plat Book 3, Page 25, of the Public Records of Miami -Dade County, Florida; thence run North 00 degrees 06 minutes 57 seconds West for a distance of 138.72 feet; thence run South 89 degrees 48 minutes 58 seconds West, for a distance of 240.11 feet; thence run North 00 degrees 06 minutes 35 seconds West for a distance of 200.27 feet; thence run North 89 degrees 48 minutes 40 seconds East, for a distance of 146.88 feet; thence run North 00 degrees 06 minutes 34 seconds West, for a distance of 40.00 feet; thence run North 89 degrees 48 minutes 40 seconds East, for a distance of 463.31 feet to the Point of Curvature of a circular curve to the right; thence continue Southeasterly, along said circular curve, having a radius of 25.00 feet, through a central angle of 90 degrees 04 minutes 52 seconds and an arc distance of 39.31 feet to the Point of Tangency; thence run South 00 degrees 06 minutes 28 seconds East, for a distance of 65.30 feet to the Point of Curvature of a circular curve to the right thence continue Southwesterly along said circular curve, having a radius of 25.00 feet, through a central angle of 89 degrees 55 minutes 08 seconds and an arc distance of 39.23 feet to the Point of Tangency; thence run South 89 degrees 48 minutes 40 seconds West, for a distance of 27.33 feet; thence run North 00 degrees 06 minutes 29 seconds West, for a distance of 75.00 feet; thence run South 89 degrees 48 minutes 40 seconds West, for a distance of 62.29 feet; thence run South 00 degrees 06 minutes 29 seconds East, for a distance of 75.00 feet; thence run South 89 degrees 48 minutes 40 seconds West, for a distance of 62.29 feet; thence run South 00 degrees 06 minutes 19 seconds East, for a distance of 125.01 feet; thence rum South 89 degrees 48 minutes 58 seconds West for a distance of 68.18 feet; thence run South 00 degrees 06 minutes 46 seconds East, for a distance of 139.20 feet, thence run North 90 degrees 00 minutes 00 seconds West, for a distance of 150.03 feet to the POINT OF BEGINNING. Exhibit "A" OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description Exhibit "A" Legal Descriptions of Property MEGAN HOLDINGS, LLC 210 NW 22 TER (01-3125-043-0020) Lot 2 of Blocic 1, WEAVER'S SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 6, Page 31, of the Public Records of Miami -Dade County, Florida. MELANIE HOLDINGS, LLC 550 NW 24 ST (01-3125-046-0050) Lots 5 through 26, Less Lot 11 and Less the South 41 feet of the North 9lfeet of Lot 21, all in Block 1, of MORRIS PARK, according to the map or Plat thereof, as recorded in Plat Book 7, Page 39, of the Public Records of Miami -Dade County, Florida. MELANIE HOLDINGS, LLC 567 NW 23 ST (01-3125-046-0150) The North 42 feet of the South 93.2 feet of Lot 21, Block 1, of MORRIS PARK, according to the Plat thereof, as recorded in Plat Book 7, Page 39, of the Public Records of Miami -Dade County, Florida. MELANIE HOLDINGS, LLC 2380 NW 5 AVE (01-3125-046-0010) Lots 1, 2 and 4, Block 1, of MORRIS PARK, according to the Plat thereof', as recorded in Plat Book 7, Page 39, of the Public Records of Miami -Dade County, Florida. MELANIE HOLDINGS, LLC 2330 NW 5 AVE (01-3125-046-0030) Lot 3, Block 1, of MORRIS PARK, according to the Plat thereof, as recorded in Plat Book 71 Page 39, of the Public Records of Miami Dade County, Florida. OWNER MELANIE HOLDINGS, LLC Address (Folio No.) 2324 NW 5 AVE (01-3125-046-0250) Exhibit "A" Legal Description OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description Exhibit "A" Legal Descriptions of Property Lot 30, Block 1, of MORRIS PARK, according to the Plat thereof, as recorded in Plat Book 7, Page 39, of the Public Records of Miami -Dade County, Florida. MELANIE HOLDINGS, LLC 2320 NW 5 AVE (01-3125-046-0240) Lot 29, Block I, of MORRIS PARK, according to the Plat thereof, as recorded in Plat Book 7, Page 39, of the Public Records of Miami -Dade County, Florida. MELANIE HOLDINGS, LLC 2308 NW 5 AVE (01-3125-046-0230) Lot 28, Block 1, of MORRIS PARK, according to the Plat thereof, as recorded in Plat Book 7, Page 39, of the Public Records of Miami -Dade County, Florida. MELANIE HOLDINGS, LLC 2300 NW 5 AVE (01-3125-046-0220) Lot 27, Block 1, of MORRIS PARK, according to the Plat thereof, as recorded in Plat Book 7, Page 39, of the Public Records of Miami -Dade County, Florida. MELANIE HOLDINGS, LLC 490 NW 23 ST (01-3125-034-0670) Lots 71, 72 and 73, less the North 10.00 feet of CORRECTED MAP OF SPAULDING SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 3 Page 161, of the Public Records of Miami -Dade County, Florida. OWNER MELANIE HOLDINGS, LLC Address (Folio No.) 518 NW 23 ST (01-3125-035-0550) Legal Description Lot 26, Block 4, of NORTHWEST SEVENTH AVENUE ADDITION according to the Plat thereof, as recorded in Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. Exhibit "A" Exhibit "A" Legal Descriptions of Property OWNER MELANIE HOLDINGS, LLC Address (Folio No.) 514 NW 23 ST (01-3125-035-0560) Legal Description Lot 27, Block 4, of NORTHWEST SEVENTH AVENUE ADDITION according to the Plat thereof, as recorded in Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER MELANIE HOLDINGS, LLC Address (Folio No.) 508 NW 23 ST (01-3125-035-0570) Legal Description Lot 28, less the Easterly 7.5 feet and less the Southerly 33 feet, Block 4, of NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, as recorded in Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER MELANIE HOLDINGS, LLC Address (Folio No.) 587 NW 22 ST (01-3125-035-0710) Legal Description Lot 28, less the Easterly 7.5 feet and less the Southerly 33 feet, Block 4, of NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, as recorded in Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER MELANIE HOLDINGS, LLC Address (Folio No.) 435 NW 22 LN (01-3125-070-0090) Legal Description Lot 1, Block 2, of MIAMI FASI-IION CENTER SECTION 1, according to the Plat thereof, as recorded in Plat Book 121, at Page 57 of the Public Records of Miami -Dade County, Florida. OWNER Address (Folio No.) Legal Description MILANA HOLDINGS, LLC 500 NW 23 ST (01-3125-035-0580) Lot 42 and Lot 43, less West 2.5 felit, Block 4, of NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, recorded in Plat Book: 7, at Page 36, of the Public Records of Miami -Dade County, Florida. OWNER MILANA HOLDINGS, LLC Exhibit "A" Exhibit "A" Legal Descriptions of Property Address (Folio No.) 2240 NW 5 AVE (01-3125-035-0590) Legal Description The South 33 feet of Lots 28 and 29, Block 4, of NORTI-IWEST SEVENTH AVENUE ADDITION according to the Plat thereof, as recorded in Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER MILANA HOLDINGS, LLC Address (Folio No.) 2222 NW 5 AVE (01-3125-035-0600) Legal Description Lot 30, Block 4, of NORTHWEST SEVENTH AVENUE ADDITION according to the Plat thereof, as recorded in Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description MILANA HOLDINGS, LLC 2270 NW 5 AVE (01-3125-035-0610) Lot 31, Block 4, of NORTIWEST SEVENTH AVENUE ADDITION according to the Plat thereof, as recorded in Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. MILANA HOLDINGS, LLC 511 NW 22 ST (01-3125-074-0050) Tract F, WYNWOOD INDUSTRIAL COMPLEX, Plat Book 149, Page 85, Public Records of Miami -Dade Comity, Florida. MILANA HOLDINGS, LLC 583 NW 22 ST (01-3125-035-0700) Lot 41, Block 4, of NORTHWEST SEVENTH AVENUE ADDITION according to the Plat thereof, as recorded in Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. Exhibit "A" OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description Exhibit "A" Legal Descriptions of Property MILLIE REALTY, LLC 2400 NW 5 AVE (01-3125-057-0011) Lot 4, Less the North 10 feet thereof, FIRST ADDITION TO GREENWOOD SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 7, at Page 5 0 , of the Public Records of Miami -Dade County, Florida. MILLIE REALTY, LLC 535 NW 24 ST (01-3125-000-0200) Commence at the Southeast comer of the North 1/4 of the South '/: of the Northwest '/ of the Southwest '/ of Section 25, Township 53 South, Range 41 East thence West parallel to Northwest 24th street 199 feet for the point of beginning of the tract of land hereinafter described thence North parallel to Northwest 5th Avenue 175 feet; thence West parallel to Northwest 24th Street 110 feet; thence South parallel to Northwest 5th Avenue 175 feet; thence East parallel to Northwest 24th Street 110 feet to the point of beginning; said property lying and being in Miami -Dade County, Florida. Commence at the Southeast comer of the North 1/2 of the South 1/2 of the Northwest 1/4 of the Southwest 1/4 of Section 25, Township 53 South, Range 41 East; thence West along the South line of the North 1/2 of the South 1/2 of the Northwest 1/4 of the Southwest 1/4 of said Section 25 for a distance of 199 feet for a point of beginning; thence run North and parallel to the center line of Northwest 5th Avenue for a distance of 25.47 feet to a point thence West along a line parallel to the South line of the North 1/2 of the South 1/2 of the Northwest 1/4 of the Southwest 1/4 of said Section 25 for a distance of 110 feet more or less to a point; thence run South along a line parallel to the center line of Northwest 5th Avenue for a distance of 25.42 feet to a point on the South line of the North 1/2 of the South 1/2 of the Northwest 1/4 of the Southwest 1/4 of said Section 25; thence run East along the South line of the North 1/2 of the South 1/2 of the Northwest 1/4 of the Southwest 1/4 of Section 25 for a distance of 110 feet to the point of beginning excepting, however, that part of the above described area upon which any portion of the existing building has been constructed and now occupies estimated to be two -tenths of a foot, more or less, along the South side of said building. Exhibit "A" OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description Exhibit "A" Legal Descriptions of Property MILLIE REALTY, LLC 545 NW 24 ST (01-3125-057-0150) The Easterly 20 feet of Lot 16 of FIRST ADDITION TO GREENWOOD SUBDIVISION, according to the Plat thereof as recorded in Plat Book 57, Page 50, of the Public Records of Miami -Dade County, Florida. MILLIE REALTY, LLC 555 NW 24 ST (01-3125-057-0140) Lot 16, Less the East 20 feet thereof, of FIRST ADDITION TO GREENWOOD SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 57, Page 50, of the Public Records of Miami -Dade County, Florida. OWNER MIZRACHI HOLDINGS, LLC Address (Folio No.) 394 NW 24 ST (01-3125-034-0300) and 382 NW 24 ST (01-3125-034-0310) Legal Description OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Lots 31 and 32, less the North 5 feet of SPAULDING SUBDIVISION according to the Plat thereof, as recorded in Plat Book 3, at Page 161, of the Public Records of Miami - Dade County, Florida. MALKA HOLDINGS, LLC 375 NW 23 ST (01-3125-034-0640) Lot 65, corrected map of SPAULDING SUBDIVISION according to the Plat thereof, as recorded in Plat Book 3, at Page 161, of the Public Records of Miami - Dade County, Florida. WYNWOOD HOLDINGS, LLC 590 NW 23 ST (01-3125-035-0440) Lots 15 and 16, Block 4, NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. WYNWOOD HOLDINGS, LLC 580 NW 23 ST (01-3125-035-0450) Exhibit "A" Legal Description Exhibit "A" Legal Descriptions of Property Lot 17, Block 4, NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER WYNWOOD HOLDINGS, LLC Address (Folio No.) 564 NW 23 ST (01-3125-035-0470) Legal Description Lots 18,19, and 20, Block 4, NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER WYNWOOD HOLDINGS, LLC Address (Folio No.) 550 NW 23 ST (01-3125-035-0490) Legal Description Lot 21, Block 4, NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER Address (Folio No.) Legal Description OWNER Address (Folio No.) Legal Description WYNWOOD HOLDINGS, LLC 540 NW 23 ST (01-3125-035-0510) Lot 22, Block 4, NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. WYNWOOD HOLDINGS, LLC No ADDRESS (01-3125-074-0040) Tract D, of WYNWOOD INDUSTRIAL COMPLEX, according to the Plat thereof, as recorded In Plat Book 149, Page 85 of the Public Records of Miami -Dade County, Florida, more .particularly described as follows: BEGIN at the Northwest corner of said Tract D; thence North 89° 50' 00" East along the North line of said Tract D, being also the South Right -of -Way line of N.W. 23rd Street, a distance of 77.53 feet; thence South 00° 01' 09" West along the Exhibit "A" Exhibit "A" Legal Descriptions of Property East line of said Tract D, a distance of 119.90 feet; thence South 89° 49' 37" West along the South line of said Tract D, a distance of 77 .52 feet; thence North 00° 00; 48" East along the West line of said Tract D, a distance of 119.91 feet to the POINT OF BEGINNING. OWNER WYNWOOD HOLDINGS, LLC Address (Folio No.) 524 NW 23 ST (01-3125-035-0540) Legal Description Lot 25, Block 4, NORTHWEST SEVENTII AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER WYNWOOD HOLDINGS, LLC Address (Folio No.) 521 NW 22 ST (01-3125-035-0640) Legal Description Lot 34, Block 4, NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER WYNWOOD HOLDINGS, LLC Address (Folio No.) 527 NW 22 ST (01-3125-035-0650) Legal Description Lot 35, Block 4, NORTHWEST SEVENTII AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER WYNWOOD HOLDINGS, LLC Address (Folio No.) 537 NW 22 ST (01-3125-035-0270) Legal Description The East 37.5 feet of Lot A, Block 4, NORTHWEST SEVENTI3 AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER Address (Folio No.) Legal Description WYNWOOD HOLDINGS, LLC 545 NW 22 ST (01-3125-035-0660) Lot 36, and the West 2.5 feet of Lot A, Block 4, NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. Exhibit "A" Exhibit "A" Legal Descriptions of Property OWNER WYNWOOD HOLDINGS, LLC Address (Folio No.) 549 NW 22 ST (01-3125-035-0670) Legal Description Lot 37, Block 4, NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER WYNWOOD HOLDINGS, LLC Address (Folio No.) 557 NW 22 ST (01-3125-035-0281) Legal Description Lot 38, Block 4, NORTHWEST SEVENTH AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER WYNWOOD HOLDINGS, LLC Address (Folio No.) 563 NW 22 ST (01-3125-035-0690) Legal Description Lots B, 39: and 40, Block 4, NORTHWEST SEVENTII AVENUE ADDITION, according to the Plat thereof, as recorded Plat Book 7, Page 36, of the Public Records of Miami -Dade County, Florida. OWNER 2294 NW 2ND AVE REALTY, LLC Address (Folio No.) 2294 NW 2 AVE (01-3125-034-0880) Legal Description The North 1/2 of Lots 94 and 95, of SPAULDING'S SUBDIVISION OF THE SOUTH WOODLAWN TRACT, according to the Plat thereof, as recorded Plat Book 3, Page 161, of the Public Records of Miami -Dade County, Florida. OWNER MALUX REALTY, LLC Address (Folio No.) 2337 NW 5 AVE (01-3125-057-0011) Legal Description Lots 26, 27, 28,29 and 30, less the North 10.00 feet and Lots 66, 67, 68, 69 and 70, less the South 10.00 feet in Block 19, of CORRECTED MAP OF SPAULDING SUBDIVISION, according to the plat thereof, as recorded in P►at Book 3, Page Exhibit "A" Exhibit "A" Legal Descriptions of Property 161, of the Public Records of Miami -Dade County, Florida. OWNER MAPTON HOLDINGS, LLC Address (Folio No.) Legal Description 205 NW 22 LN (01-3125-044-0010), 251 NW 22 LN (01- 3125-044-0020), 270 NW 23 ST (01-3125-034-0830), 2268 NW 2 AVE (01-3125-034-0890) The following parcels, all being located in the SE 1/4 of the SW 1/4 of Section 25, Township 53 South, Range 41 East in Miami -Dade County, Florida: Lot 1 of Block 1, of an unrecorded Plat of the FIRST ADDITION OF WEAVER'S SUBDIVISION, Dade County, F►o•ida, being otherwise described as follows: Lot 1 West 62.27 feet of the East 87.17 feet of the North 85 feet of SE 1/4 of the SW 1/4, less the East 5 feet thereof and less the south 10 feet thereof. Lots 2, 3, 4, 5, 6, 7, and 8, Block 1 inclusive, of an unrecorded Plat of FIRST ADDITION TO WEAVER'S SUBDIVISION, Dade County Florida, more fully described as follows: Beginning at a point 87.27 feet West of the Northeast corner of the SE 1/4 of Section 25, Township 53 South, Range 41 East, Dade County, Florida; thence run West 435.89 feet to a point; thence run South 85.00 feet to a point; thence run East 435.89 feet to a point; thence run North 85.00 feet to the point of beginning, less the South 10 feet thereof. Lots 86 through 93, both inclusive, of corrected map of SPAULDING'S SUBDIVISION, according to the Plat thereof recorded in Plat Book 3, Page 161 of the Public Records of Dade County, Florida, less the North 5 feet thereof. The South Half of Lots 94 and 95 of corrected map of SPAULDING'S SUBDIVISION, to the Plat thereof recorded in Plat Book 3, Page 161, of the Public Records of Dade County, Florida, less a strip of land 5 feet in width off the East side thereof. Exhibit "A" EXHIBIT "B" S'xecial Area Plan MIAMI 21 CONCEPT BOOK TABLE OF CONTENTS ARTICLE 1. Definitions of Terms and Uses 1.1 Definitions of Building Function: Uses 1.2 Definitions of Terms 1.3 Definitions of Signs ARTICLE 2. General Provisions 2.1 Mana Wynwood SAP Goals and Objectives ARTICLE 3. General to Zones 3.3 Lots and Frontages 3.5 Measurement of Height 3,13 Sustainability 3.14 Allowable Increases in FLR for Providing Public Benefit 3.16 SAP Enhanced Height ARTICLE 4. Standards and Tables Table 2 Miami 21 Summary Table 3 Building Function: Uses Table 4 Table 5 Table 6 Table 7 Density, Intensity and Parking Building Function: Parking and Loading Frontages Civic Space Types ARTICLE 5. Specific to Zones 5.5 Urban Transect Zones (T5) 5.6 Urban Transect Zones (T6) ARTICLE 6. Supplemental Regulations 6.3 Commercial Uses ARTICLE 7. Procedures and Nonconformities 7.1.2.11 Mana Wynwood SAP Permit 7.3 Flexible Allocation of Mana Wynwood SAP Development Capacity ARTICLE 10. Sign Standards 10.1 General 10.3.9 SAP Media Sign Standards MANA WYNWOOD SAP DRAWING INDEX Section Al: Site Diagrams A1-1 Aerial A1-2 Property Map A1-3 Property Identification A1-4 Context Photo Key Map A1-5 Context Photos A1-6 Context Photos Al-7 Context Photos A1-8 East/West Boundary A1-9 NRD Zoning Al-10 SAP Zoning A1-11 Development Program A1-12 Parcels A1-13 Open Space A1-14 Vehicular Circulation A1-15 Transit/ Bike A1-16 Street Master Plan A1-17 Street Sections A1-18 Street Sections A1-19 Street Sections A1-20 Street Sections A1-21 Street Sections A1-22 Street Sections A1-23 Streetscape A1-24 Streetscape A1-25 Streetscape A1-26 Streetscape A1-27 Streetscape A1-28 Streetscape A1-29 Streetscape A1-30 Streetscape Al-31 Streetscape A1-32 Streetscape Section A2: Illustrations A2-1 Flex A2-2 Market A2-3 Market A2-4 Education Section A3: Characteristics A3-1 Green Active Roofs A3-2 Covered Open Space A3-3 Mana Commons A3-4 Art A3-5 Pedestrian Passages A3-6 Green Facades A3-7 Textures A3-8 Facade Breaks A3-9 Angled Facades A3-10 Tower Articulation A3-11 Garage/ Loading Treatments A3-12 Signage Section A4: Appendix A4-1 SAP Building One ZYSCOVICH .ARCHITECTS too N Btsca,+nc Blvd . 2'd: ai Miami . FL .132.23. 305.332.3.3 f 305.S ...521 a_in .:y.covfch.cnm star. v+eh.rnm MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP SITE DIAGRAMS ZYSCOVICH ARCHITECTS fun DIA . =_r141 fi . FL .13,2304 rz.cs s”.4s.-1 MIAMI 21 CONCEPT BOOK ZYSCOVICH ARCHITECTS MAMA WYNWOOD SAP uoo Blvd 271h Fi 2 r3,3. ,a, 305.372.5,2: - ( 105 20 12 11: 10 , • • NOV 2.7rt1 ST 15 21 :1 I 22 MIAMI 21 CONCEPT BOOK WEST I EAST .• ... _ ... , .... ......_ . I i ' I 17 10 15 14 NW 2414 ST lIW VMS, a 1 . i i 1 , 1 . 4 . I 18 19 I 23 i f 24 25 MANA WYNWOOD SAP 26 27 28 29 39 31 32 333438'38 ' _ ,., .....„.,.. _ _ .......,.. , • 41! 1 38 i I t. i 39 ' II ' . 49 40 47 46 115 44 43 42 41 40 !; , NW 22ne St i , •. . ... 40 „...SS.„W 1; ••• NW 20TH ST • +10.4e,e6,I,;:e5r NW 22no SI 8 7 Properly Map ZYSC OVICH ARCHITECTS 2 1..1484.yr. Blvd mg, Fl _FL 3143.210e 33 105.1,7,4 f 305 577,21 4 I e ide,ezyteavich.e.ge w wee • MIAMI 21 CONCEPT BOOK A 318 NW 23 ST Miami, FL 33127-4318 Folio Number 01-3125-074-0010 Na010 Mannigan Holdings, LLC 2380 NW 5 AVE Miami, FL 33127-4310 01-3125-074-0030 Megan Holdings, LLC 3 210 NW 22 TER Miami, FL 33127-4811 01-3125-043-0020 4 205 NW 22 LNMiami , FL 33127-4810 Megan Holdings, LLC East 01-3125-044-0010 Mapton Holdings LLC East 9 2268 NW 2 AVE Miami , FL 33127-484 2294 NW 2 AVE Miami, FL 33127-4841 01-3125-034-0890 Mapton Holdings LLC East 01-3125-034-0880 Wynwood Partners LLC 251 NW 22 LN Miami , FL 33127-4810 270 NW 23 ST Miami , FL 33127-4316 490 NW 23 ST Miami, FL 33127-4320 East 01-3125-044-0020 Mapton Holdings LLC 01-3125-034-0830 Mapton Holdings LLC 01-3125-034-0670 Melanie Holdings, LLC 10 11 12 13 375 NW 23 ST Miami, FL 33127-4317 382 NW 24 ST Miami, FL 33127-4326 East East East 01-3125-034-0640 Mizrachi Holdings, LLC 01-3125-034-0310 Mizrachi Holdings, LLC 394 NW 24 ST Miami, FL 33127-4326 2337 NW 5 AVE Miami, FL 33127-4309 East Eas 01-3125-034-0300 Mizrachi Holdings, LLC 01-3125-034-0250 Malux Realty LLC 4 2400 NW 5 AVE, Miami, FL 33127-4312 01-3125-057-001 Millie Realty, LLC 5 535 NW 24 ST Miami, FL 33127-4327 6 01-3125-000-0200 Millie Realty, LLC 545 NW 24 ST Miami, FL 33127-4327 01-3125-057-0150 Millie Realty, LLC Eas East West West West 7 555 NW 24 ST Miami, FL 33127-4327 18 550 NW 24 ST Miami, FL 33127-4328 01-3125-057-0140 Millie Realty, LLC West 01-3125-046-0050 Melanie Holdings, LLC 19 20 21 567 NW 23 ST Miami, FL 33127-4321 01-3125-046-0150 Melanie Holdings, LLC 2380 NW 5 AVE Miami , FL 33127-4310 2330 NW 5 AVE Miami, FL 33127-4310 01-3125-046-0010 Melanie Holdings, LLC 01-3125-046-0030 Melanie Holdings, LLC 22 2324 NW 5 AVE Miami, FL 33127-4310 23 2320 NW 5 AVE Miami, FL 33127-4310 24 West West West West 01-3125-046-0250 Melanie Holdings, LLC West 01-3125-046-0240 Melanie Holdings, LLC 2308 NW 5 AVE Miami, FL 33127-4310 01-3125-046-0230 Melanie Holdings, LLC 25 2300 NW 5 AVE Miami, FL 33127-4310 01-3125-046-0220 Melanie Holdings, LLC 26 590 NW 23 ST Miami, FL 33127-4322 27 580 NW 23 STMiami, FL 33127-4322 West 01-3125-035-0440 Wynwood Holdings, LLC West West West 01-3125-035-0450 Wynwood Holdings, LLC 28 564 NW 23 ST Miami, FL 33127-4322 29 550 NW 23 ST Miami, FL 33127-4322 01-3125-035-0470 01-3125-035-0490 West Wynwood Holdings, LLC Wynwood Holdings, LLC West 30 540 NW 23 ST Miami, FL 33127-4322 01-3125-035-0510 Wynwood Holdings, LLC 31 VACANT LAND NW 23 ST, Miami , FL West West 01-3125-074-0040 Wynwood Holdings, LLC 32 524 NW 23 ST Miami, FL 33127-4322 West 01-3125-035-0540 Wynwood Holdings, LLC 33 518 NW 23 ST Miami, FL 33127-4322 34 514 NW 23 ST Miami, FL 33127-4322 35 508 NW 23 ST Miami, FL 33127-4322 01-3125-035-0550 Melanie Holdings, LLC 01-3125-035-0560 Melanie Holdings, LLC 01-3125-035-0570 Melanie Holdings, LLC West West West West 36 500 NW 23 ST Miami, FL 33127-4322 01-3125-035-0580 Milana Holdings, LLC 37 2240 NW 5 AVE Miami, FL 33127-4750 01-3125-035-0590 Milana Holdings, LLC West West 38 2222 NW 5 AVE Miami, FL 33127-4750 39 2270 NW 5 AVE Miami, FL 33127-4750 40 511 NW 22 Street Miami, FL 33127-4750 41 521 NW 22 ST Miami, FL 33127-4727 42 527 NW 22 ST Miami, FL 33127-4727 43 537 NW 22 ST Miami, FL 33127-4727 44 545 NW 22 ST Miami, FL 33127-4727 01-3125-035-0600 Milana Holdings, LLC 01-3125-035-0610 Milana Holdings, LLC 01-3125-074-0050 01-3125-035-0640 Milana Holdings, LLC Wynwood Holdings, LLC 01.3125-035-0650 01-3125-035-0270 Wynwood Holdings, LLC West West West West West Wynwood Holdings, LLC West 01-3125-035-0660 Wynwood Holdings, LLC West 45 549 NW 22 ST Miami, FL 33127-4727 46 557 NW 22 ST Miami, FL 33127-4727 01-3125-035-0670 Wynwood Holdings, LLC West 01-3125-035-0281 Wynwood Holdings, LLC 47 563 NW 22 ST Miami, FL 33127-4727 01-3125-035-0690 Wynwood Holdings, LLC West West 48 583 NW 22 ST Miami, FL 33127-4727 01-3125-035-0700 Milana Holdings, LLC West 49 587 NW 22 ST Miami, FL 33127-4727 50 435 NW 22 LN Miami, FL 33127-4726 01-3125-035-0710 01-3125-070-0090 Melanie Holdings, LLC West Melanie Holdings, LLC East MANA WYNWOOD SAP *The aggregate area of the parcels described herein is 23.48 acres, more or less, or 1,022,917 SF ZYSCOVICH ARCHITECTS 100 N Mee Miami.FL 5335 305.3.2.5.2 .5.5. 3521 ,1, F1 lewa.e/ayscev+d,._..m MIAMI 21 CONCEPT BOOK ZYSCOVICH .ARCHITECTS MANA WYNWOOD SAP 100N BINA,.Blvd _z; A,N 371 klixm,-Ft 5313T2301 3515.3:2.513: 705 577 4521 v(naz,Nlvichu,m a Wee %V ryst<Nlell <.z.., MIAMI 21 CONCEPT BOOK 47:4y-qr., 4-1* yg contextPfiotos ZYSCOVICH ARCHITECTS MANA WYNWOOD SAP NBigtxyne DIA . iln22;04 t 105.7.72.52n f 305 5" ..5"21 111.4 4-1.6 zy.ico,mh.,,orr, MIAMI 21 CONCEPT BOOK MAMA WYNWOOD SAP Photos ZYSCOVICH ARCHITECTS MIAMI 21 CONCEPT BOOK sAA 7 Context Photos ZYSCOVICH ARCHITECTS MANA WYNWOOD SAP lcoN Bo¢coynt Blvd 2,1114.1 fi 3,1..2304 1,05 =£21 A1.1 nom MIAMI 21 CONCEPT BOOK NW 24rn sr NW 20774 ST WEST' EAST NW 25NJ S7 SEE APPENDIX A4,1 NW 241![ Si NW23rd SI ZYSCOVICH A R C Yi ! T E C T S MANA WYNWOOD SAP 119.nIyd . 3fa41 Pi M�nm�.Fi ,3131.1304 1,05.371.522, MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP WESTI EAST T3-A ZYSCOVICH .A R C H I T E C 7 5 too N B1Ewy+.1Klvd 27L1-F'd A.fiam..It 3*,r, 2304 �.G5.3ix 522, 1 ±05 "6,7 .521 wln�zy�.^v�ch.rnm MIAMI 21 CONCEPT BOOK kt,-011,10-` TO=86-0 ,17-004, WEST I EAST T6-8B-0 T6-8A-0 T3-0 SAP Zoning Z YS COVICH ARCA1TECT5 MANA WYNWOOD SAP Biscayne Bird . net q nnlianel . it 11113.2304 , 3PS_372.5,2, 1,0s 577 MAN ireciSacyscovecil ',nen ni wins, annicay.ch corn MIAMI 21 CONCEPT BOOK *The above diagram represents the maximum Heights with bonuses General Development Areas: East.... Lot Area Lot Coverage Open Space Civic Space Density Parking BaseiFLR;` SAP Enhance FLR 659,951 531,216 131,990 32,998 2,237 4,598 2,190,922 SF SF SF SF Units Spaces SF Bonus. FLR 174,000 SF Total Development 5,334,702 SF MANA WYNWOOD SAP Base Development SAP Enhanced Development ® Bonus Development General Development"Areas: West Lot Area Lot Coverage Open Space Civic Space Density Parking Base FLR SAP Enhanced FLR 362,966 326,669 36,297 18,148 1,250 3,885 1,788,325 SF SF SF SF Units Spaces SF Bonus FLR 444,000 SF Total Development FLR 4,384,302 SF For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s) ZYSCOVICH ARC Hi T E C T S 100 S+ Biz<apne i3ivd . 2,1111 . {r .131..04 MIAMI 21 CONCEPT BOOK Mana Wyaw:ood SAP Pa TOTA4 East Parcel 2 TOTAL East Parcel TOTAL West Pare TOTAL 11, West Pa TOTAL 62;59s Range of Open Space per total lot area 4% to 6% of lot area 6,7315F to 10,097 SF 44% to 48% of lot area 74,046 5F-to 80,778 SF 30% to 35% of lot area 50,486 5F'to 58,900SF 20% to 22% of lot area 33,657 SF to 37,023 SF 2% to 5% of lot area 3,366 SF to 8,414 SF Total Aggregate of Open Space and Civic Space 168,287 SF HV/25IG Sr ZYSCOVICH ARCHITECTS MANA WYNWOOD SAP lop N Biscayne Blvd. xn9, Fl !diam . FL 33133 230i 305.3Z._5222 f 105 V7.4-521 c ii,z vir. MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP *Civic Space may be concentrated at Plazas as indicated or included in the Pedestrian Passage, Courtyard or other areas within the SAP as defined by the Code and designed into the master plan. For minimum Open Space requirements please refer to the Mana Wynwood SAP Regulating Plan. Open and Civic Space shall be calculated in aggregate. Please see the Mana Wynwood SAP Regulating Plan language for specific requirements. NW 20TH ST Open Space Total: 168,287 SF **The final location on the cross -Block pedestrian Paseo shall be determined at the time of permitting and are being depicted in here for illustrative purposes only. For illustrative purposes only. Final development individual site plan approval(s). ZYSCOVICH ARCHITECTS 900 N Biacaw.,n Siwd _ ?At Ft b°rama! _ FL 31132.2304 f 305 S7.•531 -9 Open Space Vehicular Private Drive Civic Space • • • Cross -Block Pedestrian Paseo** design shall be in accordance with the 17 id vent* w cWcl1 t.om MIAMI 21 CONCEPT BOOK WEST I EAST !1W25lh SI �iOHSJ........:xa..........a.......a....... ................a.....a.... For illustrative purposes only. individual site plan epproval(s). ehr ZYSCOVICH ARCHITECTS MANA WYNWOOD SAP 144. 14 Proposed Entrances • • • Proposed Vehicular Circulation Final development design shall be in accordance with the a. N Biscayne Bird . ±n9, 5 Minna.. FL 33132.230 105.372.5222 305. 5:2.+521 e OFYynfv+^� MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP Existing Bus Route • - Proposed Bike Lanes Proposed Trolley Expansion 0 Proposed Trolley Station For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s). ZYSCOVICH ARCHITECTS Boa 30s so MIAMI 21 CONCEPT BOOK NW 22tJD 8T NW 20THST W 23RD S W 22ND ST **The final location on the cross -Block pedestrian Paseo shall be determined at the time of permitting and are being depicted in here for illustrative purposes only. MANA WYNWOOD SAP IM Primary Streets (A -Grid) Secondary Streets (B-Grid) INN Pedestrian Passage • • • Cross -Block Pedestrian Paseo** To be coordinated with NRD For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s). �xd ZYSCOVICH1 a9a5 Six-].z;Ca �m5.z��z. ARCHITECTS MIAMI 21 CONCEPT BOOK 64' Min Towers are sdbject to maximum Floorplate dimensions Pedes al Height 124' max Mana Commons Pedestrian Passage with Vehicular Access and Open Space "The final location on the cross -Block pedestrian Paseo shall be determined at the time of permitting and are being depicted in here for illustrative purposes only. MANA WYNWOOD SAP — Towers are subject to maximum —► Floorplate dimensions Pedestal Height 123' max 60'-0" Min. 25'-0" 5'-0 20'-0 5'-0' 25-0" ......... ,....ee.....5p....... For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s). ZYSCOVICH A RCHITECTS 08 N .1,r,, Fi FL :'3:. 304 Primary Streets (A -Grid) Secondary Streets (B-Grid) MINI Pedestrian Passage • • • Cross -Block Pedestrian Paseo** MIAMI 21 CONCEPT BOOK ToviYers are subject to maximum Floorplate dimensions Pedestal Height 123' max loping Ground Plane Varies 5,e" 20,0" 54 Varies Pavillion -4— min. 60' Sloping Ground Plan Mana Commons Pedestrian Passage with Vehicular Access and Pavillion I .1 • 4.4.4aict.4.4 .... .16.4.41.4 4.0140. .4.2AmAtte.4.;4. ........44 : , „ • • MANA WYNWOOD SAP 64' Min --Towers are subject to maxi- mum Floorplate dimensions Pedestal Height 123max - 16,0" 6, 20,0" 6,0't 16,0" Mana Commons Pedestrian Passage Min. Dimension Offe”411 *** ***** sw............. **** **The final location on the cross -Block pedestrian Paseo shall be determined at the time of permitting and are being depicted in here for illustrative purposes only. , For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s). PrilTr At Street iSectionr. ZYSCOVICH A 1R C, 171 'I TEC T S Primary Streets (A -Grid) Secondary Streets (B-Grid) NM Pedestrian Passage • • • Cross -Block Pedestrian Paseo** ruxr AA Fl .1 _ FL .31..2.3 0 1.5,71.52.2 S77 ..21 Ai4 MIAMI 21 CONCEPT BOOK Towers are subject to maximum Floorplate dimensions Pedestal Height 123' max 110'-0" rn 100'-0" NW 5th Avenue Section F MANA WYNWOOD SAP .4-- Towers are subject to maximum — Floorplate dimensions 41— Pedestal Height —/. 123' max 60'-0" 50'-0" =ON._10,-.8,_O,i 13,_0".'8, 8"10'"t'=0" NW 24th Street Section **The final location on the cross -Block pedestrian Paseo shall be determined at the time of For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s). permitting and are being depicted in here for illustrative purposes only. ZYSCOVICH A R C -1 I T EC T 0 vaac N IUI«:;yme ® Primary Streets (A -Grid) Secondary Streets (B-Grid) ® Pedestrian Passage • • • Cross -Block Pedestrian Paseo** MIAMI 21 CONCEPT BOOK G H Towers are subject to maxi- mum Floorplate dimensions q — Pedestal Height —0 - 123' max m' m m 60'-0" 50'-0" m' m k- 5'-0" 10'-0" 6'-0{ 11'-0"}11' 0"}10' ?5' 0" NW 23rd Street Alternative Section MANA WYNWOOD SAP Towers are subject to maxi- mum Floorplate dimensions Pedestal Height — 123' max 50'-0" • m 45'-0" 0,0"f 10'-04•0" 2 NW 6th Avenue Alternative Section 146t4lt4#t#*400 **The final location on the cross -Block pedestrian Paseo shall be determined at the time of For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s). permitting and are being depicted in here for illustrative purposes only. ZYSCOVICH A R C H t TECTS It. 1,1 {9acare't"'vfy _ Fd FL 33174,2104 ?05-072.5'-1: r SPi S:7.•5 1 ® Primary Streets (A -Grid) Secondary Streets (B-Grid) ® Pedestrian Passage • • • Cross -Block Pedestrian Paseo** awc�l�.rx:m MIAMI 21 CONCEPT BOOK 70'-0" Pedestal Height 123' max _I,. 70'-0" 15'-6" 8'-6"r 11'-0"y11'0""8'-6" 15'-6" i Ilan tom`; r t j1 NW 2nd Avenue Section J r MANA WYNWOOD SAP Towers are subject to maximum Floorplate dimensions Pedestal Height 123' max 86'-0" • 66'-0" 10'-0' 12'-0" B'-612'-6" 12'-6" 8'-6' 12'-0" 10'-0 NW Mana Private Drive Section rrsarasaaa a •araarr **The final location on the cross -Block pedestrian Paseo shall be determined at the time of For illustrative purposes only. Final development design shall be in permitting and are being depicted in here for illustrative purposes only. accordance with the individual site plan approval(s). ZYSCOVICH ,A r1 C 1-1 i TEC T S Ina N PIA .32.vh ah;amii FL 31933.2304 305.33,53K 1 305 333 +531 ® Primary Streets (A -Grid) Secondary Streets (B-Grid) NM Pedestrian Passage • • • Cross -Block Pedestrian Paseo** ird„szysmael,.a:m a u.v,7,sccv,6 c�n, MIAMI 21 CONCEPT BOOK Towers are subject to maxi- mum Floorplate dimensions m NW 5th Avenue - 75' Section Pedestal Height 123' max 95'-0" 75'-0" m �v t2 s7... a.r .#f:Yf. •.et*ff.•t*fW- f•etre* MANA WYNWOOD SAP Towers are subject to maxi- mum Floorplate dimensions Pedestal Height 123' max 70'-0" 50'-0" T0'=0• 6':s" B•-fi•10,0110•-0'f8-s'6,6 10,01 NW 21st - 22nd Street Section ..aaaa.a..... a.�a......a;,L�,laaafxxaxaaa.,.aa.f Mf Rt ikL..f�RAf.11# n.. aaaaaaee.aeaa **The final location on the cross -Block pedestrian Paseo shall be determined at the time of For illustrative purposes only. Final development design shall be in permitting and are being depicted in here for illustrative purposes only. accordance with the individual site plan approval(s). ZYSCOVICH ARCHITECTS Ice N Biscayne .+-IBMI. FL sir, r Stai 517 *S2l - 2YaV=F1 ® Primary Streets (A -Grid) Secondary Streets (B-Grid) ® Pedestrian Passage • • • Cross -Block Pedestrian Paseo** w wee eyecovidereen MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP Landscape Narrative Mana Commons The Commons is a pedestrian environment in an urban setting that is comprised of a mix of wide open plazas and defined intimate green spaces with large trees species that are suitable to the environment to soften and beautify the urban landscape. Shaded pedestrian walkways adjacent to active ground floor uses will connect with outdoor activities improved by sculptures and artistic treatments within the property. A green sloping roof structure within the commons will serve as a seating and observation deck that will enrich visually the ground plane of the space. The Commons and all its components will contribute to the definition of a true community space designed to accommodate all users and programming potential, including special events. Afinal Mana Common concept will be designed by phase 2. Streetscape The contemporary visual character of the landscape and hardscape will serve to unify the SAP to the surrounding Wynwood area. The character or Theme will harmonize with the powerful aesthetics and color of the Art Murals and the Industrial character of the buildings. Coupled with programming strategies discussed below, lighting, hardscape and landscape treatments will provide a unified monochromatic aesthetic that enhances the visual and colorful character of the District. A safe, direct bicycle connection from 6th Avenue and 5th Avenue to the Commons will be designed by phase 2. Collaborative Streets 23rd Street, 24th Street, 5th Avenue and 2nd Avenue to be a collaborative design with the NRD, BID, or landscape consultant of the Wynwood NRD Streetscape Design. Representative Trees: Most of these streets are the small and urban in nature. Trees will be defined in harmony with NRD Streetscape design. Continuous Street Verge: Tree wells with occasional paved concrete zones will run parallel with the street between the main pedestrian zone of the sidewalk and the back of curb. Pervious pavements in this zone will be used when possible to allow air and water to reach root zones under pedestrian zones. Sidewalks: Scored grey concrete with horizontal pattern perpendicular to the Street and continuous to the edge of the Street verge. Artistic hardscapes may be designed to enhance sidewalk patterns at building entries or Civic Spaces. Sidewalks shall maintain a clear path for pedestrian traffic. Lighting: Selected Black colored lamp posts will be placed at back of curb within the street verge and between Street Trees. The Light quality will of the Lumen is a warm white LED fixtures. Crosswalks: Artistic patterns. **The final location on the cross -Block pedestrian Paseo shall be determined at the time of permitting and are being depicted in here for illustrative purposes only. For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s . ZYSCOVICH AR C HI TEC T S 1av N Biscayne flied . ?lth n k1;a-ml _FL 531a..2304 f 3a5 S:) <541 trf..oezg,cce c};.m.m MIAMI 21 CONCEPT BOOK NW 23rd Street 1 Street Master Plan- F+E+G Streets 5th Avenue to be designed in harmony with Wynwood NRD Streetscape design. Representative Trees: Most of these streets are the small and urban in nature. Trees will be defined in harmony with NRD Streetscape design. Landscaped Street Verge: Planting beds with occasional paved concrete zones will run paral- lel with the street between the main pedestrian zone of the sidewalk and the back of the bike lane. Pervious pavements in this zone will be used when possible to allow air and water to reach root zones under pedestrian zones. Stormwater retension systems may be provided. Sidewalks: Scored grey concrete with horizontal pattern perpendicular to the Street and con- tinuous to the edge of the Street verge. Artistic hardscapes may be designed to enhance side- walk patterns at building entries or Civic Spaces. Sidewalks shall maintain a clear path for pedestrian traffic. Bike lane: A green colored bike lane will be separated by the street verge or pervious paving material. Lighting: Selected Black colored lamp posts will be placed at back of curb within the street verge and between Street Trees. A lap post with combined car and pedestrian lights will be provided. The Light quality will of the Lumen is a warm white LED fixture. Crosswalks: Artistic patterns. Sidewalk MANA WYNWOOD SAP andscaped Me Ian ZYSCO V ICH I o.oNB�sca.137..,:ni, i7 2 ARCHITECTS I f 305 5'> •SL3 ;rkt,,cn.ich.cr, MIAMI 21 CONCEPT BOOK 24th Street W 2. Street Master Plan- F+G Streets Edge Streets 22nd Street and 6th Avenue and Mana Private Street. Representative Trees: Most of these streets are the small and urban in nature. Large upright trees such as Live Oaks with lower branches trimmed will allow ample room and light into the pedestrian zones. Continuous Street Verge: Tree wells with occasional paved concrete zones will run parallel with the street between the main pedestrian zone of the sidewalk and the back of curb. Pervious pavements in this zone will be used when possible to allow air and water to reach root zones under pedestrian zones. Sidewalks: Scored grey concrete with horizontal pattern perpendicular to the Street and continuous to the edge of the Street verge. Artistic hardscapes may be designed to enhance sidewalk patterns at building entries or Civic Spaces. Sidewalks shall maintain a clear path for pedestrian traffic. Lighting: Selected Black colored lamp posts will be placed at back of curb within the street verge and between Street Trees. The Light quality will of the Lumen is a warm white LED fixtures. Crosswalks: Artistic patterns. MANA WYNWOOD SAP Sidewalk Pavement Verge Banding Multi -use Path with Landscape Buffer ZYSCOVICH ARCHITECTS trio 14 liiacayae Blvd FI M�a.vu . FL .132.25o4 305.372.5222 .1 305 577 .521 MIAMI 21 CONCEPT BOOK 3. Street Master Plan- K+L Streets 5th Avenue Representative Trees: Dense canopy trees on the sidewalk such as Live Oaks or Gumbo Limbo Trees will enhance the existing character the Street with an existing plated median. Continuous Street Verge: Tree wells with occasional paved concrete zones will run parallel with the street between the main pedestrian zone of the sidewalk and the back of curb. Pervious pavements in this zone will be used when possible to allow air and water to reach root zones under pedestrian zones. Sidewalks: Scored grey concrete with horizontal pattern perpendicular to the Street and continuous to the edge of the Street verge. Artistic hardscapes may be designed to enhance sidewalk patterns at building entries or Civic Spaces. Sidewalks shall maintain a clear path for pedestrian traffic. Bike lane: A green colored bike lane will be separated by the street verge or pervious paving material. The bike lane will transition to the Mana Commons north of 22nd Street. Lighting: Selected Black colored lamp posts wit be placed at back of curb within the street verge and be- tween Street Trees. A lap post with combined car and pedestrian lights will be provided. The Light quality wit of the Lumen is a warm white LED fixture. Crosswalks: Artistic patterns. MANA WYNWOOD SAP Sidewalk Pavement Landscaped Median ZYSCOVICH ARCHITECTS N 2.2W >9iarn,.FL 339n].2L0 3.95-372 _2 f 305 5, 4521 Verge Banding infof, ,,ovich.t MIAMI 21 CONCEPT BOOK 4. Street Master Plan- F+G Streets Detail Typical Sections MANA WYNWOOD SAP Verge Banding ZYSCOVICHa1.3.3 ARCHITECTS r St, s, <szv Fl Bollards MIAMI 21 CONCEPT BOOK 5. Street Master Plan- E+G Streets Streetsi ZYSCOVICH A R C :H 1 T E C T S MANA WYNWOOD SAP 141,0 &FL %nee _R..31 ;n f 305,72..5227 05 533 •.31 Bike Path Sidewalk Light Post Tree Well Landscape Area Continuous Verge Tree Well Crosswalk Continuous Verge MIAMI 21 CONCEPT BOOK The Mane Private Street wit be a woonerf (elevated Pedestrian Street) with same theme standards as the other Edge Streets 7. Street Master Plan- F+J Streets ZYSCOVICH sRtc+i 1T'CT5 MANA WYNWOOD SAP Bike Path Sidewalk Light Post Civic Space or Lobby Entrances Tree Well Landscape area Continuous Verge Sidewalk Crosswalk Transition area to curbless section Retractable Bollards Curbless section BIB N 9i.eaome Blvd .addl. Fi iil'.iami_ FL J41:.3. fl04 ztt5-Y:'l.i'. Yu 1 305 S%i a53i lnidldzydr vvd ddirl comp MIAMI 21 CONCEPT BOOK Mana Commons 4,0t07." 41.'W Ir-fwg-Ffpf" 7,Trg.„,ly q41046'i..&":4YA MANA WYNWOOD SAP SENTiNG. PAVILIONS 7 Streetscape ZYSCOVICH ARCHITECTS loo1,1&,cayn,hlvd.27ThF1 73112.2304 355.37,5221 ,D5 577 4521 t id,lez,xawchAcm www ry,vosmril r.rm, MIAMI 21 CONCEPT BOOK Mana Commons ZYSCOVICH ARCHITECTS MANA WYNWOOD SAP Ion N - isc..1 ,e Blvd . x:xi: Fi AYrnmi _ FL 3313,2104 7,055.7:523 , info MIAMI 21 CONCEPT BOOK Temporary Mana Commons ZYSCOVICH A R C H 1 TE C T S MANA WYNWOOD SAP N..lra.—na.FL :1132.2304 2.i_22 F 116 5.7 3522 x ss�.� sviefe .3�m. MIAMI 21 CONCEPT BOOK ZYSCOVICH ARCHITECTS MANA WYNWOOD SAP Coro N 8;.car. 81vd . 2741 FI N.iami. FL 31132.2303 f =.05. S77 n521 iriarzvxn..;41,.cnm w.v,xy.covirf,,c..m MIAMI 21 CONCEPT BOOK FfeagAL,'qoppixt 4,46-iemefie, MANA WYNWOOD SAP Illustrations ZYSCOVICH ARCHITECTS N Biscayne Blvd ,Lati Miami _FL FLFM.2304 30,372.5222 105 577 .21 e infoeiryantiviehitem MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP EXHIBITION - MUSEUM CONFERENCE GAITE LYRIQUE (Paris) MEDIA - TECHNOLOGY PANDORA RADIO (California) TRADE - DISTRIBUTION ROCK HEALTH (California) STUDIO - COLLABORATIVE ASSEMBLY - MANUFACTURING ETSY (New York City) ZYSCOVICH ARCHITECTS WEVVORK (New York City) SHOWROOM - PRODUCT DISPLAY PAVE BICYCLE SHOP (Barcelona) Mi N Rixbyle Blvd .x:i9: FI { 305 5%>.4521 MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP GANSEVOORT FOOD MARKET, NY NY MERCADO SAN MIGUEL (Madrid) MERCADO LA BOQUERIA (Barcelona) COVINGTON FARMERS MARKET, CVS,KY ZYSCOVICH ARCHITECTS o iti Biscayne Blvd .>ral:,d !-iram�_fL 53132.230.1 105_172.5312 f 305 5]3 4521 QUINCY MARKET (Boston) MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP GHOST STREET MARKET (Beijing) VARIOUS MARKETS (Hong Kong) ZYSCOVICH ARCHITECTS oo N Ass_ay,s Blvd. Tni: FI Miami FL 31312.2104 112.5222 we...ngzy.ovirtwcarn MIAMI 21 CONCEPT BOOK JULLIARD SCHOOL (New York City) 4-xizfez7,5, ,Aiv.A02,E4A, Education ZYSCOVICH ARCHITECTS MANA WYNWOOD SAP 100 II Biscayne Blvd00h Fl Miami FL 33152.2304 105_372,22 f 304 577,21 PARSONS (New York City) infaBzyccaairl,acairi I A V WV( calif awakiiiiia MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP CHARACTERISTICS ZYSCOVICH ARCHITECTS 100 N EiNagne Blvd . . FL 31132.23. 10,372.522, IDS 577 +MI e ird,F•2 yst.c.F.,F.c.Fm MIAMI 21 CONCEPT BOOK ROOF GARDENS PEELING LANDSCAPE High Line , NYC ROUND`PLANR' Lincoln Center, NYC ROOF TOP GARDENS iA ZYSCOVICH ARCHITECTS MANA WYNWOOD SAP T,*a1z.isoa �cns,�.er+z i ?.OS 5, 5555 MIAMI 21 CONCEPT BOOK BUILDING ENTRANCES PEELING LANDSCAPE -AS7AVV. ;0.-WW4A, l'"24",.,.Lvagtirkr MANA WYNWOOD SAP OUTDOOR SEATING /DINING Covered Open Space ZYSCOVICH ARCH I TEC T '5 oNBl1fFI Mierre 33137..2.50 73053532 305 SU 3551 e .irdoPzee,teeel,com, ,wver.r zy,eo.lech Lae. MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP SUSTAINABLE LANDSCAPE Cultural Institute in Tamaulipas, Mexico WATER National Museum of Anthropology, Mexico City Agnxi<mwm, ,e0,44.44.4Av tAlf43!" OPEN AIR EVENTS Superkilen Uran Park,Copenhagen Ono Oonnons ZYSCOVICH AR CHI TEC T5 ARTISTIC LANDSCAPE Superkilen Uran Park, Copenhagen N Blvd . F4 FL 1731532301 51157372.5777 I 705 5,7 5521 A" MIAMI 21 CONCEPT BOOK MAMA WYNWOOD SAP MURALS BUILDINGS STREET ART ZYSCOVICH ARCHITECTS STREETSCAPE 100 N 60rayne Nlvd 33.2.2305 3133.1n.5,23 i 3. 3,7 .521 /Avvw Ty,u0,001;:..,., MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP F,FVF,,,FFIVANFFN,Nr, .04;47FT-f;$1; ;4771. TAr:lf Pedestrian Passages ZYSCOVICH ARCHITECTS lo.oNllisra,,e Blvd_ Ti FL .i..2304 305.37.1.5222 5,7.+5.21 www zy,covirkr,m MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP VERTICAL GARDENS - BIOWALLS 4.m.44.4-281.1,,a* EGO GRAFFITI GREEN SCREENS Green Facades ZYSCOVICH ARCHITECTS VERTICAL GARDEN MURALS or N Fii,cay13e Blvel Fi . FL 33/32.23. f 305 S77..21 v.vve zysrc.vich.mm MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP BUILDING SCREENS BUILDING OPENINGS OPENINGS 3,,44 44'4 47-04P" .tra,-;4 "Mira42:4611:-iigi Textures ZYSCOVICH ARCHITECTS BRISE-SOLEIL 10014 Bi3c.3,01e MA_ Rah fi 3.1i8,70 33132.230s 305.372.5222 f 305 573.3321 e 3,1307y3c0„011.333m MIAMI 21 CONCEPT BOOK Facade Breaks ZYSCOVICH ARCH1TECTc MANA WYNWOOD SAP 100 N cayrke Bled .7.7e1,F1 Miami FL 55152.2304 , 505.172.5222 i 305 5,55,1 • e into@ zysrov,&.mm velew zy,rxnetA0000 MIAMI 21 CONCEPT BOOK "Afirit 74341"7,41,50V-Iwir7,-, old! ,„-aitkaa augaiti344:96Nritri,AV • Angled Facades ZYSCOVICH ARCHITECTS MANA WYNWOOD SAP too N Nvd rt 33132.2504 305,72.5222 f 505 577 ,21 MIAMI 21 CONCEPT BOOK Tower Ariseolotion ZYSCOVICH ARCHITECTS MANA WYNWOOD SAP itlo ft PIA .254 Fl • FL 5313,2305 , 305312.55. t 305 5,5521 A e .ielefeeyseeve:There.n MIAMI 21 CONCEPT BOOK ZYSCOVICH A R C H i TEC T t MAMA WYNWOOD SAP too N13lresy,ei%i,d_7 h l Miam(.:F1 131:3.;;04 a 1U5 S77 43n1 e iri.o.Szvsco»cAtYrttm w „+„ MIAMI 21 CONCEPT BOOK WALL/MURAL SIGN MEDIA SIGN MEDIA SIGN MANA WYNWOOD SAP WALL / MURAL SIGN ZYSCOVICH A R C ,W IT ECTS on.0 N DiEcay,e NL•A Miami .FL S31,.2.230 ?AS 373.5312 1.05 517 �321 MIAMI 21 CONCEPT BOOK MANA WYNWOOD SAP APPENDIX ZYSCOVICH A R CHIT EC T S Blvd.2:.I,f3 . f 1. 371.... 5.i71.5222 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN EXHIBIT "C" MANA WYNWOOD SPECIAL AREA PLAN SAP AREA BOUNDARIES The Mana Wynwood Special Area Plan (hereinafter also referred to as the "Mana Wynwood SAP") is generally bounded by NW 2 Avenue on the East, NW 22 Street on the South, NW 6 Avenue on the West and those certain parcels located on the north side of NW 24 Street (the "SAP Area"). The boundaries of the SAP Area are more specifically identified in Illustration 1.1 below and consisting of those certain parcels specifically identified on Sheets A1-2 and A1-3 of the Concept Book. As depicted in the Illustration below, the SAP Area consists of two general zones: the East Zone and West Zone. MANA WYNWOOD SAP ARTICLE 1, ILLUSTRATION 1.1 ZONES 1 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN ARTICLE 1. DEFINITIONS 1.1 DEFINITIONS OF BUILDING FUNCTION: USES This section provides for terms in this Appendix that are technical in nature or that might not be otherwise reflected in common usage of the word. Terms not defined herein shall have the meaning provided in Miami 21, including those provided in the NRD-1. The definitions listed herein shall only apply within the SAP Area. d. COMMERCIAL Place of Assembly: A commercial facility, for public assembly including, but not limited to: arenas, auditoriums, conference facilities, convention centers, exhibition halls, major sports facilities, theaters and performing arts centers, and the like, which may include ancillary outdoor spaces which may not exceed twenty percent (20%) of the ground Floor Area occupied by the principal use as identified by a Certificate of Use. 1.2 DEFINITION OF TERMS This section provides for terms in this Appendix that are technical in nature or that might not be otherwise reflected in common usage of the word. Terms not defined herein shall have the meaning provided in Miami 21, including those provided in the NRD-1. The definitions listed herein shall only apply within the SAP Area. Architectural Treatment: The provision of architectural and/or landscape elements on a Facade which serve to visually screen non -active Uses. Architectural Treatment shall be provided for all non -active Use Facade elevations and shall be integrated with the design of adjacent active Uses. Architectural Treatment should conceal all internal elements such as plumbing pipes, fans, ducts and lighting. Architectural Treatment shall be provided through a combination of two or more treatments including, but not limited to, the use of materials and construction assemblies; the continuation of fenestration patterns, architectural features, articulation and rhythm; the application of architectural screens, meshes, louvers, art, and glass; the incorporation of vegetated surfaces and planters pursuant to a maintenance agreement approved by SAP Permit. Building Function: The Uses accommodated by a Building and its Lot. Functions are categorized as Restricted, Limited, or Open, according to the Intensity of the Use. Uses permitted in the Open (0) category, may be provided within a Flex Space as provided herein. Boundary Thoroughfare Properties: Properties within the SAP Area which Abut the NRD-1 District, including those certain properties fronting NW 2nd Avenue, that portion of NW 5th Avenue to the north of NW 24t" Street, NW 23rd Street east of NW 5th Avenue, and NW 24th Street. Cantilever: A Frontage consisting of a portion of a Facade with a cantilever section of a Building, which may include Habitable Space, and open to a Thoroughfare on a minimum of one (1) side. The area below a Cantilever may be an extension of a Civic Space Type or Open Space. A Cantilever may project beyond the Frontage Line into the Mana Commons, including into an improved public or private outdoor area. A Cantilever 2 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN may encroach into the setback by five (5) feet in the West Zone and may contain Habitable Space. See Frontages Article 4,Table 2 of the Regulating Plan. Concept Book: Plans, drawings and diagrams which accompany and illustrate the intent of this Regulating Plan. Flex Space: A mixed use facility consisting primarily of Office Uses that provide a flexible configuration of collaborative work spaces within a Building and may be combined with Uses such as Commercial and/or showroom space, media and technology production, Manufacturing -Enabled Retail, warehouse, Art Gallery, exhibition, museum, and/or conference uses. Habitable Space within a Flex facility located on the ground floor shall contain active Uses. Such active Uses may consist of Commercial, Manufacturing- Enabled Retail and/ or Art Gallery Frontage: The area between a Building Facade and the vehicular lanes of a Thoroughfare or the pavement of a public space, such as a Civic Space Type, Open Space or Pedestrian Passage. Mana Commons: A consolidated privately owned and publicly accessible Open Space located in the SAP Area connecting the East Zone and West Zone, as depicted in the Concept Book. See Civic Space Types as identified within Article 4, Table 7. Market Pavilion: A Building or Structure used for occasional or periodic sale of goods by individual sellers for limited periods of times and which may be situated in the Mana Commons. See Concept Book, Sheet A2-2. Pedestal: That portion of a Building up to a maximum Height of one hundred twenty- three (123) feet, as measured from the average sidewalk elevation of the crown of the adjacent right of way, see Section 3.5.1. Regulating Plan: Modifications to the underlying Miami 21 Transect Zone regulations for the Lots or properties included in this SAP. Retail Merchandising Unit: A freestanding structure open on one or more sides. fixed or portable, which may be connected to electricity and/or potable water, used as Open Air Retail or for a commercial purpose or for the display or dissemination of information. SAP: The Mana Wynwood Special Area Plan specifically described in this Regulating Plan, Concept Book and Development Agreement. SAP Enhanced Height: See Section 3.16 of the Regulating Plan. Zone, East: Those Lots and/or properties encompassed within the SAP Area and generally located east of NW 5 Avenue, as depicted and described in the Concept Book. Zone, West: Those Lots and/or properties encompassed within the SAP Area and generally located west of NW 5 Avenue, as depicted and described in the Concept Book. 3 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN 1.3 DEFINITION OF SIGNS This section provides for terms in this Appendix that are technical in nature or that might not be otherwise reflected in common usage of the word. Terms not defined herein shall have the meaning provided in Miami 21. The definitions listed herein shall only apply within the SAP Area. Directional, Notice, or Warning Sign: A vehicular or pedestrian -scale Sign containing multiple messages that serves to wh-ish guides or directs the public a-nd contains no advertising. Directional, Notice, or Warning Signs may be located on private property or within the Public Right of Way, subject to approval by the Director of Public Works for all signs within the Public Right of Way. of property against trespassing, directing d, el v=ries or indicating locution of entrces- cxits or parking on public private —,property; indicating location of burie€ ut� it the like. The size of a Directional Sign, and copy thereon, shall be scaled appropriately for the speed of the area traffic. Media Siqn: A kinetic illuminated media display system utilizing signage, video and all other forms of animated illuminated visual message media located on private property within the boundaries of the SAP Area. See Section 10.3.9 of the Regulating Plan. 4 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN ARTICLE 2. GENERAL PROVISIONS 2.1 PURPOSE AND INTENT 2.1.2 Intent Mana Wynwood SAP Goals and Obiectives The intent of the Mana Wynwood SAP is to establish regulations to promote a neighborhood/campus for multi -cultural, international corporations and institutions to incubate the production and exhibition of art, fashion, culture, innovative technologies and light manufacturing products. The SAP Area will support a progressive lifestyle to attract entrepreneurial design and technology uses by promoting innovation in the design of spaces and architecture. East Zone The intent of the East Zone is to establish a campus atmosphere to attract national and international business in the innovation, technology and creative industries into a mixed - use neighborhood inclusive of commercial, education, residential, and flex space uses. The campus will serve as a cultural nexus for the Wynwood community anchored by a large consolidated Civic Space the "Mana Commons." At the center of the East Zone is the "Mana Contemporary" property where exhibition, invention and assembly merge. Flex Space is introduced to ensure collaborative office tenants the flexibility to operate within a broad range of different Commercial Uses consisting of exhibition space, media and technology production, light manufacturing and retail Uses. West Zone The West Zone serves as an extension of the Flex Space located in the East Zone while introducing a variety of Residential options that will serve the needs of the Flex facilities and creative industries sought after in the development. The Mana Commons extends into the West Zone that provides access to Open Air Retail and Market Pavilion. Additional support uses such as hospitality and service oriented retail may also be featured in this area. (a) Development Initiatives The Mana Wynwood SAP development initiatives include: • Increase Aggregate Open Space • Infrastructure improvements • Promote Flex Spaces • Provide unified and centralized Civic Space 2.2 Applicability The Mana Wynwood SAP Regulating Plan establishes standards, requirements and restrictions applicable to guide appropriate use and development within the SAP Area, as more specifically set forth in Section 2.2.3 herein. The Mana Wynwood SAP Concept Book is intended to provide contextual and illustrative concepts and examples of permitted, encouraged, and compatible development 5 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN types and opportunities in the Mana Wynwood SAP Area, subject to the standards, requirements and restrictions applicable through the Mana Wynwood SAP Regulating Plan. 2.2.3 Conflicts (a) Conflicts with Miami 21 and NRD-1 The Mana Wynwood SAP and regulations herein are based on the Miami 21 Zoning Ordinance ("Miami 21"), as amended through May 2015, and shall serve to supersede Miami 21. Where standards set forth in the SAP conflict with standards set forth in Miami 21, including those applicable through the NRD-1, Appendix J of Miami 21 ("NRD-1"), the standards in the SAP shall govern. Where the standards in the SAP are silent, the underlying Miami 21 standards and requirements, including those applicable through the NRD-1, shall govern. ARTICLE 3. GENERAL TO ZONES 3.3 LOTS AND FRONTAGES 3.3.2 In Transect Zones T5, T6, CI, GS, B-1, D22, and D3, buildable sites shaall Enfr-��rront a vehicular Thoroughfare or a Pedestrian Passage, with at I ast one Principal Frontage. At grade, buildable sites shall front a Thoroughfare, Open Space or Civic Space Type on at least one Frontage, as depicted in Concept Book. 3.3.3 Improvements and Development within the SAP Area along Thoroughfares and right-of- ways designated as NRD Corridors and Wynwood Corridors by the NRD-1 Street Master Plan shall conform to the provisions of Section 8 of the NRD-1, including the applicable Setback, pedestrian safety and comfort standards, unless specifically provided herein. 3.3.4 For the purposes of this Code, Lots are divided into Layers which control Development on the Lot. For all parcels located in the SAP Area, Lots are divided into Layers which control Development. See Article 5, Illustrations 5.5 and 5.6 of the Regulating Plan. 3.5 MEASUREMENT OF HEIGHT 3.5.1 Unless otherwise specified herein, the Height of Buildings shall be measured in Stories. The height of Fences and,, walls, hedges and other ancillary improvements shall be measured in feet. The Height of Buildings, Facades facing Thoroughfares, together with, Fences a-n, walls,, hedges, and other ancillary improvements shall be measured from the Average Sidewalk Elevation or -where no sidewalk exists, that the base flood elevation, as established by FEMA., is higher than the sidewalk or all be measured from the base flood elevation. 3.5.2 A Story is a Habitable level within a Building of a maximum fourte€n 14) foe+ ;n Wei t from finished floor to finished floor. Within the Regulating Plan, the maximum Height of a Story from finished floor to finished floor is fourteen (14) feet. Basements that are fully 6 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN below-qrade are not considered Stories for purposes of determining Building Height. A ground level fete it active Use Story may exceed this limit up to a total height of twenty- five (25) feet. A single floor level exceeding fourteen (14) feet, or twenty-five (25) feet at ground level for active Use, retail, shall be counted as two (2) Stories; except for T6 36, T6 48, T6 60, T6 80, and D1, T5 and T6-8, where a single floor level exceeding fourteen (14) feet may count as one (1) story if the building height does not exceed the maximum height, including all applicable bonuses and SAP Enhanced Height, allowed by the transect at fourteen (14) feet per floor. Where the first two Stories are retait active Use, their total combined Height shall not exceed thirty-nine (39) feet and the first floor shall be a minimum of fourteen (14) feet in Height. Mezzanines may not exceed thirty-three percent (33%) of the Habitable Space Floor Area., except for D1, whcrc mezzanine 0 J 1_nf_4ho Glnnr 4 roe nr fifh, v�nrn�nf fi fl0 the Floor Area in D1, shall be counted as an additional floor. In the West Zone, a single upper floor level located in the Pedestal may exceed fourteen (14) feet. The Height of a Parking Structure concealed by a Liner or Architectural Treatment may be equal to the Height of the Liner Pedestal; this may result in a Liner Story or Architectural Treatment concealing more than one level of Parking. 3.13 SUSTAINABILITY 3.13.1 (b) All new Buildings of more than 50,000 square feet of Habitable Rooms or Habitable Space in the T5, T6, CI and CS zones shall be at a minimum certified EPeriv„ end? environmental Design -(LEE-D)—sfandards o; en a}.e tand.ards in the SAP Area shall be designed to follow the metrics provided by the United States Green Building Council ("USGBC"), at a minimum, as Leadership in Environmental Design ("LEED") Silver, or by an equivalent metrics by other agencies approved by the City including but not limited to an equivalent certification by The Florida Green Building Coalition (FGBC), within one (1) year after obtaining a certificate of occupancy or its equivalent. 3.14 PUBLIC BENEFITS PROGRAM The intent of the Public Benefits Program established in this section is to allow bonus Building Height in the SAP Area and F R in T6 Zones and bonus Building Height in D4 Zones in exchange for the developer's contribution to specified programs that provide benefits to the public. 3.14.1 The bonus Height and FLR shall be permitted in the SAP Area if the proposed Development contributes toward the specified public benefits, above that which is otherwise required by this Code, in the amount and in the manner as set forth herein. 1. East Zone for T6-8 Transect Zones: ninth (9th) Story bonus shall be pursuant to Public Benefits Program of Regulating Plan. 2. West Zone for T6-12: twelve-(--1-2) eight (8) Story maximum, SAP Enhanced Height for tenth (10th) Story to twentieth (20t") Story (excluding ninth (9t1) Story) pursuant to Section 3.16 of the Regulating Plan, bonus to twent„�, 0) Stories for twenty-first (21st) Story to 7 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN twenty-fourth (24th) Story shall be pursuant to Public Benefits Program of Regulating Plan, F R 8 hone s of thirty percent (30 3.14.2 Upon providing a binding commitment for the specified public benefits as provided in Section 3.11.3 3.14.6 below, the proposed development project shall be allowed to build within the restrictions of the specific Transect Zone, up to the bonus Height and FLR as established in this Section. The Yquonl i sare o footage allowed above the maximu Height , y is that achieved through the hone is program 3.14.6 ALLOWABLE INCREASES IN HEIGHT FOR PROVIDING PUBLIC BENEFITS The intent of this section is to allow bonus Building Height in the SAP Area in exchange for the developer's contribution to specified programs provided below which provide benefits to the public. a. The proposed bonus Height shall be permitted in exchange for contributions for the following public benefits: Affordable / Workforce Housing, Public Parks and Open Space, Civic Space or Civil Support space, Cross -Block Connectivity, Brownfields, SAP Public Improvements, and participation in the Wynwood (NRD-1) Public Benefits Trust Fund, as further described in more detail below. 1. Definitions i. Affordable/ Workforce Housing shall mean: housing available to families which meet the qualifications as established by the City Community Development Department. ii. Public Parks and Open Space shall mean: Open Space meeting the standards of Article 4, Table 7 of the Regulating Plan and Miami 21, including the Mana Commons. iii. Civic Space or Civic Support Use shall mean: a Building Function defined within Article 1, Section 1.1, f. of Miami 21. iv. Cross -Block Connectivity shall mean: a Paseo, cross -Block Pedestrian Passage, or vehicular cross -Block passage that connects two Thoroughfares and is publicly accessible 24-hours a day. v. SAP Public Improvements shall mean: the construction of certain public improvements, infrastructure and enhancements within the SAP Area and surrounding areas, including the Mana Commons, as further defined in the Development Agreement. b. For the purposes of the public benefits program, as applicable to the SAP Area, the following criteria shall apply: 1. Affordable/ Workforce Housing. A Development project within the SAP Area may provide any of the following or combination thereof: 8 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN i. Affordable/Workforce Housing on site of the Development. For each square foot of Affordable/Workforce Housing (including pertaining shared space such as parking and circulation) provided on site, the Development shall be allowed two square feet of additional area up to the bonus Height. ii. Affordable/Workforce Housing off -site. For each square foot of Affordable/Workforce Housing (including pertaining shared space such as parking and circulation) provided off site within the NRD-1 boundaries, in a location within the City approved by the City Manager, the Development shall be allowed an equivalent square footage of additional area up to the bonus Height. No additional allowance is given for the purchase of the site. 2. Public Parks and Open Space. A Development project within the SAP Area may provide any of the following or combination thereof: i. Dedication Off -site: For dedication of Public Park or Open Space provided off -site within Wynwood, the Development shall be allowed two (2) times the Development Floor Area of provided land up to the bonus Height. The Open Space may be a Civic Space Type as more fully described in Article 4, Table 7 of Miami 21. ii. Dedication On -site: In addition to the minimum required Open Space, Public Open Space may be provided on -site in a location and of a design to be approved by the Director of Planning and Zoning. For each square foot of Public Park or Open Space provided, the Development shall be allowed two (2) times the Development Floor Area up to the bonus Height. The project shall maintain the Frontage requirements of the Transect Zone. 3. Civic space and Civil Support space. For a Development protect within the SAP Area that donates a Civic space or Civil Support space to the City of Miami, an additional two square feet of area for each square foot of donated space, up to the bonus Height. 4. Cross -Block Connectivity. For a Development project within the SAP Area that provides a Paseo, cross -Block Pedestrian Passage, or vehicular cross - Block passage; if it is located further than five hundred (500) feet from any thoroughfare intersection, connects two thoroughfares, and is publicly accessible 24-hours a day or less by process of SAP Permit, additional Floor Area shall be allowed as follows: i. For portions of provided Cross -Block Connectivity that are roofed, the Development shall be allowed an equivalent amount of Development Floor Area up to the bonus Height. ii. For portions of provided Cross -Block Connectivity that are open to the sky, the Development shall be allowed two (2) times the Development Floor Area up to the bonus Height. 9 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN 5. Wynwood Public Benefits Trust Fund Contribution. For a cash contribution to the Wynwood Public Benefits Trust Fund, the Development project shall be allowed additional Floor Area up to the bonus Height. The cash contribution shall be determined based on a percentage of the market value of the per square foot price being charged for units at projects within the market area where the proposed project seeking the additional bonus Height is located. The calculation assumes a land value per saleable or rentable square foot within market area to equate to between ten percent (10%) to fifteen percent (15%) of market area's weighted average sales price per square foot. The cash contributions shall be adjusted on an annual basis to reflect market conditions effective October 1 of every year. 6. Brownfields. One additional Story of Height shall be permitted for redevelopment on a Brownfield Site as defined in Miami 21. 7. SAP Public Improvements. Improvements shall be valuated and for said value the SAP shall be allowed additional Floor Area up to the bonus Height and shall for all applicable purposes be treated as a Trust Fund contribution pursuant to Section 3.14.6(b)(5) of the Regulating Plan. c. The developer shall make a cash contribution to the Wynwood Public Benefits Trust Fund in the amount of four dollars ($4.00) per each square foot of bonus Height obtained pursuant to Section 3.14 of the Regulating Plan. A minimum thirty-five percent (35%) of these cash contribution(s) made to the Wynwood Public Benefits Trust Fund allocated towards affordable/workforce housing pursuant to Section 62-645(d) of the City Code shall be allocated to development of Affordable/Workforce Housing by Developer within the SAP Area or within a one thousand foot (1000') radius of the SAP Area, if provided. 3.16 SAP ENHANCED HEIGHT The intent of the SAP Enhanced Height, established in this section, is to allow enhanced Building Height in the SAP Area in exchange for developer's contribution to specified programs that provide benefits to the public. Enhanced Building Height in the SAP Area is beyond the Stories permitted by Right by the previous transect zone designations under Miami 21 or the NRD-1. 3.16.1 The SAP Enhanced Height shall be permitted in the SAP Area with the proposed Development's contribution toward the specified public benefits, in the amount and in the manner as set forth herein. a. East Zone: T5 Transect Zone: five (5) Story maximum, SAP Enhanced Height from the sixth (6th) Story to eight (8) Stories. 10 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN T6-8 Transect Zone: five (5) Story maximum, SAP Enhanced Height from the sixth (6th) Story to twelve (12) or sixteen (16) Stories (excluding ninth (9th) Story), as identified in the SAP Zoning map of the Concept Book. SAP Enhanced Height excludes the ninth (9th) Story for all East Zone Transects in the SAP Area, see Section 3.14 and Article 4, Table 2 of the Regulating Plan. b. West Zone for T6-12 Transect Zone: eight (8) Story maximum, SAP Enhanced Height from the tenth (10th) Story to twenty (20) Stories, additional Stories permitted per Section 3.14 of the Regulating Plan. 3.16.2 Upon providing a binding commitment for the specified public benefits as provided in Section 3.16.3 below, the proposed development protect shall be allowed to build within the restrictions of the specific Transect Zone, up to the enhanced height as established in this Section, unless otherwise provided herein. See Section 3.14 of the Regulating Plan for additional bonus Height permitted in the SAP Area. 3.16.3 ALLOWABLE ENHANCED HEIGHT FOR PROVIDING PUBLIC BENEFITS The intent of this section is to allow enhanced Building Height in the SAP Area in exchange for the developer's contribution to specified programs provided below which provide benefits to the public. a. The proposed SAP Enhanced Height shall be permitted in exchange for contributions to a fund established by the Southeast Overtown / Park West Community Redevelopment Agency (SEOPW CRA) for economic development initiatives including but not limited to affordable / workforce housing ("SEOPW CRA Economic Development Fund Contribution"), as further described below. All cash contributions for the SEOPW CRA Economic Development Fund Contribution shall be deposited in such fund for expenditures pursuant to the guidelines adopted by the Board of the SEOPW CRA. ii. SEOPW CRA Economic Development Fund Contribution. The developer shall make a cash contribution to the SEOPW CRA in the amount of one dollar and seventy five cents ($1.75) per each square foot of SAP Enhanced Height obtained pursuant to Section 3.16 of the Regulating Plan. 11 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN ARTICLE 4. STANDARDS & TABLES MANA WYNWOOD SAP ARTICLE 4, TABLE 2 MIAMI 21 SUMMARY LOT OCCUPATION a. Lot Area 1,200 40,009-s f.—* 5,000 sf, min 40,000 s.f. max.** 5,000 sf.min. 70,000 s.f. max.** 81 5,000 sf. min b, Lot Width 16 ft. min. / 50 ft. min.—* 50 ft. min. 50 ft. min, c. Lot Coverage 80% max.*** 80% max. ** 80% max. ** d. Floor Lot Ratio (FLR) N/A 5 / 25%additional-Public 8-1-304additienal Public Benefit N/A, Benefit N/A e. Frontage at front Setback 70% min 70% min 70% min f. Green / Open Space Requirement 10% Lot Area min. East Zone 20% Lot Area 10% Lot Arca min. East Zone 20% Lot Area 10% Lot Area min.in Aggregate min. in Aggregate min. in Aggregate West Zone 10% Lot Area West Zone 10% Lot Area min, in Aggregate min in Aggregate g. Density 65 du/acro max. 150 du/acre 150 du/acre 150 du/acre BUILDING SETBACK a. Principal Front 10 ft. min.*** 10 ft. min.*** 10 ft. min.*** b. Secondary Front 10 ft. min." 10 ft. min*** 10 ft. min .*** c. Side 0 ft, min. ** 0 ft. min. ** 0 ft. min. ** d. Rear 0 ft. min. ** 0 ft. min. ** 0 ft. min. ** PRIVATE FRONTAGES a. Common Lawn prohibited prohibited prohibited b. Porch & Fence prohibited prohibited prohibited c. Terrace or L.C. prohibited prohibited prohibited d. Forecourt permitted permitted permitted e. Stoop permitted permitted permitted f. Shopfront permitted ( ) permitted (T6 12 L, T6 12 0) Permitted (T6 24 L, T6 210) g. Gallery permitted ** permitted ** permitted ** h. Arcade permitted ** permitted ** permitted ** i. Cantilever permitted permitted permitted BUILDING HEIGHT (Stories a. Principal Building 2 min. 5 max. 2 min. 85 max. 2 min. 428 max. b. SAP Enhanced Height 3 max.** a. 6 max.** or 11 max. ** (stories 10 - 201 (excluding 90, Story in all Zones) b. 10 max.** Abutting all Zones except T3 c. Bonus Height N/A 91h Story (East Zone only) 4 Stories max.(stories 21- Abutting T6 T5 & T4 only a * Or as modified in Diagram 9 ** Note: Refer to Article 5 and Section 3.16 for Specific Transect Zone Regulations***Note: Bonus shall not bo availablo for T6 grepertiesabutting T3 prepertios (refer to Article 3)*" Or as modified by the NRD-1, Miami 21 Section 3.3.6 and Article 5 of the Regulating Plan 12 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN MANA WYNWOOD SAP ARTICLE 4, TABLE 3 BUILDING FUNCTION: USES (T5.0 and T6.0) DENSITY (UNITS PER ACRE) RESIDENTIAL SINGLE FAMILY RESIDENCE COMMUNITY RESIDENCE ANCILLARY UNIT TWO FAMILY RESIDENCE MULTIFAMILY HOUSING DORMITORY HOME OFFICE LIVE - WORK WORK - LIVE LODGING BED & BREAKFAST INN HOTEL OFFICE OFFICE COMMERCIAL AUTO-REALTED COMMERCIAL ESTAB. ENTERTAINMENT ESTABLISHMENT ENTERTAINMENT ESTAB. - ADULT FOOD SERVICE ESTABLISHMENT ALCOHOL BEVERAGE SERVICE ESTAB. GENERAL COMMERCIAL MARINE RELATED COMMERCIAL ESTAB. OPEN AIR RETAIL PLACE OF ASSEMBLY RECREATIONAL ESTABLISHMENT MANUFACTURING ENABLED RETAIL ART GALLERY 150* R W R R W WR R DENSITY (UNITS PER ACRE) CIVIC COMMUNITY FACILITY RECREATIONAL FACILITY RELIGIOUS FACILITY REGIONAL ACTIVITY COMPLEX PRIVATELY OWNED PUBLIC OPEN SPACE CIVIC SUPPORT COMMUNITY SUPPORT FACILITY INFRASTRUCTURE AND UTILITIES MAJOR FACILITY MARINA PUBLIC PARKING RESCUE MISSION TRANSIT FACILITIES EDUCATIONAL CHILDCARE COLLEGE / UNIVERSITY ELEMENTARY SCHOOL LEARNING CENTER MIDDLE / HIGH SCHOOL PRE-SCHOOL RESEARCH FACILITY SPECIAL TRAINING / VOCATIONAL INDUSTRIAL AUTO -RELATED INDUSTRIAL ESTBL. MANUFACTURING AND PROCESSING MARINE RELATED INDUSTRIAL ESTBL. PRODUCTS AND SERVICES STORAGE / DISTRIBUTION FACILITY R Allowed By Right W Allowed By Warrant: Administrative Procedure — CRC (Coordinated Review Committee E Allowed By Exception: Public Hearing — granted by PZAB (Planning, Zoning & Appeals Board) Boxes with no designation signify Use prohibited. 13 150* W R E R W W WR W WR W R W R R WR MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN MANA WYNWOOD SAP ARTICLE 4, TABLE 4 DENSITY, INTENSITY, AND PARKING (T5-0 and T6.0) DENSITY (UPA1 150 UNITS PER ACRE COMMERCIAL Art Gallery and Manufacturing -Enabled Retail Uses are permissible as listed in Table 3, limited by compliance with the regulations provided in the NRD-1. 14 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN MANA WYNWOOD SAP ARTICLE 4, TABLE 5 BUILDING FUNCTION: PARKING AND LOADING (T5 and T6) Sf141015i !AWING 13 MO ;mama 66152IC(ENT.I4L 010110E li i11FIFI5E TNe Snared IF'skilg 5bie1nartl5 T,anie ponti)esthe, metlnx2 ke cnlpJlafirrg snared parsing trot builHib�i m,095 ran one Ilse Pipe. tit mere, In art pol;blj ireqPiTitnialls that atypoar It Tatle i. 'Me parking in-gui0i h1n any Ma Fuot2i Is rm a La is,tattolafte Pico1i.ininy the Nssnncf of 5praxe iGll.Ji'2d k+l'n1_ lesser Fhbe War ua es Itryt+,=_ 1pprnp,01Tho_ daLID t 0 10'5 iratle ale enling; title Tequila) The geaater u:ae parking requirsmenL. I'm instance: fee a to ltling IMftli a IRletaidelb'!a0li,e rr•11i1 rim tat) s(m:ae5. at0a a Commellt7i111 rRee rerri1• 11.g20Spa DES, lne135110dig Dairy oafI.2w1ulil,rer2ocothe NU! peg tiirrsmeluso DOSVMS t1Tspar-tiro [Far u5 5naliiteka1 disPis.cchalrt.aioa¢oiledJs!e'ix1asentilx3eanar tart'it-slat he al 101,0.9.,M69t!ni'111':Ik9ring i5 al:WA a E$f SWedast 0FIF:IbTRIBEr PAIiKol0 S'TAU0i0R@IL AMaLl00l° PAAkpre ll0rriSSJ#3LE IElyd ONE WAY 'LAA.F02 41NINL'UDflU87 ]NE lf66Y TMIiiAD IYJt5SJEU\00BD TWO lli0Y 13111FAID IME11.2,1.0110811 233t 23H 23 tt 11.RG 19.36E 45 nk910 59 H 10!R 1WH 2211 2lariur3a1 1:R,SRa'VS Rrrdninun , Orimewaysslalllta'are•amitiaomnlflAdeetmfpaVEkl alltkmfaaapnray Micealn3.20de't0nratattgi'ri Odle fair parting area ::pr dialog 10 or mmuure 51a15i. PeileStllall entrances 511a6' toe al least S tie et Min slat l, flrireek fc0 aoo5505 stile. Afa5Y0tle SYYbes, Ipa4LRg, a111 tiro rr,2p a5 net F:1a911a. Brindlhg CotlP. Ct7•sheetPantilgg 3a-.tiiie5. 5nalllnas+e aminimult-r'i141i..Yl cleara0w of T-Feel. Where5rt0n a 11c aria 'Fate IIaC-i1lay tucks or Inaai0g Uses, tine minim tun e0rancE 50010e fer?I He'ii3 ohial• o,Nl 1!5 feet Commercial .apt renlusItial. Ip�res44LI1kolarcontrol efesboislba0I2?ya0ilrWseasto;coo ilemminimIJnr4 i:tyof20deetin Mingln hehme041 the Base BI;Iiifing Limo anti uispc-lr.;r-tt • For foopiirecnsnte of parking lots, ne510 le Mir* 9 arts lens City of MIOI'i OR-5 TM ParkisgGci to and 5631dards. LOADING BERTH STANDARDS (Mane Wynwood SAP Area (T5•T6) RESIDENTIAL* From 25,000 sf to 500,000 sfof Habitable Space Berth Size Loading Berths 420 sf 1 per first 100 units 200 sf 1 per each additional 100 units or fraction of 100 Greater than 500,000 sfof Habitable Space Berth Size Loading Berths 660 sf 1 per first 100 units 200 sf 1 per each additional 100 units or fraction of 100 LODGING From 25,000 sf to 500,000 sfof Habitable Space Berth Size Loading Berths 420 sf 1 per 300 rooms 200 sf 1 per each additional 100 rooms Greater than 500,000 sfof Habitable Space Berth Size Loading Berths 660sf 1 first300 units per 200 sf 1 per each additional 100 units OFFICE COMMERCIAL INDUSTRIAL From 25,000 sf to 500,000 sfof Habitable Space Berth Size Loading Berths Area 420sf 1st 25ksf-50ksf 420 sf 2nd 50k sf-120k sf 420 sf 3rd 120k sf- 250k sf 420 sf 4th 250k sf - 300k sf Greater than 500,000 sfof Habitable Space Berth Size Loading Berths Area 660 sf 1 / 500K sf 15 NOTES Berth Types Residential Commercial 200sf =10ft x20 ftx 12ft 420sf=12ftx35 ftx15ft *Residential and Lodging loading berthsshallbe concealed within a building *1 Commercial berth maybe substituted by 2Residential berths A required Industrial •r Com mere ial loading berth may be substituted by a Cm -menial or Residential lesser loading berth, by-W'awerifthe size, ch erecter, and operation of the Use is found to not require the dimensions specified and the required loading berth dimension could not otherwise be provided according to the regulations of this Code. Commercial berths maybe shared by retail in same or abutting block. Development within the SAP Area may elect topat-llcipate in to NRD-1 Wyiwood Loading Standards MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN MANA WYNWOOD SAP ARTICLE 4, TABLE 6 FRONTAGES i. Cantilever: A Frontage consisting of a portion of a Facade with a cantilever section of a Building, which may include Habitable Space, and open to a Thoroughfare on a minimum of one (1) side. The area below a Cantilever may be an extension of a Civic Space Type or Open Space. A Cantilever may project beyond the Frontage Line into the Mana Commons, including into an improved public or private outdoor area. A Cantilever may encroach into the setback by five (5) feet in the West Zone. Permitted by SAP Permit. 16 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN MANA WYNWOOD SAP ARTICLE 4, TABLE 7 CIVIC SPACE TYPES This table describes the standards for areas zoned as Civic Spaces (CS) and for Public Parks and Open Space provided by the Public Benefits Program. Civic Space Types should be at the ground level or located atop a Structure where the Roof is an extension of the ground plane. A single Structure may exist in the Mana Commons supporting a ground plane extension, containing a single Story of Habitable Space not to exceed five thousand (5,000) square feet of Floor Area and a maximum twenty-five (25) feet in Height to be approved by SAP Permit. Civic Space Types should be landscaped and/or paved, open to the sky, and shall be open to the public from sunrise to sunset. Limited vehicular access may be provided and integrated into the design of the Mana Commons. Civic Space Types may be publicly or privately owned and may be utilized for private and public events. Open Space requirements for each zone are described in Article 5. Civic Spaces larger than an 1/8 of an acre in area shall be approved by the Director of Planning and Zoning. c. Square: An Open Space available for unstructured recreation programs and civic purposes. A square is spatially defined by Building Frontages with streets on at least one Frontage. Its landscape shall consist of pavement, lawns and trees, formally disposed. Squares should be located at the intersection of important Thoroughfares. The minimum size shall be 1/3 acreand-the maximum shall bo 2 acroc. d. Plaza: An Open Space available for civic purposes and programmed activities. A Plaza shall be spatially defined by Building Frontages and may include street Frontages. Its landscape shall consist primarily of pavement and trees. Plazas shall be located at the intersection of important Thoroughfares. The minimum size shall be 1/8 acre and the maximum shall be 2 acres. e. Courtyard / Garden: An Open Space spatially defined by Buildings and street walls, and visually accessible on one side to the street. 17 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN ARTICLE 5. SPECIFIC TO ZONES 5.5 URBAN CENTER TRANSECT ZONES (T5) 5.5.1 Building Disposition (T5) a. Newly platted Lots shall be dimensioned according to Illustration 5.5 of the Regulating Plan. b• Lot Coverage by any Building shall not exceed eighty percent (80%) of Lot Area. Additional Lot Coverage may be received up to ninety percent (90%) through the Flexible Lot Coverage Program as provided in Section 5.1(a)(1) of the NRD-1. c. Buildings shall be disposed in relation to the boundaries of their Lots according to Illustration 5.5 of the Regulating Plan. d. Buildings shall have their principal pedestrian entrances on a Frontage Line or from a Courtyard at the Second Layer Civic Space Type or Open Space, as depicted in Illustration 5.5 of the Regulating Plan. e. For the first two (2) Stories of a Building, minimum Height, facades shall be built parallel along to the Principal Frontage Line along fora minimum of seventy percent (70%) of its length on the Setback Line or along a Civic Space Type as shown in Illustration 5.5 In the absence of Building along the remainder of the Frontage Line, a Streetscreen shall be built co -planar with the Facade to shield parking and service areas. f. At the first Story, Facades along a Frontage Line shall have frequent doors and windows; pedestrian entrances shall occur at a maximum spacing of seventy five (75) feet and vehicular entries shall occur at a minimum spacing of sixty (60) feet unless approved by Waiver SAP Permit. For Flex Space fronting a Civic Space Type or Open Space, shall permit pedestrian entrances to occur at a maximum spacing of one hundred (100) feet and vehicular entries shall occur at a minimum spacing of sixty (60) feet. g• Setbacks for Buildings located in the SAP Area shall be as shown in Illustration 5.5 of the Regulating Plan and as modified by Section 8 of the NRD-1 Street Master Plan and Sections 3.3.3 and 5.6.2(a) of the Regulating Plan. Where the property to be developed d Structure matches the ground Icvcl dominant setback of the block and its context. MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN 5.5.2 Building Configuration (T5) a. Development within Private Frontages shall comply with AFti e 4T-T-ables-22--a„d- a,^�' ^�4' Illustration 5.5 of the Regulating Plan and as modified by Section 3.3.3 of the Regulating Plan. b. Encroachments shall be as follows: At the First Layer, cantilevered Awnings and entry canopies may encroach up to one hundred percent (100%) of the depth of the Setback; except as may be further allowed by Chapter 54 of the City Code; above the first Story, cantilevered balconies, bay windows, roofs and Facade components promoting energy efficiency such as shading and Screening devices that are not accessible, may encroach up to three (3) a maximum of five (5) feet into the Setback by SAP Permit. At the Second and Third Layers, no encroachments are permitted. c. Galleries and Arcades shall be permitted at a minimum depth of fifteen (15) feet deep and may encroach up to one hundred percent (100%) of the depth of the Setback by proce-s of a Special Area Plan. and may overlap the whole width of the Sidewalk to within two (2) feet of the curb by SAP Permit, Public Works approval and WDRC review where such proposed condition occurs on a Boundary Thoroughfare Property. h. Mechanical equipment on a roof shall be enclosed by parapets of the minimum Height necessary to conceal it, and a maximum Height of five (5) feet ten (10) feet. Other ornamental Building features may extend up to ten (10) feet above the maximum Building Height. Roof decks shall be permitted up to the maximum Height. Trellises may extend above the maximum Height up to eight (8) feet. Extensions up to ten (10) feet above the maximum Height for stair, elevator, elevator lobby, restrooms or mechanical enclosures shall be limited to twenty (20%) of the roof area, unless approved by Waiver SAP Permit. j• Streetscreens shall be between three and a half (3.5) and eight (8) feet in Height and constructed of a material matching the adjacent building Facade or of masonry, wrought iron or aluminum. The Streetscreen may be replaced by a hedge or fence. Streetscreens shall have openings no larger than necessary to allow automobile and pedestrian access. Streetscreens shall be located built along the Frontage Line, or coplanar with the Building Facade Line. Streetscreens over three (3) feet high shall be fifty percent (50%) permeable or articulated to avoid blank walls. I. Active Space shall be required along the entire length of the Building's Frontage at the ground floor. Whenever active Space is not possible along Secondary Frontages, Architectural Treatment or Streetscreens may be provided, except NW 23rd Street and NW 24th Street. Properties developed along NW 23rd Street and NW 24th Street shall comply with Section 5.1(f) of NRD-1. m. A one (1) Story Building may be allowed within the East Zone of the SAP Area provided that the ground level Story is no less than fourteen (14) feet in Height and a Green Roof treatment no less than fifty percent (50%) of the roof area is provided, as approved by SAP Permit. 19 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN 5.5.3 Building Function & Density (T5) a. Buildings located in Th the SAP Area shall conform to the following regulations and the Functions, Densities, and Intensities as shown in Article 4, Tables 3 and 4 and Illustration 5.5 of the Regulating Plan. Certain Functions as shown in Article 4, Table 3 of the Regulating Plan shall require approval by Warrant or Exception. Consult Article 6 for any supplemental use regulations. b. Density: ii. Buildings located in the SAP Area shall be permitted the maximum allowable density of the underlying Future Land Use Map designation of 150 dwelling units per acre. c. Principal and accessory uses of Buildings in the SAP Area shall conform to Uses described in Article 4, Table 3 of the Regulating Plan. Surface parking lots and parking garage structures may be accessory to all principal Uses. 5.5.4 Parking Standards (T5) a. Vehicular parking, access and loading s#atl may be required as shown in Article 4, Tables 4 and-5 of the Regulating Plan. c. Parking and loading should be accessed by an Alley. Parking and loading shall be accessed from the Secondary Frontage when available. Where Lots have only Principal Frontages, parking and loading may be accessed from the Principal Frontages. d. All parking including drop-off drives and porte-cocheres, open parking areas, covered parking, garages, Loading Spaces and service areas shall be located within the Third Layer and shall be masked from the Frontage by a Liner Building or Streetscreen as illustrated in Article 4, Table 8. Underground parking may extend into the Second and First Layers only if it is fully underground and does not require raising first -floor elevation of the First and Second Layers above that of the Sidewalk. Ramps to underground parking shall be only within the Second and Third Layers. Above ground parking may extend into the Second Layer a maximum of fifty percent (50%) of the length or Height of the Secondary Frontage or above ground parking may extend into the Second Layer by SAP Permit, if an art, glass treatment or Architectural Treatment, of a design to be approved by the Director of Planning and Zoning with review by the WDRC, is provided for one hundred (100%) percent of that portion of the Pedestal Facade. e. The vehicular entrance of a parking lot or garage on a Frontage shall be no wider than twenty five (25) thirty (30) feet and the minimum distance between vehicular entrances shall be sixty (60) feet, unless approved by Waiver. Shared driveway width combining ingress and egress shall be a maximum width of thirty-five (35) feet at the Property. Two separate driveways on one Lot shall have minimum separation of twenty (20) feet limited to one per building frontage and to be approved by SAP Permit. Any vehicular drive greater than twenty (20) feet in width shall require a median of not Tess than three (3) feet in width between vehicular ingress and egress travel lanes to enhance pedestrian safety. 20 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN f. Pedestrian entrances to all parking lots and parking structures shall be directly from a Frontage Line. Underground parking structures should be entered by pedestrians directly from a Principal Building. h. Loading Standards: Loading standards shall be required as shown in Article 4, Tables 4 and 5 of the Regulating Plan, except as modified below: 1. Off -Street Office, Commercial and Residential loading berths shall be required for developments with an area greater than 25,000 square feet of Habitable Rooms or Habitable Space. 2. Developments within the SAP Area consisting of less than 25,000 square feet of Floor Area may elect to participate in the NRD-1 Loading Standards as provided by Article 4, Tables 2 and 3 and Section 3.1.2 of the NRD-1. i_ Specific areas may be set aside for Tandem Parking within a Parking Structure. Tandem Parking in the SAP Area may be used by valet parking operators and for Residential self -parking within a Parking Structure. L Development within the SAP Area may elect to participate in the NRD-1 Parking Program, Section 3.1.1 of the NRD-1. k. Parking requirements for properties located within the SAP Area may be calculated and provided for in the aggregate for new and existing Buildings and Uses. I. Where Lots are Abutting, underground parking may extend to Abutting Blocks and Lots, including under Thoroughfares in accordance with the City Code of Ordinances. m. Automated, robotic, and/or mechanical parking internal to a Building or Structure and screened shall be allowed within the SAP Area by Right. Parking spaces shall be calculated based on the number of vehicles said facility can accommodate, and shall contribute to the required parking spaces provided by the SAP Area in the aggregate. n. Parking relaxations generally available in Miami 21, the NRD-1 and Chapter 62, Section 62-542 Interim Parking Program of the City Code shall be available within the SAP Area except to the extent explicitly modified herein. 5.5.5 Architectural Standards (T5) b. The Facades on Retail and active Frontages shall be detailed as storefronts and glazed with clear glass no less than seventy percent (70%) of the sidewalk -level Story. d. All Tthe Facades of a parking garage Structure that is are not concealed behindby a Habitable Liner shall be screened to conceal all internal elements such as plumbing pipes, fans, ducts and lighting. Ramping should be internalized wherever possible. Exposed spandrels shall be prohibited. The exposed top level of parking Structures shall be covered a minimum of sixty percent (60%) with a shade producing Structure such as, but not limited to, a vined pergola or retractable canvas shade Structure. 21 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN 5.5.6 Landscape Standards (T5) c. Boundary Thoroughfare Properties shall comply with Section 6 of the NRD-1, Landscape Requirements and/or Article 9 of Miami 21 as applicable. 22 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN MANA WYNWOOD SAP ILLUSTRATION 5.5 URBAN CENTER TRANSECT ZONES (T5) BUILDING PLACEMENT PARKING PLACEMENT BUILDING DISPOSITION LOT OCCUPATION a. Lot Area 1,200 40,000 s.f. min.; sfmax. 5,000 sf min. b. Lot Width 16ftmin 50ftmin . c. Lot Coverage 80%max* d, Floor Lot Ratio(FLR) N/A e. Frontage at front Setback 70%min. f. Open Space East Zone 20% Lot Area min in Aggregate West Zone 10%Lot Area min in Aggregate g. Density 65 de/acre max 150 du/ac max. BUILDING SETBACK a. Principal Front 10 ft min.* b. Secondary Front 10 ft min.._ c. Side 0 ft. min. d. Rear 0 ft min. e. Abutting Side or Rear T4 6 ft. min. Abutting Side or Rear T4 10%of Lot depth min. 1st through 2nd Story 26 ft. min. above 2nd Story BUILDING CONFIGURATION FRONTAGE a. Common Lawn prohibited b. Porch & Fence prohibited c. Terrace or L.C. prohibited d. Forecourt permitted e. Stoop permitted f. Shopfront permitted g. Gallery permitted h. Arcade permitted i. Cantilever permitted BUILDING HEIGHT a. Min. Height 2 Stones b. Max. Height Stories c. SAP Enhanced Height 3 Stories Abutting all Transect Zones except T3 * Or as modified by Section 1.5 and 1.13 of the NR0-1 and Miami 21 Section 3.3.6 Erik BUILDING HEIGHT 8 7 ABUTTING SIDE & REAR ALL ZONES EXCEPT T4, T3 ABUTTING SIDE & REAR T4 ABUTTING SIDE & REAR T3 " 10% of Lot depth for Lots more than 120' deep 6' min for Lots less than 120' deep 23 G;, MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN 5.6 URBAN CENTER TRANSECT ZONES (T6) 5.6.1 Building Disposition (T6) a. Newly platted Lots shall be dimensioned according to Illustration 5.6 of the Requlatinq Plan. c. Buildings shall be disposed in relation to the boundaries of their Lots according to Illustration 5.6 of the Regulating Plan. d. Buildings shall have their principal pedestrian entrances on a Frontage Lino or from a courtyard at the Second Layer Civic Space Type or Open Space, as depicted in Illustration 5.6 of the Regulating Plan. e. For the first Two (2) Stories of a Building, minimum Height, facades shall be built parallel along to the Principal Frontage Line along fora minimum of seventy percent (70%) of its length on the Setback Line or along a Civic Space Type as shown in Illustration 5.5 In the absence of Building along the remainder of the Frontage Lino, a Streetscreen shall be built co -planar with the Facade to shield parking and service areas. f. At the first Story, Facades along a Frontage Line shall have frequent doors and windows; pedestrian entrances shall occur at a maximum spacing of seventy five (75) feet and vehicular entries shall occur at a minimum spacing of sixty (60) feet unless approved by Waiver SAP Permit. For Flex Space fronting a Civic Space Type or Open Space, shall permit pedestrian entrances to occur at a maximum spacing of one hundred (100) feet and vehicular entries shall occur at a minimum spacing of sixty (60) feet. g. Setbacks for Buildings located in the SAP Area shall be as shown in Illustration 5.6 of the Regulating Plan and as modified by Section 8 of the NRD-1 Street Master Plan and Sections 3.3.3 and 5.6.2(a) of the Regulating Plan. Where the property to be developed abuts a Structure other than a Sign, a Waiver Tmay be granted se tkre-proposed Structure above the eighth floor for L oto ho„ing rinddimes inn moodirinry nno hiin ied /'Ioo\foot nr_l ss mNy be w minimiNm of `ore (0) feet-lav W ivor nr T6-36, T6'18, T6 60 and T6 80; Abutting a lower Trancect Zone the Setbacks shall reflect the transition as shown in Illustration 5.6 Principal and Secondary Frontage Setbacks above the eighth Story for the T6-8 transect zone shall be a minimum of fifteen (15) feet. Principal and Secondary Frontage Setbacks above the eighth Story for the T6-12 transect zone shall be a minimum of twenty (20) feet. A Building may encroach the Setback for a maximum of forty percent (40%) to match the Setback below eight (8) stories except when abutting T5 on a Principal or Secondary Front. Frontage Setbacks above the eighth Story shall be a minimum of Zero (0) feet for a Frontage facing a Civic Space, Open Space or a Right -of -Way measuring seventy (70) feet or greater in width. Where a Building within the SAP Area Abuts the NRD zoning district, such Building shall have a maximum Height limitation of one hundred twenty- three (123) feet at the Frontage along the Setback line from which no additional building height shall be allowed unless the additional Stories are at a maximum sixty-seven (67) degree angle line; such line shall commence at the one hundred and twenty-three feet (123) foot Height and slope in a direction opposite to the NRD-1 zoning district. 24 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN h. Above the eighth floor, minimum building spacing is sixty (60) feet, except where the Building abuts a side or rear T5 zoned property, the sixty (60) feet required spacing shall be above the fifth floor. For T6 2'1, T6 36, T6 18, T6 60 and T6 80 Lots having one dimension one hundred (100) feet or less, side and rear Setbacks above the eighth floor may be reduced to a minimum of twenty (20) feet by SAP Permit Waiver. For T6 24T-36, T— -4o-, T6 60 and T6 80 aAbove the eighth floor in the Second Layer, at a setback of ten (10) feet, an additional two stories of habitable space may extend a maximum sixty percent (60%) of the length of the street Thoroughfare Frontages. For T6 211, T6 36, T6 118, T6 60 and T6 80 aAbove the eighth floor an additional six feet of non -habitable space may be allowed without additional setback to accommodate depth of swimming pools, landscaping, transfer beams, and other structural and mechanical systems including for stairs, elevators and permitted enclosures and parapets. i. For sites with three hundred and forty (340) feet Frontage length or more, a cross Block passage provide a cross Block Pedestrian passage. If the Frontage Line of a site is at any point six passage shall be provided. Such a cro-s Block Passage may be covered above the first elfin s ^ah-as-a-te r c pecles Fia^ "Yi^^ ar ^"icular bridge. In T6 36, T6 118, T6 60 and T6-80 a Pedestrian Passage may be roofed and shall be lined with frequent doors and windows. For sites with three hundred and forty (340) feet Frontage length or more, a cross - Block passage shall be provided as follows: i. West Zone: If the Frontage Line of a site is at any point more than three hundred and forty (340) feet from a Thoroughfare intersection or existing cross -Block passage or Paseo, the Building shall provide a cross -Block Pedestrian Passage or Paseo. If the Frontage Line of a site is at any point six hundred and fifty (650) feet from a Thoroughfare intersection, a vehicular cross -Block passage shall be provided. Such a cross -Block Passage may be covered above the first floor by a maximum of twenty-five percent (25%) of its length with Structures connecting Buildings, such as a terrace, pedestrian bridge or vehicular bridge. ii. East Zone: If the Frontage Line of a site is at any point more than three hundred and forty (340) feet from a Thoroughfare intersection or existing cross -Block passage or Paseo, the Building shall provide a cross -Block Pedestrian Passage or Paseo. If the Frontage Line of a site is at any point more than four hundred and fifty (450) feet from a Thoroughfare intersection or existing cross -Block passage or Paseo, the Building shall provide a cross -Block Pedestrian Passage or Paseo by SAP Permit with WDRC review and approval by the Director of Planning and Zoning. If the Frontage Line of a site is at any point six hundred (600) feet from a Thoroughfare intersection, a vehicular cross -Block passage shall be provided. Such a cross -Block Passage may be covered above the first floor by a maximum of twenty-five percent (25%) of its length with Structures connecting Buildings, such as a terrace, pedestrian bridge or vehicular bridge. 25 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN 5.6.2 Building Configuration (T6) a. Development within Private Frontages shall comply with Article 1, Tabl s 2 and 6 and Illustration 5.6 of the Regulating Plan and as modified by Section 3.3.3 of the Regulating Plan, except for the following: i. Boundary Thoroughfare Properties shall comply with Section 8 of the NRD-1 except, in the East Zone, Setbacks for properties located along the northern side of NW 23 Street and for properties located along the southern side of NW 24 Street shall be zero (0) feet for a maximum distance of two hundred and thirty (230) feet of Frontage as measured from NW 5 Avenue. b. Above the eighth floor, the Building Floorplate dimensions shall be limited as follows: 4. 15,000 square feet maximum for Residential Uses in T6 8, T6 12 and T6 211 2: 1. 18,000 square feet maximum for Residential Uses in T6 36, T6 18, T6 60 and T6 80 3- 2. 30,000 square feet maximum for Commercial Uses and for parking 4.3.180 feet maximum length for Residential Uses. 5.4. 215 feet maximum length for Commercial Uses. Building Floorplates may exceed 215 feet to a maximum of 250 feet by SAP Permit. c. Encroachments shall be as follows: At the First Layer, cantilevered Awnings and entry canopies may encroach up to one hundred percent (100%) of the depth of the Setback; except as may be further allowed by Chapter 54 of the City Code, Above the first Story, Cantilevers, cantilevered balconies, bay windows, roofs or Facade components promoting energy efficiency such as shading and Screening devices may encroach up to #hr-ee-(-3} a maximum of five (5) feet of the depth of the Setback by SAP Permit. Other Enclosed cantilevered portions of the Building -hall maintain the required Setback may, encroach a maximum of five (5) feet for no more than forty percent (40%) of the Building Frontage except when abutting T5 on Principal or Secondary Frontages by SAP Permit, except along NW 23rd Street and NW 24th Street. Above the eighth Story, when additional setbacks are required as detailed in Illustration 5.6 of the Regulating Plan, Fagade components promoting energy efficiency, such as shading and Screening devices, that orc non accessible may be accessible or balconies may encroach a maximum of three (3) five (51 feet. d. Galleries and Arcades shall be permitted at a minimum depth of fifteen (15) feet deep, shall encroach one hundred percent (100%) of the depth of the Setback and shall overlap the whole width of the Sidewalk to within two (2) feet of the curb by SAP Permit, with Public Works approval and WDRC review where such proposed condition occurs on a Boundary Thoroughfare Property. Permitted by process of a Special Area Plan. h. Mechanical equipment on a roof shall be enclosed by parapets of the minimum Height necessary to conceal it, and a maximum Height of ten (10) feet. Other enclosures for may extend up to ten (10) feet above maximum height for T6 8, unless approved by Waiver. There shall be no limitation for ornamental element, stair, elevator or mechanical equipment extensions above maximum Height for T6 12, T6 21, T6 36, T6 118, T6 60 and T6 80. Roof decks shall be permitted up to the maximum Height. Trellises may 26 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN j• extend above the maximum Height up to fourteen (14) feet. Above the eighth Story, when Setbacks are required as detailed in Illustration 5.6 of the Regulating Plan, parapets and enclosures housing stairs, elevators or mechanical equipment located on a roof shall be permitted to encroach within the Setback area by SAP Permit. Streetscreens or fences shall be between three and a half (3.5) and eight (8) feet in Height and constructed of a material matching the adjacent building Facade or of masonry, wrought iron or aluminum. The Streetscreen may be replaced by a hedge. Streetscreens shall have openings no larger than necessary to allow automobile and pedestrian access. Streetscreens shall be tesate4 built along the Frontage Line, or coplanar with the Building Facade Line. Streetscreens over three (3) feet high shall be fifty percent (50%) permeable or articulated to avoid blank walls. I. Active Space shall be required along the entire length of the Building's Frontage at the ground floor. Whenever active Space is not possible along Secondary Frontages, Architectural Treatment or Streetscreens may be provided, except NW 23rd Street and NW 24th Street. Properties developed along NW 23rd Street and NW 24th Street shall comply with Section 5.2(d) of the NRD-1. 5.6.3 Building Function & Density (T6) a. Buildings located in T6 the SAP Area shall conform to the following regulations and the Functions, Densities, and Intensities described in Article 4, Table 3 and Illustration 5.6 of the Regulating Plan. Certain Functions as shown in Article 4, Table 3 of the Regulating Plan shall require approval by Warrant or Exception. Consult Article 6 for any supplemental use regulations. c. Density: i_ Buildings located in the SAP Area shall be permitted the maximum allowable density of the underlying Future Land Use Map designation of a maximum of 150 dwelling units per acre. d. Principal and accessory uses of Buildings in the SAP Area shall conform to Uses described in Article 4, Table 3 of the Regulating Plan. Surface parking lots and parking garage structures may be accessory to all principal Uses. e. The calculation of FLR shall not apply to T6 properties located in the SAP Area. f. Any Building located in the T6-8B-O Transect Zone in the East Zone containing twenty- five percent (25%) or more Residential uses (excluding Lodging and Affordable/ Workforce Housing) of the total Building's Floor Area shall be limited to a Height of twelve (12) Stories. 27 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN 5.6.4 Parking Standards (T6) a. Vehicular parking, access and loading -shall may be required as shown in Article 4, Tables 4 and 5 of the Regulatinq Plan. c. Parking and loading should be accessed by an Alley. Parking and loading shall be accessed from the Secondary Frontage when available, see page A1-16 of the Concept Book. Where Lots have only Principal Frontages, parking and loading may be accessed from the Principal Frontages. d. Primary Frontage. All parking, including drop-off drives and porte-cocheres, open parking areas, covered parking, garages, Loading Spaces and service areas shall be located within the Third Layer and shall be masked from the Frontage by a Liner Building or Streetscreen as illustrated in Article 4, Table 8. Parking may extend into the Second Layer above the first (1) Story, by SAP Permit Waiver, if an art or glass Architectural tTreatment, of a design to be reviewed approved by the Planning Director of Planning and Zoning, wit --the E- mendation of the Urban Design Review Board, and WDRC review is provided for one hundred (100%) percent of that portion of the Pedestal Facade. e. Secondary Frontage. All Parking, open parking areas, covered parking, garages, Loading Spaces and service areas shall be located in the Third Layer and shall be masked from the Frontage by a Liner Building or Streetscreen for a minimum of fifty percent (50%) of the length of the frontage or height of the Pedestal. Above ground Parking may extend into the Second Layer beyond fifty percent (50%) of for the length of the frontage or height of the Pedestal, by SAP Permit Waivef, if Architectural tTreatment, of a design to be approved by the Planning Director of Planning and Zoning is provided for that portion of the pedestal facade. g. The vehicular entrance of a parking Lot or garage on a Frontage shall be no wider than thirty (30) feet and the minimum distance between vehicular entrances shall be sixty (60) feet, unless approved by SAP Permit Waiver. Shared driveway width combining ingress and egress shall be a maximum width of thirty-five (35) feet at the Property. Two separate driveways on one Lot shall have minimum separation of twenty (20) feet limited to one per building frontage and to be approved by SAP Permit. Any vehicular drive greater than twenty (20) feet in width shall require a median of not Tess than three (3) feet in width between vehicular ingress and egress travel lanes to enhance pedestrian safety. Loading Standards: Loadinq standards shall be required as shown in Article 4, Tables 4 and 5 of the Regulating Plan, except as modified below: 1. Off -Street Office, Commercial and Residential loading berths shall be required for developments with an area greater than 25,000 square feet of Habitable Rooms or Habitable Space. 2. Developments within the SAP Area consisting of less than 25,000 square feet of Floor Area may elect to participate in the NRD-1 Loading Standards as provided by Article 4, Tables 2 and 3 and Section 3.1.2(b) of the NRD-1. 28 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN k. Specific areas may be set aside for Tandem Parking within a Parking Structure. Tandem Parking in the SAP Area may be used by valet parking operators and for Residential self - parking within a Parking Structure. I. Development within the SAP Area may elect to participate in the NRD-1 Parking Program, Section 3.1 of the NRD-1. m. Parking requirements for properties located within the SAP Area may be calculated and provided for in the aggregate for new and existing Buildings and Uses. n. Where Lots are Abutting, underground parking may extend to Abutting Blocks and Lots, including under Thoroughfares in accordance with the City Code of Ordinances. o. Automated, robotic, and/or mechanical parking internal to a Building or Structure and screened shall be allowed within the SAP Area by Right. Parking spaces within said facilities shall be calculated based on the number of vehicles said facility can accommodate, and shall contribute to the required parking spaces provided by the SAP Area in the aggregate. P. Parking relaxations generally available in Miami 21, the NRD-1 and Chapter 62, Section 62- 542 Interim Parking Program of the City Code shall be available within the SAP Area, except to the extent explicitly modified herein. 5.6.5 Architectural Standards (T6) b. The Facades on Retail active Frontages shall be detailed as storefronts and glazed with clear glass no less than seventy percent (70%) of the sidewalk -level Story. d. All the Facades of a parking garage Structure that fs are not concealed behind by_ a Habitable Liner and all Elevations shall be screened to conceal all internal elements such as plumbing pipes, fans, ducts and lighting. Ramping should be internalized wherever possible. Exposed spandrels shall be prohibited. The exposed top level of parking structures shall be covered a minimum of sixty percent (60%) with a shade producing structure such as, but not limited to, a vined pergola or retractable canvas shade structure. 5.6.6 Landscape Standards (T6) c. Boundary Thoroughfare Properties shall comply with Section 6 of the NRD-1, Landscape Requirements and/or Article 9 of Miami 21, as applicable. 29 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN MANA WYNWOOD SAP ARTICLE 5, ILLUSTRATION 5.6 URBAN CORE TRANSECT ZONES (T6.8) BUILDING DISPOSITION LOT OCCUPATION a. Lot Area 5,000s.f.min.;40,000sfmax b. Lot Width 50ft. min. c. Lot Coverage -1-8 Stories 80% max. - Above 8th Story 15 000 48,000 sq. ft. max. Floorplate for Residential & Lodging 30,000 sq. ft. max. Floorplate for Office & Commercial d. Floor Lot Ratio (FLR) 5/25%additional Public BcnefitN/A e. Frontage at front Setback 70%min. f Open Space 11uLot Area rain. East Zone: 20% Lot Area min. in Aggregate West Zone: 10% Lot Area min. in Aggregate g. Density 150 du/ac max. BUILDING SETBACK a. Principal Front 10ft. min_;20150Min. above 8th Story b. SecondaryFront 10 ft. min_; 2015ft. Min. above 8th Story c. Side 0ft. min;3010RMin. above 8th Story d. Rear 0ft. min.;3010ft Min. above8th Story e. Abutting Side or RearT5 0 ft. min. 1st through 5th Story 10 ft. min. 6th through 8th Story 30 ft. min. above 8th Story Along Boundary Thoroughfare 67 degree angle above 8th Story Abutting Side or RearT4 6 ft. min. 1st through 5th Story 26 ft. min. 6th through 8th Story 30 ft. min. above 8th Story Abutting Side or RearT4 10% of Lot depth min. 1st through 2nd Story 26 ft. min. 3rd through 5th Story 46 ft. min. above 5th Story BUILDING CONFIGURATION FRONTAGE a. Common Lawn prohibited b. Porch & Fence prohibited c. Terrace or L.C. prohibited d. Forecourt permitted e. Stoop permitted f. Shopfront permitted g. Gallery permitted h. Arcade permitted i. Cantilever permitted BUILDING HEIGHT a. Min. Height 2 Stories b. Max. Height 85 Stories c. SAP Enhanced Height Abutting all Transects Zones except T3: T6-8A: 7 stories T6-8B: 11 stories d. Bonus Height 9th story (East Zone only) Or as modified by Section 8 of the NRD-1 and Miami 21 Section 3.3.6 BUILDING PLACEMENT PARKING PLACEMENT 30 BUILDING HEIGHT SAP —+> Man«d I ! 12 a;<nr I ' n ASIO 8eO --.{> xaiAfii Mat --r> 051gx1 1 Igteo T6-6A ABUTTING SIDE & REAR ALL ZONES EXCEPT T4, T3. T6-SS ABUTTING SIDE & REAR ALL ZONES EXCEPT T4, T3 Enhanced i ; ws 112 N ii- �ED aanaa ---> 1 _g anaa. n�IAM1i _�' a—tta�,nm AB TTING NRD PRINCIPAL & SECONDARY FRONT, 75. f4, MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN MANA WYNWOOD SAP ARTICLE 5, ILLUSTRATION 5.6 URBAN CORE TRANSECT ZONES (T6-12) BUILDING PLACEMENT PARKING PLACEMENT BUILDING DISPOSITION LOT OCCUPATION a. Lot Area 5,000 s.f. min.; 70,000 cf max b. Lot Width 50ftmin. c. Lot Coverage -1-8 Stories 80%max. -Above 8th Story 15 0001-8 000 sq. ft max. Floorplate for Residential & Lodging 30,000 sq. ft. max. Floorplate for Office & Commercial d. Floor Lot Ratio(FLR) 8/30%add i0enal-Rablie4 enefiN/A e. Frontage at front Setbac k 70%min. f. Open Space 10%LotAroa min. East Zone: 20%Lot Area min. in Aggregate West Zone: 10%Lot Area min. in Aggregate g. Density 150 dulac max. BUILDING SETBACK a. Principal Front 10ftmin_;20ft. Min. above 010Story b. Secondary Front 10 ft min.*; 20ft. Min. above 8th Story c. Side 0 ft. min.; 30ft. Min. above 8th Story d. Rear 0 ft. min.; 30ft. Min. above 8th Story a. Abutting Side or RearT5 0 ft min. 1st through 5th Story 10 ft. min. 6111through 8th Story 30 ft min. above 8th Story Abutting Side or Rear T4 6 ft min. 1st through 5th Story 26 ft. min. 6th through 8th Story 30 ft. min. above 8th Story Abutting Side or Rear T4 10%of Lot depth min. 1st through 2nd Story 26 ft min. 3rd through 5th Story 46 ft min. above 5th Story BUILDING CONFIGURATION FRONTAGE a. Common Lawn prohibited b. Porch & Fence prohibited c. Terrace or L.C. prohibited d. Forecourt permitted e. Stoop permitted f. Shopfront permitted g. Gallery permitted h. Arcade permitted i. Cantilever permitted BUILDING HEIGHT a. Min. Height 2 Stories b. Max. Height 428Stories c. SAP Enhanced Height 12 Stories Abutting all Transects Zones except T3 d. Bonus Height 4 Stories (stories 21-241 Abutting all Transects Zones except T3 * Or as modified by Section 6 of the NRD-1 and Miami 21 Section 3.3.6 BUILDING HEIGHT Bonus --0 xe;nm 24 23 31 22 24 23 22 27 ! 12 i11 10 39 mm. 6 Won. —( 6 O'rnin.6 ABUTTING SIDE & REAR ALL ZONES EXCEPT T4, T3. MIAMI 21 ARTICLE 6: SUPPLEMENTAL REGULATIONS ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN MANA WYNWOOD SAP ARTICLE 6. TABLE 13 SUPPLEMENTAL REGULATIONS (T5•T6) OPEN AIR RETAIL Operation limited to weekdays, weekends, and legal holidays between the hours of 7:00 AM and 7:00 PM. Provision -of -paving -striping -for stalls and -parking -spaces. 6.3.2 VENDING CARTS IN OPEN AIR RETAIL Within Mana Commons Civic Space Types, open space, or partially open space, the following uses may be permitted pursuant to the Wa,-ra„t nrooe following requirements: 1-a. Outdoor dining areas; shall be permitted as follows: 1. Outdoor dining areas located on Private Frontages, and: Fronting Mana Commons are permitted by Right. ii. Fronting a Thouroughfare are permitted by SAP Permit. 2. Outdoor dining areas located on Public Frontages are permitted by SAP Permit. b. Open Air Retail Uses and Market Pavilion Buildings shall be permitted by Right. c. All exhibits, displays and sales of items from a Retail Merchandising Unit shall be subject to the following limitations: 1. Retail Merchandising Units, excluding any associated signage, as permitted below in c.4., shall be limited to a maximum size of two hundred (200) square feet in area and shall not exceed a maximum Height of fifteen (15) feet; 2. Retail Merchandising Units shall not exceed 35 units. 3. Retail Merchandising Units shall be setback from any adjacent public right-of- way by a minimum of ten (10) feet. 4. Retail Merchandising Unit openings and windows may be closed from time to time to secure the structure. 5. Individual exterior identity signs shall be limited to sixteen (16) square feet in area, with no dimension exceeding eight (8) linear feet in length. There shall be no more than two (2) identity signs per Retail Merchandising Unit. 32 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN d. Open Air Retail Uses shall not count towards gross buildable area and floor lot ratio or Floor Area calculations if the vending carts, kiosks, Retail Merchandising Units or other structure has wheels and is removable within 24 hours in case of emergency. e. Deviations from the standards set forth in Section 6.3.2(c) of the Regulating Plan may be approved by SAP Permit upon a finding by the Director of Planning and Zoning that the requested modifications are justified due to one or more of the following special conditions: i. Established pedestrian flow patterns; ii. Existing landscape features; iii. Governmental action which creates a peculiar configuration on the subject property; iv. Deviations do not interfere with the pedestrian experience within the Mana Commons. 2 Display and sate of the following items from vending cart (a)-' #meads, not requiring refrigeration or further —preparation, sulhie t t„ nplicable state health regulations; and (b) Arts and Crafts. Within op food products allowed to be sold generalImowithin—the-d-t triet�, ;;d eubject to the restrictions set forth herein, may lac permitted by Exception However, no Warrant or Exception shall be granted allowing existing uses to expand space. following limitations: 1. Ali such carts shall be located completely within private property, or, on undediGateel—Fight-ef-way—with—an---appcoveel—agreemeht—speGifyifig—teFms—of 2. Prior to the approval of any vending cart, a master site plan shall be submitted for review and approval; said master plan shall specify the locations and approximate footprints of all future carts; 33 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN 3. The merchandise and method of display shall rcflect and complement} the�istingg. layout, cultural traditions /1. There shall beno more then '1 (one) cart per each thirty five (35) linear fe t f street frontage except that, within courtyards, there may be more upon compliance with the distance separation rcquirements specified below; alternate proposal i ' ' e _ _ _ '„ting established pedestrian patterns or other special site conditions: minim-uim of five—(o)T feetthere stall —be a minimmufive (5) foot „le r � C radius surrounding all such carts); < from any adjacent public right of way by a minimum of fifteen (15) feet. 5. Total ignage shatl--be limited to eight—(8) sgu feet in rea, how er no individual sign may exceed four ('l) square feet in area and there shall be no more than 2 signs per cart; 7. Lighting shall be limited to task lighting as necessary for thc conduct of busin„; area and shall not exceed a maxim„m height of ten (10) feet• case of an emergency. Deviations from these standards may be approved by thc Planning, Zoning, and modifications are justified due to one or more of the following special conditions: 1. Established pedestrian flow patterns, 2. Existing landscape features 3-Governmental—raottio-ri i oohich creates a peculiar configuration on the ubiect property. 34 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN ARTICLE 7: PROCEDURES AND NONCONFORMITIES 7.1.2.11 Mana Wynwood SAP Permit a. SAP Permit All new Development within the SAP Area shall require approval by SAP Permit, except Building One as provided in the Appendix to the SAP. In addition, all other permits necessary to develop property within the SAP Area, such as Warrants and Waivers, shall be approved by SAP Permit and subject to the equivalent fee to those established in the Miami 21 Code and Chapter 62 of the City of Miami's Code of Ordinances. The process and criteria for review and approval of a SAP Permit application is set forth below. Design conditions or Uses requiring approval by SAP Permit are described in the various articles of the Mana Wynwood SAP, and are referenced here only for convenience. The specific parameters of each SAP Permit are further described in the articles in which each SAP Permit appears in the Regulating Plan. 1. Incorporation of vegetated surfaces and planters into Architectural Treatment pursuant to a maintenance agreement (Article 1, Section 1.2). 2. Decrease of required parking by thirty percent (30%) for properties located within a half -mile (1/2) radius of a TOD (Article 4, Table 4). 3. Cantilever with a minimum height of fifteen (15) feet and a maximum height of twenty-four (24) feet (Article 4, Table 6). 4. A single Structure located in the Mana Commons supporting a ground plane extension with a single Story of Habitable Space not to exceed five thousand (5,000) square feet of Floor Area and a maximum twenty-five (25) feet in Height (Article 4, Table 7). 5. Relaxation of pedestrian and vehicular entrance requirements along the Facade (Article 5, Section 5.5.1.f, 5.6.1.f) with review by the WDRC. 6. Encroachment of cantilevered balconies, bay windows, roofs, facade components promoting energy efficiency, and screening devices into the Setback (Article 5, Section 5.5.2.b, 5.6.2.c). 7. Extensions above the maximum Height for stair, elevator, elevator lobby, restrooms or mechanical enclosures beyond twenty (20%) of the roof area (Article 5, Section 5.5.2.h). 8. To permit one (1) Story Building with a ground level Story no less than fourteen (14) feet in Height and a Green Roof treatment no less than 50% of the Roof area (Article 5, Section 5.5.2.m) 35 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN 9. Extension of above ground Parking into the Second Layer where an art, glass treatment or Architectural Treatment is provided. (Article 5, Section 5.5.4.d, 5.6.4.d). 10. Relaxation of parking lot entrance distance and allowance of two (2) separate driveways on one (1) Lot (Article 5, Section 5.5.4.e, 5.6.4.g). 11. Facades on Retail and Flex Frontages providing art, glass and/or Architectural Treatment for one hundred percent (100%) of the Facade sidewalk -level Story (Article 5, Section 5.5.5.b, 5.6.5.b) 12. Adjustments to Building Setbacks above the eighth floor for Lots having one dimension one hundred (100) feet or less (Article 5, Section 5.6.1.h). 13. Encroachment of parapets and enclosures housing stairs, elevators or mechanical equipment located on a roof above the eighth Story within the Setback (Article 5, Section 5.6.2.h). 14. Building Floorplate dimension exceeding 215 feet to a maximum of 250 feet for T6 for all Uses (Article 6, Section 5.6.2(b)(3)). 15. Extension of above ground Parking into the Second Layer where Architectural Treatment is provided. (Article 5, Section 5.6.4.e). 16. Outdoor dining fronting a Thoroughfare (Article 6, Section 6.3.2.a.1.i). 17. Outdoor dining located on Public Frontage (Article 6, Section 6.3.2.a.2). 18. Deviations from certain Open Air Retail standards as provided in Section 6.3.2(c) of the Regulating Plan (Article 6, Section 6.3.2.e). 19. Modifications to previously approved SAP Permits (Article 7, Section 7.1.2.11.e) 20. Review and approval of Media Signs (Article 10, Section 10.3.9). 21. SAP Sign Package (Article 10, Section 10.3.10). 22. As appropriate to the nature of the SAP Permit involved and the particular circumstances of the case, SAP Permits up to ten percent (10%) of any particular applicable standard of Miami 21 and/or the Regulating Plan except Density, Intensity, and Height, may be granted when doing so promotes the intent of the SAP or particular Transect Zone where the proposal is located; is consistent with the guiding principles of the SAP and/or Miami 21; and there is practical difficulty in otherwise meeting the standards of the SAP and/or Miami 21, or when doing so promotes energy conservation and Building sustainability. The inability to achieve maximum Density, Height, or floor plate for the Transect shall not be considered grounds for the granting of a SAP Permit. This SAP Permit cannot be combined with any other specified SAP Permit of the same standard. 36 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN b. SAP Permit review and approval process 1. The Director of the Wynwood Business Improvement District (BID) shall receive courtesy notice of all SAP Permit applications. 2. The Zoning Administrator shall review each submitted application for a SAP Permit for completeness within seven (7) days of receipt. Upon verification by the Zoning Administrator, the application shall be referred to the Director of Planning and Zoning The Director of Planning and Zoning shall review each application for an SAP Permit for consistency with the Regulating Plan, Concept Book, Development Agreement, Miami 21 and the Miami Comprehensive Neighborhood Plan. 3. The Director of Planning and Zoning approves, approves with conditions or denies the SAP Permit application. Approvals shall be granted when the application is consistent with the SAP, inclusive of its Regulating Plan, Concept Book, approved Development Agreement, the Miami 21 Code and the Miami Comprehensive Neighborhood Plan, as applicable. Conditional approvals shall be issued when the application requires conditions in order to be found consistent with the SAP, inclusive of its Regulating Plan, Concept Book, approved Development Agreement, the Miami 21 Code and the Miami Comprehensive Neighborhood Plan, as applicable. Denials of applications shall be issued if, after conditions and safeguards have been considered, the application still is inconsistent with the SAP, inclusive of its Regulating Plan, Concept Book, approved Development Agreement, the Miami 21 Code and the Miami Comprehensive Neighborhood Plan, as applicable. The decision of the Director shall include an explanation of the Code and/or SAP requirements for an appeal of the decision. The Director shall include a detailed basis for denial of a SAP Permit. 4. Urban Development Review Board ("UDRB"). If the SAP Permit application involves a project in excess of two hundred thousand (200,000) square feet of Floor Area, the SAP Permit shall be referred to the UDRB. 5. Coordinated Review Committee ("CRC"). Any new Building within the SAP Area will be reviewed by the CRC in accordance with Section 3.9.1(g) and Section 7.1.1.3 of Miami 21. 6. Wynwood Design Review Committee ("WDRC"). All projects and signage within the SAP Area shall be referred to the WDRC, which shall review the application for compatibility with the cultural and architectural character of the Wynwood Arts District only and provide comments to the Director of Planning and Zoning accordingly. The following shall also be referred to WDRC for review: a. Streetscape. The WDRC shall provide input with respect to the design of the SAP Area's streetscape or any streetscape. 37 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN b. Mana Commons. The WDRC shall provide input with respect to the design of the Mana Commons. 7. SAP Permits shall be valid for a period of two (2) years during which a building permit or Certificate of Use must be obtained. This excludes a demolition or landscape permit. A one (1) time extension for a period not to exceed one (1) additional year, may be obtained if approved by the Director of Planning and Zoning upon written request by the applicant and subject to the equivalent fee to those established in the Miami 21 Code and Chapter 62 of the City Code. c. SAP Permit Review Criteria As appropriate to the nature of the SAP Permit involved and the particular circumstances of the case, the following criteria shall apply to a SAP Permit application. The application shall be reviewed for consistency with the Regulating Plan, Concept Book, Development Agreement, Miami 21 and the Miami Comprehensive Neighborhood Plan. The review shall consider the intent of the SAP, the guiding principles of the Miami 21 Code, and the manner in which the proposed Use will operate given its specific location and proximity to less intense Uses. The review shall also apply Article 4, Table 12, Design Review Criteria of Miami 21, as applicable. d. Appeal of SAP Permit to the Planning, Zoning, and Appeals Board An appeal of the determination of the Director of Planning and Zoning which shall be de novo and heard before the Planning, Zoning and Appeals Board (PZAB) and must state with specificity the reasons for the basis of the appeal which will be presented to PZAB together with payment of any required fee. An appeal shall be filed with the Hearing Boards Office within fifteen (15) calendar days of the posting of decision by the Director of Planning and Zoning on the City's website. The PZAB shall determine whether the appeal of the SAP Permit is upheld or rescinded. The ruling of the PZAB may be further appealed to the City Commission de novo within fifteen (15) calendar days of the PZAB ruling. The filing of the appeal to the City Commission shall state the specific reasons for such appeal, together with payment of any required fee. e. Modifications to a previously approved SAP Permit An applicant may modify a SAP Permit approved under this Appendix, as a minor modification through the SAP Permit process. Minor Modifications include, but are not limited to: i. Changes that conform with the Regulating Plan; or ii. Changes in the project phasing. In the event that the modification is determined to be "not minor" a new SAP Permit shall be required. 38 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN 7.1.2.11 MODIFICATIONS TO THE INITIAL DEVELOPMENT PROGRAM The Development Program, including Uses, Densities and Intensities, as provided herein and depicted in the Concept Book is the development which is currently envisioned for the SAP Area. 7.3 FLEXIBLE ALLOCATION OF SAP AREA DEVELOPMENT CAPACITY a. Properties located within the SAP Area may be subject to Declaration of Restrictive Covenant(s) in Lieu of Unity of Title in a form approved by the City and the City Attorney ("Covenant(s) in Lieu"), which document permits and facilitates the flexible allocation of Density and Intensity for Lots, sites and parcels located throughout the SAP Area as Tong as the overall Height and Building mass distribution for the entirety of the SAP Area is not out of scale or character with the underlying Transect Zone. As described above, the Covenant in Lieu is consistent with: (i) the land development regulations for the SAP Area contained in Miami 21; and (ii) the goals, policies, and objectives of the Miami Comprehensive Neighborhood Plan. ARTICLE 10 SIGN REGULATIONS 10.1 GENERAL Notwithstanding any other provision of the City Code or Miami 21, signage consistent with this Appendix shall be permitted in the SAP Area in accordance with the Regulating Plan, as long as the dimensions of such signage is consistent with Article 10, Table 15 of Miami 21, except for Media Signs which shall be governed by the standards provided in Section 10.3.9 of the Regulating Plan. 10.3.9 SAP MEDIA SIGN STANDARDS All Media Signs within the SAP Area shall be subject to the following standards. a. All Media Signs shall be reviewed and approved by SAP Permit. b. Media Signs shall not be visible from any point in the adjacent public right-of-way, beyond the boundaries of the SAP Area and from any portion of a T1, T3, T4, T5-R or T6-R property located outside of the SAP Area. c. Media Signs may contain an affixed illuminated display system using signage and any other form of illuminated visual message media, constructed to display artistic works, that may be electronic and composed of photographs or animation, or arrangements of color, and that display on -site commercial or noncommercial messages, relies on a Building for structural support , and are applied to the Building or depicted on vinyl, fabric, metal screens or other similarly flexible material that is attached flush or flat against the Building's surface. 39 MIAMI 21 ARTICLE "X" MANA WYNWOOD SAP REGULATING PLAN d. Media Signs shall have a maximum of two (2) surfaces located internally to the Mana Commons which may include visual media and shall have a maximum of two thousand one hundred (2,100) square feet of area. a Media Signs shall be placed at a minimum height of twenty five (25) feet above sidewalk level. f. The visual media display system for Media Signs may be illuminated by LED lights. g, Media Signs shall be subject to the Illumination Sign requirements provided in Article 10 of Miami 21. h. Media Signs shall be subject to the Class B (point of sales Signs) requirements of Miami 21. i. Any portion of a Media Sign shall not exceed the height of fifty (50) feet above sidewalk level. 10.3.10 Special Area Plan Sign Package The Mana Wynwood SAP Sign Package shall serve to enhance the SAP Area's identity, provide safe and clear directional devices for visitors into and through the SAP Area, deliver information about the SAP Area, and preserve the character of the surrounding community as a unique destination for innovation, art, culture, design, and fashion in Miami. The SAP Sign Package may also include signage welcoming visitors or identifying the Historic Overtown and Wynwood communities as approved by the City. A SAP Sign Package shall allow greater flexibility in sign regulations when the flexibility results in a higher or specialized quality design. Approval of such a package may also authorize the placement of Directional Signs within the Public Right of Way or First Layer subject to the following conditions: (i) Directional Signs shall not be located within the First Layer or Public Right of Way so as to disrupt pedestrian activity; (ii) Directional Signs shall respect the vision clearance standards set forth in Section 3.8.4 of Miami 21; and (iii) the placement of a Directional Sign within the Public Right of Way shall require the approval of the Public Works Director. Specific sign standards may be exceeded for various sign types with the exception that the total aggregate areas for Building Identification and Directional Signs are not exceeded. A SAP Sign Package submittal may be submitted for either the entirety of the SAP Area or for individual blocks comprising the SAP Area. Such submittal, at a minimum, shall include the following: (i) a plan view of each Sign type indicating the typical condition for each Sign type and (ii) the specifications for each Sign type. A SAP Sign Package shall require a SAP Permit. Where a SAP Sign Package is approved for an individual block, all subsequent submittals for future blocks shall incorporate an aesthetic consistent with the aesthetic of the previously approved Sign Package. Upon approval of a SAP Sign Package, all signs which conform to the standards set forth therein shall not require individual SAP Permits and shall be permitted if in compliance with the Florida Building Code. 40 EXHIBIT "D" NW 21sr TER A g WEST' EAST ZYSCOVICH ARCHITECTS MANA WYNWOOD SAP DEVELOPMENT AGREEMENT 1. "4 Biscayne. Nlyd . 2kh FI M,iamr it ; 1:r.nsw .5 577,55.1 WEST I EAST Maria Wynwood SAP Parcels Parcels East Parcel ONE TOTAL, Lot Area $6,656SE Acres • 1.30 Lot Coverage 45,32 Partial ROW improvements facing NW 23rd, 24th Street, and East Parcel 1 Public Benefits Public Streetscape Open Space Roadway and Sidewalk Improvements Off -site Water& Sewer Street Art TOTAL MANA WYNWOOD SAP DEVELOPMENT AGREEMENT ...40;9114!.. diugLe 66.41.40 _ t I - : Parcel 1 Max. PLR Max. Density Density Uniti 362,598 1.95 NW 5th Avenue will be provided $ 127,050.00 $ 731,611.57 $ 510,868.50 $ 586,109.99 7,800.00 $ 1,963,440.06 For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s). RiMw -• Minimum Percentage of ta! Open Space per Parcel 4% SAP Improvements Z YS C OV I C H ARCHITECTS Open Space Open Space - Completed • Streetscape • Streetscape - Completed Phasing Schedule I ..0r Miami .FL 53932.23., -305.172.,22:: 5 550 .577 4751 ,V WNW 7,e.v.vir11.,nrn WESTI EAST Maria Wynwood SAP Parcels,, of Area East Parcel TWO TOTAL 04:SF':; Lot overage 296455 $P MANA WYNWOOD SAP DEVELOPMENT AGREEMENT Minimum Percentage of Total Open Space per Parcel 44% 74,046 5F During the construction of this phase, the min. percentage of improvements of the Open Space is to be provided as per Matrix of improvements of open space as per sheet A1-12 of the Concept Book. Temporary open space improvements will include painted finish surfaces with artistic patterns, pop-up artistic type seating areas, temporary parking. Partial ROW improvements facing NW 22nd Street will be provided East Parcel 2: .Public Benefits Public Streetscape Open Space Roadway and Sidewalk Improvements Off -site Water& Sewer Street Art TOTAL 646,800.00 2,473,818.44 1,983,564.00 2, 240, 640.00 52,800.00 7,397,622.44 For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s). ZYSCOVICH A R C H I T E C T M.,. Aisca sns.31,5, Iva. 22,11F1 Open Space Open Space - Completed Streetscape Streetscape - Completed ;rtowzv:coa.c41._or: v a.. ,.virh c3R� WEST I EAST Mane Wynwood SAP Parcels East Parc TOTAL THREE LotArea 2-33,101w` Coverage 3$ 160,439 SF ix ;FLfi 171 L_I t' xl rtsltY' 853,888' .' 803 MANA WYNWOOD SAP DEVELOPMENT AGREEMENT Minimum. Percentage of Total Open Space per Parcel 30% 50,486 SF During the construction of this phase, the min. percentage of improvements of the Open Space is to be provided as per Matrix of improvements of open space as per sheet A1-12 of the Concept Book. Fully improved open space for East Zone is to be located during the completion of this phase. At the end of this phase, 100% of the Mana Commons East is to be provided as a permanent design Partial ROW improvements facing NW 23rd Street and NW 5th Avenue will be provided East Parcel3,;; Public Benefits Public Streetscape Open Space Roadway and Sidewalk Improvements Off -site Water& Sewer Street Art Relocate FPL Lines TOTAL 451,050.00 5,316,664.51 1,346,151.00 1,120, 702.00 30,660.00 3,117,000.00 11,382,227.51 For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s). ZYSCOVICH ARCHITECTS P aing sar i ao.c N Biscayne Bled- Vs]: F! Wen:. FL 53137.2304 ?os_. .57722 f 305 5,7 '321 Open Space Open Space - Completed Streetscape Streetscape - Completed trA00, 402,77 WESTI EAST Mana Wynwood SAP Parcels Par West Pa TOTAL el ON ►rea, '7.43 Lot. overage 291449 SF ;4 Max. D MANA WYNWOOD SAP DEVELOPMENT AGREEMENT Minimum Percentage of Total Open Space per Parcel During the construction of this phase, the min. percentage of improvements of the Open Space is to be provided as per Matrix of improvements of open space as per sheet A1-12 of the Concept Book. Fully improved open space for West Zone is to be located during the completion of this phase. Partial ROW improvements facing NW 22nd, 24th Street, NW 5th, and 6th Avenue will be provided At the end of this phase, 100% of the Mana Commons West is to be completed as a permanent design West Parcel 1 Public Benefits Public Streetscape Open Space Roadway and Sidewalk Improvements Off -site Water& Sewer Street Art 812,250.00 2,506,448.86 3,617,860.00 4,020,360.00 44,580.00 11,001,498.86 For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s). 20% ZYSCOVICH A R CHI TEC T 5 too N Biscayne Blvd . nd, Fi kliam4 _FL 33152.2504 " 305.3%2.5222 1 3OS 577 +521 Open Space Open Space - Completed Streetscape { Streetscape - Completed Maria Wynwood SAP. Parcels West TOTAL MANA WYNWOOD SAP DEVELOPMENT AGREEMENT Minimum Percentage of Total enS.ace .erParcel 2% 9,719,083 SF 168,287 SF At the end of this phase, all open space provided will be fully improved Partial ROW improvements facing NW 24th Street and NW Sth Avenue will be provided West Parcel 2 ;Public Benefits Public Streetscape Open Space Roadway and Sidewalk Improvements Offsite Water& Sewer Street Art 60,000.00 305,787.71 161, 200.00 152,000.00 5,460.00 684,447.71 For illustrative purposes only. Final development design shall be in accordance with the individual site plan approval(s). ZYSCOVICH ARCHITECTS new da Biscayne. Blvd .2:rk F1 Miami . FL 339i2.23O4 205.372.3322 _ss Open Space Open Space - Completed Streetscape Streetscape - Completed irin Rzysenvir :.corn sa arena eyaroviclacom 49 48 47 464544 43 4241 _ NW 28MS7 _.._.. NW21s1 TER WESTI EAST t 1718 15 NW 24rn ST 18 19 26 27 28 1900 31 32 3334 37 38 39 40 AtIldreAs 318 NW 23 ST Miami, FL 33127-4318 NW 2515 ST 25rd $T NW and ST kElio NumbOT F, 1-3125-074-0010 East 2380 NW SAVE Miami, FL 33127-4310 01-3125-074-0030 East 3 4 210 NW 22 TER Miami, FL 33127-4811 01-3125-043-0020 East 205 NW 22 LNMiami , FL 33127-0810 01-3125-044-0010 East 5 2268 NW 2 AVE Miami , FL 33127-4841 01-3125-034-0890 East 6 7 2294 NW 2 AVE Miami, FL 33127-4841 01-3125-034-0880 East 251 NW 22 LN Miami, FL 33127-4810 01-3125-044-0020 East 8 270 NW 23 ST Miami, FL 33127-4316 01-3125-034-0830 East 90 NW 23 ST Miami, FL 33127-4320 10 375 NW 23 ST Miami, FL 33127-4317 16 17 18 19 20 21 22 01-3125-034-0670 01-3125-034-0640 382 NW 24 ST Miami, FL 33127-4326 394 NW 24 ST Miami, FL 33127-4326 2337 NW 5 AVE Miami, FL 33127-4309 East East 01-3125-034-0310 East 01-3125-034-0300 East 01-3125-034-0250 East 2400 NW 5AVE, Miami, FL 33127-4312 01-3125-057-0011 West 535 NW 24 ST Miami, FL 33127-4327 01-3125-000-0200 West 545 NW 24 ST Miami, FL 33127-4327 555 NW 24 ST Miami, FL 33127-4327 550 NW 24 ST Miami, FL 33127-4328 01-3125-057-0150 West 01-3125-057-0140 West 01-3125-046-0050 West 567 NW 23 ST Miami, FL 33127-4321 01-3125-046-0150 West 2380 NW 5 AVE Miami , FL 33127-4310 01-3125-046-0010 West 2330 NW 5 AVE Miami, FL 33127-4310 01-3125-046-0030 West 2324 NW 5 AVE Miami, FL 33127-4310 01-3125-046-0250 West 23 24 2320 NW 5 AVE Miami, FL 33127-4310 2321 NW 5 AVE Miami, FL 33127-4310 2 01-3125-046-0240 West 01-3125-046-0230 2308 NW 5 AVE Miami, FL 33127-4310 01-3125-046-0220 West 26 27 28 29 MANA WYNWOOD SAP DEVELOPMENT AGREEMENT 590 NW 23 ST Miami, FL 33127-4322 01-3125-035-0440 Wes 580 NW 23 STMiami, FL 33127-4322 564 NW 23 ST Miami, FL 33127-4322 01-3125-035-0450 01-3125-035-0470 550 NW 23 ST Miami, FL 33127-4322 West West 01-3125-035-0490 West 30 540 NW 23 ST Miami, FL 33127-4322 01-3125-035-0510 West 31 VACANT LAND NW 23 ST, Miami, FL 01-3125-074-0040 West 32 524 NW 23 ST Miami, FL 33127-4322 33 518 NW 23 ST Miami, FL 33127-0322 01-3125-035-0540 West 01-3125-035-0550 West 34 514 NW 23 ST Miami, FL 33127-4322 01-3125-035-0560 West 35 508 NW 23 ST Miami, FL 33127-0322 01-3125-035-0570 West 36 500 NW 23 ST Miami, FL 33127-4322 37 2240 NW 5AVE Miami, FL 33127-0750 38 2222 NW 5 AVE Miami, FL 33127-4750 01-3125-035-0580 01-3125-035-0590 01-3125-035-0600 West West"' West 39 2270 NW 5 AVE Miami, FL 33127-4750 01-3125-035-0610 West 40 511 NW 22 Street Miami, FL 33127-4750 01-3125-074-0050 West 41 521 NW 22 ST Miami, FL 33127-4727 42 527 NW 22 ST Miami, FL 33127-4727 43 537 NW 22 ST Miami, FL 33127-4727 01-3125-035-0640 West 01-3125-035-0650 West 01-3125-035-0270 West 44 545 NW 22 ST Miami, FL 33127-4727 01-3125-035-0660 West 45 549 NW 22 ST Miami, FL 33127-4727 01-3125-035-0670 West 46 557 NW 22 ST Miami, FL 33127-4727 01-3125-035-0281 West 47 563 NW 22 ST Miami, FL 33127-4727 01-3125-035-0690 West 48 583 NW 22 ST Miami, FL 33127-4727 01-3125-035-0700 West 49 587 NW 22 ST Miami, FL 33127-4727 01-3125-035-0710 West 50 435 NW 22 LN Miami, FL 33127-4726 01-3125-070-0090 East ZYSCOVICH ARCH/ TECTS 10oN$iscay:�e 111,-.d. r0rE Fi Ntia.m, FL 33152.13eS 305.172.5222 f 105 S:>. 4511 EXHIBIT "E" Poles to be removed Poles to be removed 138KV Lines indicated in Grange Subject to receiving the necessary consents and legal approvals, the Developer shall bury the 138kv lines, as indicated in orange, from structure number 218A16, located at or near the corner of NW 21st Terrace and NW 5th Avenue, to structure number 218A3, located at or near the FPL property address 105 NW 24th Street, Miami, FL 33127, and remove the poles from structure number 218A16 through structures number 218A11W and 218A11N, located at or near the corner of NW 25th Street and NW 5th Avenue. 230KV Lines Indicated in Red Subject to receiving the necessary consents and legal approvals, the Developer shall bury the 230kv lines and remove the poles, as indicated in red, from structure number 306A15, located at or near the corner of NW 22nd street and NW 6th Avenue, to structure number 307A5, located at or near the corner of NW 2nd Avenue and NW 22nd Lane. EXHIBIT "F" WESTI EAST NW24r8 Si NW2rst7ER Phased Parking Properties ?1W 25111Sr 18'241h Sr MANA WYNWOOD SAP DEVELOPMENT AGREEMENT BARKING LOT f SP-1 . PARtki, 23,25 -_-.: AREA 8,638 SF SPAtR5wx 43 SP-2 26,27 13,245 SF 66 SP-3 29,30,31,32 22,778 SF 114 SP-4 33,34,35,36,37 18,000 SF 90 SP-5 45,46,47,48,49 45,000 SF 225 SP-6 51 39,599 SF 198 SP-7 9,50 17,233 SF 86 SP-8 1 176,717 SF 703 SP-9 4,5,7,8, 58,850 SF 294 SP-10 2,3 177,980 SF 890 SP-11 39,40 18,676 SF 93 50-12 41,42 11,250 SF 56 SP-13 18,19 80,410 SF 402 SP-14 20,18 9,006 SF 45 SP-15 11 4,875 SF 24 SP-16 9,50 17,233 SF 86 Estimated_.Pada gsp&cps; ... ., ...,. ... 3,417 *Parking count determined by dividing total vacant to area by 200 SF to be administered by valet operator ZYSCOVICH ARCHITECTS 100 N Bia:av :e Blvd . snhFI MiaFL i?02].2304 1 103 577 4521 1 NW2MNSt IVW 22m1 sr NW 21a1MB Parcel 1 Parking WEST I EAST Spaces Lot Area 384 89,600 SF TOTAL 334 89,600 SF Self Park - Improved Parking Lots for Parcel 1 *Parking to be provided in centralized above ground or underground structure or within building to be constructed by the completion of Parcel 3. ral;:'WfNfefff4,ftw fr," ,tati(ft7 k , NW 251h ST NW 201ST NW 23rd St NW 22nd sr Passed Parking Z YSCOV I C H ARCHITE.CTS MANA WYNWOOD SAP DEVELOPMENT AGREEMENT WON Eiereym vd . 2,1F1 Miami • ft .137..04 .5.7.33.3213 f Sef f77.431 e f Exhibit "G" ADDITIONAL PROPERTY TO DEVELOPMENT AGREEMENT JOINDER FORM AND ACKNOWLEDGEMENT OF JOINDER This ADDITIONAL PROPERTY TO DEVELOPMENT AGREEMENT JOINDER FORM ("Joinder Form") is executed this day of , 20_ by the undersigned entity. RECITALS WHEREAS, the City has entered into a Development Agreement dated 20, and recorded in the public records of Miami -Dade County, Book , Page (the "Development Agreement") with the Developer as defined therein; and WHEREAS, the Development Agreement secures certain benefits and obligations for the mutual benefit of the City and the Developer, as set forth in the Development Agreement; and WHEREAS, the Development Agreement allows joinder of additional properties, when said Developer acquires fee simple title to a Property not included in the Development Agreement subsequent to the Effective Date of the Development Agreement; and WHEREAS, the Development Agreement requires that Developer execute this joinder form in order to incorporate any additional property into the Development Agreement; and WHEREAS, the undersigned desires to enjoy the benefits conferred upon the Developer under the Development Agreement, and in consideration for such benefits agrees to be bound by the obligations imposed therein upon the Developer; and WHEREAS, the undersigned owns property or a property interest in the Mana Wynwood District, more particularly described in Exhibit "" attached hereto. NOW THEREFORE, in consideration of the benefits conferred upon any Developer by the aforementioned Development Agreement, and certifying that the above recitals are true and correct, and incorporating such recitals herein, the undersigned does hereby execute this Joinder Form and becomes an incorporated property pursuant to the Development Agreement. There undersigned shall assume all of the benefits, and be bound, comply with, and perform all of the obligations, as set forth in the Development Agreement and as applicable to the property which the undersigned owns upon the adoption of a Zoning Atlas amendment to Miami 21 designating the Mana Wynwood Special Area Plan. The undersigned shall be obligated to the City for the benefit of the City, and the City shall have all rights and remedies set forth in the Development Agreement to enforce the terms of the Development Agreement against the undersigned, to the extent applicable to the property owned by the undersigned. The undersigned also hereby represents that it has full power and authority to execute this Joinder Form, and certifies to City that none of its owners or officers, nor any immediate family member of any of such owners or officers, is also a member of any board, commission, or agency of the City. WITNESS [COMPANY/CORPORATION NAME] Print Name: Print Name: STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADE By: Print Name: Title: The foregoing instrument was acknowledged before me this day of 20 , by , the , of , a ; such person being personally known to me or has produced as identification. NOTARY PUBLIC, State of Florida Print Name: Commission Number: My Commission Expires: The City hereby acknowledges and consents to the joinder of the above signatory as an additional property to the Development Agreement. IN WITNESS hereof the Parties have caused this Joinder Form to be duly entered into and signed as of the date written above. CITY OF MIAMI, a municipal corporation located within the State of Florida By: Emilio T. Gonzalez City Manager APPROVED AS TO FORM AND CORRECTNESS: By: Victoria Mendez City Attorney Witnesses: Print Name: Print Name: STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me this day of 20 , by Daniel J. Alfonso, in his capacity as City Manager, on behalf of the City of Miami, a municipal corporation, who is personally known to me or who has produced as identification. NOTARY PUBLIC, State of Florida Print Name: Commission Number: My Commission Expires: NWE4th ST NW 21st MR WEST I EAST NW 25th Si 11W 2411, ST i----- - • - i • • Parcel 3 • NW 23,d sr NW 220 SI 74,-Yi,Iv4,44,•&•10,-,y,va••0,14,t4•40.04 •":4, • „4•1;40,,,z, MANA WYNWOOD SAP DEVELOPMENT AGREEMENT Proposed Parking* East Zone New Structured Parking NMI West Zone New Structured Parking Phased Parking ZYSCOVICH ARCHITECTS 4,598 Spaces I I 3,885 Spaces I All numbers may be subject to change. N Biscayne Blvd 2741F1 Minn, Ft 33132.2303 305.372.5222 0 LOS 577,513 e irintSzysto,Lneen ansn's eysccviril August 23, 2016 City matter no. #15-1615 This Instrument Was Prepared By, Record and Return To: Iris Escarra Carlos R. Lago Greenberg Traurig, P.A. 333 S.E. 2"d Avenue Suite 4400 Miami, Florida 33131 Reserved DEVELOPMENT AGREEMENT OF MIAMI, FLORIDA AND LLC, MEGAN HOLDINGS, L LLC, MILANA HOLDING LLC, MIZRACHI HO HOLDINGS, LLC, 2294 LLC, MALUX RE HOLDINGS, LLC, MANA WYNWO RELATED DEVE This is a Development 2016 by and between Manni Holdings, LLC, a Delawar limited liability company Realty, LLC, a Delaw limited liability comp NW 2ND Avenue Delaware limite company (coll corporation ai the City are SUBSTITUTED. ETWEEN THE CITY ANNIGAN HOLDINGS, , MELANIE HOLDINGS, , LLC, MILLIE REALTY, INGS, LLC, WYNWOOD W 2ND AVENUE REALTY, TY, LLC, AND MAPTON GARDING APPROVAL OF THE SPECIAL AREA PLAN AND OPMENT greement ("Agreement") made this day of n Holdings, LLC, a Delaware limited liability company, Megan limited liability company, Melanie Holdings, LLC, a Delaware ilana Holdings, LLC, a Delaware limited liability company, Millie e limited liability company, Mizrachi Holdings, LLC, a Delaware y, Wynwood Holdings, LLC, a Florida limited liability company, 2294 ealty, LLC, a Delaware limited liability company, Malux Realty, LLC, a iability company, Mapton Holdings, LLC, a Delaware limited liability tively, the "Developer"), and the City of Miami, Florida, a municipal a political subdivision of the State of Florida (the "City") (the Developer and ogether referred to as the "Parties"). HEREAS, the Developer is the fee simple owner of approximately 23.483 acres +/- of lanocated in the Wynwood neighborhood of the City of Miami; and WHEREAS, the properties are generally bounded by NW 22nd Street on the south, ecific parcels fronting NW 24th Street on the north, NW 2nd Avenue on the east, and NW 6th SUBSTITUTED. Avenue on the west, within the jurisdictional boundaries of the City (collectively t "Property"); a map and legal descriptions of which are attached as Exhibit "A"; and WHEREAS, the Property is currently underutilized and consists mostly of vac nt and underdeveloped lots; and WHEREAS, the Property is located in an Empowerment Zone for w ch the City envisions redevelopment through strong partnerships to encourage economic re talization and sustainable community development; and WHEREAS, during recent years Wynwood has undergone an ban transformation that has revitalized the neighborhood into a world-renowned hub for tie visual, performance and culinary arts, as well as the technology and fashion industries; an WHEREAS, the revitalization of Wynwood is consistewith the City's vision to foster a vibrant artistic and entrepreneurial community that wi attract residents, visitors and businesses alike; and WHEREAS, the Developer wishes to contribute t• the revitalization of Wynwood and surrounding areas by redeveloping the Property into pedestrian -oriented project with an eclectic mix of uses that integrates future mass transit ptions and makes Wynwood a premier center for art, entertainment, culture, technology another creative enterprises; and WHEREAS, the current status of the Pr..erty is inconsistent with the City's vision for Wynwood and wishes to encourage developm t of the Property; and WHEREAS, Wynwood is identifi Space Master Plan; and WHEREAS, the Develope wishes to contribute to Wynwood by providing approximately 3 , 86 acres of Ope r Space at the Property including the development of a centralized programmed public • . en Space; and as an area of need by the City's Parks and Open WHEREAS, the Pro ' erty is currently designated General Commercial on the City's Future Land Use Map, . ccording to the Miami Comprehensive Neighborhood Plan ("Comprehensive Plan" , and WHEREAS, e Property is currently zoned D1 Work Place ("D1") and T5-O Urban Center Zone ("T5- • ) with a Neighborhood Revitalization District NRD-1 Overlay, according to the Miami 21 ning Code ("Miami 21"); and WHE'1 AS, the City and the Developer seek to rezone the Property from D1 and T5-O to Mana W, wood Special Area Plan with a Neighborhood Revitalization District NRD-1 Overlay, 1 ving T5-O, T6-8a-O, T6-8b-O and T6-12.-0, as described in the Mana Wynwood Concep ook (the "Concept Book") attached hereto and incorporated herein as Exhibit "B", in ordrr to facilitate redevelopment within the area and to effectuate the Parties' goals and visi. for Wynwood; and 2 SUBSTITUTED. WHEREAS, Miami 21 outlines a process that 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 an streetscape design, this master planning process is known as a "Special Area Plan" ("SAP' pursuant to Section 3.9 of Miami 21; and WHEREAS, on July 17, 2015, the Developer filed an application with the ' ity for approval of a SAP in order to develop the Property as a mixed -use development co► isting of various uses, including but not limited to residential, lodging, commercial (i . luding art galleries, retail, entertainment, and restaurant), educational, exhibition, convent'.n, civic, and office uses (including showroom space, media and tecluiology production), ong with other related amenities, as may be amended (the "Project"); and WHEREAS, the City and the Developer desire for development s.' the Mana Wynwood SAP to proceed in a manner that is consistent with the Comprehensive ' an, Miami 21, and the City Charter; and WHEREAS, as a condition to the approval of the Mana ynwood SAP, the Developer and City must enter into a Development Agreement pursuant t Section 3.9.1(f) of Miami 21; and WHEREAS, Chapter 163, Sections 163.3220-16 .3243, Florida Statutes (2015), "The Florida Local Government Development Agreement ct", as amended from time to time, authorizes and provides for local governments to ent;, into development agreements with any person or entity having a legal or equitable in rest in real property located within its jurisdiction; and WHEREAS, assurance to a develope that it may proceed in accordance with existing laws and policies, subject to the conditions ► a development agreement, strengthens the public planning process, encourages sound cap al improvement planning and financing, assists in assuring there are adequate capital aeilities for the development, encourages private participation in comprehensive plane' g, and reduces the economic costs of development; and WHEREAS, the City C adopted upon the terms and condition execute this Agreement upo NOW THERE hereinafter contained, 1. Consider and prov thus ad- quate consideration for this Agreement. mmission pursuant to Ordinance No. 16- as authorized the City Manager to execute this Agreement set forth below, and the Developer has been duly authorized to the terms and conditions set forth below. on. d for RE, in consideration of the mutual covenants and agreements e Parties mutually agree and bind themselves as set forth herein: The Parties hereby agree that the consideration and obligations recited under this A reement constitute substantial benefits to both Parties and e g 2. Ru s of Le al Construction. For all purposes of the Agreement, unless otherwise e •ressly provided: 3 SUBSTITUTED. (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 s ' all refer to the instant Agreement in its entirety and not to individual sectis or articles; (e) The Parties hereto agree that this Agreement shall not be more strictl; construed against either the City or the Developer, as all parties are dr ers of this Agreement; and (f) The recitals are true and correct and are incorporated into an. nade a part of this Agreement. The attached exhibits shall be deemed ado. ed and incorporated into the Agreement; provided however, that this Agree . -nt shall be deemed to control in the event of a conflict between the attachme is and this Agreement. 3. Definitions. Capitalized terms which are not specifically •dined herein shall have the meaning given in Miami 21. "Agreement" means this Development Agreement b tween the City and the Developer. "Affordable Housing" means housing availabl to individuals and/or families which meet the qualifications as established by the Ci of Miami's Department of Community and Economic Development. "CBE-A/E" has the meaning ascribed n Section 11(d)(ii) of this Agreement and Section 10-33.02 of the Miami -Dade C•unty Code of Ordinances, as amended. "City" means the City of Miami, a unicipal corporation and a political subdivision of the State of Florida, and all depments, agencies and instrumentalities subject to the jurisdiction thereof. "City Charter" means the r unicipal Charter of the City of Miami. "City Code" or "Code" neans the City of Miami Code of Ordinances. "City Manager" m:. ns the City Manager or his or her designee. "Comprehensiv Plan" means the comprehensive plan known as the Miami ComprehensivNeighborhood Plan, adopted by the City pursuant to Chapter 163, Florida. Slat es (2015), meeting the requirements of Section 163.3177, Florida Statutes (2015), Section 163.3178, Florida Statutes (2015) and Section 163.3221(2), Florida Statutes 015), which are in effect as of the Effective Date. 4 SUBSTITUTED. "Contractors" means the general contractor and all subcontractors engaged complete the Project. "County" means Miami -Dade County, a political subdivision of the State of Fl%rida. "Development" means the carrying out of any building activity, the ina ng of any material change in the use or appearance of any structure or land, or the di ding of land into three (3) or more parcels and such other activities described in Section 163.3221(4) Florida Statutes (2015). "Development Permit" includes any building permit, zoning permit, subdivision approval, rezoning, certification, special exception, variance, or . y other official action of local government having the effect of permitting the devel .ment of land. "Encroachment" includes any area over which the Developer shall have an encroachment or any area which are public right-of-ws or the Public Open Spaces including, without limitation, air rights over or and a designated right-of-way and Public Open Spaces. The Developer shall in such i .tance separate and apart from this Agreement be required to comply with the Miami lade County Public Works Manual and obtain such approvals , permits and enter in such other agreements as required by the City Code and other applicable laws and r: _ulations. "Effective Date" means the date of record ion of the executed, original version of this Agreement. "Existing Zoning" is (a) Miami 21 " ode, May 2015, specifically including the Mana Wynwood SAP Regulating Plai (the "Regulating Plan")., attached hereto and incorporated herein as Exhibit " "', and Concept Book, and related modifications to the Transect designations of p .perties within the SAP Area; and (b) the provisions of the City Charter and Code which regulate development, as amended through the Effective Date. "Fire Rescue Impact ` ee" shall mean the applicable fire impact fee imposed by and calculated by the Cit of Miami for the Project under Section 13-10 of the City of Miami Code of Ordinance "Fire Station provements" means the construction of the Mana Wynwood Fire Station consi ing of approximately 11,000 square feet of gross building area for a Fire-Rescu facility to be developed by Developer for the exclusive use of the City of Miami Fi - Department. "Imp - ct Fees" means a fee imposed by any local government or agency based upon the new development's proportionate share of the average cost of new development uding impact fees imposed by Miami -Dade County, the City of Miami and the iami-Dade County Public School System, as applicable. "Impact Fee Credit" means the credit applied by the City to satisfy the applicable pro -rated portions of the following: (1) Fire Rescue Impact Fees for the Project, as set 5 SUBSTITUTED. forth in Section 13-10 of the City Code; (2) Impact Fees generated by the developme t of the Fire Station Improvements on the Property, as set forth in Sections 13-9 ru 13-12 of the City Code; and (3) Park Impact Fees for the Project, as set forth in S ction 13-12 of the City Code. "Improvement" means any building or other improvement with a t• al cost of construction exceeding ten million dollars ($10,000,000) developed o the Property subsequent to the Effective Date. "Land" means the earth, water, and air, above, below, or on the s rface and includes any improvements or structures customarily regarded as land. "Land Development Regulations" shall be as defined in ction 62-11 of the City Code of Ordinances and includes, without limitation, the ty's Comprehensive Plan, Subdivision regulations, referenced City Code Sections, a d Miami 21. "Miami 21" means City Ordinance 13114 as amende., through the Effective Date. "Laws" means all ordinances, resolutions, regt ations, comprehensive plans, land development regulations, and rules adopted a local government affecting the development of land. "Park Impact Fee" means the applicable •arks and recreation impact fee imposed by and calculated by the City of Miami for le Project under Section 13-12 of the City of Miami Code of Ordinances. "Planning Director" means the Di -ctor of the City's Planning and Zoning Department or his or her designee. "Property Interest" means . y interest or rights in real property or appurtenances of the Property, including b not limited to, fee simple, leasehold, master covenants, condominium, transfera e development rights, air rights, easements, and licenses, however acquired, incl ding any interests or rights in real property acquired through ground lease(s) in an rm's length conveyance, foreclosure, deed in lieu of foreclosure, or any other realize on on a security interest in real property. "Public Facilit' s" means major capital improvements, including, but not limited to, transportatiol sanitary sewer, solid waste, drainage, potable water, educational, parks and recreati' nal, streets, parking and health systems and facilities. "Public • pen Spaces" collectively means those certain areas assigned by Developer withi he SAP Area for Open Space, centralized public Open Space and Civic Space Typ purposes and consisting of a minimum of approximately one hundred sixty eight thy sand two hundred eighty seven (168,287) square feet of area. The Public Open paces shall generally be unimproved by permanent buildings, open to the sky and reserved for public use, as further provided and modified by this Agreement, the Concept Book and the Regulating Plan. 6 SUBSTITUTED. "Redevelopment Area" means the area located within the boundaries of the Southeast Overtown / Park West Community Redevelopment Agency (the "CRA" or "SEOPW CRA"). "SAP Area" means the properties which comprise the Mana Wynwood SAP as depicted on the boundary map and legal descriptions attached as Exhibit "A". "SBE-Construction Services" has the meaning ascribed to such term in Sec on 11(d) (ii) of this Agreement and Section 10-33.02 of the County Code of Ornances, as amended. "Special Area Plan" or "SAP" refers to the Mana Wynwood S. - cial Area Plan, including the Regulating Plan and Concept Book. "Tenant Improvements" means the build -out of improvem is by tenants of the Project. "Unskilled Laborer" means an employee performing c. struction work which does not require any special training or skills and which are pecifically not defined in the County's 2016 Supplemental General Conditions Wage & Benefits Schedule, Construction Type: Building. "Workforce Housing" means housing availab to individuals and/or families which meet the qualifications as established by the Ci of Miami's Department of Community and Economic Development. "Zone, East" or "East Zone" means thse lots and/or properties encompassed within the SAP Area and generally located e.:' of NW 5th Avenue, as depicted and described in the Concept Book. "Zone, West" or "West Zone" i eans those lots and/or properties encompassed within the SAP Area and generally to ted west of NW 5th Avenue, as depicted and described in the Concept Book. 4. Purpose. The purpose o this Agreement is for the City to authorize the Developer to redevelop the Property ursuant to the Mana Wynwood SAP, This Agreement will establish, as of the El' ctive Dale, the land development regulations that will govern the development of the roperty, thereby providing the Developer with additional certainty during the deve •lament process. This Agreement satisfies the requirements of Section 3.9.1( Miami 21. 5. Intent. T Developer and the City intend for this Agreement to be construed and impleme ed so as to effectuate the purpose of the Regulating Plan and Concept Book, this De - -lopment Agreement, the Comprehensive Plan, Miami 21, the City Charter, the City ode, and the Florida Local Government Development Agreement Act, Sections 163 220-163.3243, Florida Statutes (2015). 7 SUBSTITUTED. 6. Legal Description of Land, Names of Legal Owners, Applicability. This Agreement only applies to the SAP Area, as identified and legally described in Exhibit "A". The Property's legal and equitable owncrs are listed along with the legal descriptions in Exhibit "A." 7. Term of Agreement, Effective Date and I3inding Effect. This Agreement shall have a terns of thirty (30) years from the Effective Date and shall be recorded in the pub 'c records of Miami -Dade County and filed with the City Clerk. The term of is Agreement may be extended by mutual consent of the Parties subject to ublic hearing(s), pursuant to Section 163.3225, Florida Statutes (2015). This Agree + r nt shall become effective on the Effective Date and shall constitute a covenant runni with the land that shall be binding upon, and inure to, the benefit of the Parties, thei successors, assigns, heirs, legal representatives, and personal representatives. 8. Zunin Permitted Develo ment Uses 8uildin Densities and Int cities. (a) Mana Wynwood SAP Designation. The City has desi t' ated the Property as "Mana Wynwood SAP" on the official Zoning Atlas of ie City, pursuant to the applicable procedures in Miami 21. The Regulatin, fan and Concept Book provide for any deviations from the underlying re:ulations of Miami 21. In approving the Mana Wynwood SAP, the City . s determined that the uses, intensities and densities of development per ' ted thereunder are consistent with the Comprehensive Plan and the Existin oning. 9. (b) Densit lntensil Uses and I3uildin 11 i. As of the Effective Date and p l rsuant to the Mana Wynwood SAP, the density and intensity propos • for the SAP are permitted by the Existing Zoning and are consistent 'ith the Comprehensive Plan. ii. As of the Effective Da - and pursuant to the Mana Wynwood SAP, the Uses proposed for the SAP are permitted by the Existing Zoning and are consistent with the ' omprehensive Plan. iii. As of the Effec ve Date and pursuant to the Mana Wynwood SAP, the Heights prop ed for the SAP are permitted by the Existing Zoning and are consist t with Miami 21 and the densities are consistent with the presently ; dopted Comprehensive Plan. iv. Nothig herein shall prohibit the Developer from requesting a change of zon g, pursuant to Article 7 of Miami 21, to increase the density or i nsity of development permitted by the Existing Zoning, by mendment of the Mana Wynwood SAP and this Agreement. n 1)uwniiinin (a) e Comprehensive Plan, this Agreement, and the Mana Wynwood SAP shall govern development of the SAP Area for the duration of the Agreement. The 8 SUBSTITUTED. City's Laws and policies adopted after the Effective Date may be applied to t SAP Area only if the determinations required by Section 163.3233(2), Flo da Statutes (2015) have been made after thirty (30) days written notice . the Developer and after a public hearing or as otherwise provided herein. (b) Pursuant to Section 163.3245(3), Florida Statutes (2015), this pt•. ibition on downzoning supplements, rather than supplants, any rights that i •y vest to the Developer under Florida or Federal law. As a result, the Develo er reserves the right to challenge, and the City reserves the right to enact, . ny subsequently adopted changes to land development regulations which are ' conflict with this Agreement on (a) comrnon law principles including, but n • limited to, equitable estoppel and vested rights, or (b) statutory rights which ay accrue by virtue of Chapter 70, Florida Statutes (2015). 10. Future Development Review. Future development with' the SAP Area shall proceed pursuant to the Regulating Plan and Concept Book atta ied hereto. The criteria to be used in determining whether future development sh be approved are: consistency with the Comprehensive Plan, Miami 21, this Agr ment, and substantial compliance with the Mana Wynwood SAP, as applicable. 11. Anti -Poverty initiatives. (a) Employment Coordination with encies. Generally, the Developer shall consult with local and/or state commie development entities regarding job training and job placement s rvices to City residents seeking employment opportunities with potential - ployers which will locate or establish businesses within the SAP Area. (b) Affordable / Work for 1Iousin_.. The Developer shall develop Affordable / Workforce Housing i accordance with all applicable laws and as follows: i. Develope shall dedicate a minimum of five percent (5%) of the total number •f residential density units constructed within the SAP Area to Work •rce Housing (the "Workforce Housing Requirement"). ii. D- eloper shall dedicate a minimum of five percent (5%) of the total rnber of residential density units constructed within the SAP Area to Affordable / Workforce Housing with artist preference as generally permitted under § 42 of the Internal Revenue Code, 26 U.S.0 § 42 (the "Artist Housing Requirement"). The Developer shall establish a set of guidelines in determining and applying the artist preference and selection process. iii. The Developer may satisfy the Workforce Housing Requirement and Artist Housing Requirement provided herein by development of such Affordable / Workforce Housing within the SAP Area and/or within a one thousand (1,000) foot radius of the SAP Area. 9 SUBSTITUTED. (c) (d) Contributions to the Southeast Over•town / Park West Communi Redevelopment Agency (SIOPW CRA). Developer shall provide p is benefits in the form of cash contributions, as required in Section 3.16 the Regulating Plan, to a fund established by the SEOPW CRA to be alloc-ted for the purposes of economic development initiatives including but not mited to affordable and workforce housing development. Job Creation During Construction. With regard to sourcin_ candidates for employment opportunities resulting from construction of eac mprovement on the Properly comprising all or any portion of the Project (e luding the Tenant Improvements): i. Job Sourcing. The Developer shall require i . Contractors to use best efforts to work with workforce development : genies and organizations to source job opportunities for both sic' ed and unskilled laborers seeking employment opportunities withi ' the construction industry. ii. Small Business Enterprise Progra for Architecture, Engineering, Landscape Architecture, Surv, ing and Mapping Professions ("CBE-A/E") and Small B siness Enterprise Program for Construction Services ("SBE onstruction Services"). With respect to each Improvement (exclu• g Tenant Improvements) Developer shall use diligent, good faith of .rts to achieve, as applicable, the following goals: a) Award to fir : certified by the County as CBE-A/E not less than seven and half percent (7.5%) of the professional services agreernen ., calculated based upon the total dollar amounts paid to firms ertified by the County as CBE-A/E and the total dollar arnou• paid under professional service agreements for soft costs, including, but not limited to, design, engineering, survey, in! eeetion, job monitoring requirements, testing and legal (the CBE-A/E Participation Requirement"); and Require Contractors to award to firms certified by the County as SBE-Construction Services firms not less than fifteen percent (15%) of the contractual agreements, calculated based upon the total dollar amounts paid to firms certified by the County as SBE-Construction Services firms and the total dollar amount paid for construction -related materials, supplies and fixtures (the "SBE-Construction Services Requirement"). The SBE-Construction Services Requirement shall also include contractual agreements for construction -related goods including construction materials, supplies and fixtures. Firms certified by the County as SBE-Goods and Services firms (such as, but not limited to firms providing security, testing, surveying, 10 SUBSTITUTED. landscaping, trenching, etc.) may also qualify for satisfying the SBE-Construction Services Requirement. The City Manager, in his/her sole discretion, may qualify fir s presented to him/her by the Developer that possess the requ ite licensing, professional qualifications, and experience to p-. form services and/or sell goods in the CBE or SBE categories out fail to meet one or more of the licensing requirements ne' essary to receive either a CBE or SBE designation from the C . nty. iii. Local Workforce Participation. With respect to eac (excluding Tenant Improvements) the Developer Contractors to utilize good faith, best efforts to e fifty percent (50%) on -site labor from pers Miami -Dade County (the "Labor Participatioi Improvement all require its toy a minimum of s residing within equirement"). With respect to each Improvement (exclud'. g Tenant Improvements), Developer shall require its Contractors to ilize good faith, best efforts to maximize the labor performed by ind' iduals based upon their place of residence; provided, however, the abor Participation Requirement shall not be deemed or construe,. to require Contractors to hire employees who do not comply w' OSHA requirements, drug testing requirements and insurance co 'any requirements; however, laborers with minor or insignificant no violent felony criminal records shall not be denied employment solel .ased upon their criminal record. iv. Responsible Wage Rat a) With respec ' to each Improvement (excluding Tenant Improvements and any work completed by Florida Power & Light an. its Contractors) the Developer shall require its Contrac ors performing work in connection with such Imprement to pay minimum hourly wage rate, health benefits and .erasion benefits consistent with the County's Responsible Wage Ordinance, as codified in Section 2-11.16 of the County ' ode and the Supplemental General Conditions Wage & Benefits Schedule, Construction Type: Building (the "Responsible Wage"), as the same may be revised by the County annually, to Electrical Journeyman, Plumber Journeyman and Unskilled Laborers, as further provided below. i) Electrical Journeyman. For 2015, the Responsible Wage for Electrical Journeyman is $30.11 per hour for wage rate, $5.85 per hour for health benefit and $3.91 per hour for pension benefit. Contractors performing work in connection with any Improvements may employ the services of Electrical Apprentices subject to the staffing, 11 b) SUBSTITUTED. pay, and other requirements set forth in Section 2-11.16 of the County Code. ii) Plumber Journeyman. For 2015, the Responsible Wage for Plumber Journeyman is $22.25 per hour for wage rate, $5.05 per hour for health benefit and $3.74 per hour for pension benefit. Contractors performing work connection with any Improvements may employ he services of Plumber Apprentices subject to the st. fing, pay, and other requirements set forth in Section -11.16 of the County Code. iii) Unskilled Laborer. For 2016, the Respons .le Wage for Unskilled Laborer is $15.00 per hour for age rate, $3.00 per hour for health benefit and $1.92 pe our for pension benefit. The Responsible Wage ap fed for Unskilled Laborers shall be that which is re fired for Laborers in the County's Supplemental Gene al Conditions Wage & Benefits Schedule, Constructio Type: Building, Each Contractor shall require the s paid in all contracts and in plumbing and unskilled labo Contractor, which will rcq hires to stipulate and agre Wage. me Responsible Wage to be subcontracts for electrical, services entered into by such e subcontractor each Contractor that they will pay the Responsible (e) Community Support, Job'I'ruinin t d Career Develo meat Partnerships. The Developer anticipates that the Project will generate a significant number of employment opportunities in t following sectors: media and technology, hospitality, retail, trade, exhibi on, education and the arts. The Developer shall use best efforts to work wlocal schools and local and/or state economic development entities to p ce qualified program graduates and participants in employment opportunit s within the SAP Area following completion of the Project as provided he in. Fashion a Arts Program. The Developer shall create, operate, fund and prov e annual financial support to a fashion and arts program approv:: by the SEOPW CRA (the "Program"). The Program shall be inco 'orated as a non-profit corporation under s. 501(c)(3) of the Int nal Revenue Code or operated by a subcontractor incorporated u' der a 501(c)(3) for the purposes of: (i) training residents of the edevelopment Area, Overtown and other targeted areas of the community for employment opportunities within the fashion and arts sectors; (ii) coordinate the delivery of training for future Developer employees, among others; and (iii) coordinating linkages between the Program and Developer for purposes of employing Program graduates. 12 SUBSTITUTED. The Program shall provide training to prepare students: (i) for careers the fashion and arts sectors including but not limited to fas, on designers, artists, curators, conservators, archivists, museum and �:llery support and management, graphic artists, researchers, etc., and/or, (ii) for employment opportunities including but not limit; d to the following areas: fine arts, photography, performing arts, gr. , is design, digital / multimedia, fashion / textiles, spatial design, 3D p oduct design, organization / people management, etc.. Developer' obligation to create, operate and fund the Program shall commence pon the Effective Date of this Agreement. Developer further agree that it shall afford graduates of the Program preference over non -Program graduates with respect to opportunities for interviews and hirin for future employment opportunities for positions which the Progra provides training when related employment opportunities become a ailable at the Project. With regard to the aforementioned hiring pref ence for Program graduates, such preference shall not apply where a equally qualified, non -Program graduate, that is a resident of the SE' PW CRA Redevelopment Area, Overtown, and/or City, is comp -ting for the same employment opportunity as a Program graduat 12. Environmental. The City rinds that the Project will confer a significant net improvement upon the publicly accessible ree canopy in the area. The City and the Developer agree that the Developer wil comply with the intent and requirements of Chapter 17 of the City Code, by perfor ing tree replacement as follows. (a) O1"1-site replacement trees. ► otwithstanding the requirements of Section 17-6(e) of the City Code, where t e replacement within the SAP Area is not possible, the Developer may perf m tree replacement on public property in the following order of priority: (i) ithin the SAP Area's Public Open Spaces; (ii) within a one (1) mile radius • f the SAP Area; or (iii) within any City park subject to approval by the IPity. Particular emphasis shall be paid to tree replacement along NRD-1 corridors and thoroughfares as identified by the NRD-1 Street Masterplan. e Developer further agrees to work with the Wynwood Business Improveme r District (BID) to identify locations for, and coordinate the placemen of said replacement trees. The City further agrees to facilitate the pennitti " g and planting of replacement trees on all publicly owned property withi he SAP Area, within a one (1) mile radius of the SAP Area and within City arks. The Developer agrees to water, trim, root, prune, brace, or undertake a other necessary maintenance of the trees it plants, as may be required by the ity's Public Works Department, for the terns of this Agreement. The Developer further agrees to warrant each off -site replacement tree for one (1) year after the date of installation. The Developer shall he responsible for the adequate maintenance and care of such trees for the term of this Agreement. (b) SAP Area tree installation. maintenance and guarantee. For all trees placed within the SAP Area, the Developer shall install any needed irrigation and corresponding water meters to support the growth of trees located within the 13 (c) SUBSTITUTED. right-of-way. The Developer shall agree to water, trim, root, prune, brace, undertake any other necessary maintenance as may be required for trees loced within the SAP Area for the term of this Agreement. The Developer rther agrees to warrant each SAP Area tree for one (1) year after completio of the installation. Tree replacement chart.. The tree replacement chart below, shbe used to determine whether the Developer has satisfied the tr replacement requirements for any particular parcel of land as set forth in ection 17-6(a) of the City Code. The chart below shall replace and superseder art 17.6.1.1 in the City Code. Tree Replacement Chart Total diameter of tree(s) to be Total in removed (sum of inches at DBH) requir 2„-3„ 2„ 4"- 6" 7"-12" 13"-18" 12" 19"- 24" 16" 25"- 30" 20" 31"- 36" 24" 37"- 42" 28" 43"- 48" 32" 49"- 60" 40" 7) es of replacement DBH (12' minimum tree height) To determine wheth the replacement requirements have been satisfied, calculate the total s . in inches of the diameter of the trees removed. The size of the replaceme trees diameter at breast height (DBH) must equal the total inches of replac: ent DBH set forth in the above chart. Diameter measurement shall be round; d up to the nearest inch. If the sum of the diameter of trees to be removed ex'eeds a total of 60 inches, the additional inches shall be added cumulativ; y from the top of the chart, down to the bottom of the chart, to calculat- the number of DBH for replacement trees. (d) Tree nstallation. The Developer shall install trees opportunistically within the pu , is right-of-way, subject to approval by the City. 13. Street losure and Vacation. A critical element to the success of the SAP Area's Pub Open Space is increasing the pedestrian connectivity along, the East Zone and W st Zone. In accordance with Chapter 55 of the City Code, the Developer intends to ek the approval of the vacation and closure of various right-of-ways located in the SAP Area including those certain portions of right-of-way consisting of NW 22nd Lane in the East Zone and NW 23rd Street in the West Zone. 14 SUBSTITUTED. 14. Public Benefit Contributions. (a) Public Open Spaces. As consideration for certain modifications to standards set forth in the City's land development regulations, the Developer hereby agrees provide public open spaces in the SAP Area in the East and West Zones of SAP Area of Open Space, centralized Open Space and Civic Space ype (collectively, the "Public Open Spaces"). Developer agrees to pr , ide a minimum of approximately one hundred sixty eight thousand two hundred eighty seven (168,287) square feet of area of Public Open Spaces in e East and West Zones of the SAP Area in substantial accordance with this • :reement, the Regulating Plan and Concept Book. The Public Open Spaces shall contain the following: a) Centralized O'en S ace / Mana Comn its. Developer shall design and program a centralized public Open Space consisting of a minimum of approximately s e hundred ten thousand (110,000) square feet of area in th- ast and West Zones of the SAP Area (the "Centralized Op ' n Space") (also referred to as the "Mana Commons"), subs ntially in accordance with this Agreement, the Regulating P .n and Concept Book. b) Open Space. Develop r shall assign a minimum of approximately fifty ei t thousand two hundred eighty seven (58,287) square feet • " area as Open Space in the East and West Zones of the SAP rea, (the "Open Space") substantially in accordance with this Agreement, the Regulating Plan and Concept Book. c) Civic S +ac T s e. The Developer assigns a minimum of approximely fifty one thousand one hundred forty six (51,146 square feet of area in the East and West Zones of the SAP ; rea (which may be located within the Centralized Open Spa•-) to Civic Space Types (the "Civic Space"), substantially in accordance with this Agreement, the Regulating Plan and oncept Book. The Developer may be allowed to temporarily restrict access to a portion of the Civic Space for temporary and special events. However, at all times a minimum of five percent (5%) of the total area of the SAP Area, including the Public Open Spaces shall be open and accessible to the public. il. The general location and dimensions of the Public Open Spaces shall be substantially in accordance with this Agreement, the Regulating Plan and Concept Book, or, as otherwise mutually agreed by the Developer and the City. 15 SUBSTITUTED. iii. The Developer shall not be required to dedicate or reserve any land within the Property. iv. The Developer will retain ownership of the Public Open Spaces but shall allow public access to the Public Open Spaces as provided in this Agreement. v. From time to time, the Developer may sponsor or similarly partner - ith organizations to hold temporary and special events in the SAP Area, including in and around the Public Open Spaces pursuant to t ' e terms and requirements of this Agreement, the Regulating Pla and the applicable provisions of the Code and applicable pe itting and regulatory requirements. vi. The Developer shall maintain and operate the Pu. is Open Spaces, including pursuant to any applicable maintenance s . dards as mutually agreed by the City and Developer. vii. The Developer shall provide the Public O . n Spaces in phases or portions of phases in substantial accordanc; with the Mana Wynwood SAP phasing schedule provided in the Co. ept Book. viii. Construction of Encroachments wit n the Public Open Spaces. The Developer may be permitted to omplete Encroachments and to construct below -grade iinprovem: is below the Public Open Spaces, including but not limited to pub parking facilities pursuant to Section 55-14(b) of the City Code and ' accordance with applicable laws. ix. Public Open Space Impr • ements. The Developer shall make certain public improvements to e Centralized Open Space and Civic Space, including but not limit: d to: paving, hardscaping, landscaping, utilities and infrastructure provements, public art, lighting and seating ("Public Open Sp ce Improvements"). The final design of the Public Open Space Imp •vements shall be reviewed by the Wynwood Design Review Com ' tee (WDRC) and approved by the Planning Director prior to issua ce of a building permit for such improvements. a) T i} ovary Open Space Improvements. Temporary nprovements to the Centralized Open Space will be provided in Phases 2 and 3 in the East Zone of the SAP Area. Such temporary improvements are described in the SAP Public Improvements Phasing Schedule, attached hereto as Exhibit "i)", and include but are not limited to: painted finish surfaces with artistic patterns, planting features and pop-up artistic type seating areas as also depicted in the Concept Book. The design of these Temporary Open Space Improvements shall be reviewed and approved by the Planning Director. 16 SUBSTITUTED. b) Phasing, of Public Open Space Improvements. The Developer shall complete improvements and enhancements to the Centralized Open Space and Civic Space in subs . ntial accordance with the SAP Public Improvements hasing Schedule attached hereto as Exhibit "D". The Pip, is Open Space Improvements shall be completed in phases o portions of phases in substantial accordance with the AP Public Improvements Phasing Schedule. The proportio ate share of the construction of the Public Open Space Impr► ements shall be calculated prior to the issuance of each ve 'cal building permit for each phase or portion of phase of the P oject. The design of all Public Open Space Improvement•, including temporary improvements, shall be reviewed by th WI)RC and approved by the Planning Director prior to the c. unencement of Parcel 2 in the East Zone. c) Final Public 0 . en S ace Im cments. i) East Zone. One h dred percent (100%) of the Public Open Space Imovements in the East Zone shall be completed and finalized at the earlier of either the completion o ' arcel 3 in the East Zone or ten (10) years from the Ef ctive Date. ii) West Z ; e. One hundred percent (100%) of the Public Open pace Improvements in the West Zone shall be co .leted and finalized at the earlier of either the c.. pletion of Parcel 2 in the West Zone or ten (10) years ' om the Effective Date. (b) Street Ri_!ht-ol-W and Landscape Improvements. The Developer shall landscape and construct improvements to certain right-of-ways immediately fronting prope r ies within the SAP Area (NW 5th Ave, NW 6th Ave, NW 2nd Ave, NW 24 Street, NW 22nd Street, NW 23rd Street) and certain portions of the right-o way fronting non -SAP properties (NW 24th Street), in phases or portion o phases in substantial accordance with the SAP Streetscape Plan of the Conce, Book and the SAP Public Improvements Phasing Schedule attached heret% as Exhibit "D". Such improvements shall include but not be limited to: sid; alks designed to accommodate increased pedestrian activity; bicycle r• tes; landscaping, paving and hardscape improvements; right of way mprovements; art; utilities, telecommunications, and infrastructure improvements; thoroughfares; and streetscape. In order to further foster a uniform aesthetic between the SAP Area and surrounding areas, the Developer agrees to coordinate landscaping and right-of-way design and improvements with the Department of Public Works, Wynwood BID and NRD-1 Streetscape Design, including Shared Streets as identified in the Concept Book. The proposed right-of-way improvements described herein shall be reviewed and be 17 SUBSTITUTED. subject to approval by the City's Planning Department and Zoning Departme and Public Works Department. (c) Parks Impact Fee Credit Agreement. The Parties agree that in consider, Lion of the Developer's contribution of the Public Open Spaces and construe on of the Public Open Space Improvements, the City may grant the Deve *per credit against the impact fees due for the Mana Wynwood SAP as provi : ed below: i. Parks Impact Fee Credit. The City finds that he Developer's contribution of the Public Open Spaces and rel- ed improvements provide more land, Open Space, enhancements, la • scape and hardscape features than necessary to accommodate the : emand for park and recreation facilities generated by the residentscomponent of the Mana Wynwood SAP. Accordingly, the City shal eview Developer's impact fee petition and may grant the Develop = credit in the ascertainable amount of the Developer's contributio against the Parks Impact Fees otherwise due for the overall develop ► nt of the SAP Area, as provided in Section 13-12 of the City Code. (d) Mana Wynwood Fire Station lm rov ents. As consideration for certain modifications to standards set forth in le City's land development regulations, the Developer hereby agrees to cons . uct a new fire station, within the SAP Area or off -site within two thousand (2 100) feet of the SAP Area, for the exclusive use and benefit of the City and s residents and to lease the fire station to the City, subject to substantial acc.rdance with the terms and conditions set forth in this Agreement (the "Man. Wynwood Fire Station Improvements"). The Mana Wynwood Fire St. ion Improvements shall be completed prior to the construction of four mi ion five hundred thousand (4,500,000) square feet of new Floor Area or F within the SAP Area. The City Manager is hereby authorized to adm. istratively negotiate and execute agreements with the Developer for th location, design, construction, and long term lease of the Mana Wynwoo► Fire Station pursuant to the terms provided herein and in substantial ac rdance with the following: i. Fir Station Improvement Development Parameters. The veloper's construction of the Mana Wynwood Fire Station shall be imited to the structure containing the Mana Wynwood Fire Station, assigned ,reserved and dedicated parking spaces consisting of not less than 16 parking spaces for such facility, and reasonable utilities and telecommunications. Construction of the Mana Wynwood Fire Station shall not include any other property, amenities or equipment not mentioned or implied in this Agreement; provided, however, that incidental and supplemental amenities or equipment may be included if mutually agreed upon by the City and Developer. Construction of the Mana Wynwood Fire Station shall meet the following minimum requirements, as permitted by the City: 18 SUBSTITUTED. (e) a) Intensity. The building Floor Area for the Mana Wynwood Fire Station shall not exceed eleven thousand (11,000) gross square feet (inclusive of mechanical and common areas). b) Parking. A total of sixteen (16) assigned or dedicated o ite parking spaces shall be provided for the use of the ana Wynwood Fire Station. c) Utilities. The Developer shall provide reasona,, e utilities including water lines, sewer lines, electric sery e, telephone service, and telecommunication and informa 'on technology lines in a sufficient operational state required t• upport the Mana Wynwood Fire Station. d) The Fire Station and the sixteen (16) eserved and assigned parking spaces will be leased to the Cit, in a Lease Agreement in a form acceptable to the City Man. _er, the Planning Director, and the Director of Real Est• e and Asset Management ("Dream"), and the City Attorn' as to legal form, for a term of not less than ninety nine (99) - ars at a rent of no more than ten (10) dollars a year. The C. will not be assessed any taxes, assessments, charges, due , fees, levies, impositions or similar costs for its use of this .roperty as a Fire Station which it is agreed serves a valid nicipal public purpose. Public Benefits Contributions. T development of the Project will utilize the City's Public Benefits Program 'or the purposes of obtaining bonus Height, as permitted under Section 3.14 • the Regulating Plan, through the contribution of certain public benefits inclu• ng but not limited to: Contribution to e NRD-1 Public Benefits Trust Fund, as required by Section 3.14.6 ' f the Regulating Plan. A minimum of thirty-five percent (35%) of cas contributions by Developer to the NRD-1 Public Benefits Trust Fun to be allocated towards affordable/workforce housing pursuant o Section 62-645(d) of the City Code shall be satisfied or allocat: ' to development of Affordable/Workforce Housing by Deve oper within the SAP Area or within a one thousand (1,000) foot ra• ' s of the SAP Area. ii. he completion of certain improvements and enhancements as follows: Public Open Space Improvements, the Mana Wynwood Fire Station Improvements and Street Right of Way and Landscape Improvements, as described herein (collectively, the "SAP Public Improvements"). The Planning Director has the authority to replace, allocate, shift and modify the Developer's Public Benefits contributions and SAP Public Improvements Phasing Schedule, including the approval of additional contributions. Following ten (10) years from the Effective Date, in the 19 SUBSTITUTED. event the Project and/or approved Public Benefit contributions have not been completed, the Planning Director shall have the authority to abandon the Mana Wynwood SAP Public Benefits Program and require the Developer to tender direct Public Benefit contribution payments to the NRD-1 Public Benefits Trust Fund for the provided benefit Height. 15. Mana Wynwood Fire Station. (a) Development Entitlements. The City, as applicant, shall apply for and dili' -ntly pursue any and all zoning, land use and/or other approvals and entitleme " s with the City, County and other governmental agency required to p mit the development and use of the Mana Wynwood Fire Station. The Ci shall take any other reasonably necessary administrative action as required o permit the Community Support Facility use for the development of the ana Wynwood Fire Station, including but not limited to, land use ame ments, Waiver, Warrant, Exception or Variance ("Fire Station Approvals' All Fire Station Approvals are subject to the processes required by state a • local laws, and may require public hearings, and nothing in this Agreement hall be construed as a waiver or abridgement of the City's governmental or . olice powers with regard to the Fire Station Approvals. (b) Mana Wynwood Fire Station Lease. The Devel.. er will retain ownership of the Mana Wynwood Fire Station but shall grant he City an exclusive leasehold interest ("Lease Agreement") for the :e and occupation of the Mana Wynwood Fire Station. The Developer d the City shall enter into a Lease Agreement to assign their respective res.onsibilities and obligations for the use and occupation of the Mana Wynwoo •ire Station. The City Manager and the Developer shall execute a Lease A eement in substantial accordance with the following terms: i. Rate. The Lease A ($10.00) payable to t ement shall set an annual rate of ten dollars e Developer by the City on a predetermined date. ii. Occupancy. Th- City will be permitted to take possession of the Mana Wynwood Fire Station upon issuance of a Temporary Certificate of Occupancy . the City and pursuant to the execution of the Lease Agreement iii. Term. ' he Lease Agreement shall expressly be for an initial term of one hundrd (100) years with two subsequent automatic extensions for a per'.d of ninety-nine (99) years each. iv. uisance. The Lease Agreement shall expressly prohibit the use of sirens by incoming and outgoing Fire Department service vehicles in order to avoid disturbance and nuisance to visitors, tenants, residents and neighbors. 20 SUBSTITUTED. v. Parking. The Lease Agreement shall dedicate or assign sixte (16) parking spaces for the exclusive use of the Mana Wynwood ire Station. vi, Condominium or Other Forms of Ownership. The Lease _reement shall expressly reserve the Developer's right to convert the 5 P Area, or parts thereof, including the Mana Wynwood Fire ` ation, to a condominium or other collective form of ownership su+'ect to a master covenant at any time. The City hereby expressly agr s and grants its' prospective consent to permit the conversion of the P Area, including the Mana Wynwood Fire Station, to a condomini or other collective form of ownership subject to a master covena-t. In the event that a portion of the SAP Area or Mana Wynwo • d Fire Station is to be converted to a condominium or other collec ve form of ownership, the Developer shall convey and the City sha , accept the Mana Wynwood Fire Station in fee simple to the City in xchange for consideration of a one-time payment of ten dollars ($10.11) by the City. vii. Utilities and Ongoing Expenses. he City shall be responsible for the payment of all utilities (includiri, +ut not limited to electricity, water and sewer services) whether priv e or public, and operational expenses (including but not limited t maintenance costs) directly serving and solely attributable to the use of the Mana Wynwood Fire Station, Separate meters shall binstalled by the Developer for electrical and water utilities for the aria Wynwood Fire Station, at Developer's sole cost and expense. ► le City shall provide and have collected its own dumpster for solid aste removal. viii. Impact Fees. he Developer shall not be required to pay any Fire Impact Fees o the City for the areas solely dedicated to the Mana Wynwood ' ire Station. ix, Taxes. fhe City's use of the Maria Wynwood Fire Station is solely for the secific, exclusive municipal public purpose and essential public ser ce of providing a Fire -Rescue Station for the Wynwood area and is subject to ad -valorem taxation. In the event the County assesses d-valorem taxes against the Mana Wynwood Fire Station, the Developer will cooperate with the City to ensure that no taxes are assessed against the Mana Wynwood Fire Station and shall take appropriate action to ensure that the Mana Wynwood Fire Station remains tax exempt, including the prompt conveyance by warranty deed of the Mana Wynwood Fire Station to the City. Notwithstanding anything provided in this Agreement, in no event shall the Developer and its' successors, transfer and/or assigns be responsible for payment of any taxes assessed solely for the Mana Wynwood Fire Station only, once the City has taken possession of the Fire Station. 21 SUBSTITUTED. x. The Fire Station and the 16 reserved and assigned parking spaces will be leased to the City in a Lease Agreement in a form acceptable to the City Manager, the Planning Director, and the Director of Real Estate and Asset Management ("DREAM"), and the City Attorney as to legal form. xi. The Developer shall timely construct, at its own cost, and complete the Fire Station substantially in accordance with plans approved by the C' Manager, Planning Director and Fire Chief , which will be on file ith the City and deemed as being incorporated by reference herein The Developer will undertake the construction in accordance with al lorida Building Code, City Code, Miami21 requirements, and in c' mpliance with all applicable permitting and regulatory requirements (c) Fire Impact Fee Credit Agreement. The Parties agree that in co : deration of the Developer's construction and lease of the Mana Wynwood Fir Station, the City will grant the Developer credit against the impact fees due for the Mana Wynwood SAP as provided below: i. Fire Impact Fee Credit. The City finds that e Mana Wynwood Fire Station adds sufficient capacity to the City' : fire and rescue system to accommodate the demand generated by d. elopment of the SAP Area. Accordingly, the City shall review Dev: oper's impact fee petition and may grant the Developer credit in e amount of the Developer's ascertainable contribution against th Fire Impact Fee otherwise due for the overall development of the AP Area including any residential, commercial, or other compon -it of the Mana Wynwood SAP, as provided in Section 13-10 oft►e City Code. (d) Public Benefit. The Parties agree at in the event that the City does not obtain the rights to permit the develop nt of the Fire Station, the Parties will negotiate a substitute, comparable publi benefit to serve in lieu of the Fire Station. Any amendment to this Agreeme t must be done in accordance with the procedures set forth in Florida Statute and City laws and regulations. The City does not waive its police power, . d nothing in this paragraph shall be construed to waive or abrogate the City's .olice power with regard to the review and approval or disapproval of this a _reement or an amendment to this Agreement. 16. Valet Parking. The D eloper intends to establish a uniform valet system to service the SAP Area genera In accordance with Sections 35-305 and 35-306 of the City Code, as amended, t e maximum allowed valet permits may be issued for the operation of a valet parking : rea on the same side of the block where the permit applicant is the operator of the 'form valet system. 17, Parkin MI a cnilcnt Pro •am. Parking within the SAP Area shall be implemented through a ► . rking management program. The parking management program shall track existing nd anticipated parking through an interactive spreadsheet maintained by the Developer and reviewed by the Planning Director before issuance of each vertical 22 SUBSTITUTED. building permit for the Project (the "Parking Management Program"). Parking usa_e shall be debited from the total parking pool available within the SAP Area. Par mg availability shall be added to the total parking pool available within the SAP Are.. The Parking Management Program shall incorporate the parking plans attached reto as Exhibit "E". The numbers and figures provided in the Parking Manageme Program may be revised and updated accordingly from time to time by the Plann g Director including at such tunes as certain interim parking is discontinued d permanent parking becomes available. (a) Interim Parking. For the purposes of accommodating the • ased development of the Project, interim and temporary parking on conditio ► lly, unimproved and partially unproved lots by valet service may be per ted in order to satisfy required parking under Miami 21 and the Regulating ' an. Notwithstanding the requirements of Sections 62-543 and 62-544 of the ode, interim parking shall be permitted in the SAP Area without having to c. ply with permanent parking requirements on the proposed interim lots ident','ied in the Parking Management Program. The Planning Director shall approv' the design of the interim parking lots prior to issuance of a building permit •r improvements. In the event that valet service is no longer provided for ' terim parking in the SAP Area, the Developer shall comply with the applic .le parking requirements. (b) Permanent Parking. The Developer hall construct permanent parking facilities to serve the SAP Area by the co • letion of Parcel 3 of the East Zone or prior thereto, in compliance with the parking requirements of the Regulating Plan ("Permanent Parking Faci ties"). The Planning Director shall assess the Parking Management Pro: am every five (5) years for Permanent Parking availability. Permanent P rking Facilities may consist of centralized parking facilities and/or structurd parking facilities as accessory and/or principal uses. 18. SAP Trans ortation Tr Fund Contribution. Any parking facilities surcharge collected for parking in p lie parking facilities located in the SAP Area pursuant to the City of Miami Parkin: acilities Surcharge Ordinance, Chapter 35, Article X of the City's Code of Ordinces, shall be allocated to the City's Transportation Trust Fund, as established in Artie VII of the City's Code of Ordinances (the "SAP Transportation Trust Fund Con ibution"). All funds collected through the SAP Transportation Trust Fund Contribut' •n shall be reserved in the City's Transportation Trust Fund in order to facilitate the creation, operation, and/or maintenance of mass transit and other transportati. i facilities within the Wynwood area, including, but not limited to the City's tro , ey system and capital or acquisition costs associated with the creation of new public f-street parking facilities in the Wynwood area. These funds may be carried over o the succeeding fiscal year. Expenditures in connection with the SAP Tra. portation Trust Fund Contribution shall be made pursuant to Sections 35-253 and 3 254(d) of the City's Code of Ordinances. 19. Alcoholic Beverage Sales. The Property is located within the Mena Wynwood SAP T5-0, T6-8a-O, 1'6-8b-0, and T6-12-O Transect Zones, as depicted in Miami 21 and the Mana Wynwood SAP. 23 SUBSTITUTED. (a) Retail Specialty Center Designation. Pursuant to Chapter 4 of the City Co. • two (2) retail specialty centers are hereby designated for properties loc, ed within the SAP Area. The West Zone Retail Specialty Center shall consis •f all properties located within the West Zone of the SAP Area. The East Zo Retail Specialty Center shall consist of all properties located within the Ea Zone of the SAP Area. The maximum member of establishments selti alcoholic beverages permitted within retail specialty centers in the SAP • rea shall not exceed five (5) per individual retail specialty center, exclusive s-' any bona fide, licensed restaurants where the sale of alcoholic beverages is tirely incidental to and in conjunction with the principal sale of food (e.g. !bona fide, licensed restaurants with a 2-COP, 2-COP SRX, 4-COP, 4-CO 6 SRX, or equivalent license). Alcoholic Beverage Service Establishments . e permitted within the SAP Area as provided in Article 4, Table 3 the Regulating Plan. Notwithstanding the requirements of Sections 4-7 nd 4-10 of the City Code, restrictions relating to the maximum number and •cation of alcoholic beverage establishments, including but not limited to, re' uired distances from churches, residential districts, schools and other al •holic beverage establishments, whether within or outside the SAP • ea, shall not be applicable to establishments within the SAP Area. 20. Temporary Uses. Temporary uses within th and regulations of the City, including temporary food and beverage sales witl properties fronting NW 2nd Avenue approval of the Director of the Wyn not be unreasonably withheld or re 21. Phased Development. The developed by multiple parties SAP Area shall be governed by the laws pter 62 of the City Code. Additionally, n temporary structures located in the T5-O all not be permitted without the consent and ood Business Improvement District, which shall sed. ;1 veloper and the City agree that the Project may be n multiple phases over the life of the Project. (a) Phased I)evelotmzo zt of West Zone. a) building permit for the development of a Building located in the West Zone exceeding twelve (12) Stories and up to sixteen (16) Stories in Height may not be issued until Developer has completed or obtained a building permit for the development of a minimum of twenty-five percent (25%) of the total permitted Base FLR in the East Zone. b) A building permit for the development of a Building located in the West Zone exceeding sixteen (16) Stories and up to twenty (20) Stories in Height may not be issued until Developer has completed or obtained a building permit for the development of a minimum of thirty percent (30%) of the total permitted Base FLR in the East Zone. 24 SUBSTITUTED. c) A building permit for the development of a Building located in the West Zone exceeding twenty (20) Stories and up to twenty-four (24) Stories in Height may not be issued until Developer has completed or obtained a building permit for t development of a minimum of thirty-five percent (35%) of he total permitted Base FLR in the East Zone. (b) Phased Development of East Zone. Residential development eluding Lodging and Affordable/Workforce Housing) within the East Zo - shall not exceed twenty-five percent (25%) of the total permitted resident density for the East Zone for a period of seven (7) years from the Effect' e Date of this Agreement. No other restrictions by virtue of this Agreem t on residential development shall apply following the expiration of this tit - period. 22. Maintenance of Artwork. Developer covenants that it shall . ovide all maintenance necessary to preserve artwork provided on building's facades cated in the SAP Area in good condition and in accordance with established procedu- s for the maintenance and conservation of artwork. Should any such building contai ng artwork be declared to be either a common area or a common property to be ' aintained by a condominium, master, or homeowner's association organized, exist g, and recognized to be in good standing under applicable State of Florida laws (t "Governing Association"), such Governing Association shall be responsible, as sus essor to the Developer, for all of the maintenance obligations under this provision. 23. Corn lianee With Fire/Life Safe Law The Developer shall at all times in the development and operation of the Projec onzply with all applicable laws, ordinances and regulations including, without limit ion, life safety codes to insure the safety of all SAP Area and City residents and _.dests. Specifically and without (imitation, the Developer will install and construe all required fire safety equipment and water lines with flow sufficient to contain all ossible lire occurrences. 24. Formation of Comrntrnit evelo meat District. In the event the creation of a Community Development 1 strict ("CDD") is approved for the Project, the CDD may assume the Developer's responsibility under this Agreement without the City's approval ("Assumption' . Notice of the Assumption, including copies of the executed documents mernoria]i-. ng the Assumption, shall be provided to the City as detailed in this Agreement. 25. Local Develo nt Permits. The Project may require additional permits or approvals from the City, aunty, State, or Federal government and any division thereof. Subject to required 1: al process and approvals, the City shall make a good faith effort to take all reasonable steps to cooperate with and facilitate all such approvals. Such approvals include, ' ithout limitation, the following approvals and permits and any successor or analo:.us approvals and permits: (a) Waiver(s), Warrant(s), Exception(s), Variances, or SAP Permits; 25 SUBSTITUTED. (b) (c) (d) (e) (m) (n) (o) (p) (q) (r) (s) (t) Subdivision plat and/or waiver of plat approvals; Public Works approvals; Street Vacations and Closures; Covenant in Lieu of Unity of Title and/or Unity of Title and/or Declaration o Restrictions acceptance and the release of any existing unities, covenants •r Declarations of Restrictions; Water and Sanitary Sewage Agreement(s); Paving and Drainage Plans and Permits; Tree Removal Permits; Demolition Permits; Environmental Resource Permits; Miami -Dade Transit approvals; Federal Aviation Administration and Miam' Dade Aviation Department determination(s) and approval(s); Right of Way Encroachment permits or lic-nses; Miami Parking Authority approvals; Temporary Use Permits and Temp • ary Event Permits; Any other official action of th effect of permitting developn Building permits; Certificates of use an• or occupancy; Stormwater permi ; and Any other o Ffi instruments City or other government agency having the nt within the SAP Area; al action oldie City, County, or any other government agency or y having the effect of permitting development of the SAP Area. In the event that the Cit substantially modifies its land development regulations regarding site plan approval proced es, authority to approve any site plan for a project in the SAP Area shall be vested solely in e City Manager, with the recommendation of the Planning Director. Any such site plan sha be approved if it meets the requirements and criteria of the Existing Zoning, the Comprehen ve Plan and the terms of this Agreement. 26 SUBSTITUTED. 26. Necessity of Complying with Regulations Relative to Development Permits. T e Developer and the City agree that the failure of this Agreement to address a parti filar permit, condition, fee, term, license, or restriction in effect on the Effective Dat: shall not relieve the Developer of the necessity of complying with the regulation go erning said permitting requirements, conditions, fees, terms, licenses, or restrictions 'ursuant to Section 163.3241, Florida Statutes (2015), if state or federal laws are ena ed after the execution of this Agreement which are applicable to and preclud= the parties' compliance with the terms of this development agreement, this Agr; ment shall be modified or revoked as is necessary to comply with the relevant state .r federal laws. 27. Consistency with Comprehensive Plan. The City finds that de lopment of the SAP Area is in conformity with the Existing Zoning and is consistent with the Comprehensive Plan. As of the Effective Date, the De -loper is conducting an extensive analysis of the Public Facilities available to serve e Project. In the event that the Existing Zoning or the Comprehensive Plan requi s the Developer to provide additional Public Facilities to accommodate the Projec , the Development will provide such Public Facilities consistent with the timing re, uirements of Section 163.3180, Florida Statutes (2015). The Developer shall be pound by the City impact fees and assessments in existence as of the date of obtaini _ a building permit, per Chapter 13 of the Code, except as modified by the terms of is Agreement including any waiver of impact fees expressly approved herein. Coo eration E. edited Permittin mac is of the Essence. The Parties agree to cooperate with each other to the full •xtent practicable pursuant to the terms and conditions of this Agreement. The Pa- ies agree that time is of the essence in all aspects of their respective and mutual resp.nsibilities pursuant to this Agreement. The City shall use its best efforts to exped the permitting and approval process in an effort to assist the Developer in achiev' ' g its development and construction milestones. The City will accommodate re. ests from the Developer's general contractor and subcontractors for review o' phased or multiple permitting packages, such as those for excavation, site work anoundations, building shell, core, and interiors. In addition, the City will designate . individual within the City Manager's office who will have a primary (though not elusive) duty to serve as the City's point of contact and liaison with the Developer 'n order to facilitate expediting the processing and issuance of all permit and licens applications and approvals across all of the various departments and offices of the r-ity 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 o .ligated to issue development permits to the extent the Developer does not comply w h th.e applicable requirements of the Existing Zoning, the Comprehensive Plan, th. Agreement and applicable building codes. 28. 29. Res an vation of [even ment 12i'hts. For the term of this Agreement, the City hereby agrees that it shall permit the development of the Property in accordance with the Existing Zoning, the Comprehensive Plan and this Agreement. 27 SUBSTITUTED. (b) Nothing herein shall prohibit an increase in the density or intensity .f development permitted on the Property in a manner consistent with (1 the Existing Zoning and/or the Comprehensive Plan, (2) any zoning ange subsequently requested or initiated by the Developer in accorda e with applicable provisions of law or (3) any zoning change subsequently : acted by the City. (c) The expiration or termination of this Agreement shall not be co : dered a waiver of, or limitation upon, the rights, including, but not limited o, any claims of vested rights or equitable estoppel, obtained or held by t- e Developer or its successors or, assigns to continued development of the P operty in conformity with Existing Zoning and all prior and subsequent pproved development permits or development orders granted by the City. 30. Miami Trolley. The Developer acknowledges that the ;ity is currently planning to extend its trolley system further into Wynwood and tha this expansion may traverse or abut the SAP Area. The Developer agrees to cooper'awith the City so that any portion of the trolley route which runs through or is jacent to the SAP Area can be accommodated within the dedicated public right of -way. The City agrees to evaluate whether at least one (1) trolley stop can be inco ' .orated into the Project. 31. Annual Report and Review. (a) This Agreement shall be review :. by the City annually on the anniversary of the Effective Date of this Agreem it. The Developer, or its assign, shall submit an annual report to the City for eview at least thirty (30) days prior to the annual review date. The report hall contain a section by section listing of what obligations have been -t and the date finalized as good faith compliance with the terms of this Agre ent. The City Manager shall review the annual report and accept it if it is f- and to be in compliance. (b) If the City finds on the basis of substantial competent evidence that there has been a failure . comply with the terms of the agreement, the City shall provide the Develop with a fifteen (15) day written notice and an opportunity to cure the non -co pliance. The Developer shall have forty five (45) days after the expiratio of the fifteen (15) day notice period to begin to address or cure the non -co ' pliance, after which the Agreement may be revoked or modified by the City ommission following two (2) duly noticed public hearings. The ob gation to submit an annual report shall conclude upon the date on which the reement is terminated. 32. Noti ' e. All notices, demands and requests which may or are required to be given he under shall, except as otherwise expressly provided, be in writing and delivered by -sonal 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 28 SUBSTITUTED. hereunder which fall on Saturday, Sunday, or United States legal holidays shall be deemed to be performed timely when taken on the succeeding day thereafter which shall not be a Saturday, Sunday or legal holiday. To the City: City Manager City of Miami 3500 Pan American Drive Miami, Florida 33133 With copies to: City Attorney Miami Riverside Center 444 S.W. 2nd Ave., 9th Floor, Suite 945 Miami, Florida 33130 To the Developer: Mr. Moishe Mona Mannigan Holdings, LLC 215 Coles Street Jersey City, New Jersey 07310 With copies to: Greenberg Traurig, P.A. Iris Escarra, Esq. Carlos R. Lago, Esq. 333 SE 2nd Avenue Suite 4400 Miami, Florida 33131 Any Party to this Agreement '.y change its notification address(es) by providing written notification to the remaining p % ies pursuant to the terms and conditions of this section. 33. Joinder. (a) If the D eloper, its successor or assigns, acquires fee simple title to a property not in uded in this Agreement subsequent to the Effective Date, the Developer may ncorporate such property into this Agreement, subjecting it to the rights a obligations established hereunder, provided that the Developer executes the inder Form and Acknowledgement of Joinder attached hereto as Exhibit "F". Once executed, the Developer shall record the executed Joinder Form in the public records of Miami -Dade County and file same with the City Clerk. 29 SUBSTITUTED. (b) The Parties agree that any property which is incorporated into the Agreement through this Joinder provision shall be subject to the Existing Zoning, the Comprehensive Plan and the terms of this Agreement. In the event that the City does not afford any subsequently incorporated property with the protections of the Existing Zoning, the Comprehensive Plan and the terms of this Agreement, the City will be deemed to have breached this Agreement. (c) Nothing herein shall prohibit the Developer from objecting to any policy w' ich would not afford a subsequently incorporated property within the SAP ea as defined herein which is included in this Agreement by an Amendment ' ith the protections of the Existing Zoning, the Comprehensive Plan and the tes of this Agreement, as applicable. 34. Enforcement. The City, its successor or assigns, and the Developer shhave the right to enforce the provisions of this Agreement. Enforcement shall be by . ction at law or in equity against any parties or persons violating or attempting to vi. ate any covenants, either to restrain violation or to recover damages or both. The • evailing party in the action or suit shall be entitled to recover, in addition to court . sts and disbursements allowed by law. Each party shall bear their own respective a orney's fees. 35. Modification. In accordance with the Concept Book an. this Agreement, the Project may he developed in phases. This Agreement may be dined, amended or released as to any phase, or any portion thereof, by a written i strument executed by the, then, owner(s) of such phase provided that the same i also approved by the City. Any application related to a particular phase, or any rtion thereof, shall only require the consent, acknowledgment and/or joinder of th- then owner(s) of such phase. In the event that there is a recorded homeown s, master, condominium and/or other association covering the property, any ph. .e or any portion thereof, said association may (in lieu of the signature or consent of . e individual members or owners), on behalf of its members and in accordance with ' s articles of incorporation and bylaws, consent to any proposed modification, amend ent, or release by a written instrument executed by the association. Any consent ade pursuant to a vote of an association shall be evidenced by a written resolution f the association and a certification executed by the secretary of the association's b of directors affirming that the vote complied with the articles of incorporation nd the bylaws of the association. For purposes of this Agreement, references to " ndosniniurn association" or "association" shall mean any condominium or other as .ciation or entity, including master association, as applicable, which governs any port' en of the Property. 36. Authorization to ithhold Permits and Ins ections. In the event the Developer is obligated to mak .ayments or improvements under the terms of this Agreement or to take or refrain f m taking any other action under this Agreement, and such obligations are not perfor-Zed as required, in addition to any other remedies available, the City is hereby auth .rized to withhold any further permits, and refuse any inspections or grant any appro als until such time this Agreement is complied with. 30 SUBSTITUTED. 37. Exclusive Venue, Choice of Law, Specific Performance. It is mutually understo%d and agreed by the parties hereto, that this Agreement shall be governed by the la of the State of Florida, and any applicable federal law, both as to inteipretati ., and performance, and that any action at law, suit in equity or judicial proceeding . for the enforcement of this Agreement or any provision hereof shall be instituted • ly in the courts of the State of Florida or federal courts and venue for any such act'.ns shall lie exclusively in a court of competent jurisdiction in the County. In additi • to any other legal rights, the City and the Developer shall each have the right to specis performance of this Agreement in court. Each party shall bear its own attorney' fees. Each party waives any defense, whether asserted by motion or pleading, that he aforementioned courts are an improper or inconvenient venue. Moreover, the .arties consent to the personal jurisdiction of the aforementioned courts and irrevoca y waive any objections to said jurisdiction. The Parties irrevocably waive any rights o a jury trial. 38. Scverability. The provisions of this Agreement apply t• all Developer parties jointly and severally. Invalidation of any of these covenants, b udgment of court in any action initiated by a third party, in no way shall affect a of the other provisions of this Agreement, which shall remain in full force and of ct. 39. No Oral Change or Termination. This Agre; ent and the exhibits and attachments constitute the entire agreement between the . rties with respect to the components of the Mana Wynwood SAP discussed here' . This Agreement supersedes any prior agreements or understandings between t'e Parties with respect to the subject matter hereof. No change, modification, or ' ischarge hereof in whole or in part shall he effective unless such change, modific , ion, or discharge is in writing and signed by the Party against whom enforcement of ' e change, modification, or discharge is sought and after two (2) public hearings bef• e the City Commission. This Agreement cannot be changed or terminated orally. 40. Com iliance with A ilic. )1e Law. Subject to the terms and conditions of this Agreement, throughout the term of this Agreement, the Developer shall comply with all applicable federal, sta , and local laws, rules, regulations, codes, ordinances, resolutions, administrive orders, permits, policies and procedures, and orders that govern or relate to the respective Party's obligations and performance under this Agreement, all as iey may be amended from time to time. 41, Voluntar C n fiance. 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 al .w by law. 42. Re A r sentations. Re resentatives. Each Party represents to the other that this A. - ement has been duly authorized, delivered, and executed by such Party with the 1::al authority to do so and therefore this Agreement constitutes the legal, valid, and • inding obligation of such party, enforceable in accordance with its terms. 31 SUBSTITUTED. 43. No Exclusive Remedies. No remedy or election given by any provision in t 's Agreement shall be deemed exclusive unless expressly so indicated. Wher:. er possible, the remedies granted hereunder upon a default of the other Party s , 1 be cumulative and in addition to all other remedies at law or equity arising from sur event of default (other than any remedy which may be available at law or in eq ' y which permits the termination of this Agreement), except where otherwise express provided. 44. Events of Default. (a) (b) (c) The Developer shall be in default under this Agreement if events occur and continue beyond the applicable grace p fails to perform or breaches any term(s), covenant(s), Agreement, which breach is not cured within thirty written notice from the City specifying the nature however, that if such breach cannot reasonably be then the Developer shall not be in default if it within said thirty (30) day period and dil' completion. The City shall be in default under this A breaches any term(s), covenant(s), or failure is not cured within thirty (30) Developer specifying the nature o breach cannot reasonably be cur in default if it commences to c and diligently prosecutes su y of the following iod: the Developer r condition(s) of this 0) days after receipt of of such breach; provided, ured within thirty (30) days, mmences to cure such breach ently prosecutes such cure to reement if the City fails to perform or ondition(s) of this Agreement and such ays after receipt of written notice from the uch breach; provided, however, that if such d within thirty (30) days, the City shall not be e such breach within said thirty (30) day period cure to completion. It shall not be a default u►er this Agreement if either party is declared bankrupt by a court of comp ent jurisdiction. All rights and obligations in this Agreement shall surv've such bankruptcy of any party. The Parties may pursue appropriate remedy, s in bankruptcy to compel the bankrupt or its representative to assume the A: eement. Notwithstanding the foregoing or anything contained in this Agreem: t to the contrary, (i) a default by any successor(s) or assignee(s) of the Devel • .er of any portion of this Agreement shall not be deemed to be a breach by A) the Developer, or (B) any other successor or assignee of the Develop ; and (ii) a default by the Developer under this Agreement shall not be deeme• to be a breach by any successor(s) or assignee(s) of the Developer of their espective rights, duties, or obligations under this Agreement. For pur.oses of clarity, the Project may be developed by multiple parties in multiple p ases over the next several years. Any actual or alleged default by a developer f a portion(s) or phase(s) of the Project, including, but not limited to, the Developer, shall not cause, nor be treated, deemed, or construed as a default by another developer or Party with respect to any other portion(s), phase(s), or component(s) of the Project. 32 SUBSTITUTED. 45. 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 ithin the applicable grace period, the Developer and the City agree that any p ty may seek specific performance of this Agreernent, and that seekin specific performance shall not waive any right of such party to also se- monetary damages, injunctive relief, or any other relief other than termation of this Agreement. The City hereby acknowledges that any claim fo damages under this Agreement is not limited by sovereign immunity or si ilar limitation of liability. 46. Assignment or 'T'rauivfcr. This Agreement shall be binding the Developer and its heirs, successors, and assigns, including the successor to or ssignee of any Property Interest. The Developer, at its sole discretion, may assi,. , in whole or in part, this Agreement including any of its rights and obligations -reunder, or may extend the benefits of this Agreement, to any holder of a Property terest without the prior written consent or any other approval of the City. The City : all be notified in writing within thirty (30) days after any assignment or transfer. ' Assignment will require a written instrument in a form acceptable to the City herein the Assignee assumes all obligations and duties herein. 47. Obli_aations Survivin Termination lier'caf, Notwithstanding and prevailing over any contrary term or provision contained erein, in the event of any lawful termination of this Agreement, the following ob gations shall survive such termination and continue in full force and effect until e expiration of a one (1) year term following the earlier of the effective date of suc termination or the expiration of the Term: (i) the exclusive venue and choice of la 1 provisions contained herein; (ii) rights of any party arising during or attributable t• he period prior to expiration or earlier termination of this Agreernent; and (iii) any .they term or provision herein which expressly indicates either that it survives the te' ination or expiration hereof or is or may be applicable or effective beyond the expi tion or permitted early termination hereof. 48. Lack cif A ene 1t S ationshi . Nothing contained herein shall be construed as establishing an age y relationship between the City and the Developer and neither the Developer nor its employees, agents, contractors, subsidiaries, divisions, affiliates or guests shall be . - emed agents, instrumentalities, employees, or contractors of the City for any purpo hereunder, and the City, its contractors, agents, and employees shall not be deemed ontra.ctor•s, agents, or employees of the Developer or its subsidiaries, divisions • affiliates. 49. Sucre. or s Assi ans and Desi _pees. The covenants and obligations set forth in this Agreernent shall extend to the Developer, its successors) and/or assigns. Nothing co' tained herein shall be deemed to be a dedication, conveyance or grant to the public in neral nor to any persons or entities except as expressly set forth herein. 33 SUBSTITUTED. 50, 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 (2015), (ii) a petition for writ of certiorari, (iii) an action for declaratory judgment, and/or (iv) any claims for loss, damage, liability, or expense (includin reasonable attorneys' fees). The City and the Developer shall promptly give the oil r written notice of any such action, including those that are pending or threatened, a , responses, filings, and pleadings with respect thereto. 51. Amendment or Termination by Mutual Consent. This Agreement y not be amended or terminated during its term except by mutual agreement of thDeveloper and its successors and assigns, and the City in writing. Prior to amending . r terminating this Agreement, the City Commission shall hold two (2) duly noticed • d blic hearings 52. No 'Third -Party Beneficiary. No persons or entities other than th Developer and the City, permitted successors and assigns, shall have any rights atsoever under this Agreement. 53. Recording. This Agreement shall be recorded in the Pub 'c Records of Miami -Dade County, Florida at the Developer's expense and shall inur to the benefit of the City. A copy of the recorded Development Agreement shall be rovided to the City Clerk and City Attorney within two (2) weeks of recording. 54. No Conflict of interest. The Developer agrees o comply with Section 2-612 of the City Code as of the Effective Date, with respec o conflicts of interest. 55. Counterparts. This Agreement may be exe' uted in two (2) or more counterparts, each of which shall constitute an original b all of which, when taken together, shall constitute one and the same agreement. 56. Estoppel Certificate. Upon reques .y any Party to this Agreement, the other Party or its duly authorized representativ will deliver to the requesting Party, within thirty (30) days after such request is ade, a certificate in writing certifying (a) that this Agreement is unmodified in full force and effect (or if there have been any modifications, a description ► such modifications and confirmation that this Agreement as modified is in full force . nd effect); (b) that to the best knowledge of such Party, the requesting Party is not, a that time, in default under any provision of this Agreement, or, if in default, the nat e thereof in detail; (c) to the best knowledge of such Party, whether such Party . s a claim against any other Party under this Agreement, and, if so, the nature thereof : nd the dollar amount of such claim; and (d) such other matters as such requesting ' arty or its lender may reasonably request. Each Party further agrees that such certi ' cate shall be in a form reasonably acceptable to the City Attorney and may be relic'', upon by (1) any prospective purchaser of the fee or mortgage or assignee of any m" gage on the fee of the Property or any portion thereof and/or (2) any prospect' a or existing lender of Developer as identified by Developer in its request 34 SUBSTITUTED. therefore. A five hundred ($500.00) regulatory administrative fee must be paid to City at or prior to the time of requesting an Estoppel Certificate from the City. NOW, WHEREOF, the City and the Developer have caused this Agreement to .e duly executed. [Execution Pages for the City and the Developer Follow] 35 SUBSTITUTED. IN WITNESS WHEREOF, these presents have been executed this day 2016. Witnesses: Mannigan Holdings, LLC, a D aware limited liability company By: Print Name: Name: Title: Print Name: STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me t 's day of _ 2016, by , as of Mannigan -loldings, LLC, a Delaware limited liability company. Personally Known or P educed Identification Type of Identification Produced MIA 185447789v1 OTARY SIGNATURE Print or Stamp Name: Notary Public, State of Florida Commission No.: N/A My Commission Expires: 36 SUBSTITUTED. Witnesses: Megan Holdings, LLC, a Delaware limited liability company Print Name: Print Name: STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me this day • 2016, by as of Megan Holdings, L , a Delaware limited liability company. Personally Known or Produced Ide ification Type of Identification Produced By: Name: Title: NOTARY S NATURE Print or S . 1p Name: Notary P - • lie, State of Florida Comm%siori No.: N/A My •mmission Expires: 37 MIA ..5447789v1 SUBSTITUTED. Witnesses: Melanie Holdings, LLC, a Delaware limited liability company Print Name: Print Name: STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me this day of 2016,.by . as of Melanie Holdings, LLC, Delaware limited liability company. Personally Known or Produced Idcntif c on Type of Identification Produced By: Name: Title: NOTARY SIGN RE Print or Stamp : me: Notary Public , tate of Florida Commissioi o.: N/A My Com . ssion Expires: 38 MIA 185447 :9v1 SUBSTITUTED. Witnesses: Melanie Holdings, LLC, a Delaware limited liability company Print Name: Print Name: STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE ) By: Name: _ rifle: The foregoing instrument was acknowledged before me this day of 2016, by , as _ of Melanie Floldi s, LLC, a Delaware limited liability company. Personally Known or Produc • Identifcation Type of Identification Produced_ NOT Y SIGNATURE Priri or Stamp Name: N• ary Public, State of Florida ommis'sion No.: N/A y Commission Expires: 39 MIA 185447789v1 SUBSTITUTED. Witnesses: Milana Holdings, LLC, a Delaware limited liability company Print Name: Print Name: STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE ) By: The foregoing instrument was acknowledged he Fore me this day of 2016, by . as of its] i 1ana I ioldii s, I.LC, a Delaware limited liability company. Personally Known or Produc - • ldenti fi cat itrn Type of Identification Produced NO' I Y SIGNATURE Prin. or -Stamp Name: N. ark Public. State of,Florida on,nmission No.: N/A y Commission Expires: 40 MIA 185447789v1 SUBSTITUTED. Witnesses: Millie Realty, LLC, a Delaware limited liability company Print Name; Print Name: STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE ) By: --- Name: Title: The foregoing instrument was acknowledged before me this as of Millie Realty, LLC, a company, Personally Known or Produced Identificati Type of Identification Produced MIA .5447789v1 day f 2016, by elaware limited liability NOTARY S NATURE Print or S mp Name: Notary P blic, State of Florida Comn 'scion Na.:N/A My r ornmission Expires: 41 SUBSTITUTED. Witnesses: Mizrachi Holdings, LLC, a Delaware limited liability company By: Print Name: Name: Title: Print Name: STATE OF FLORIDA )SS COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me this day of 2016, by as of Mizrachi Holdings, LLC, Delaware limited liability company. Personally Known _ or Produced Identific ton Type of Identification Produced NOTARY SIGN • 'URE Print or Stamp ame: Notary Public tate of Florida Commissin o.: N/A My Com ssion Expires: 42 MIA 1854477:9v1 SUBSTITUTED. Witnesses: Wynwood Holdings, LLC, a Florida limited liability company By: Print Name: Name: Title: Print Name: STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me this . as of Wynwood Ho liability company. Personally Known or Produc Type of Identification Produced MIA 185447789v1 day of 2016, by ings, LLC, a Florida limited Identif cation NOT Y SIGNATURE Prin or Stamp Name: N . ary Public, State of Florida ommission No.: N/A My Commission Expires: 43 SUBSTITUTED. Witnesses: 2294 NW 2ND Avenue Realty, LLC Delaware limited liability company Print Name: Print Name: STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE ) By: Name: Title: The foregoing instrument was acknowledged before me this , as of 2294 NW 2ND A limited liability company. Personally Known Type of Identification Produced MIA 185447789v1 day of 2016, by lue Realty, LLC, a Delaware or Produced Identification NOT • RY SIGNATURE P t or Stamp Name: otary Public, State of Florida Commission No.: N/A My Commission Expires: 44 SUBSTITUTED. Witnesses: Malux Realty, LLC, a Delaware limited liability company By: Print Name: Name: Title: Print Name: STATE OF FLORIDA } S )S i.1 COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me this day .f 2016, by , as of Malux Realty, LLC, a ' elaware limited liability company. Personally Known or Produced Identificati Type of Identification Produced MIA 85447789v1 NOTARY GNATURE Print or S ° np Name: Notary blic, State of Florida Com , ssion No.: N/A My ' ommission Expires: 45 SUBSTITUTED. Witnesses: Mapton Holdings, LLC, a Delaware limited liability company Print Name: Print Name: STATE OF FLORIDA ) )SS COUNTY OF MIAMI-DADE ) By: Name: Title: The foregoing instrument was acknowledged before me this day of 2016, by , as of Mapton Holdings, LLC, Delaware limited liability company. Personally Known or Produced ldentitic: ion Type of Identification Produced MIA 1854477.9v1 NOTARY SIGN RE Print or ;damp .irate: Notary Public .:'tate ofFlorida Conimissicn o.: N/A Ir t y Corn ► ssion Expires: 46 CITY OF MIAMI, FLORIDA By: ATTEST: By: Daniel J. Alfonso, City Manager SUBSTITUTED. Todd B. Hannon, City Clerk APPROVED AS TO LEGAL FORM AND CORRECTNESS: By: Victoria Mendez, City Attorney MIA 185447789v1 47 DRAFT DATED 7/11/2016 EXHIBITS WESTI EAST f <rcr;l 2 Mw24a SY Parcel I. Parcel 3 • li NW 22d ST M* 2Ist YEA SUBSTITUTED. IllY 2VA 57 General Phasing Map ZYSCOVICH ARCHITECTS MANA 'WYN • OD SAP DEVELOPMENT REEMENT ioo N Biscayne Blvd 1'lrli FI Miami FL 33151 1303 305 371 511: f 305 577 3511 inloazyr` m vich:a :om DRAFT DATED 7/11/2016 EXHIBITS SUBSTITUTED. WEST I EAST • •I Parcel1 R• i7aifi4Fii •*t.MN*a+a•-aa Mama Wynwood SAP Parcels Parcels East Parcel ONE TOTAL Lot Area 56,656 SF Acres 130. Lot Coverage 45,325 SF Max. FI.R 352,598 Max. Density 195 Partial ROW improvements facing NW 23rd, 24th Street, and NW .th Avenue will be provided East Parcel 1 : Public Benefits Public Streetscape Open Space Roadway and Sidewalk Improvements Off -site Water& Sewer Street Art TOTAL 127,050.00 731,611.57 510,868,50 586,169.99 7,800.00 1,963,440,06 For illustrative purposes on l Final development design shall be in accordance with the indivial site plan approval(s) MANA WYNWOO ' SAP DEVELOPMENT AGREE NT Minimum Percentage of Total Open Space per Parcel 4% 6,731 SF Open Space Open Space -Completed Streetscape Streetscape - Completed SAP Public Improvements Phasing Schedule 2 ZYSCOVICH ARCHITECTS SUBSTITUTED. DRAFT DATED 7/11/2016 EXHIBITS Parcels East Parcel TWO TOTAL 370,194 SF Acres 8.50 WESTI EAST MANA WYNWOOD SA DEVELOPMENT AGREEMENT ewers All Ivry a-wwirs41a4 zise77<�%i R-i all a4-a.fi44iii 'f14 POW Max. FLR 1,275 Minimum Percentage of Total Open Space per Parcel 44% 74,046 Sf During the construction of this phase, the min. percentage of improve nts of the Open Space is to be provided as per Matrix of improvements of ..en space as per sheet A1-12 of the Concept Book. Temporary open space improvements will include painted finish .urfaces with artistic patterns, pop-up artistic type seating areas, temporary parking. Partial ROW improvements facing NW 22nd Street will be provided East Parcel 2: Public Benefits Public Streetscape Open Space Roadway and Sidewalk Improvements Off -site Water& Sewer Street Art TOTAL $ .46,800.00 $ ,473,818.44 $ 1,983,564.00 2,240,640.00 $ 52,800.00 $ 7,397,622.44 For Illdairative purposes orrly. Final - .velopmcit design ail be In accordance with the Indltarleal site r an approval(s). SAP Public Improvements ZYSCOVICH A R C H I T E C T S Open Space Open Space - Completed • Streetscape Streetscape - Completed Phasing Schedule NooNbi,,,y��ei.d n:FFI I, FL Sllq nw =05 Tr 305 5, .52i SUBSTITUTED. DRAFT DATED 7/11/2016 EXHIBITS WEST I EAST Mana Wynwoad SAP Parcels Parcels East Parcel THREE TOTAL Lot Area SF 233,101 SF Acres S_35 Lot Coverage 160,433 SF During the construction of this phase, the min. percen the Open Space is to be provided as per Matrix of i of the Concept Book. Fully improved open space for East Zone is to b At the end of this phase, 100% of the Mana C as a permanent design Partial ROW improvements facing NW 23 East Parcel 3 : Public Benefits Public Streetscape Open Space Roadway and Sidewalk Imp Off -site Water& Sewer Street Art Relocate FPL Lines TOTAL For illustrative pur 11. I" 1 li 1 L Max. FLR 1,853,888 Parcel 3 Max. Density Units 803 ge of improvements of MANA INYN • OD SAP DEVELOPMENT REEMENT Minimum Percentage of Total Open Space per Parcel 30% 50,486 SF rovements of open space as per sheet A1-12 ocated during the completion of this phase. mons East is to be provided Street and NW 5th Avenue will be provided $ 451,050.00 $ 5,316,664.51 vements $ 1,346,151.00 $ 1,120,702.00 $ 30,660.00 $ 3,117,000.00 $ 11,382,227.51 oses only Final development design shall be in accordance wit e individual site plan approval(s) .1 +a 'silifetio Li iL rs.f..,.•. - Open Space Open Space - Completed rg Slreetscape Slreetscape - Completed SAP Public Improvements I Phasing Schedule 4 ZYSCOVICH ARCHITECTS M00 N Biscayne PI,d 2,11F1 iami FL 331, 0004 SUBSTITUTED. DRAFT DATED 7/11/2016 EXHIBITS WEST I EAST •�p•rlr E w'* '; •i • • • I o • $ • • 1 I I I • o • o Parcel 1 • • # • • I • • • • #*..«..•s 11Wt7MSr 4s Sat. 04,4 04 al 4 • 'q 4 Mana Wynwood SAP Parcels Parcels West Parcel ONE TOTAL Lot Area 323,499 SF Acres 7.43 11 4ii44•4* il41i•4 41. F Lot Max FLR Max. Density Coverage 291,1.4F,,SF I 4,105,193 [!nits 1.114 MANA WYN • OD SAP DEVELOPMENT REEMENT Minimum Percentage of Total Open Space per Parcel 20% 33,657 SF During the construction of this phase, the min. percent ge of improvements of the Open Space is to be provided as per Matrix of im, rovements of open space as per sheet A1-12 of the Concept Book. Fully improved open space for West Zone is to b- ocated during the completion of this phase. Partial ROW improvements facing NW 22nd, 2 ' h Street, NW 5th, and 6th Avenue will be provided At the end of this phase, 100% of the Mana ommons West is to be completed as a permanent design West parcel 1 = Pub4ic Benefits Public Streetscape Open Space Roadway and Sidewalk I Off -site Water& Sewer Street Art $ 812,250.00 $ 2,506,448.86 rovements $ 3,617,860.00 $ 4,020,360.00 $ 44,580.00 $ 11,001,498.86 For illustrative p poses only. Final development design shall be in accordance wi the individual site plan approval(s) .l�rrY �j4^. �•Iyil �1• _ Open Space Open Space - Completed • Streetscape • Streetscape - Completed SAP Public improvements Phasing Schedule 5 ZYSCOVICH A R C H 11 ECTS Ion N Biccaine. PIA ,:,F FI FL 'TI.:.,o+ • 05 1' r ,es sc .v_i . ..t�r,,...4e n,. DRAFT DATED 7/11/2016 EXHIBITS Parcel 2 SUBSTITUTED. WESTI EAST • • . • • • • • 4 4 • • • 4 • 4 i • 4 • 4 • • • • a • 4 ♦*Mii - •.*a%%li*Miiyi M44,r1. r%eq • .k• • r.- • • ♦114 Est 444y'*•irv.. iaa..ari•r►....•..s" #'' E+►*1•saMEyr.ww►a. • tC k �J MAMA WYNWOO ' SAP DEVELOPMENT AGREE ENT a 4 Mana Wynwood SAP Parcels 7:_-„mattr. • r au Parcels 'at Area SF West Parcel TWO TOTAL EZEIMI 0.91 35,520 SF 56,162. c.,719,083 SF Max. penalty At the end of this phase, all open space provided wit be fully i proved Partial ROW improvements facing NW 24th Street and NW Avenue will be provided West Parcel 2 : Pub rc ene its Public Streetscape Open Space Roadway and Sidewalk Improvements $ Offsite Water& Sewer $ Street Art $ 60,000,00 305,7&7.71 161,200.00 152,000.00 5,466,60 684,447.71 For illustrative purposes on Final development design shall be in accordance with the indivi• al site plan approval(s) Minimum Percentage of Total 0 en5+ace •erParcel 2% 1111. Open Space Open Space -Completed si stfeetscepe (t; Streetacepe .Completed SAP Public Improvements Phasing Schedule 6 ZYSCOVICH A R c W t r F C T hr.0 t! 2..,1,.,, 9r.4 r.,F rr '.V .1_] SUBSTITUTED. DRAFT DATED 7/11/2016 EXHIBITS 18 MANA WYNWOOD SA DEVELOPMENT AGREEMENT WESTI EAST MM'28ASr ' 1715 15 14 IV/ 216BI MW240S7 28 12 11 21 22 23 MW.g4M 41 24 ,- - --- -- 6 25 ' • �I 9 8 5 U . „ - -1 . 50 7 4 28 27 28 2130 31 32 3534 : 37 .,. , ,,,;.. 35 11 3 49 45 47 46 4544 43 424140 2 19 itev 0==1i 3tE ] sr Ihmer, Fi 33177 1a 01.3425.07441010 Eat' H5I4W 4 ME MIND. FL 23 -43 TO 5l-3F23•B7a.Op00 6»[ 3 73 01.LV 22 TER Miami FL 121-4111 01.312 043.9U20 ' East 33.:P5 1140i33411M,4rr11 EL-'1374210 6T.3133.24.4-i1016 L East 7228 7P213 AVE Mims 311314841 01-3123,R14.OM2 r 00 11 2:04 NIN SAVE . rL 33127441 51.1128A3473280 East 7 _51 NW 33 LN MI , FL 131374313 01.31=6-011 W30 6e1i 'A TNT h/7235i FL 331TT-f7S0 1.]1p$-(!]4A530 Es7a purl, F1. 3917r=1320 61.3125-03$-00i4 ENO! 10 375 0W33 MIen11. FL 331274.317 101.3T3s.034.5E'1i1 F of 11 3B2KW7 Miami, FLF3127-437B 01.3125414-020 Ease -1233471W 411 MIami, F1, 73127.4320 01-3125.034-0300 -Fail 13 3331' SAVE Mtan4 FL 33127-0303 0141234344230 Seaf 14. 7i41 .r AVE Ti141t, FL 37127.4317 01.3135-S67.03i1 yy l 15 34W 24 5T marl, I`L 33{27-4327 G1.2133.4,➢3.C500 1NM1 10 .45 FA''! 74 ST bNanv, FL 3'31274327 22.2121 457-0156 LV41 17 556 NV724 ST Mlaml, FL 33127-4327 01.31. 5747144 'West 125 55U kW245T Mi4mh FL,•?127-03_0 0 i.312{740-0it50 : 81e8 SST 582 2300 14343111, FL 33127-4321 b3.3125,6454130 0 2]80 NW SAVE Miami. FL 2213714310 91.3133-940-3310 21 3330 N W 5' Al2 1Alamy' F1. 3312x-1313 .s 1"r+040.0630 22. 3220 NViTia 0.7,, Ft-33137447172 01.11B-0 -23M 311 21a'07 NW 5 AVE M4rt1T 1 31-P137:431 0 3175-040424. 24 1321 NSV SAVE 00..1. 9. 33127-4310 01.31:5U454 30 25 3308 NW PAVE With!, Ft, 33127.431i5 -09-312Lp-046.0220 MMsI 0. 440 NW 25 AT 13 to AIME Wawt West W4s1 West a Number 7q Addaeas SO e4W73 S7 Ml4m,, 1,•4.131a 7;327 Folds Mturrrl.rr p91-312383543445 Sono Wnl 37 58071W 23 STM24m, FL 131274322 -. 01.312683244450 West 22 554 15333 57 MINN FL 33137.4323 01.3175.031O470 51122 32' G59NW:3 ZIT 1dioml, Fl 1'I7.A33 01.312543330400 West 30 , 203 OW 23 ST Mimi FL33127441.2. V6175.17331i310 1M1'Esl 31 IVACAF17 LAND NW 23 87_74,as14. FL J91.3125-074-V046 1N411 32 1524 NW71 57 Miami, Fr_ 331774321 1v31 54176da46 WM 33 1518 NW 223 ST kllsm,, FL 31127-1322 41.317541358550 SV.5 34 {514 NW 23 57-hllom- LL 5L 3317743 2 91•31M4133'-0506 Well 38r33878N23S72.1s40, FL 321.77-4= 31.3725- 3 West 33 1 FJ2V27 STM1hI9. F1. 331714332 41.3133-035.666 i 00.03 _ 37 ;274o h5W 5 4134 Miami. FL 3]12t4r5(7 03.3125.035L540 Wee 38 1322214745 AVE Miami. FL 331274733 01-31254323460,0 West 39 :7270 N4V 5 AVE MIemi. FL 33127475h 61.15:,54131-9849 V.Ses1 43 .511 Ii14 5518,01.aura, Pi_ 33127-47S, ..-',-V74-09B0 West 4t 521 NW 22 STTAlsml. FL 3317/412 -,13iA046 ideal 42 1527 70VY22 ST 2/11020, FL 333774777 '31.3 i22 815-3853 West 43 1537 HWfl0T mow, FL 331274737 1+3128-1335-0270 Wash 44 'S451,00122 ST Ngerm. FL 33177-4727 01.3125.0311- 0 Vdssl 45 j542702237 Maas FL 331; 7.471' 7 01.3125-23`1-05713 29-41 40 1557 {'5522ST Mlom,, FL 3312V-4777 9t3125.535 0281 Wnt 47' 155237002217 MIeml FL 23177473T 01.3125.035.00665 West 48 1233 NV7 22 ST MI.,rn. FL 331774727 21-3123.-035-0700 51nl 40 1337747172.E Mum, FL 33127.4737 1.3125.65642710 Wool 50 14M 4W n LN Mi.m; PI 3317747:4 A1-332.f0Y0-9046 Es14 SAP Property Map 7 ZYSCOVICH Ma312rh 00NBiscay. FLL 523 BFI 13 0+ vd ±7 305 372 5232 ARCHITECTS 1 305 522sxl loo,:yacy,Tvirch ioh co .. o.,., DRAFT DATED 7/11/2016 EXHIBITS WESTI EAST MV 22nd ST MY21d 108 Phased Parking Properties SUBSTITUTED. My 2SM 51 MANA WYN • OD SAP DEVELOPMENT REEMENT PAWING LOT PARCEL AREA SPAEE3 SP-1 23,25 8,638 SF 43 50-2 26,27 13,245 SF 66 SP-3 29,30,31,32 22,778 SF 114 SP-4 33,34,35,36,37 18.000 SF 90 SP-5 45.46,47,48,49 45,000 SF 225 SP-6 51 39,599 SF 198 SP-7 9,50 17,233 SF 86 SP-8 1 176,717 SF 703 5P-9 4,5,7,B, 58,850 SF 294 SP-10 2,3 177,980 SF 890 52-11 39,40 18,676 SF 93 SP-12 41,42 11,250 5F 56 S P-13 18,19 80,410 SF 402 SP-14 20,18 9,006 SF 45 SP-15 11 4,875 SF 24 SP-16 Eslimaled Gar1 9,50 s, spaces 17 233 SF 86 3,417 "Parking count determined by dividing total vacant lot area by 200 SF to be administered by valet operator Temporary Parking CaOcify 8 ZYSCOVICH ARCHITECTS la0 N 9,.cayna Blvd 27th FI Mizell FL 51132 230J f 30S 5, 4521 I winfor.cmPd, tern w,,.,:..e.vpch cam DRAFT DATED 7/11/2016 EXHIBITS mv22ad$T s• Parcel 1 One MV 21111IR WESTI EAST 5 Lot Area Parking .84 89,600 SF Self Park - Improved Parking Lots for Par 1 *Parking to be provid- - in centralized above ground or underground structure or within (ding to be constructed by the completion of Parcel 3. SUBSTITUTED. NW 24037 MANA WYN ■ OD SAP DEVELOPMENTREEMENT Phased Parking ZYSCOVICH A it r. li 1 r Ion N &i-q^e Pr.A NIP ri 9 SUBSTITUTED. Parcel 3 Parcel 2 DRAFT DATED 7/11/2016 EXHIBITS WEST I EAST 116 yr+r,, sr NW 22,70 Sr NW 210 FIN NW 23Ur S7 NW Ntlr Si NW23,d ST NW 2 a ST MANA WYNWOO ' SAP DEVELOPMENT AGREE ENT Proposed Parking* East Zone New Structured Parking lir-re West Zone New Structured Parking 4,598 Spaces 13,885 Spaces * All numbers may be subject to change I 'd www ram