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HomeMy WebLinkAboutApplication and Supporting Docsakerman August 6, 2018 Olga Zamora Chief, Hearing Boards Section City of Miami 444 SW 2nd Avenue Miami, FL 33130 Re: Amendment to Development Agreement Dear Ms. Zamora, Neisen 0. Kasdin Akerman LLP Three Brickell City Centre 98 Southeast Seventh Street Suite 1100 Miami, FL 33131 T: 305 374 5600 F: 305 374 5095 Akerman LLP represents Miami Design District Associates, LLC, and its affiliated entities (collectively "MDDA"), with respect to the approved Miami Design District Retail Street Special Area Plan, 'Appendix F' to the Miami 21 Zoning Code (the "Design District SAP"). On behalf of MDDA, we submit to your attention this complete application for an amendment to the Design District SAP Development Agreement. The Original Developer Parties' and the City of Miami (the "City") entered into an Amended and Restated Development Agreement (recorded in Official Records Book 29314, at Page 1880), which was subsequently amended by the Partial Release and Amendment to the Amended and Restated Development Agreement (recorded in Official Records Book 30568, Page 918) (collectively the "Master Development Agreement"). Flagler was originally a Developer Party under the Master Development Agreement and owns the property located at 4218 NE 2nd Avenue (folio: 01-3124-024-0940; the "Property"), as described in Exhibit "A". The purpose of the enclosed application is to amend and release Flagler from the Master Development Agreement, as a Developer Party, on the condition that Flagler enter into a separate development agreement with the City ("Flagler Development Agreement"), in order to ensure that redevelopment of the Property is carried out in a fashion consistent with the goals and standards for the ' Original Developer Parties include: Flagler Holding Group, Inc., a Florida profit corporation ("Flagler"), Monte Carlo Associates (Del,) LLC ("Monte Carlo"), Half -Circle Property (Del.) LLC ("Half Circle"), Norwegian Wood Acquisitions, LLC ("Norwegian"), Lovely Rita Acquisitions, LLC ("Lovely Rita"), Oak Plaza Associates (Del.) LLC, ("Oak Plaza") Ben Newton LLC ("Ben Newton"), Sweet Virginia Acquisitions, LLC ("Sweet Virginia"), Dacra Design Moore (Del.) LLC, ("Dacra Design Moore") FCAA, LLC ("FCAA"), Dacra Design 4141 LLC, ("4141") Penny Lane Acquisitions, LLC ("Penny Lane"), Uptown Girl Development, LLC ("Uptown Girl"), Sun King, LLC ("Sun King"), MDDA Morning Dew, LLC ("Morning Dew"), and Tiny Dancer Acquisitions, LLC ("Tiny Dancer"), Delaware limited liability companies. 45998002; I Olga Zamora August 6, 2018 Page 2 Miami Design District Retail Street. The companion application contains the materials for approval of the Flagler Development Agreement. Pursuant to Section 36 of the Master Development Agreement, the Master Development Agreement may be amended by mutual agreement of a Developer Party and the City, provided that the City has held, prior to the amendment, two public hearings before the City Commission to consider such amendment. We look forward to your favorable review and recommendation to the City Commission. Sincerel Neisefi 0. Kasdin Enclosures cc: David Snow, Planning Department Craig Robins, Miami Design District Associates, LLC Ricardo Dunin, Flagler Holding Group, Inc. 45998002;1 Subject Property Street Address: Subject Property Legal Description: EXHIBIT A 4218 NE 2nd Avenue (Folio No. 01-3124-024-0940) Lot 2, 3, and 24, Block 6, BILTMORE, according to the Plat thereof, as recorded in Plat Book 6, at Page 67, of the Public Records of Miami -Dade County, Florida 45979831;1 CIAL APPEARANCEAPPLICATION 1. Aoplkant(s): Miami Design District Associates, LLC 2. Subject property gddrHaG(es)and folio Ounlb8[(S): 421ONE2ndAvenue (01'5124'024-0940) 3. One (1) original survey dated within G|n (6) months from the date of application prepared by a State of Florida registered land surveyor. 4. One (1) original 24x38" olan, signed and sealed by o State of Florida registered architect or engineer shOvVD0 property bOUDd8rke8 and proposed Strudure(e), parking. landscaping, etc,; building elevations and dimensions and computations oflot area and building spacing. 5. After Hearing Public Zoning and Planning initial and date the plans, two (2) 11 x1 7" endone(1)0|�x11" copies of the original p|an'in[JudingUlmsumey. O. Current Zoning Referral and Write -Up signedbvthe Office UfZoning designee. 7. A clear and legible copy of the recorded warranty deed and tor forms of the most current year ahnw|ng1hepresentovvner(s)and|ega|deaorptiVnnftheppopeMyb»mob:hthe|e0a|deaoipUnnVn the survey. 8. A dear and legible copy of the subject property add o| description(s) on a separate sheet, labeled as "Exhibit A", to match with the current survey's legal description. 9. At least two photographs showing the entire property showing land and improvements. 10. Copy ofthe lobbyist registration processed bvthe Office ofthe City Clerk, if applicable. 11.Affidavit nfAuthority k}Act and the Disclosure nfOwnership ofall owner —and contract purchasers, if applicable —of the subject property. 12.For all corporations and partnerships indicated: a) Articles nfIncorporation; b) Certificate from Tallahassee showing good standing, less than one (1)year old; o> Corporate Resolution or a Power of Attorney signed by the secretary of the Corporation authorizing the person who signed the application todoso; d\ Non-profit organizations: A list ofBoard of Directors less than one (1) year old. 18.Certified list ofowners ofreal estate within 5ODfeet ofthe subject property. 14, Original Disclosure of Consideration Provided or Committed for Agreement to Support or Withhold Objection Affidavit. 15.Original Public School Concurrency Management System Entered Requirements form. 16.The subject pruperty/ieeAcannot have any open code enforuernenb1ienvio|eUnno. 17.What iuthe acreage Cf the project/property oite? Approximately 15.u00square feet 18.What isthe purpose ofthis application/nature ofproposed use? Amend development agreement Rev. 07-2013 2 SPECIAL APPEARANCE APPLICATION 19. Is the property within the boundaries of a historic site, historic district or archeological zone? Please contact the Planning and Zoning Department on the 3rd Floor for information. Yes 20. Is the property within the boundaries of an Environmental Preservation District? Please contact the Planning and Zoning Department on the 3rd Floor for information. No 21. What would be the anticipated duration of the presentation in front of the: ❑ Planning, Zoning and Appeals Board N/A and/or ❑ City Commission 10 Minutes 22. Cost of processing according to Section 62-22 of the Miami City Code*: a. Petition for Public Hearing b. Petition for Public Hearing requiring City Commission review c. Advertising d. Mail notice fee per notice e. Meeting package mailing fee per package $ 1,500.00 $ 2,500.00 $ 1,500.00 $ 4.50 $ 6.00 *Fees over $25,OO��,Q,ishall be paid in the form of a certified check, cashier's check, or money order. Signature Name e \G r V—C7GC 1 Telephone 3CS-` CY - S•PQ•c='• STATE OF FLORIDA -- COUNTY OF MIAMI-DADE Address 9446 SE. _ -ry S-t , s`.1 +-rC 1100 cm-t\ L E-mail Y1'€\ ..Se1'N • 1 c r, • c-ors The foregoing was acknowledged before me this 3 day of Pcu1��-ASfi 20 \CE!) , by N'e-► S'e 1r, \4-G1,c.. k t r s who is a(n) individual/partner/agent/corporation of Pc XY+^-NC.11^Nd1.\.,P a(n) individual/partnership/corporation. He/She is personal! known to me or who has produced as identification and who did (did not) ta e an oath. (Stamp) i .i+%''•. BLISUVNEY M. SAINZ l::'1' s MY COMMISSION It FF 919693 EXPIRES: December 21, 2019 ViS Bonded Thru Notary Pubic Undeiwriier$ i Rcv. 07-2013 3 SPECIAL APPEARANCE APPLICATION AFFIDAVIT OF AUTHORITY TO ACT Before me this day, the undersigned personally appeared Neisen O. Kasdin , who being by me first deposes and says: 1. That he/she is the owner or the legal representative of the owner, submitting the public hearing application as required by the Code of the City of Miami, Florida, affecting the real property located in the City of Miami, as listed on the foregoing pages. 2. That all owners who he/she represents, if any, have given his/her full and complete permission for him/her to act in his/her behalf for the change or modification of a classification or regulation of zoning as set out in the foregoing petition, 0 including or 0 not including responses to day to day staff inquires. 3. That the foregoing and following pages are part of this affidavit and contain the current names, mailing addresses, telephone numbers and legal descriptions of the real property of which he/she is the owner or legal representative. 4. That the facts, as represented in the application and documents submitted in conjunction with this affidavit, are true and correct. Further Affiant sayeth not. Neisen O. Kasdin Applicant(s) Name Applicant(s) Signature STATE OF FLORIDA -- COUNTY OF MIAMI-DADE Dv foregoing was acknowledged before me this 3 day of Au1G3`-1S"` 20 1 , by 1N'e-% C✓'eX N iO4:7% Sck 1 r1 who is a(n) individual/partner/agent/corporation of ' ex y rg1r,, 1A•Pa(n) individual/partnership/corporation. He/She is personally known to me or who has produced as identification and who did (did not) to e an oath (Stamp) i /lin ,, BUSIAINEYM.SAINZ ,. ,a% ;. MY COMMISSION 1 FF 919693 • .,���J$ EXPIRES: December 21, 2019 e. ji:;fr:i Bonded Thru Notary Pub*c Undermiteri i ture 1 Rcv. 07-2013 4 r� i�� �& N �1� /�r PEA NC�APPLICATION |ON DISCLOSURE OF OWNERSHIP List the ofthe subject property and percentage ofovvnenohip. Note: The Miami City Code requires disclosure of all parties having a financial interest, either direct or indirect, with respect to a pnaoantotion, request or petition. Acoonding|y, disn|nouna of shareholders of corpoodions, beneficiaries of truoto, and/or any other interested pert|ea, together with their address(es) and proportionate interest are required. P|e000 supply additional lists, if necessary. Owner's Narne(es) 40 Percentage ofOwnership \ Subject Property Address(es) r)- \ .: —~ �(��|��7 / �~ ~//� / / / ' 2. List all ntn»mt address(es) and kaoa| description(s) of any property located within 500 feat of the subject property owned bvany and all parties listed in question #1 above. Please supply additional lists, ifnecessary. 1\/_1 reet Addreoa(es): or Attorney Nonm Legal -__,-,. ~ Owner(s) or Attorney Signature STATE CJFFLORIDA — COUNTY DFK8L4N1|-D4DE �Y J Theformgoin kn |ed ed before me this ° ( �1 day of `�'7 , who is n indh/ « ' on of individual/` ^ ' as identitication and who di Notary Public State of Florida e or who has produced Rev. 07-2013 CITY OFMIAMI DISCLOSURE OF CONSIDERATION PROVIDED OR COMMITTED FOR AGREEMENT TO SUPPORT OR WITHHOLD OBJECTION The City of Miami requires any person or entity requesting approval relief or other action from the City Commission or any of its boards, authorities, agencies, councils or committees, to disclose at the commencement (or continuance) of the hearing(s) on the issue, any consideration provided or committed, directly or on its behalf, to any entity or person for an agreement to support or withhold objection to the requested approval, relief or action. "Consideration" includes any gift, payment, contribution, donation, fee, commission, promise or grant of any inoney, property, service, credit or financial assistance of any kind or value, whether direct or implied, or any promise or agreement to provide any of the foregoing in the future. Individuals retained or employed by a principal as a lobbyist as defined in Sec. 2-653, and appearing before the City Commission or any of its boards, authorities, agencies, councils or committees solely in the capacity of a lobbyist and not as the applicant, or owners' legal representative are not required to fill out this form. NAME: Neisen O. Kasdin FIOME ADDRESS: CITY: (First Name) (Middle) (Last Name) 98 SE 7th St (Address Line 1) Miami, FL 33130 (Address Line 2) Miami STATE: Florida ZIP: 33130 FIOME PHONE: (305) 982-5629 CELL PHONE: EMAIL: neisen.kasdin@akerman.com FAX: (305) 374-5095 BUSSINESS or APPLICANT or ENTITY NAME Miami Design District Associates, LLC BUSINESS ADDRESS: 3841 NE 2nd Avenue, Suite 400, Miami FL 33137 (Address Line 1) (Address Line 2) I. Please describe the issue for which you are seeking approval, relief or other action from the City Commission, board, authority, agency, council, or committee. Amending development agreement 2. Has any consideration been provided or committed, directly or on your behalf, to any entity or person for an agreement to support or withhold objection to the requested approval, relief or action? YES El NO If your answer to Question 2 is No, do not answer questions 3, 4 & 5 proceed to read and execute the Acknowledgment. If your answer to Question 2 is Yes, please answer questions 3, 4 & 5 and read and execute the Acknowledgement. Doc. No.:86543 3. Please provide the name, address and phone number of the person(s) or entities to whom consideration has been provided or committed. Name Address Phone# a. Flagler Holding Group, Inc. 4218 NE 2nd Ave, Miami FL 305.573.3900 b. c. * Additional names can be placed on a separate page attached to this form. 4. Please describe the nature of the consideration. Mutual support and fees in connection with this application and companion application for Flagler's development agreement. 5. Describe what is being requested in exchange for the consideration. Mutual support for the applications, as described above. ACKNOWLEDGEMENT OF COMPLIANCE 1 hereby acknowledge that it is unlawful to employ any device, scheme or artifice to circumvent the disclosure requirements Ordinance 12918 and such circumvention shall be deemed a violation of the Ordinance; and that in addition to or civil penalties that may be imposed under the City Code, upon determination by the City Commission that disclosure requirement was not fully and timely satisfied the following may occur: 1. the application or order, as applicable, shall be deemed void without further force or effect; and / 2. no application from any person or entity for the same issue shall be reviewed or considered by the applicable board(s) un it expiration of a period of one year after the nullification of the application' or or er. dni q m; i9I is e J I S' ? . CS, LC c_ of the criminal the foregoing PERSON SUBMITTING DISCLOSURE: Signature i L VEki C'QC1CMSIk---IAi lillCC Pi: S►6C11i[ Print Name _n Sworn to and subscribed before me this �V ay of v U I^1d , 20) I d . The foregoing instrument was acknowledged before me by EVE& (Ci�1Ei1 ttx(� f c t pj , Wire has produced oath. mot, ide.f f,,*►;,,- crndlor is personally known to me and who did/did not take an STATE OF FLORIDA CITY OF MIAMI MY COMMISSION EXPIRES: "4 '.,,. NL(C(A ALONSO QtaryU As # GG087781 / 1 1 I e t a f = MY commissioN ` Print Name p 2021 Enclosure(s) = i'41:: EXPIRES April 18, ,,,., Doc .No.:86543 Page 2 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that MIAMI DESIGN DISTRICT ASSOCIATES, LLC, a Delaware limited liability company, has made, constituted and appointed, and by these presents does make, constitute and appoint NEISEN O. KASDIN and MARISSA R. AMUTAL the true and lawful attorneys for them and in their stead to execute all documents and instruments required with respect to the application to amendment that certain Partial Release and Amendment to the Amended and Restated Development Agreement, as recorded in Official Records Book 30568, Page 918, of the Public Records of Miami -Dade County, Florida, which amended that certain Amended and Restated Development Agreement, dated as of September 5, 2014 and recorded in Official Records Book 29314, at Page 1880, of the Public Records of Miami -Dade County, Florida (collectively the "Master Development Agreement"), to be submitted to the Office of Hearing Boards, giving and granting unto NEISEN O. KASDIN and MARISSA R. AMUTAL their said attorneys, full power and authority to do and perform all and every act and thing whatsoever requisite and necessary to be done with respect to the application as fully, to all intents and purposes, as they might or could do if personally present, with full power of substitution and revocation, hereby ratifying and confirming all that said attorney or his substitute shall lawfully do or cause to be done by virtue hereof. IN WITNESS WHEREOF, I have hereunto set my/our hand(s) and seal(s) this (15- day of dU (y ,2018. Signed and delivered in the presence of: MI I D DISTRICT ASSOCIATES, LL Qua l.6•Lo a Witness Signature ature A�ee�ra nlo4so (flf41-/dSqL1A1 Witness Name Print Name V 1 (' E PIES i 6 t (q k- STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADE p The foregoipg instillment was acknowledged before me this day of TU 1 ! 0 010 by cl f r: VC Al 1(e JElate i &1 who is personally known to me or who have prodced—a a_ _ ift at; n. kLICIA ALONSO Q��Y MY COMMISSION # 03087791 EXPIRES Aprl% 16, 2021 NOTARY PUBLIC Print Name: (CI Vt ! 1 0 Kt My commission expires: 45896740;1 Dear Constituent: Welcome to the City of Miami! This package is intended to provide you with all open Code Enforcement violations and liens attached to the subject property, or properties, as of the current date and time the following report was created. Closed violations and future violations are not included. A violation may become a lien when the property owner does not timely remedy the violation. This report may include two types of liens: Certified liens and non -certified liens. Certified liens have a set amount to be paid. Conversely, most non -certified liens continue to accrue interest or a per diem fine; therefore, those liens must be satisfied with the City as quickly as possible. All outstanding violations and liens must be satisfactorily resolved before the City can issue a Certificate of Use (CU); however, the City inspects all properties prior to the issuance of a CU and those inspections may yield additional items, which must be addressed by the owner at the property prior to issuance of a CU. This search does not include encumbrances, other liens, restrictions or the like, recorded in the Public Records of Miami -Dade County, Florida. Please contact Miami -Dade County for the aforementioned items. Code Violation/Lien Inquiry Letter Page 1 of 5 City of Miami Marissa Amuial 98 SE 7th Street, Suite 1100, Miami, FL 33131 Miami FL 33186 07/23/2018 Property Search Notice Per your request (copy attached), the undersigned has searched the records of the Director of Finance in and for the City of Miami, Florida, for any liens and other fees outstanding against the following described property as of: 07/23/2018. The result is valid up to 30 days from the processing date. In addition, due to daily penalty and interest calculations, the amount shown is subject to change as reflected below. Folio Number: 01-3124-024-0940 Property Address: 4218 NE 2 AV Legal Description: 24 53 41 BILTMORE SUB PB 6-67 LOTS 2-3 & 24 BLK 6 LOT SIZE IRREGULAR OR 18025-0866 0398 1 COC 21824-1363 11 2003 1 Amount Payable On: 07/22/2018 to 08/22/2018 1,358.00 This notice does not include liens imposed by federal, state, county or City agencies or boards or any other liens recorded in the public records of Miami -Dade County. Erica T. Paschal Finance Director To ensure proper credit of your payment, include a copy of all pages of the property search fmdings along with your payment and mail to: City of Miami, Treasury Management/Payment Processing, 444 SW 2nd Avenue, 6th Floor, Room 636-1, Miami, FL 33130. If you have any questions, please call (305) 416-1570. Please retain this page for your records. Page 2 of 5 City of Miami Marissa Amuial 98 SE 7th Street, Suite 1100, Miami, FL 33131 Miami FL 33186 07/23/2018 Folio Number: 01-3124-024-0940 Property Address: 4218 NE 2 AV Legal Description: 24 53 41 BILTMORE SUB PB 6-67 LOTS 2-3 & 24 BLK 6 LOT SIZE IRREGULAR OR 18025-0866 0398 1 COC 21824-1363 11 2003 1 Property Search Findings - Pending Liens Lien No. (Case Number) Description Address If you have any questions, please call (305) 416-1570. Please retain this page for your records. Page 3 of 5 City of Miami Marissa Amuial 98 SE 7th Street, Suite 1100, Miami, FL 33131 Miami FL 33186 07/23/2018 Folio Number: 01-3124-024-0940 Property Address: 4218 NE 2 AV Legal Description: 24 53 41 BILTMORE SUB PB 6-67 LOTS 2-3 & 24 BLK 6 LOT SIZE IRREGULAR OR 18025-0866 0398 1 COC 21824-1363 11 2003 1 Invoice Customer No. 9242514 137352 9241113 151649 9254738 6387 9252203 6387 9272167 151649 9266450 6387 Property Search Findings - Open Invoices Lien No. Description Amount Due Certificate of Use 308.50 Certificate of Use 308.50 Certificate of Use/Fire Safety P 246.50 Certificate of Use 211.50 Business Tax Receipt - Regular 180.50 Business Tax Receipt - Regular 102.50 Sub -Total $ 1,358.00 If you have any questions, please call (305) 416-1570. Please retain this page for your records. Page 4 of 5 Violations Detail Report Folio Number: 01-3124-024-0940 NO OPEN VIOLATIONS FOUND. Page 5 of 5 Print Form (1) Office of the Lobbyist Name: Kasdin, CITY OF MIAMJ rk, 3500 Pan American Drive, Miami, FL 33133 Phone: (305) 250-5360 LOBBYIST REGISTRATION Neisen 0. For Office Use Only: Check# , 0 ` C6 1C(i Receipt# I l) 5t Ethics Certificate Last Name, First Name, Middle Initial Business Phone: 305-982-5629 Business Address Akerman, LLP- 98 SE 7th Street, Suite 1101, Miami, FL Zip 33131 E-Mail Address neisen.kasdin@akerrnan.com (2) Principal Represented Miami Design District Associates, LLC and affiliated Entities Principal's Business Address3841 NE 2nd Avenue, Suite 400, Miami, FL Zip 33137 (If different from above) Specific issue lobbyist has been retained to lobby (if representing a corporation, partnership or trust, give business address of chief officer, partner, or beneficiary of same, and the names and addresses of all persons holding, directly or indirectly, at least five percent (5%) ownership interest in said corporation, partnership or trust). Representation related to Design District SAP and Murals (3) (4) Lobbyists shall state the extent of any business association or financial relationship with any member(s) of the City Commission, any member of City staff before whom he/she lobbies or intends to lobby. (If applicable, please explain) N/A Lobbyists shall pay all registration fees ($525.00 annually, plus $105.00 for each principal represented and for each issue a lobbyist has been retained to lobby on behalf of any one principal), and specifically define the issue for which they are employed. The Clerk shall reject any statement which does not detail the issue for which the lobbyist has been employed. Lobbyist shall also submit a certificate of completion of an ethics course provided by the Miami -Dade County Commission on Ethics & Public Trust or City of Miami completed no more than one (1) year prior to registering. I do solemnly swear that all of the foregoing facts are true and correct, and I have read or am familiar with the provisions contained in Sections 2-651 through 2-658 of the City of Miami Code, as amended, including "annual registration, withdrawal, reporting requirements, definitions, e#yons, penalties for violations and contingency fees." State of Florida, County of Miami -Dade S rn to anducribed beforme this ay of Lobbyist Signature Diane PersE-0ita NOTARY PUBUCNotary o STATE OF FLORIDA Corm* FF233833 Expires 6/8/2019 pu erk Note: Annual Registration Fee: Effective through 12/31/2016 rdr miami I public hearing notification services certified lists of property owners within a specific radius + radius maps + mailing labels + mailouts + notice of public hearing site posting rdrmiami.com diana@rdrmiami.com 305.498.1614 July 31, 2018 CITY OF MIAMI HEARING BOARDS P 0 BOX 330708 MIAMI, FL 33233-0708 Re: Property Owner's List Within 500 Feet of: 4218 NE 2 Avenue, Miami, FL 33137 Total number of labels without repetition: 78 I certify that the attached ownership list, map and mailing labels are a complete and accurate representation of the real estate property and property owners within a 500-foot radius of the subject property listed above. This information reflects the most current records on file in the Miami -Dade County Tax Assessor's Office. Sincerely, Signature rdr miami I rio development resources Name or Company Name 305.498.1614 Telephone diana@rdrmiami.com E-mail LIST OF ABUTTING PROPERTY OWNERS LEGAL DESCRIPTION, SITE ADDRESS, FOLIO NUMBER NAME, MAILING ADDRESS BILTMORE SUB PB 6-67 LOT 16 BLK 3 OR 21194-1530 03 2003 1 111 NE43RDST MIAMI, FL 33137 0131240240500 111 NE 43 STREET LLC 16 PHOENETIAAVE CORAL GABLES, FL 33134 BRENTWOOD REV PL PB 44-6 E6OFT OF W250FT OF N1/2 TR 3 SAME AS LOT 10 BLK 3 PB 40-66 OR 11803-1376 0583 230 NE 44 LLC 5 927 LINCOLN RD # 212 230 NE 44TH ST MIAMI BEACH, FL 33139 MIAMI, FL 33137 0132190090260 BRENTWOOD REV PL PB 44-6 TR 2 & LOT 5 BLK 2 OF PB 40-66 OR 14486-1841 0390 6 220 NE 43RD ST MIAMI, FL 33137 0132190090070 BILTMORE SUB PB 6-67 LOT 2 LESS ESFT TO CITY BLK 3 OR 21272-3463 05 2003 1 COC 25793-1810 07 2007 4 4314 NE 2ND AVE MIAMI, FL 33137 0131240240390 BILTMORE SUB PB 6-67 LOTS 12 TO 14 INC BLK 3 OR 16278-3345 0394 4 120 NE 44TH ST MIAMI, FL 33137 0131240240480 BILTMORE SUB PB 6-67 LOT 8 BLK 3 OR 18021-3077 0398 4 152 NE 44TH ST MIAMI, FL 33137 0131240240440 BRENTWOOD PB 40-66 LOTS 5 & 6 BLK 4 OR 16335-3650 1293 1 251 NE 44TH ST MIAMI, FL 33137 0132190070060 BRENTWOOD PB 40-66 LOT 14 BLK 4 73R-134795 OR 17665-0313 0597 1 210 NE 45TH ST MIAMI, FL 33137 0132190070140 BILTMORE SUB PB 6-67 LOT 10 BLK 3 OR 11242-941 1081 1 136 NE 44TH ST MIAMI, FL 33137 0131240240460 BILTMORE SUB PB 6-67 LOT 21 BLK 6 OR 10645-936 0180 1 151 NE 42ND ST MIAMI, FL 33137 0131240241100 4201 NE 2ND AVE LLC 150 BROADWAY STE 800 NEW YORK, NY 10038 4314 NE 2ND AVE LLC 4330 NE 2 AVE MIAMI, FL 33137 ABRAHAM PITSIRILOS LYDIA PITSIRILOS ALEXANDER PITSIRILOS 120 NE 44 ST MIAMI, FL 33137 ALEXANDER AVILA CRISTINA M GARRIGA 152 NE 44 ST MIAMI, FL 33137 ANDREW F MILLER 251 NE 44 ST MIAMI, FL 33137 ANTONIO GOMEZ ORODEA 2551 SW 21 ST MIAMI, FL 33145 ARISTON J LOUIS &W ANNE N 136 NE 44 ST MIAMI, FL 33137-3416 AVON T & CARRIE E BROWN 151 NE 42 ST MIAMI, FL 33137-3517 BILTMORE SUB PB 6-67 LOT 19 BLK 3 BARTIMUS CUBBEDGE PHILLIPS TRS BARTIMUS CUBBEDGE 135 NE 43RD ST PHILLIPS TR MIAMI, FL 33137 0131240240530 24 53 41 COMM BILTMORE PB 6-132 LOT 1 LESS ESFT BLK 1 OR 21128-4855 0303 1 4000 NE 2ND AVE MIAMI, FL 33137 0131240270010 BILTMORE SUB PB 6-67 LOT 1 LESS ESFT TO CITY BLK 3 OR 14152-3085 0689 1 4310 NE 2ND AVE MIAMI, FL 33137 0131240240380 24 53 41 BILTMORE SUB PB 6-67 LOT 6 BLK 7 OR 11053-1489 0381 1 120 NE 42ND ST MIAMI, FL 33137 0131240241170 MAGNOLIA PARK AMD PL PB 4-150 LOT 9 & 10FT ALLEY E & ADJ COC 25521-4580 04 2007 1 4025 NE 2ND AVE MIAMI, FL 33137 0132190120060 24 53 41 BILTMORE SUB PB 6-67 E57FT OF LOTS 3 & 4 LESS ESFT TO CITY BLK 2 184 NE 45TH ST MIAMI, FL 33137 0131240240240 BILTMORE SUB PB 6-67 WSOFT OF LOTS 3 & 4 BLK 2 OR 22805-3500 1004 2(2) 4424 NE 2ND AVE MIAMI, FL 33137 0131240240230 19 53 42 .17 AC BRENTWOOD REV PL PB 44-6 E65FT OF W140FT OF S1/2 TR 3 SAME AS LOT 2 BLK 3 PB 40-66 211 NE 43RD ST MIAMI, FL 33137 0132190090180 BILTMORE SUB PB 6-67 LOT 22 BLK 6 OR 18430-3873 1298 1 161 NE 42ND ST MIAMI, FL 33137 0131240241110 BILTMORE SUB PB 6-67 LOT 10 BLK 6 136 NE 43 ST MIAMI, FL 33137 0131240241010 BILTMORE SUB PB 6-67 LOT 11 BLK 3 OR 17312-4748 0896 1 COC 25301-2037 01 2007 1 130 NE 44TH ST MIAMI, FL 33137 0131240240470 135 NE 43 ST MIAMI, FL 33137 BBDD LLC 505 PARK AVE 18 FL NEW YORK, NY 10022 BEST REALTY VALUE INC PO BOX 85215 HALLANDALE, FL 33008 BLUE BAY INVESTMENTS LLC 4628 EL MAR DR FORT LAUDERDALE, FL 33308 BOY BLUE LLC ATTN: MARIO LEJTMAN 915 N MANSFIELD AVE HOLLYWOOD, CA 90038 BRIAN T JAMES &W NATHALIE CADET 700 NE 69 ST MIAMI, FL 33138 BRIAN T JAMES &W NATHALIE CADET 700 NE 69 ST MIAMI, FL 33138-5231 C ALPAZILE &W CLEMENCE 211 NE 43 ST MIAMI, FL 33137-3446 CESAR H CHACON &W MAYRA CHACON 161 NE 42 ST MIAMI, FL 33137-3556 CURRENT PROPERTY OWNER 136 NE 43 ST MIAMI, FL 33137 CYNTHIA NEWSOM 607 WASHINGTON AVE S APT 406 MINNEAPOLIS, MN 55415-1161 19 53 42 BRENTWOOD REV PL PB 44-6 TRACT A & TRACT 1 /AKA LOTS 1 TO 5 INC BLK 1 PER PB 40-66/ 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MIAMI, FL 33137-3412 FAIDHERE BOYER & EDWIDGE DANTICAT 203 NE 44 ST MIAMI, FL 33137-3433 FRANCAIS EXIL &W LUCIEN 240 NE 44 ST MIAMI, FL 33137-3434 GATOR AQUISITIONS INC 1595 NE 163 ST NO MIAMI BEACH, FL 33162 HAMMY INC 251 N COCONUT LANE MIAMI BEACH, FL 33139 ISIS ARTZE VEGA SINUHE VEGA 168 NE 44 ST MIAMI, FL 33137 JOSE D ALVARENGA &W ELVIA 139 NE 44 ST MIAMI, FL 33137-3415 MADAGIO INC % MARIO MOLINARI 1179 BAY DR MIAMI BEACH, FL 33141-3624 MARK A STEPHAN &W WENDY 101 NE 43 ST MIAMI, FL 33137-3411 MDDA MORNING DEW LLC 3841 NE 2 AVE #400 MIAMI, FL 33137 ELISSON DORIVAL &W LYDIA 211 NE 44 ST MIAMI, FL 33137-3433 FEC RR CO J P WILLIAMS RE MGR 7411 FULLERTON ST SUITE # 300 JACKSONVILLE, FL 32256 FRANCES HALL 200 NE 45 ST MIAMI, FL 33137-3436 GIRAUD FEVRIN 201 NE 43 ST MIAMI, FL 33137 HARIKLIA R GIOSMAS 4414 NE 2 AVE MIAMI, FL 33137 JACK BENMELEH TARA SOKOLOW 153 NE 44 ST MIAMI, FL 33137 LILIANA MOYANO MARIA URDANETA 150 NE 45 ST MIAMI, FL 33137 MARIE R MESADIEU EST OF 250 NE 44 ST MIAMI, FL 33137-3434 MATS R B TYLOSKOG 150 NE 43 ST MIAMI, FL 33137-3412 NAPOLEON ALVAREZ 251 NE 43 ST MIAMI, FL 33137 NIEVES HERNANDEZ 145 NE 42 ST MIAMI, FL 33137-3517 PETER HAWRYLEWICZ JTRS KENNETH LIEBER JTRS 1749 NE MIAMI COURT #101 MIAMI, FL 33132 ROBIN PORTER 122 NE 43 ST MIAMI, FL 33137 SCHOOL BOARD OF MIAMI-DADE COUNTY 1450 NE 2 AVE MIAMI, FL 33132-1308 TANJA M STEPHAN DAVID ROJAS 178 NE 45 ST MIAMI, FL 33137-3420 WASHINGTON F GAMBOA 126 NE 43 ST MIAMI, FL 33137 NIKOLAOS DOULIS JACQUELINE S DOULIS 34132 SE DAVID POWELL RD FALL CITY, WA 98024 PHYLLIS E WILLIAMS ETALS JTRS THOMAS WILLIAMS JR JTRS TERESA WILLIAMS JTRS 1220 GORHAM ST JACKSONVILLE, FL 32226 ROBURGA ENTERPRISES LLC 100 NE 43 ST MIAMI, FL 33137 SEAN KEENAN & HEATHER GORMAN 8460 SW 181 ST PALMETTO BAY, FL 33157 THOMAS W JOULE 221 NORTHEAST 44 ST MIAMI, FL 33137 WILLIAM W CHARLES &W JANIS L JTRS 1218 MADRID CORAL GABLES, FL 33134 OAK PLAZA ASSOCIATES DEL LLC C/O MIAMI DESIGN DISTRICT ASSOCIATES MANAGER LLC 3841 NE 2 AVE SUITE 400 MIAMI, FL 33137 RAMZI ACHI TRS 176 NE 43 ST MIAMI, FL 33137-3412 RONALD C HILL &W MARGARET E 231 NE 43 ST MIAMI, FL 33137-3446 SONIA FRANCIS 220 NE 44 ST MIAMI, FL 33137-3434 VANINA J JELINEK JTRS ANDRES SCAYOLA JTRS 231 NE 44 ST MIAMI, FL 33137 WYNWOOD 2600 LLC 777 BRICKELL AVE #950 MIAMI, FL 33131 (1) Lobbyist Name: CITY OF MIAIVH ntFo'rm 1 For Office Use Only: Cheek# 30 Ul t w Receipt# rl1." i-1 )5 Ethics Certificate V Office of the City Clerk, 3500 Pan American Drive, Miami, FL 33133 Phone: (305) 250-5360 LOBBYIST REGISTRATION Amuial, Marissa R. Last Name, First Name, Middle Initial Business Phone: 305-982-5614 Business Address 1 SE 3rd AVE 25th Floor, Miami, Florida Zip 33131 E-Mail Address marissa, amuial@akerman.com (2) Principal Represented Miami Design District Associates, LLC and associated entities Principal's Business Address NE 2nd Ave, Suite 400, Miami, Florida Zip 33137 (Tf different from above) Specific issue lobbyist has been retained to lobby (if representing a corporation, partnership or trust, give business address of chief officer, partner, or beneficiary of same, and the names and addresses of all persons holding, directly or indirectly, at least five percent (5%) ownership interest in said corporation, partnership or trust). Miami Design District Retail Street SAP; Funding and approvals for NE 2nd Ave project; Rezoning and amendments to the SAP; Applications related to properties in the SAP (4) Lobbyists shall state the extent of any business association or financial relationship with any member(s) of the City Commission, any member of City staff before whom he/she lobbies or intends to lobby. (Ifapplicable, please explain) None. (3) Lobbyists shall pay all registration fees ($525.00 annually, plus $105.00 for each principal represented and for each issue a lobbyist has been retained to lobby on behalf of any one principal), and specifically define the issue for which they are employed, The Clerk shall reject any statement which does not detail the issue for which the lobbyist has been employed. Lobbyist shall also submit a certificate of completion of an ethics course provided by the Miami -Dade County Commission on Ethics & Public Trust or City of Miami completed no more than one (1) year prior to registering, 1 do solemnly swear that all of the foregoing facts are true and correct, and I have read or am familiar with the provisions contained in Sections 2-651 through 2-658 of the City of Miami Code, es amended, including "annual registration, withdrawal, reporting requirements, definitions, examinations, penalties for violations and contingency fees." r t A State of Florida, County of Miami -Dade Sworn to and subscri ed before m is c� (,":)day o BLISLAINEY M. SAINZ MY COMMISSION IEEE 155210 EXPIRES: Decamber21, 2015 bonded Thru Notary Public UolemIteri Lobbyist Signature Notary or Deputy Clerk Note: Annual Registration Fee: Effective through 12/31/2015 Oak Plaza Associates (Del.) LLC Construction Operating Account 3841 NE 2nd Avenue, Suite 400 Miami, FL 33137 PAY TO THE ORDER OF ** HSBC 452 Fifth Avenue New York, NY 10018 2685 ** FOUR THOUSAND NINE HUNDRED EIGHTEEN AND 00/100 DOLLARS DATE AMOUNT 08/07/2018 $4,918.00*** City of Miami 00026850 1:0 2 L00 L0881: 0483984890 DATE:08/07/2018 CK4:2685 TOTAL:$4,918.00*** BANK:Oak Plaza Associates LLC-8489(hsbc8489) PAYEE:City of Miami(citmiami) Property Address - Code Invoice - Date Description Miami Design District Associates, 529862 - 08/06/2018 MP Amount Public Hearing Board Review fee- Mod 4,918.00 4,918.00 Delaware The First State PAGE 1 I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF MERGER, WHICH MERGES: "BEN NEWTON LLC", A DELAWARE LIMITED LIABILITY COMPANY, "DACRA DESIGN MOORE (DEL.) LLC", A DELAWARE LIMITED LIABILITY COMPANY, "FCAA, LLC", A DELAWARE LIMITED LIABILITY COMPANY, "MONTE CARLO ASSOCIATES (DEL.) LLC", A DELAWARE LIMITED LIABILITY COMPANY, "PAVED PARADISE, LLC", A DELAWARE LIMITED LIABILITY COMPANY, "PENNY LANE ACQUISITIONS, LLC", A DELAWARE LIMITED LIABILITY COMPANY, "SWEET VIRGINIA ACQUISITIONS, LLC", A DELAWARE LIMITED LIABILITY COMPANY, WITH AND INTO "OAK PLAZA ASSOCIATES (DEL.) LLC" UNDER THE NAME OF "OAK PLAZA ASSOCIATES (DEL.) LLC", A LIMITED LIABILITY COMPANY ORGANIZED AND EXISTING UNDER THE LAWS OF THE STATE OF DELAWARE, AS RECEIVED AND FILED IN THIS OFFICE THE FIFTEENTH DAY OF MAY, A.D. 2015, AT 8:39 O'CLOCK A.M. 4888295 8100M 150682927 You may verify this certificate online at corp.delaware.gov/authver.shtml Jeffrey W. Bullock, Secretary of State AUTHENiSC TION: 2380604 DATE: 05-15-15 State of Delaware Secretary of State Division of Corporations Delivered 08:39 AM 05/15/2015 FILED 08:39 AM 05/15/2015 SRV 150682927 - 4888295 FILE CERTIFICATE OF MERGER OF BEN NEWTON LLC, DACRA DESIGN MOORE (DEL.) LLC, FCAA, LLC, MONTE CARLO ASSOCIATES (DEL.) LLC, PAVED PARADISE, LLC, PENNY LANE ACQUISITIONS, LLC AND SWEET VIRGINIA ACQUISITIONS, LLC WITH AND INTO OAK PLAZA ASSOCIATES (DEL,) LLC The following Certificate of Merger for the merger of each of (i) Ben Newton LLC, a Delaware limited liability company ("Ben Newton"), (ii) Dacra Design Moore (Del.) LLC, a Delaware limited liability company (Dacra (7esign ), (iii) FCAA, LLC, a Delaware limited liability company ("FCAA"), (iv) Monte Carlo Associates (Del,) LLC, a Delaware limited liability company ("Monte Carla"), (v) Paved Paradise, LLC, a Delaware limited liability company ("Paved Paradise"), (vi) Penny Lane Acquisitions, LLC, a Delaware limited liability company ("Penny Lane") and (vii) Sweet Virginia Acquisitions, LLC, a Delaware limited liability company ("Sweet Virginia," and, together with Ben Newton, Dacra Design, FCAA, Monte Carlo, Paved Paradise and Penny Lane, collectively, the "Non -Surviving Entities"), with and into Oak Plaza Associates (Del.) LLC, a Delaware limited liability company (the "Surviving Entity"), is being submitted pursuant to the provisions of Section 18-209 of the Delaware Limited Liability Company Act (the "Delaware Act"). FIRST. The exact name, jurisdiction and entity type of the Non -Surviving Entities are as follows: Name Ben Newton LLC Dacra Design Moore (Del.) LLC FCAA, LLC Monte Carlo Associates (Del.) LLC Paved Paradise, LLC Penny Lane Acquisitions, LLC Sweet Virginia Acquisitions, LLC Jurisdiction Delaware Delaware Delaware Delaware Delaware Delaware Delaware Entity Tyne Limited Liability Company Limited Liability Company Limited Liability Company Limited Liability Company Limited Liability Company Limited Liability Company Limited Liability Company SECOND. The exact name, jurisdiction, and entity type of the Surviving Entity are as follows: Name Oak Plaza Associates (Del.) LLC Jurisdiction Entity Type Delaware Limited Liability Company THIRD. Pursuant to an Agreement and Plan of Merger (the "Plan of Merger") by and among the Non -Surviving Entities and the Surviving Entity, each of the Non -Surviving Entities intends to merge with and into the Surviving Entity (the "Merger") and the separate existence of each of the Non -Surviving Entities shall cease. The Surviving Entity is the surviving limited liability company in the Merger. FOURTH. The Plan of Merger was approved and executed by each of the Non -Surviving Entities and the Surviving Entity in accordance with Section 18-209 of the Delaware Act, FIFTH. The Merger is to become effective upon filing of this Certificate of Merger with the Secretary of State of the State of Delaware (the "Effective Time"). SIXTH. Pursuant to the Plan of Merger, as of the Effective Time, the Certificate of Formation of the Surviving Entity shall be the certificate of formation of the surviving limited liability company. SEVENTH. The principal address of the Surviving Entity shall be c/o Miami Design District Associates Manager, LLC, 3841 N.E. 2nd Avenue, Suite 400, Miami, Horida 33137. A copy of the Plan of Merger is on file at the principal address of the Surviving Entity and will be furnished by the Surviving Entity, on written request and without cost, to any member of the constituent limited liability companies or any person holding an interest in the constituent limited liability companies. (Signature pages follow) 2 IN WITNESS WHEREOF, the Non -Surviving Entities and the Surviving Entity have caused this Certificate of Merger to be signed this \ZD' y of May, 2015. NON -SURVIVING ENTITIES: BEN NEWTON LLC, a Delaware limited liability company By: Miami Man liab istrict Associates Delaware limited , its Manager Ste Gretenstein e: Vice President FCAA, LLC, a Delaware limited liability company By: MDDA Holdings Member, LLC, a Delaware limited liability company, its sole Member By: Mia lia By: Stev Title: Vice trict Associates elaware limited its Manager retenstein resident DACRA DESIGN MOORE (DEL.) LLC, a Delaware limited liability company By: Miami Design District Associates Mana_ LL , a 1 !aware limited liabili ;dim ' any, i s Manager By: N:- Stev " Gretenstein Title: Vice President MONTE CARLO ASSOCIATES (DEL.) LLC, a Delaware limited liability company By: Miami Desi District Associates Manager C, a ► - • ware limited liability pan . anager .r By: S�f� — -a Na teven etenstein Title. Vice President [Signature Page of Certificate of Merger — Ben Newton LLC, Dacra Design Moore (Del.) LLC, FCAA, LLC, Monte Carlo Associates (Del.) LLC, Paved Paradise, LLC, Penny Lane Acquisitions, LLC and Sweet Virginia Acquisitions, LLC with and into Oak Plaza Associates (Del.) LLC] PAVED PARADISE, LLC, a Delaware limited liability company By: MDDA Holdings Member, LLC, a Delaware limited liability company, its sole Member By: Mi • i De i a Dis ict Associates Ma .ger, C, a ) elaware limited Ib b Iity ; z any its Manager By: N : Steve 1 Gretenstein Title: Vice President SWEET VIRGINIA ACQUISITIONS, LLC, a Delaware limited liability company By: MDDA Holdings Member, LLC, a Delaware limited liability company, its sole Member By: Miami sign P Mana: LLC, Iiabil compa Ti'tev : '. retenstein Vice President By: ict Associates elaware limited its M PENNY LANE ACQUISITIONS, LLC, a Delaware limited liability company By: MDDA Holdings Member, LLC, a Delaware limited liability company, its sole Member By: Mict Associates Ma atrer, LI r elaware limited its Manager e: Steve Gretenstein Title: Vice President SURVIVING ENTITY: OAK PLAZA ASSOCIATES (DEL.) LLC, a Delaware limited liability company By: Mia M lia ger, llty PRP— By: !!Art r r tevir t Associates aware limited Manager Gretenstein Vice President [Signature Page of Certificate of Merger — Ben Newton LLC, Dacra Design Moore (Del.) LLC, FCAA, LLC, Monte Carlo Associates (Del.) LLC, Paved Paradise, LLC, Penny Lane Acquisitions, LLC and Sweet Virginia Acquisitions, LLC with and into Oak Plaza Associates (Del.) LLC] CERTIFICATE OF TINY DANCER ACQUISITIONS LLC The undersigned, the President and Vice President of MDDA Stardust Manager, LLC, a limited liability company organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The management of TINY DANCER ACQUISITIONS LLC (the "Company"), is vested in MDDA Stardust Manager, LLC, a Delaware limited liability company (the "Manager"). 2. The persons named below have been duly elected, have been duly qualified, and at all times have acted, as officers of the Manager, holding the respective offices below set opposite their names. Name Office Craig Robins President Steven Gretenstein Vice President 3. Each of the President and/or the Vice President of the Manager, without the execution or joinder of the other, has the full power and authority to execute amendments and consents to amendments of that certain Amended and Restated Development Agreement as recorded in Official Records Book 30568, Page 918, of the Public Records of Miami -Dade County, Florida, and any and all documents related thereto, including without limitation, consent to that certain Second Amendment to Amended and Restated Development Agreement between Flagler Holdings, Inc. and the City of Miami, Florida, in the name, and on behalf, of the Manager, in its capacity, as Manager, in the name of and on behalf of the Company. 4. authorities. This Certificate may be relied upon by the City of Miami and/or other governmental IN WITNESS WHEREOF, I have hereunto set my ha 025 day of June, 2018. RETE TEIN CRAIG ROBINS Dacra/oak plaza/certificate of TD 6-22-18 STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this 4� day of June, 2018, by Steven Gretenstein, Vice President of MDDA Stardust Manager, LLC, a limited liability company, the Manager of TINY DANCER ACQUISITIONS LLC. He is personally known to me. "' '= MY COMMISSION # GG087791 ,ate 3?y EXPIRES April 18, 2021 Notary Public, State of Florida STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this 095 day of June, 2018, by Craig Robins, President of MDDA Stardust Manager, LLC, a limited liability company, the Manager of TINY DANCER ACQUISITIONS LLC. He is personally known to me. ,e; ALICIA ALONSO •: MY COMMISSION # GG087791 3 � EXPIRES April 18, 2021 Notary Public, State of Florida Dacra/oak plaza/certificate of TD 6-22-18 CERTIFICATE OF UPTOWN GIRL DEVELOPMENT LLC The undersigned, the President and Vice President of MDDA Stardust Manager, LLC, a limited liability company organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The management of UPTOWN GIRL DEVELOPMENT LLC (the "Company"), is vested in MDDA Stardust Manager, LLC, a Delaware limited liability company (the "Manager"). 2. The persons named below have been duly elected, have been duly qualified, and at all times have acted, as officers of the Manager, holding the respective offices below set opposite their names. Name Office Craig Robins President Steven Gretenstein Vice President 3. Each of the President and/or the Vice President of the Manager, without the execution or joinder of the other, has the full power and authority to execute amendments and consents to amendments of that certain Amended and Restated Development Agreement as recorded in Official Records Book 30568, Page 918, of the Public Records of Miami -Dade County, Florida, and any and all documents related thereto, including without limitation, consent to that certain Second Amendment to Amended and Restated Development Agreement between Flagler Holdings, Inc. and the City of Miami, Florida, in the name, and on behalf, of the Manager, in its capacity, as Manager, in the name of and on behalf of the Company. 4. authorities. This Certificate may be relied upon by the City of Miami and/or other governmental IN WITNESS WHEREOF, I have hereunto set my ha d as �,f t � day of June, 2018. TENSTEINzir CRAIG ROBIN Dacra/oak plaza certificate of UG 6-22-18 STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this C>9� day of June, 2018, by Steven Gretenstein, Vice President of MDDA Stardust Manager, LLC, a limited liability company, the Manager of UPTOWN GIRL DEVELOPMENT LLC. He is personally known to me. 4:PLti.! ALICIA ALONSO =•• « MY COMMISSION # GG087791 -� EXPIRES Aprll 18.2021 Notary Public, State of Florida STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this S day of June, 2018, by Craig Robins, President of MDDA Stardust Manager, LLC, a limited liability company, the Manager of UPTOWN GIRL DEVELOPMENT LLC. He is personally known to me. ALICIA ALONSO 4,.11MY COMMISSION # GG087791 «F,� EXPIRES April 18, 2021 Notary Public, State of Florida Dacra/oak plaza/certificate of UG 6-22-18 CERTIFICATE OF LOVELY RITA ACQUISITIONS LLC The undersigned, the President and Vice President of MDDA Sweet Bird Manager, LLC, a Delaware limited liability company organized and existing under the laws of the State of Delaware, do hereby certify as follows: 1. The management of Lovely Rita Acquisitions, LLC (the "Company"), is vested in MDDA Sweet Bird Manager, LLC, a Delaware limited liability company (the "Manager"). 2. The persons named below have been duly elected, have been duly qualified, and at all times have acted, as officers of the Manager, holding the respective offices below set opposite their names. Name Office Craig Robins President Steven Gretenstein Vice President 3. Each of the President and/or the Vice President of the Manager, without the execution or joinder of the other, has the full power and authority to execute amendments and consents to amendments of that certain Amended and Restated Development Agreement as recorded in Official Records Book 30568, Page 918, of the Public Records of Miami -Dade County, Florida, and any and all documents related thereto, including without limitation, consent to that certain Second Amendment to Amended and Restated Development Agreement between Flagler Holdings, Inc. and the City of Miami, Florida, in the name, and on behalf, of the Manager, in its capacity, as Manager, in the name of and on behalf of the Company. 4. This Certificate may be relied upon by the City of Miami and/or other governmental authorities. IN WITNESS WHEREOF, I have hereunto set my ha ST CRAIG ROBINS day of June, 2018. Dacra/oak plaza/certificate of LR 6-22-18 STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this 090 day of June, 2018, by Steven Gretenstein, Vice President of MDDA Sweet Bird Manager, LLC, a Delaware limited liability company, the Manager of Lovely Rita Acquisitions, LLC. He is personally known to me. I .411 rvt. ALCOA IV .01O "'. MY COMMISSION # GG087791 EXPIRES April 18, 2021 STATE OF FLORIDA Notary Public, State of Florida COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this 095 day of June, 2018, by Craig Robins, President of MDDA Sweet Bird Manager, LLC, a Delaware limited liability company, the Manager of Lovely Rita Acquisitions, LLC. He is personally known to me. r°4tRY. AL-,BCCA ALONSO ; `c MY COMMISSION # GG087791 EXPIRES Aprll 18, 2021 Notary Public, State of Florida Dacra/oak plaza/certificate of LR 6-22-18 CERTIFICATE OF OAK PLAZA ASSOCIATES (DEL.) LLC The undersigned, the President and Vice President of Miami Design District Associates Manager, LLC, a limited liability company organized and existing under the laws of the State of Delaware, do hereby certify as follows: 1. The management of OAK PLAZA ASSOCIATES (Del.) LLC (the "Company"), is vested in Miami Design District Associates Manager, LLC, a Delaware limited liability company (the "Manager"). 2. The persons named below have been duly elected, have been duly qualified, and at all times have acted, as officers of the Manager, holding the respective offices below set opposite their names. Name Office Craig Robins President Steven Gretenstein Vice President 3. Each of the President and/or the Vice President of the Manager, without the execution or joinder of the other, has the full power and authority to execute amendments and consents to amendments of that certain Amended and Restated Development Agreement as recorded in Official Records Book 30568, Page 918, of the Public Records of Miami -Dade County, Florida, and any and all documents related thereto, including without limitation, consent to that certain Second Amendment to Amended and Restated Development Agreement between Flagler Holdings, Inc. and the City of Miami, Florida, in the name, and on behalf, of the Manager, in its capacity, as Manager, in the name of and on behalf of the Company. 4. authorities. This Certificate may be relied upon by the City of Miami and/or other governmental IN WITNESS WHEREOF, I have hereunto set my ha 4 as o t� ' day of June, 2018. CRAIG ROBINS ." Dacra/oak plaza/certificate of OP 6-22-18 STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this 02 C2 day of June, 2018, by Steven Gretenstein, Vice President of Miami Design District Associates Manager, LLC, the Manager of Oak Plaza Associates (Del.) LLC. He is personally known to me. : 44:6i ALICIA ALONSO '4‘ •*= MY COMMISSION # 00087791 � '�`•°`� EXPIRES April 18, 2021 STATE OF FLORIDA COUNTY OF MIAMI-DADE Notary Public, State of Florida 0 The foregoing Certificate was acknowledged before me this a5 day of June, 2018, by Craig Robins, President of Miami Design District Associates Manager, LLC, the Manager of Oak Plaza Associates (Del.) LLC. He is personally known to me. OJA el.La Olinua 0 Notary Public, State of Florida Dacra/oak plaza/certificate of OP 6-22-18 CERTIFICATE OF NORWEGIAN WOOD ACQUISITIONS LLC The undersigned, the President and Vice President of MDDA Sweet Bird Manager, LLC, a limited liability company organized and existing under the laws of the State of Delaware, do hereby certify as follows: 1. The management of NORWEGIAN WOOD ACQUISITIONS LLC (the "Company"), is vested in MDDA Sweet Bird Manager, LLC, a Delaware limited liability company (the "Manager"). 2. The persons named below have been duly elected, have been duly qualified, and at all times have acted, as officers of the Manager, holding the respective offices below set opposite their names. Name Office Craig Robins President Steven Gretenstein Vice President 3. Each of the President and/or the Vice President of the Manager, without the execution or joinder of the other, has the full power and authority to execute amendments and consents to amendments of that certain Amended and Restated Development Agreement as recorded in Official Records Book 30568, Page 918, of the Public Records of Miami -Dade County, Florida, and any and all documents related thereto, including without limitation, consent to that certain Second Amendment to Amended and Restated Development Agreement between Flagler Holdings, Inc. and the City of Miami, Florida, in the name, and on behalf, of the Manager, in its capacity, as Manager, in the name of and on behalf of the Company. 4. This Certificate may be relied upon by the City of Miami and/or other governmental authorities. IN WITNESS WHEREOF, I have hereunto set my han. as o this day of June, 2018. CRAIG ROBINS NSTEIN Certificate of norwegian June 2018 2nd am to Am and Rest Dev Agr (002) STATE OF FLORIDA COUNTY OF MIAMI-DADE r� The foregoing Certificate was acknowledged before me this c2 day of June, 2018, by Steven Gretenstein, Vice President of MDDA Sweet Bird Manager, LLC, a limited liability company, the Manager of NORWEGIAN WOOD ACQUISITIONS LLC. He is personally known to me. AL CAA ALONSO MY COMMISSION # GG087791 "? ahi,tt- EXPIRES Aprf 18, 2021 STATE OF FLORIDA Notary Public, State of Florida COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this a5 day of June, 2018, by Craig Robins, President of MDDA Sweet Bird Manager, LLC, a limited liability company, the Manager of NORWEGIAN WOOD ACQUISITIONS LLC. He is personally known to me. 40(:►" ,. ALICIA ALONSO . ,= MY COMMISSION # GG087791 71, EXPIRES April 18, 2021 aiLLICA Notary Public, State of Florida Certificate of norwegian June 2018 2nd am to Am and Rest Dev Agr (002) CERTIFICATE OF HALF -CIRCLE PROPERTY (DEL.) LLC The undersigned, the President and Vice President of Miami Design District Associates Manager, LLC, a limited liability company organized and existing under the laws of the State of Delaware, do hereby certify as follows: 1. The sole member of Half -Circle Property (Del.) LLC, a Delaware limited liability company (the "Company"), is MDDA Phase III Holdings, LLC, a Delaware limited liability company ("Phase III"). 2. The management of Phase III is vested in Miami Design District Associates Manager, LLC, a Delaware limited liability company (the "Manager"). 3. The persons named below have been duly elected, have been duly qualified, and at all times have acted, as officers of the Manager, holding the respective offices below set opposite their names. Name Office Craig Robins President Steven Gretenstein Vice President 4. Each of the President and/or the Vice President of the Manager, without the execution or joinder of the other, has the full power and authority to execute amendments and consents to amendments of that certain Amended and Restated Development Agreement as recorded in Official Records Book 30568, Page 918, of the Public Records of Miami -Dade County, Florida, and any and all documents related thereto, including without limitation, consent to that certain Second Amendment to Amended and Restated Development Agreement between Flagler Holdings, Inc. and the City of Miami, Florida, in the name, and on behalf, of the Manager, in its capacity, as Manager, in the name of and on behalf of Phase III, on behalf of the Company. 5. authorities. This Certificate may be relied upon by the City of Miami and/or other governmental IN WITNESS WHEREOF, I have hereunto set my han CRAIG ROBINS 2 day of June, 2018. Dacra/oak plaza/certificate of half -circle 6-22-18 STATE OF FLORIDA COUNTY OF MIAMI-DADE r� The foregoing Certificate was acknowledged before me this al day of June, 2018, by Steven Gretenstein, Vice President of Miami Design District Associates Manager, LLC, the Manager of MDDA Phase III Holdings, LLC, a Delaware limited liability company, the sole member of Half -Circle Property (Del.) LLC. He is personally known to me. !":"4 ALICIA ALONSO <' •°. MY COMMISSION # GG087791 -;+y_ EXPIRES April 18, 2021 (ID ()KA 0 Notary Public, State of Florida STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this .96 day of June, 2018, by Craig Robins, President of Miami Design District Associates Manager, LLC, the Manager of MDDA Phase III Holdings, LLC, a Delaware limited liability company, the sole member of Half - Circle Property (Del.) LLC. He is personally known to me. ;s��► AUCIA ALONSO "; •t= MY COMMISSION # GG087791 0, EXPIRES April 18. 2021 Notary Public, State of Florida Dacra/oak plaza/certificate of half -circle 6-22-18 CERTIFICATE OF SUN KING LLC The undersigned, the President and Vice President of Miami Design District Associates Manager, LLC, a limited liability company organized and existing under the laws of the State of Delaware, do hereby certify as follows: 1. The sole member of SUN KING LLC, a Delaware limited liability company (the "Company"), is MDDA Phase III Holdings, LLC, a Delaware limited liability company ("Phase III"). 2. The management of Phase III is vested in Miami Design District Associates Manager, LLC, a Delaware limited liability company (the "Manager"). 3. The persons named below have been duly elected, have been duly qualified, and at all times have acted, as officers of the Manager, holding the respective offices below set opposite their names. Name Office Craig Robins President Steven Gretenstein Vice President 4. Each of the President and/or the Vice President of the Manager, without the execution or joinder of the other, has the full power and authority to execute amendments and consents to amendments of that certain Amended and Restated Development Agreement as recorded in Official Records Book 30568, Page 918, of the Public Records of Miami -Dade County, Florida, and any and all documents related thereto, including without limitation, consent to that certain Second Amendment to Amended and Restated Development Agreement between Flagler Holdings, Inc. and the City of Miami, Florida, in the name, and on behalf, of the Manager, in its capacity, as Manager, in the name of and on behalf of the Company. 5. authorities. This Certificate may be relied upon by the City of Miami and/or other governmental IN WITNESS WHEREOF, I have hereunto set my ha d a oft day of June, 2018. Dacra/oak plaza/certificate of SK 6-22-18 STATE OF FLORIDA COUNTY OF MIAMI-DADE 1) The foregoing Certificate was acknowledged before me this O! day of June, 2018, by Steven Gretenstein, Vice President of Miami Design District Associates Manager, LLC, the Manager of MDDA Phase III Holdings, LLC, a Delaware limited liability company, the sole member of Sun King LLC. He is personally known to me. ALICIA Aft,ONSO = �� •'c MY COMMISSION # GG087791 ? ':a!� EXPIRES April 18, 2021 STATE OF FLORIDA Notary Public, State of Florida COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this 096 day of June, 2018, by Craig Robins, President of Miami Design District Associates Manager, LLC, the Manager of MDDA Phase III Holdings, LLC, a Delaware limited liability company, the sole member of Sun King LLC. He is personally known to me. 10 L, C AP .ONSO = ' MY COMMISSION # GG087791 IS,, EXPIRES April 18, 2021 Notary Public, State of Florida Dacra/oak plaza/certificate of SK 6-22-18 CERTIFICATE OF MDDA MORNING DEW LLC The undersigned, the President and Vice President of Miami Design District Associates Manager, LLC, a limited liability company organized and existing under the laws of the State of Delaware, do hereby certify as follows: 1. The sole member of MDDA Morning Dew LLC, a Delaware limited liability company (the "Company"), is MDDA Phase III Holdings, LLC, a Delaware limited liability company ("Phase III"). 2. The management of Phase III is vested in Miami Design District Associates Manager, LLC, a Delaware limited liability company (the "Manager"). 3. The persons named below have been duly elected, have been duly qualified, and at all times have acted, as officers of the Manager, holding the respective offices below set opposite their names. Name Office Craig Robins President Steven Gretenstein Vice President 4. Each of the President and/or the Vice President of the Manager, without the execution or joinder of the other, has the full power and authority to execute amendments and consents to amendments of that certain Amended and Restated Development Agreement as recorded in Official Records Book 30568, Page 918, of the Public Records of Miami -Dade County, Florida, and any and all documents related thereto, including without limitation, consent to that certain Second Amendment to Amended and Restated Development Agreement between Flagler Holdings, Inc. and the City of Miami, Florida, in the name, and on behalf, of the Manager, in its capacity, as Manager, in the name of and on behalf of Phase III, on behalf of the Company. 5. This Certificate may be relied upon by the Ci of Miami and/or other governmental authorities. IN WITNESS WHEREOF, I have hereunto set my h. nd as .f t s d • day of June, 2018. Dacra/oak plaza/certificate of MD 6-22-18 STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this C2 day of June, 2018, by Steven Gretenstein, Vice President of Miami Design District Associates Manager, LLC, the Manager of MDDA Phase III Holdings, LLC, a Delaware limited liability company, the sole member of MDDA Morning Dew LLC. He is personally known to me. Avo vela AILowo c, � MY COMMISSION # GG087791 ,o.i? EXPIRES Aprll 18. 2021 STATE OF FLORIDA (flu O Notary Public, State of Florida COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this O2 day of June, 2018, by Craig Robins, President of Miami Design District Associates Manager, LLC, the Manager of MDDA Phase III Holdings, LLC, a Delaware limited liability company, the sole member of MDDA Morning Dew LLC. He is personally known to me. ;�;;;,.:;ALICIA ALONSO '' +, - MY COMMISSION # GG087791 • :; EXPIRES Aprtl 18, 2021 Notary Public, State of Florida Dacra/oak plaza/certificate of MD 6-22-18 CERTIFICATE OF DACRA DESIGN 4141 LLC The undersigned, the President and Vice President of Dacra 4141 Managing Member Inc., a Florida corporation organized and existing under the laws of the State of Florida, do hereby certify as follows: 1. The management of DACRA DESIGN 4141 LLC (the "Company"), is vested in Dacra 4141 Managing Member Inc., a Florida corporation (the "Manager"). 2. The persons named below have been duly elected, have been duly qualified, and at all times have acted, as officers of the Manager, holding the respective offices below set opposite their names. Name Office Craig Robins President Steven Gretenstein Vice President 3. Each of the President and/or the Vice President of the Manager, without the execution or joinder of the other, has the full power and authority to execute amendments and consents to amendments of that certain Amended and Restated Development Agreement as recorded in Official Records Book 30568, Page 918, of the Public Records of Miami -Dade County, Florida, and any and all documents related thereto, including without limitation, consent to that certain Second Amendment to Amended and Restated Development Agreement between Flagler Holdings, Inc. and the City of Miami, Florida, in the name, and on behalf, of the Manager, in its capacity, as Manager, in the name of and on behalf of the Company. 4. authorities. This Certificate may be relied upon by the City of Miami and/or other governmental IN WITNESS WHEREOF, I have hereunto set my ha day of June, 2018. Dacra/oak plaza/certificate of 4141 6-22-18 STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing Certificate was acknowledged before me this 0 day of June, 2018, by Steven Gretenstein, Vice President of Dacra 4141 Managing Member Inc., a Florida corporation, the Manager of DACRA DESIGN 4141 LLC.Je is personally known to me. C14 �1`OGOg7791 ; MY cOMM A00118.2021 p ;yap - 14 STATE OF FLORIDA COUNTY OF MIAMI-DADE Notary Public, State of Florida The foregoing Certificate was acknowledged before me this 45 day of June, 2018, by Craig Robins, President of Dacra 4141 Managing Member Inc., a Florida corporation, the Manager of DACRA DESIGN 4141 LLC. He is personally known to me. 44'� ` ALONSO MY COMMISSION GG087791 EXPIRES Apr1118, 2021 Notary Public, State of Florida Dacra/oak plaza/certificate of 4141 6-22-18 State of Florida Department of State I certify from the records of this office that MIAMI DESIGN DISTRICT ASSOCIATES, LLC is a Delaware limited liability company authorized to transact business in the State of Florida, qualified on May 15, 2012. The document number of this limited liability company is M12000002701. I further certify that said limited liability company has paid all fees due this office through December 31, 2018, that its most recent annual report was filed on February 22, 2018, and that its status is active. I further certify that said limited liability company has not filed a Certificate of Withdrawal. Given under my hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the Second day of August, 2018 i&-s% Secretary of State Tracking Number: CU3843958486 To authenticate this certificate,visit the following site,enter this number, and then follow the instructions displayed. https://services.sunbiz.org/Filings/CertificateofStatus/CertificateAuthentication