HomeMy WebLinkAboutExhibit BSECOND AMENDMENT TO THE AMENDED
AND RESTATED DEVELOPMENT AGREEMENT
THIS SECOND AMENDMENT TO AMENDED AND RESTATED
DEVELOPMENT AGREEMENT (this "Amendment") is made as of the day of
, 20 by and between 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
(collectively the "Original Developer Parties"), and the CITY OF MIAMI, FLORIDA, a
municipal corporation and a political subdivision of the State of Florida ("City").
WHEREAS, the Original Developer Parties and the City entered into 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, as subsequently amended by 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 (collectively the "Master
Development Agreement"); and
WHEREAS, following execution of the Master Development Agreement, Monte Carlo,
Ben Newton, Sweet Virginia, Dacra Design Moore, FCAA, and Penny Lane merged with and
into Oak Plaza; Oak Plaza, Half Circle, Norwegian Wood, Lovely Rita, 4141, Uptown Girl, Sun
King, Morning Dew and Tiny Dancer is each, individually, a "Developer Party," and
collectively, the "Developer Parties"; Developer Parties and the City are together referred to as
the "Parties", and
WHEREAS, the Master Development Agreement sets forth the zoning of, and
conditions by which the properties located within the Miami Design District Retail Street Special
Area Plan ("SAP") are to be developed; and
WHEREAS, Flagler was originally a Developer Party under the Master Development
Agreement and holds fee simple title to approximately 0.35 acres of property situated on the west
side of NE 2nd Avenue between NE 42nd and 43rd Streets, located with the boundaries of the
SAP, and more particularly described in Exhibit "A" attached hereto (the "Property"); and
WHEREAS, Flagler and the City wish for development at the Property to proceed
substantially in accordance with the Miami Design District Retail Street SAP Regulating Plan
and Design Concept Book, as most recently modified on April 28, 2016, by the adoption of
Ordinance No. 13603 ("Regulating Plan and Concept Book"); and
WHEREAS, the Parties have agreed to release Flagler from the Master Development
Agreement, as a Developer Party, on the condition that Flagler enter into a separate development
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agreement with the City, in order to ensure that redevelopment of the Property is carried out in a
fashion consistent with the goals and standards for the Miami Design District Retail Street as set
forth under and governed by the SAP; and
WHEREAS, 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 and deliberate regarding such amendment; and
WHEREAS, the City held public hearings before the City Commission on
20 , and again on , 20 , and this Amendment has been approved
by the City Commission; and
WHEREAS, Flagler, the Developer Parties, and the City desire to amend the Master
Development Agreement as set forth herein.
NOW, THEREFORE, in consideration of the receipt of good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, Flagler, the
Developer Parties, and the City hereby agree as follows:
1. Incorporation of Recitals. The above recitals are true and correct and are
incorporated herein as if set forth in full.
2. Defined Terms. All defined terms used herein shall have the meaning ascribed to
such terms in the Master Development Agreement, unless otherwise noted.
3. Conflict. In the event of a conflict between the terms and provisions contained
within this Amendment and the terms and provisions contained within the Master Development
Agreement with regard to the subject matter hereof, the terms and provisions contained within
this Amendment shall control. All the terms and conditions of the Master Development
Agreement not amended hereby shall remain in full force and effect.
4. Release. The Property shall be released from the Master Development Agreement
and not be subject to any of its provisions, on the condition that Flagler and the City shall enter
into a separate agreement for development of the Property in accordance with Section 3.9.1 of
Miami 21 and the Florida Local Government Development Agreement Act, s. 163.3220 through
163.3243, Florida Statutes (2016), which require development within a special area plan to be
governed by a development agreement between the property owner and the City.
5. SAP. This Amendment shall have no effect on inclusion of the Property within
the Miami Design District Retail Street SAP.
6. Regulating Plan and Concept Book. For avoidance of doubt, all references in the
Development Agreement to the "Regulating Plan" and the "Design Concept Book" shall mean
the Regulating Plan and Design Concept Book as amended and adopted by the City Commission
on April 28, 2016, pursuant to Ordinance No. 13604.
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7. Miscellaneous. This Amendment and the obligations of the parties hereunder
shall survive any conveyance of the Property and shall be binding upon and inure to the benefit
of the parties hereto and their respective legal representatives, successors and assigns.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the
date first above written.
CITY OF MIAMI, FLORIDA, a municipal
corporation and a political subdivision of the
State of Florida
By:
Name:
Title:
FLAGLER HOLDING GROUP, INC., a
Florida profit corporation
By: __-
Name:
Title: �S I-M-
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OAK PLAZA ASSOCIATES (DEL.) LLC, a Delaware
limited liability company, for itself and as successor by
merger to Monte Carlo Associates (Del.) LLC, Half -Circle
Property (Del.) LLC, Ben Newton, LLC, Sweet Virginia
Acquisitions, LLC, Dacra Design Moore (Del.) LLC,
FCAA, L , ' enny Lane Acquisitions, LLC, by MIAMI
DESIGN DIS ' ASSOCIATES MANAGER, LLC, a
Delawar limit -d.lity company, its manager
By
even
NORWEGIAN
Delaware
BIRD
company
etenstein, Vice President
WOOD ACQUISITIONS, LLC, a
'ability company, by MDDA SWEET
LLC, a Delaware limited liability
r
retenstein, Vice President
LOVELY RITA ACQUISITIONS, LLC, a Delaware
limited liability company, by MDDA SWEET BIRD
MANAGE
its manage
By
St°rR' Gre
elaware limited liability company,
nstein, Vice President
DACRA DESIGN 41
company, b C
INC., a Flo . o or
By
, LLC, a Delaware limited liability
141 MANAGING MEMBER,
tion, its managing member
St; G' stein, Vice President
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UPTOWN GI' i IVEL j ' MENT, LLC, a Delaware
limited liability com s any.. MDDA Stardust Manager,
LLC, a Delaw. i e li I - e �� ility comp any, its Manager
lk
Steven ettensteinnVice President
lama Pi lb
By
TINY DANCE : ACQ . TIONS, LLC, a Delaware
limited liabi ty •omp. y, .y MDDA Stardust Manager,
LLC, a De iabilit ompany, its Manager
By
Ste Gretens.. n, Vice President
SUN KING, LLC, a Delaware limited liability company by
MDDA Phase III Holdings, LLC, a Delaware limited
liability co . an , , its s . - ember by MIAMI DESIGN
DISTRICT AS • CI • : MANAGER, LLC, a Delaware
limited gap. ` wiELL , its . ' er
By ��
Stems Grete ein, Vice President
MDDA MORNING DEW, LLC, a Delaware limited
liability company by MDDA Phase III Holdings, LLC, a
Delaware 1; d lia.' 'ty company, its sole member by
MIAMI
LLC, a
By
S
CT ASSOCIATES MANAGER,
liability company, its Manager
n Grestein, Vice President
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HALF -CIRCLE PROPERTY (DEL.) LLC,
a Delaware li li. ^'lity company, by
MDDA Pha 'III '�f. dines, LLC, a Delaware limited
liability co many ' s_sol member, by MIAMI DESIGN
DISTRIC 1 • �; AT; MA I,-LLC, its manager
By
Stet ete in, Vice President
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EXHIBIT A
Map #48: Flagler
SUBJECT PROPERTY
STREET ADDRESS: 4218 NE 2ND Avenue (Folio No. 01-3124-024-0940)
SUBJECT PROPERTY
LEGAL DESCRIPTION:
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.
Note: Map # references relate to Pg. A1.4 and A1.5 of the Miami Design District Retail
Street Special Area Plan Concept Book.
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