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HomeMy WebLinkAboutBack-Up DocumentsVIRGINIA KEY HARBOUR CITY OF MIAMI DEPARTMENT OF REAL ESTATE & ASSET MANAGEMENT MARINE CENTER REQUEST FOR PROPOSALS (RFP NO. 16-17-011) LEASE OF CITY -OWNED WATERFRONT PROPERTY FOR MARINAS/RESTAURANT/SHIP'S STORE USES LOCATED AT VIRGINIA KEY, MIAMI FLORIDA Proposer's Name Virginia Key, LLC Contact Person Robert Christoph, Jr. Firm's Liaison for the Contract Robert Christoph, Jr. Primary Office Location 300 Alton Road, Suite 303 Miami Beach, Florida 33139 Local Business Address 300 Alton Road, Suite 303 Miami Beach, Florida 33139 Phone (305) 672.5588 Fax (305) 673.5995 Email Address rwcjr@rcimarine.com RFP Title RFP Number Request For Proposals (RFP No. 16-17-011) For Lease Of City -Owned Waterfront Property For Marinas/Restaurant/Ship's Store Uses Located At Virginia Key, Miami, Florida Also Known As "Virginia Key Marina RFP" RFP NO. 16-17-011 1. COVER PAGE . TABLE OF CONTENTS 3. EXECUTIVE SUMMARY 1 (a) The Proposer 1 (b) Overall Experience and Qualifications 1 (c) Financials & Proposed Revenues 1 (d) Design & Operational Plan 2 (e) Resiliency and Environmental Considerations 2 i. Continued operation during minor storms and future king tides which are expected to be 4' above sea level in 30 years 3 ii. Rapid recovery from storm -surge flooding (100-year surges expected at 11' above sea level in 2 years) 3 iii. Water Efficiency 3 iv. Building Environmental Strategies 3 (f) Public Benefits and Local Participation 4 4. VISION, GOALS, AND OBJECTIVES OF PROPOSED PROJECT 7 (a) Goals and Objectives 7 COMMUNITY BENEFITS 9 (a) Benefits Received by the Public 9 i. Benefits Broad Set of Community Members 9 ii. Benefits Directly Respond to Needs Affirmed by Community in Public Forums 9 iii. Benefits Offered Have Significant Financial Value iv. Benefits Offered Long -Term (b) Participation of Firms and Contractors that Maintain a Local Office i. Firm Maintains an Active and Established Local Office 10 ii. Firm has Committed to Hire a Majority of City Residents and/or City Contractors 10 iii. Hiring of Minority and Disadvantaged Groups 10 iv. Responsible Wages/Living Wages 10 (c) Resilience and Environmental Considerations 11 i. Commitment to Protection of Environmental Assets11 ii. Incorporation of "Green" Design and Natural/Native Elements 11 (d) Florida Clean Marina Program Compliance 12 9 10 10 6. REDEVELOPMENT SCHEDULE 13 (a) Land Use and Zoning Approvals 13 (b) Phasing Schedule 13 (c) Project Phasing 14 i. Dry Storage 14 ii. Wet Slip Marina 14 (d) Environmental Permitting Approach 15 i. U.S. Army Corps of Engineers (Corps) 15 ii. Florida Department of Environmental Protection 15 iii. Miami -Dade County 16 7. PROJECT PLAN 21 (a) Narrative Description of the Proposed Project Plan i. Introduction ii. Design Intent Statement iii. Marina and Dry Storage iv. Restaurant v. Retail and Ship's Store vi. Dock Master's Office (b) Site Program Analysis i. Parking Solutions ii. Signage and Wayfinding Plan iii. Sewage and Pollution Control Plan iv. Storm Water Management and Hurricane Plan v. Additional Overall Site Infrastructure Improvements, Including Fire Safety 25 vi. Pedestrian, Community and Special Needs Access 25 vii. Water Transportation Initiative 26 viii. Lighting Plan 26 (c) Conceptual Renderings and Elevations Of Overall Site As Well As From Within The Project 26 (d) Proposed Project Site Plan 26 (e) Wet Slip Configuration 53 (f) Construction Plan 53 (g) Landscape Plan 53 (h) Resilience and Environmental Considerations53 (i) Long -Term Resiliency of the Project 53 ii. Commitment to Protection of Environmental Assets54 iii. Florida Clean Marina Program Compliance 55 iv. History of Environmental Stewardship 55 v. Incorporation of "Green" Design and Natural/Native Elements 56 vi. Continued Operation During Minor Storms and King Tides 57 vii. Rapid Recovery from Storm -Surge Flooding 57 Consistency with Virginia Key Master Plan Principles 58 (i) 21 21 21 22 23 23 23 23 23 24 24 24 8. OPERATING PLAN 59 (a) Improved Efficiencies of Marina Operation and Site Utilization 59 (b) Use of Site During Construction and Redevelopment Operations and Business Plan i. Management and Staffing ii. Green Initiatives To Be Implemented iii. Staff Training iv. Customer Service (d) Job Creation (e) Consistency with Virginia Key Master Plan Principles (c) 9. MARKET AND ECONOMIC FEASIBILITY 59 59 59 60 60 61 61 61 73 (a) Market Analysis 73 (b) Marketing Plan 73 (c) Economic Feasibility 74 i. Projected Development Schedule 74 ii. Revenue and Operating Expense Analysis Based Upon Development Schedule 74 10. FINANCIAL FEASIBILITY 82 (a) Projected Stabilized Operating revenues 82 (b) Projected Stabilized Operating expenses 82 (c) Phase Net Operating Income 82 11. FINANCIAL PLAN 88 (a) Financing Plan 88 (b) Infrastructure Cost Estimate 88 (c) On -Going Capital Infrastructure Costs 88 (d) Operation and Maintenance 89 12. FINAL RETURN TO THE CITY 90 (a) (b) (c) (d) Financial Return to the City Including Base Rent and Participation Rent 90 Base Rent 90 Percentage Rent 90 i. Commercial Facilities 90 ii. Marina Revenue 90 iii. Fuel Sales 90 Non -Financial Benefits 90 i. Job Creation and Hiring 90 ii. Compliance with the Virginia Key Master Plan Environmental Enhancement, Resiliency and Sustainability 90 13. EXPERIENCE AND QUALIFICATIONS 92 (a) Business Team 92 i. Experience and Structure 92 ii. The RCI Group Companies 93 iii. Suntex Marinas 93 (b) Operational History Reflective of Capacity to Meet Project Goals 94 (c) Financial Capacity 102 (d) Relevant Business Team Experience in Similar Projects 102 (e) History of Environmental Stewardship 106 i. Loggerhead Marinelife Center 106 ii. Responsible Boater Initiative Nationwide 106 iii. Fishing Tournaments - Miami Billfish Tournament107 Principal Resumes 107 Availability of Financial/Business References 107 (f) (9) (h) Business References 107 (i) Financial References 107 (i) Financial Institution Evidence of Financial Wherewithal/Financing 107 (k) Project Team 108 14. PROPOSAL ATTACHMENTS - REFER TO VOLUME 2 (a) (b) RFP Registration Form & Fee - APPENDIX 2 (c) RFP Submission Form - APPENDIX 3 (d) Business and Financial References - APPENDIX 3 (e) (f) (9) RFP Checklist - APPENDIX 1 Proposer's Organizational History/ Structure and Chart - APPENDIX 3 Business Team Qualifications and Resumes - APPENDIX 4 Development/Project Team Qualifications and Resumes - APPENDIX 5 (h) Certifications - APPENDIX 6 (i) Disclosure/Disclaimer - APPENDIX 7 (j) Consent Forms - APPENDIX 9 (k) Integrity & Non -Collusion Affidavit - APPENDIX 10 (I) Redlined Lease Agreement (m) Additional Information VIRGINIA KEY HARBOUR MARINE CENTER VIRGINIA KEY 3. EXECUTIVE SUMMARY (a) The Proposer Virginia Key, LLC, a Florida Limited Liability Company, ("VKLLC" or the "Proposer"), the VKLLC, submits this response to the Virginia Key Marina RFP NO. 16-17-011 (the "RFP") for the creation of the Virginia Key Harbour & Marine Center to capitalize on the site's underutilized but prime waterfront location as an ideal place to centralize and expand Miami's access to the waterfront and boating activity. ("Response"). Virginia Key LLC is a joint venture of the RCI group (" RCI"), who principals are Robert W. Christoph and Robert W. Christoph, Jr. and Suntex Marinas ("Suntex") whose principals are Bryan Redmond, Chris Petty, David Filler and John Powers. (b) Overall Experience and Qualifications These two companies are the largest and most sophisticated waterfront and marina developers, operators, and owners in the country. Together RCI Group and Suntex Marinas bring more than 150 years of combined experience in redeveloping, operating and managing public and private, multi -use marina locations in urban areas throughout the East Coast and the Mid -West. The combined value of the marina and upland real estate assets owned and or operated by RCI and Suntex approaches $1 Billion. Together they own and/or operate 17 marinas in Florida alone with a combined total of 2148 wet slips and 1480 dry storage slips. Ten of these facilities are located in South Florida stretching from Palm Beach to Homestead. Nationwide their existing combined portfolios expand to 47 marinas with 12,416 wet slips and 5072 dry storage slips in 15 states as illustrated on the map below. RCI Group is widely regarded as a leader on the Eastern Seaboard of the United States for providing a full, first class array of real estate services and specializes in creating unique, multidimensional, marine related, mixed use waterfront developments. RCI Group also possesses significant experience in revitalizing major underdeveloped areas that are both publically and privately owned. RCI Group currently owns and operates three marinas in Florida, including Miami Beach Marina and the Bahia Mar Yachting Center in Ft Lauderdale. With over fifty years of experience in property development and management, RCI is ready to continue making its mark on the marine industry and to redevelop this uniquely situated Property into a more vibrant recreational marina and premiere waterfront restaurant destination. Suntex is a leading owner, operator and developer of high -quality coastal and inland marina properties located throughout the United States. Suntex and its predecessor companies have been in the marina business since 1995. Currently, Suntex owns and /or HARBOUR MARINE CENTER operates 43 marinas containing approximately 15,120 boat slips with a current estimated value of $600 Million including 14 marinas in Florida. Suntex is led by a management team with over 100 years combined experience investing in, acquiring and operating marinas. Suntex currently employs 60 people in its corporate office and approximately 1200 on -site at its marinas in peak seasons. (c) Financials & Proposed Revenues In just the first 15 years of the Lease VKLLC projects it will pay the City $60,479,022 in rent plus approximately $5,962,971 in property taxes. Over the life of the Lease, VKLLC projects that it will pay the City more than $909,391,991 in rent. In addition, it will pay $88,340,602 more in property taxes to the City for a combined direct financial benefit to the City of $999, 732,593 -- a Billion dollars! The VKLLC will invest more than $B0 million in the creation of this world class facility for the City. This substantial capital investment will provide the largest return to the City through maximizing the creation of a total of 162 wet slips and 750 dry slips. The slip miY has also been designed to include approximately 94 wet slips yachts 60 feet and larger, the most underserved part of the marine community today. These large slips will enhance the revenue generation potential for the City and the dry storage facility will be able to handle vessels up to 60 feet in length. Therefore the VKLLC Project is designed to serve all segments of the boating community further enhancing the revenue potential of the Property. The VKLLC will pay the City its requested annual guaranteed minimum base rent of $2,150,000 ("Base Rent"). Furthermore, VKLLC proposes to increase the base rent annually after the first anniversary by not less than 3% of the previous year's Base Rent, or an increase based on the amount indicated by the Consumer Price Index as of (3) months prior to the beginning of the applicable adjustment date up to a maximum of 5%. This base rent is greater than the minimum rent required by the RFP. In addition, the VKLLC will pay a Percentage Rent of gross revenues equal to (6%) of wet slip and dry storage operations, (6%) of fuel sales, and (6%) sublease income or other income received from the use of the Property, and any other proposed lease payments. This exceeds the minimum percentage rent required by the RFP. Furthermore, the VKLLC commits to adhere to the City Charter requirement to p the City not less than fair market value for the lease. Due to the size of the VKLLC's investment and the resulting project program that is designed to enhance the City's revenue potential, Virginia Key Marina RFP No. 16-17-011 Page 1 VIRGINIA KEY EXECUTIVE SUMMARY the combined rents paid to the City are projected to grow from initial payments of $2,588,000 in year 1, to $ 3,930,112 in year 6, the first year of stabilized operation; to $4,392,980 in year 10; to $ 5,054,707 in year 15 and $5,859,791 in year 20. (d) Design & Operational Plan The Virginia Key Harbour & Marine Center has been planned and designed to meet and exceed all of the requirements of the RFP and to be consistent with the Virginia Key Master Plan principles. The VKLLC Project will be developed into a world class, state-of-the-art, mixed -use waterfront marine center. The VKLLC has assembled a remarkable Project Team for this Project. The Project Team is led by world renowned, design firm Arquitectonica, which has its corporate headquarters in Miami. As shown on the plans, the Project is designed to be resilient, sustainable, environmentally sensitive and "green". The Project will create a Marina Village inspired image compatible with the adjacent Marine Stadium yet with a modern waterfront aesthetic. By avoiding the typical sea of parking associated with traditional marinas, the Project's design will create a new standard of excellence for marine facilities in Miami -Dade County ("County"), Florida and beyond. Virginia Key Harbour & Marine Center will become a true user friendly marine center for all segments of the public and the boating community. As part of its sustainable and "green" design the world class design team has been coupled with the most state-of- the-art flexible and efficient Aero-Docks automated dry storage system. The user experience will be enhanced by the automated process of storing vessels, and these operations will create a unique and fascinating marine -oriented spectacle that can be appreciated by customers and public users alike. Importantly, the design and automated systems will facilitate the creation of thousands of feet of uninterrupted public baywalk along the entire waterfront by eliminating the need to interrupt the shoreline with dry stack launch facilities - something that has never been achieved before. In addition, VKLLC will provide all of the required parking for the Project and the city's obligation to the Rusty Pelican, utilizing only the contributions from the Rusty Pelican instead of requiring a substantial public investment by the Miami Parking Authority ("MPA"). This is approach is made possible by an innovative sustainable and resilient design that raises the dry storage facility not only above FEMA 100 year base flood elevation, but the design accounts for projected sea level rise and the associated higher storm surge elevations. This resilient design approach allows for the creation of two full layers of parking under the HARBOUR &-, MARINE CENTER storage facility will begin at an elevation of 20+ feet above sea level, while keeping the design height of approximately 65 feet --below the height of the adjacent Historic Marine Stadium. Perhaps as importantly, this design eliminates the need for a six -story parking garage intruding along the Rickenbacker Causeway. We look forward to working with the City and the Rusty Pelican in the planning and specifications for the parking facilities. Our Team will work diligently with the MPA and the City to insure that parking is available to the public as required in the RFP. We acknowledge that the city will own the parking facilities and the MPA will be responsible for the management and supervision of the parking facilities. We look forward to working with the City and the MPA to establish an appropriate parking program that will respect the requirements of the RFP and the Leases while responding to the needs of the tenants and users of the project. Our goal is to provide free parking to all of our patrons, subject to the conditions mentioned above and reaching an appropriate agreement with the MPA and the City. As free parking has been a normal part of all successful marina/restaurant/retail facilities in the City and in Miami -Dade County. The Project Team has designed and will renovate, develop, lease, manage, and operate a true mixed -use resilient and sustainable waterfront facility that will include, complete renovation and replacement of the existing wet slip marina, boat services, a dock master's office, a ship's store, dry storage, launching docks, fuel stations, two restaurants and approximately 30,000 SF of small scale marine -related retail/commercial space. VKLLC and its members have consistently excelled at transforming government - owned marine facilities into modern, world class facilities using state-of-the-art technology and premium design that is harmonious with the setting and geographical location of the facilities. VKLLC is committed to protecting the environmental assets and history of the site. Virginia Key Harbour & Marine Center will be no different. VKLLC and its members and principals have a successful track record in developing and operating facilities that offer an array of recreational waterfront amenities and waterfront programming that respond to and attract all of the varied segments and stake holders of the local, regional, and visitor population. With extensive experience in developing and operating all of the required and proposed uses of the Project, VKLLC will bring its combined extraordinary expertise to bear in developing and operating the Project for the City. (e) Resiliency and Environmental Considerations The VKLLC Project Team has designed Virginia Key Harbour & Marine Center to be resilient and sustainable. Among the many Virginia Key Marina RFP No 16-17-011 Page 2 VIRGINIA KEY EXECUTIVE SUMMARY such elements and strategies incorporated into the design are summarized as follows: i. Continued operation during minor storms and future king tides which are expected to be 4' above sea level in 30 years: a. All access, parking, and boating activities operate at 6' above sea level. b. Critical access points are located at 6' above sea level. c. Green infrastructure components such as storm -water retention areas are designed to handle and treat stormwater will not be reliant on outfalls to the bay. d. All planting on -site will be salt tolerant including tolerance for limited periods of inundation. e. All docks and wet -slips are designed to withstand Category 3 storms. f. On -site back-up power will allow continued operation during power outages. On -site solar power will minimize reliance on generators. 9• ii. Rapid recovery from storm -surge flooding (100-year surges expected at 11' above sea level in 2 years): a. Entire ground Floor of the dry storage building and adjacent restaurants allow flood water to flow through and around structures in accordance with FEMA coastal construction guidelines. b. All new retail floors and infrastructure in the dry storage building will be at 12' above existing sea level. c. With minimal installation of flood barriers, all dry storage building and restaurant construction is protected to 15.5' above sea level d. Dry Storage boat handling equipment is 20'+ above sea level e. Restaurant is 17' above sea level. f. Vertical boat launching facilities minimize infrastructure vulnerable to flooding. Site is designed to channel storm -water runoff to low-lying wetlands for proper treatment. 9. VKLLC is aware of the impact each individual project and building has on the environment and is committed to do its part to contribute to a cleaner environment and to protect and enhance the waterfront and existing environmental resources on site. The VKLLC Project Team is experienced with green design strategies and LEED requirements and will utilize them to guide the development process by meeting or exceeding LEED ratings and simply emphasizing Green Awareness at the site. HARBOUR P± MARINE CENTER VKLLC will advance the state of the art in sustainable marina design at Virginia Key Harbour and Marine Center, through an integrated design approach, sustainability and environmental enhancement has been and will be a key consideration throughout the design process, with all elements considered as part of broader systems that work together to take best advantage of all opportunities. Particular environmentally sensitive and sustainable design systems will include: iii. Water Efficiency • • • • • Planting will require little or no irrigation after establishment, (vines on facades may require irrigation High efficiency plumbing fixtures will reduce water use. Cisterns will capture rainwater for re -use in boat rinsing and irrigation. Boat rinsing collection systems in the dry storage building will treat and be equipped with storage tanks for re -use in the rinsing system Smart metering will be installed in domestic water services on utility pedestals in the wet slips to facilitate water leakage detection. iv. Building Environmental Strategies 1. • • • Energy Energy -star appliances, high efficiency lighting, and air- conditioning will reduce demand Electric boat storage elevators are extremely efficient compared to alternative systems Rooftop solar will produce up to 2.3 mWh of electricity, likely exceeding demand for the entire site Building circulation is exterior to minimize air-conditioned volume Extensive overhangs will shade buildings, pedestrians, and diners 2. Building Materials • Locally obtained materials will make up the bulk of construction materials • Buildings will be constructed for long-term durability • Green walls consisting of low -maintenance vines will screen facades from heat and wind driven rain • Site work cut and fill will be balanced to minimize movement of material • Construction waste will be managed and recycled 3. Indoor Environment • Operable windows will allow air circulation • Shallow buildings and tall windows allow daylight into all interior spaces Virginia Key Marina I RFP No. 16-17-011 Page 3 VIRGINIA KEY EXECUTIVE SUMMARY • Natural ventilation will control climate in the garage and dry storage facility Specifics about "rooftop" resources 4. Rooftop Solar Potential The Project is planned to accommodate solar panels, and the following is a summary of this approach: • 4,933 industry standard 77" x 39" 340 watt PV Panels. • 1,412 kWh output, (1,677 kWh - 12.3% system loss (96% inverter efficiency). • 5.27 Solar hours/ day average. • 2.3 mWh Annual Production'. • Potential output would likely greatly exceed building demand2. • Equivalent to 180+ households per FPL numbers. Numbers confirmed by Dustin Thayer of Sunconnect USA (Naples, FL) and Scott McIntyre of Solar Energy Management, (St. Petersburg, FL). 2 VKLLC is evaluating the potential for and economic feasibility of solar power but the final determination will depend upon Florida Power and Light's cooperation receptiveness to the installation. 5. Rooftop Rainwater Collection Potential The roof will be designed to collect runoff into roof leaders for discharge into cistern(s). The following is a summary of this approach: • 188,990 sq ft of roof x 90% collection efficiency x 58.97" median annual rainfall = 6,255,138 Gallons. • Total water collected and used will depend on demand': - Boat rinsing will be the primary use. - Make-up water for cooling towers/chillers. - Irrigation. - Flushing of toilets. Mangroves and other native trees will be preserved on -site. Storage capacity related to demand will determine how much of the total will be utilized. v. Florida Clean Marina Program Compliance Additionally, design of the marina facilities will incorporate strategies to achieve Florida Clean Marine Program designation. The operational staff at Virginia Key Harbour & Marine Center ill monitor the activities of boaters in and around the boat basin, .ind provide clear expectations in terms of safe boat handling and boater requirements necessary to comply with Florida Clean Marina requirements, such as boat maintenance procedures, no dumping requirements, etc. HARBOUR MARINE CENTER (f) Public Benefits and Local Participation In addition to financial and aesthetic improvements and in response to the groundwork created by the Virginia Key Master Plan, the Project will return and enhance public access to the waterfront.Where there is virtually no public access today, approximately 2,600 linear feet of continuous, landscaped baywalk will hug the waters' edge for pedestrians, runners and bikers, becoming the Project's primary and largest amenity. The baywalk will enhance connectivity to the planned historic renovation of Marine Stadium along with the planned Flex Park improvements. The Project is also designed for connectivity with the adjacent Rickenbacker Causeway to facilitate access for beach goers and other recreationists that utilize this waterfront area along the causeway on a daily basis. The Rickenbacker Causeway is heavily utilized by cycling enthusiasts, and the Project will be designed to improve the intersections and for access to the adjacent bike trail. Further public benefits, include the creation of approximately 1,280 local jobs over the life of the project with a goal of 30% recruitment and utilization for work to be performed by minority and disadvantaged individuals and groups. Marina Operation (show the information on the boat lift, kayak docks, as well as a plan showing boat travel lanes, water taxi, boat show access compliance). VKLLC is very much a local Miami -Dade County team. Three of the Principals - Robert W Christoph, Sr., Robert W Christoph, Jr. and David Filler are Miami -Dade county residents. The Christophs both reside on Miami Beach, but are well known to the City of Miami through developing, owning and operating River Cover Marina at 2000 SW North River Drive on the Miami River. The Christoph family also redeveloped, owned and operated the Bayshore Landing Marina and Monty's in the Grove for more than 10 years pursuant to a lease with the City of Miami. David Filler is a 16 year resident of the City residing on Biscayne Island since 2001. The lead consultants for VKLLC are Arquitectonica (architecture) and ArquitectonicaGEO (landscape architecture), and these firms have their world headquarters in the City of Miami. The firms' founding principals, Bernardo Fort -Brescia and Laurinda Spear, are City residents. An extensive portion of the planning and design work for this Project will be completed at their Miami office by local staff. The lead engineering consultant for VKLLC, Moffatt & Nichol, has an established office in the Virginia Key Marina i RFP No. 16-17-011 Page 4 VIRGINIA KEY EXECUTIVE SUMMARY City of Miami. Ms. Christy Brush is a resident of the City, and similar to Arquitectonica, an extensive amount of the environmental permitting and engineering design for the Project will be completed by staff based in their Miami office. Legal support for VKLLC will be provided by Bilzin Sumberg with their established office on Brickell Avenue in the City. PROPERTY LOCATIONS afar vicir io Key • Owned Marinas Managed Marinas 11 13 • 0112 17-26 1 14-16 suN-rpc MARINAS' HARBOUR MARINE CENTER 1. Quincy. MA Bay Pointe Marina 2. Jersey City, NJ Liberty Landing Marina Pier 25 Moorings 3. Baltimore, MA Pleasure Cove Marina 4. Norfolk, VA Tidewater Yacht Marina Ocean Marine Yacht Center York River Yacht Haven 5. Atlanta, GA Glade Marina Little River Marina The Ridges Manna 6. Knoxville, TN Choto Marina Fontana Village Marina Laurel Marina 7. Jamestown, KY Dale Hollow State Park Marina State Dock Marina Wolf Creek Marina 8. Paducah, KY Kentucky Dam Marina 9. Des Moines, IA Saylorville Lake Marina Red Rock Manna 10. Tulsa, OK CrossTimbers Marina 1t. Dallas / Fort Worth, TX Captain's Cove Marina Chandlers Landing Marina Eagle Mountain Marina Harbor One Marina Lake Country Marina 12. Austin, TX Crosswater Yacht Club Hurst Harbor Marina 13. New Braunfels, TX Canyon Lake Marina Cranes Mill Marina Virginia Key Marina I RFP No. 16-17-011 Page 5 VIRGINIA KEY EXECUTIVE SUMMARY 14 16 suNTpc MARINAS' 17 HARBOUR MARINE CENTER FLORIDA PROPERTY LOCATIONS 14. St. Petersburg, FL Loggerhead Marina 15. Sarasota, FL Bayfront Yacht Works Marina Jack 16. Fort Myers, FL Snook Bight Marina 17. Daytona Beach Loggerhead Marina 18. Vero Beach Loggerhead Marina 19. Jupiter Loggerhead Marina 20. Palm Beach Gardens Loggerhead Manna 21. Riviera Beach Loggerhead Marina 22. Lantana Loggerhead Marina 23. South Lantana Loggerhead Marina 24. Hollywood Loggerhead Marina 25. Aventura Loggerhead Marina 26. South Miami Loggerhead Marina Virginia Key Marina RFP No. 16-17-011 Page 6 VIRGINIA KEY HARBOUR MARINE CENTER VIRGINIA KEY 4. VISION, GOALS & OBJECTIVES OF PROJECT The vision for Virginia Key Harbour & Marine Center is to create a full -service marine destination capable of meeting all of the needs of the public that is necessary to increase public access to the water and for a successful multi -dimensional marine experience. This will encompass small scale marine oriented retail, casual and upscale dining establishments, as well as a fully renovated sustainably designed wet slip marina, a state-of-the-art automated boat storage system, and maintenance and repair services to serve the on- site vessels all in keeping with the Virginia Key Master Plan Policies. The Virginia Key Harbour & Marine Center will address the needs of all sectors of the boating public including the rowing, paddling and boating communities. As it has done in the past in other locations, VKLLC will take this centrally -located, gateway property, and add architectural and technological improvements that will make the Property the home of City boaters and make it the marine capital of Miami -Dade County. VKLLC respects the distinguished natural and cultural history of Virginia Key and will use the redevelopment of the Property as a tool to provide the public continuous waterfront access and a better way to engage with the site and its history, thus preserving and opening up public use of the water and waterfront for future generations. Through its development of the Project, VKLLC will stimulate widespread interest in this underutilized, but highly valuable waterfront property with compatible uses that will maximize site utilization and generate significant financial returns for the City. Importantly, the VKLLC Project will return and enhance public access to the waterfront over thousands of linear feet of public baywalk, where there is almost no public access today, even though the lands are publically owned. (a) Goals and Objectives 1. Establish the Virginia Key Harbour & Marine Center as an economic and recreational center that offers diverse groups of people and marine users quality boating and waterfront and marine -related experiences. 2. Develop a pedestrian -friendly campus with direct access to extensive baywalk systems and an atmosphere and uses that encourage a vast array of activities accommodating the needs of the numerous different stakeholders and users during the day and after working hours with the Virginia Key Master Plan as a guideline for the improvements. 3. Provide a safe, sustainable, and accessible Baywalk and open areas for the public. HARBOUR & MARINE CENTER 4. Attract marine professionals and boating enthusiasts, including paddlers and rowers to the City and encourage new marine -related businesses to relocate to the City. 5. Invest sufficient capital to efficiently develop and manage the modernization and complete renovation of the existing marina in the water and new state of the art automated dry stack storage to replace the existing outmoded and inadequate facilities in order to help secure its place as a world -class facility and one of the premiere marine facilities in South Florida. To increase financial return to the City, improve revenue -producing capacity of facilities; ensure that any proposed ancillary or complementary uses further enhance the destination market appeal; and overall utilize the available Property to maximize its economic potential now and in the future. 6. Sustain and revitalize a historic, underutilized waterfront site and maximize its potential and to preserve critical and sensitive wildlife areas. Make the Project resilient and sustainable relative to projected sea level rise, predicted storm surges and to be able to respond to boating industry changes over the life of the project. Meet or exceed all industry standards for sustainability through LEED inspired Green Design initiatives. Explore and wherever feasible incorporate the use of solar power and generation for project needs and potentially other city users on Virginia Key. 7. Create and market a more positive image of Virginia Key and the Property in order to attract outside investment, enhance the City's waterfront potential, provide more jobs, and expand the public's access to this remarkable location. 8. Inspire the increased use of waterfront and participation in marine -related activities by all segments of the population. In keeping with the RFP and the Virginia Key Master Plan the VKLLC Project will improve the economic potential of the existing Property and increase the financial return to the City by improving the revenue producing capacity of the marina and dry stack, restaurant, water - related retail and ship's store facilities and bringing the public to the site to enjoy its many attributes. Virginia Key Marino RFP No. 16-17-011 Page 7 VIRGINIA KEY HARBOUR MARINE CENTER VISION, GOALS & OBJECTIVES OF PROJECT The objective is to use the innovative design and technological features of the Project to transform the routine process of storing vessels into a unique marine -oriented experience that can be appreciated by customers and the public alike, and transform an underutilized waterfront site into an iconic destination. VKLLC will provide premium services on site that increase the efficiency of the marina's operations and revenue generating capabilities. VKLLC will convert the Property into a unified and integrated campus, including working with the Rusty Pelican and the City, to create a site where the marinas seamlessly interact with the restaurants, retail, office, and active public uses. By improving the marina, restaurant, and ancillary waterfront uses, in addition to creating a continuous baywalk, VKLLC will enhance the destination market appeal for both locals and tourists alike. The proposed ancillary uses will complement the marine uses for boaters, but also appeal to a broader segment of the Miami -Dade community all in accordance with the policies of the Virginia Key Master Plan. Virginia Key Marina 1 RFP Na. 16-17-011 Page 8 VIRGINIA KEY HARBOUR MARINE CENTER VIRGINIA KEY 5. COMMUNITY BENEFITS (a) Benefits Received by the Public i. Benefits Broad Set of Community Members As shown on the attached plans and renderings in Tab VII, the Project will return and enhance public access to the waterfront over thousands of linear feet of public bay walk, where there is almost no public access today even though the lands have been publicly owned for decades. The primary and largest single public amenity will be the continuous baywalk which will cover approximately 2,600 linear feet. With the Cooperation of the Rusty Pelican and the City, VKLLC will provide a continuous, landscaped baywalk along the entire existing marina basin and public access to the water for pedestrians as well as facilities for bikers, paddlers and rowers. Public access will also be provided through a newly renovated and improved public boat ramp and floating dock that VKLLC will plan, design, permit, and construct to the northeast of the Property and west of the Miami Marine Stadium. The baywalk will be well -lit with high -efficiency fixtures that provide safe lighting levels without obstructing pedestrian views, providing the public with access and vistas of the spectacular waterfront and downtown Miami skyline. The baywalk will provide a continuity of public access connecting to upland restaurants, retail stores, and parking, and providing uninterrupted pedestrian circulation and recreation though out the Property. This public baywalk will enhance connectivity to the adjacent Marine Stadium and planned Flex Park. The Project will be a state-of-the-art marine facility unlike anything that is offered in the Miami -Dade or even the Florida market. The Proposed Project will provide a full -service, conveniently located and expertly operated marine destination that is capable of providing the general public and boat owners and all segments of the boating public complete access to Biscayne Bay and beyond. Boaters and visitors will be able to meet and enjoy all the necessary requirements that ensure a complete, satisfying waterfront experience. The Project's design will enhance pedestrian and civic life and increase the overall public benefit derived from the Property. From a boater's perspective, the state-of-the-art design of the dry stack storage facility will provide safe and ample storage and staging areas and a user-friendly lift system that functions with ease and efficiency. VKLLC will even provide a user app for smart phones so that boaters can schedule their launch times in advance to minimize delays and queuing both upon launch and return. HARBOUR MARINE CENTER ii. Benefits Directly Respond to Needs Affirmed by Community in Public Forums The Project directly responds to the needs affirmed by the community in public forums by consistently and substantially adhering to the Virginia Key Master Plan principles and goals. VKLLC has already engaged in dialogs with the rowing and paddling communities and will continue to do so through project permitting and final design and implementation. The VKLLC Project has been specifically designed to minimize interference with the existing rowing and paddling activities in the historic Marine Stadium Basin by providing marked channels for entrance and exit to the basin and launch facilities for the dry stack users and others. Dry stack launch/retrieval operations will be in the existing staging area currently utilized by Marine Stadium Marina. In fact, the launch facility docks located along the shoreline of the basin and the elevated baywalk sections will provide wonderful viewing areas to watch the paddling and rowing events that have never existed before. The retail mix is intended to include retailers that serve the paddling, sailing and rowing communities conveniently located near the eastern end of the property closF to the boat ramp and the eastern side of the staging floating doc to facilitate their access to the water in the safest location possible. The VKLLC Project directly responds to the needs affirmed by the community in public forums by incorporating environmental considerations into the Project design listed in subsection C I below. The VKLLC Project directly responds to the needs affirmed by the community in public forums by incorporating resiliency and sustainability considerations listed in Subsection C ii below. iii. Benefits Offered that Have Significant Financial Value The VKLLC Project includes numerous significant public benefits that will be designed, permitted and constructed by VKLLC at its sole cost and expense among these is: 2600+ foot long the continuous baywalk at an estimated cost of more than $1.7 M; the incorporation of resiliency measures to ensure the long viability of the Project, including but not limited to, raising the all of the retail restaurant and office uses above projected flood levels based upon sea level rise; and further raising the entire dry boat storage above even the projected storm surge levels by placing the facility at 20+ feet above sea level; the use of salt tolerant native species; the intended incorporation of Solar panels tl have the potential to save millions of dollars over the life of the project. Last but certainly not least, VKLLC has projected that it will pay the City combined rent and real estate taxes of $66,434,993 Virginia Key Marina RFP No. 16-17-011 Page 9 VIRGINIA KEY COMMUNITY BENEFITS in just the first 15 years and $999,732,593 -- a billion dollars over the life of the Lease. iv. Benefits Offered Long -Term Each of the benefits listed above and below provides long term benefits to the City and the public over the entire 75 year life of the Project. (b) Participation of Firms and Contractors that Maintain a Local Office i. Firm Maintains an Active and Established Local Office VKLLC's principals each have direct long term ties to and operations in Miami -Dade County and the City of Miami. The Christoph's currently own and operate the River Cove Marina on the Miami River and maintain the office at that location. For more than 10 years they owned the leasehold from the City and operated Bayshore Landing in Coconut Grove including owning and operating the Monty's In the Grove restaurant. During their ownership they invested heavily in and completely renovated and repositioned the property taking it from a non -performing asset to a highly successful property. In anticipation, of and preparation for responding to the Virginia Key RFPs they sold the leasehold in 2015. Similarly, David Filler, one of Suntex's principals, is a long time City of Miami Resident having lived on Biscayne Island since 2001. The principals of VKLLC are excited at the prospect of re -opening a new office in the City on Virginia Key as soon as they are selected and gain access to the Property. The lead consultant for VKLLC is Arquitectonica, and this firm has its world headquarters in the City of Miami. The firm's founding principals, Bernardo Fort Brescia and Laurinda Spears, are City residents. An extensive portion of the planning and design work for this Project will be completed at their Miami office by local staff. The lead engineering consultant for VKLLC, Moffatt & Nichol, has an established office in the City of Miami. Ms. Christy Brush is a resident of the City, and similar to Arquitectonica, an extensive amount of the environmental permitting and engineering design for the Project will be completed by staff based in their Miami office. Legal support for VKLLC will be provided by Bilzin Sumberg with their established office on Brickell Avenue in the City. ii. Firm has Committed to Hire a Majority of City Residents and/or City Contractors VKLLC has committed to comply with the terms of the RFP for local workforce participation. VKLLC will include a minimum of forty percent (40%) local workforce from Miami -Dade County, of which twenty-five percent (25%) must be City residents, for the HARBOUR ;' MARINE CENTER construction of the Project. In the event that VKLLC cannot meet the required twenty-five percent (25%) of workforce from City residents, VKLLC will document and demonstrate to the City that it utilized best efforts to achieve this goal. Upon direction from the City, VKLLC will achieve the portion of the percentage not met from the City, through Miami -Dade County residents. VKLLC will have a third party independently verify and certify compliance with these requirements on a monthly basis. VKLLC intends to contract with Evonne Garth and Garth Solutions who and is properly licensed under the provisions of Florida Statute Chapter 454, 471, 473, or 481, and has a minimum of two (2) years of prior professional experience in contract compliance, auditing, personnel administration, or field experience in payroll enforcement or investigative environment. The cost of this verification/certification is included in the related contract costs. iii. Hiring of Minority and Disadvantaged Groups The Project program contains a very strong commitment to the goal of 30% recruitment and utilization for the overall project costs for work to be performed by minority and disadvantaged individuals and groups. Yvonne Garth of Garth Solutions has extensive experience providing recruitment and training to assist in achieving these goals. Through extensive studies of jobs created as a result of marina and mixed use developments based on our experience, and through extensive studies based upon independent economic analysis from consultants including Dr. Michael Evans, PHD from Boca Raton, FL who is an expert in job and economic forecasting of mixed use projects including marinas similar to what we are proposing at the Virginia Key Harbour & Marine Center, VKLLC expects this project would result in the creation of the following jobs throughout the life of the Project: MARINA RESTAURANT TOTAL JOBS CONSTRUCTION 460 123 483 DIRECT 134 232 366 INDIRECT 158 173 331 TOTAL JOBS 752 528 1,280 iv. Responsible Wages/Living Wages VKLLC has committed to comply with Section 18-120 of the City Code, titled Responsible Wage Construction Contracts, to the extent applicable to any development on City owned property. Additionally, VKLLC has committed to comply with Section 18- 556, et. Seq. of the City Code, titled Living Wages, to the extent applicable. Virginia Key Marina I RFP No. 16-17-011 Page 10 VIRGINIA KEY COMMUNITY BENEFITS (c) Resilience and Environmental Considerations i. Commitment to Protection of Environmental Assets Commitment to Protection of Environmental Assets the VKLLC team has designed the Virginia Key Harbour & Marine Center to be resilient and sustainable. Among the many such elements and strategies incorporated into the design are the following: • Continued operation during minor storms and future king tides which are expected to be 4' above sea level in 30 years: a. All access, parking, and boating activities operate at 6' above sea level. b. Critical access points are located at 6' above sea level. c. Green infrastructure components such as storm -water retention areas are designed to collect and treat runoff water on -site. d. All planting on -site will be salt tolerant including tolerance for limited periods of inundation. e. All docks and wet -slips are designed to withstand Category 3 storms. f. On -site back-up power will allow continued operation when power is down. On -site solar power will minimize reliance on back-up generators. 9 • Rapid recovery from storm -surge flooding (100-year surges expected at 11' above sea level in 2 years): a. Entire ground floor of dry storage facilities and restaurants allow water to flow through and around structures. b. All new retail floors and infrastructure in the dry storage facility will be at 12' above existing sea level. c. With minimal installation of flood barriers, all dry storage facility and restaurant construction is protected to 15.5' above sea level. d. Dry Storage boat handling equipment is 20'+ above sea level. e. Restaurant is 17' above sea level. f. Vertical boat launching facilities minimize infrastructure vulnerable to flooding. Site is designed to channel storm -water to low-lying wetlands for retention and treatment. 9• HARBOUR ° MARINE CENTER ii. Incorporation of "Green" Design and Natural/ Native Elements The VKLLC Project Team is aware of the impact each individual project and building has on the environment and is committed to do its part to contribute to a cleaner environment and to protect and enhance the waterfront and existing environmental resources on site. The VKLLC Project Team is experienced with green design strategies and LEED requirements and will utilize them to guide the development process by meeting or exceeding LEED ratings and simply emphasizing Green Awareness at the site. VKLLC will advance the state of the art in sustainable marina design at Virginia Key Harbour & Marine Center, through an integrated design approach, sustainability and environmental enhancement has been and will be a key consideration throughout the design process, with all elements considered as part of broader systems that work together to take best advantage of all opportunities. Particular sustainable design systems may include: • Mangroves and other native trees will be preserved on -site • Native planting palette based on the restoration work performed elsewhere on Virginia Key. • Plants will be grouped by communities based on specific ecosystems appropriate to Virginia Key including, Tidal wetlands, Coastal Strands, and Maritime Hammocks. • Plant communities will be salt tolerant and tolerant to periodic inundation. • Building facades will be covered by vines on trellises which will shade and protect the buildings without relying on water and fertilizer intensive "green wall" systems. • Similarities in planting will tie the natural areas of Virginia Key to the marina village via a unified palette of plants. • Planted areas will soak up and utilize storm -water as part of an overall strategy of green infrastructure. • Living shorelines will dampen waves while creating aquatic and upland habitat. • No potable water will be used for irrigation. • The baywalk will be lined with shade trees. • LED site lighting will minimize light spill and energy consumption. • Boat elevator launch system will allow safe continuous pedestrian passage during operation. • High efficiency mechanical systems will be used and the dry storage building and parking lot will be naturally ventilate(' • Innovative structural materials and finishes will be used where feasible. Virginia Key Marina RFP No. 16-17-011 Page 11 VIRGINIA KEY COMMUNITY BENEFITS • Green infrastructure components such as storm -water retention areas process and drain water on -site. • Photovoltaic Panels - We are exploring the use of a grid connected photovoltaic system on the Dry storage roof to generate power to operate the office and restrooms and other facilities. Initial estimates show that the site may be able to generate as much as 2.3 mWh per year which is enough to power for 180 homes. • Water conserving fixtures and Energy Star appliances will be used throughout the facility. • Where feasible and appropriate we will source materials within the Project and demonstrate a preference for using recycled or repurposed materials. • Wi-Fi - Systems eliminate wasteful hardwired facilities and services offered can be seamlessly upgraded with minimal infrastructure impacts and add enhanced guest Wi-Fi services. • Individual Metering - Water and Electrical services to slips will be individually metered and billed to slip holders, encouraging conservation. (d) Florida Clean Marina Program Compliance Additionally, design of the marina facilities will incorporate strategies to achieve Florida Clean Marina Program designation. The operational staff at Virginia Key Harbour & Marine Center Marina will monitor the activities of boaters in and around the boat basin, and provide clear expectations in terms of safe boat handling and boater requirements necessary to comply with Florida Clean Marina requirements, such as boat maintenance procedures, no dumping requirements. . Sewage pump -out facilities will be provided for the dry stack marina customers, and sewage pump -out will be provided for the wet slips as well as with stations at the fuel dock. The Project will be designed with a stormwater management system complying with South Florida Water Management requirements for the collection of runoff and treatment for water quality. HARBOUR MARINE CENTER Virginia Key Marina I RFP No. 16-17-011 Page 12 VIRGINIA KEY HARBOUR MARINE CENTER VIRGINIA KEY 6. REDEVELOPMENT SCHEDULE Construction of the Project will occur over a period of 12-48 months in three phases to allow for the maximum continued use and revenue generation from the Project. This phasing approach afford time for the various permitting processes required for development of the Project, and will allow incremental development of the Project over time and in response to market demands. Given the VKLLC's Project Team's extensive experience in the permitting and development of first-class marine facilities, it understands better than other proposers the time required for the permitting for the site and infrastructure improvements needed to redevelop the marinas at Virginia Key as well as the nuances that can minimize mistakes and save time. The ultimate goal is to develop the Project in an efficient and economical manner so that the revenue generating elements of the Project that currently exist can continue to operate on portions of the Property during construction and the new facilities can be phased in and be operating as soon as possible. The attached renovation/redevelopment schedules for the leasehold improvements take into account the commencement and completion dates required by the RFP and City Charter and delineate the renovation or redevelopment of each component. (a) Land Use and Zoning Approvals The Property's current land use designation is Parks and Recreation and the zoning designation is Civic Space. With these designations, development of the proposed Project will require collaboration with the City to determine the most timely and effective way ensure compliance with all applicable land use and zoning regulations. The City has committed to amending the CS zoning and related land use regulations to ensure the required redevelopment program in the RFP is permitted under the applicable land use and zoning regulations. Indeed, the first of such actions began the hearing process on May 17, 2017. As the RFP property is City owned and State -deeded property and potentially County owned submerged lands VKLLC assumes that the City will cooperate with VKLLC to obtain all necessary approvals and waivers needed from the City, County and the State as it is the Property owner. As noted in the RFP there is a Declaration of Restrictions that may require Miami -Dade County Commission approval of the site plan also. VKLLC is assuming that County approval will be required and have allocated additional time in the development schedule for the City to gain this approval. HARBOUR MARINE CENTER (b) Phasing Schedule The Project will be developed in accordance with the attached Phasing Schedule, provided as noted in the RFP the VKLLC Team is not prevented or delayed due to acts of God, natural disasters, catastrophic -events, preemption in a local, state or national emergency; unavailability of labor or materials national or other events beyond the reasonable control of VKLLC enactment of a law, rule or regulation or a change in existing laws, rules or regulations which prevents the ability to perform; actions by other persons beyond the reasonable control of the VKLLC Team; lawsuits or other challenges seeking to stop, hinder or delay development or construction of all or any portion of the Project; or the inability to obtain or delays in obtaining governmental permits or approvals (each, a "Force Majeure Event"). As noted in the RFP, the City will address potential extensions of time should there be an occurrence of a Force Majeure Event and the resulting hindrance or delay. The assumed starting point for the Project Development schedule is a presumed referendum approval of the Project and lease on November 7, 2017. The Attached tabular and visual depiction of the phasing schedule outlines the projected Project phasing and timing. The Project is being proposed in phases for two important reasons: 1) to attempt to maximize the available waterfront facilities during the permitting and construction phases of the Project; and 2) to take into account the timing and potential difficulty of securing all required permits for the required marine construction including the dry storage facility. The schedule is based upon the collective experience of the VKLLC Project Team and best practice estimates for permitting timing for each of the phases of the Project. Where experience shows that portions of the Project permitting will likely take longer than other portions, those portions have been separated out into separate phases in order to avoid delaying the prior phases which should be able to be permitted more quickly. All of these timeframes are estimates that are substantially dependent upon the timeliness of third party reviewing agencies. Each of the time frames also assumes there are no third party challenges or interventions in the permitting or construction processes. Any third party involvement could change these timeframes and could lead to denial of some permits. Pre -application meetings with the regulatory agencies will be conducted by the VKLLC Project Team to evaluate the proposed Project improvements, confirm permitting strategy and to facilitate the environmental permitting process. The Project Team will strive to facilitate the environmental permitting in an expeditious manner to obtain approvals for all Project Phases, but with specific emphasis upon permitting the facilities that are replacing the existing wet Virginia Key Marina RFP No. 16-17-011 Poge 13 VIRGINIA KEY REDEVELOPMENT SCHEDULE and dry storage facilities as the first phases because those impacts already exist. According to the RFP materials there are currently approximately 190 wet slips, although the operating permits from the County appear to be for 200 wet slips. Similarly, from the RFP materials it appears that there are currently approximately 648 existing dry storage slips on the Property. (c) Project Phasing As described below in more detail, the Project will ultimately require environmental permits from federal, state, and local agencies. These agencies will primarily be concerned with wet slip and staging area components of the Project; however, the agencies will also review the dry stack marina and other upland components of the Project possible for cumulative impacts beyond the existing facilities and capacities. The VKLLC Project Team will plan and prepare environmental permit applications as soon as the Lease becomes effective. The Team anticipate those applications would be submitted in January 2018. It is currently expected that we will seek one permit for the redevelopment of the existing wet slip basin and one permit for the dry storage facility and associated launching facilities, although we may also include phasing within those permit applications if the review agencies believe it will expedite the ultimate construction. i. Dry Storage 1. Dry Storage Facility - Phase I - Upland Dry Storage Phase One and Restaurants In order to expedite the construction of the Project, it is the VKLLC Project Team's belief that the first phase of the dry stack building will not require a full Environmental Resource Permit ("ERP") and review as long as that phase and permit applications do not include modifications to the in- water launching facilities that exist on site today. Hence, at least for an interim time frame the first phase of the dry stack may share those launching facilities with the balance of the exterior dry storage racks that will remain in operation through the first phase. Dry Storage Phase I will contain 282 slips in the new dry stack along with the Dock Masters' office, ship's store, retail and parking and will continue to utilize 250 exterior storage racks. As the building permitting and construction of the first phase is expected to take 12-24 months we will utilize that time to process the full ERP for the overall dry stack and should be able to include the in -water launch facilities for Phase 1 either as a permit modification at the end of Phase 1 or as the initial work of Phase 2. The two new restaurants are part of this first phase also, as they will be purely upland facilities. We have intentionally separated the two new restaurants from the dry storage facility to allow us to permit them separately and anticipate completing them in 18-24 months. HARBOUR Pin MARINE CENTER 2. Dry Storage Phase 2A We will consult with the agencies in advance as we seek building permits for the first phase of the dry stack as outlined above. We then will seek a single permit for the balance of dry storage facility, including the in- water launching facilities for phase one. As the first two phases contain 462 slips combined they do not exceed the existing 648 slip count so we hope that will assist in getting the permits issued to allow essentially continuous construction to proceed through Phase two . However, with phase three the dry stack expands to 750 slips, which is 102 slips larger than the 648 existing dry storage slips. It is possible that we will decide to permit these additional slips as a separate permit in order not to delay the initial permit for phase one and two of the dry storage facility. That is a decision that will be made in consultation with the City and review agencies The dry stack permits will also include the expanded in -water launching facilities and docks that will be necessary to properly and timely operate the dry storage facility. As these docks will need to be in areas that do not currently have existing docks, which could also cause permitting complications. It is worth notir- that the Miami Boat show has received permits for the water tc. channels in the areas adjacent to where some of the launching facilities are planned and the launching docks have been located outside of the areas of seagrass identified in those permits, which should facilitate the permitting of these facilities. We anticipate permits for construction of the second and third phases of the upland dry storage facility will be issued in approximately 18-24 months, which should allow for completion of the second phase in approximately 30-36 months. 3. Dry Storage Phase 3A As the ERP permits for the dry stack will have been issued including for the entire dry stack and in water launching facilities, the third phase will commence construction in approximately 36 months and complete construction in 48 months. ii. Wet Shp Marina 1. Wet Slip Marina - Phase 2B Initially VKLLC will continue to operate the existing wet slip marina in its existing configuration with only necessary cleanup and improvements of those facilities and operations so that we can operate a first class marina as required by the RFP. This will ensure continuing income to the city from day one as we go through the permitting process. The plans for the marina basin call for a reduction in the number of wet slips to approximately 162 slips from the current 190-200 slip count. Assuming the agencies agree to issue a single permit for the Virginia Key Marino RFP No. 16-17-011 Page 14 VIRGINIA KEY REDEVELOPMENT SCHEDULE wet slip basin, we have allocated 18-24 months for those permits to be issued. We will then proceed with construction drawings and construction permits to construct the new docks in two phases. The first phase of the wet slips is projected to be completed in approximately 30-36 months. 2. Wet Slip Marina - Phase 3B The Second phase of the wet slip reconstruction, which may involve maintenance dredging and associated mitigation, is anticipated to take longer with the second phase being completed in approximately 36- 48 months. As shown on the proposed plans there is a portion of the wet slip basin that is an expansion into the area to the west of the existing docks where there is presently an informal anchorage. It is possible that this area might need to be permitted separately from the area currently occupied by existing docks, if the agencies raise new concerns about this area or if other complications or issues arise. If that occurs, there would be an additional period of time necessary to complete the construction of that area but we still anticipate that we will be able to complete the construction with approximately 60 months from the effective date of the lease. (d) Environmental Permitting Approach Moffatt & Nichol ("M & N") will work as part of the VKLLC Project Team to prepare comprehensive environmental permit applications and process them with the local, state, and federal agencies with jurisdiction over the Project. Key personnel at M & N have designed and permitted several of the larger and more complex wet and dry slip marinas over the past 15 years in southeast Florida and these staff persons will take the lead on the marine design and environmental permitting for the Project out of the M & N Miami office in Coconut Grove. The company began participating in urban waterfront development in the early 1960's. Since that time, M&N has become recognized throughout the world for its role in the revitalization and redevelopment of urban waterfronts. The firm has served government agencies, corporations, and private clients in over 60 countries, and the firm is currently involved in the planning, design and permitting of a variety of waterfront and coastal protection projects worldwide. M & N's headquarters are in Long Beach, California, with 30 branch offices throughout North America, Europe, Latin America and the Middle East. Additional information regarding M & N's experience and services can be found online at: www.moffattnichol.com. i. U.S. Army Corps of Engineers (Corps) The Project wet slip reconfiguration will require Department of the Army Permit(s) authorizing construction under the jurisdiction of Section 404 of the Clean Water Act, as well as Section 10 of the HARBOUR & MARINE CENTER Rivers and Harbors Act of 1899. The proposed activities will be reviewed pursuant to the applicant's submittal of a "Dredge and Fill Permit" application as part of the joint federal -state Environmental Resource Permitting process. The proposed in -water and upland Project components are primarily "marine -related" and therefore the Florida Department of Environmental Protection ("FDEP") will most likely have state jurisdiction over the ERP process. Issues that must be addressed during this permitting process are potential impacts to seagrass, navigation, water quality, and the West Indian manatee. The National Marine Fisheries Service - Protected Resources Division ("NMFS-PRD") may be consulted by the Corps for issues relating to the protected seagrass if certain species, which have not been identified in the existing resource analyses, are found; however, the Project is not located in critical habitat for the seagrass and, therefore, consultation with NMFS-PRD should be limited to issuance of a Biological Opinion ("BO"). The marine improvements will be designed and optimized to avoid/minimize impacts to seagrass beds, and M & N will design and negotiate agency approval of appropriate mitigation for any unavoidable impacts. The Project is located in an area of heightened scrutiny for the endangered West Indian manatee and, therefore, consultation with the U.S. Fish and Wildlife Service ("FWS") will be required. Any additional potential impact to manatees will be evaluated (due to fuel dock improvements, other new slips, changed traffic patterns, etc.). FWS staff will also review the Project relative to potential impacts to other endangered species. The FWS consultation will culminate with the issuance of a BO. Consultation with the NMFS- Habitat Conservation Division may also be required due to potential impacts to Essential Fish Habitat ("EFH") pursuant to the Magnuson -Stevens Fishery Conservation and Management Act. Any direct or indirect impacts to EFH must be minimized, and any unavoidable impacts mitigated. ii. Florida Department of Environmental Protection Environmental Resource Permit(s) will be required for the Project from the FDEP pursuant to Chapter 373, Florida Statutes, and related codes. Agency staff will use these rules to evaluate impacts to environmental resources and appropriate mitigation for unavoidable impacts. Direct and indirect seagrass impacts will be raised as potential issues during the ERP process, which includes consultation with the Florida Fish and Wildlife Conservation Commission ("FWC"). Similar to the FWS, the FDEP/FWC may raise concerns regarding the potential for proposed fuel dock improvements and other increases in slip count or use intensity and adverse impact to manatees and/or their habitat due to the potential for more vessel traffic, larger vessels, etc. Virginia Key Marina I RFP No. 16-17-011 Page 15 VIRGINIA KEY REDEVELOPMENT SCHEDULE It should also be noted that potential impacts to water quality in Biscayne Bay, an Aquatic Preserve and Outstanding Florida Water, will be reviewed. A fuel spill contingency plan will be required as part of the permit application. A stormwater management plan that complies with current code criteria will also be required as part of the ERP process. Site grading must retain all rainfall runoff on - site, and the runoff would be treated and discharged into systems including, but not limited to green swales, exfiltration trenches, and drainage wells. The stormwater management improvements to be constructed as part of the Project will be considered by the agencies as an improvement in water quality, as a large percentage of runoff currently sheet flows into the adjacent waterways based on site observations. Evidence of ownership of the submerged lands owned by the City of Miami will be required upon submittal of the ERP application. The FDEP may also require that the Project meet or have waived the "municipal use" clause that may be referenced in the deed(s) associated with the City's submerged lands. The Project improvements will be open to the public on a space -available basis, which should be sufficient to meet the deed restrictions. iii. Miami -Dade County The Miami -Dade County Regulatory and Economic Resources Department - Division of Environmental Resources Management ("DERM") will review the Project according to the rules and regulations of Article IV, Division I of the Code of Metropolitan Dade County (County Code). Pursuant to Section 24-48, this Project requires a Class I Coastal Construction permit. Demonstration of compliance with the Miami -Dade County Manatee Protection Plan ("MPP") will be a key component of DERM's review of the permit application for the Project. The submerged areas of the Project site are classified in the MPP as "Motorboat Density and Various Water Dependent Uses as Determined by Existing Zoning or Environmental Regulations." The proposed Project improvements are acceptable under this classification, which does not specifically restrict slip number. However, the Project is located in Essential Manatee Habitat as determined by the MPP and the additional slips could raise concerns regarding potential impacts to manatees or their habitat. The Project will be designed to comply with DERM-required standards, including applicable portions of the Miami -Dade County Public Works Manual, Chapter 33B of the County Code and Biscayne Bay Management criteria established by Miami - Dade County Ordinance No. 81-19 (codified as Sections 33D-1• through 33D-4 of the County Code). The Shoreline Development Review Committee ("SDRC") will likely review the Project for compliance with Ch. 33D, Article III, of the County Code. The SDRC is responsible for the preservation of the basic qualities, characteristics, and the natural, recreational and aesthetic values HARBOUR (nr MARINE CENTER of the Biscayne Bay area. We anticipate processing the Shoreline Development concurrently with the ERC permit applications. As part of the final issuance of the DERM Permit, the City of Miami structural and zoning departments must approve the Project plans. The RFP includes an environmental site assessment of both marinas, and additional environmental evaluations are recommended in the report. VKLLC has SCS Engineers on the team to complete the required site evaluation as outlined in the assessment reports. This evaluation and remediation (if required) will be processed through the DERM Pollution and Regulation Enforcement Division as part of the environmental permitting process. Virginia Key Marina RFP No. 16-17-011 Page 16 VIRGINIA KEY HARBOUR MARINE CENTER REDEVELOPMENT SCHEDULE Virginia Key Harbour & Marine Center Projected Phasing Schedule I. Referendum November 7, 2017 II. Final Lease Execution December, 2017 III. a) Zoning Approval process by City May- December 2017 b) Zoning approvals by VKLLC January -June 2018 IV. County Commission approval (as needed) July 2018 V. Phase 1 - upland dry storage (282 slips, dock master, retail, parking and restaurants) a) Working Drawings and Building Permitting 8-12-months- 9/2018 b) Construction 8-24 months- 1/2020 c) Estimated completion date January 2020 d) Upland restaurants to open January 2020 VI. Phase 2A - Second Phase of Dry stack (total 462 slips, in water launch facilities, additional retail and parking) a) Environmental permitting 12-24 months- 1/2020 b) Construction drawings and permits 6 months-- 1/2020 c) Construction 12 months--1/2021 d) Completion January 2021 VII. Phase 2 B - Existing Wet slip Basin a) Environmental permitting approval 1 2-24 months- 1/2020 b) Construction Drawings and Permitting 6 months- 6/2020 c) Construction (first 2 piers) (40 lift slips) 6 months- 1/2021 d) Completion January 2021 VII. Phase 3A - Balance of Dry stack (total slips 750, additional retail, parking and boat service) a) Construction drawings and permits 6 months-- 1/2021 b) Construction 12 months--1/2022 c) Completion January 2022 VIII. Phase 3B - Balance of Wet slip basin (162 large boat slips) a) Construction drawings and permits 12 months- 1/2021 b) Construction 8-12 months-1/2022 c) Completion January 2022 Note: This projected schedule has been developed to attempt to maximize the available facilities during the permitting and construction phases of the Project. It is based upon the collective experience of the Project Team and best practice estimates for permitting timing for each of the phases of the Project. Where experience shows that portions of the project permitting will likely take longer than other portions, they have been separated out into separate phases in order to expedite the prior phases and not delay those potions that should be able to be permitted more quickly. All of these timeframes are estimates that are substantially dependent upon the timeliness of third party reviewing agencies. Each of the time frames also assume there are no third party challenges or interventions in the permitting or construction processes. Any third party involvement could change these timeframes significantly and could lead to denial of some permits. Virginia Key Marina RFP No. 16-17-011 Page 17 LEO-Ll-91 13N da DUp10 I(a)f D11.10nn 0 co co co VIRGINIA KEY HARBOUR MARINE CENTER Reconstruct Install fuel tanks & kayak launch. Renovate boat ramp 280 surface parking :11,„ spaces " ' 4.41111.0114 Reconfigure dry stack -wassiotrammitmaimiffil,-- 6. a. i. Phase One Planning and Design I Scale 1:250 I ©Arquitectonica International City of Miami Departrnenl of Real Estate & Asset Management Request for Proposals (REP) No. 16-17-01 1 These plans are conceptual plans. As such they are subjec I la change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 77/ tefireiriarir LO-LL-91. oN cli21 I ouuo . 0 CO CD VIRGINIA KEY HARBOUR MARINE CENTER 6. b. i. Phase Two Planning and Design I Scale 1:250 I OArquitectonica International '11111011104.10,,,...0000011111101Polliir ser. r City of Miami Department of Real Estate & Asset Management Request for Proposals RI:lp) No, 16-17-011 4 111.2se plans are conceni, r A such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 7,1"/"Flirlia Virginia Key Marina I RFP No. 16-17-011 co 0 4 VIRGINIA KEY 6. c. i. Phase Three Planning and Design I Scale 1:250 I ©Arquitectonica International [ Phase 3A1 [ Phase 3B , HARBOUR f,c MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 I These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. VIRGINIA KEY HARBOUR MARINE CENTER VIRGINIA KEY 7. PROJECT PLAN (a) Narrative Description of the Proposed Project Plan i. Introduction The Virginia Key Harbour & Marine Center has been planned and designed to meet and exceed all of the requirements of the RFP. It will be developed into a resilient, sustainable, world class, state- of-the-art, mixed -use waterfront marine center. The VKLLC Project Team is led by the most experienced and qualified waterfront and marina developers and operators in Florida, and the entire East Coast, the Christoph family and their RCI Group portfolio of companies, all based here in the County and Suntex Marinas the largest owner operator of marina facilities in the country. The Principals of RCI and Suntex have assembled a remarkable Project Team. The lead architects and designers are the world renowned design firm of Arquitectonica and ArquitectonicGEO. The engineers for the Project are Moffatt & Nichol, a firm that is in the forefront of marina planning and design. ii. Design Intent Statement The design concept hinges around the creation of a contemporary marina village along the Virginia Key waterfront. The boat storage shed is lined by a series of glass and green buildings that contain active uses along the public waterfront promenade. These uses include restaurants and shops. A dock master's office anchors the northeast corner, commanding views of the launching area and the marina. The linearity of the village buildings is interrupted by the boat launching zones. In addition, the liner is broken into individual volumes. Each volume has projecting canopies that announce the uses and their arrival point while adding shade and rain protection. The volumes also have individual gabled roofs that define a broken - up composition. The gables combine high -ridge gables that make reference to tradition and the original Rusty Pelican establishment with reverse gables that make reference to the dramatic angles in the nearby Marine Stadium. Accordingly, the architecture has a profile that makes references the two geometries that have shaped Virginia Key. The geometries finally get combined at the restaurant complex at the west end with its dual folded roof. Rising over stilts they also make reference to the legendary Stiltsville off Key Biscayne. The village facades are light and transparent in their glass display areas and more solid in areas where vines grow to create curtains of greenery. The liner is animated by the content of the marine stores, peeking behind and over rises the balance of the boat storage facility. It is clad in engineered wood slats that give it texture and warmth while making reference to the materiality and tonality of early marine sheds. Along the Rickenbacker Causeway, HARBOUR MARINE CENTER the same textured material rises over a base of cabled vines that form a green base and blend with the dense foliage proposed along the land to the south. The world class design has been coupled with the most state-of- the-art Aero-Docks automated storage system. The marine village design and exterior launch pavilions will showcase the modern, automated mechanical process of storing vessels and create a unique and fascinating marine -oriented experience that can be appreciated by customers and the public onlookers. Importantly, the Village design and automated systems will allow for and facilitate the creation of an uninterrupted continuous baywalk along the entire waterfront —something that has never been achieved before. The Project's ability to blend with the existing environment is buttressed by its scale which is set to the scale of the landscape, providing balance and helping it to better integrate into the setting. It acknowledges the tropical climate of the region and responds to the physical context of the area. This allows the buildings to meet their functional demands in the most efficient, compact way possible and minimize the physical and visual impact of the Project so as to not intrude on water views any more than necessary accommodate the required program. Elements of the marine village and the ribbon of the pedestrian promenade flow throughout of the Project and are incorporated into every distinct design feature. This unifying element helps to accomplish the goal of creating an identity for the entire site. Currently, the site lacks coherence in design and is comprised of various stand-alone structures that lack a distinctive character. VKLLC's proposed design gives the site a sense of direction by creating a pedestrian friendly and well-balanced organizational schema. The integration of the design with the Virginia Key habitat reinforces and permits functionality while also visually exposing the functionality of the technology that will be used in the dry stack. As the boats will be moving, people will be moving. A continuous ribbon of access and open spaces guides visitors with ease from the covered and enclosed parking areas, to the boat storage, to the marinas, to the waterfront, and to the retail and restaurant uses. The buildings will be broken up to allow pedestrians, air, and light to flow through. The entry street will create an opportunity for activation of a hub of activity on the site and along the Baywalk in a way that has not been possible on Virginia Key. Wide sidewalks and big she windows for the retail spaces will further activate the site anu facilitate the interaction between inside and outside spaces. Virginia Key Marina RFP No. 16-17-011 Page 21 VIROINIA KEY PROJECT PLAN The design of the Project is compatible with the Virginia Key Master Plan. The design of the Project will also complement the restoration and use of the Marine Stadium and is compatible with and no higher than the height of the Marine Stadium. The design also allows the Project to be compatible with the Miami International Boat Show (the "Boat Show"). VKLLC member RCI already the hosts of the Fort Lauderdale Boat Show, which is the largest boat show in the world, and Therefore VKLLC is uniquely qualified to handle the required accommodations that must be made for the Boat Show. The site plan is designed to specifically protect and enhance views of the water from all parts of the Property and maximizes view corridors to the water. It includes all necessary on -site parking. It increases the amount of green space on the site and to the extent possible, will include bio swales, rain gardens, and green roofs. Landscaping and islands of vegetation will be used to provide shade and will consist of a varied selection of tropical and Florida native vegetation that reflects the landscape of the region. The following landscape goals and policies have guided the preparation of the landscape. 1. Mangroves and other native trees will be preserved on - site. 2. Native planting palette based on the restoration work performed elsewhere on Virginia Key. 3. Plants will be grouped by communities based on specific ecosystems appropriate to Virginia Key including, Tidal wetlands, Coastal Strands, and Maritime Hammocks. 4. Plant communities will be salt tolerant and tolerant to periodic inundation. 5. Building facades will be covered by vines on trellises which will shade and protect the buildings without relying on water and fertilizer intensive "green wall" systems. 6. Similarities in planting will tie the natural areas of Virginia Key to the marina village via a unified palette of plants. 7. Planted areas will soak up and utilize storm -water as part of an overall strategy of green infrastructure. 8. Living shorelines will dampen waves while creating aquatic and upland habitat. 9. No potable water will be used for irrigation. 10. Baywalk will be lined with shade trees. 11. LED site lighting will minimize light spill and energy consumption. iii. Marina and Dry Storage Revenue slip management and revenue generating facilities will be maximized by modernizing facilities and optimizing the slip size and configurations. Virtually all of the boat slips presently at the HARBOUR ,e- MARINE CENTER Property, both wet and dry, have become inadequate to service today's more modern and larger boats. The advent of reliable, very large horsepower 4 -stroke outboard engines has led to the typical beam of newer boats being substantially wider and the shore power requirements of today's vessels has increased substantially. Likewise, the market demand for in -water slips has grown for larger vessels. The use of the automated dry storage system, as opposed to the fork lifts typical of most dry stack facilities, allows for storage of larger vessels in the new dry stack. Therefore to address these trends, which are continuing and even accelerating each year, VKLLC will replace, reconfigure, and update all these existing slips to accommodate larger in -water vessels so that they will serve not only today's boats, but those of the at least the next several decades. As a result, while the linear footage and .the resulting revenue generating capacity of the wet slips will actually increase over the current conditions, even though the in -water slip count will decrease from approximately 190 to 162 slips. The redeveloped marina will include a substantial number of the wet slips that will accommodate vessels of 60 feet and larger, as opposed to the current configuration, which has a significant proportion of 40 foot and even smaller slips. VKLLC has reviewed the limiting 9-foot maximum dredge depth outlined in the RFP, and the wet slip mix will be optimized accordingly to not exceed this limiting depth. Despite the net reduction of wet slips, hence the revenue generation potential of the wet slips will increase substantially as these larger vessels pay a higher rate and the linear footage of dockage will increase. Moreover, larger vessels use and pay for more ancillary services which will also increase revenues. Likewise, the 40 + foot up to as large as 65 foot vessels will be able to be accommodated in the new state-of-the-art automated dry storage facility. The new dry stack will include approximately 750 slips which matches the contemplated number of dry stacks referenced in the Virginia Key Master Plan July 2010 Final Report which is an increase of 102 slips over the current dry storage capacity and as the size of the vessels that can be accommodated will also increase the linear footage of available dry storage will increase even further. At completion, VKLLC's plan will increase revenues with a total of 912 wet and dry slips, even though it will also lessen the number of wet slips. VKLLC has partnered with Aero-Docks for the state-of-the-art, high-tech boat storage system that will be used for the Project. Aero-Docks along with Rockwell international will design and program a control system that enables electromechanical systems to automatically place and retrieve loads from defined storage locations. A data network to distribute and collect information to Virginia Key Marina I RFP No. 16-17-011 Page 22 VIRGINIA KEY PROJECT PLAN and from the control system will complement the electromechanical systems and help to maximize the available storage space in the building. At the heart of the profitability of the new marina will be the automated dry slip Aero-Docks System III that can store 46% more boats in the exact same building when compared to other forklift and less efficient mechanical systems and increase the linear footage available, thereby increasing efficiency and revenue production. Aero-Docks System III is ready to retrieve or launch vessels immediately, unlike traditional forklift systems, thus offering much more efficient 20-30 boats per hour launch/retrieval time. Aero-Docks uses unique sorting optimization software that, each night, optimizes where boats are stored, allowing each new boat that is added to be placed with other boats in a row based on a configuration that uses 90% or more of the available linear footage. Often a marina must turn away potential users due to a lack of space for a particular boat size despite the fact that the total linear footage is available. Aero-Docks System III has no such limitations, instead granting the marina owner the ability to re -sort boats to create space that is needed for new boats and accommodate the shifting assortment of boat sizes. Having Aero-Docks at Virginia Key will ensure that nearly all linear feet in the dry stack will always be used, no matter the mix of boat sizes. This flexibility to accommodate a variety of vessel sizes and configurations provides the Project with adaptability for the future market. We have included in this submittal both the graphic depiction in this section and a flash drive in a pocket at the back of the binder which includes two narrated videos describing how the Aero-Docks system works. Viewing the videos will provide a better understanding of the system and how it works. Please take the time to review the videos one is only two minutes long while the other is seven minutes long. The videos provide a more thorough explanation of the operation and benefits of the Aero-Docks system. iv. Restaurant The existing restaurant facility at the Project entry will be renovated to become both functionally and aesthetically part of the campus, with the upper levels becoming ancillary management office space for the marina operations. VKLLC will construct and may operate the two proposed restaurants. VKLLC will work with consultants Corporate Realty Advisors, a leader in restaurant real estate, to implement an effective market development strategy to place premium restaurant brands in the location, make the proposed restaurants among the top -producing restaurant venues in South Florida, and drive restaurant sales. VKLLC currently contemplates a restaurant in the casual style of HARBOUR MARINE CENTER Monty's in Coconut Grove, which RCI substantially renovated, owned, and operated for over 10 years. Additionally, a fine dining destination restaurant is also contemplated to be included on the upper level, with a dining breezeway and spectacular views of Biscayne Bay and beyond. v. Retail and Ship's Store The Project will contain approximately 30,000 square feet of small scale retail uses linked directly to the Baywalk, as well as a pool and outdoor deck. The Project's retail shops will supply all components of the boating community including paddlers, rowers and sailors with all of their needs, including bait and tackle, food and drink, yacht brokerage, rental equipment including diving, paddling and rowing and repairs and service .in keeping with the Virginia Key Master Plan, it will be a full service marine destination lacking only large scale commercial repair facilities, which more appropriately occur on the Miami River. VKLLC believes that the marinas will not only serve boat owners within the City of Miami and neighboring municipalities, but also recreational boaters traveling from other parts of South Florida's coastline who want to spend the day and enjoy all of what Virginia Key Harbour & Marine Center will ha' to offer. vi. Dock Master's Office VKLLC's plan also includes a new dock master's office to be constructed along with the first phase of the new dry storage facility to service the entire marine campus. (b) Site Program Analysis In preparing the Project plans the VKLLC Project team lead by ARQ, has undertaken a thorough analysis of the site location, characteristics and interconnections to the rest of Virginia Key and the policies established by the Virginia Key Master Plan. As shown on Figures 7b, as part of the site analysis they have examined the existing and proposed assets on Virginia Key, the marine and vehicular access to the Property and the pedestrian and bicycle facilities. They have also analyzed the prevailing winds and sun direction and shadow studies and the best views both from the Property and from surrounding sites. i. Parking Solutions All structures constructed on the Property must conform to the appropriate Flood Zone requirements and be designed to adapt to increased flooding risks due to sea level rise thereby increasing their resilience and sustainability. The entire ground floor of dry storage facility and restaurants allow water to flow through a around structures All new retail floors and infrastructure in the dry storage facility will be at 12+' above existing sea level and with only minimal installation of flood barriers, all retail and lower Virginia Key Marina 1 RFP No. 16-17-011 Page 23 VIROINIA KEY PROJECT PLAN restaurant construction is protected to 15.5' above sea level, while the upper level restaurant will more than 17' above sea level. The Project design has the dry storage facility elevated not only above base flood elevation but at 20+ above sea level thereby protecting it from even projected storm surges. This creates the opportunity to provide two levels of covered parking under the dry storage facility. The upper level will be well above flood elevation and even the lower level will be 6' above sea level. This allows VKLLC to provide all of the RFP required parking for both the Project and the additional 220 parking spaces for the Rusty Pelican as required by its lease. The parking underneath the dry storage facility will contain approximately 589 parking spaces, with the balance of the required parking being provided in ground level parking lots all at no cost to the City, utilizing only the required contribution from the Rusty Pelican. Ironically, placing open layers of parking below the dry storage facility also provides a flood protection benefit to the Project in that storm waters can simply flow through and under the storage facility, as the Coastal Construction Regulations require along the oceanfront. Further, utilizing this space under the dry storage for parking minimizes the visual impact that would otherwise be seen from additional structured parking garage space, which still comply in with the Virginia Key Master Plan and the RFP by keeping the overall height of the Project below the height of the Marne stadium at approximately 65'. This parking plan therefore minimizes the imposition of a larger scale parking garage and the Project onto the immediate area and neighborhood. ii. Signage and Wayfinding Plan As shown in the plans, VKLLC will provide way -finding signs which are necessary to keep traffic flowing by providing easy to read and easy to understand signage that is highly visible for quick access. Our way -finding signs will be installed beginning on the bridge onto Virginia Key and including a turn around opportunity at the second intersection required for the Marine Stadium. The signage program will highlight the on -property way -finding for valet and municipal parking facilities. These directional sign systems will direct marina guests and visitors to where they need to go in a welcoming South Florida vernacular. iii. Sewage and Pollution Control Plan The VKLLC Project Team will upgrade and/or improve the existing site infrastructure to include water and the sewage infrastructure. The existing sanitary sewer service to the Property will be reviewed with the City and with Miami -Dade Water and Sewer Department (WASD). Additional sewage loads are anticipated from the wet slip marina sewage pump -out systems and from the HARBOUR MARINE CENTER new building(s). These loads will be estimated and compared to the existing sanitary sewer loads for the Project in accordance with WASD guidelines. A gravity collection system will be installed on site with connection, if applicable, to the existing service on site. Depending on the capacity of the existing sanitary sewer service to the site, a lift station may be required with force main discharge into the existing utilities on the Rickenbacker Causeway, or potentially to the gravity sewer system to the east of the Project on Virginia Key. More specifically in regards to the sanitary pump -out facilities, our marina plan as proposed will develop a zero discharge zone in the marina. The marina exceeds regulatory requirements by providing a sanitary pump out system at each wet slip and at locations on the launching areas for the Dry Storage facility. In addition a stationary pump out system and portable pump out vehicle that can service the boats on the fueling docks and launch dock with pump out station will be kept available for transiting vessels to pump out. VKLLC is evaluating the grey water recycling systems designed by Marine Design Dynamics to treat vessel grey water, which was initially developed for the US Marine Corps. The system filters vessel grey water to potable water standards prior to discharge. If determined to be feasible this treated water can be stored and utilized on the site with other non -potable water for vessel washing, irrigation and toilet flushing. iv. Storm Water Management and Hurricane Plan The VKLLC Project Team will upgrade and/or improve the existing site infrastructure to include stormwater management. The ERP will require the engineering design and construction of a stormwater management system. Currently the majority of runoff from the Project site sheet flows into the adjacent waters of Biscayne Bay. The site plan will be designed with perimeter grades and conveyance of runoff with associated paving and grading. Green space will be incorporated as indicated in the architectural site plan. This stormwater management system will provide a significant improvement to the water quality within the Bay and ecosystem. Stormwater will be retained for the required treatment in accordance with SFWMD guidelines by swales, exfiltration trenches, or detention boxes as required. The amount of retention will be determined based on the runoff calculations for the Project impervious and pervious areas. roof leaders from building structures can be discharged directly into the stormwater system. Depending on the capacity of the exfiltration trenches, some drainage wells may be required to provide the required stormwater management, although we are also going to utilize stormwater to irrigate the on - site landscaping and will explore the use of cisterns to accomplish that and possible boat wash down to minimize any potable water use. During the environmental permitting process, the feasibility of the installation of outfall pipes will be evaluated to allow the Virginia Key Marina I RFP No. 16-17-011 Page 24 VIRGINIA KEY PROJECT PLAN discharge of runoff after the required stormwater treatment is achieved. In accordance with the SFWMD guidelines, the Project will be designed to maintain runoff from a 25-year, 3-day rainfall event on site. The impact of hurricanes or similar events on waterfront parks and marinas requires design teams to reexamine traditional guidelines and engineering requirements. Our team has extensive experience in resilient design, as well as working through the aftermath of major events. This expertise will guide the design processes of the facilities at Virginia Key. Specific strategies will include: • Utilizing a design datum higher than currently required by FEMA flood datum, which may suggest increasing the height of pilings to ensure floating elements remain in place during storm surge events. • Expanding use of solar powered and wireless infrastructure to minimize the need for conduit that may be vulnerable to flooding. • Consider use of direct burial electrical cable in place of traditional conduit. • Improved gangway design to respond to increased storm surge conditions. • Consideration and design to eliminate risk of potential contamination from pump out utilities. • Operational plan to depower or shut down vulnerable systems prior to storm. v. Additional Overall Site Infrastructure Improvements, Including Fire Safety New water supply taps will be made from the existing water service mains on Rickenbacker Causeway to provide service for the Project. A new fire line will service the Project, and this line will likely be 10-12 inches in diameter. A loop is anticipated with the potential for connection to adjacent properties. This loop will include fire hydrants spaced as required to service the Project, including the wet slip marina components. In addition, the fire line will provide service to the new buildings for the fire pump(s) as coordinated with the building engineers. A new domestic water service line will be installed to service the new building(s) and marina wet slips, if required. The existing service to the Property will be reviewed with the City, and it is possible that the existing domestic water service has sufficient capacity for the site redevelopment. If sufficient service is available, new water service lines will be extended through the site to the building(s) and to the wet slip marina components. A new FPL service will be required for the Project, and electrical loads will be estimated for the Project and coordinated with FPL for a new transformer sized for the Project build -out. Electrical distribution with underground lines feeding transformers will be designed on HARBOUR ' MARINE CENTER site to service the wet slip marina areas and the new building(s). A meter room is anticipated in the new dry stack marina to distribute power to the dry stack marina operations and restaurant/retail areas. Separate, private transformers with appropriate distribution panels will distribute electrical service to the docks for the shore power pedestals in the wet slip marina areas. vi. Pedestrian, Community and Special Needs Access The baywalk and additional pedestrian and bicycle facilities will provide easy access to and throughout the Property and provide connectivity between the different uses, users and surrounding areas without the use of vehicles. This will include direct access to the baywalk from the proposed parking facilities. The uplands will provide a much broader array of publically accessible facilities and amenities. The largest and most unique public amenity will be the continuous baywalk which will cover approximately 2,600 linear feet. This facility will provide remarkable views of the Downtown skyline, the surrounding natural marine environment, and, of course, will provide a wonderful viewing platform to simply observe the marine and boating including the paddling and rowing activities a events. Moreover, it will connect to a new public boat ramp and the historic Marine Stadium to the east. As part of our commitment to achieving sustainability, we take very seriously the need to make our facilities accessible to everyone regardless of physical ability. In order to ensure that the docks are accessible to everyone, we will exceed the requirements of the American's with Disabilities Act (ADA) recreational boating requirements. While the ADA guidelines provide for accessible docks, they do nothing to ensure that the boater can actually access the boat from the dock once they get to the boat. In order to solve this challenge, we have proposed the use of lifts similar to those used for swimming pools to help people reach the boats. With the implementation of an accessible marina, the redeveloped facilities at Virginia Key will be well positioned to host adaptive sailing and power boating training camps and regattas such as those facilitated by the Warrior Sailing Program. This program is focused on introducing active duty military and veterans with disabilities to sailing and racing, and is open to disabled veterans and members of the US Armed Forces regardless of age, gender, or race. Other opportunities include hosting the US Disabled Championships and/or other events sponsored by organizations such as Challenged America and US Sailing. Virginia Key Marina 1 RFP No. 16-17-011 Page 25 VIRGINIA KEY PROJECT PLAN Specific boating opportunities under consideration to increase public access to the waterway are: • A top quality sailing school, with classes in basic seamanship, cruising, and racing. • A recreational sailing and power boat club providing top quality boats which members of the community can access at reasonable cost. • A community boating program created in partnership with local nonprofit organizations with strong demonstrated success in on the water programs. • A kayaking / paddling program that creates non -motorized access to the water. • Event hosting and support for adaptive sailing programs for disabled participants. • A partnership with area high schools such as the MAST Academy and colleges that have internship or apprentice programs to allow young people the opportunity to become certified in marine service industries, including hull repair, engine repair and maintenance, electronics and maritime yacht captain programs. We have successfully implemented similar programs elsewhere, including the New York Harbor School in New York City. As part of our commitment to engaging the community, we will also work with a range of local organizations to create meaningful boating opportunities for everyone, regardless of age, income, or ability. vii. Water Transportation Initiative Subject to approval by the City, VKLLC plans to provide for safe docking area(s) for a water taxi/ferry to provide access to the Marina from the downtown area, South Beach, and other areas as appropriate. This service can also help to relieve congestion on the Rickenbacker Causeway and surrounding roadways. Similar water transportation networks are found in New York City, Chicago, Fort Lauderdale, and elsewhere and we are excited to discuss these opportunities at Virginia Key. If interest continues and would support the effort, VKLLC may even assist in the development of a water/ferry taxi service with "UBER" boats to improve access to the marina. A proper water taxi service can also be asset to homeland security purposes as an alternate transportation mode in the event of a road closing on the Rickenbacker Causeway. HARBOUR & MARINE CENTER viii. Lighting Plan The development team has created an approach to lighting the Project to meet all City of Miami 21 Zoning codes as they apply to CS Civic Space designation. The Project will contain a high quality lighting program; which enhances its location on thewater and within the Civic Space requirements; yet only illuminates the pedestrian surfaces with additional accent lighting on some vertical structures. The marina basin will maintain a low level of lighting to provide for a safe pedestrian and vessel environment but not distract from the environment. Bollard lighting will light gangways and finger piers. As permitted, natural landscape and mangroves will be washed with underwater LED elements to enhance their natural surrounds at night and create a natural soft edge to the marina. Alfresco dinning and open air retail shops along the promenade add to the need for low level source lighting concentrated on pedestrian surfaces and maintaining a low light level to enhance the view of the city at night to the west. The design team in a series of interviews will develop the final lighting plan with VKLLC, the City and applicable permitting officials once selected as the Successful Proposer. Architectural elements will be up -lit with color LED fixtures and be placed on a programmable dimmer system to allow VKLLC the widest range of ambient lighting control. Roof top guest areas will also maintain a low light level with a focus on surfaces and highlights on Architectural icons. Pools and fountains will glow and present a mystic element of design. Soft ambient light will allow the whole of the Project to have a subtle presence along the Rickenbacker Causeway and not a billboard of light but a soft welcoming oasis of entertainment. (c) Conceptual Renderings and Elevations Of Overall Site As Well As From Within The Project See following pages for Illustrative Drawings (d) Proposed Project Site Plan See following pages for Illustrative Drawings Virginia Key Marina 1 RFP No. 16-17-011 Page 26 91 •oN dJ21 ouuoyl XaN o!ui6nq 0 (00 V VIRGINIA KEY HARBOUR & MARINE CENTER Virginia Key North Point Trails 7.b. Site Program Analysis I Context I Scale 1:300 I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 1 Historic Virginia Key Beach Park These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. Ll'9l •°N dd21 1 °uuovg /gay ofu 0 co co VIRGINIA KEY HARBOUR & MARINE CENTER Intracoastal Waterway Boat Access Virginia Key Harbour & Marine Center Continuous Waterfront Path 7.b. Site Program Analysis I Transportation I Scale 1:1200 I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Reauest for Pr000sals IRFPI No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 9l -0N dd2! I ouuoW AeN oiu!Baiq a Wind Rose: March December Solar Azimuth Diagram VIRGINIA KEY _�— Lowest floor above flood level, tallest building below marine stadium ..� r1 d 7. b. Site Program Analysis I Scale 1:250 I ©Arquitectonica International HARBOUR & MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not at features shown on the -0/Joao. orjorigirec „ow*, plans will be incorporated into the final plans. Rowaamuseravo= raME 000 0 •r ! % 41• ( - 144 cc- �s C S. Direct dock access via $o .� Rusty Pelican lease area c - 66 x 66 ft. Wet Slips Reconfigured fuel docks 18 x 80 ft. Wet slips 10 x 80+ ft. Wet slips at pier ends VIRGINIA KEY NARRI1IIR rf,MARINF CFNTFR Refer to Section 4. . or alternative dock access 28 x 40 ft. Wet slips 40 x 40 ft. Lift slips 8,920 Linear Feet of Wet Slips 7. e. Wet Slip Configuration 1 Scale 1:250 1 ©Arquitectonica International City of Miami Department of Real Estate & Asset Manaaement Request fnr Prnnncnlc (RFPI Nn 1 A-17-f111 4' These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 11.0-Ll-91'° N dJN i • Build up overall site to +6' (1' of fill average) • Possible use of barge deliveries in order to limit trucks on causeway • Site infrastructure and Vero Street connection to be built VIRGINIA KEY HARBOUR MARINE CENTER Reconstruct Renovate Reconfigure T AMPM dry stack for continual use Install fuel tanks & kayak launch Renovate boat ramp 280 surface parking spaces 7.f. Construction Plan I Phase 1 I Scale 1:250 1 ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 al plans. As such they aie subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. -::".07effir /1"101t.t 4 lo-Ll-• I. .0N dAS I DuP0141 o>I plu!•J! rE co • Build 2nd portion of boat shelter • Build 40 slips in south portion of the basin • Possible use of barge deliveries in order to limit trucks on causeway ..-..;... : • ............."..I. - (.4r-Air,........-..,„,_„..„.._.-.:._ w...,.......,...,,..w.-42/0 . 14 I 111 U., ii, , % t 4 r, F • frat .1 ' ir. il a 1116 1 i x I •Nral, VII. .....0 IP. AO 4 .10 . I...7 ......7 4. a I 4. 41. 0 i 1 § I i t 5 5 5 = I 1/17 4. 1 agn, 4p# VIRGINIA KEY • SPI • • 7.f Construction Plan I Phase 2 I Scale 1:250 I ©Arquitectonica International Phase 2 Staging r-et vihp mei 1101;;;Np-000411010116~1.-^... HARBOUR MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (REP) No. 16-17-01 1 ,ir 10r• U Rflh ni1,1,11,', As such Ihey are subject to change as additional investigation is performed and as final design and permitting occurs. Noi all features shown on the plans will be incorporated into the final plans. ireintat,74,01.4P def":44.(116**- b 'D , DUIJDW 8)1 Dull'. cc re • Staging will be negotiated with the city and the county during Phase 3 construction • Possible use of barge deliveries in order to limit trucks on causeway roma mallow saws MOM- maw. fPl VIRGINIA KEY HARBOUR MARINE CENTER These plans are conceptual plans. As 7.f.i. Construction Plan I Phase 3 I Scale 1:25 I Scale 1:250 I ©Arquitectonica International Phase 3 Phase 3B City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. -91 'oN dd2J I ouuoV XaN oiui6nn VINES ON GUMBO LIMBO BUILDINGS: SABAL PALM WILD ALLAMANDA STRANGLER FIG PASSION FLOWER BLOLLY MANGROVE VINE PIGEON PLUM SAW PALMETTO rti aG VIRGINIA KEY HARBOUR & MARINE CENTER MARITIME HAMMOCK Hlbd dS(1 ad21VHS b BLACK MANGROVE WHITE MANGROVE SPANISH STOPPER BISCAYNE PRICKLY -ASH LEATHER FERN CORDGRASS TIDAL WETLAND RICKENBACKER CAUSEWAY 2095 KING TIDE EL 45-6'NGVO 2095 HIGH TIDE EL .d'-d' NGVD 4S' EL •0'-0' NGVD 7.g. I Rickenbacker Swale Restoration I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 1 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. Virginia Key Marina I RFP No. 16-17-011 SILVER BUTTONWOOD SALT -MYRTLE SPIDERLILY MUHLYGRASS NECKLACEPOD CORAL BEAN COASTAL BERM VIRGINIA KEY )flVMAV9 ,9 L SILVER THATCH PALM GOLDENROD WILD LANTANA WILD CINNAMON COCOPLUM PRICKLY PEAR MARITIME HAMMOCK GREEN BUTTONWOOD p SEAGRAPE SILVER SEA -OXEYE DAISY SCORPIONSTAIL p FALSE MINT BRACE'S ASTER IMP BAYWALK stif (9e1113 „6-„9) 11VMV S )flVM.ld9 ,91 BIOSWALE 7.g. I Baywalk 1 ©Arquitectonica International HARBOUR & MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 1 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 11.0 Ll-9l '°N die! ouuoW 0 P VIRGINIA KEY HARBOUR & MARINE CENTER TURTLE GRASS MANATEE GRASS JOHNSON'S SEAGRASS SEAGRASS BEDS HEDGE AND WINDOW -TRIMMED RED MANGROVE BLACK MANGROVE WHITE MANGROVE WILD -PINE OYSTER BEDS MANGROVE FOREST PAUROTIS PALM SARGENT'S PALM WHITE STOPPER AMERICAN BEAUTYBERRY CHRISTMASBERRY ROSY CAMPHORWEED BIOSWA LE 7.g. I Baywalk & Parking Swales I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. LIO-LL-9L '0N dJb 1 ouuoW ha)1 omal!A PRELIMINARY PLANT LIST & ASSOCIATED FAUNA TREES UNDERSTORY TREES PALMS Common Name Scientific Name Habitat Black Mangrove Avicennia germinans Mangrove Forest Gumbo Limbo Bursera simaruba Maritime Hammock Sevenyear-apple Casasia clusiifolia Maritime Hammock Pigeon Plum Coccoloba diversifolia Maritime Hammock Seagrape Coccoloba uvifera Maritime Hammock Buttonwood Conocarpus erectus Maritime Hammock Guiana -plum Drypetes lateriflora Maritime Hammock lnkwood Exothea paniculata Maritime Hammock Strangler Fig Ficus aurea Maritime Hammock White Mangrove Laguncularia racemosa Tidal Wetland Wild Tamarind Lysiloma latisiliquum Maritime Hammock Red Mangrove Rhizophora mangle Mangrove Forest Wild Mastic Sideroxylon foetidissimum Maritime Hammock Paradise Tree Simarouba glauca Maritime Hammock Live Oak Quercus virginiana Maritime Hammock Common Name Scientific Name Habitat Common Torchwood Amyris elemifera Maritime Hammock Marlberry Ardisia escallonioides Maritime Hammock Wild Cinnamon Canella winterana Maritime Hammock Satinleaf Chrysophyllum oliviforme Maritime Hammock White Stopper Eugenia axillaris Maritime Hammock Spanish Stopper Eugenia foetida Maritime Hammock Blolly Guapira discolor Maritime Hammock Crabwood Gymanthes lucida Maritime Hammock Black Ironwood Krugiodendron ferreum Maritime Hammock Wax Myrtle Myrica cerifera Maritime Hammock Myrsine Myrsine cubana Maritime Hammock Lancewood Nectandra coriceae Maritime Hammock Swamp Bay Persea palustris Bioswale Wild -lime Zanthoxylum fagara Maritime Hammock Common Name Scientific Name Habitat Paurotis Palm Acoelorraphe wrightii Bioswale Silver Thatch Palm Cocothrinax argentata Maritime Hammock Sargent's Palm Pseudophoenixsargentii Maritime Hammock Saba! Palm Saba! palmetto Maritime Hammock Saw Palmetto Serenoa repens Maritime Hammock VIRGINIA KEY 7.g. Preliminary Planting List I ©Arquitectonica International HARBOUR & MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. UO Ll 9L '�N dd21 1 ouuoW heN oiui6nn SHRUBS AND GROUNDC GRASSES VINES Common Name Golden Leather Fern Giant Leather Fern Sea -myrtle Water Hyssop Saltwort Silver Sea -Oxeye Daisy American Beautyberry Jamaica Caper -Tree Bird Pepper Cocoplum Florida Semaphore Cactus False -mint Coral Bean Scorpionstail Spiderlily Bloodleaf Beach Jacquemontia Buttonsage Gopher Apple Christmasberry Pricklypear Florida Keys Blackbead Rosy Camphorweed White Indigoberry Rougeplant Rose -Of -Plymouth Glasswort Sea Purslane Seaside Goldenrod Brace's Aster Spanish Bayonet Coontie Biscayne Prickly Ash Common Name Gulf Coast Spikerush Needle Rush Muhlygrass Saltmeadow Cordgrass Common Name Passion Flower Wild Allamanda Mangrove Vine Wild -Pine VIRGINIA KEY Scientific Name Acrostichum aureum Acrostichum danaeifolium Baccharis halimifolia Bacopa monnieri Batis maritima Borrichia frutescens Calicarpa americana Capparis cynophallophora Capsicum annuum Chrysobalanus icaco Consolea coradicola Dicliptera sexangularis Erythina herbacea Heliotropium angiospermum Hymenocalis latifolia lresine diffusa Jacquemontia reclinata Lantana involucrata Licania michauxii Lycium carolinianum Opuntia stricta Pithecellobium keyense Pluchea bachharis Randio aculeata Rivina humilis Sabatia stellaris Salicornia Jbigelovii Sesuvium portulacastrum Solidago sempervirens Symphyotrichum tenuifolium Yucca aloifolia Zamia pumila Zanthoxylum coriaceum Scientific Name Eleocharis cellulosa Juncus roemerianus Muhlenbergia capillaris Spartina patens Scientific Name Passiflora suberosa Pentalinon luteum Rhabdadenia biflora Tillandsia flexuosa Habitat Bic Bios. Maritime Hammock Tidal Wetland Tidal Wetland Bioswale Bioswale Maritime Hammock Maritime Hammock Maritime Hammock Coastal Berm Bioswale Coastal Berm Bioswale Bioswale Bioswale Coastal Berm Bioswale Maritime Hammock Bioswale Coastal Berm Maritime Hammock Bioswale Maritime Hammock Bioswale freshwater Bioswale Bioswale Coastal Berm Bioswale Bioswale Coastal Berm Maritime Hammock Maritime Hammock Habitat Bioswale Bioswale Bioswale Bioswale Habitat Maritime Hammock Maritime Hammock Mangrove Forest Mangrove Forest 7.g. Preliminary Planting List I ©Arquitectonica International HARBOUR Se MARINE CENTER These plans are conceptual plans. As such City of Miami Department of Real Estate & Asset Management Request for Proposals (REP) No. 16-17-01 1 they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. -• •O 1 01.11.1D A 8)10181.J! VIRGINIA KEY HARBOUR & MARINE CENTER 7.g. Landscape Imagery I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. ouuow Aa>1 oiui 70 z 0 CD a 0 A 0 [ Water taxi stand Clear path outside the marked channel for motorized traffic. Public ramp has staging space and ample turning radius within the marked channel. VIRGINIA KEY HARBOUR & MARINE CENTER 7.e. I Wet Slip Configuration I Scale 1:250 I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 1 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. DIN /a) DIUl6JIA -L1.-91. '0N dA I Q CO VIRGINIA KEY HARBOUR MARINE CENTER Bill Sadowski CWA Foraging shorebirds and wading bird habitat in addition to aquatic resources Mangrove Preservation Manatee Zones & Habitat Protection Sea grass Protection Zones cSalba 7� An indepth site assessment of additional envrionmental assets will take place prior to construction. 7.h.ii. 1 Commitment to Protection of Environmental Assets I Scale 1:250 I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No.12-14-077 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. ca gkeoe, 1.1.0-L1'91. 'oN dAd ouuow AeN 0!U! !q 0 fe41:isar -late47411.11WI lit Jo,- 14001Fr Site Environmental Strategies Location and Transportation • Sensitive seagrass, mangroves, and all waterways will be protected during construction. • Improved bus stops, bicycle facilities, and water taxi access offer alternatives to cars • Covered bicycle parking and showers enable bicycle commuting • No excess parking is provided, 90%+ of parking is covered • Parking will be prioritized for carpools and electric vehicle charging stations t `' Site Sustainability ..;I • Site will be carefully assessed for additional environmental resources prior to construction • Existing habitats will be protected and restoration efforts elsewhere on Virginia Key will define the planting palette • Native plants will be grouped by communities based on ecosystems in Virginia Key including, tidal wetlands, coastal berms, and maritime hammocks. • Unified plant communities will tie the natural areas of Virginia Key to the marina village • Living shorelines will create habitat and dampen waves 'VIRGINIA KEY • Low impact development strategies for stormwater will be implemented and integrated with landscape designed for periodic inundation. • Solar panels and extensive tree canopy will absorb sunlight while light roofs and pavements will reflect sunlight to reduce urban heat island • LED site lighting with minimal spill will reduce light pollution • Will seek Florida Clean Marina designation from DEP. Water Efficiency • Planting will require little or no irrigation after establishment, (vines on facades may require irrigation • High efficiency fixtures will reduce water use. • Cisterns will capture rainwater for re -use in boat rinsing, irrigation, and laundry ;!fill .ill./ "7//A I 7.h.ii Site Environmental Strategy I Scale 1:200 I ©Arquitectonica International HARBOUR MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 lhese Hails ,.ire conceptual pans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 91. 'oN ddb ouuoW Xa> CO Building Environmental Strategies IIIEnergy • Energy -star appliances, high efficiency lighting, and air- conditioning will reduce energy demand 0-74 • Electric boat storage elevators are extremely efficient compared to alternatives • Rooftop solar will produce up to 2.3 mWh of electricity, likely exceeding demand for the entire site • Building circulation is exterior to minimize air-conditioned volume • Extensive overhangs, vines, and shade trees wi buildings, pedestrians, and diners VIRGINIA KEY HARBOUR ' 'MARINE CENTER II shade 1 Building Materials • Locally obtained materials will make up the bulk of construction • Buildings will be built for long-term durability • Green walls consisting of low -maintenance vines will screen facades from heat and wind driven rain • Cut and fill will be balanced to minimize movement of material • Construction waste will be managed ii Indoor Environment • Operable windows will allow air circulation • Shallow buildings and tall windows allow daylight into all interior spaces • Natural ventilation will control climate in the garage and boat shelter z 'k,Alba .t4� Building Environmental Strategy I Scale 1:100 I *Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans are conc:E-l_)lurll plans. n-s. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. w ouuo'(a)1 0iw6JIA z 0 O• 0 Rooftop Solar Potential • 4,933 industry standard 77" x 39" 340 watt PV Panels • 1,412 kWp output, (1,677 kWp - 12.3% system loss (96% inverter efficiency) ) • 5.27 Solar hours/ day average • 2.3 mWh Annual Production' • Potential output would likely greatly exceed building demand2 • Equivalent to 180 households (per FPL numbers) �• Solar is not currently part of the bid proposal since costs, retrun-on-investment, and ownership of the array, is subject "to negotiation. Numbers confirmed by Dustin Thayer of Sunconnect USA (Naples, FL) and Scott McIntyre IND of Solar Energy Management, (St. Petersburg, FL). Florida Power and Light will need to be involved in utilizing any power beyond that required for the building. y., 1.YINO ,mn OCEND n9a. iR.74 ia3•p laRako egial KEY po/. fo. V//# Rooftop Rainwater Collection Potential • 188,990 sqft of roof x 90% collection efficiency x 58.97" median rainfall= 6,255,138 Gallons annually • Total water collected and used will depend on demand' -Boat rinsing will be the primary use -Make-up water for cooling towers/chillers -Irrigation -Laundry and flushing of toilets Cistern are not currently part of the bid proposal pending detailed projected requirements and life -cycle costs. Storage capacity related to demand will determine how much of the total wit be utilized. 7.h.iv Incorporation of Green Design 1 Scale 1:200 1 ©Arquitectonica International HARBOUR MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP( No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. Ag f 4 L10 LL-91 '°N dd21 I ouuoyy ■ w RESILIENCE IN THE FACE OF SEA LEVEL RISE Follow recommendations of the County Climate Change Advisory Task Force Continued operation during king tides and minor storms • All access, parking, and boating activities operate 6' above sea level. • Critical access points and infrastructure is not impacted by flooding. • Green infrastructure components such as stormwater retention areas process and drain water on -site. • All planting on -site will be salt tolerant including limited periods of inundation. Rapid recovery from storm -surge flooding (expected at 10' in 2 years) • Entire ground floor of boat shelter and restaurants allow water to flow through and around structures. • All new retail floors and infrastructure in the boat shelter will be at 12' above existing Ahigh -tide. • With minimal installation of flood barriers, all new comercial space may be protected to Projected king tide levels 15.5' above sea level by 2045 2.73 ft. Above • Dry slip boat handling equipment is 17' above sea level N.A.V.D. 88 • Vertical boat launching facilities minimize vulnerable areas. . • Site is designed to channel floodwater through low-lying wetlands and back to the bay. min 1.9115, 1 l lE+t UMW RPM K.a VIRGINIA KEY HARBOUR & MARINE CENTER �� l aE a. 4111311K, a1lo: ice• � , Ili• • om IBM. •m1 nas• 41130.1 !WIN. ran AMMO - 1. .11E111. UM, - I1ARi. 1«30 *Cad 1/1MIk zz.z/z, Z./Z. 1P1.11R., wllPF�� I ( r/713 14 floodable areas 7.h.v. I Resiliency & Environmental Considerations I Scale 1: 100 I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No.12-14-077 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 9L .°N dJa ouuoWW Xay oiui6ii 000 P Promenade at +12' allows continued pedestrian access even if waves are overtopping the seawall Projected king tide: 2085 (+5.50' NAVD 88) Projected king tide: 2045 (+2.73' NAVD 88) NinoMpiumsiez._ 2045 Projection from Coastal Risk Consulting Report, +5.50' King tide projection is based on mean of prediction from NOAA. VIRGINIA KEY HARBOUR & MARINE CENTER 7.h.v. I Resiliency During King Tides and Minor Storms 1 Scale 1: 20 I ©Arquitectonica International City of Miami Department of Real Estate &Asset Management Request for Proposals (RFP) No. 16-17-01 1 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. L' LL-9L '°N dd21 I ou!Jow Xa)4 D!ui.n Flood proofing up to +15'6" Storm Surge +10 Above Sea Level All Interior Spaces at +12 Water Flows Through >a Buildings VIRGINIA KEY HARBOUR & MARINE CENTER 7.h.v. I Resiliency During Major Storms and Flooding I Scale 1: 100 I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (REP) No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 1.1.0-Ll-91. •oN ddb ouuoy\4 Xa)1 oiw6nn 0 CO CO Critical vertical lift equipment will be stowed at +29' limiting exposure Railing wall at Promenade provides 3.5' height of additional flood protection for commercial space with minimal preperation. Flood barriers would be installed at stair and ramp entrances. Accomodate future surge to +15'-6" NGVD assive protection to 11' 6" NGVD Current Base Flood +9' NGVD Lowest boats and elevators at +29' above sea level in Hurricane force wind protected shelter Garage will be evacuated in preparation for flooding and will allow water movement through the building. VIRGINIA KEY HARBOUR & MARINE CENTER 7.h.v, I Resiliency During Major Storms and Flooding I Scale 1: 20 I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. LLO-LL-9L '0N dJ21 I oupow AGN 0 m 1i r• VIRGINIA KEY FROM THE PLAN ADOPTED JULY 22, 2010 Italics are examples of compliance within the proposal ENDURING THEMES AND FEATURES OF VIRGINIA KEY • Education and research related to the natural world Interpretive signs along the baywalk. Boater education related to Florida Clean Marina status. • Recreation and leisure spaces in the water and on land Proposal maximizes efficiency of boater access while keeping the shoreline completely accessible. • Historical interpretation of the island and preservation of key sites: VK Beach, Marine Stadium, natural areas • Preservation and enhancement of nature Expanding areas of upland restoration and preserving marine resources. t4/1 .4111Wwe '%1111 ..11r.aa slaw ..akaaW WON, fir' W . rearids, r-� alias arm .o ire 'r_ 1 ADA fi rtw 11 -.w- •' I� �f I II lI; C 0. x HI a d re ,41 7.i. Consistency with Virginia Key Master Plan Principles i Scale 1:100 i ©Arquitectonica International HARBOUR MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans ore conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. /mizirepriairt. atty., IP Virginia Key Marina 1 RFP No. 16-17-011 0co Virginia Key Master Plan Principles from UEL Workshop Sept. 27, 2009 Italics are examples of compliance within the proposal • An Accessible Place of Recreation, Heritage, and Natural Conservation - Proposal completely integrates Rusty Pelican access to the Marine Stadium and beyond. •Complete public access to waterfront - Pedestrians uninterrupted by boat movements or vehicles -Kayaking facility -Public boat ramp -World class marina •Sustainable principles: healthy activity, low carbon footprint - Aero-dock boat launch system is electric and the most energy -efficient in the world 1114404 s. r Mai row 0 1114011149, .0. �s ice► -s 0 1140-1144, . 4- / VIRGINIA KEY HARBOUR MARINE CENTER .TA. Wit. rrsn14 Nana 4444110 aMrs • • No overnight accommodations (eco camping allowed) and expand eating and public facilities and recreational activities. -Three food venues, cafe, casual, and fine dining offer multiple options •Enhance public amenities, transportation - Inclusion of water tax facilities • Integrate Thematic Linkages: Heritage, Recreation, Environmental Education, and Conservation of Natural Resources - Information signage will provide information about island wide restoration efforts 11 a <. �I' IME IMMI 11 ■ II 11 40' �a� ..� !' - _�� may • .;„,_ 4 a-R,e V.P'• 4 4 4 mom- 7.I. Consistency with Virginia Key Master Plan Principles I Scale 1:100 I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request tor Proposals (REP( No. 16-17-011 1hesc I_lare; ,ree conceptual plans, As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on Ihe: plans will be incorporated into the final plans. '�IrrrAy MASTER PLAN: Commercial, Boats, and Parking PROPOSAL: Commercial, Boats, and Parking A PROJECT WITH NO SHOPPING CENTER, NO OVERBUILDING, NO ENCROACHMENT INTO NATURAL AREAS, AND RESPECTFUL OF CULTURAL AND HISTORIC SITES. VIRGINIA KEY HARBOUR 8e MARINE CENTER Commercial: • -25,000 sqft in Conceptual master plan • 30,000 sqft in proposal • Reoriented to create a main street entry and active waterfront • Long, thin spaces allow only small retailers Boat storage: • 3 dry storage buildings compared to 4 • Direct water access without interfering with pedestrians vs. lagoons and drawbridges Parking: • 300 space garage in master plan (6 levels) • 550 space garage minimum in RFP • Different size, different strategy • Distribute parking across 2 levels vs. one massive building 71 Consistency with Virginia Key Master Plan Principles 1 Scale 1:100 I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 1 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. L1-91. 'oN dJ21 i ouuoy/ Xa)I D!U e CO Mast 'an and Proposed Plan Comparison 411, 0 0 VIRGINIA KEY 1 Boat circulation. • Conceptual master plan has 2 access points to the NW and NE with drawbridges which would interrupt other circulation • Proposal has 3 direct access points for dry docks at NE, plus wet slips at NW Vehicle circulation: • Conceptual master plan has multiple parallel roads. • Proposal minimizes roadways and covers parking and roads beneath buildings Pedestrian circulation: • Proposal minimizes conflict points • Proposal emphasizes waterfront access • Proposal provides more routes separated from vehicles • Proposal offers 4 connections to the water vs. 1 connection in the master plan 7.i. Consistency with Virginia Key Master Plan Principles I Scale 1:100 I ©Arquitectonica International HARBOUR & MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. VIRGINIA KEY HARBOUR MARINE CENTER 7. c. Conceptual Renderings I Aerial view of Marine Stadium and new marine campus. I COArquitectonica International ._ity of Miami Department of Real Estate P. Asset Ivlonagement Peguesi fa Proposals IREP1 go 16-17-011 'nay n e subject to change 05 odd1tional investigation 15 performed and as Ilnol design and permlltinypccurs rt01 011 features shown on the plans will he Incorporated Into the final pans. le.rkk VIRGINIA KEY HARBOUR MARINE CENTER 7. c. Conceptual Renderings 1 View from entry drive toward the basin. 1 ©Arquitectonica Interna- Cily of Miami Department of Real Estate Y. Asset fAnnnoemenf Pf,l iesl for Prtehosols (REP) No. 16-17-011 i {. VIRGINIA KEY HARBOUR MARINE CENTER 7. c. Conceptual Renderings I Aerial view of harbor, restaurants, and boat shelter. I ©Arquitectonica International Citv of Alinmi Deportment of Peal Estate F. Asset Management F.equest for F nasals (PEP) hfr 16-1 7-01 I eptual plans. Itts such the or_ subtect In rhan0e as odditibnot InueslIc alien is erformed and a5 final desk: n and errnittin. occurs ^lot o11 features shown on the .Ions will be Inca . orate r"Into the Etna! 7tIoE.. VIRGINIA KEY HARBOUR MARINE CENTER 7. c. Conceptual Renderings 1 Diner's view of downtown from the restaurant. I ©Arquitectonica International City of Miami Department of Real Estate P. Asset Management Request for Proposals IRFP) rto II 7 01 iese plans are conceptual plans. A5 Such they are subject to change as additional investigation is performed and as final design and pr-.. HARBOUR MARINE CENTER c. Conceptual Renderings View from a boat approaching the harbor. 1 eArquitectonica International ii- o lai Proposals (PI In I lo1 I I ond of. final desinn and ,ermliiin occurs f lot Il features shown on the. Ian; will be incorpolcUo VIR INIA KEY HARBOUR & MARINE CENTER 7. c. Conceptual Renderings Baywalk view of boat ramp toward downtown.' ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. I! 17-01 I These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. VIRGINI.A KGV MARINA VIRGINIA KEY HARBOUR '`c MARINE CENTER Boat Pedestrian Elevator Passage Baywalk and Promenade Boat Pedestrian Elevator Passage Garage Acces Boat Elevator Harbormaster Northeast Elevation Rickenbacker Northwest Elevation 0 10 50 100' 7. c. Conceptual Renderings I Boat Shelter Elevations I ©Arquitectonica International City of Miami Deportment of Real Estate & Asset Management Request for Proposals (RIP) No. 16-17-01 I These plans are conceptual plans. As such they ore subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. Entry Drive Pedestrian Passage Rickenbacker Pedestrian Passage Access Boat Drive Maintenance Garage Access Boat Maintenance Southwest Elevation Promenade Boywalk Southeast Elevation 0 10 50 100' VIRGINIA KEY HARBOUR MARINE CENTER 7. c. Conceptual Renderings 1 Boat Shelter Elevations with mature landscape I ©Arquitectonica International City of Miami Deportment of Real Estate & Asset Manoaement Reauest for Pr000sals fRFPI No. 16-17-011 These plans are conceptuol plans. As such they are subject io change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. VIRGINIA KEY HARBOUR & MARINE CENTER Pedestrian Passage Rickenbacker Vines will fill in quickly while new planting grows in over time. Restoration planting at installation size. (Existing Sabal Palms will be retained or relocated( Pedestrian Passage Southwest Elevation Southeast Elevation 0 10 50 100' 7. c. Conceptual Renderings 1 Boat Shelter Elevation at beginning of landscape planting 1 ©Arquitectonica International City al Miami Department of Real Estate & Asset Management Request for Proposals IRFP) No. 16-17-01 I These plans ore conceptual pions. As such they are subject to change as additional investigation is performed and os final design and permitting occurs. Not all features shown on the pions will be incorporated into the final plans. VIRGINIA KEY HARBOUR 7 MARINE CENTER Service Elevator Guest Elevator Drop -Off & Valet Exterior Dining, Pool Deck & Bar 0 5 10 20 ROOF 53' N.G.V,D. 30' East Elevation 7. c. Conceptual Renderin•s I Restaurant Elevations ©Ar•uitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals IRFP) No. 16-17-01 1 These plans are conceptual plans. As such They are subject to change as additional investigation is performed and as final design and permitting occurs. Not all Features shown on the plans will be incorporated into the tinol plans. VIRGINIA KEY HARBOUR MARINE CENTER Baywalk Exterior Dining, Pool Deck & Bar Access ROOF 53' N.G.V.D. Baywalk North Elevation 7. c. Conceptual Renderings I Restaurant Elevations I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (REP) No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated Into the llnol plans. VIRGINIA KEY HARBOUR ' MARINE CENTER Exterior Dining, Pool Deck & Bar Drop -Off & Valet Guest Elevator ROOF 53' N.G.V.D. Service Elevator 0 5 to 20 30' West Elevation 7. C. Conceptual Renderings I Restaurant Elevations I ©Arquitectonica International City of Miami Department of Real Estate & Asset Mana ement Request for Proposals I UPI No. 16-17-01 1 These plans ore conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. VIRGINIA KEY HARBOUR MARINE CENTER Access Drive Service Elevator Drop -Off & Valet Baywalk ROOF 53' N.G.V.D. LV-3 38' N.G.V.D. LV-2 20' N.G.V.D. South Elevation 7. c. Conceptual Renderings I Restaurant Elevations I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 I These plans are conceptual plans. As such they ore subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. Rusty Pelican WNW Staging dock Wet Slips atta alan Baywalk Retain existing - commercial buildings Boat ramp & kayak launch Dining Harbormaster Staging and water taxi Dry slip boat launches Boat Shelter mixed use building Shared -use path & restored landscape buffer Rickenbacker Causeway Marine Stadium VIRGINIA KEY HARBOUR MARINE CENTER 7, d. Proposed Site Plan Scale 1:200 I ©Arquitectonica International City of Miami Department al Real Estate & Asset Management Request for Proposals (REP) Flo. 16.17-01 I These plans are conceptual plans. As such they are subject io change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. bay walk access & cross block passage 10 .. (7.1-N ' Baywalk lj 1 0• 1 i I i . : • 1 .41,01... l . T r harbor Promenade '-ilbatoriseikohNuma lumummaim. -- • a Aii,„ , ,., ...4, 41.:.......i..,4!.,,,..iL,, 1 e• . ''''' ...,:•..., , • . , fiv . _.-41111111, reception ,,. ^!. Garage LV 1 entrance and r"P to LV 2 47' Service: 3x Loading VIRGINIA KEY HARBOUR MARINE CENTER Parking: 297 Gross: 187,000 s.f. Net: 24,000 s.f. Service: 2,000 s.f. Reception: 2,000 s.f. Maintenance: 7,600 s.f. Parking and circulation: 151,400 s.f. Boat Shelter Level 1 Plan I Scale 1:60 I ,OArquitectonica International City of Miami Department of Real Este le 21. Asset Management Request for Proposals 1REP) lo. 16-17-011 24,000 s.f. commercial • • boat maintenance Garage LV 1 entrance and ramp to LV 2 Parking: 22 Service: 1 Loading These plans are conceptual plans As such they are subject fo change as additional investigalion is performed and as final dosiqn and permitting occurs. Not all features shown on the plans will be incorporated into the Teal pro. • • • • VIRGINIA KEY HARBOUR MARINE CENTER a11a11181a III 11-11-Iii ii • 1 I _I- -I-1- -I -I 11-1 . - - -I-I- 11-11 _ -11I- . 1111 • All interior spaces are open to below Parking:275 Gross: 187,000 s.f. City of Miami Department of Real Estate P. Asset Management Request fat Proposals (PFPi I' o. 16-17-1)1 I These plans are conceptual plans. As such they are subject to change as odditiongl investigation is performed and as final design and permitting occurs. Ilot all features shown on the plans will be Incorporated into fhe- final plasm,. Vehicle R I mo 1 Harbor master 2,000 s.f. / level, 2 levels VIRGINIA KEY HARBOUR MARINE CENTER Iv AI Ai . gyp. A (v v ; 1 IN I r II Travel aisle: 67' Levels 3-5 Boats/Level: 250 Total Boats: 750 Linear Feet/Level: 12,169.5 Linear Feet Total: 36,508.5 Boat Shelter Level 3-5 Plan I Scale 1:60 I ©Arquitectonica International City of Miami Depadment of Real Estate P. Asset Management Request ILA Pr or(PFP1 It) I6-17-01 I These plans are conceptual plans. As such they are subject to change as additional investigation Is performed and as final design and permitting occurs, Ilot all features shown on the plan ill be incorporated into the final plans. Bouys Channel Staging P.rki .: 36 Sp II1_il`.�1� ICI Baywalk QD ): MiNia ):- (Dd ), =MI M )i_ 1(1 *, )i: i( DDT; cio ):; „( op _>, m; VIRGINIaAEKEY HARBOUR Pool Deck and Seating: 4,000 s.f. Guest Elevator & Stair Ground level: Covered Porte Cochere: Pool Deck and exterior bar Circulation only Gross: 760 s.f. 11 1 1 1 1 1 1 t 1 1 1 t tit lit tilt Exterior Stair Service Elevator Restaurant Level 1 Plan I Scale 1:50 I ©Arquitectonica International City of Miami Deportment of Real Estate E. Asset Management Request for Proposals IRFP) No. 16-17-01 I -eptual pions. As such they are subject to change as additional investigation is performed and as Mal design and permitting occurs. Not oil feat res shown on the plans will be incorporated into the final plans. 111" .11111! ; VIRGINIA KEY HARBOUR MARINE CENTER Dining: 3,450 s.f. Level 2: Casual Dining 6,000 s.f. Interior space 2,900 s.f. Exterior space Direct access to pool deck Gross: 6,000 s.f. Net: 4,550 s.f. Kitchen: 1,100 s.f. )4LILLIL.L.FA7_71.12; Restaurant Level 2 Plan 1 Scale 1:50 I OArquitectonica International City of Miami Deportment of Real Estate £s Asset Management Request for Proposals (RFP) 1 6-12-011 1 trans are conceptual plans As such they are subject lo change as additional Investigation is perforated and as final design and permitting occurs. Not all features shown on the pions will be incorporated into the final plans. 711=111111 YAIR11911)1A81F„YR Level 3: Fine Dining 5,000 s.f. Interior Space 3,700 s.f. Exterior Covered Gross: 5,000 s.f. Net: 3,400 s.f. Restaurant Level 3 Plan 1 Scale 1:50 1 ©Arquitectonica International City of Miami Department of Peal Estale Asset Manape.tren1 Request for Proposals IRFP) No. 16-17-011 • • ' • • • ••, ' • .1 design aid permitting occurs. Nol all features shown on the plans will be incorporated into the final plans. r'e conceptual plans A • wi VIRGINIA KEY HARBOUR MARINE CENTER f l# mDepor tment of Real Estate tt Asset Management Request for Proposals (RIPI No. 16.17,01 I 6 rThese plans are conceptual plans As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated Inth to e ['riot plans Restaurant Roof Plan I Scale 1:50 1 ©Arquitectonica International mium4iIlQ15TII1PAIIPAr4I4IdIAr441PArArArer4rArAr4r4I4Or A aaaa. • a •L • . VIRGINIA KEY PROJECT PLAN (e) Wet Slip Configuration As shown on the plans, the wet slip marina is planned to be completely reconfigured and optimized for the market. The existing layout is very inefficient as it has a single access point to two very long docks. VKLLC looks forward to working with the City and Rusty Pelican to gain a few direct access points so that the access points will be much closer to the actual boat locations making for a much more user friendly and safe marina as a boat fire at or near the existing single access point would cutoff almost the entire marina from the shore. If necessary we will build a shore parallel dock to provide access to the new docks. As noted above the number of wet slips will be reduced to 162 from the current slip count of approximately 190-200 slips, although a much larger percentage of the slips will accommodate vessels of 60 feet or more in length actually increasing the linear footage of dockage. Moreover most boats below 65 feet will be able I to be accommodated in the dry storage facility. The new slips will be designed to current and anticipate future standards including additional power, sanitary pump outs at each slip along with many modern conveniences to make the user experience truly first class. The outer docks will be planned for the potential future expansion of wet slips in the west area as outlined in the Virginia Key Master Plan. This expansion is not included with this proposal, however utilities and other supporting infrastructure will be planned for this potential future expansion as coordinated with the City. (f) Construction Plan Figures 7.f. show the anticipated construction staging plans for each phase. The goal is to build efficiently while keeping as much of the facility operating as possible. The final staging plans will have to respond to the building permit and other permit approvals, however, VKLLC has spent substantial time evaluating and preparing the Project staging based upon the permitting and construction needs and we believe we are close to what the final staging will be. (g) Landscape Plan The site plan is designed to specifically protect and enhance views of the water from all parts of the Project and maximizes view corridors to the water. It includes all necessary on -site parking. It increases the amount of green space on the site and to the extent possible, will include bio swales, rain gardens, and green roofs. Landscaping and islands of vegetation will be used to provide shade and will consist of a varied selection of tropical and Florida native vegetation that reflects the landscape of the region. The following landscape goals and policies have guided the preparation of the landscape. HARBOUR MARINE CENTER 1. Mangroves and other native trees will be preserved on - site. 2. Native planting palette based on the restoration work performed elsewhere on Virginia Key. 3. Plants will be grouped by communities based on specific ecosystems appropriate to Virginia Key including, Tidal wetlands, Coastal Strands, and Maritime Hammocks. 4. Plant communities will be salt tolerant and tolerant to periodic inundation. 5. Building facades will be covered by vines on trellises which will shade and protect the buildings without relying on water and fertilizer intensive "green wall" systems. 6. Similarities in planting will tie the natural areas of Virginia Key to the marina village via a unified palette of plants. 7. Planted areas will soak up and utilize storm -water as part of an overall strategy of green infrastructure. 8. Living shorelines will dampen waves while creating aquatic and upland habitat. 9. No potable water will be used for irrigation. 10. Baywalk will be lined with shade trees. 11. LED site lighting will minimize light spill and energy consumption. In general, the native planting palette will be based on the restoration work performed elsewhere on Virginia Key. Plants will be grouped by communities based on specific ecosystems appropriate to Virginia Key including, Tidal wetlands, Coastal Strands, and Maritime Hammocks. Similarities in planting will tie the natural areas of Virginia Key to the marina village via a unified palette of plants. Planted areas will also be designed to soak up and utilize storm -water as part of an overall strategy of green infrastructure. Living shorelines will also be utilized where possible to dampen waves while creating aquatic and upland habitat. The Project wide baywalk will also be lined with shade trees. Lastly, buildings will also receive a natural treatment. Building facades will be covered by vines on trellises which will shade and protect the buildings without relying on water and fertilizer intensive "green wall" systems. In regards to irrigation, no potable water will be used. (h) Resilience and Environmental Considerations i. Long -Term Resiliency of the Project In December, 2016, Miami -Dade County accepted the final report on the recommendations by the Miami -Dade County Sea Level Rise Task Force (CCATF). The VKLLC team has reviewed projected sea level rise as outlined in the Task Force Report, and 100-year level storm surges are expected at 11' above sea level in the next two (2) years The Project design will allow rapid recovery from Virginia Key Marino I RFP No. 16-17-011 Page 53 VIROINIA KEY 7, PROJECT PLAN current and future storm -surge flooding. The entire ground floor of dry storage facility and restaurants allow water to flow through and around structures. All new retail floors and infrastructure in the dry storage facility will be at 12' above existing sea level. With minimal installation of flood barriers, all dry storage facility and restaurant construction is protected to 15.5' above sea level. Dry slip boat handling equipment is 20'+ above sea level. The Restaurant will be 17' above sea level. Further, vertical boat launching facilities minimize infrastructure vulnerable to flooding. Lastly, the entire site is designed to channel storm -water to low-lying wetlands and back to the bay, as more detailed herein. The current design will also allow continued operation during minor storms and future king tides which are expected to be 4' above sea level in 30 years. To accomplish this level of resiliency, all access, parking, and boating activities will operate 6' above sea level. . Green infrastructure components such as storm -water retention areas process and drain water will be located on -site. All planting on -site will be salt tolerant including tolerance for limited periods of inundation. All docks and wet -slips will be constructed to withstand Category 3 storms. On -site back-up power will allow continued operation when power is down, as well as, on -site solar power that will minimize reliance on back-up generators. Our marina plan as proposed will be a zero discharge zone in the bay.. The marina will have sanitary pump out system being comprised of a stationary pump out system located at each wetslip and portable pump out vehicle that can service the boats on the transient/ launch dock with pump out station will be kept available for transiting vessels to pump out. We are exploring the grey water recycling systems designed by Marine Design Dynamics to treat vessel grey water, which was initially developed for the US Marine Corps. The system filters vessel grey water to potable water standards prior to discharge. The Project Team will upgrade and/or improve the existing site infrastructure to include stormwater management system. Currently the majority of runoff from the Project site sheet flows into the adjacent waters of Biscayne Bay. The site plan will be designed with perimeter grades and conveyance of runoff with associated paving and grading. Green space will be incorporated as indicated in the architectural site plan. This stormwater management system will provide a significant improvement to the water quality within the Biscayne Bay and ecosystem. The stormwater management design will account for sea level rise and will not rely on discharge through outfalls that also can contribute to site flooding during King Tide events. The stormwater management system will also be designed to account for the 50-year planning horizon as outlined by CCATF, which includes recommendations for not only sea level rise but HARBOUR MARINE CENTER also the increased groundwater levels. Collected runoff from roof leaders on buildings will minimize the need for stormwater management infrastructure. Lastly, the impact of hurricanes or similar events on waterfront parks and marinas requires design teams to reexamine traditional guidelines and engineering requirements. Our Project Team has extensive experience in resilient design, as well as working through the aftermath of major events. This expertise will guide the design processes of the facilities at Virginia Key. Additional specific strategies that will be implemented are: • Utilizing a design flood elevation higher than the current published FEMA maps, which may suggest increasing the height of pilings to ensure floating elements remain in place during storm surge events. • Expanding use of solar powered and wireless infrastructure to minimize the need for conduit that may be vulnerable to flooding. • Consider use of direct burial electrical cable in place of traditional conduit. • Improved gangway design to respond to increased storm surge conditions. • Consideration and design to eliminate risk of potential contamination from pump out utilities. • Operational plans to depower or shut down vulnerable systems prior to storm events. ii. Commitment to Protection of Environmental Assets The VKLLC Project Team is aware of the impact each individual project and building has on the environment and is committed to do its part to contribute to a cleaner environment and to protect and enhance the waterfront and existing environmental resources on site. The VKLLC Project Team is experienced with green design strategies and LEED requirements and will utilize them to guide the development process by meeting or exceeding LEED ratings and simply emphasizing Green Awareness at the site. VKLLC will advance the state of the art in sustainable marina design at Virginia Key Harbour & Marine Center, through an integrated design approach, sustainability and environmental enhancement has been and will be a key consideration throughout the design process, with all elements considered as part of broader systems that work together to take best advantage of all opportunities. Particular sustainable design systems may include: • Mangroves and other native trees will be preserved on -site. • Native planting palette based on the restoration work performed elsewhere on Virginia Key. • Plants will be grouped by communities based on specific ecosystems appropriate to Virginia Key including, Tidal Virginia Key Marina 1 RFP No. 16-17-011 Page 54 VIRGINIA KEY PROJECT PLAN wetlands, Coastal Strands, and Maritime Hammocks. • Plant communities will be salt tolerant and tolerant to periodic inundation. • Building facades will be covered by vines on trellises which will shade and protect the buildings without relying on water and fertilizer intensive "green wall" systems. • Similarities in planting will tie the natural areas of Virginia Key to the marina village via a unified palette of plants. • Planted areas will soak up and utilize storm -water as part of an overall strategy of green infrastructure. • Living shorelines will dampen waves while creating aquatic and upland habitat. • No potable water will be used for irrigation. • Baywalk will be lined with shade trees. • LED site lighting will minimize light spill and energy consumption. • Boat elevator launch system will allow safe continuous pedestrian passage during operation. • High efficiency mechanical systems will be used • Innovative structural materials and finishes will be used where feasible • Green infrastructure components such as storm -water retention areas process and drain water on -site. • Photovoltaic Panels - We are exploring the use of a grid connected photovoltaic system on the Dry storage roof to generate power to operate the office and restrooms and other facilities. Initial estimates show that the site may be able to generate as much as 2.3 mWh per year which is enough to power for 180 homes. • Water conserving fixtures and Energy Star appliances will be used throughout the facility. • Where feasible and appropriate we will source materials within the Project and demonstrate a preference for using recycled or repurposed materials. • Wi-Fi - Systems eliminate wasteful hardwired facilities and services offered can be seamlessly upgraded with minimal infrastructure impacts and add enhanced guest Wi-Fi services. • Individual Metering - Water and Electrical services to slips will be individually metered and billed to slip holders, encouraging conservation. iii. Florida Clean Marina Program Compliance Additionally, design of the marina facilities will incorporate strategies to achieve Florida Clean Marina Program designation. The operational staff at Virginia Key Harbour & Marine Center will monitor the activities of boaters in and around the boat basin, and provide clear expectations in terms of safe boat handling HARBOUR MARINE CENTER and boater requirements necessary to comply with Florida Clean Marina requirements, such as boat maintenance procedures, no dumping requirements, etc. iv. History of Environmental Stewardship 1. Loggerhead Marinelife Center I LOGGERHEAD MARINELIFE CENTER In early 2017, Suntex made the acquisition of the Loggerhead Marina portfolio, which is a portfolio of 11 marinas throughout East Florida, West Florida and South Florida. Along with the acquisition Suntex made a significant philanthropic commitment to the Loggerhead Marine Life Center (LMC). Suntex committed to maintain a philanthropic partnership with the LMC, a 501 (c)(3) nonprofit organization with a facility focused on ocean and sea turtle conservation, which houses a variety of exhibits, live sea turtles, working sea turtle hospital, and other coastal creatures. It also provides outreach programs and educational experiences for children, and hosts more than 300,000 guests per year, free of charge. The center promotes the conservation of ocean ecosystems with a special focus on threatened and endangered sea turtles, and is recognized locally and internationally as one of the leading authorities in sea turtle education, research, and rehabilitation. LMC also manages a 9.5-mile stretch of beach in Palm Beach County that is considered the epicenter of sea turtle nesting in North America. Each year the permanent staff of over 20 cares for more than 100 rescued sea turtles, manages hundreds of volunteers and runs the 12,000 square foot facility. Dozens of seasonal workers increase the staff count during the turtle nesting and hatching season to monitor nests, host nighttime nesting walks, and support ongoing research activities. As with all of Suntex's marinas, a portion of the net proceeds will be donated to the charitable work of the LMC to protect marine wildlife for generations to come. Virginia Key Marino 1 RFP No. 16-17-011 Page 55 VIRGINIA KEV PROJECT PLAN 2. Responsible Boater Initiative Nationwide It y see an anlmaf. )pJl FWC 3gn. Recto] your comanaoes and take pnolco of the anmni. Are YOU a Responsible Ablde by Boater? >m>a 11 stow yaoes�eatal mthARa w a I- �. markers. Waciao hooks ntW 1sRisY. Use W aawroers under the engine and m the bilge Replace mqularhy. [h. n,AHul-11 ) Do nol touch or remove any pka nts or inmate. Do not andoorgran coral reels or sea il 711114,: Check for wear of deals & tires Check for all 8 gas Ieaki. Securely nnor liecYck mord iamenL IAM.M4 wwwmlnet re.org 171 Even more importantforthe environmentthan Suntex's philanthropic partnership with the LMC is that Suntex is spreading the LMC's message beyond its location. Suntex made a commitment to and is rolling out the LMC's Responsible Boater Initiative to all Suntex marinas nationwide. Jack E. Lighton, president and CEO, Loggerhead Marinelife Center, stated, "Applying our Responsible Boating Initiative to all of its properties. As a conservationist, the greatest gift you can receive is to be joined by others equally dedicated to your cause." The Responsible Boater Initiative is designed as a collaborative tool to work directly with boaters and marinas- The purpose of these efforts is to provide communities with knowledge on responsible boating, fishing, and diving practices in order to better protect marine life and the ocean ecosystem. The Responsible Boater Initiative includes: • Workshops for the boating community. • Responsible boating signage provided to participating marinas. • Waterway cleanups. Suntex will implement the Responsible Boater Initiative nationwide to join LMC in the fight to protect marine life and the waterways they call home. The Responsible Boating Initiative will of course be implemented at the Virginia Key Marina redevelopment. The Responsible Boating Initiative is an opportunity to expand educational message of conversation to the boating community and begin working together to protect sea turtles and our local HARBOUR & MARINE CENTER coastal environments. The initiative is funded in partnership with the BoatUS Foundation. The BoatUS Foundation for Boating Safety and Clean Water is an innovative leader promoting safe, clean and responsible boating. The Foundation provides educational outreach directly to boaters and supports partner organizations nationwide. With millions of boaters on the water, BoatUS aims to reduce accidents and fatalities, increase stewardship of our waterways and keep boating a safe and enjoyable pastime. The BoatUS Foundation is a national 501 (c)(3) nonprofit organization. For more information on the Loggerhead Marinelife Center, visit www.marinelife.org. For more information on the BoatUS Foundation, visit www.boatus.org. RCI Group hosts a number of nationally recognized fishing tournaments which generate funds for charitable organizations, including those that promote environmental and fishery preservation. RCI Group is an active co-sponsor and host to yachting and fishing events such as OpSail 2000 (Miami Leg), the Southern Ocean Racing Conference, Miami Dolphins Fishi charity event and the Miami Billfish Tournament to name a feN.. Many of these charitable yachting and fishing tournaments have been sponsored by RCI Group for over a decade. See also responses to ii. Above and IV below. v. Incorporation of "Green" Design and Natural/ Native Elements The VKLLC Project Team is experienced with green design strategies and LEED requirements and will utilize them to guide the development process. Green infrastructure components such as storm -water retention areas process and drain water will be incorporated into the Project and located on -site. Currently the majority of runoff from the Project site sheet flows into the adjacent waters of Biscayne Bay. The site plan will be designed with perimeter grades and conveyance of runoff with associated paving and grading. Green space will be incorporated as indicated in the architectural site plan. This stormwater management system will provide a significant improvement to the water quality within the Bay and ecosystem. Stormwater will be retained for the required treatment in accordance with SFWMD guidelines by swales, exfiltration trenches, or detention boxes as required.. Roof leaders will collect runoff from the buildings for possible storage in cisterns. In accordance with the SFWMD guidelines, the Project will I designed to maintain runoff from a 25-year, 3-day rainfall eve. on site. Virginia Key Marina 1 RFP No. 16-17-011 Page 56 VIRGINIA KEY PROJECT PLAN Additionally, all planting on -site will be salt tolerant including tolerance for limited periods of inundation. Mangroves and other native trees will be preserved on -site. In general, the native planting palette will be based on the restoration work performed elsewhere on Virginia Key. Plants will be grouped by communities based on specific ecosystems appropriate to Virginia Key including, Tidal wetlands, Coastal Strands, and Maritime Hammocks. Similarities in planting will tie the natural areas of Virginia Key to the marina village via a unified palette of plants. Planted areas will also be designed to soak up and utilize storm -water as part of an overall strategy of green infrastructure. Living shorelines will also be critical to dampen waves while creating aquatic and upland habitat. The Project wide baywalk will also be lined with shade trees. Lastly, buildings will also receive a natural treatment. Building facades will be covered by vines on trellises which will shade and protect the buildings without relying on water and fertilizer intensive "green wall" systems. LED site lighting will minimize light spill and energy consumption. Importantly, Asphalt will be replaced with light colored pavers and covered parking to minimize heat island effect. The solar capacity of the Project will be 2.3 mWh per year, equivalent to 180 households, and enough to significantly or completely reduce dependence of traditional power. In regards to irrigation, no potable water will be used for irrigation. VKLLC will utilize high quality point source lighting throughout the entire facility to be eco-friendly and will routinely power -down sections of the Project when areas are in limited use. VKLLC's green signage philosophy will be rooted in the greater Biscayne Bay Environmental context and is rooted in implementing sustainable solutions. Our core belief is "the longer time in the life - cycle, the less time in the waste -cycle." The architectural signage program should follow four sustainability criteria: • Durable materials and finishes ensure our products have a long life. • Modular functionality ensures that products are designed and built to allow for easy message updates helps extend the life of the solution. • Recyclable materials and components enable us to disassemble and recycle our products at the end of life. • Responsible fabricating partners and suppliers match our eco-friendly practices and products. HARBOUR & MARINE CENTER vi. Continued Operation During Minor Storms and King Tides The following have been incorporated to ensure continued operation during minor storms and future king tides which are expected to be 4' above sea level in 30 years: a. All access, parking, and boating activities operate at 6' above sea level. b. Critical access points are located at 6' above sea level. c. Green infrastructure components such as storm -water retention areas are designed to process and drain water on -site. d. All planting on -site will be salt tolerant including tolerance for limited periods of inundation. e. All docks and wet -slips are designed to withstand Category 3 storms. f. On -site back-up power will allow continued operation when power is down. On -site solar power will minimize reliance on generators. g. vii.Rapid Recovery from Storm -Surge Flooding The following features have been incorporated into the plans to help ensure Rapid recovery from storm -surge flooding (100-year surges expected at 11' above sea level in 2 years): a. Entire ground floor of dry storage facility and restaurants allow water to flow through and around structures. b. All new retail floors and infrastructure in the dry storage facility will be at 12' above existing sea level. c. With minimal installation of flood barriers, all retail and office construction is protected to 15.5' above sea level. d. Dry slip boat handling equipment is 20'+ above sea level. e. Restaurant is 17' above sea level. f. Vertical boat launching facilities minimize infrastructure vulnerable to flooding. Site is designed to channel storm -water to low-lying wetlands and back to the bay. g. Virginia Key Marino 1 RFP No. 16-17-011 Page 57 VIRGINIA KEY PROJECT PLAN (i) Consistency with Virginia Key Master Plan Principles The Project's design was guided by the Virginia Key Master Plan ("VKMP") and the following planning principles: • Maximize public access to the waterfront. • Build new revenue generating boating and related facilities. • Provide green alternative for parking. • Promote varied public use of the site from passive to active and island integration. • Appropriate protection, preservation, and restoration of natural habitat as well as enhancement of the natural resources. • Florida Clean Marina guidelines. • Small scale marine oriented retail. • Dry Storage for 750 boats. VKLLC has utilized the VKMP as a guide for all development in the Project and to make a more cohesive, attractive contribution to Virginia Key. The proposed plan focuses on creating multi -layered benefits for the City, the surrounding community and visitors from around the world. Significant planning efforts for the proposed upland and marina site were developed through the Virginia Key Master Plan process. Importantly, the Project matches the scope and scale of the VKMP. The Project's new dry stack will include approximately 750 slips, thereby matching the contemplated number of dry stacks referenced in the Virginia Key Master Plan July 2010 Final Report. The retail is small scale marine oriented and limited to 30,000 square feet. At completion, VKLLC's plan will increase revenueswith a total of 912 slips. This slip count is less than the number of wet and dry slips contemplated in the VKMP, as the number of wet slips is substantially smaller. Moreover the proposed facilities are located in substantially the same locations as contemplated in the VKMP. Below is an overlay comparison between the VKLLC plan and the VKMP plan. This overlay illustrates the Project concept and VKMP plan are the same in all material respects. Indeed the current plan is more environmentally sensitive and respectful of the existing environment as it does not contemplate large areas of dredging or large expansions of the wet slips beyond the City's bay bottom ownership. HARBOUR & MARINE CENTER Further, the VKLLC plan does not have a freestanding garage at the entrance of this remarkable site. Virtually all of the parking is hidden underneath the Dry Storage facility. In short, not only is the VKLLC plan incompliance with the VKMP it is a better more efficient, environmentally sensitive, sustainable and resilient plan than the VKMP. Virginia Key Marina RFP No. 16-17-011 Poge 58 VIRGINIA KEY HARBOUR & MARINE CENTER VIRGINIA KEY 8. OPERATING PLAN (a) Improved Efficiencies of Marina Operation and Site Utilization As described in more detail in Section 7 above, the guiding principles followed in the preparation of the phased development plan has been to improve and make more rational the operation and function of the site. This is accomplished, first by having the entire dry storage operation occur to the east of the entry drive, while all of the wet slips are consolidated redeveloped and improved on the west side of the entry drive thereby eliminating major sources of conflicts with traffic and particularly forklifts crossing the entry drive. The increased emphasis on site wide pedestrian access and safety coupled with centralization of ample parking, while providing for protected drop off facilities for the wet slips, will further simplify property operations, while providing easy access for all patrons and customers to all portions of the property. Moreover by providing covered easily accessible parking patrons will not return to extremely hot vehicles during the summer months when most local boating activity takes place. In short, the VKLLC plan will provide a complete organized and rational campus, including coordination with the Rusty Pelican, for the public and property customers and patrons to enjoy, which simply does not exist today. (b) Use of Site During Construction and Redevelopment VKLLC will initiate permitting applications in various stages so as to preserve as much of the revenue -generating business on -site as possible. VKLLC's plan during permitting would be to take over the complete facility at Rickenbacker as well as the City dry stack immediately after selection. To maximize efficiencies and create a more uniform customer experience, VKLLC will operate all facilities during the permitting and zoning process. Some key components for creating a better experience for the customers would be to quickly align the outside dry racks so they all launch from the northern launch site currently utilized solely by the City. Eliminating the need for forklifts to cross the entrance road will allow patrons of the marina and Rusty Pelican to move more freely and help to raise the facility's standards to that of a high -end experience. It will also facilitate preparations for ultimate construction. The wet slips will be maintained in operation during the permitting process to ensure that the rent to the City is maximized from the very beginning of the Lease. The VKLLC Team will make the facility more attractive to its customers by cleaning the docks, removing clutter, and upgrading the customer service level of the piers. Improvements will include, where possible, upgrading the power pedestals as well as hangars for the hoses and power cords to clean and organize the piers. HARBOUR & MARINE CENTER As permitting and zoning hurdles are navigated, we will move each Project phase forward. As each phase is designed, progresses, and is later fully absorbed, we will immediately move to the next phase to expedite the completion of a new unified campus. VKLLC's principals and affiliates have completed many large-scale projects while keeping the existing operations open for business and phasing in new components of the projects. Logistics of parking and outside dry stack realignment will be continuously adjusted during each phase. Based upon its past experience with many properties VKLLC is uniquely qualified to handle a project of this magnitude with so many components and changing phases. The VKLLC Project Team has a premier team to handle every aspect of the development and have a proven track record of success of repositioning and redeveloping both public and private marina properties. (c) Operations and Business Plan VKLLC will continuously review the operating and development plan of the Project in response to comments from the City and market conditions. VKLLC will immediately begin to upgrade the facility and begin marketing efforts to rebrand and improve the image the Property. VKLLC Project Team will initially continue to opera existing facilities, but upgrade the operation to operate in first-class manner. Operations will be maintained in a manner that will lessen impact on the consumer experience, so as to minimize the negative effects of the change of management, while continuously providing upgrades to services and the facilities. Fueling will remain open throughout the entire construction process. i. Management and Staffing VKLLC and its principals have repeated success in implementing operating plans and transitioning the management of marine facilities. VKLLC and its marina management company will appoint a general manager who will be placed at the Property and oversee the Project along with a separate construction manager once construction begins. This general manager will hire all necessary staff to maintain a smooth transition and uninterrupted operation of the dry stack and marinas. Also, VKLLC will have a restaurant management team in place to oversee the transition of the existing restaurant. VKLLC and its principals have owned and managed several very successful restaurants in the City as well as Miami Beach. The VKLLC has a team that can immediately step into Whiskey Joe's to rebrand and operate the facility. VKLLC's restaurant managemer' ability differentiates itself from the rest because of their high. successful experiences. Taking over WhiskeyJoe's immediately so as to not significantly diminish its revenue -generating capacity will be a huge benefit to the City and our new customers. Virginia Key Marina 1 RFP No. 16-17-011 Page 59 VIRGINIA KEY OPERATING PLAN VKLLC has extensive experience in operating and enhancing the retail experience at marine facilities. The Plans provide for maintaining existing services and will add more shops, office, and retail to add address the needs of all segments of the boating community and to improve the overall experience of customers and visitors to the site. VKLLC expects to and will be ready to take over management and operations as soon as it is selected. Upon selection, starting a few months before a full take-over, VKLLC would conduct an environmental study as well as a complete review of documentation necessary to operate the facility. VKLLC will also survey the machinery, equipment, and docks to assess what is needed for the operations to continue and be improved. An overview of VKLLC's management operating plan is as follows, with the understanding that since all marine properties vary in size and scope of needs, some of the below -listed positions may not be required or more than one of the responsibilities may be combined under a single employee's duties: • A Manager will be responsible for all operations at his/her property (Weekends; requires 40 hour weeks) • A Maintenance Supervisor will oversee/repair all physical aspects of property facilities that fall within the skill set of the employee(s) of that department. If the work required is beyond skill level and within predetermined levels, Supervisor will arrange for and coordinate the repair/ replacement of facility components as required. In all cases the work will be coordinated with the manger (5 days/week). • Along with the Manager a Leasing/Accounting Supervisor will oversee the entire leasing, occupancy, and collections relating to the property operation including the dry storage launch and the fuel sales (5 days/week). • A dry storage Ramp Launch Supervisor will oversee all aspects of dry storage and ramp launch facility from registration validation to vessel condition on launch and retrieval (7 days/week). • A Dock Master Supervisor will oversee all aspects of the wet slip marina operations form vessel arrivals and registrations to final clean up at the end of each day (7 days/week). • A Fueling Supervisor will oversee all aspects of fueling operation from environmental compliance to on -site inventory control to payment by customer and fueling of vessels (Fuel Dock hours). • An Operations Supervisor will oversee and perform all necessary functions in order to maintain, protect and assist the property patrons, the facility, and the non -boaters using the facility to ensure a clean, safe wholesome environment for all (7 days/week - 2 shifts). HARBOUR MARINE CENTER ii. Green Initiatives To Be Implemented The following green initiatives will be instituted upon VKLLC's assumption of management responsibilities: • Initial installation of solar powered and low wattage light sources to address the harbor's access and security needs. • Installation of solar powered, wireless security cameras at every pier and harbor entrance. • Electric car charging station installation in the parking lots. • Trash dumpsters will be replaced with trash compactors. • Initially we will add mobile pump out facilities that can service vessels in their slips leading up to the installation of in -slip sanitary pump out systems at every in water slip for customer convenience and environmental protection. • Trash will be recycled by material type. • Security guards will ride/patrol their respective properties on foot, bicycle, or golf cart as appropriate to the location on the property. iii. Staff Training In order to prepare for operations, VKLLC will institute rigorous training objectives to ensure that staff is well prepared to provide the highest and best quality of service to all customers and visitors. Staff training will be implemented and consist of the following: • All employees will sign an affidavit certifying they have read and understand all aspects covered in the Employee Manual. • The Onsite Manager or Shift Supervisor will instruct and train each employee pursuant to a "Dockhand Training Checklist" which will become a permanent part of their file and will be regularly reviewed for completeness. • The Manager will coordinate with the Coast Guard and City marine patrol all marina procedures, operations, and conditions relative to the facility's security readiness and post in a conspicuous location the current "Mar Sec" readiness rating. • The Manager and the Shift Supervisors will meet with the local police and fire department officials, so that both entities and operations personnel understand what is expected of the other and the procedures to follow in the case of an emergency or fire. • All fuel dock personnel will receive personal and video training on environmental protection protocols relative to fuel spill control from the "Designated First Responder" and the insurance carrier that provides insurance for environmental issues. • The International Marina Institute publishes a Marina Operators Training guide which provides the essentials (by subject matter) necessary for the operation of a proper, first Virginia Key Marina 1 RFP No. 16-17-011 Page 60 VIRGINIA KEY OPERATING PLAN class marina operation. This guide details by category, the subject matter covered during the onsite training of a new staff member as well as the refresher training of existing staffers and will be used by VKLLC. iv. Customer Service The following customer service guidelines will be followed in the operations of the Project: • Every new vessel that arrives at the marina will receive a "Welcome" package which is intended to assist and familiarize the new arrival with the surrounding area. • Customer satisfaction referral cards will be provided to each vessel. The owner will be requested to complete and rate the vessel's experience during its stay at the facility. These cards will be preaddressed, so that this rating process can occur any time during or after the vessel's stay. • Emails will be sent regularly to our customer base, so that every customer is apprised of upcoming marina events and activities as well as those waterfront events occurring in Greater Miami. • Good communication coupled with customer respect and first-class service is the best formula that ensures customer satisfaction and reinforces any business relationship. When possible, office personnel will regularly review and receive training through hospitality training CDs. This training will be further reinforced by offering, receiving, and responding to customers' suggestions or comments made through comment cards, emails and/or by telephone (all summarized and logged in at the main office of each facility); all of which will be reviewed, commented on by each harbor master, and forwarded to the Manager's office. Management oversight and direction will be performed by the existing VKLLC staff which will be expanded to include additional staff as required for Virginia Key Harbour & Marine Center. Therefore, existing skilled supervisors will be used to enhance normal operating staff levels, as needed. (d) Job Creation Through extensive studies of jobs created as a result of marina and mixed use developments Based on our experience, and through studies based upon independent economic analysis from consultants including Dr. Michael Evans, PHD from Boca Raton, FL who is an expert in job and economic forecasting of mixed use projects including marinas similar to what we are proposing at the Virginia Key Harbour & Marine Center, VKLLC expects the Project would result in the creation of the following jobs throughout the life of the Project: HARBOUR MARINE CENTER MARINA RESTAURANT TOTAL JOBS CONSTRUCTION 460 123 483 DIRECT 134 232 366 INDIRECT 158 173 331 TOTAL JOBS 752 528 1,280 (e) Consistency with Virginia Key Master Plan Principles Section 7 above provides a detailed review and analysis of the Project plan compliance with the Virginia Key Master plan, but from a Business and Operational plan standpoint the most important aspects are that the facilities including the Dry Storage facility, the wet slips, the restaurants, parking and ancillary retail facilities are all in keeping with the size and scale and even location envisioned in the VKMP. Virginia Key Marina RFP No. 16-17-011 Page 61 .• 'ON . 21 I OU!OW OMb.1! 9CD maa Enm MAW gym.. VIRGINIA KEY 80' Channel: 2-way traffic + docking moo ... . x7lb em011o arsip �. WM. ems.. .sue. .zar MEOW maw u•1111. MUM RI. MUM *IMP AM, 11.10 sr. ar 1.411. 41. :7,/A,1 Staging docks e Fueling point A, .10 Public boat V4VA • ramp / A 8.b. Aesthetics & Functionality I Boat circulation and fueling I ©Arquitectonica International HARBOUR MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 1 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. ILO-Li-9i '0N dJN I Duuoyl /8)1 D!U!6J1A Pedestrian paths Bay walk and primary routes (Min. 14' wide) VIRGINIA KEY Bicycle lanes Shared -use path III Bicycle parking 8.b. Aesthetics & Functionality I Non -motorized Circulation Plan I ©Arquitectonica International HARBOUR & MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 51 0 v Z 0 P 0 (0 0 I P A MOD aC r MOO wozeu f 110 ia» To Rusty Pelican Automobile circulation Drop-off Emergency vehicles only Service VIRGINIA KEY HARBOUR MARINE CENTER These Mans are conceptual plans. As such Covered drop off for dining and boat valet Parking in building is at grade or has ramp access to docks Zrrrrrnrrr Center aisles ramp up to LV 2 Parking I e4 8.b. Aesthetics & Functionality I Automobile Circulation Plan I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. Ll 9t '°N did oupow —o 0 U Channel for boat show is outside the marina channel. The entrance to channel would need to be adjusted upon completion of Phase 3B. Tent Location VIRGINIA KEY HARBOUR MARINE CENTER 4110000•*000s, t Small tents hosted along the Baywalk/ Promenade ��% i,.� 4 -410011111 8.b. Boat Show compatibility I ©Arquitectonica International «.- ife#4 v#07#7,-, Main Tents are unimpeded, based on aerial photos City of Miami Department of Real Estate & Asset Management Request for Proposals IRFPI No. 16-17-011 Ihe-,e plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. /JAI, .. •440 at� ;vd 0 0 0 0 20 CD 0 0 CO co 0, AREA LIGHTING: Fixtures that employ a combination of direct and indirect light will provide safe lighting levels while minimizing glare. Translucent & glass portions of the building will allow ambient lighting BAYWALK: The goal will be to shine light on the path and not into the eyes of Baywalk users while meeting all rec,uirements. LED fixtures wits low mounting heights will allow pedestrians to feel safe without ruining views. VIRGINIA KEY HARBOUR 8e MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 1 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 1N0'Ll'9L 'oN ddb ouuoyv XaN oiu 01.4.0 r .r • VIRGINIA KEY HARBOUR & MARINE CENTER 1 dem imem immo •z •i�fl •110:T • 1h� /// • r rrrrrir •YIFt • 4 Ewa .P 1. 4 Main entrance Entrance . Map Information Nor • 8.b. Aesthetics & Functionality I Sign locations and materials I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 1 These are conceptual plans. As such they are subject to change as additional in, . tion is performed and as final design and permitting occurs. Not all feature 'vn on the plans will be incorporated into 1, . .anal plans. 1.1.0-L1-91 'oN dJb I ouIOW Xa)1 oiui6J!t Conventional vertical boat lift brings boats to water. All boat movements are completely seperate from pedestrians VIRGINIA KEY Overhead boat transfer Continuous Elevated unobstructed promenade bay walk Aero-Dock automated boat transporter inside a closed system 8. b. Safety I Pedestrian and Boat separation I ©Arquitectonica International HARBOUR & MARINE CENTER City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. LLO-L1-91. .oN dd21 ouuow /aN op -o North Surface Parking 36 Spaces K NMI AMINO 162 wet slips Proposed Facilities Existing Commercial 6,000 sqft commercial marking Calculation Required H.C. Parking Spaces Commercial Restaurant Civil Support Rusty Pelican 30,000 sqft 13,000 sqft 912 boats Formula (4/1000) (8/1000) (1/5) per lease 13,000 sqft Restaurants r w v Boat Shelter .4 Ground Level: 24,000 sqft commercial LV 01: 298 Parking LV 02: 271 Parking � LV 2-5: 750 boats 120.0 104.0 182.4 220 Total Required: 627 { 6 7 Loading Bicycle Bays Parking 2.0 6.0 1.0 5.2 0.0 9.1 23 3.0 21 Proposed Facilities South surface 22 Parking ParlOya2vlide, .. , Provided H.C. Loading Bicycle Parking Spaces Bays Parking North Surface Lot 36 4 0 14 Shelter LV 2 275 6 0 0 Shelter LV 1 297 11 3 14 South Surface Lot 22 2 1 4 Total Provided: 630 23 4 32 VIRGINIA KEY HARBOUR MARINE CENTER These City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 1 plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. pow XaN oiui6np 1L0 L1 9l '°N dd21 1 1. Boats arrive to 1 of 6 slips. 2. Automated systems center and lift boats to ground level for passengers to disembark. 3. A boat tug mounted on rails lifts the boat and transports it inside. VIRGINIA KEY HARBOUR & MARINE CENTER 4. Boats pass through a wash on the way into the building. 5. Tug moves the boat onto the transporter -elevator which simultaneously moves the boat laterally and vertically. 6. Tug deposits the boat in ifs slip and returns to the transporter -elevator. 7. Boats are shuffled to access those that are stowed behind other boats. • Boats up to 65 ft. and 175,000 pounds (or more) can be stored on any level • Boats can be stored 3 to 5 deep if required • Total Security • High throughput of boats • Reduced Insurance Premiums for building and boat owners • Quiet and green electrical operation • Redundant motors/drives assures 99.9% operation and simple maintenance • Automation equipment designed and backed by Rockwell Automation (a $6.7 Billion/year 101 year old Company) • Hurricane rated building • Higher service level for customers 8.b. Functionality I Aero-Dock boat storage system I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-01 1 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 91. '°N dd2J 1 ouuow Xa>i oiu16J!/ 0 ca N Wind Rose: March 6 Lanes typical • 12.5-13.5m width (41' - 44'-3") with buoys • 15 m (49'-3") wide without bouys • 298'-7" wide bouyed course VIRGINIA KEY HARBOUR & MARINE CENTER 1200' to island June 1150' to Channel September December 8.b. Regatta Compatibility I Scale 1:1200 ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans are conceptual plans. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. 91. 'oN ddd 1 ouuOW I(a)1 of CO RICKENBACKER CAUSEWAY Swale design eases potential road realignment while keeping the shared - use path intact. -.b.. IIIIIvIlllYu.li;,.; .• . Bridge access aligns '+with entry drive Plan Z Compatibility • Main Path is on the west side of the causeway away from our site. • Interference should be minimal (road alignment cannot change significantly due to proximity to bridge) • IF Plan Z requires the causeway to move east, our proposal will accomodate it: - Increased berm height allows for increased storm water storage capacity in a narrower swale - Shared use path is realigned away from causeway so expansion will not interfere with pedestrian access VIRGINIA KEY HARBOUR & MARINE CENTER 2095 KING TIDE EL ,5'-' NGVD 2095 HIGH TIDE NGVD $ EL •0%0" NGVD 8.b. Plan Z Compatibility I ©Arquitectonica International City of Miami Department of Real Estate & Asset Management Request for Proposals (RFP) No. 16-17-011 These plans are conceptual pions. As such they are subject to change as additional investigation is performed and as final design and permitting occurs. Not all features shown on the plans will be incorporated into the final plans. VIRGINIA KEY HARBOUR MARINE CENTER VIRGINIA KEY HARBOUR ' MARINE CENTER 9. MARKET AND ECONOMIC FEASIBILITY tow- t� CLASS II ONLY N CLASS III, IV, & `V - -. - FLORIDA (CLASS II - `a^. Miami -Dade County Pleasure Vessel Registration Source. FDHSMV, 213716 92,133 86,5k1 .. 83.710 _ . f- • - . 8,158 80,270 _ , 7-6,662 _ 4• 7,785 6,781 2001 7,D& 2002 2003 1,60 2004 2005 1C oo° — II I — 70M00 m 4 6 — 6i),000 Y. .E TN onn 40,000 ; — �fl,(IL1U 2 (a) Market Analysis According to a Marine Industry Economic Impact Study provided for the Marine Industries Association of South Florida (MIASF), the marine industry in South Florida generated approximately 74 percent of Florida's total marine industry economic impact. As shown in the above graph that was depicted in the VKMP, vessel registrations in the County have been on a steady rise (VKMP at page 49). The Miami -Dade County Board of Commissioners has stated that despite its extensive coastline and the fact that it is a mecca for boating, Miami -Dade County is lacking sufficient public marina facilities and as such, voted to direct the County Mayor's office to prepare a written report concerning boat storage capacity, marina facilities' wait lists, a long-term plan for addressing existing marina shortage issues, and suitable properties for marina developments in the County. The Master Plan's market analysis, County officials, and VKLLC recognize that there is significant pent up market demand for boat storage in both wet and dry marina facilities. VKLLC has the experience and financial capability to capture that market and deliver substantial financial returns above those the City is currently receiving from the Property. The attached Marina Market Analysis prepared by Moffat & Nichol provides a complete market analysis that demonstrates the existence ofa strong market for the marinas, restaurants, retail, and other uses that VKLLC is proposing. (b) Marketing Plan As stated in the market analysis that was included in the VKMP, support of the regional and visitor population will be needed to sustain retail and restaurant uses on Virginia Key (VKMP at page 47). The presence of an existing market for the kinds of services that VKLLC will offer is well defined in the attached Marina Market Analysis. Thus, VKLLC will execute a strategic marketing plan and use its network of marine professionals that spans the entire Eastern Virginia Key Marina 1 RFP No. 16-17-011 Poge 73 VIRGINIA KEY MARKET AND ECONOMIC FEASIBILITY seaboard from Boston to Key West to advertise and promote Virginia Key Harbour & Marine Center. Given the substantial and affluent audience base of the local, regional, and visitor population to draw upon, a new modern waterfront facility and campus would instantly have a draw that no other location would have. We will pursue a creative marketing campaign with a comprehensive launch plan announcing the beginning of a new era in the history of Virginia Key. The perception in the market will be one of modernity and quality yet maintain the Marina village concept of the plans. The marketing plan will be continually adapted to the evolving business plan and continue to be conformed to the realities of the Project, its development, and market conditions. The marketing plan will include marketing and advertising in publications and online for the marinas, dry stack, marine services, and products. Active boaters engage in internet research to find relevant boating and marina information and make purchasing decisions. With marketing consultants Dockwa VKLLC and its extensive network of marinas throughout south Florida and the entire eastern seaboard will create a website and a social media presence and even an application for smart phones that will permit online bookings for slip reservations and enhance e-marketing and the Project's visibility to current and potential customers. The Project's entire web presence will be focused on reaching target markets efficiently and establishing deep engagement levels. VKLLC will use search engine optimization to drive online traffic from search results on search engines to the Project's website. Dockwa is the number one resource for boaters to find information regarding slips, services, and marine products. It reaches over 12 million people per year, including sophisticated boaters who plan, cruise, and explore the world. With Marinas.com, VKLLC will position and brand Virginia Key Harbour & Marine Center as a market leader in the marine industry. VKLLC will use its existing relationships to advertise in national publications, such as Waterway Guide. Existing relationships with and participation in marine associations will also be leveraged by VKLLC to market and advertise Virginia Key Harbour & Marine Center and its services. Through its online presence and relationships with marine associations and publications, VKLLC will maintain constant communication with targeted audiences to share information about events, social activities, promotions, the status of the Project's development, and slip availability. Communication efforts and public information will be based on the careful analysis of potential audiences and the development of printed and electronic marketing materials that match the needs of those audiences. HARBOUR & MARINE CENTER With partner Corporate Realty Advisors ("CRA"), a leader in restaurant real estate, VKLLC will implement an effective market development strategy to place premium restaurant brands in the location, make the proposed restaurants among the top -producing restaurant venues in South Florida, and drive restaurant sales. Marketing and advertising efforts will also be dedicated to hosting events and facilitating community engagement. As it has done in the past, VKLLC will host fishing tournaments, sailing regattas, and recreational activities design to reach all segments of the boating community. This multipronged approach to marketing will ensure that the Project has the visibility to succeed and attract positive attention and a strong customer base. VKLLC has already implemented some of its proposed marketing strategy resulting in signed letters of interest for the proposed retail and restaurant uses of the Project as reflected in the letters of interest from Marine Max, Contender Boats, Miami Beach DeliMarket, Denison Yachting, Tarpoon Lagoon Dive Center, Sector 7 Ships store attached as Schedule B tr. Appendix 3 attached below. (c) Economic Feasibility i. Projected Development Schedule The projected development schedule is discussed in detail in Section 7 above but for convenience we have included the schedule graphic here again. ii. Revenue and Operating Expense Analysis Based Upon Development Schedule Based upon it extensive real world experience with marina operations here in South Florida and the state, with more than 17 marinas owned and or operated around the state and 12 in Miami -Dade and Broward alone, and currently 47 marinas throughout the eastern seaboard and the Midwest, VKLLC has undertaken a detailed analysis of the projected revenue generation broken down by each revenue source for each phase of the Project for each year for the first 15 years of the lease as required by the RFP. This analysis is presented in the attached chart entitled Financial Analysis --Phased Revenue Creation. VKLLC has also provided a chart of the cost break down of projected Stabilized Operating Expenses along with a Phased Capital outlay schedule for the entire Project. Based upon its vast experier owning, developing, financing and operating its collective marina portfolio„ which is the largest such portfolio in the Country, it has combined that information into a detailed projection of Phased Net Virginia Key Marina I RFP No. 16-17-011 Page 74 VIRGINIA KEY HARBOUR & MARINE CENTER MARKET AND ECONOMIC FEASIBILITY Operating Income projected for each year for the first 15 years of the lease. Finally, VKLLC has presented a projection of the expected rent and the city share of the real estate taxes over the course of the entire 75 year lease. All of these analyses and carts are attached. Highlights of the analyses are: • Total capital expenditure of $80 Million broken down by phase as $36.7 Million --phase 1; $18.55 Million-- phase 2; $24.75 Million-- phase 3. • Total rent paid to the City in years 1-15 $60,479,022 --with net present value based upon the RFP formula of $41, 850, 704. • An additional $5,962,971 in real estate taxes paid to the City in years 1-15 for a total direct cash value of $66,434,993 in just those 15 years. • Total rent paid to the City over the life of the lease of $909, 391, 990 plus real estate taxes of $88,340,602 for a total projected direct cash benefit of $999, 732,593-- $1 Billion. Virginia Key Marina RFP No. 16-17-011 Page 75 MARKET AND ECONOMIC FEASIBILITY VIRGINIA KEY HARBOUR & MARINE CENTER FINANCIAL ANALYSIS - PHASED REVENUE CREATION STABILIZED OPERATIONS WET SLIPS NUMBER ISIZE (FEET) I $/FT./M0. PER SLIP MONTH ANNUAL EXISTING WET SLIPS PHASED OUT A5 NEW WET SLIPS ARE CONSTRUCTED MARINA -WET 28 40 $ 36 $ 1,940 $ 40,320 5 483,840 MARINA -WET 66 60 $ 38 $ 2,280 5 150,460 $ 1,805.760 MARINA -WET 28 75 $ 42 $ 3,150 $ 88,200 5 1.058.400 MARINA -LIFTS 40 40 $ 44 $ 1,760 5 70,400 5 844,800 MARINA TOTAL (2) 162 $ 349,400 $ 4,192,800 DRY RACK E KISTING DRY RACKS PHASED OUT AS NEW FACILITIES ARE CONSTRUCTED BUILDING PH 1 W/DOCKMSTR 282 35 5 41 $ 1,43S 5 004,670 5 4,856,040 BUILDING PH 2 180 35 5 42 5 1,470 5 264,600 5 3,175,200 BUILDING PHASE 3 288 35 5 43 $ 1,505 $ 433,440 $ 5,201,2E10 DRY RACK TOTAL (2) 750 $ 1,102,710 $ 13,232,520 FUELING DRY RACK FUEL - GAS $4.00/GAL.@70,000.GAL/MO $ 280,000 $ 3,360,000 EXISTING FUEL DOCK - GAS 60S1 $2.80/GAL.8430,000.GAL/M0 $ 84,000 S 1,008,008 COMMERCIAL EXISTING BUILDINGS 8,0M5QFT.AT 548.00/FT, TRIPLE NET 5 32,000 $ 384,000 COMMERCIAL TENANTS- PHASE 12,00050.FT.AT 548.00/FT. TRIPLE NET $ 48,000 $ 576,000 COMMERCIAL TENANTS- PHASE2 5,00050.FT.AT 548.00/FT, TRIPLE NET g 20,000 $ 240,000 COMMERCIAL TENANTS- PHASE 3 3,0005Q.FT.AT $47.00/FT. TRIPLE NET $ 54,000 $ 648,000 COMMERCIAL TOTAL (2) $ 1.848,000 RESTAURANTS RESTAUBANT.CASU AL 7%TRIPLE NET-$7.0 M GROSS $ 40,833 $ 490,000 RESTAURANT, ABLE CLOT H 7% TRIPLE NET •$5.0 M GROSS $ 29,167 $ 350,000 RESTAURANT TOTAL VIRGINIA KEY HARBOUR MARINE CENTER 2018 I 2019 I 2020 I 2021 I 2022 I 2023 2024 I 2025 I 2026 2027 I 2028 I 2029 I 2030 I 2031 I 2032 $ 1,508,000 $ $ 400,000 $ 5 290.304 5 1.083.456 $ 635.040 5 398,684 5 1.437.946 5 872,122 $ 468.459 5 1,748,337 $ 1,024,743 $ 982,508 $ 1,800,787 5 1,055,485 $ 496,983 5 1,854,811 5 1,087,150 $ 511,892 5 1.910A55 $ 1.119,764 5 527,249 $ 1,967,769 5 1,153.357 $ 543,066 $ 2,026,802 $ 1,187,958 5• $ 5 559,358 $ 2,087,606 5 1.223.597 $ 576,139 S 2,150,234 $ 1,260,304 $ 593,923 $ 2,214,741 $ 1,298,114 • 5 $ 611,226 $ 2,281,183 $ 1,337,057 $ 629,563 $ 2,349,619 5 1,377.169 5 648,450 $ 2.920.107 $ 1,418,484 5 352.000 $ 2,300,000 5 768,768 $ 2,777,568 5 834,662 $ 3,593,414 $ 868.049 $ 4,109,582 $ 902.771 $ 4,241,550 $ 938,882 $ 4,377,825 976,437 $ 4,518,548 5 1,015,494 $ 4,663,869 $ 1,056,114 $ 4,813,940 $ 1,098,359 $ 4,968,919 S 1,142,293 $ 5,128,971 5 1.187.585 $ 5,294,263 $ 1,235,504 $ 5,464,970 $ 1,284,924 $ 5,641,275 $ 1,336,321 $ 5,823,362 $ 3,900,000 $ 800,00D $ 500,002 $ 2,913,624 $ 4,800,000 5 4,944,000 $ 5,092.320 $ 5,245,090 $ 5,402,442 $ 5,564,516 $ 5,731,451 5 5,903,395 $ 6,080,496 $ 6,262,911 $ 6,450,799 $ 6,644,323 $ 6.843.652 5 1.537,600 5 3,000,000 $ 3,090,000 $ 3,182,700 $ 3,278,181 5 3,376,526 5 3,477.822 $ 3,582.157 5 3,689,622 $ 8800,310 $ 3,914,320 $ 4,031,749 $ 4,152,702 5 3,120,768 5 5,100,000 5 5.253.000 5 5,410,590 $ 5,572,908 5 5,740,095 S 5,912,298 5 6,069,667 5 6,272,357 5 6.460.527 5 6,654343 5 6,853,974 $ 3,400,000 $ 3,713,624 $ 6,887,600 $ 11,064,768 $ 11,396.711 $ 13,680,790 $ 14,091,213 $ 14,513,950 $ 14,949,366 $ 15,397,849 $ 15,859,785 $ 16,335,578 $ 16,826,646 $ 17,330,415 $ 17.850,327 5 1,300,000 $ 1,500.000 $ 900,000 5 2,688,000 $ 1,008,000 $ 3,024,000 S 1,006,000 5 3,160,000 1 $ 3,360.000 $ 1,008,000 $ 1,008,000 $ 3,360,000 $ 1,008,000 $ 3,360,000 S 1.006,000 $ 3,360,000 $ 1,008,000 $ 3,360,000 1 $ 1,360,1/00 $ 1,008,000 $ 1.008,000 5 3,360.000 $ 1,008.000 $ 3.360,000 1 $ 3,360,000 3 1,006,000 $ 1,008,000 $ 3,360,000 $ 1,008,000 $ 300,000 $ 309,600 288.000 5 319,270 $ 576,000 5 327,818 $ 593.280 5 430,000 15 442,900 1 $ 456,187 I $ 469,873 $ 483,969 5 498,498 5 513,442 1 $ 528,8461 $ 544,711 S 561,052 $ 577,834 5 611,078 0 629,411 5 646,293 667,742 5 687,774 $ 708,407 $ 729,660 $ 751,549 5 774,096 5 797,319 $ 821,238 $ 120,000 $ 240,000 247,200 $ 254,616 $ 262,254 5 270,122 5 278,226 5 286,573 $ 295,170 $ 304,025 $ 313,146 S 322,540 $ 332,216 5 324.000 $ 533.200 $ 600,696 S 618717 $ 637,278 656,397 $ 676,089 $ 696.371 5 717.262 $ 738.780 S 760,944 5 763.772 $ 300,000 $ 597,000 $ 1,014,270 $ 1,485,098 $ 1,871,478 $ 1,927,623 $ 1,985,451 $ 2,045,015 $ 2,306,366 $ 2,169,556 $ 2,234,643 $ 2,301.682 $ 2,370,733 $ 2,441,855 $ 2,515,110 $ 280,000 $ 350,000 $ 420,000 $ 432,600 $ 445.576 $ 458,945 5 972,714 $ 486,B9S 501,502 $ 516,547 $ 532,043 $ 548.005 S 564445 5 581,372 $ 200,000 275,000 $ 350,000 $ 360,500 5 371,315 $ 382A54 5 393,928 5 405.746 S 417.918 $ 430,456 $ 443,370 $ 450,671 5 470,371 5 484,482 $ 480,000 $ 625,000 $ 770,000 $ 793,100 $ 816,693 $ 841A00 $ 566,642 6 892,641 $ 919,420 $ 947,003 $ 975,413 $ 1,004,675 $ 1,034,816 $ 1,065,860 TOTAL REVENUES PHASED IN BY YEAR OF DEVELOPED OPERATIONS AS PERMITTED AND BUILT $ 7,300,0001 $ 9,968,192 $ 15,816,284 $ 21,461,449 $ 22,670,840 $ 25,171,130 $ 25,804,613 $ 26.457,476 I $ 27,130,315 $ 27,823,745 1 $ 28,538,401 $ 29,274,936 $ 30,039,024 $ 30,1316,360 $ 31,622,660 CITY OF MIAMI PORTION OF REAL ESTATE TAXES PHASED IN BASED ON SITE REDEVELOPEMENT PROGRESS •••'CONSUMERS PRIC INDEX NOTE •**• PURSUANT TO THE "HISTORICAL CONSUMER PRICE INDEX DATA" PUBLISHED MAY 12, 2017. SHOWS THAT THE 2016 PURCHASING POWER OBTAINABLE FROM $240.01 WAS EQUILIVENT TO THE PURCHASING POWER OF $82.40 IN 1980. THEREFORE, THAT 1930 DOLLAR HAD TO GROW AT AN ANNUAL COM. POUNDED RATE OF 3.01%IN ORDER TO PURCHASE THE SAME AMOUNT IN 2016. YEAR TOTAL R.E. TAXES/YR. (1) MIAMI'5 PORTION 48 38% 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 $ 200,000 $ S00,000 $ 860,000 $ 1,000,000 $ 1,030,000 $ 1,060,900 $ 1,092,727 $ 1.125,509 $ 1,159,274 $ 1,190,052 $ 1,229,874 $ 1,266,770 $ 1,304,773 $ 1,343,916 $ 1,384,234 76,000 5 190,000 $ 31/4,000 380,000 $ 391,400 403,141 $ 415,236 $ 427,693 $ 440,524 $ 453,740 467,352 $ 481,373 $ 495,814 510,688 $ 526,005 TOTAL OF MIAMI'S PORTON 76,000 $ 266,000 $ 570,000 $ 950,000 $ 1,341,400 $ 1,744,542 $ 2,159,778 $ 2,557,472 $ 3,027,996 0 3,981,736 $ 3,949,088 $ 4,430,460 $ 4,926,274 $ 5,436,962 $ 5,962,971 CITY OF MIAMI RENT PHASED IN BASED ON SITE REDEVELOPEMENT PROGRESS •••• FOOTNOTES •••• NOTE: 1) TOTAL RE TAX AMOUNT INCLUDED IN GENERAL EXPENSES. 2) A VACANCY FACTOR OF 6.014 HAS BEEN INCORPORATED IN THE RENTAL REVNUES SCHEDULED ABOVE. YEAR PINED RENT- PHASED IN % RENT PHASED IN 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 $ 2,160,000 $ Z150,000 $ 2,214,500 $ 2,280,935 $ 2.349,363 $ 2,419,844 $ 2,492,939 $ 2,567,212 $ 2,649,229 $ 2,723,556 $ 2,805,262 $ 2,889,420 $ 2,976,103 $ 3.065,386 $ 3,157,347 $ 938,000 598,092 $ 998,977 $ 1,287,687 $ 1,360,250 5 1,510,266 $ 1,548,277 $ 1.587,449 $ 1.627,619 $ 1,669,425 $ 1,712,304 $ 1,756.996 $ 1,802,041 $ 1,848,982 $ ' 1,897,360 TOTAL RENT 1 1 $ 2,588,000 I $ 2,7413,0921 $ 3,163,477 I $ 3,568,6221 $ 3,709,613 I $ 3,930,112 I $ 4,040,7161 $ Virginia Kay Marino I RFP No. 16-17-01I Page 76 4,154,6611 $ 4,272,048 I $ 4,392,980 I $ 4,517,566 I $ 4,645,916 I $ 4,778,144 I $ 4,914,368 $ 5,054,707I VIRGINIA KEY HARBOUR MARINE CENTER MARKET AND ECONOMIC FEASIBILITY VIRGINIA KEY HARBOUR & MARINE CENTER FINANCIAL ANALYSIS - PHASED NET OPERATING INCOME REVENUES 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 NEW MARINA $ 2,300,000 $ 2,777,568 $ 3,593,414 $ 4,109,582 5 4,241,550 $ 4,377,825 $ 4,518,548 $ 4,663,869 $ 4,813,940 $ 4,968,919 $ 5,128,971 $ 5,294,263 5 5,464,970 5 5,641,275 $ 5,823,362 DRY RACK 5 3,400,000 $ 3,713,624 $ 6,887,600 $ 11,064,768 $ 11,396,711 $ 13,680,790 $ 14,091,213 5 14,513,950 $ 14,949,368 5 15,397,849 $ 15,859,785 $ 16,335,578 $ 16,825,646 $ 17,330,415 $ 17,850,327 TOTAL DOCKAGE 5 5,700,000 $ 6,491,192 $ 10,081,014 $ 15,174,350 $ 15,638,261 $ 18,058,614 $ 18,609,762 $ 19,177,819 $ 19,763,308 $ 20,366,769 $ 20,988,755 $ 21,629,841 $ 22,290,616 $ 22,971,689 $ 23,673,689 FUELING - DRY RACK $ - 5 1,500,000 $ 2,688,000 $ 3,024,000 $ 3,360,000 5 3,360,000 5 3,360,000 $ 3,360,000 $ 3,360,000 $ 3,360,000 $ 3,360,000 $ 3,360,000 $ 3,360,000 $ 3,360,000 $ 3,360,000 FUELING- MARINA $ 1,300,000 $ 900,000 $ 1,008,000 $ 1,008,000 $ 1,008,000 $ 1,008,000 $ 1,008,000 $ 1,008,000 5 1,008,000 $ 1,008,000 $ 1,008,000 $ 1,008,000 5 1,008,000 $ 1,008,000 $ 1,008,000 TOTAL FUEL $ 1,300,000 $ 2,400,000 $ 3,696,000 $ 4,032,000 $ 4,368,000 $ 4,368,000 $ 4,368,000 $ 4,368,000 $ 4,368,000 $ 4,368,000 $ 4,368,000 $ 4,368,000 $ 4,368,000 $ 4,368,000 $ 4,368,000 COMMERCIAL $ 300,000 5 597,000 5 1,014,270 5 1,485,098 $ 1,871,478 $ 1,927,623 5 1,985,451 5 2,045,015 5 2,106,365 $ 2,169,556 5 2,234,643 $ 2,301,682 5 2,370,733 5 2,441,855 $ 2,515,110 RESTAURANTS $ 5 480,000 5 625,000 S 770,000 $ 793,100 5 816,893 S 841,400 $ 866,642 5 892,641 5 919,420 5 947,003 5 975,413 5 1,004,675 $ 1,034,816 S 1,065,860 TOTAL UPLANDS RENTS $ 300,000 $ 1,077,000 $ 1,639,270 $ 2,255,098 $ 2,664,578 $ 2,744,516 $ 2,826,851 $ 2,911,657 $ 2,999,006 $ 3,088,977 $ 3,181,646 $ 3,277,095 $ 3,375,408 $ 3,476,670 $ 3,580,971 TOTAL REVENUES $ 7,300,000 $ 9,968,192 $ 15,816,284 $ 21,461,449 $ 22,670,840 $ 25,171,130 $ 25,804,613 $ 26,457,476 $ 27,130,315 $ 27,823,745 $ 28,538,401 $ 29,274,936 $ 30,034,024 $ 30,816,360 $ 31,622,660 OPERATING EXPENSES PROFESSIONAL, PERMITTING FEES $ 1,000,000 5 500,000 $ 500,000 $ 50,000 $ 52,500 5 55,125 $ 57,881 5 60,775 $ 63,814 $ 67,005 5 70,355 $ 73,873 $ 77,566 $ 81,445 5 85,517 GENERAL (.4.0%/YEAR) $ 1,500,000 $ 2,500,000 $ 3,000,000 $ 3,960,000 $ 4,118,400 $ 4,283,136 $ 4,454,461 $ 4,632,640 5 4,817,945 $ 5,010,663 5 5,211,090 $ 5,419,533 $ 5,636,315 $ 5,861,767 $ 6,096,238 PAYROLL,FICA, ETC. (+5.0%/NEA8) 5 800,000 $ 850,000 5 900,000 5 1,100,000 $ 1,155,000 $ 1,212,750 5 1,273,388 $ 1,337,057 $ 1,403,910 $ 1,474,105 $ 1,547,810 $ 1,625,201 $ 1,706,461 $ 1,791,784 $ 1,881,373 CREDIT CARD ( 2.5%OF FUE1-LDCKS) 5 175,000 $ 222,280 $ 354,425 5 480,159 5 500,157 $ 560,66S 5 574,444 $ 588,645 5 603,283 $ 618,369 $ 633,919 $ 649,946 $ 666,465 5 683,492 $ 701,042 MANAGENT AND LEASING 5 438,000 $ 598,092 5 948,977 S 1,287,687 5 1.360,250 5 1,510,268 5 1,548,277 $ 1,587,449 5 1,627,819 5 1,669,425 5 1,712,304 $ 1,756,496 5 1,802,041 5 1,848,982 $ 1,897,360 RESERVES FOR REPLACEMENT @ 2.5% 0 0 0 S 536,536 $ 566,771 5 629,278 5 645,115 $ 661,437 $ 678,258 5 695,594 5 713,460 $ 731,873 $ 750,851 $ 770,409 $ 790,566 TOTAL OPERATING EXP. 6/RENT $ 3,913,000 $ 4,670,371 $ 5,703,402 $ 7,414,382 $ 7,753,078 $ 8,251,222 $ 8,553,566 $ 8,868,003 $ 9,195,029 $ 9,535,161 $ 9,888,938 $ 10,256,923 $ 10,639,700 $ 11,037,879 $ 11,452,097 LESS: CITY RENT- FIXED 5 2,150,000 S 2,150,000 5 2,214,500 5 2,280,935 $ 2,349,363 5 2,419,844 5 2,492,439 $ 2,567,212 $ 2,644,229 $ 2,723,556 $ 2,805,262 $ 2,889,420 $ 2,976,103 $ 3,065,386 $ 3,157,347 LESS: CITY RENT - PERCENTAGE $ 438,000 5 598,092 $ 948,977 5 1,287,687 $ 1,360,250 5 1,510,268 $ 1,548,277 $ 1,587,449 5 1,627,819 $ 1,669,425 $ 1,712,304 $ 1,756,496 S 1,802,041 $ 1,848,982 5 1,897,360 TOTAL CITY RENT $ 2,588,000 $ 2,748,092 $ 3,163,477 $ 3,568,622 $ 3,709,613 $ 3,930,112 $ 4,040,716 $ 4,154,661 5 4,272,048 $ 4,392,980 $ 4,517,566 $ 4,645,916 $ 9,778,144 $ 9,919,368 $ 5,059,707 TOTAL OPERATING EXPENSES $ 6,501,000 $ 7,418,463 $ 8,866,879 $ 10,983,004 $ 11,462,691 $ 12,181,334 $ 12,594,282 $ 13,022,664 $ 13,467,076 $ 13,928,141 $ 14,406,505 $ 14,902,839 $ 15,417,844 $ 15,952,247 $ 16,506,804 NET PROFIT 8/DE8T SERVICE $ 799,000 $ 2,549,729 $ 6,949,405 $ 10,478,445 $ 11,208,149 $ 12,989,796 $ 13,210,330 $ 13,434,812 $ 13,663,238 $ 13,895,604 $ 14,131,897 $ 14,372,097 $ 14,616,180 $ 14,864,113 $ 15,115,856 DEBT SERVICE MORTGAGE P & I (INT. ONLY @8%, 0651-3) $ 2,400,000 $ 3,200,000 $ 4,000,000 $ 5,018,640 $ 5,018,640 $ 5,018,640 $ 5,018,640 $ 5,018,640 $ 5,018,640 $ 5,018,640 $ 5,018,640 $ 5,018,640 $ 5,018,640 $ 5,018,690 $ 5,018,640 PERMANENT = $50,000,000., 8% - 20 YRS. NET INCOME AFTER DEBT SERVICE $ (1,601,000) $ (650,271) $ 2,949,405 $ 5,459,805 $ 6,189,509 $ 7,971,156 $ 8,191,690 $ 8,416,172 $ 8,644,598 $ 8,876,964 $ 9,113,257 $ 9,353,457 $ 9,597,540 $ 9,845,473 $ 10,097,216 EQUITY INVESTMENT $ 10,000,000 $ 10,000,000 $ 10,000,000 $ - $ - $ - $ - $ - $ - 5 - $ - $ - $ - $ - $ - IRR STREAM OF EQUITY & CASH FLOWS $ (11,601,000) $ (10,650,271) $ (7,050,595) $ 5,459,805 $ 6,189,509 $ 7,971,156 $ 8,191,690 $ 8,416,172 $ 8,644,598 $ 8,876,964 $ 9,113,257 $ 9,353,457 $ 9,597,540 $ 9,845,473 $ 10,097,216 NOTE: 1.1 NET PRESENT VALUE OF TOTAL PROJECTED RENTS PAID TO CITY OF MIAMI DURING THE YEARS 1-15 OF LEASE = S41 850 704. 2.1 INTERNAL RATE OF RETURN GENERATED BY ABOVE OPERATIONS SCHEDULE. RENT PAYMENTS. DEBT SERVICE AND RESERVES = 18.70% Virginia Key Morino RFP No. 16-17-011 VIRGINIA KEY HARBOUR ,.,: MARINE CENTER MARKET AND ECONOMIC FEASIBILITY VIRGINIA KEY HARBOUR & MARINE CENTER STABILIZED OPERATING EXPENSES FISCAL YEAR 2021 OPERATING EXPENSES AMOUNT I EMPLOYEE PAYROLL PAYROLL $ 875,000 PAYROLL TAXES $ 75,000 WORKMANS COMP. $ 65,000 INS. AND BENEFITS $ 75,000 UNIFORMS $ 10,000 I EMPLOYEE TOTAL $ 1,100,000 GENERAL EXPENSES RUBBISH REMOVAL $ 120,000 SECURITY SERVICES $ 270,000 CABLE TV SERVICES $ 18,000 GUEST SERVICES $ - JANITORIAL SERVICES $ 48,000 LANDSCAPING $ 48,000 EXTERMINATING $ 3,000 TELEPHONE $ 24,000 UTILITIES -GAS $ - UTILITIES -ELECTRIC $ 600,000 UTILITIES-WATER/SEWER $ 80,000 POSTAGE $ 24,000 SUPPLIES -OFFICE $ 36,000 SUPPLIES -OPERATING $ 60,000 REPAIRS & MAINT. $ 240,000 EQUIPMENT RENTAL $ 24,000 ADVERTISING & PROMO. $ 99,000 TRAVEL & ENTERTAIN $ 18,000 TAXES & LICENSES $ 12,000 MISCELLANEOUS $ 36,000 REAL ESTATE TAXES $ 1,000,000 INSURANCE-LIAB & PROP. $ 1,200,000 GENERAL EXPENSES $ 3,960,000 Virginia Key Marina I RFP No. 16-17-011 Page 78 VIRCINIA KEV HARBOUR & MARINE CENTER MARKET AND ECONOMIC FEASIBILITY VIRGINIA KEY HARBOUR & MARINE CENTER FINANCIAL ANALYSIS - PHASED CAPITAL OUTLAY PROJECT COMPONENT PHASE 1 PHASE 2 PHASE 3 TOTAL CAPITAL CAPITAL CAPITAL CAPITAL PROFESSIONAL FEES $ 1,000,000 $ 500,000 $ 500,000 $ 2,000,000 WET SLIPS MARINA MARINA -WET $ 2,000,000 $ 7,000,000 $ 3,000,000 $ 12,000,000 MARINA -LIFTS $ 2,000,000 - - $ 2,000,000 MARINA TOTAL $ 14,000,000 DRY RACK BUILDING PH 1 W/DOCKMSTR $ 18,000,000 - - $ 18,000,000 BUILDING PHASE 2 - $ 9,500,000 $ - $ 9,500,000 BUILDING PHASE 3 - - $ 16,500,000 $ 16,500,000 STAGING DOCK - PH1 $ 1,000,000 - - $ 1,000,000 STAGING DOCK - PH2 - $ 250,000 $ 250,000 STAGING DOCK - PH3 - - $ 450,000 $ 450,000 DRY RACK TOTAL $ 45,700,000 DRY RACK FUEL- GAS $ 500,000 $ 50,000 $ 150,000 $ 700,000 EXISTING FUEL DOCK - GAS & DSL $ 250,000 - - $ 250,000 COMMERCIAL TENANTS - 1 $ 2,000,000 - - $ 2,000,000 COMMERCIAL TENANTS - 2 - $ 800,000 - $ 800,000 COMMERCIAL TENANTS - 3 - - $ 1,200,000 $ 1,200,000 $ 4,000,000 RESTAURANT -CASUAL $ 4,000,000 - - $ 4,000,000 RESTAURANT -TABLE CLOTH $ 1,000,000 - - $ 1,000,000 $ 5,000,000 PARKING - ENTRY SURFACE $ 1,750,000 - - $ 1,750,000 PARKING - DRY1 $ 2,000,000 - - $ 2,000,000 PARKING - DRY3 - - $ 1,800,000 $ 1,800,000 PARKING - EAST SURFACE - - $ 550,000 $ 550,000 $ 6,100,000 LANDSCAPING/SIGNAGE-WEST $ 650,000 - - $ 650,000 LANDSCAPING/SIGNAGE-WEST - $ 200,000 - $ 200,000 LANDSCAPING/SIGNAGE - EAST - - $ 300,000 $ 300,000 $ 1,150,000 CONTINGENCY $ 550,000 $ 250,000 $ 300,000 $ 1,100,000 TOTAL $ 36,700,000 $ 18,550,000 $ 24,750,000 $ 80,000,000 Virginia Key Marina I RFP No. 16-17-011 Page 79 VIROINIA KEY HARBOUR MARINE CENTER MARKET AND ECONOMIC FEASIBILITY VIRGINIA KEY CITY RENT RENT PAYMENTS TO CITY OF MIAMI DURING YEARS 1-15 NET PRESENT VALUE YEAR 1 2 3 4 5 RENT PAYMENT $ 2,588,000 $ 2,748,092 $ 3,163,477 $ 3,568,622 $ 3,709,613 DISCOUNT % @ 5.0% 1.0000 0.9524 0.907 0.8638 0.8227 PRESENT VALUE $ 2,150,000 $ 2,617,282 $ 2,869,274 $ 3,082,576 $ 3,051,899 YEAR 6 7 8 9 I 10 RENT PAYMENT $ 3,930,112 $ 4,040,716 $ 4,154,661 $ 4,272,048 $ 4,392,980 DISCOUNT % @ 5.0% 0.7835 0.7462 0.7107 0.6768 0.6446 PRESENT VALUE $ 3,079,243 $ 3,015,182 $ 2,952,718 $ 2,891,322 $ 2,831,715 YEAR 11 12 13 14 15 RENT PAYMENT $ 4,517,566 $ 4,645,916 $ 4,778,144 $ 4,914,368 $ 5,054,707 DISCOUNT % @ 5.0% 0.6139 0.5847 0.5568 0.5303 0.5051 PRESENT VALUE $ 2,773,334.03 $ 2,716,467 $ 2,660,471 $ 2,606,089 $ 2,553,133 TOTAL UNDISCOUNTED RENT TO CITY - YEARS 1- 15 = $60,479,022. TOTAL NPV@ 5.0% OF RENT TO CITY - YEARS 1-15 = $41,850,704. Virginia Key Marina I RFP No. 16-17-011 Page 80 VIRGINIA KEY MARKET AND ECONOMIC FEASIBILITY VIRGINIA KEY HARBOR AND MARINE CENTER GROSS RENT PAID TO CITY OF MIAMI - 75 YEAR LEASE FIXED RENT % RENT RENT PER YEAR 3.0% ANNUAL 3.0%ANNUAL TOTAL RENT PAID YRS. 1-15 $ 38,885,597 $ 21,593,425 RENT AMOUNT YEAR 15 $ 3,157,347 $ 1,897,360 YEAR 16 5 3,252,067 $ 1,954,281 $ 3,349,629 $ 2,012,909 5 3,450,118 $ 2,073,297 5 3,553,622 5 2,135,495 YEAR 20 5 3,660,231 $ 2,199,560 $ 3,770,037 $ 2,265,547 $ 3,883,139 $ 2,333,513 $ 3,999,633 $ 2,403,519 $ 4,119,622 $ 2,475,624 YEAR 25 $ 4,243,210 $ 2,549,893 5 4,370,507 $ 2,626,390 5 4,501,622 5 2,705,182 5 4,636,671 $ 2,786,337 $ 4,775,771 $ 2,869,927 YEAR 30 $ 4,919,044 $ 2,956,025 $ 5,066,615 $ 3,044,706 $ 5,218,614 $ 3,136,047 $ 5,375,172 $ 3,230,128 $ 5,536,427 $ 3,327,032 YEAR 35 $ 5,702,520 $ 3,426,843 $ 5,873,595 $ 3,529,649 $ 6,049,803 $ 3,635,538 5 6,231,297 $ 3,744,604 $ 6,418,236 5 3,856,942 YEAR 40 5 6,610,783 5 3,972,650 5 6,809,107 $ 4,091,830 5 7,013,380 $ 4,214,585 $ 7,223,782 $ 4,341,022 $ 7,440,495 S 4,471,253 YEAR 45 $ 7,663,710 $ 4,605,391 S 7,893,621 5 4,743,552 5 8,130,430 $ 4,885,859 $ 8,374,343 $ 5,032,435 5 8,625,573 5 5,183,408 YEAR 50 $ 8,884,340 $ 5,338,910 $ 9,150,870 $ 5,499,077 5 9,425,396 5 5,664,050 $ 9,708,158 $ 5,833,971 $ 9,999,403 5 6,008,990 YEAR 55 $ 10,299,385 $ 6,189,260 $ 10,608,367 $ 6,374,938 $ 10,926,618 $ 6,566,186 $ 11,254,416 $ 6,763,172 5 11592,049 $ 6,966,067 YEAR 60 $ 11,939,810 $ 7,175,049 $ 12,298,005 $ 7,390,300 S 12,666,945 $ 7,612,009 5 13,046,953 $ 7,840,369 5 13,438,362 5 8,075,581 YEAR 65 $ 13,841,513 $ 8,317,848 5 14,256,758 $ 8,567,383 $ 14,684,461 $ 8,824,405 $ 15,124,994 $ 9,089,137 5 15,578,744 5 9,361,811 YEAR 70 S 16,046,107 5 9,642,665 $ 16,527,490 $ 9,931,945 5 17,023,315 $ 10,229,904 $ 17,534,014 $ 10,536,801 5 18,060,034 $ 10,852,905 YEAR 75 5 18,601,835 $ 11,178,492 TOTALS FOR YEARS 16-75 $ 530,260,768 $ 318,652,201 $ 318,652,201 TOTALS FOR YEARS 1-15 $ 60,479,022 TOTAL RENT TO MIAMI (75 YRS.) I $ 909,391,991 I HARBOUR MARINE CENTER MIAMI'S SHARE OF RE TAXES R.E.TAXES CITY %= 38%, 3% INCR./YR. $ 5,962,971 $ 526,009 $ 541,789 $ 558,043 $ 574,784 $ 592,028 5 609,789 5 628,082 5 646,925 $ 666,332 $ 686,322 5 706,912 $ 728,119 $ 749,963 $ 772,462 $ 795,636 5 819,505 $ 844,090 $ 869,413 $ 895,495 $ 922,360 5 950,031 5 978,532 5 1,007,888 5 1,038,124 $ 1,069,268 5 1,101,346 S 1,134,386 $ 1,168,418 5 1,203,471 5 1,239,575 $ 1,276,762 $ 1,315,065 $ 1,354,517 $ 1,395,152 $ 1,437,007 $ 1,480,117 $ 1,524,520 $ 1,570,256 $ 1,617,364 $ 1,665,885 $ 1,715,861 $ 1,767,337 $ 1,820,357 $ 1,874,968 $ 1,931,217 $ 1,989,153 5 2,048,828 $ 2,110,293 $ 2,173,602 $ 2,238,810 $ 2,305,974 $ 2,375,153 $ 2,446,408 5 2519,800 5 2,595,394 5 2,673,256 $ 2,753,454 5 2,836,057 5 2,921,139 $ 3,008,773 $ 3,099,036 $ 88,340,602 $ 88,340,602 TOTAL RENTS AND REAL ESTATE TAXES PAID TO CITY OF MIAMI DURING 75 YEARS LEASE = $999,732,593.00 Virginia Key Marina I RFP No. 16-17-011 Page 81 Marina Market Analysis Virginia Key Harbour & Marine Center Miami, Florida Prepared for: Virginia Key, LLC 300 Alton Road, Suite 303 Miami Beach, Florida 33139 Prepared by: ,/„ moffatt & nichol 2937 SW 27th Avenue, Suite 101A Coconut Grove, Florida 33133 (305) 230-1924 www.moffattnichol.com January, 2016 May, 2017 Revised LJ101 TABLE OF CONTENTS INTRODUCTION 4 Marina Program 15 Approach 4 Slip Mix 15 MARKET AREA 5 Amenities 16 Geographic Boundaries 6 Proposed Marina Facility SWOT Analysis 16 Miami Area 7 Strengths 16 Industry Trend — Boat Sharing 7 Weaknesses 17 Boat Ramps 8 Opportunities 17 Dry Stack Marinas 9 Threats 17 MARKET DRIVERS 10 COMPETING FACILITIES 18 Population Growth 10 Competing Marinas 18 Underserved Existing Population 11 Typical Amenities 31 Tourism 11 Lease Rates 31 EXISTING MARINA MARKET 12 SUMMARY 32 Slip Mix 12 APPENDIX A — AMENITIES TABLE 33 Amenity Matrix 12 APPENDIX B—SLIP MIX & PRICE TABLES 34 Market Rates 13 PROPOSED PROJECT—VIRGINIA KEY HARBOUR & MARINE CENTER 14 LIST OF FIGURES Figure 1: Market Area - Miami -Dade and Broward Counties 6 Figure 4: Population Growth 10 Figure 2: Marina Market Study Area in Miami -Dade County 6 Figure 5: Vessel Registration Trends 11 Figure 3: Project Vicinity 6 Figure 6: Project Site Plan 15 Marina Market Analysis — Virginia Key Harbour & Marine Center INTRODUCTION 2 hillh4 LIST OF TABLES Table 1: Registered Boat Trends in Miami -Dade County 7 Table 7: Competing Marinas 18 Table 3: Regional Slip Mix 12 Table 8: Competing Marinas Slip Mix 18 Table 4: Regional Marina Amenities 12 Table 9: Competing Marinas Rates 18 Table 5: Slip Mix 15 LIST OF PHOTOS Photo 1: Traffic Jam into Crandon Park Boat Ramp 11/28/15 8 Photo 3: Exterior Dry Slips at Rickenbacker Marina 14 Photo 2: Vessel day anchorage near Project site (May, 2017) 9 Photo 4: Ground stands at Marine Stadium Marina 14 na Market Analysis — Virginia Key Harbour & Marine Center INTRODUCTION 3 lJN INTRODUCTION The City of Miami (City) advertised a Request for Proposals (RFP) 16- 17-011 for the lease of City -owned waterfront property for marina and restaurant uses (superseding RFP 12-14-077). The property is located on Virginia Key and two marinas are currently operated on the site; Rickenbacker Marina and Marine Stadium Marina. According to CBRE, the upland and submerged land property is approximately 26.65 acres, with the submerged lands area being approximately 17 acres (additional submerged land may be available to the west of the Project Site). Required uses outlined in the RFP include a dockmaster office, ship's store, fuel facilities, restaurant and required parking. Additional programming includes a public boat ramp and baywalk. The goal of the City's RFP is to encourage an integrally planned and designed development vision for the property. Other objectives of the RFP process include: • Convert the existing facility into a modern world -class facility using state-of-the-art technology and including ancillary uses that complement the Property's setting and geographical location, aimed to stimulate widespread interest in the waterfront Property. • Provide for the development of a mixed -use marina/restaurant and waterfront destination, portraying a unified and integrated marina that seamlessly interacts with adjacent restaurants and facilities Moffatt & Nichol (M & N) has been retained by Virginia Key, LLC (Developer) to prepare the Market Analysis as outlined in Section IV —9 of the RFP. Marina Market Analysis — Virginia Key Harbour & Marine Center The Developer has compiled a site redevelopment plan as part of the RFP submittal for the Virginia Key Harbour & Marine Center (Project). Additionally, CBRE prepared a Consultation Report (CBRE 16-397M1- 1811-1, dated October 20, 2016) to aid the Developer's marina programming through an analysis of internal asset management. M & N has coordinated with the Project team in the marina planning for the Project to optimize the wet and dry slip mix for the anticipated market in southeast Florida. Further information on the Project is detailed in Proposed Project section of this report. Approach The approach to this analysis is in three parts. The first part is to provide a detailed inventory and summary of the existing marina market to document occupancy, seasonality, and type of facility. This information is based on site visits, knowledge of the Miami -Dade County market, and desktop research into existing facilities. The second part of this report includes analysis of the target facility — the Virginia Key Harbour & Marine Center (Project) — against the broader comparable marina market. This analysis includes identifying competing facilities and comparing services offered, rates, and amenities. The third part of the market analysis is to optimize the marina redevelopment planning for the anticipated market. INTRODUCTION 4 h 41 MARKET AREA South Florida is a world-renowned mecca for boating. Boating and marina industry trends tend to be established in South Florida, especially with the large Ft. Lauderdale and Miami boat shows held annually. The year-round warm weather and proximity to open water provides an optimal climate for boating and cruising. Dry stack marinas have been popular for over 30 years in Florida, whereas in other parts of the U.S. they are less popular. Increasing waterfront development and a lack of suitable areas for wet slip marinas have spurred the development of dry stack marinas in Florida. Older dry stack marinas handled vessels up to 20' to 25' long, and now dry stack marinas are regularly handling vessels in excess of 40' in length with weights in excess of 30,000 lbs. Some of the largest marine forklifts in operation in the world are in South Florida and they have a capacity of 60,000 lbs. The largest forklifts began operating at Haulover Marine Center in Late 2016, with a capacity of 70,000 lbs. The existing Project site conditions include two 300-slip dry stack facilities. The marina market in Miami -Dade County tends to be primarily used by local residents and seasonal visitors with properties in the Miami area. The Project will accommodate approximately 750 vessels in the dry stack facility, and a total of approximately 162 wet slips. This report examines the Miami -Dade County marina market, as residents from other surrounding counties are less likely to travel to the Project. The market area for the Project is defined by the geographic and demographic boundaries within which the Project would generally compete. Over 220 marinas (facilities with 10 or more slips) with both wet and dry slips are located in the County, but only a handful will be in direct competition with the Project. Comparable facilities were identified based on the following; 1) proximity to the Project site, 2) target dry slip market, 3) target wet slip market, and 4) supporting i� na Market Analysis — Virginia Key Harbour & Marine Center waterfront development/amenities. Potential customers include residents of the Miami -Dade County area of South Florida. A limited number of visitors and transient boaters are anticipated. Some boaters may travel from areas of southern Broward County. Refer to Figure 1. The target market for the Project is for vessels greater than 25' long for the dry stack marina up to approximately 40 feet. Based on local knowledge, most power boaters in South Florida prefer their boats stored in an appropriate dry stack marina as opposed to a wet slip. The target market for the wet slips is for vessels in the 40' range up to 80' long. Larger wet slips were not considered for the Project due to the water depths within the submerged land of the City lease area. The market analysis did not consider private yacht clubs or mooring facilities. The market study was limited to a 15-mile radius (approximate) from the Project site within Miami -Dade County, as this radius corresponds to a 20-50 minute drive by car to the Project site depending on local traffic conditions. The Project has been planned to promote alternative transportation with bicycle racks, a bus stop, and water taxi access. A trolley system is planned for nearby Key Biscayne that will have service to Virginia Key. MARKET AREA 5 Figure 1: Market Area - Miami -Dade and Broward Counties Geographic Boundaries There are two major airports that serve the South Florida area. This makes it convenient for owners that live outside the region to easily access their boat for cruising. Miami is well known as the gateway to Latin America, and there are many international flights from Europe as well as Asia. The following figures show the identified marinas in the Project study area: Marina Market Analysis — Virginia Key Harbour & Marine Center Fg I n..Or-au pyres t Manna unnt, Wes Beach — - BY�evlr Menne Cenle• 1 v 1Sly 4:r]Y roh Ha1bbOurr nef Crandon Mauna; . 'orac dab,ea ,Mntnesoa Hammock r am. Boacn Goo le Figure 2: Figure 3: Marina Market Study Area in Miami -Dade County Sale, Banks Project Vicinity Project Sae randdn Marina (; ogie earth MARKET AREA 6 WWI Miami Area Real estate development continues to be strong in the regional City and Miami -Dade County area, with many high rise residential development projects in the downtown area being constructed. Approximately 30,000 new residents moved to the Brickell area of Miami between 2000 and 2010, and additional residential developments are either planned or are under construction. According to articles in the publication, The Real Deal, 55 new condo buildings and more than 7,250 units were proposed between January and December of 2015 in Miami -Dade County. With the 2015 project additions, 259 new condo buildings with nearly 36,350 units are slated to be built or have already been constructed in Miami -Dade since this development cycle began in 2011. The real estate articles indicate that Miami -Dade tends to be beneficial for long term real estate investors. The 2016 market experienced a slow -down, however continued growth is projected. Many of the investors are international, especially from South America. Many residents, both local and international, would consider purchasing a recreational boat if there were sufficient and accessible facilities to keep and maintain a boat. Vessel registration information was compiled through 2015 for Miami Dade County, and the vessel classifications for this target market are as follows: Table 1: Registered Boat Trends in Miami -Dade County CLASS 2 CLASS 3 CLASS 4 26'-39'11" 40'-64'11" 65'-109'11" 2015 10,851 2,234 491 2014 10,433 2,056 432 2013 10,134 1,920 371 2012 9,847 1,762 315 2011 9,735 1,682 264 2010 9,789 1,621 196 £P Tha Market Analysis — Virginia Key Harbour & Marine Center CLASS 2 CLASS 3 CLASS 4 26'-39'11" 40'-64'11" 65'-109'11" 2009 9,954 1,575 154 The classes of vessels for the targeted market in Miami continue to increase, especially in the Class 4 vessels greater than 65' long that increased by 337 from 2009 to 2015. In addition, the Class 2 boats which would be the target range for the dry slips at the Project have increased by 897 boats from 2009 to 2015. This increase is approximately 105 boats on average per year. Industry Trend — Boat Sharing Marinas need to be cognizant of the changing demographics of boaters, and boat sharing has been increasingly popular just in the past few years. One of the boat sharing web sites that was commercially launched in May, 2015 is Boatsetter. This web site connects boat owners, boat captains, and marinas with boaters seeking the boating experience without ownership and in some cases without boating knowledge/experience. In Tess than two years, Boatsetter now has over 4,000 boats available for boat sharing. In the preparation of this market analysis, Boatsetter provided the following trend observations: • Aging demographic — leading to a continued decline in the number of registered boats in the U.S. — There are 2 times as many boat owners over 60 as there are under 40 • Higher costs of boating — boating is inaccessible to the Millennial generation • To increase boating nationally, industry has to embrace the boating lifestyle To do so — boating has to be: • More inclusive • More affordable • Less time-consuming MARKET AREA 7 ■ More accessible (easier) These concerns are applicable to the modern marina, and marina developments need to plan for the future demographic of boaters. Marinas can no longer be a place to "keep the boat;" the marina needs to create an "experience" on the waterfront to attract new and younger boaters. Boat sharing web sites such as Boatsetter can increase not only marina usage but also contribute to the "critical mass" that is essential to activate a waterfront development. The boat sharing model can also increase overall revenue to a marina development as follows: • Subsidized boat ownership — increase in demand for marina slips (wet and dry slips) • Fuel sales — increase in boat usage • Retail — increased revenue from marina retail (i.e. ship's store) • Boat maintenance services • Commission on boat sharing to the marinas According to Boatsetter, the most common boat size for boat sharing is in the 28' to 37' range, and the average age of a renter is 45. This vessel range is suited for dry slips which are planned for the Project. Consideration for a large and multi -use staging area for the dry slips is also essential for this demographic, as traditional dry stack marina operations are established as "launch -and -go" with minimal wet slip or staging dock areas. Boat Ramps Vessels between 25' to approximately 35' long can still be trailered to a local boat ramp and therefore the target market could be competing with boaters keeping their vessels at their homes in single family residential areas. However, there are approximately 10 public boat ramps within the market study area and most are at or beyond capacity on busy weekends. This lack of boat ramps deters buyers of Marina Market Analysis — Virginia Key Harbour & Marine Center new boats and reduces usage of boats by current owners. Photo 1 (to the right) was taken of the Crandon Park boat ramp which is the nearest boat ramp to the Project site. With the increasing number of boat sales in the County and the lack of new boat ramps planned, these boat owners can be expected to evaluate dry stack marinas in the market study area. The RFP requires a public boat ramp, and the ramp is planned at the northeast corner of the site plan, generally at the same location of the existing ramp at Marine Stadium Marina. Parking for vehicles and trailers will be provided on property adjacent to the Project. Customers can launch/retrieve their vessels as managed by the Developer, and the ramp will be utilized to support maintenance and dry stack operations. Photo 1: Traffic Jam into Crandon Park Boat Ramp 11/28/15 MARKET AR 8 lidMI Dry Stack Marinas Dry stack marinas continue to evolve, and locally power vessels under 40 feet in length typically prefer to be in a dry stack marina. Few dry stack marinas in Miami -Dade County provide fully -enclosed facilities that are designed for weather and sun protection as well as hurricane conditions that can affect South Florida. Newer dry stack buildings are designed in accordance with stringent local building codes. Based on this market trend in South Florida, existing wet slip marinas are being reconfigured (or planned) for wet slips greater than 40 feet in length. Limiting water depths at the Project site and the desire to avoid dredging due to the regulatory permitting process resulted in the largest wet slips planned for the Project in the 60' to 80' range. South Florida is popular for day cruising in boats less than 40 feet long. The boating season is year-round, and the dry stack marina provides ease of access to the boater by calling ahead for the boat to be launched. Biscayne Bay and the nearshore cruising grounds offer ample areas for boating. Photo 2 illustrates a popular anchorage that is within 2 miles of the Project site. ly—'na Market Analysis — Virginia Key Harbour & Marine Center Photo 2: Vessel day anchorage near Project site (May, 2017) Boats 40 to 80 ft. are used in a variety of ways from local fishing to long distance cruising and can be lived aboard. These owners are willing to travel further distances and the boats are not typically stored on land for long periods of time, somewhat insulating this market segment from economic trends. MARKET AREA 9 MARKET DRIVERS Market drivers are the factors that lead to boaters taking a slip or using the Project facilities. For this location, the market drivers include: • Population growth • Underserved existing population • Tourism Population Growth Population in the region continues to grow and the number of boaters is expected to grow proportionally. Based on 2014 registered boats in Miami -Dade County, there are 63,319 boats registered in Miami -Dade County and 2,663,000 county residents. Looking at the residents in the City of Miami, Miami Beach, and Coral Gables, waterfront population centers in the project area, results in a population of approximately 575,000. Analysis of the population and boat registrations suggests a County wide rate of approximately 1 boat for every 42 residents. For the waterfront area, that number may be closer to 1 boat for every 9 residents. Marina Market Analysis — Virginia Key Harbour & Marine Center 500000 450000 400000 350000 300000 250000 0. a. 200000 150000 100000 • Population Growth --City of Miami —City of Miami Beach ---City of Coral Gables 50000 e. ► — ° -e 0 2010 2011 2012 2013 2014 Year Figure 4: Population Growth MARKET DRIVERS 10 Broward and Miami -Dade County Registrations 100,000 90,000 80,000 70,000 60.000 50,000 40,000 30,000 20,000 10,000 +Miami -Dade County -+Broward County - a Florida 1,100,000 1,000,000 900,000 800,000 700,000 600,000 0 500,000 1998 2000 2002 2004 2006 2008 2010 2012 2014 2016 Year Florida Registrations Figure 5: Vessel Registration Trends Ir—ia Market Analysis — Virginia Key Harbour & Marine Center Recently, the population for these waterfront areas has grown at 1 to 2% per year. Projecting population growth at 1 to 2% per year over 10 years suggests an additional 600 to 1200 boats entering the market each year. Continued growth in the greater Miami area is projected, with growth in the Miami "Urban Corps" area. Underserved Existing Population The existing Miami area marina market is operating at "full" capacity. Slips that are available are either undersized or have a related deficiency. Wait lists for slips are prevalent at most marinas. This suggests demand for slips that is currently not being satisfied. Tourism Many boaters seek experiences while using their boat. This can be a new destination, new restaurant, or other tourism based activity. The proposed Project includes new retail and restaurants that will attract visiting boaters for day trips. The Project will also attract transient vessels in the wet slips for overnight trips. Interviews conducted with some of the comparable wet slip marinas indicate that marinas typically offer 5 to 10 percent of their wet slips for transient use. However, Dinner Key Marina currently has 85 out of 581 wet slips, or 15% transient slips. Dry slips are typically not leased as transient slips. MARKET DRIVERS 11 EXISTING MARINA MARKET Slip Mix Miami is a diverse boating market serving all manner of boater and boat uses. As such there are a wide variety of marina types and sizes. Marina types can generally be divided into those that support mega - yachts and those that do not. The following slip mix represents marinas that do not support mega - yachts. Mega -yacht marina slip mixes do not accurately represent the full market as many mega -yacht slips are on seawalls or end -ties as space is often limited (slip does not show up as a specific length as various sizes and numbers of boats can use the dockage). Table 2: Regional Slip Mix South Miami Area North Miami/ Miami Beach Under 20 <1% 0% 20' to 30' <1% <1% 30' to 40' 47% 17% 40' to 50' 34% 32% 50' to 60' 8% 20% 60' to 70' 3% 9% 70' to 80' 1% 5% 80' to 90' <1% 4% 90' to 100' <1% <1% > 100' 0% <1% Marina Market Analysis — Virginia Key Harbour & Marine Center South Miami Area North Miami/ Miami Beach Side -tie 3% 13% Amenity Matrix Marina amenities in the Miami market are generally equivalent across marinas with location being the greatest differentiator in marina rates and customer loyalty. Modern marinas require power and potable water along with internet service. Marinas catering to transient boat traffic also have showers and laundry facilities. Table 3: Regional Marina Amenities Dockside Amenities Landside Amenities Gas 75%+ Restaurant 60% Diesel 70%+ Bar 50% Potable Water 100% Shopping 20% Electric 100% Water Sports 20% Sanitary Pumpout 90%+ Hotel 33% Telephone 90%+ Pool 50% TV/Cable 90%+ Laundry Facilities 70%+ Internet 90%+ Showers 90%+ Ice 90%+ EXISTING MARINA MARKET 12 hdlill Marinas located in the vicinity of the regions metropolises are generally close to hotels and shopping. Marinas in industrial areas generally are associated with boat service yards. Market Rates Market rates are generally related to location more than amenities. Marinas in desirable locations — locations that allow owners to "see and be seen," allow quick access to fishing grounds, etc — are able to charge more than marinas in non-descript locations. Daily transient rates range from $1.50 to $8.00 per foot and approximately $24 to $43 per foot per month. FY na Market Analysis — Virginia Key Harbour & Marine Center EXISTING MARINA MARKET 13 LIILh'I PROPOSED PROJECT - VIRGINIA KEY HARBOUR & MARINE CENTER The existing facilities at the proposed Project site have been operating for in excess of 30 years as the Rickenbacker Marina and the Marine Stadium Marina, respectively. Rickenbacker is currently operated by a tenant, and Marine Stadium is operated by the City. Both facilities have experienced high occupancy post-2009 recession time frame over the past few years, with a waiting list for certain size vessels. The marinas remain highly occupied with exterior racks, exposed to the weather and sun as illustrated in Photo 3. Photo 3: Exterior Dry Slips at Rickenbacker Marina There is a growing demand for larger vessels in the dry slip mix, especially in the 35'+ range. Both marinas utilize ground stands to accommodate these larger, and sometimes wider, vessels as Marina Market Analysis — Virginia Key Harbour & Marine Center illustrated in Photo 4. Since the Miami Boat Show in 2016 and 2017, some of these ground stands and other racks were removed from the inventory. Photo 4: Ground stands at Marine Stadium Marina According to the CBRE Report, the existing facilities have 648 dry slips and 190 wet slips for a combined slip count of 838 slips. Recently, Marine Stadium Marina constructed approximately 540 linear feet of new bulkhead and replaced the floating staging docks. These improvements included a pile -supported concrete slab for dry stack marine forklift operations. The Developer will likely have to operate the existing facilities as conventional forklift -operated dry stack marinas to maintain revenue as the Project is designed and permitted. A phasing plan has been developed to maintain as much PROPOSED PROJECT - VIRGINIA KEY HARBOUR & MARINE CENTER 14 Ihdhl revenue from the existing facilities as possible and to minimize loss of existing customers as the new marina improvements are constructed. The Project team has prepared the site redevelopment plan optimized for the current and the projected markets, and phasing has been incorporated to accommodate trends in the marina market as the Project site is being redeveloped. Figure 6 below is the site redevelopment plan rendering prepared by the Project Team. As detailed in the Virginia Key Master Plan, there is also the potential to expand the existing wet slips Northwest of the RFP Property and adjacent to the Rickenbacker Causeway, however is not included in this initial design and may be considered at a later date. lourut. h.:, .•:nc: Boul Snulin, ruivr,ej , uo bomlinu ,,..}r :hum f o,o cuii, S rotiorod Iandtcupo bui konbo k.ir Col,o,•,o, ). 4. P.opn..4 SN.. P1., i L.ro. I. ,10 i O/u.t.nl..l..n-o lear nt.o .., .o =sue �- Figure 6: Project Site Plan ryma Market Analysis - Virginia Key Harbour & Marine Center Marina Program Slip Mix The proposed slip mix has been optimized for the local market by the Project team. A combination of wet and dry slips has been planned for the Project site, and the slip mix is as follows: Table 4: Slip Mix Vessel Size Count 30' to 40'* 750 82 40' 68 7 60' 66 7 80' 28 3 TOTAL 912 100 *Assumed distribution of dry slips -will vary based on demand The dry stack marina will consist of an automated system with a lift capable of handling vessels ranging from 20' to 40'+ depending on weight and dimensions. Just over 80% of the proposed Project slip mix is for slips in the dry stack building. This building will be fully enclosed and designed in accordance with the latest stringent wind ratings (175 mph) in the Florida Building Code. Staging docks are planned to accommodate the industry guideline of staging for 10% of the stored vessels, or approximately 75 vessels. Based on industry interviews, utilization at both existing dry stack marinas is higher than industry trends, with 30% of the vessels launched/retrieved on a busy holiday weekend. PROPOSED PROJECT-VIRGINIA KEY HARBOUR & MARINE CENTER 15 LIAI The wet slip basins have been planned with areas of boat lifts that will be preferred by certain larger vessels that cannot be accommodated in the dry stack building but prefer to be kept out of the water. The majority of the wet slips are in the 50'-60'+ range, which is optimized for the market based on demand and waiting lists confirmed with local marina industry interviews. The RFP limits maintenance dredging to a uniform depth of 8 or 9 feet. The western portions of the wet slip marina will require wave attenuation to limit wave activity within the marina wet slips. Waves will be wind -generated and the Project site will be influenced by boat wakes. An outer wave attenuation system will be installed based on coastal engineering studies and design requirements. The Virginia Key Master Plan includes a wet slip expansion to the west, and the docks will be designed to accommodate this potential. Amenities Dockside amenities include shore power (single and three phase) domestic water, sewage pump -out and Internet. Domestic water with limited shore power is planned for the dry stack staging slips, and dump stations will be provided to service the smaller vessels. The fuel dock will be improved/expanded to service wet slip customers as well as transients and other customers. Gasoline and diesel products will be stored and distributed at the fuel dock. The fuel dock also currently bunkers fuel from tankers to a variety of commercial vessels in the area during off -hours, and this operation may or may not continue at the Project site. Additional fueling will also be provided at the staging area (gasoline only). Landside amenities include ample parking, showers, and laundry facilities for marina customers. A maintenance facility will be incorporated into the Project. In addition, the Project site plan includes a waterfront campus with retail and restaurants along with a baywalk to promote connectivity and to activate the waterfront. Marina Market Analysis — Virginia Key Harbour & Marine Center Proposed Marina Facility SWOT Analysis Strengths • Location in Miami —access to wet slip and dry slip customers within 20-50 minute drive. • Existing Marina Facilities —currently fully occupied on Project site with 600+ dry slips and approximately 190 wet slips. • Enclosed Dry Stack Marina — optimized for marina market to accommodate 30'+ vessels in secure and protected building. • Automated Dry Stack System — reliable and quiet operations that are environmentally friendly. Dry stack system can accommodate a variety of vessels based on "tray" system as opposed to fixed length and volume traditional dry stack marina slips. Multiple lift systems ensure service and reliability even on peak launch/retrieval times. The automated dry stack system has a minimized footprint as opposed to traditional forklift operations. • Wet Slip Basin — planned for vessels 40' to 80' long as optimized for the market. • Vessel Maintenance Operations — on site • Boat Ramp • Beach — Rickenbacker Causeway beach areas along Biscayne Bay are within walking or biking distance. • Parks — Virginia Key and Virginia Key Historic parks adjacent to Project. • Connectivity with adjacent Rusty Pelican restaurant and Flex Park that is planned. Restoration of the Marine Stadium is also planned by the City. • Waterfront Campus Development — mixed use development associated with marina to create waterfront experience PROPOSED PROJECT-VIRGINIA KEY HARBOUR & MARINE CENTER 16 resulting in an exciting place to visit as opposed to traditional marina that is a "place to store the boat." Restaurants and retail components of the development will create activity and energy along the waterfront. • Planned opportunities for waterfront access on floating docks at proposed boat ramp for kayaks, paddleboards, etc. • Site Plan coordinated for potential Plan Z for Miami, which could transform Rickenbacker Causeway to a multi -modal recreational asset. Weaknesses • Virginia Key — location requires auto or bus transportation to the site. There is no residential development on Virginia Key. The population center is on the mainland. • Staging Area — a large staging area is planned, but there are limited wet slips for dry stack marina customers that prefer to "come & go" during a typical day of boating. • Wet Slips — long dock lengths and limited drop off locations in the wet slip areas that will require golf cart access. • Wet Slips — limited side -tie docking for flexibility to adjust for market conditions. Wet slip dimensions are generally established and require construction to reconfigure based on market conditions. • Wet Slips — limited optimization due to water depth and marine resources. • Tolls — Rickenbacker Causeway has a one way toll which is currently $1.75 for passenger vehicles. Opportunities • Activate and provide public access to underutilized waterfront properties. 77—"na Market Analysis — Virginia Key Harbour & Marine Center • Strength of dry slip market — Miami continues to show growth in demand for dry slips. An enclosed, automated facility is not currently available in close proximity to downtown Miami. • Additional wet slips — that are 50' and longer will address demand based on waiting lists that are in some cases in excess of 2 years at comparable marinas in the region. • Create waterfront development campus that is master planned and developed that will rival other waterfront developments along the east coast of the U.S. • Coordinated site development with existing Rusty Pelican Restaurant and planned Flex Park and Marine Stadium Renovation. • Implement programming for marina redevelopment as outlined in the approved Virginia Key Master Plan. • Connectivity to other Virginia Key facilities including two City Parks, mountain bike trails and the beach along Rickenbacker Causeway. Threats • Limited room for expansion — Miami's waterfront is nearly fully built -out. • Additional dry stack marina slips being developed in Coconut Grove and at Haulover Marine Center opened in 2016. • Traffic Congestion in Southeast Florida PROPOSED PROJECT-VIRGINIA KEY HARBOUR & MARINE CENTER 17 LI1h01 COMPETING FACILITIES M & N selected eleven (11) comparable marinas generally within a 15-mile radius for facilities that would attract a similar market as the proposed Project. Competing and similar marina facilities, as compared to the target marinas, are identified in this section. Competing and similar facilities are within the same demographic submarket as the target marinas. Competing marinas are also within the geographic sub -market while similar facilities are outside of the geographic sub -market. Competing Marinas The following marinas are expected to compete with the target marinas based on quality of facility, upland development, and expected level of service. Several of the competing marinas have a combination of dry and wet slips. Table 5: Competing Marinas Marina Name Wet Dry 1 Crandon Marina 294 2 Miami Beach Marina 400 3 Grove Key Marina 260 4 Dinner Key Marina 582 5 Matheson Hammock Marina 243 6 Miamarina 130 7 Sea Isle Marina and Yachting Center 220 8 Pelican Harbor Marina 98 9 Haulover Marine Center 508 10 Aquamarina Hi -Lift 260 11 Grove Harbor Marina 60 266 Marina Market Analysis — Virginia Key Harbour & Marine Center Table 6: Competing Marinas Slip Mix Size # % <20 ft 112 3.6 20' to 29' 264 8.5 30' to 39' 1,486 47.7 40' to 49' 704 22.6 50' to 59' 230 2.2 60' to 69' 69 2.2 70' to 79' 28 0.9 80' to 89' 6 0.2 90' to 99' 2 0.1 Other (side tie, etc) 212 6.8 Total 3,113 100 Table 7: Competing Marinas Rates Daily/ft Monthly/ft Minimum $1.50 $23.76 Maximum $8.00 $43.00 Summary tables are provided in the Appendices of the comparable marina amenities and slip mixes. COMPETING FACILITIES 18 hiIIA Crandon Marina is a wet slip marina located in the Miami -Dade County Crandon Park on the north end of Key Biscayne. The marina consists of approximately 300 floating wet slips plus 58 moorings. The docks are fully amenitized with power and potable water available at each slip. The upland area has showers, restrooms and laundry facilities for marina users. The marina has limited amenities outside of the boat specific uses with no on -site hotel, restaurants, or retail. The marina is close to capacity with most of their slips taken by long term monthly leases. The dockmaster accommodates visiting transient boaters in open slips or slips that are leased but temporarily unoccupied. The marina doesn't reserve a large number of slips for transients. Inna Market Analysis — Virginia Key Harbour & Marine Center COMPETING FACILITIES 19 Dinner Key Marina is a 582 slip facility owned and operated by the City of Miami. The marina, Florida's largest wet slip marina, is comprised of fixed platform docks with potable water and power at each slip. The marina advertises modern comfortable berthing accommodations in a park -like setting for transient, long-term, and commercial dockage liveaboard customers. Miami City Hall is located adjacent to the marina and retail and entertainment establishments in Coconut Grove are a short walk away. A dock master building recently opened to provide upgraded and expanded marina amenities. In -slip sewage pump out is planned for all wet slips, and this project is pending funding. Marina Market Analysis — Virginia Key Harbour & Marine Center COMPETING FACILITIES 20 hag Grove Key Marina is a dry storage marina located adjacent to Dinner Key Marina in Coconut Grove. The facility can accommodate approximately 260 boats in dry storage and offers fuel for boaters. The marina has an on -site restaurant, Scotty's Landing, along with the adjacent Chart House restaurant. The marina service is reportedly average and the facility has an "industrial" aesthetic with exposed racks and non-descript warehouse buildings. ly na Market Analysis — Virginia Key Harbour & Marine Center COMPETING FACILITIES 21 The City awarded a long term lease for a public -private partnership, and litigation from opponents to the project was addressed by the City. Planning/design of the waterfront improvements are in progress, and the following renderings illustrate the proposed improvements. The planned dry stack marina will accommodate 406 boats, 350 on new and relocated racks and 56 on new racks inside a completely refurbished North Hangar. This project will provide an increase in dry slips to the Miami market by adding approximately 146 new slips to the market. The development is named The Harbour in Historic Coconut Grove. Marina Market Analysis — Virginia Key Harbour & Marine Center COMPETING FACILITIES 22 Matheson Hammock Marina has 243 wet slips. Matheson Hammock Marina is one of the most popular marinas for both boaters and those looking to enjoy the waterside in this tropical hammock. The onsite sailing school, trails for biking and walking, Castle Harbor Sailing School, enclosed beach and Red Fish Grill offer a full day's activities. lyTha Market Analysis — Virginia Key Harbour & Marine Center COMPETING FACILITIES 23 LI4h\ Miamarina at Bayside is located in downtown Miami and is owned and operated by the City of Miami. The 130 slip marina accommodates vessels up to 150 ft long and includes potable water and power at each dock. The marina is surrounded by retail and restaurants and hosts numerous charter and day cruise vessels. Miamarina hosts the Strictly Sail venue of the Miami International Boat Show and is in close proximity to the American Airlines Arena. Marina Market Analysis — Virginia Key Harbour & Marine Center COMPETING FACILITIES 24 hdhil Sea Isle Marina and Yachting Center is located in North Miami and is owned and operated by the City of Miami. The 220 slip marina accommodates vessels up to 110 ft long and includes potable water and power at each dock. The marina is adjacent to the Biscayne Bay Marriott and has easy access to restaurants and retail. The marina is comprised of fixed docks that are aging and in need of some repair. The marina hosts a venue of the Miami International Boat show. gyp— na Market Analysis — Virginia Key Harbour & Marine Center f COMPETING FACILITIES 25 Aquamarina Hi -Lift is located just off the Intracoastal Waterway in Aventura. This marina consists of a covered three -floor dry slip rack that accommodates boats up to 40 feet length. It also provides 9 additional 25-feet wet slips that can be used by transient boaters. This marina does not offer regular amenities such as restaurants, bars or groceries, but it offers full marine mechanics service, maintenance plans, trailer and jet ski storage, hoist capacity, fuel and a ship's store. Marina Market Analysis — Virginia Key Harbour & Marine Center `:OMPETING FACILITIES 26 Miami Beach Marina, located on the western shore of Miami Beach, has 400 boat slips that accommodate vessels up to 250 feet. Occupancy is full and there is a waiting list for both in -water slips and boat lift slips. This marina provides fresh water, electricity, telephone and cable at the slips. Additionally, Miami Beach Marina offers many amenities, including bars, restaurants, jet ski rental, scuba diving charters and a swimming pool. Iy'''na Market Analysis — Virginia Key Harbour & Marine Center COMPETING FACILITIES 27 LAII Haulover Marine Center is located in the 180-acre Haulover Park, north of Miami Beach and is on the Intracoastal Waterway at Bakers- Haulover Inlet, across the street from Haulover Beach. This marina includes amenities such as boat launching ramps, boat rentals, showers, transient slips and even a small marine store. Additionally Haulover offers a 9-hole golf course, rental opportunities and an underground path that leads visitors straight to Haulover Beach. In September 2016, a new dry stack operation was opened. The new facility can store 508 boats (five racks high and vessels up to 50 feet), and includes a retail store and a new marine center. This marine center utilizes the largest marine forklift lifting 50-foot boats 75 feet into the air. As of early 2017, the marina was approximately half - occupied. The previous dry stack operation area, south of the new building, may be converted to storage for personal watercraft as part of a restoration plan for that area of Haulover Park. Marina Market Analysis — Virginia Key Harbour & Marine Center COMPETING FACILITIES 28 hag Pelican Harbor Marina is a marina located right next to Pelican Harbor Park, in the Intracoastal Waterway. With 98 wet slips, it can accommodate vessels up to 50 feet, and it includes amenities such as gas and diesel, freshwater and electric hookups or pumpouts. Additionally, transients are welcome and 3 double boat ramps are available across the street. iy"na Market Analysis — Virginia Key Harbour & Marine Center COMPETING FACILITIES 29 LAVI Grove Harbor Marina is a marina located in the Dinner Key Basin with direct access to Biscayne Bay. This marina has 60 wet slips that can accommodate vessels up to 150 feet and 260 dry storage spaces for boats up to 55 feet. Grove Harbour Marina offers concierge services and includes amenities such as fueling and pump out services, freshwater and power. The marina is also in close proximity to downtown Coconut Grove. Marina Market Analysis — Virginia Key Harbour & Marine Center COMPETING FACILITIES 30 Typical Amenities Most marinas offer potable water, shore power, and wi-fi Internet at each slip. These amenities are included in the cost except shore power which is locally usually metered to cover the cost of the power used. Other amenities depend on the target boaters. Marinas catering to liveaboards also include showers, laundry rooms, cable TV at each slip, and public gathering areas. Approximately half of the total marinas and most of the public marinas sell marine grade gasoline while approximately one-third sell marine grade diesel. Some marinas offer pumpout service at their fuel dock for a fee and there is a trend for "in -slip" sewage pumpout. Dinner Key Marina has several docks with this service, and the remainder of the docks are scheduled for upgraded in -slip pumpout. Refer to the amenities summary table in Appendix A. Lease Rates Lease rates at the competing facilities range from $24.00 to $43.00 per ft per month. Daily rates range from $1.50 to $8.00 per ft per day. Most rates include water, wifi, TV (if available). Shore power is metered or provided at a separate monthly charge. Refer to the lease rate summary table in Appendix B. na Market Analysis — Virginia Key Harbour & Marine Center COMPETING FACILITIES 31 LIII[hi'l SUMMARY The Southeast Florida marina market is well poised to continue growth, and the existing dry and wet slips at the Project site are generally fully occupied with waiting lists especially for larger slips. Increasing the overall slip count from the existing approximately 838 slips to the proposed 912 slips will provide additional dry stack capacity for the projected increased demand in the greater Miami area. The Project has been master planned to create a waterfront campus with mixed use development in addition to the wet and dry slips. The Project incorporates and enhances the programming outlined in the City's approved master plan for Virginia Key. The development will accommodate growing trends in the market such as boat sharing. The automated dry stack marina will be a modern, fully -enclosed building for secure and weather -protected boat storage. On -site maintenance facilities will also appeal to the boating customer for convenient regular servicing. Consideration should be given to having mechanics on -call during busy weekends to address minor boating maintenance challenges for customers so they can maximize their time on the water. The Project does require auto or bus transportation, however cycling is popular on the Rickenbacker Causeway. Site planning should accommodate available and planned mass transit and alternative Marina Market Analysis — Virginia Key Harbour & Marine Center transportation. The Project has been coordinated with the Plan Z on Rickenbacker Causeway which may be implemented in the near future. In addition, site planning should accommodate shared parking for the marina and retail/restaurant development. The industry trend in Florida is utilization of 15-20% of dry stack marina slips on the busiest of boating weekends. Higher utilization can be expected at the Project as the existing facilities have seen 30% vessel utilization of the dry slips on busy and holiday weekends. The Project will activate the waterfront with public access. In addition, the programming will appeal to not only boaters utilizing the wet and dry slips but also to patrons of the retail and restaurant components. The Project will compliment the existing Rusty Pelican Restaurant as well as the planned restoration of the Marine Stadium and adjacent Flex Park. Few areas of Miami offer waterfront dining and baywaik experiences, and the Project will activate the waterfront. Thereby creating a destination with the planned waterfront campus. SUMMARY 32 APPENDIX A - AMENITIES TABLE Marina Name v L N L a c Y Y L N Y W — a) c 0 0 a E a) r (9 5 a i c Q (13 Y w 0. ✓ Its - Y0 c 0 cC m 2 in - 0 O Q) Sea Isle Marina and Yachting Center Y YNNN Y Y Y Y Y Y Y Y Y Y Y Y Miamarina at Bayside Y Y Y N YNN Y Y Y N YNY Y Y Y Grove Key Marina Y YNN Y Y Y Y YNNNNNNN N Dinner Key Marina Y Y Y N YNN Y NYNNNNY Y Y Crandon Marina Y Y Y N N Y Y Y NNNNN Y Y Y Y Matheson Hammock Marina Y YNNN Y Y Y YNNNNNY Y N Aquamarina Hi -Lift YNNNNYN N NNNNNN Y N N Haulover Marine Center Y YNNN Y Y Y NNNYNN Y Y N Pelican Harbor Marina Y YNNNY Y Y NNNNNN Y Y Y Miami Beach Marina Y Y Y Y Y Y Y Y Y YNY Y Y Y Y Y Grove Harbor Marina Y Y YNNY Y Y NNNNNN Y N N ry is Market Analysis — Virginia Key Harbour & Marine Center APPENDIX A - AMENITIES TABLE 33 APPENDIX B - SLIP MIX & PRICE TABLES Marina Name Y C N M a vQ1cn i f N 0? cn rn + .1. 0 N 0 O O 0 O O O O 0 i H V N M of Ln 0 b 00 ON rl 0 Sea Isle Marina and Yachting 220 0 0 44 56 28 0 4 0 0 0 88 Center Miamarina at Bayside 130 0 1 2 1 60 37 0 0 2 0 27 Grove Key Marina 58 0 0 16 17 5 7 0 0 0 0 13 Dinner Key Marina 582 0 0 190 365 18 9 0 0 0 0 0 Crandon Marina 294 0 0 192 52 12 0 0 0 0 0 38 Matheson Hammock Marina 243 14 3 150 37 15 2 0 0 0 0 22 Aquamarina Hi -Lift 260 0 260 0 0 0 0 0 0 0 0 0 Haulover Marine Center 508 0 0 508 0 0 0 0 0 0 0 0 Pelican Harbor Marina 98 98 0 0 0 0 0 0 0 0 0 0 Grove Harbor Marina 320 0 0 320 0 0 0 0 0 0 0 0 Miami Beach Marina 400 0 0 64 176 92 14 24 6 0 0 24 Market Area Total 3113 112 264 1486 704 230 69 28 6 2 0 212 3.6% 8.5% 47.7% 22.6% 7.4% 2.2% 0.9% 0.2% 0.1% 0.0% 6.8% Marina Name Daily Transient Rate (/ft/day) Monthly Rate (/ft/mo) Sea Isle Marina and Yachting Center $3.50 $35.00 Miamarina at Bayside $3.00 $36.00 Dinner Key Marina $3.00 $36.00 Crandon Marina $2.12 $23.76 Matheson Hammock Marina $1.52 $23.76 Aquamarina Hi -Lift - $26.00 Haulover Marine Center - $33.00 Pelican Harbor Marina - $23.76 Miami Beach Marina $8.00 $43.00 Marina Market Analysis — Virginia Key Harbour & Marine Center APPENDIX B - SLIP MIX & PRICE TABLES 34 S319VI 3DIdd'S XIIN dllS-8 XICN3ddd VIRGINIA KEY HARBOUR MARINE CENTER VIRGINIA KEY 10. FINANCIAL FEASIBILITY In order to demonstrate the financial feasibility and cash flow to support the debt service for the Project's capital outlay the following financial analyses are provided as attachments to Tab 9, above: (a) Projected Stabilized Operating revenues (b) Projected Stabilized Operating expenses (c) Phase Net Operating Income And finally a financial analysis of the Phased Net Operating Income including a calculation of the expected IRR over the first 15 years of the Lease based on net rentable and/or revenue producing spaces, hence some of the financial projection numbers are different from the architectural numbers because they are prepared for different purposes. These financial plans and analyses demonstrate: 1. That there is a reasonable projected IRR of 18.7%, which is sufficient to justify the risk of the required equity investment of $30 Million. 2. There is sufficient revenue upon stabilization, to pay the City its requested minimum base rent of $2, 150,000 with annual increases of 3.0%-5%; plus percentage rent of 6% of gross revenues from wet and dry slip, and fuel sale profits and 6% of revenues received from the restaurants and retail spaces, which revenues are also projected to increase annually at the rate of 3%; These rents exceed the minimums required by the RFP. 3. Based upon immediate take over and continued operation of the existing facilities with planned upgrades VKLLC will pay both base and percentage rent to the city every year of the lease. 4. Due to the size of the investment and the efficiency of the resulting program, the combined rents paid to the City are projected to grow from initial payments of $2,588,000 in year 1 to $3,709,613 in year5 to $4,392,980 in year 10; to $5,054,707 in year 15. HARBOUR >(' MARINE CENTER 5. The financial analyses and projections also set aside reserves for replacements of 2.5% of total revenue per year; This exceeds the minimum 1% reserve required by the RFP. 6. The projected rent and real estate tax payments to the city directly for only the first 15 years is $66, 434, 993. Virginia Key Marina RFP No. 16-17-011 Page 82 VIRGINIA KEY 5/22/2017 Virginia Key Budget From Aero-Docks, LLC HARBOUR MARINE CENTER 1 Item if Description -Virginia Key, LLC - City of Miami - Virginia Key Revitazation Project 2017 Proposal RFP 16-17-011 Virginia Key LLC Cost For Budget Proposal 5-22-2017 per J.H./RCINirginia Key, LLC Aero-Docks, LLC Boat Storage Dry Stack Systems 1 1 INITIAL ENGINEERING PACKAGE S 186,775.20 INCLUDES ALL TRAVEL AND ENGINEERING COSTS 2 3 BOAT ELEVATOR APPROXIMATELY 39' HT X 65' BOATS 45 kps boat max. 5 5,167,277.28 INCLUDES STRUCTURE AND ASSEMBLY OF ALL MECHANICAL COMPONENTS 3 1 Set of Floor RAILS W/ CONTINUOUS FLOOR MOUNTING PLATE on third (3rd) floor above 2 car park levels supplied by others -parking structure ready for Aero-Docks Structure and roof support ready..Roof deck concrete 6: supplied by others. $ 394,200.00 Elevator Rails Installation including GALVANIZED PLATE WITH STAINLESS STEEL BOLTS, 800 Feet 4 1 INSTALLATION OF RAIL SYSTEM ONLY $ 175,672,80 INCLUDES LABOR, EQUIPMENT AND MATERIALS 5 INSTALLATION OF 3 BOAT ELEVATORS $ 523,800.00 INCLUDES LABOR, EQUIPMENT AND MATERIALS 6 Elevator Slides Engineering and Manufacture to transfer boats from elevator into building apartments. $ 345,600.00 7 Aero-Docks Travel, Management, Commissioning --Full SWE Erection and Demo Set Up in Ft Worth TX factory $ 96,120.00 8 Aero-Docks Tugs 45,000 x 3 units 24 inch lift... Adjustable in and up $ 742,237.56 S 6,889,445.28 9 $ 551,132.64 Aluminum Apartment Bunks w Vinyl Extruded Cap -NO UV Additive 36,508.5 linear feet two bunks side by side 10 Install Aluminum Bunks in apartments $ 164,160.00 11 Aero-Docks H Beam Rail System sized for 30 ft span and installation 36,508 linear ft $ 2,079,941.76 12 45 K Boat Lift -total lift of 30 feet, (6) lifts $ 2,484,000.00 13 6 City Water Wash Down Systems for 6 entry / exit points Manual System- $ 24,258.96 14 Hurricane Roll Up Out Side Doors (6) $ 125,280.00 15 4 Pole Buss Bar Power System Installed at Roof Trusses 800 feet $ 324,000.00 16 Install Buss Bar Power System at Roof Trusses $ 108,000.00 17 5 4,153,846.32 Rockwell Automation -Motors, Drives, PLC's etc. and Aero-Docks Location Scanners (6) for L x B x H system 18 Automatic Scan Attachment for Props, Rudders, IPC Drives etc. —first time boat set up S 48,600.00 19 Aero-Docks System Integration, Network Security, Installation and Training $ 1,404,000.00 Mole: Aero-DocksWorldwide,LLC- Equipment Totals $ 18,356,664.96 S 18,356,664.96 1 Aero-Docks David Mack Building Systems less Exterior Wall-- Hot Gipped Galvanizing. Roof Deck, all boat racks per drawings $ 12,036,000.00 $ 12,036,000.00 See Pilings cost below, Concrete Work see below, Budget is for Arquitectonica & Aero-Docks Design.. Does not included Sales Tax On Aero-Docks System Equipment and/or Structural'Pkg, Price of building does NOT includes concrete decks between car park and/or roof deck. Sales tax included for building erection price only. 2 366 x 80' Concrete Pilings, Caps and 6" slab between boat storage and car park levels and 6 " roof slab by Moriarity, boat storage level 3 column layout to match Aero-Docks boat layout and supply columns 4 bolt base plate pattern to exact required dimensions as determined by Aero-Docks and ARQ building layout plans Product Sum Totals $ 30,392,664.96 $ 30,392,664.96 NOTE: No Allowance for Building Lights, Building Electrical Service or Fire Sprinkler system by others, Aero-Docks system requires 480 V, 3 phase + ground, 5000 AMP Service -size of electrical service subject to revision after engineering is completed. Sales Tax included on Building and Erection Only. Total Dry Stack Budget Bid used in Phase Calculations below is $38,744,285.60 plus additional multiple Mobilization Fees to be determined at time of Phase determination timing. Phase One = 40% of project or $ S 12,157,065.99 Phase Two = 23% of project or $ $ 6,990,312.94 Phase Three = 37% of project or $ $ 11,245,286.03 $ 30,392,664.96 Maintenance Package Estimate-10 Year Contract. renewable at each 10 year cycle, by Aero-Docks and administered by Rockwell Automation (NYSE) Priced Per Year -Final Pricing to be done after project is fully engineered prior to construction. $ 200,430.00 $ 200,430.00 Budget by Aero-Docks, LLC North Palm Beach, Florida Virginia Key Marino I RFP No. 16-17-011 Page 83 VIRGINIA KEY HARBOUR 8P MARINE CENTER MORIARTY May 22, 2017 Mr. John Hopwood Capital Projects Manager RCI Marine 300 Alton Rd # 303, Miami Beach, FL 33139 Re: Virginia Key Marina — Dry storage project Dear John, Thank you for the opportunity for John Moriarty & Associates of Florida to be involved with your marina development project in Virginia Key. We have review your preliminary drawings prepared by Arquitectonica International and put together some budget cost numbers listed below. These numbers are based on our historical cost database and are intended to give you an approximate idea of the project as we see it. Budget Site fill and grading $350,000. New dry stack building Foundations, Slab on grade $1,700,000. Columns, structure, 3 elevated decks and roof $9,000,000 Outside skin — panels, $8,460,000. MEP— lighting, ventilation, electrical service $1,600,000. Fire sprinkler— rack system protection $450,000. Asphalt paving and site drainage $525,000. Total for Dry Storage $22,085,000. Site Features Baywalk $1,250,000. Site utilities, paving, landscape, hardscape $4,200,000. Restaurant,plus terrace $3,100,000. Harbormaster building $1,000,000. Commercial renovation $3,150,000. Retail in dry stack building $1,200,000. Grand Total $35,985,000. I look forward to discussing this project in greater detail with you. Very truly yours, JOHN MORIARTY INC. Bob Stout Preconstruction/ Projecf Executive cc: John Leete Virginia Key Marina RFP No. 16-17-011 Page 84 VIRGINIA KEY HARBOUR MARINE CENTER When It's Done Right...It's Golden! May 16, 2017 Proposal To: RCI Group Virginia Key Project -Phase 2 300 Alton Rd. Miami Beach, FL 33139 This proposal is to supply and install the below stated Golden Boat Lifts. Golden Mfg, Inc. will warranty both the lifts and installation for a full one year after completion of each installation. If there is a boat present at the end of the installation we will fit the boats to each lift. In the case that there is not a boat present at the time of installation there may be an additional charge to fit such boat. All necessary permits to include boat lifts are the owner's responsibility. Virginia Key —Phase 2 40-35,000# 4-motor 4-Post Lifts with Sea Drives (18' 6"+/- Cradles)--$16991.20 Each 40-Remote 4 Motor Control Auto Stop--$604.00 Each 40-Security Lockout System for Remotes--$168.00 Each 40-Additional Junction Boxes--$17.60.00 Each 40-LED Light Upgrade--$24.00 Each 40-Upgrade to Aluminum I -Beam Bunks--$623.20 Each 40-Tide Guide Sets of 4--$504.00 Each 40-Heavy Duty Guide Post Base Sets of 4--$409.00 Each 40-Share Pile Brackets for 35,000 Capacity Lifts--$172.00 Each 40-Cable Keepers Sets of 4--$353.00 Each Charge to Mobilize Barge & Crew--$1,440.00 Install Charge-40 X $1280.00 40-Walkways 3 X 30' LOA--$2275.00 Each 100- 12' Sections of Fiberglass Mesh Grating--$680.00 Each 40-Walkway Stairs, 5 Steps -Handrail TBD--$1,317.00 Each 40-Install Charge for Walkways, Stairs & Grating--$400.00 Each $679,648.00 $24,160.00 $6720.00 $704.00 $960.00 $24,928.00 $20,160.00 $16,360.00 $6880.00 $14,120.00 $1,440.00 $51,200.00 $91,000.00 $68000.00 $53680.00 $16,000.00 Subtotal: $1,074,960.00 Special RCI Discount: (-$107,500.00) $967,464.00 (If tax exempt please mail tax exempt certificate) Sales Tax 7% $67,722.48 $1,035,186.48 Accepted By Golden Mfg: Accepted By RCI: Terms: Deposit upon commencement of order 25%-$258,796.62 Due upon delivery of materials 50%-$517,593.24 Due upon completion of installation of lifts 25%-$258,796.62 17611 East Street, North Fort Myers, FL 33917 TF: 888-909-5438 `- PH: 239-337-4141 `- FAX: 239-337-4482 www.goldenboatlifts.com Virginia Key Marina I RFP No. 16-17-011 Page 85 VIRGINIA KEY HARBOUR « MARINE CENTER Shoreline Foundation Inc. 2781 S.W. 56`" Avenue . Pembroke Park, Florida 33023 Phone: (954) 985-0460 . Fax: (954) 985-0462 . www.shorelinefoundation.com May 22, 2017 Mr. John Hopwood Virginia Key, LLC 300 Alton Road Miami Beach, FL 33139 Re: Virginia Key Marina, Virginia Key, FL Subject: Construction Budget Pricing Dear Mr. Hopwood: As per your request, we have revised our budget pricing for the marine works at the above referenced facility. Based on the provided drawings we have developed the following scope of work. 1. Mobilization/Demobilization- $50,000 This item includes: a. One complete mobilization and demobilization of SFI's barge, crane, crews and materials to and from the jobsite. 2. Concrete Boat Lift Support Pile-(120) @ $1,800 each =$216,000 a. Supply and install (120) 14" square pre -cast pre -stressed concrete pile up to 35' long. 3. Floating Concrete Docks-(79,000 SF) @ $90.00=$7,110,000 a. Includes supply and installation of approximately 79,000 square feet of Marinetek (18" freeboard) floating concrete docks. 4. Floating Aluminum Docks-(10,000 SF) @ $45.00 =$450,000 a. Includes supply and installation of approximately 10,000 square feet of Marinetek (18" freeboard) floating aluminum frame docks at each slip finger piers. 5. Support Piling-(224) @ $4,500 each =$1,008,000 a. For the purpose of this budget we have included supply and installation of (224) new 18" pre- cast concrete pile up 50' long and fitted with a PVC cap. These will be required with either option of floating docks. 6. Electric Service- (89,000 SF) @ $25.00 =$2,225,000 We have assumed a typical system based on previous experience. No additional appurtances or infrastructure upgrades are included. Members of: Deep Foundation Institute . Pile Drivers Contractors Association . CASF Virginia Key Marina I RFP No. 16-17-011 Page 86 VIRGINIA KEY HARBOUR MARINE CENTER P16-010M R3 May 22, 2017 Page 2 of 2 7. Potable Water, Fire Suppression and Sewage Pump Out-(89,000 SF) @ $13.00 = $1,157,000 We have assumed a typical system based on previous experience. No additional appurtenances or infrastructure upgrades are included. 8. CCA Mooring Pile-(232) EA @$1,400 =$324,800 a. Supply and install (232) 12" round 2.51b retention CCA wood pile up to 40' long. b. Each pile to have a pvc cap and 2 mooring horns. c. All mooring pile will be wrapped with a 30-mil high density polyethylene pile wrap from 1 foot below the mud line to 1 foot above mean high tide prior to installation. Construction Budget Total-$12,540,800 Exclusions: 1. Engineering or construction drawings. 2. Bonds (can be provided @ 1.4% of contract amount). 3. Permits or permit fees. 4. Mangrove trimming. 5. Mitigation. 6. Upland access immediately adjacent to the shoreline will be required for material deliveries. Notes for this proposal: This proposal was prepared with the best information available, the pricing contained herein is preliminary and subject to change pending our review of additional information such as soil borings, permit conditions as well as final construction drawings. We have assumed the existing infrastructure to be adequate and no additional transformers, lift stations or other upgrades are included. We hope this information is helpful in your evaluation of this project and appreciate your consideration of our company for your new project. If you should have any questions, please contact me at my office. Respectfully Submitted, SHORELINE FOUNDATION, INC. Joseph Stanton Senior Estimator 2781 S.W. 56hI Avenue . Pembroke Park, Florida 33023 Phone: (954) 985-0460 . Fax: (954) 985-0462 . www.shorelinefoundation.com Members of: Deep Foundation Institute • Pile Drivers Contractors Association . CASF Virginia Key Marina I RFP No. 16-17-011 Page 87 VIRBINIA KEY HARBOUR MARINE CENTER VIRGINIA KEY 11. FINANCIAL PLAN VKLLC will invest more than $80 million including approximately $30M in equity in the creation of Virginia Key Harbour & Marine Center. VKLLC's financial plan and cost estimates have been created using reasonable revenue forecasts based on best available data and costs today based upon VKLLC's vast experience in South Florida, the State and Country. Contractor, supplier, and installer budgets and worksheets supporting the Project development costs are included in the attachments to this section. As shown on the Phased Capital Outlay chart and analysis provided in the attachments to this section and below, it is anticipated that Phase 1 of the Project will require a capital outlay of approximately $36,700,000; Phase 2 will require $18,550,000; Phase 3—$24,750,000 . These totals include initial infrastructure costs and on -going capital infrastructure costs. The attached financial analyses estimate operating expenses, renovation costs, and debt service for the renovation and building period and first 15 years of the Project's operation, on a revenue source by revenue source basis as each phase comes on line and an integrated total basis over the proposed phased development schedule. (a) Financing Plan The members of VKLLC currently own and or operate 47 mixed use marina properties throughout the Eastern Seaboard and the Midwest with a combined value approaching $1 Billion. Combined they are the largest marina owner operators in the United States. RCI and its related entities and partners have been provided over $300M in debt financing for its current projects over the last 5 years with along the required corresponding equity investments. Since August of 2015, Suntex has raised approximately $290 Million in equity which when combined with $400 Million in debt gives Suntex $690 Million of purchasing power to acquire and develop marinas; therefore, Suntex has the equity in place to pursue the Project immediately. Examples of debt financing over the past three years include: • Loggerhead Marinas, 11 Locations in Florida - The Loggerhead Marinas include a combined 2,300 slips in 11 locations throughout Florida. $15 million in improvements across all Loggerhead locations planned for the coming year. $75 million credit facility Florida Community Bank. • Marina Jack & Bayfront Yacht Works, Sarasota, FL - $30 million credit facility from Florida Community Bank. • Liberty Landing Marina, Jersey City, NJ - $31 million credit facility from First United Bank (fka American Bank of Texas). • State Dock & Wolf Creek Marinas, Lake Cumberland, KY - $23.6 million credit facility from First United Bank (fka American Bank of Texas). HARBOUR k MARINE CENTER As described in detail in the chart -- Phased Capital Outlay the capital requirement for the first phase is $36.7 Million, while the expected equity investment of the entire Project is $30 Million of the $80 Million capital required for a projected debt to equity ratio of 37.5%. VKLLC through its members has immediately available funds to finance the entire first phase of the Project without any debt financing if that became necessary. Indeed, VKLLC could fund the entire Project without debt financing, however, that would not be a prudent business model. VKLLC has projected seeking debt financing of $50 Million for the Project. The chart showing the projected Phased Net Operating Income assumes the full $50M debt will be phased in over the first 3 years starting with interest only at 8% for the first 3 years and then a 20 year permanent loan at 8%. As the projected Net Operating Income statement shows there is sufficient income from the Project to cover debt service beginning in year three with Project equity only needed to cover the initial short fall in years one and two. (b) Infrastructure Cost Estimate As shown in the attachments based upon the best information available to date, VKLLC and its contractors have estimated the cost of site infrastructure including the baywalk, site work, roads, water and sewer and utilities to be approximately $7,670,000. This amount, is listed separately in the construction estimates, but has not been listed separately in the Phased Capital Outlay Chart, even though the amounts have been accounted for within the Capital Budget. (c) On -Going Capital Infrastructure Costs As described above in the project description and analysis long term resiliency and sustainability have been incorporated into the VKLLC project as a guiding principal of the design at every stage. The site will be elevated an extra foot to 6 feet above sea level to provide extra longevity from sea level rise. The dry Storage facility has been elevated above two levels of parking to protect not only sea level rise but all but the worst storms. The materials to be used throughout the site and buildings will be specified with the long term view of resiliency and sustainability. So there will be initial investment made in better materials. Even with this initial investment property and site are still a marine environment, therefore VKLLC has included a generous 2 1/2 % reserve for replacements. This exceeds the 1 % reserve fund required by the RFP. Virginia Key Marina I RIP No. 16-17-011 Poge 88 VIRGINIA KEY FINANCIAL PLAN HARBOUR MARINE CENTER (d) Operation and Maintenance As clearly demonstrated in the chart entitled Phase Net Operating income included above, the Virginia Key Harbour & Marine Center revenues will be sufficient for the project to be self-supporting with no governmental support other than cooperation by the City in the land use and permitting process. Indeed the project will provide substantial direct and indirect economic benefits to the City reaching $1 Billion in rent and taxes paid to the city over the life of the Lease. Virginia Key Marina 1 RFP No. 16-17-011 Page 89 VIRGINIA KEY HARBOUR " MARINE CENTER VIRGINIA KEY 12. FINAL RETURN TO THE CITY (a) Financial Return to the City Including Base Rent and Participation Rent As outlined, demonstrated, and discussed in the financial analyses above and the attachments to Tab IX , VKLLC has provided a comprehensive development plan which offers the most positive economic impact to the City, while maintain and complying with the principles of the Virginia Key Master Plan . VKLLC will pay the City annual lease payments of: (b) Base Rent Base rent of $2, 150,000 that will increased annually by the greater of: (3%) of the previous year's Base Rent, or an increase based on the amount indicated by the Consumer Price Index as of (3) months prior to the beginning of the applicable adjustment date. In no event shall any such annual adjustment to the Base Rent result in an increase which is less than (3%), or more than (5%); this exceeds the requirements of the RFP which only requires a minimum increase of 1 (c) Percentage Rent i. Commercial Facilities Six percent (6%) of sublease income, if any, received by Lessee from unaffiliated Sub lessees, licensees, concessionaries or the like for the rental of commercial space (e.g. retail, restaurant, storage, repair facility, ship's store, but specifically excluding fuel sales, wet slip and dry storage operations) at the Property; this exceeds the minimum set by the RFP of 4% ii. Marina Revenue Six percent (6%) of the Gross Revenue received by Lessee from the rental of any wet or dry slips at the Property; and iii. Fuel Sales Six percent (6%) of the Gross Fuel sales. Due to the size of the investment and the efficiency of the resulting program, the combined rents paid to the City are projected to grow from initial payments of $2,588,000 in year 1 to $3,709,613 in year 5 to $4,392,980 in year 10; to $5,054,707 in year 15. Total rent paid to the City in years 1-15 is $60,479,022 --with net present value, based upon the RFP formula using a discount rate of 5%, of $41, 850, 704. The projected Total rent and real estate tax payments to the City for only the first 15 years will provide a direct cash value is $66,434,993. HARBOUR MARINE CENTER Total rent paid to the City over the life of the lease is $909, 391, 990 plus real estate taxes of $88, 340,602 for a total projected direct cash benefit of $999, 732, 593-- $1 Billion. (d) Non -Financial Benefits i. Job Creation and Hiring Further public benefits, include the creation of approximately 1,280 local jobs over the life of the project. Implementation of a goal of 30% of work to be performed by minority and disadvantaged individuals and groups. Through extensive studies of jobs created as a result of marina and mixed use developments based on our experience, and through studies based upon independent economic analysis from consultants including Dr. Michael Evans, PHD from Boca Raton, FL who is an expert in job and economic forecasting of mixed use projects including marinas similar to what we are proposing at the Virginia Key Harbour & Marine Center, VKLLC expects this Project would result in the creation of the following jobs throughout the life of the Project: MARINA RESTAURANT TOTAL JOB CONSTRUCTION 460 123 483 DIRECT 134 232 366 INDIRECT 158 173 331 TOTAL JOBS 752 528 1,280 ii. Compliance with the Virginia Key Master Plan Environmental Enhancement, Resiliency and Sustainability The Virginia Key Harbour & Marine Center has been planned and designed to meet and exceed all of the requirements of the RFP and to be consistent with the Virginia Key Master Plan principles. The VKLLC Project will be developed into a world class, state-of-the-art, mixed -use waterfront marine center. The Project is designed to be resilient, sustainable, environmentally sensitive and "green". The Project will create a Marina Village inspired image compatible with the adjacent Marine Stadium yet with a modern waterfront aesthetic. Virginia Key Harbour & Marine Center will become a true user friendly marine center for all segments of the public and the boating community. As part of its sustainable and "green" design the world class design team has been coupled with the most state-of-the-art flexible and efficient Aero-Docks automated dry storage system. The user experience will be enhanced by the automated proc of storing vessels, and these operations will create a unique ma fascinating marine -oriented spectacle that can be appreciated by customers and public users alike. Importantly, the design and Virginia Key Marina I RFP No. 16-17-011 Page 90 VIROINIAKEY HARBOUR 8e MARINE CENTER I2. FINAL RETURN TO THE CITY automated systems will facilitate the creation of thousands of feet of uninterrupted public baywalk along the entire waterfront. In addition, VKLLC will provide all of the required parking for the Project and the city's obligation to the Rusty Pelican. The innovative sustainable and resilient design raises the dry storage facility not only above FEMA 100 year base flood elevation, but the design accounts for projected sea level rise and the associated higher storm surge elevations. This resilient design approach allows for the creation of two full layers of parking under the storage facility will begin at an elevation of 20+ feet above sea level, while keeping the design height of approximately 65 feet --below the height of the adjacent Historic Marine Stadium. Perhaps as importantly, this design eliminates the need for a six - story parking garage intruding along the Rickenbacker Causeway. Virginia Key Marina I RFP No. 16-17-011 Page 91 VIRGINIA KEY HARBOUR MARINE CENTER VIRGINIA KEY 13. EXPERIENCE AND QUALIFICATIONS (a) Business Team i. Experience and Structure For the purpose of submitting this Response to RFP No. 16-17-011, RCI Group and Suntex Marinas have formed Virginia Key, LLC, a Florida limited liability company qualified to do business in the State of Florida (referred to herein as "VKLLC"). VKLLC is comprised of a joint venture between RCI Group and Suntex Marinas. VKLLC is thus the combination of the marina development/ operation experience and financial capacity of both RCI Group and Suntex Marinas. RCI Group is the business name used to describe the portfolio of related companies, all owned and managed by Robert W. Christoph and Robert W. Christoph, Jr, the principals of each company and the Christoph Family Trusts. 1 Suntex Marina Investors LLC (DE) Virginia Key SMI, LLC (DE) J HARBOUR & MARINE CENTER Suntex Marinas is a real estate company investing exclusively in niche mixed -use marinas and their related operating platforms. Suntex and its predecessor companies have been in the marina business since 1995. Suntex is led by a management team with over 100 years combined experience investing in, acquiring, developing and operating marinas. Suntex currently employs approximately 60 people in its corporate office and approximately 1,200 on -site at its marinas during peak seasons. Suntex Marinas is the business name used to describe the portfolio of related companies and marinas all owned and or managed by Suntex Marina Investors LLC and its principals John D. Powers, Jr., Bryan Redmond, Chris Petty and David Filler. The specific structure of VKLLC is shown on the organizational chart below: Christoph Family Trust f/b/o Hunter Christoph Robert Christoph, Jr. RWC VK, LLC (FL) Virginia Key Parent, LLC (FL) Virginia Key, LLC (FL) "RFP Proposer" l Christoph Family Trust f/b/o Robert Christoph, Jr. Hook VK, LLC (FL) Virginia Key Marina I RFP No. 16-17-011 Page 92 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS VKLLC meets the RFP's threshold qualification standards and has the requisite expertise and financial and management capability to develop a marina, dry storage, retail/restaurant destination facility of similar scope and complexity as identified in the Project objectives. As reflected in the attached Business Team and Development Teams Experience Forms, the experience of the members of the Project Team far exceeds the minimum of ten years' experience in the management and successful operation of marinas, restaurants, and ancillary facilities of similar size and complexity; including the minimum of ten years active experience and responsibility for daily operations of a marina restaurant; cis well as the minimum of five years' experience operating ship's stores and retail facilities. The VKLLC Project Team consists of local firms that employ City residents and contractors. ii. The RCI Group Companies Begun in the late 1960's, RCI Group, is a portfolio of multifaceted real estate development companies, including RCI Marine, Inc., owned by the Christoph family. It is now in its fifth decade of active property development and management. The Christoph Family, RCI Group, and its affiliates have developed or acquired 9,790 apartment units, 1.9 million sf of retail, office and self -storage properties, and 1,285 marina slips with service -related ancillary businesses. RCI Group's consolidated portfolio represents over $150 million in total value and generates over $25 million in annual gross revenues. Today, the RCI Group and its related companies are widely regarded in the eastern United States and the Caribbean for providing a first class array of real estate services to a select group of developers specializing in the creation of unique, luxury, multi -dimensional marine related waterfront destinations. Due to its real estate background and experience in commercial, residential, multi -family, and marina properties, RCI Group and its principals have established a quality reputation through their ability to skillfully identify and integrate all phases necessary to create a successful destination waterfront. As a result, RCI Group's waterfront operations are the most desired destinations in their respective markets. RCI has a demonstrated ability to complement and form all-inclusive teams of experts in order that all phases and aspects required of a real estate development are identified and addressed. RCI Group's team approach to phased development ensures that the timing and size of each component is proper and synergistically melded into the overall development. RCI Group has over 25 years of extensive experience working with governmental entities and government -owned property as HARBOUR MARINE CENTER demonstrated by its development and operation of several projects similar to the Virginia Key Marina RFP and detailed below, such as: Miami Beach Marina (Miami Beach, FL), Steelpointe Harbor (Bridgeport, CT) and Bahia Mar Yachting Center (Fort Lauderdale, FL). Additional information regarding RCI Group's experience and services can be found online at www.rciair.com. iii. Suntex Marinas Suntex is a leading owner, operator and developer of high -quality coastal and inland marina properties located throughout the United States. Suntex Marinas is a real estate company investing exclusively in niche mixed -use marinas and their related operating platforms. Suntex and its predecessor companies have been in the marina business since 1995. Currently, Suntex owns and manages 43 marinas comprised of approximately 15,500 boat slips with a combined value exceeding $600 Million. These marinas are all full -service and include retail spaces, office buildings, resorts, hotels, and restaurants throughout the United States, including 14 marinas in Florida. Suntex is led by a management team with over 100 yeal. combined experience investing in, acquiring and operating marinas. Suntex currently employs approximately 60 people in its corporate office and approximately 1,200 on -site at its marinas during peak seasons. Suntex has experience with Florida and the Rules & Regulations governing Marina Operations by currently owning and operating Snook Bight Marina in Fort Myers Beach, FL, Marina Jack and Bayfront Yacht Works in Sarasota, FL, and 11 Loggerhead marinas located in St. Petersburg, South Miami, Aventura, Hollywood, Lantana, South Lantana, Riviera Beach, Palm Beach Gardens, Jupiter, Vero Beach and Daytona Beach. Over the last two decades, the principals of Suntex have acquired, managed and/or sold approximately 60 marinas. The principals and management of Suntex and its predecessor company have typically invested in partnership with high net worth individuals, family offices, private equity firms and hedge funds. Suntex's realized and unrealized investments have a demonstrable track record of providing high current income, as well as significant capital appreciation. In 1995, Johnny Powers, Ron Rhoades and Scott McMullin invested in Lakeway Marina, their first marina together. Between 1995 and 1999, they were active in multiple real estate classes, includi office, multifamily, industrial, retail and golf assets - investing u. aggregate of over $200 million in partners' and third -party capital. Virginia Key Marina I RFP No. 16-17-011 Page 93 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS In 2000, Johnny Powers and his partners decided to focus the business solely on marinas, divesting their non -marina real estate assets. They formed Sun Resorts International and over the next six years amassed a portfolio of 13 marinas and built a marina management company. In a series of transactions in 2006 and 2007, Sun Resorts International sold all but three of its marinas and the management company to Island Global Yachting ("IGY"), and subsequently the team worked under the IGY umbrella, leading the acquisition team throughout 2007 and 2008. In August 2015, Suntex also raised $200 Million in equity and $300 Million in debt (total $500 Million) to purchase and develop additional marinas. Suntex equity commitments have been expanded to approximately $275 Million as of May l5th, 2017. Suntex has a proven track record of value creation in the marina industry. The value creation process starts from the identification of an acquisition opportunity, where Suntex, because of its dedicated business development team, has direct relationships with marina owners across the country, in a marketplace devoid of the traditional commercial brokerage community. Suntex seeks to create value at every step of the acquisition, operations and asset management process. A few examples include: • Strategic high return on investment ("ROI") capital projects: Suntex has extensive experience generating incremental NOI from a property by selectively replacing antiquated infrastructure with slips that can generate the highest rate in a given market. • Revenue mix: Suntex's experience enables it to optimize the mix of amenities at a particular marina (e.g. service, fuel, retail shop, etc.), in order to enhance the customer experience and ultimately drive the highest slip rental rates. • Internalizing service departments: Suntex understands that a poorly operated service department can have a negative impact on the customer experience. As a matter of practice, Suntex will internalize the service department so it can elevate the standard of service to the tenant, have greater control over the overall customer experience, and ultimately drive incremental revenues at the property. Additional information regarding Suntex Marina's experience and services can be found online at www.suntex.com. HARBOUR ee MARINE CENTER (b) Operational History Reflective of Capacity to Meet Project Goals The Christophs, RCI Group and Suntex have played a leading role with principal responsibility for the development and operation of projects of similar size, complexity, and constraints as the facilities and uses proposed. Members of the Project Team have successfully developed and obtained financing for multiple projects of similar size and complexity with similar uses and constraints, securing or providing financing for projects as large as $1.1 billion in Steelpointe Harbor. Therefore, VKLLC not only has generally unmatched significant qualifications, experience and achievements, but more importantly VKLLC has unmatched significant qualifications, experience and achievements in developing and operating projects very similar to the Virginia Key Marina RFP. A sampling of similar projects to Virginia Key Marina are as follows, and include several large mixed -use urban projects in Florida that involve publicly owned lands: Virginia Key Marino I RFP No. 16-17-011 Page 94 VIRGINIA KEY HARBOUR (Se MARINE CENTER EXPERIENCE AND QUALIFICATIONS MIAMI BEACH MARINA, 1999 - PRESENT Site: 300 Alton Road, Miami Beach, Florida Total Project Value: $ 100 Million + Property Size: 45.34 Acres/400 Wet Slips Property Uses: 60,000 SF of Retail, Office, Restaurants, as well as Residential, Fuel and Parking, 50'-Wide Baywalk TThe Miami Beach Marina is a Public -Private Partnership marina on land publicly owned of the City of Miami Beach. Miami Beach Marina is a large mixed -use marina development located in an urban Miami -Dade County just across Biscayne Bay from Virginia Key. Called the "Gateway to the Caribbean in the Heart of Miami Beach" the Miami Beach Marina is perfectly located a mere 2 minutes from the ocean, 4 minutes from the vibrant night life, fashionable restaurants, shops and galleries of South Beach, 8 minutes from the heart of downtown Miami, and only 15 minutes from Miami International Airport. The Marina offers easy access to all major highways. The superlative location with state-of-the-art marina facilities combines 400 boat slips (dockage for vessels up to 250 feet) with services and amenities that are second to none, including 60,000 square feet of retail uses that include casual and fine dining, market and gourmet grocery, salon spa, dive charter, yacht charter, yacht brokerage, fishing charters, boat rentals, jet ski rentals, and a structured parking garage with approximately 720 parking spaces. RCI Group developed the mixed -use marina retail component for a cost of $15 million. The mixed -use marina is also built upon publicly owned land with a ground lease in the same fashion as the Virginia Key Marina redevelopment. The features of the Miami Beach Marina include a water taxi station, concierge services, casual and fine dining, market and gourmet grocery, salon spa, dive charter, yacht charter, yacht brokerage, fishing charters, boat rentals, jet ski rentals, control tower with state-of-the-art weather service, 24 hr. dock attendants and security patrol, heated swimming pool with laundry facilities, air Conditioned restrooms, washers and dryers, concrete docks and finger piers, 1000+ feet of floating pier for easy access for small vessels, boat lifts accommodating vessels up to 24,000 lbs. in the wet slips, high speed fuel dock with five (5) fueling pumps, and dockside sanitary pump out. Financing partners for Miami Beach Marina include Great American Life Insurance Company that has provided a $50 million credit facility. Miami Beach Marina has many similarities to the Virginia Key Marina redevelopment, including mixed -use development including restaurants, off and retail, a location in an urban location in Miami -Dade County, accommodates a water taxi station and is also built on publicly owned land with a long-term ground lease. Virginia Key Marina I RFP No. 16-17-011 Page 95 VIROINIA KEY HARBOUR a MARINE CENTER EXPERIENCE AND QUALIFICATIONS STEELPOINTE HARBOR, 2001 - PRESENT Site: Stratford Ave And East Main St, Bridgeport, Ct Total Project Costs: $1.1 Billion Property Size: 52.0± Acres/250 Slips Property Uses: 1,300,000+ SF of Urban Mixed Use Consisting of Retail, Office, Restaurants, Hotel, Residential and Marina Uses r- hf r iL e. 1 i.t144- ''IJ. if-I-4k f?Tip 1%11tit Steelpointe Harbor is a $1.1 billion Public -Private Partnership redevelopment that is creating New England's premier 2.8 million square foot mixed -use urban oriented waterfront development in Fairfield County, Connecticut, built over 52 acres. Phase 1 of Steelpointe Harbor is now completed and includes a 143,000 square foot Bass Pro Shops including 18,498 square feet of restaurant and bowling lanes along with an additional 10,000 square feet of retail. Phase 1 was completed on time and on budget. Steelpointe Harbor has already broken ground on Phase 2 including a 250 slip wet slips and a 40,000 square foot waterfront Dock Master and restaurant building. The project will continue to be constructed over a period of years in subsequent phases. When completed, Steelpointe Harbor will have approximately 800,000 square feet of retail space, 200,000 square feet of commercial/ office space, 300,000 square feet of hotel/meeting area, a new 250 slip with complete shore side support which will also contain 1,000 to 1,500 residential units. The Project will include a 50' wide harbor walk along 3000 feet of shoreline creating public access to the water that has never existing before. To date, financing partners for Steelpointe Harbor include Florida Community Bank ($24 million) and the State of Connecticut ($40 M) investor financing of $12M along with equity of approximately $20M. In all, the Steelpointe Harbor, demonstrates many of the same features as the Virginia Key Marina redevelopment, including mixed -use development, restaurants, an urban location, and is built on publicly owned land with a long-term ground lease. Virginia Key Marino 1 RFP No. 16-17-011 Page 96 VIRGINIA KEY HARBOUR & MARINE CENTER EXPERIENCE AND QUALIFICATIONS BAHIA MAR YACHTING CENTER - PRESENT Site: 801 Seabreeze Blvd., Fort Lauderdale, FI Total Project Costs: $125 Million Property Size: 39 ± Acres/250 Slips Property Uses: 200,000 + SF of Urban Mixed Use Consisting of Retail, Office, Restaurants, Hotel (296 Rooms) and Marina Uses The Bahia Mar Resort and Yachting Center is the ultimate Hotel and Marina destination in the heart of Fort Lauderdale, Florida and is a Public -Private Partnership marina built on a long term ground lease upon land publicly owned by the City of Fort Lauderdale. The property features a 296 room Hilton Hotel, 200,000 square feet of restaurants and retail shops, swimming pool, tennis and is directly across the street from a pristine sand beach along the shore of the Atlantic Ocean. The marina offers 250 slips capable of handling vessels up to 300 feet along its 3,000 foot parallel dock and more than 5,000 feet of floating docks. This facility offers High Speed fueling, free Wi-Fi, cable television, in slip sanitary pump -out, a marine store, dive shop, a marine maintenance provider and full access to all of the amenities located within the property and the Hotel. The facility also includes parking available for 1,111 vehicles. Bahia Mar is also the home the world renowned Fort Lauderdale International Boat Show, which demonstrates VKLLC's experience in dealing with world -class boat shows such as the Miami International Boat Show currently held on Virginia Key. This full service tropical Beach Resort and Marina is conveniently located in an urban area in the heart of downtown Fort Lauderdale. On the Beach front, the marina is adjacent to the Intercostal Waterway and only 1.5 miles from Port Everglades. Only 2 miles from the Fort Lauderdale Convention Center and 4.5 miles from the Fort Lauderdale International Airport. Bahia Mar also includes a number of activities that are contemplated by the Virginia Key RFP, such as a water taxi station, as well as, rental and chartering for sailing, scuba diving, snorkeling and sightseeing tours. As with the Virginia Key Marina redevelopment, the Bahia Mar Yachting Center land is publicly owned and operates under a ground lease, includes mixed -use development, is located in an urban location in South Florida and accommodates a large boat show. Financing partners for Bahia Mar include JP Morgan Chase, that has provided a $125 million credit facility. Virginia Key Marina I RFP No. 16-17-011 Page 97 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS LIBERTY LANDING, 2010 - PRESENT Site: Jersey City, New Jersey Total Project Costs: $60 Million (Currently Planned Capital Expenditures) Property Size: 51± Acres/820 Slips (520 Wet/300 Dry) Property Uses: 49,000 SF of Urban Mixed Use Consisting of Retail, Ship Store, and Restaurants Liberty Landing, is a Public -Private Partnership marina on land publicly owned by the New Jersey Department of Environmental Protection under a long-term ground lease. Liberty Landing Marina (named Marina of the Year - 2016) is a landmark marina with 520-wet slips offering year-round dockage and dry storage for boats up to 200 feet in length. The marina is strategically located in Liberty State Park along the Morris Canal and is the only marina in the area that provides a "calm basin" for boat dockage in the Hudson River. Liberty Landing sits on roughly 50 acres of land (20 acres submerged) and the entire marina property is on a long-term ground lease from the New Jersey Department of Environmental Protection. Liberty Landing contains a first-class amenity base consisting of two renowned restaurants, Liberty House Restaurant and Maritime Parc, both of which feature panoramic views of the Manhattan skyline, a private lounge for marina customers and guests, fuel service, ship store and full service boat repair and maintenance facility. Liberty Landing is also home to a number of commercial tenants that dock at the facility including Statue Cruises, providing daily tours to the HARBOUR «R MARINE CENTER over 3.5 million people annually that visit The Statue of Liberty National Monument and Ellis Island. Statue Cruises affiliate, Little Lady, also provides daily ferry service from the marina to the World Financial Center Terminal in New York City. The docks are easily accessed from New York Harbor. The Marina is located across from lower Manhattan off the Hudson River in the Morris Canal; protecting vessels from river currents and traffic. All of the docks are floating docks. The slips are equipped with 30 to 100 amp power, water, and wireless Internet. Annual, summer, and winter slips are available. Dry storage is also available for monthly, annual or a seasonal stay. Liberty Landing Marina welcomes transient vessels up to 200 feet all year round. Chartered vessels may schedule to pick up and/or drop off guests. Dock and Dine is also available at one of our onsite restaurants. Liberty Landing is a perfect example of a project very similar to the Virginia Key Marina redevelopment in size and scope of slips, acreage of land, located in an urban location, mixed -uses and built on publicly owned land with a long-term ground lease. Virginia Key Marina 1 RFP No. 16-17-011 Page 98 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS MARINA JACK & BAYFRONT YACHT WORKS & MARINA, 2016 - PRESENT Site: Sarasota, FI Total Project Costs: $60 Million Property Size: 25± Acres/316 Slips (Wet) Property Uses: 43,000 SF of Urban Mixed Use Consisting of Ship Store, Restaurant and Marina Uses Marina Jack, is another Public -Private Partnership marina on land publicly owned by the City of Sarasota under a long-term ground lease. Marina Jack (named Marina of the Year - 2015) is the premier marina and waterfront dining destination on the West Coast of Florida. With direct, no bridge access to the Gulf, MJ is an iconic marina -based hospitality center with 316 wet slips, nearly 100 buoy moorings (Bayfront Park Mooring Field), a full service fuel dock, a fully stocked ship's store, and an on -site Yacht Services department. Additionally, MJ offers three unique dining experiences (Blue Sunshine, Deep Six Lounge Bar & Grill, Marina Jack) overlooking Sarasota Bay, as well as Sarasota's most well-known sightseeing and sunset dinner cruiser, Marina Jack II. Marina Jack encompasses 35 acres, of which 21.8 is submerged and the remainder of which is uplands. The upland portion of the Property is situated on a land lease with the City of Sarasota. The submerged lands are situated on a lease between the City of Sarasota and the State of Florida that is, in turn, leased to the marina. The 316 slip marina is capable of hosting vessels up to 228' and maintains 35 slips fully dedicated to transient vessels. The marina also includes 19 boat lifts for vessels up to 35' in length. Virginia Key Marina 1 RFP No. 16-17-011 HARBOUR MARINE CENTER The marina is highly trafficked and hosts over 3,000 transient vessels per year. The mooring field is a joint project with the City of Sarasota and Marina Jack and currently hosts 109 floating buoys. The Marina Jack Restaurants are Sarasota's oldest continuously operating restaurants and feature a diverse mixture of casual and upscale dining. Marina Jack II is a 96' Skipper Liner vessel that conducts sightseeing lunches, sunset dinner cruises, and private parties seven days a week and hosts approximately 32,000 passengers per year. O'Leary's Tiki Bar & Grill is Sarasota's only "Key West" themed restaurant. It is a self -serve restaurant with basic food options and two bars. Importantly, Marina Jack also hosts the Suncoast Boat Show, the 3rd largest boat show in the state of Florida, therefore VKLLC has significant experience in facilitating and handling the complicated logistics that comes with a large scale boat show similar to the Miami International Boat Show at Virginia Key. Marina Jack is another project similar to Virginia Key Marina redevelopm because it contains restaurant uses, is located in an urban area o, Florida, accommodates a large boat show and is built on publicly owned land with a long-term ground lease. Page 99 VIROINIA KEY EXPERIENCE AND QUALIFICATIONS SNOOK BIGHT YACHT CLUB & MARINA, 2014 - PRESENT Site: Fort Myers Beach, FI Total Project Costs: $14 Million Property Size: 5.3± Acres/243 Slips (74 Wet/169 Dry) Property Uses: 20,000 SF of Urban Mixed Use Consisting of Ship Store, Restaurant and Marina Snook Bight Marina, is a marina on submerged lands lease from the State of Florida. Snook Bight Marina is located on Estero Island in Fort Myers, Florida and has a ship store, service center, parts warehouse, waterfront restaurant facility, member club room, pool and spa. Snook Bight Marina is a new facility with all upland structures completed in 2008, and all wet slips improvements completed in January 2013. HARBOUR �,e MARINE CENTER Uses Snook Bight Marina is a similar project to Virginia Key Marina redevelopment because it contains restaurant uses, is located in an urban area of Florida, the marina is built on publicly owned land under a long-term submerged lands lease. Virginia Key Marina 1 RFP No. 16-17-011 Page 100 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS LOGGERHEAD MARINA PORTFOLIO, 2017- PRESENT Site: 11 Marinas Throughout Florida Total Project Costs: $150 Million (Currently Planned Capital Expenditures) Property Size: 154 Acres/2,300± Slips (750 Wet /1,550 Dry) Property Uses: 45,000 SF of Urban Mixed Use Consisting of Ship Store, Restaurant and Marina Uses The Loggerhead Marina portfolio, is a portfolio of 11 marinas throughout East Florida, West Florida and South Florida. The Loggerhead Marinas are a mix of fee simple ownership and long- term ground leases with governmental entities. Approximately, 104 acres is owed in fee simple, and 50 acres is on some form of ground lease. Suntex acquired 11 of the Loggerhead Marina properties located throughout Florida in early 2017. When combined with HARBOUR MARINE CENTER prior Florida holdings, this acquisition made Suntex the largest marina owner / operator in the entire state of Florida. Along with the acquisition Suntex made a significant philanthropic commitm, to the Loggerhead Marine Life Center and a commitment to rolli,. out a Responsible Boater Initiative to all Suntex marinas nationwide. Virginia Key Morino 1 RFP No. 16-17-011 Page 101 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS (c) Financial Capacity VKLLC's financial capabilities are extraordinary, vast, relevant, and proven. The strength of the financial references of VKLLC's principals is a testament to the success of the complex redevelopment projects handled by its team members. Robert W. Christoph, has been actively engaged in the development, ownership and operations of mixed -use marine properties in Michigan, Indiana, Massachusetts, Connecticut, and Florida and in the development, ownership and operations of multi- family residential and commercial properties in Illinois, Wisconsin, Michigan, Ohio, Indiana, Tennessee, Missouri, South Carolina, and Florida. His real estate activities and syndications have raised hundreds of millions of dollars through debt and equity sources. In the past three years, the principals of RCI Group have received complex financial commitments from major financial institutions. This demonstrates that the principals have the financial soundness, financial capability, and the background to fund the Project. VKLLC's principals and Project Team members have successfully developed and obtained financing for multiple projects of a similar size, complexity, and with similar uses and constraints as what is being proposed for this RFP. Reference letters from financial institutions are attached. The Christophs have secured or provided, at minimum, $20 million or more in financing for more than one single project. Examples of the principals' financing history over the past three years include: • Bayshore Landing Marina, Coconut Grove, FL - $14.5 million from Capital Bank. This project consists of marina and approximately 42,000 sq. ft. of restaurant and retail uses. The total cost of the project is $13 million. • The Boston Yacht Haven, Boston, MA - $10 million from City National Bank. This project consists of marina and hotel uses. The total cost of the project is $10 million. • Bridgeport Landing Development, Bridgeport, CT - $24 million from Florida Community Bank. This project consists of marina, residential, and approximately 153,000 sq. ft. of restaurant and retail uses. The total cost of the project is $1.1 billion. • Bahia Mar, Fort Lauderdale, FL - $125 million from JP Morgan Chase. This project consists of marina, office, and approximately 40,000 sq. ft. of restaurant and retail uses. The total cost of the project is $400 million. Since August of 2015, Suntex has raised approximately $290 Million in equity which when combined with $400 Million in debt gives Suntex $690 Million of purchasing power to acquire and HARBOUR & MARINE CENTER develop marinas; therefore, Suntex has the equity in place to pursue this project immediately. Examples of debt financing over the past three years include: • Loggerhead Marinas, 11 Locations in Florida -The Loggerhead Marinas project includes a combined 2,300 slips in 11 locations throughout Florida. $15 million in improvements across all Loggerhead locations planned for the coming year. $75 million credit facility Florida Community Bank. • Marina Jack & Bayfront Yacht Works, Sarasota, FL - $30 million credit facility from Florida Community Bank. • Liberty Landing Marina, Jersey City, NJ - $31 million credit facility from First United Bank (fka American Bank of Texas). • State Dock & Wolf Creek Marinas, Lake Cumberland, KY - $23.6 million credit facility from First United Bank (fka American Bank of Texas). (d) Relevant Business Team Experience in Similar Projects RCI Group - Robert W. Christoph, Chairman - Robert Christoph is the Founder and President of the Miami Beach based RCI Group and its related companies. He has a Bachelor of Science degree from Purdue University and a Masters of Business Administration degree from the University of Chicago. Since 1969, Mr. Christoph has been actively engaged in the development, ownership and operations of multi -family residential and commercial properties in Illinois, Wisconsin, Michigan, Ohio, Indiana, Tennessee, Missouri, South Carolina and Florida; and in the development, ownership and operations of marina properties in Michigan, Indiana, Florida, Massachusetts, and Connecticut. His real estate activities and marina developments have raised hundreds of millions of dollars through debt and equity sources. A native Chicagoan, Mr. Christoph is an active civic leader in the greater Miami area. He is a member of the Board of Directors of the First National Bank of South Miami and is an active co-sponsor and host to many nationally recognized yachting and fishing events such as OpSail 2000 (Miami Leg), the Southern Ocean Racing Conference, Miami Dolphins Fishing charity event, and the Miami Billfish Tournament to name a few. RCI Group - Robert W. Christoph, Jr., President - Robert W. Christoph, Jr. joined the RCI Group in 2000 and moved quickly through the ranks from an analyst to his current position as Vice President of Operations. For his undergraduate studies, he attended Central Michigan University, where he received a Bachelor of Science degree in Accounting. He continued his education at the University of Miami earning his Masters of Business Administration with a concentration in International Business. Since starting with the RCI Group, Mr. Christoph has been actively engaged in the Virginia Key Marina 1 RFP No. 16-17-011 Page 102 VIRGINIA KEY 13. EXPERIENCE AND QUALIFICATIONS origination and execution of public and private sector, mezzanine, and equity financing For a variety of waterfront development projects. As the highest ranking executive in the Operations division, his responsibilities include the preparation of annual proposals and budgets for portfolio properties, oversight of all commercial leasing, optimizing organizational structure to achieve management targets, and building technology infrastructure for the organization's business needs. He is an active member of the Pillar Board of the Miami Beach Chamber of Commerce, Founders Board of Mount Sinai Hospital, and is on the Board of Directors for the Miami Dolphins Charity Fishing Tournament. He is an active member of the Coral Reef Yacht Club and the Chicago Yacht Club. RCI Group - Mark Summers, VP Development - Mr. Summers' maritime career began as a crew member on a Great Lakes ore freighter in 1979. He has been and is a fully licensed 100 ton Captain by the U.S. Coast Guard and is schooled on all aspects of the construction trades. Prior to joining RCI Marine, Mr. Summers oversaw the construction of two 150' high-speed passenger ferries and the upland terminals from which they originated. Since joining the RCI Group in 2000, Mr. Summers' responsibilities have included $10,000,000 of construction oversight, management and oversight of a 3,000,000 gallon/year marine fueling station in Key West and oversight of the leasing of the newly constructed 20,000 sq. ft. restaurant and commercial building. More recently, Mr. Summers has concluded the development of a new 74 slip marina located on the Miami River in downtown Miami. Today in Bridgeport, Connecticut, Mr. Summers is coordinating and overseeing the infrastructure realignment and the preliminary site preparation for Steelpointe Harbor, a 2.5 million sq. ft. project. RCI Group - Robert Toomey, CFO/Controller - Robert Toomey is CFO/Controller of the RCI Group. For over 20 years, Mr. Toomey was a member of Harris Cotherman CPAs (now Rehmann), a Florida public accounting firm. He is a Certified Public Accountant specializing in real estate finance and accounting. Since leaving Rehmann, Mr. Toomey worked as Chief Financial Officer with Torwest and Discovery Land Company. These companies specialized in real estate management, development, and construction in South and Central Florida and the Bahamas. Throughout his career, his focus has been to provide prime developers of upscale luxury properties and communities, with all of the accounting reports and financial analyses necessary for complete project tracking, development, management, and corporate planning. He is a graduate of the University of Florida with a BA in Accounting. RCI Group - John R. Hopwood, Jr., Capital Project Manager - A native Floridian, Mr. Hopwood graduated from Auburn University HARBOUR 8? MARINE CENTER with a BS in Building Construction. As a State licensed General Contractor, John has been active in the construction industry since 1975. He has worked as the owner of Tile & Terrazzo, Inc. installing the brick and ceramic tile throughout a 400,000 square foot waterfront property; as Director of Construction, for Roney remodeling the Roney Palace, a 1,200 room hotel/condominium complex; and as the Sr. Project Manager for The Related Group of Florida, Inc., where he was in charge of the planning, permitting, and managing of contracts for over 1,500 luxury units. Since 2009, Mr. Hopwood has been Vice President of Special Projects for the RCI Group overseeing the company's development and operation of marine related, waterfront facilities throughout South Florida. In 2012, he traveled to China and negotiated a consulting contract for RCI Group to assist in the design, operation and management of a large scale, marine -oriented development in Ningbo, China. Mr. Hopwood was formerly a Flag Officer and is Board member of the Coral Reef Yacht Club, located in Miami and also a member of the City of Miami's Waterfront Advisory Board. He is a Coast Guard licensed captain holding the 100-ton Yacht Captain's License and is an active yachtsman. RCI Group - Ralph Conti, Director of Retail Development a Leasing - Since 1974, Mr. Conti's career pursuits have focused on the retail development process. His experiences have involved over 27 million sq. ft. of ground up development across the United States in mixed -use centers, enclosed malls, neighborhood centers and single tenant facilities. Prior to joining with RCI Group in 2008, Mr. Conti has been a Senior Executive with such national retail companies as Kimco Realty, Developers Diversified Realty Corp., Glimcher Realty Trust, and Homart Community Shopping Centers. Mr. Conti holds a Bachelors degree and an MBA from La Salle University. Additionally, Mr. Conti serves on the Board of Advisors for the Warrington Business College of Real Estate at the University of Florida, is a member of the ULI, an instructor with the ICSC University, a CCIM, an ICSC Certified Development, Design and Construction Professional (CDP), a past member of the American Society of Civil Engineers (ASCE) and is the current Chairman of the ICSC CDP Professional Development Subcommittee. Suntex - John D. Powers, Jr. ("Johnny"), Founding Principal, member of the Board and Chief Executive Officer of Suntex Marina Investors LLC ("SMI") - Mr. Powers is also a member of SMI's Executive Committee. His primary responsibilities include working with his partners and investors to regularly evaluate the strategy for the investments, sourcing capital, investor relations, strater. partnerships and acquisitions. From February of 2007 through December of 2008, Mr. Powers was Executive Vice President of M&A with Island Global Yachting Virginia Key Marina I RFP No. 16-17-011 Page 103 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS ("IGY"). Prior to the acquisition of Sun Resorts International, Inc. ("Sun Resorts") by IGY in February of 2007, Mr. Powers was a founder and Managing Director of Sun Resorts and affiliated companies and President of Sun Resorts Management, Inc. Sun Resorts acquired, owned and managed 13 marinas located in Texas, Florida and the Caribbean and employed approximately 400 people. Mr. Powers was also one of three founding members of Harvard Property Trust Inc. ("Harvard Property Trust"), which was a Texas based private real estate investment trust. From 1996 through 1998, Harvard Property Trust acquired over $200 Million of suburban office buildings located in Texas and Minnesota. Mr. Powers has been responsible as a principal for over $1 Billion of transactions for Suntex, Sun Resorts, Harvard Property Trust, and related entities. Mr. Powers and his partners have also been responsible for securing over $400 Million of equity capital for Suntex, Sun Resorts, Harvard Property Trust, and related entities. Mr. Powers has developed outstanding relationships with numerous individual accredited investors, who have invested in various ventures in which he is a principal. He also maintains strong relationships with institutional equity investors and lenders. Mr. Powers received his Juris Doctor in 1992 from the University of Texas. Prior to attending law school, he graduated magna cum laude from Southern Methodist University, obtaining a Bachelor of Business Administration degree in Real Estate and Urban Land Economics and Finance. Mr. Powers has also completed 30 hours towards his Masters of Business Administration degree from Southern Methodist University. Mr. Powers is a former member of the Texas State Bar Association. Mr. Powers is a former member of the Young Entrepreneur's Organization and current member of the Bent Tree Bible Church. He is also a graduate of the Transformational Leadership Program. He resides in Dallas with his wife, Cintia, and has six children, Alexandra, Jordan, Preston, J.D., Grace, and John Austin. Mr. Powers leads Suntex's efforts with respect to the Folds of Honor Foundation on which he serves as a board member. Suntex - Bryan Redmond, Founding Principal and Head of Acquisitions of Suntex Marina Investors LLC ("SMI") - Mr. Redmond is also a member of SMI's Executive Committee. He has worked with the other Principals for the past 15 years, and in that time has developed a network of high net -worth investors who have participated in the ventures in which he is involved. His primary role is the overall coordination of all operations and implementation plans to take on the projected growth of the company. Mr. Redmond's experiences also include the negotiation, underwriting and the capitalization of debt and equity for real estate, marina HARBOUR MARINE CENTER and resort properties and operating companies. Mr. Redmond was formerly a Director of M&A Business Development for Island Global Yachting ("IGY"). Prior to IGY, Mr. Redmond was Director of Acquisitions for Sun Resorts International, Inc. ("Sun Resorts"). Sun Resorts acquired, owned and managed 13 marinas located in Texas, Florida and the Caribbean. Mr. Redmond has been responsible for over $500MM of marina acquisitions (over 55 different marina properties to date) and involved in over $700MM of transactions with Suntex, IGY, and Sun Resorts. He began working with Sun Resorts International in 2002, and prior to that time he worked for Arthur Andersen. Mr. Redmond attended Southwestern University, from which he graduated with a Bachelor of Business Administration degree and where he played two years of collegiate baseball. Mr. Redmond is a licensed real estate broker in the state of Texas and currently resides in Plano, Texas with his wife Brandy and daughters Brooklyn and Brinkley. Suntex - Chris Petty, Principal, Investment Services of Suntex Marina Investors LLC ("SMI") - Mr. Petty has worked with the other Suntex principals for the past twelve years and previously served as President of Suntex Marinas and Head of Operations. During this time, Mr. Petty has played a pivotal role in the acquisition of over 35 marinas and provided transitional and technical leadership for all properties. He is ultimately responsible for the operation of 43 marinas consisting of over 15,000 wet and dry slips, 25 service departments, numerous retail leases as well as fleet operations. Mr. Petty has also played the lead role in implementing accounting, management and reporting software systems. Formerly, Mr. -Petty was the North Caribbean Regional Manager at IGY and General Manager for IGY's flagship property, Yacht Haven Grande, St. Thomas, Virgin Islands. While at Yacht Haven Grande he was able to reduce payroll and expenses by $3,500,000 in one year. Mr. Petty had full property financial and operational responsibility for the North Caribbean assets, managed all facets of mall operations and all marina activities including 600+ slips accommodating mega yachts up to 450'. Prior to its merger with IGY, Mr. Petty was recruited by Sun Resorts International, Inc. to manage American Yacht Harbor, St. Thomas, and Virgin Islands. Mr. Petty was retained by IGY after the merger and continued to manage the marina and all associated operations for four years where he was able to increase revenues by 48.0% and NOI by 38.0%. Mr. Petty has 21 years of experience as General Manager, Vice President and President of various resort marinas in 9 states and the Caribbean. His experience ranges from personal watercraft to the world's largest mega yachts. He is a Virginia Key Marina I RFP No. 16-17-011 Page 104 VIROINIA KEY 13. EXPERIENCE AND QUALIFICATIONS board member of the Association of Marinas Industry, a certified port facility officer and holds a U.S. Coast Guard Master Captain's License. Mr. Petty attended the University of Arizona, from which he graduated with a Bachelor of Science. Suntex - David Filler, Principal and Head of Business Development at Suntex Marina - He has worked with the Principals for the past five years. David has 20 years of experience in the practice of law. In addition to his role with Suntex, Mr. Filler is a partner in the law firm of Filler - Rodriguez, LLP. Throughout his career, Mr. Filler has participated in over $750 million of real estate and equity transactions. Mr. Filler is member of the Board of Directors for Pacific Sunwear of California, Inc. (PSUN), and sits on the audit committee. Mr. Filler received his Juris Doctor and Bachelor of Arts degrees from the University of Texas. He is a member of the Texas Bar, the New York Bar, and the Florida Bar. He resides in Miami, Florida, with his wife and their two children. Suntex - Josalyn Claussen, Director of Marketing for Suntex - Ms. Claussen over 15 years of marketing experience that includes 8 years specific to marinas. After college, Josalyn began her sales and marketing career with the Arizona Republic. In 2002, prior to working for Suntex Marinas, Josalyn was Marketing Manager for Island Global Yachting's flagship property, Yacht Haven Grande in St. Thomas, Virgin Islands. At Yacht Haven Grande, she managed the daily operations for their marketing department. While at Yacht Haven Grande, Josalyn developed and implemented an integrated marketing plan to facilitate traffic to Yacht Haven's 46-slip mega - yacht marina and upscale shopping and dining galleria. Josalyn received her Bachelor of Arts degree from Augustana College in Rock Island, IL, where she majored in Business Administration with a concentration in Marketing and Communications. Suntex - Brucker Stensrud, Vice President, Mergers & Acquisitions - Brucker Stensrud is Vice President of Acquisitions and has 15 years of real estate investment and development experience. Brucker has been involved in the acquisition, development and disposition of over $700 million in real estate assets throughout the United States and abroad, including over $400 million in marina acquisitions and developments with Suntex since 2013. Brucker previously served as Partner with JTL Capital, LLC, a closely held, private real estate investment and development company based in Dallas, Texas. While atJTL, Brucker played an instrumental role in the underwriting, acquisition, asset management and HARBOUR & MARINE CENTER disposition of properties spanning various asset classes including over 2.5 million square feet of retail, over 1.5 million square feet of office, 5 multifamily / condo developments, 1 ultra -luxury resort hotel, and over 10,000 acres of raw land. These projects were located throughout the United States, Mexico, Costa Rica and Panama. Brucker is also a partner and investor in numerous real estate partnerships and operating companies. Suntex - Ron TenEyck, Vice President, Operations - Ron TenEyck joined the Suntex team in 2010 when Suntex acquired Liberty Landing Marina in Jersey City, New Jersey, where he served as General Manager until he was promoted to Vice President of Operations for Suntex Marinas. He started at Liberty Landing Marina in 2006 as Director of Service then was later promoted to General Manager. Mr. TenEyck's background spans more than 20 years within the yachting and marine industry. He started his maritime education at Fort Schuyler Merchant Marine Academy and holds various degrees in the marine industry including Certified MerCruiser master technician and US Coast Guard 100-ton Captains license. Ron is a certified technician for many high end yacht companies including Benetti, Uniesse, Sealine, Sunseek and Searay, to name a few. Currently, he serves on varic waterfront councils for the City of New York and the state of New Jersey, specializing in marine improvement and conservation. Ron is renowned for his reputation in the marine service industry, with a large following of very satisfied customers. Suntex - Stephen Lehn, Vice President, Operations - Stephen Lehn is the Vice President of Operations for Suntex and has over 10 years of operations, asset management and investment experience. He began as a corporate real estate consultant for mid -size to Fortune 1000 companies, where he collaborated with their executive teams to create and implement cost cutting strategies while supporting their financial growth. After receiving his MBA, Stephen took a position as a financial analyst for a real estate investment trust, where he evaluated over $250 Million in capital real estate investments and managed an annual capital investment budget of over $115 Million. Stephen has also been a senior consultant for Hilton Worldwide where he received awards for helping hotels grow their market share by an average of more than 16% and revenues by more than 30%. Suntex - Dario Meyer, Director, Capital Projects - Dario Meyer is a 30 year veteran of the construction industry with a Civil Engineering degree from the Georgia Institute of Technology and is a license-' Certified General Contractor in State of Florida, CGC 15189t Mr. Meyer has been involved in the planning, management and construction of a host of successful projects including marinas, ports, resorts, dams, highways, bridges, housing developments, Virginia Key Marina I PPP No. 16-17-011 Page 105 VIRGINIA KEY 12). EXPERIENCE AND QUALIFICATIONS and industrial facilities throughout the world. With a strong background in estimating and construction, Mr. Meyer is an asset to the Suntex Marinas team in the challenges of building the right pro forma, developing a complete construction estimate and a corresponding development schedule. With extensive experience in large scale construction, Mr. Meyer has worked on projects from resorts in Puerto Rico and Antigua, to marinas in St. Thomas (USVI), St Lucia (WI), Antigua (WI) including the mega yacht marinas Rodney Bay Marina, Yacht Haven Grand and Nelson Dockyard and dredging in Antigua, St Maarten, St Thomas (USVI) and St Croix (USVI). Mr. Meyer has been directly involved in the design of over 50 marinas and the direct construction of over a dozen marina projects worldwide. Suntex - Tom DeLong, Vice President, Food & Beverage - Tom DeLong is responsible for all food and beverage operations at Suntex including Marina Jack Restaurant, Marina Jack II Luxury Cruises, Olearys Tiki Bar & Grill, Turtle Beach Grill and Caribbean Jacks in Daytona Beach. Total overall operations are based in Florida. Mr. DeLong has 280 employees under his responsibility with annual food and beverage revenues in excess of 22 million. (e) History of Environmental Stewardship i. Loggerhead Marinelife Center LOGGERHEAD MARINELIFE CENTER In early 2017, Suntex made the acquisition of the Loggerhead Marina portfolio, which is a portfolio of 11 marinas throughout East Florida, West Florida and South Florida. Along with the acquisition Suntex made a significant philanthropic commitment to the Loggerhead Marine Life Center (LMC). Suntex committed to maintain a philanthropic partnership with the LMC, a 501(c)(3) nonprofit organization with a facility focused on ocean and sea turtle conservation, which houses HARBOUR MARINE CENTER a variety of exhibits, live sea turtles, working sea turtle hospital, and other coastal creatures. It also provides outreach programs and educational experiences for children, and hosts more than 300,000 guests per year, free of charge. The center promotes the conservation of ocean ecosystems with a special focus on threatened and endangered sea turtles, and is recognized locally and internationally as one of the leading authorities in sea turtle education, research, and rehabilitation. LMC also manages a 9.5-mile stretch of beach in Palm Beach County that is considered the epicenter of sea turtle nesting in North America. Each year the permanent staff of over 20 cares for more than 100 rescued sea turtles, manages hundreds of volunteers and runs the 12,000 square foot facility. Dozens of seasonal workers increase the staff count during the turtle nesting and hatching season to monitor nests, host nighttime nesting walks, and support ongoing research activities. As with all of Suntex's marinas, a portion of the net proceeds will be donated to the charitable work of the LMC to protect marine wildlife for generations to come. ii. Responsible Boater Initiative Nationwide � gyp.®�..e.7P,,,. , Are YOU al Responsible :: Boater? 4 diva J Even more important for the environment than Suntex's philanthropic partnership with the LMC is that Suntex is spreading the LMC's message beyond its location. Suntex made a commitment to and is rolling out the LMC's Responsible Boater Initiative to all Suntex marinas nationwide. Jack E. Lighton, president and CEO, Loggerhead Marinelife Center, stated, "Applying our Responsible Boating Initiative to all of its properties. As a conservationist, the greatest gift you can receive is to be joined by others equally dedicated to your cause." The Responsible Boater Initiative is designed as a collaborative tool to work directly with boaters and marinas. The purpose of these efforts is to provide communities with knowledge on responsible boating, fishing, and diving practices in order to better protect Virginia Key Marina I RFP No. 16-17-011 Page 106 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS marine life and the ocean ecosystem. The Responsible Boater Initiative includes: • Workshops for the boating community. • Responsible boating signage provided to participating marinas. • Waterway cleanups. Suntex will implement the Responsible Boater Initiative nationwide to join LMC in the fight to protect marine life and the waterways they call home. The Responsible Boating Initiative will of course be implemented at the Virginia Key Marina redevelopment. The Responsible Boating Initiative is an opportunity to expand educational message of conversation to the boating community and begin working together to protect sea turtles and our local coastal environments. The initiative is funded in partnership with the BoatUS Foundation. The BoatUS Foundation for Boating Safety and Clean Water is an innovative leader promoting safe, clean and responsible boating. The Foundation provides educational outreach directly to boaters and supports partner organizations nationwide. With millions of boaters on the water, BoatUS aims to reduce accidents and fatalities, increase stewardship of our waterways and keep boating a safe and enjoyable pastime. The BoatUS Foundation is a national 501 (c)(3) nonprofit organization. For more information on the Loggerhead Marinelife Center, visit www.marinelife.org. For more information on the BoatUS Foundation, visit www.boatus. org. iii. Fishing Tournaments - Miami Billfish Tournament RCI Group hosts a number of nationally recognized fishing tournaments which generate funds for charitable organizations, including those that promote environmental and fishery preservation. RCI Group is an active co-sponsor and host to yachting and fishing events such as OpSail 2000 (Miami Leg), the Southern Ocean Racing Conference, Miami Dolphins Fishing charity event and the Miami Billfish Tournament to name a few. Many of these charitable yachting and fishing tournaments have been sponsored by RCI Group for over a decade. HARBOUR &�(' MARINE CENTER (f) Principal Resumes SEE PRINCIPAL RESUMES ATTACHED TO APPENDIX 4. (9) Availability of Financial/Business References SEE APPENDIX 3 SECTION II AND SCHEDULE A FOR FINANCIAL REFERENCES. (h) Business References SEE APPENDIX 3 SECTION II AND SCHEDULE B FOR BUSINESS REFERENCES. (i) (I) Financial References SEE APPENDIX 3 SECTION II AND SCHEDULE A FOR FINANCIAL REFERENCES. Financial Institution Evidence of Financial Wherewithal/Financing SEE APPENDIX 3 SCHEDULE A FOR FINANCIAL INSTITUTION LETTERS. Virginia Key Marina i RFP No. 16-17-011 Page 107 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS (k) Project Team ii. Relevant Development Team Experience in Similar Projects 1. LEGAL COUNSEL Bilzin Sumberg Bilzin Sumberg is a commercial law firm dedicated to delivering the highest quality legal counsel to a wide range of distinguished clients. Through experience, talent and a sophisticated understanding of complex legal and corporate nuances, we help guide, protect and grow our clients' businesses. Additional information regarding Bilzin Sumberg's experience and services can be found online at www.bilzin.com. Carter N. McDowell, Partner - Mr. McDowell handles matters involving land use, growth management, environmental and administrative law. He has represented numerous clients through regulatory approval procedures for regional malls, resort hotels, industrial complexes, professional buildings and marinas. He regularly advises clients on environmental and permitting issues relating to business and real estate transactions, as well as in obtaining and negotiating government contracts. Suzanne Amaducci-Adams, Partner - Ms. Amaducci-Adams has extensive experience in handling all aspects of commercial real estate and finance transactions, including acquisitions, development, leasing, commercial mortgage backed securities, REMICs, mezzanine financing and loan restructurings. She is very active in the areas of marina and hotel acquisition, finance and development and leads the firm's Hospitality Group. She has advised developers in the development of hotels in mixed use projects and is involved with the purchasing, financing, management and sale of large real estate and loan portfolios owned by institutional investors, pension funds and publicly traded companies. Albert E. Dotson, Partner - Albert E. Dotson, Jr., Land Development & Government Relations Practice Group Leader, handles federal and local government procurement contracts and compliance. He also represents real estate developers in securing land use, zoning and other government approvals and permits for large- scale real estate developments. Al routinely negotiates economic development incentive programs on behalf of major U.S. corporate clients. Al represents commercial, industrial, residential and mixed -use developers throughout the land development process, including development permit challenges, zoning, concurrency, platting and permitting. Al's work also includes representing developers in Public -Private Partnerships (P3) that have included the HARBOUR MARINE CENTER redevelopment of municipal property by a private developer with the infrastructure, other public improvements and tax abatement provided by the local governing body. Vicky Leiva, Partner - Vicky Leiva's practice focuses on land development, land use, zoning and government relations. She represents clients in complex matters involving development, land use and zoning, historic preservation, the procurement of government contracts, code compliance and enforcement and construction permitting. Vicky has guided clients through the complexities of obtaining Major Use Special Permit (MUSP) approvals throughout Miami -Dade County, specializing in the City of Miami. She has secured approvals for the development of projects including River Landing, University of Miami Biomedical Research Center/Wexford, Mary Brickell Village, One Bayfront Plaza and many others. Javier F. Avino, Partner - Javier F. Avino is a Partner in Bilzin Sumberg's Land Development & Government Relations Group and Co -Chair of the Firm's International Group. Javier focuses his practice in land use, zoning, and environmental law. He represents domestic and international clients in complex matters including the development approval process, DERM permitting, planning and zoning applications, code enforcement, comprehensive planning and other environmental law areas. Javier also has experience representing both private and public sector clients before various state, county, municipal governments and regulatory bodies throughout South Florida. Javier has extensive experience representing clients in the restaurant and hospitality industry with liquor licensing and permitting, including the solicitation of new licenses, the transfer of existing licenses and the resolution of any zoning or permitting issues. Anthony De Yurre, Associate - Mr. De Yurre is an associate in Bilzin Sumberg's Land Development & Government Relations Group, where he focuses his practice on government procurement contracts and land use and zoning matters. He assists clients in securing government contracts for development and counsels them through the development approval process, including submission of planning and zoning applications, compliance with code enforcement, and obtaining government approvals and permits. Mr. De Yurre has represented clients before county and municipal governments and regulatory bodies throughout South Florida. Virginia Key Marina 1 RFP No. 16-17-011 Page 108 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS 2. ARCHITECT/LANDSCAPE ARCHITECT Arquitectonica and ArquitectonicaGEO Based in Miami and with offices in New York, Los Angeles, Paris, London, Hong Kong, Shanghai, Manila, Dubai, Lima and Sao Paulo, Arquitectonica is a major presence on the world architectural stage. Founded in 1977, the firm received critical and popular attention and acclaim almost from its inception, thanks to a bold modernism that was immediately identified with a renaissance in Miami's urban landscape. Arquitectonica has designed marina - related, waterfront, mixed -use, and public -private partnership projects around the world. The firm's work includes several projects comprising the Las Olas/Fort Lauderdale beachfront, the Coney Island redevelopment in New York, the Corpus Christi waterfront in Texas, the Shanghai Shipyards redevelopment in China; as well as waterfront redevelopments in New York, Paris, Rio de Janeiro, Hong Kong, Singapore, Korea, Abu Dhabi and many other places. Rybovich Waterfront Village Mixed -Use Development & Marina, West Palm Beach, Florida Since2005,ArquitectonicaGEO has been designing contemporary, technologically advanced landscapes, while meeting the challenges of our changing environment, and the people that live within it. Its team of experienced, creative practitioners is dedicated to meeting our clients' needs for functionality and aesthetics, while providing the broadest environmental richness and service possible. GEO's projects not only address hydrological and ecological system objectives, but also add community value by improving a city's performance and livability. GEO's commitment to stewardship and sustainability extends to the conservation of water, soil, plants, materials and energy. Its designs often incorporate pavement, roof and garden systems that capture rain water and building gray water, reducing the draw on our freshwater supply, and helping to limit local flooding. GEO has completed landscape designs for a multitude of waterfront developments, ranging from marinas and boat storage facilities to HARBOUR & MARINE CENTER large-scale mixed -use developments and open -space public parks. The firm prides itself in its ability to solve problems when working with challenging sites. Noted waterfront experience includes the Perez Art Museum Miami and the Frost Science Museum, Icon Bay Park, which is included in the proposed Biscayne Line route and Oceana Key Biscayne which has direct beach access. Additional information regarding Arquitectonica's experience and services can be found online at www.arquitectonica.com. Bernardo Fort -Brescia, FAIA, Principal in Charge/Lead Designer - Mr. Fort -Brescia is a founding principal of Arquitectonica. Mr. Fort - Brescia first studied architecture at Princeton University and received his Master's degree from Harvard University, where he also has taught the Urban Design Studio. He is a Fellow of the American Institute of Architects and has been the recipient of numerous design awards. His past project experience regarding waterfront and marina projects similar to the Virginia Key redevelopment includes: • The Harbour, Coconut Grove Waterfront Redevelopment, Miami, FL - Restoration of two historic Pan Am seaplane hangars; one to be reused as retail with an emphases on boat supplies and the other for boat storage. The plan features large outdoor vertical boat storage area. All large trees the property will be preserved, with park land being added where surface lots are today. Plantings will feature flora native to Florida and dominant to Coconut Grove. Parking is concentrated in a four story garage. • Rybovich Waterfront Village Mixed -Use Development & Marina, West Palm Beach, FL - This 14 acre development includes more than 1,000 condos, 15,000 SF of restaurants, 61,500 SF of office space, 10,000 SF of retail space, a beach club, boat dock and six mega -yacht slips. • Jacksonville Shipyards Waterfront Redevelopment Master Plan, Jacksonville, FL - The forty -acre waterfront development includes four residential towers totaling approximately 1,000 condo units, waterfront villas, hotel, office space, ground - floor retail, extensive amenities, revitalization of four on -site historical ship -building piers, the continuation of an adjoining public riverwalk as well as a marina and parking garages. • West Midtown Manhattan/Hudson Yards Waterfront Redevelopment Master Plan, New York, NY - The project involved the reconfiguration of a 574-acre, 59-block area of West Midtown Manhattan by focusing on creating open - space, new residential centers and offices. The Master Plan improves the city's connection to the waterfront and integrates the already existing transportation infrastructure with n infrastructure plans. Virginia Key Marina 1 RFP No. 16-17-011 Page 109 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS Jeremy Gauger, AIA, LEED AP, ProjectArchitect/Landscape Design - Mr. Gauger is a registered architect in Florida and specializes in integrating architecture with landscape in a sustainable manner. He is currently a Vice President in Arquitectonica's Headquarters in Miami. He served as Project Manager for the Perez Art Museum Miami's resilient underground parking garage and landscape, which earned a 2015 Honor Award from the American Society of Landscape Architects (ASLA). Mr. Gauger specializes in the firm's marina -related projects. His past project experience regarding waterfront and marina projects similar to the Virginia Key redevelopment includes: • Biscayne Line Waterfront Baywalk, Miami, FL - 7-mile linear waterfront promenade. The public space will stretch from the Rickenbacker Causeway to the Julia Tuttle Causeway, with an additional 5 miles along the Miami River. The space will provide a continuous path for walking and biking along Miami's waterfront. Raymond Fort, Assoc. AIA, Project Designer - Mr. Fort, born and raised in Miami, has been with Arquitectonica since 2012. He has experience in mixed -use, residential, office, educational, cultural, institutional and retail development. He has worked as a project designer and project manager. He currently resides in Coconut Grove where he serves on the Village Council and the Business Improvement District Committee. His past project experience regarding public -private partnership waterfront projects similar to the Virginia Key redevelopment includes: • Icon Bay Waterfront Residential & Public Park, Miami, FL, - The 754,700 SF Icon Bay is a thin elongated tower that floats over a new waterfront park. It is the first of a new generation of residential towers on Biscayne Bay in that it creates part of a public -private partnership to unlock the value of the bayfront. The building balconies fold playfully along the facades. They create a pattern of light and shadow, reflection and opacity. Laurinda Hope Spear, FAIA, RLA, ASLA, LEED AP, IIDA, Design Principal - Landscape Architecture - As a founding principal of Arquitectonica and ArquitectonicaGEO, Ms. Spear has been active from the beginning, and has participated in the design of projects undertaken by both firms. She has lectured around the world, and her work has been exhibited in many prestigious museums. Many of Ms. Spear's projects have been featured in books, prominent magazines and professional journals. She is active in numerous community affairs, a trustee of the National Tropical Botanical Garden and a member of the Brown Corporation Emeritus. Her project experience includes: • Biscayne Line Waterfront Baywalk, Miami, FL - 7-mile linear waterfront promenade. The public space will stretch from the Rickenbacker Causeway to the Julia Tuttle Causeway, with HARBOUR MARINE CENTER an additional 5 miles along the Miami River. The space will provide a continuous path for walking and biking along Miami's waterfront. • The Harbour, Coconut Grove Waterfront Redevelopment, Miami, FL - Restoration of two historic Pan Am seaplane hangars; one to be reused as retail with an emphasis on boat supplies and the other for boat storage. The plan features a large outdoor vertical boat storage area. All large trees on the property will be preserved, with park land being added where surface lots are today. Plantings will feature flora native to Florida and dominant to Coconut Grove. Parking is concentrated in a four-story garage. • Rybovich Waterfront Village Mixed -Use Development & Marina, West Palm Beach, FL - This 14 acre marina development includes more than 1,000 condos, 15,000 SF of restaurants, 61,500 SF of office space, 10,000 SF of retail space, a beach club, boat dock and six mega -yacht slips. • Perez Art Museum Miami/ Museum Park, Miami, FL - As Landscape Architect, ArquitectonicaGEO designed horizontal landscape and green infrastructure elements, facilitating the installation of 100 suspended and planted columns. The native plant palette requires minimal water, and extends habitat for animals along Biscayne Bay. Porous paving and rain gardens encourage rain water infiltration into ground level planting. Rainwater and AC condensate is stored for irrigation of the suspended planters. Sherri Gutierrez, AIA, LEED AP, Project Director - Ms. Gutierrez is a Principal at Arquitectonica and has been with the firm for 20 years, she has served as the Miami Office Director since 2007. She is a Registered Architect and a LEED Accredited Professional. Sherri has worked on many of Arquitectonica's most prominent projects nationwide as well as internationally. These projects total over 30 million square feet of built work. Her portfolio includes mixed -use, hospitality, residential, office, retail, cultural and public buildings. Her project experience includes: • Brickell City Centre, Miami, FL - This 5-block, 8.8 million SF project was designed as a sustainable, mixed -use, tropical urban living and gathering district for downtown Miami. It's programmed with retail, hotel, office, residential towers, and parking garages. BCC features public courtyards, large-scale pedestrian bridges with park -like elements, performance and gathering spaces, urban streetscapes, and multi -modal transit. • The Harbour, Coconut Grove Waterfront Redevelopment, Miami, FL - Restoration of two historic Pan Am seaplane hangars; one to be reused as retail with an emphasis on boat supplies and the other for boat storage. The plan features a Virginia Key Marino 1 RFP No. 16-17-011 Page 110 VIRGINIA KEY 13. EXPERIENCE AND QUALIFICATIONS large outdoor vertical boat storage area. All large trees on the property will be preserved, with park land being added where surface lots are today. Plantings will feature flora native to Florida and dominant to Coconut Grove. Parking is concentrated in a four-story garage. • Rybovich Waterfront Village Mixed -Use Development & Marina, West Palm Beach, FL - This 14 acre marina development includes more than 1,000 condos, 15,000 SF of restaurants, 61,500 SF of office space, 10,000 SF of retail space, a beach club, boat dock and six mega -yacht slips. Alejandro Gonzalez, AIA, LEED AP, Project Manager - Mr. Gonzalez is a Principal at Arquitectonica and has been with the firm for 17 years. Mr. Gonzalez is a Registered Architect and LEED Accredited Professional. As a lead designer, he has designed a wide range of building types including mixed -use, retail and entertainment, residential, hospitality, offices, museums, performing arts centers, convention centers, sports facilities, cruise ship terminals and observation towers. His project experience includes: • Brickell City Centre, Miami, FL - This 5-block, 8.8 million SF project was designed as a sustainable, mixed -use, tropical urban living and gathering district for downtown Miami. It's programmed with retail, hotel, office, residential towers, and parking garages. BCC features public courtyards, large-scale pedestrian bridges with park -like elements, performance and gathering spaces, urban streetscapes, and multi -modal transit. • Jacksonville Shipyards Waterfront Redevelopment Master Plan, Jacksonville, FL - The forty -acre waterfront development includes four residential towers totaling approximately 1,000 condo units, waterfront villas, hotel, office space, ground - floor retail, extensive amenities, revitalization of four on -site historical ship -building piers, the continuation of an adjoining public riverwalk as well as a marina and parking garages. • Swire Dalian Waterfront Development, Dalian, China - This large-scale, master planned, urban mixed -use development along Dalian's waterfront includes a shopping mall and 4 apartment towers. The project consists of 1,500,000 SF of retail and entertainment; 1,600,000 SF of residential use with a total of 999 units; 40,000 SF clubhouse; and underground parking for 2,656 cars. John "Ben" Hutchens, RLA, LEED AP, SITES AP, ASLA - Landscape Architect - Mr. Hutchens is a Registered Landscape Architect, and recently served as Project Manager on the on the new Patricia and Phillip Frost Museum of Science landscape, as well as numerous other Florida -based and international projects. He is experienced in landscape design, park and master planning and project HARBOUR & MARINE CENTER management for urban, commercial high-rise buildings, single- family and multi -family residential. His project experience includes: • The Harbour, Coconut Grove Waterfront Redevelopment, Miami, FL - Restoration of two historic Pan Am seaplane hangars; one to be reused as retail with an emphasis on boat supplies and the other for boat storage. The plan features a large outdoor vertical boat storage area. All large trees on the property will be preserved, with park land being added where surface lots are today. Plantings will feature flora native to Florida and dominant to Coconut Grove. Parking is concentrated in a four-story garage. • City of Miami Public Waterfront Park and Icon Bay Residential Development, Miami, FL, - The 754,700 SF Icon Bay is a thin elongated tower that floats over a new waterfront park. It is the first of a new generation of residential towers on Biscayne Bay in that it creates part of a public -private partnership to unlock the value of the bayfront. 3. ENGINEER AND ENVIRONMENTAL CONSULTANT Moffat & Nichol The Wharf at the Southwest Waterfront, Washington, D.C. • Moffatt & Nichol is a leading global infrastructure advisor specializing in the planning and design of facilities that shape our coastlines, harbors and rivers. Headquartered in Long Beach, California and operating out of 30 offices throughout North America, Europe, Latin America and the Pacific Rim, Moffatt & Nichol's practice features a portfolio of more than 8,000 projects. Moffatt & Nichol is recognized throughout the world for its role in the evolution of modern marina and small craft harbor design. It has been involved in the planninn and design of urban waterfront projects worldwide, v its role typically focused on the waterfront structures ana facilities of such developments. These projects have ranged from new developments to redevelopment of aged existing Virginia Key Marina I RFP No. 16-17-011 Page 111 VIRGINIA KEY 13 . EXPERIENCE AND QUALIFICATIONS facilities - with nearly all being the focus of urban renewal and revitalization efforts. The firm is uniquely organized with environmental permitting project managers that work with the engineers and planners to develop designs and marina configurations that meet stringent environmental regulatory requirements. As the environmental permitting progresses, Moffatt & Nichol engineers complete the design and preparation of construction documents for marine and upland waterfront improvements. Moffatt & Nichol have significant experience in marina and waterfront construction of mixed -use large scale projects in urban areas of South Florida and beyond. A short list of some of these projects includes: • North Yard Redevelopment, Miami, FL - Moffatt & Nichol provided planning, design and permitting for the redevelopment of the north yard at RMK Merrill Stevens on the Miami River in Miami, Florida. The planned redevelopment of the 6-acre north yard includes a new ship lift from Pearlson Shiplift Corporation with a 2,700-ton capacity for 230-foot long vessels. The shiplift is supported by a marine foundation with steel sheet pile combi-wall and augercast 24-inch- diameter piles supporting the hoist platforms; six hoists on either side of the platform. The dredge depth for the sheet piling is -32 feet to accommodate the shiplift platform in the lowered position for the design vessel draft clearance. Four transfer berths were designed in the shipyard to service a variety of vessels on cradles, and M&N designed the rail and augercast pile foundations along with concrete slabs. Dredging and excavation plans were developed and additional bulkheads and moorings were designed along the Miami River. A stormwater management system was designed to collect and treat runoff for discharge into drainage wells. M&N managed the design of the site electrical, lighting, sanitary sewer, fire protection and domestic water utilities for the shipyard along with marine pedestals along the waterfront. Site grading was designed to raise the grades above the FEMA flood elevation. M&N processed environmental permits for the project from the U.S. Army Corps of Engineers, Florida Department of Environmental Protection (FDEP), and Miami - Dade Department of Environmental Resources Management. A phased -permit approach was developed to facilitate early construction. • St. Petersburg Downtown Waterfront, St. Petersburg, FL - Moffatt & Nichol provided the City of St. Petersburg with planning and engineering services in order to implement the goals and objectives of its Port Master Plan as well as to design various structural and utility improvements at its HARBOUR & MARINE CENTER municipal marina. As part of the planning process, Moffatt & Nichol provided program development and identified, pursued, and applied for government grants and loans to aid project completion. In addition, Moffatt & Nichol provided civil site development, mechanical, electrical, plumbing, and structural engineering services. • Julian.B. Lane Park Renovation, Tampa, FL - Moffatt & Nichol is providing marina and waterfront planning, permit support, and final design for renovations of the waterfront at Julian B. Lane Park, a 23 acre facility with approximately 1,800 LF of frontage on the Hillsborough River in Tampa, FL. The focal point of the renovated waterfront is the creation of a 1-acre practice basin that incorporates new launch docks for row and dragon boats, in addition to kayaks and paddleboards. A signature waterfront center building will provide boat storage and crew facilities on the first floor and community center that overlooks downtown Tampa on the second floor. During the design phase, Moffatt & Nichol prepared construction documents for the replacement of 725- feet of concrete bulkhead, the repair of 875 feet of existing bulkhead, excavation and dredging templates to create the practice basin, 5,300 square feet of concrete overwater walkways and observations platforms, and floating docks for the practice basin and transient dock facilities. • The Wharf at the Southwest Waterfront, Washington, D.C. - Known as "The Wharf," the $2-billion development has re -envisioned 27 acres of land and 24 acres of water as a 3-million-square-foot mixed -use development that serves residential, retail, office, hotel, and public uses. It incorporates waterfront parks, promenades, piers, docks, and marinas as well as homes, retail, and two levels of underground parking. As a key member of a development team, Moffatt & Nichol is providing planning, permitting, market analysis, pro forma, above- and below -water structural inspections, design, and construction support services for all waterside elements of The Wharf. The planning and entitlement of the project involved over five years of meetings and negotiation with the U.S. Army Corps of Engineers, U.S. Coast Guard, National Park Service, D.C. Harbor Master and D.C. Department of the Environment and required two acts of Congress. The adjacent Gangplank Marina, a floating dock facility with a fuel dock, will provide more than 200 slips for recreational, transient, and live -aboard vessels. The historic Commercial Pier, which houses larger commercial vessel for dinner cruises, day cruises, and ferries, will be preserved and extended. The existing fixed dock Pier 4 will become the foundation for a two story maritime office building. Virginia Key Marino 1 RFP No. 16-17-011 Poge 112 VIRGINIA KEY 13, EXPERIENCE AND QUALIFICATIONS Additional information regarding Moffat & Nichol's experience and services can be found online at: www.moffatnichol.com. Tim Blankenship, Project Engineer - Mr. Blankenship is an engineer registered in Florida with over 20 years of experience with waterfront/marina, port infrastructure, and coastal engineering consulting projects throughout the U.S., Caribbean and Central America. He has completed over 50 marina and associated waterfront improvement projects. The marinas have included facilities for both wet and dry slips, and services have ranged from due diligence, planning, and feasibility studies, through engineering design, environmental permitting and construction administration. He has completed projects at both existing marina sites as well as at the adjacent Rickenbacker Causeway shoreline and recreational area. Christy J. Brush, Environmental Regional Manager - Ms. Brush has 18 years of Environmental Permitting/Compliance Experience and is a marine/coastal/waterfront project specialist. She provides environmental/permitting support and a range of client/stakeholder coordination, project strategy, and project management functions in her role as Environmental Regional Manager for Moffatt & Nichol. Her 18 years of experience includes coordination among project teams and regulatory agencies to acquire local, county, state, & federal permits. He past project experience is comprised of a variety of projects in the coastal, waterfront, and marine environment involving coastal/waterfront resorts, residential/mixed-use structures, parks/other recreational facilities, docks & marinas, beach nourishment, stabilization/ maintenance of inlets, including protective structures, stormwater drainage systems, coastal/ marine habitat restoration, and other environmental enhancement projects. Derek Sears, P.E, Electrical Engineer - has worked extensively in the electrical engineering field in the design of commercial and industrial power distribution, lighting, and electrical systems. In addition to electrical design, he has provided construction support for projects that have included low and medium voltage electrical, mechanical pump systems, fire protection, life safety, and communication/controls systems. With respect to waterfront facilities, Mr. Sears has been involved in the development and/or electrical system studies of material loading/unloading facilities, port container terminals, and marinas. Forest Adkins, Civil Engineer - has more than 30 years of civil and transportation engineering experience, including work for the Florida Department of Transportation. His areas of expertise include geometric design, plans preparation, drainage design and permitting, and maintenance of traffic. Additionally, Mr. Adkins HARBOUR MARINE CENTER has participated in a variety of transportation, site/civil, and utility engineering projects for state, county, municipal, and private agencies. Michael Herrman, P.E. Coastal/Marine Engineer - his responsibilities include serving as project engineer on a wide range of urban waterfronts and marina projects. He conducts marina feasibility and market assessment studies for boating regions throughout the U.S., the Caribbean, and Central America. Related design experience includes planning, engineering, environmental impact assessments, including marina water quality assessments, permit facilitation, and construction support services. Specific design experience includes design of navigation, dredging, dock systems and marina related elements. 4. GENERAL CONTRACTOR Moriarty Moriarty was founded in 1985 and has established itself as the preeminent Luxury Builder across the eastern United States. With 30 years of experience, Moriarty has executed over $15 Billion dollars' worth of construction contracts. Moriarty offers value and service to its clients with projects of all sizes. The firm currently employs over 400 staff professionals doing in excess of $1.5 Billion dollars of volume annually. The firm offers its clients a wide range of services including preconstruction consulting, construction management, and general construction for new buildings, renovations, and the fit -out of interior spaces. Its experience includes luxury high rise condominiums, large mixed use projects, university work, office and commercial space, laboratorir institutional, healthcare, hospitality, residential buildings, and of of -a -kind construction projects. Moriarty has significant experience in marina and waterfront Virginia Key Marina I RFP No. 16-17-011 Page 113 VIRGINIA KEY 1:EXPERIENCE AND QUALIFICATIONS construction of large scale mixed -use marina similar to the contemplated Virginia Key Marina redevelopment. Moriarty has significant experience with projects similar to Virginia Key in urban areas in South Florida and throughout the United States, including projects that include fully automated boat lifts. A demonstrative sample of these similar projects is included below: • Port Condo Boathouse, Fort Lauderdale, Florida - The Port Boathouse is the first concrete dry dock boat storage facility with state-of-the-art fully automated lifts. The building is home to 125 slips that can house boats up to 53 feet long. The condo features a 15-story residential condo structure of 129 units on top of a 5-story parking podium. The Port Boathouse was completed in 2006. • ICON South Beach, Miami Beach, Florida - ICON South Beach is a 42 story 285 unit luxury condo with a 6 story parking podium along the shores of Biscayne Bay in South Beach. As part of the construction a new seawall and baywalk area was built along the area of the Miami Beach Marina. The ICON was completed in 2005. • Murano Grande, Miami Beach, Florida - Murano Grande is a luxury condo tower rising 40 levels above the beautiful waters of Biscayne Bay. As part of the development new seawalls and baywalks were built running along the Miami Beach Marina. In total the project includes 270 residential condo units with 1.2 million square feet. The Murano Grande was completed in 2004. • Atlantic Wharf, Boston, Massachusetts - This mixed -use project is composed of a 31 story tower with 610,000 SQFT of office space, 220,000 SQFT of residential space, 6 levels of underground parking and a separate 7 story historical building. The project embraces the harbor with expanded walkways and new docks. In total this waterfront development includes 1.2 million square feet of mixed -use development and was completed in 2011. • Liberty Wharf, Boston, Massachusetts - Liberty Wharf is a unique waterfront ambiance on historic Boston Harbor. The project consists of 3 buildings totaling 75,000 SQFT of indoor space along with 11,000 SQFT of deck and balcony areas. Over 500 linear feet of dock space was built along with the new boardwalk. Liberty Wharf was completed in 2010. • Pier 4, Boston, Massachusetts - Pier 4 is a 450,000 square feet of mixed -use project with 301 rental units, 11,000 SQFT of retail and 400 linear feet of dock space. Amenities include an outdoor pool overlooking historic Boston. Pier 4 was completed in 2015. Additional information regarding Moriarty's experience and services can be found online at www.jm-a.com. HARBOUR MARINE CENTER John Leete, General Contractor, Executive Vice President - John Leete has worked for John Moriarty & Associates since 1988 and helped establish the Florida office in 1990. Mr. Leete is responsible for all facets of Moriarty's Florida operation; guiding firm policy and direction. He is further responsible for establishing the initial project schedule and logistics plan; overseeing the implementation of the construction plan; and facilitating communications among the construction team, design team and owner. In addition, he is involved with preparing cost estimates and negotiating contracts. Mr. Leete has been involved in a range of projects including: • Miami Art Museum, Miami, FL - A 200,000 GSF State-of- the-art Facility, LEED Gold, $85 Million. • ICON Brickell, Miami, FL - Three 53-story plus condominium and hotel complex with 1,700 units, Viceroy Hotel with 145 keys, three restaurants and a luxury 30,000 SF Spa. 4,472,000 GSF; $449 million; 2009. • Brickell Financial Centre, Miami, FL - Class "A 600,000 SSF Office Building, retail, restaurants, 2-story parking structure. Project is LEED "Platinum" Certified; 1,200,000 GSF; $150 million. • Robert Nordling, Project Executive - Robert Nordling has a master's degree in civil engineering, a bachelor's in environmental engineering, and an associate's degree in engineering science. As Project Executive, Mr. Nordling is responsible for all facets of the project site ensuring its success. He handles all client relations, design and value, engineering, negotiating subcontracts and change orders, scheduling, quality control, safety management as well as staff hiring and training. His past project experience includes: • Sunlife Stadium Expansion, Miami Dolphin Headquarters — Turn Key Project The new 60,000 sf headquarters for the Miami Dolphins attached to Sun Life Stadium presented unique logistic and construction challenges. The focus was to complete construction before Super Bowl 44, nonstop work took place to meet this deadline keeping in mind that the stadium was open to the public and all eyes were watching. • Apogee, Miami Beach, FL $87 million, 67 custom ultra - luxury level 5 finish throughout, a 4 story private 67- 2 car garage with 1 level below grade, interior design by Yabu- Pushelberg. This project is set on all side with water features and a 5 story water fall that spans the width of the building. Required extensive below grade water proofing. Fernando Vilela, General Superintendent - As Superintendent, Mr. Vilela is responsible for working with the Project Manager to develop the overall schedule of the project. He ensures the job is safe, clean and that quality standards are maintained. He tracks progress and man power through daily reporting. In addition, Virginia Key Marina 1 RFP No. 16-17-011 Page 114 VIRGINIA KEY 13. EXPERIENCE AND QUALIFICATIONS he also holds regularly scheduled subcontractor coordination meetings and supervises area superintendent and field staff. Mr. Vilela is experienced in all levels of construction from subsurface/foundations through project completion and turnover. Mr. Vilela's design experience provides him with a unique skills set that gives him the ability to interact with all members of the team including design professionals to achieve "fast paced" solutions to the day to day challenges that will always crop up on complex construction projects. His past project experience includes: • Brickell City Centre Miami, FL - $1.05 Billion, 5.4 million square feet of office, residential, hotel, retail and entertainment space, in addition to a two -level underground parking garage. Incorporates key transportation centers with the Miami Metro Mover while offering easy access to interstate 95. LEED Gold Certified. • Perez Art Museum of Miami, Miami, FL - 120,000SF. 2013 Completion. LEED-NC Version 2.2 Silver Certification. The 120,000 SF Miami Art Museum stands apart from other museums by incorporating unconventional design and construction methods such as; geothermal systems, micro - climate exterior/interior transitions by using hanging tubular gardens intergraded into an open air perforated trellis system, subfloor MEP's and bubble deck technology; reducing weight while increasing PSF loads to increase interior gallery spaces without adding columns. 5. BOAT STORAGE SYSTEM - AERO-DOCKS, ROCKWELL AUTOMATION AND COLUMBUS-MCKINNON Aero Docks The patented Aero-Docks boat storage technology is manufactured under .exclusive license agreements by and with the companies outlined herein with Aero- Docks. Aero-Docks is the exclusive licensee of the Lydle Patents covering the boat storage systems technology. Those patent numbers are: 8,596,946 and 2014/0154034. The first patent was issued to the owner and President of Aero-Docks, LLC on December 3, 2013 and the exclusive license to market and manufacture the products was put in place with the Aero-Docks LLC company in early 2014. All team members below report to staff at Aero-Docks and Aero-Docks quality assurance team as described herein. Aero-Docks has successfully put in place successful machine builders for each of the component machines that make up a system. These machinery manufacturers are some of the finest names in the world of automation. Those companies manufacture the equipment under the supervision of Aero-Docks, LLC to assure HARBOUR & MARINE CENTER the individual machines meet or exceed the specifications to deliver the most advanced automated boat storage system in the world. Aero-Docks contracts with each entity below for the specific specialty component, machine, structure or service to be supplied or built by each company and Aero-Docks controls the quality with written specifications and acceptance testing protocols which are monitored by aerospace experienced quality control teams going to each of the above companies manufacturing facilities. This control system is the same system the Aero-Docks owner/ President/Patent holder used in his prior businesses supplying The Boeing Aircraft Company, Bell Helicopter, Northrup Grumman, Pratt & Whitney Jet Engine and other aerospace company's machines and sophisticated tools and dies which then were used to build some of the most sophisticated aircraft in the world such as the Boeing 777 airplanes. The following public and private companies are under contract with Aero-Docks to manufacture to specification the systems machines and each provides the following component/service as follows: Columbus McKinnon - $900,000,000.00 per year revenue, listed on the NASDAQ exchange manufacture's the components for main boat storage elevator, SWBE, Steel Wheeled Boat Elevator. Rockwell Automation - $8.700,000,000.00 (billion) per year revenue, listed on the NYSE manufactures the computers, sensors, safety systems as well as manages the long term equipment and maintenance agreements with Aero-Docks for Virginia Key. TowardsZero - is a private company founded by two former Rockwell Automation associates in 2002. The TowardsZero company provides software programming, known in the industry as "integration software". The companies' staff has over 300 years cumulative experience in the programming and safety systems programming of AS/AR (Automated Storage/Automated Retrieval) machines. There are some 400,000 AS/AR machines used within industry since the early 1970's. Golden Boat Lifts - is a private company founded nearly 30 years ago in Fort Myers Florida. The companies owner, Bill Golden, and president, Mike Shanley, produce 1000's of commercial and residential boat lifts sold and serviced worldwide. Golden manufactures to ISO 9001 standards the patented boat water lift and launch system to Aero-Docks patented design and specification. Mack David Buildings - is a private design and erection structu steel company specializing in the buildings used for dry boat storage. Because of the extensive experience of Mack Davids ownership and stellar reputation for quality this company Virginia Key Marina 1 RFP No. 16-17-011 Page 115 VIRGINIA KEY 13, EXPERIENCE AND QUALIFICATIONS manufactures the structural steel for the Aero-Docks Matrix storage structure. This structure is considered an integral component of the Aero-Docks Automated Boat Storage System. R & L Engineering - is a privately owned company who specializes in the design and manufacture of complex robots for industry. R & L is a 40 year old company and has designed and manufactures the "Tugs" for the traveling Steel Wheeled Boat Elevator (SWBE) within the boat storage matrix/building. The 2 tugs travel from the SWBE to the water lifts, retrieve the boats negotiating propellers, multiple motors, rudders and the newest propulsions systems, POD drives to lift the boats off of the water lift, then return to the buildings SWBE with the boat and stop on the elevator. Once home on the SWBE the computer controlled elevator begins to move to the stack of storage "apartments" and up to or down to the correct floor where the particular boat is to be stored. The tugs then move the boat from the elevators lift platform into/onto the buildings storage bunk systems where the boat rests securely out of the elements until its next cruise on the sunny waters of Florida's. Additional information regarding Columbus -McKinnon can be found online at www.aero-docks.com. Aero Docks Richard Lydle, Chairman and CEO - Mr. Lydle has owned, founded and purchased numerous manufacturing companies during his manufacturing career that began in Akron Ohio. Richard's strength is in the inventing and perfecting new manufacturing processes and equipment such as Aero-Docks and Container Logistics automated systems. He was president/owner of 4 manufacturing companies in three states that manufactured tooling and parts for numerous customers including Ford, Raytheon, Boeing Airplane Company and U.S. Steel to name a few. He founded Metalkrafters of Ohio manufacturing steel process equipment and storage systems. Richard then purchased Cast Masters from the Timken Steel Co. At CastMasters he with Pratt & Whitney developed the Hollow Fan Blade System used in jet engines for the Boeing 777's. During the 1990s Richard pioneered the casting process to make Invar, a material that does not expand when heated, that was used in composite tooling the F-22 Raptor Jet Fighters and many other airframes. Richard holds a B.S. in Entrepreneurial Business from Miami University, Oxford, Ohio and completed Mechanical Engineering courses at the University of Akron. Aero-Docks, LLC and Container Logistics International, LLC are Richard's fifth and sixth start up companies. The company is dedicated to excellent customer and employee experiences. The patents for the robotic Aero-Docks products were issued to Richard during the last quarter of 2013. Currently there are two additional patents pending and/ or filed with the USPTO and or International Patent offices. HARBOUR ` MARINE CENTER David Coyle, Project Manager - David Coyle has more than two decades of experience in the pre-engineered metal building arena, specializing in marina dry storage and hangar buildings, and for 12 of those years, he owned and operated his own construction company that supplied and erected Pre -Engineered Metal Buildings. He has earned an excellent reputation for his design work as well as his extensive knowledge of metal building construction, and has worked with some of the most prestigious metal building manufactures in the United States. Rockwell Automation Rockwell Automation is a $ 6 Billion US company with global operations and sales in 80 countries. We are an over 110 year old company that is the leading supplier of industrial automation control, information solutions and industrial automation services. As a point of reference for our experience in this area, in 1904, Allen- Bradley Co. shipped one of the first commercially manufactured crane controllers for exhibition at the St. Louis World's Fair. Rockwell Automation has a wide portfolio of successful systems installation for both crane controls and automated storage and retrieval systems (AS/RS). Rockwell Automation control systems are installed in tens of thousands of applications around the world - see specific sample of companies listed below. • The Ford Motor Company, US Navy -Aircraft Carrier Fleet, Titan Cement, General Motors, Georgia-Pacific, Universal Studios (Harry Potter Ride), Disney World-Epcot, Miami -Dade Water and Sewer and South Florida Water Management District. These companies have used Rockwell products from 15 to 70 years successfully. • Aero-Docks Worldwide's application of Rockwell Automation technology is based on sound engineering. Aero-Docks has applied the technology and engineering principles to adapt a heavy lift system to adapt to different boat bottom shapes which they have patents for. • The Technology Aero-Docks is applying to the Automated Boat Storage System is well -tried and proven in the 1,000's of warehouses and heavy lift industries. Rockwell Automation/Allen-Bradley will supply the automation controls hardware, operator interface stations, software, and motor controllers and actuators for the Aero-Docks' Automated Boat Storage System. A support contract that provides remote phone support with system surveillance, on -site engineering support and spare parts that will help maintain the system operating at maximum effectiveness is also proposed for Aero-Docks projects. Additional Information regarding Rockwell Automation can be found at www. www.rockwellautomation.com. Virginia Key Marina I RFP No. 16-17-011 Page 116 VIRGINIA KEY 13 EXPERIENCE AND QUALIFICATIONS John Keough, Regional Services Manager - Mr. Keough has an Electrical Engineer Degree from Milwaukee School of Engineering and has been in the Business of recommending and applying automation to equipment for 27 years. Throughout his career he has consulted in many construction projects for a wide array of manufacturing equipment from high-speed packaging machines, to tissue and paper machines, and in Automated Storage and Retrieval Systems to name a few. In his current role, he is responsible for the Rockwell Services and Support Business in the Southern United States from front-end definition to delivery/fulfillment of Service Contracts. With a focus on Business Outcomes, Rockwell's services business has a broad portfolio of support programs. Mr. Keough has applied this portfolio in innovative ways and created customer specific support programs to enhance their ability to reliably operate their equipment. Remo Guarnieri, Sr. OEM Account Manager - Remo has more than 20 years of experience in being an automation advisor for Rockwell Automation clients. He has worked in various applications and industries including Material Handling (Baggage Handling, AS/ AR Systems and Warehouse Management Systems), Packaging machinery, Convert/Print/Web, Entertainment, and Process Equipment. In his current role, Remo is focused on helping OEMs be more competitive in the marketplace by providing tools and resources that allow them to reduce the total cost to design, deploy, and deliver equipment. Also, Remo has learned many lessons in the automation realm that he shares with clients as the fellowshipping cultivates a partnership relationship to grow and challenge each other to become better business leaders in the marketplace. Columbus -McKinnon Columbus McKinnon Corp is a publically traded US based company (CMCO - NASDAQ) with $800M in revenue, a global operating footprint, and sales in the Americas, EMEA, and APAC regions of the world. We are an over 140 year old company that is a leading supplier of material handling products and systems such as hoists, cranes, monorails, rigging, linear motion actuators, drives, and controls. Our products and systems are widely regarded by elite global companies as the most robust, reliable, safe and efficient in the world. We have a very large installed base of products and systems in challenging applications / environments with a roster of customers that reads like a roll call of the Global 2000 top industrial companies. Additional information regarding Columbus - McKinnon can be found online at: www.cmworks.com. HARBOUR 8 MARINE CENTER Mark D. Morelli, President and Chief Executive Officer - Mr. Morelli was appointed President, CEO and Director of the Company effective March 1, 2017. Mr. Morelli recently served as President and Chief Operating Officer of Brooks Automation from 2012 to 2016. Previous to his role at Brooks Automation, Mr. Morelli served as Chief Executive Officer of Energy Conversion Devices, an alternative energy company. Mr. Morelli has also held positions with United Technologies and Carrier Commercial Refrigeration. Mr. Morelli began his career as a U.S. Army officer and helicopter pilot. Gene P. Buer, Vice President - Solutions Group - Mr. Buer was named Vice President Global Services and Vertical markets on March 27, 2014. He previously served as Vice President - North America. Prior to the transition from Executive Director to Vice President of Hoist Products - the Americas in 2009, Mr. Buer was President of Columbus McKinnon's Crane Equipment and Services, Inc. subsidiary and served in other executive capacities. Prior to joining the Company in 2005, Mr. Buer held Senior Executive and sales management positions with several industrial companies, including Ingersoll-Rand, Zimmerman International Corp., a• Champion Blower and Forge. Mack David Buildings If you are looking fora pre-engineered metal building specialistthat puts customer satisfaction first and returns your call promptly, you have come to the right place. After you see the work, functionality and beauty of the buildings shown here, please contact Mack David Building Systems to begin a collaborative journey through the intricacies of pricing, designing, and erecting a building that you will be proud of. Mack David will help you save time and stress while getting the best price, best service, and enjoy the confidence of knowing that more than 25 years of experience is going to work for you — not a builder or corporate entity, just you. I offer personalized, hands- on service and solutions for getting your project from concept to completion. David Coyle, President - David Coyle has more than two decades of experience in the pre-engineered metal building arena, specializing in marina dry storage and hangar buildings, and for 12 of those years, he owned and operated his own construction company that supplied and erected Pre -Engineered Metal Buildings. He has earned an excellent reputation for ' design work as well as his extensive knowledge of metal buildii.,, construction, and has worked with some of the most prestigious metal building manufactures in the United States. David believes in staying on top of current trends and best practices in all things Virginia Key Marina I RFP No. 16-17-011 Page 117 VIRGINIA KEY 13, EXPERIENCE AND QUALIFICATIONS marina. A native of Kentucky, he now calls Sarasota, Florida home and in his spare time, builds scale models of boat racks, marinas and other types of PEMB, that he takes on the road with him to give clients a complete visual experience. Golden Boat Lifts Golden Boat Lifts®, is ISO 9001:2008 certified. We continue in our commitment to manufacturing the "Finest Boat Lifts In The World" We provide a full range of aluminum and floating lifts systems customized for powerboats, pontoon boats, jet boats, wave runners, sailboats, and motor yacht vehicles of all types and sizes. Working with Aero-Docks patented hydraulic high speed boat lift designs for the automation systems supplied by Aero-Docks, LLC Golden uses our ISO 9001:2008 manufacturing processes to deliver the highest quality boat lifts to Aero-Docks. Golden Boat Lifts fabricates Aero-Docks Water Lift Systems built to Aero-Docks patents and specifications. Golden Boat Lifts began operations in 1996 and now has over 50 Employees and a dealer network that spans the globe. Here at Golden we ensure that the dealers in our dealer network are all factory trained and experienced in selling and installing all of our products. We are committed to manufacturing nothing but the finest boat lifts available anywhere. Golden Boat Lifts is ISO 9001:2008 certified, that puts our company at a higher standard of manufacturing. We take our business seriously and use only the best suited materials for our boat lifts. Our gear boxes are the strongest in the industry, in most cases twice as strong. This is also why we have the best warranty. We will warranty all of our supplier's products {motors, cables, etc.) for a full 2 years even though they only cover the first year. There are no questions asked, we will replace the parts free of charge. The Sea Drives come with a 10 year warranty and the aluminum boat lift structure has a full 15 year warranty. Golden Boat Lifts and Bill Golden currently hold a patent on the GatorVatorTM (Patent #6,470,816), our Cable Tie - Off Device (Patent#6,918,345) and our Cable Bolt Device (Patent #6,719,241). The Sea -Drive is patented (Patent #7,850,147) as well. Other innovative products like our Kayak Launch and Winder Cable Guard are currently Patent Pending. Our company is a part of many marine organizations including the NMMA, FMCA, SWFMIA, MRA, AMI and the MIACC as well as donating to many causes including the Cystic Fibrosis Foundation and the CCA. Our company stays active in the local community by participating in many local boat shows and over 20 boat shows worldwide. Bill Golden, Owner & President - Bill Golden started in 1980 building galvanized boat lifts until 1986 when he built the first aluminum elevators, and then moved on to 4 post and 8 post HARBOUR 8e MARINE CENTER aluminum boat lifts. He now enjoys a large share of the Boat Lift market as the owner and president of Golden Boat Lifts, selling boat lifts all over the world. Mike Shanley, President - Mr. Shanley has been in the boating and marina industry for more than 25 years, earning hands on experience in marina operations, development, boat manufacturing and sales. He has managed and developed properties with services that included wet and dry boat storage, yachts clubs, ship's stores service and sales departments. He is also a certified marina consultant -manager, 2-time National Marina Day chairman and sat on the board of several marine industry associations. Mr. Shanley is President of Golden Boat Lifts, Fort Myers, Florida. R&L Engineering, Inc. R&L Engineering, Inc. is a diversified engineering company specializing in engineering services, system integration and equipment manufacturing. Established in 1978 asatechnical service provider, by 1985, our growth required us to move to our current location in Albany, Georgia, from which we have expanded to over thirty thousand square feet of office and manufacturing space. Over the past thirty years, R&L Engineering has partnered with a variety of companies to provide unique solutions. We have also provided services and equipment to multiple countries, apart from the United States, including: Argentina, Australia, Brazil, Canada, Colombia, Iceland, Italy, Japan, Mexico and New Zealand. Additional Information regarding R&L Engineering can be found at rleng.info/our-company. Neal Stevens, President - Mr. Stevens joined R&L Engineering, in 1986, as an Electrical Engineer; During his career he has taken on progressively more responsible positions within the company. Prior to being appointed President of R&L Engineering in 2009, Mr. Stevens was Chief Engineer for the company. Ruly Lopez, Principal, Safety Practice and Business Development - Mr. Lopez joined R&L Engineering in 2017 as a principal to grow a Machine Safety Consultancy and develop business consistent with our very loyal client base. Mr. Lopez has spent over 30 years in the industrial automation business, most recently with Rockwell Automation as a Solutions Architect and Business Development Lead. John Tharpe, Consultant- Mr. Thorpe founded Marion Engineering. In 1978, he merged his Engineering company with R&L to form R&L / Marion Engineering. The "Marion" was dropped from the company name in the following years. Mr. Thorpe holds a Virginia Key Marina I RFP No. 16-17-011 Page 118 VIRGINIA KEY Professional Engineering License in GA, FL, CA, AL, NC. He holds dozens of patents for innovations in packaging, non -woven material handling, web handling and industrial automation. Toward Zero Toward Zero is a privately held company with locations across the U.S. to service our clients. With over 300 years of combined experience in automation and control technology on staff, Fortune 500 companies in Aerospace, Automotive, Consumer Products, Food & Beverage, Material Handling, Medical Device, and Specialty Chemical trust Toward Zero to select and implement technology that will improve operations. Toward Zero's success comes from the selection of industry leading technology component supplies with open communication to ensure control systems are built to last, and can be supported decades later. Toward Zero participates in the creation of industry standards, and closely monitors use of those standards to provide the best possible value to clients. Additional Information regarding TowardsZero, LLC can be found at www.www.towardzero.com. Aaron Muhl, Co -Founder - Mr. Muhl graduated from Purdue University with a BSEE degree in 1997 and has been working with automation and control technology ever since. As a voting member of the ISA-95 standard, Mr. Muhl has given back to the community by helping drive open communication standards between systems and vendors. Mr. Muhl led Serra Systems for 7 years as the Director of Operations, a recognized leader in AS/RS and Material Handling control technology. Mr. Muhl worked as an Operations Consultant for General Electric for 5 years, combining his automation and controls expertise with GE's operational leadership. Don Rahrig, Co -Founder - Mr. Rahrig has been working with automation and controls systems since 1992. Mr. Rahrig is widely recognized as an expert in the fields of motion control, CNC control and robotics by both manufacturing companies and the vendors who supply them. Having worked for both General Electric and Rockwell Automation, Mr. Rahrig is not only a technology expert, but also has a wide range of industry experience implementing control technology. Mr. Rahrig is a Six Sigma Green Belt and Society of Information Management Member. HARBOUR & MARINE CENTER 6. ENVIRONMENTAL CONSULTANT SCS Engineers SCS Engineers was founded over 46 years ago as a solid waste and environmental services engineering firm and to this day is one of the largest solid waste engineering firms in the country. SCS has always made it a priority to provide superior client service and aggressively advocate for our clients' best interests. These values have largely contributed to significant growth in both our personnel and offices while maintaining our focus on solid waste management and environmental work. As an employee -owned firm, our staff is personally invested and dedicated to solving our clients' challenges efficiently and cost effectively. SCS's Florida operation includes 80 full-time professional and technical staff located throughout four offices; SCS has nearly 800 employees nationwide. Our multi -disciplined professional staff includes engineers, geologists, hydro -geologists, designers, construction managers, and planners, as well as field technicians and support personnel, dedicated to environmental and civil engineering and consulting services. Additional information regarding SCS Engineers' experience and services can be foi. online at www.www.scsengineers.com. Michael Fisher, P.G., M.E.A., Project Director - Mr. Fisher has with more than 28 years of performing environmental projects throughout Florida, North Carolina, South Carolina, Georgia, Alabama, the Bahamas, and South America. Mr. Fisher has conducted compliance audits for marine facilities, commercial, and industrial facilities and has prepared or participated in marine facilities, landfill, water use, industrial; wastewater, and environmental resource permitting. Mr. Fisher's experience includes the management and execution of auditing, assessment, and cleanup, of multiple marinas and marine waterfront properties in urban Florida areas, that are similar to the Virginia Key Marina redevelopment, including: • The former Consolidated Yacht facility located at the present-day Miami River marina for the bankruptcy trust. The approximately 8 acre marina's components included interior and exterior wet and dry vessel repair facilities, underground and aboveground fuel storage tanks, waste containment, subsurface waterside septage retention tank, upland on - trailer storage, and commercial office structure. • The Garrison Bight Marina (Key West) in response to a catastrophic 6,000-gallon petroleum product release fr the facility's aboveground storage tank. The approximately, 2 acre marina's components included interior and exterior rack storage,engine repair structure, dock and boat launch, Virginia Key Marina 1 RFP No. 16-17-011 Page 119 VIRGINIA KEY 1:1. EXPERIENCE AND QUALIFICATIONS and leased restaurant structure. • The former approximately 8 acre Alex's Junkyard site, an unlicensed dump and automotive recycling facility located on Stock Island (Key West) within a NOAA-designated National Marine Sanctuary. Following cleanup, the project transitioned to Site redevelopment permitting. Permit team obtained an Environmental Resources Permit (ERP) for the planned construction of a mixed -use commercial and recreational marina with leased restaurant structure. • The NuStar Energy (formerly Valero) Bulk Petroleum and Chemical Storage Facility, a set of three terminals located on the St Johns River in the Port of Jacksonville. Manifold and stacked assessment and cleanup services due to multiple sites with numerous historic releases of petroleum products and petrochemicals. Alex Chatham, P.E., Project Director - Mr. Chatham is a registered Florida Professional Engineer who has more than 16 years of experience performing contamination assessment/ characterization and remediation, due diligence including Phase I and II ESAs, Stormwater Pollution Prevention Plans, Spill Prevention and Countermeasure Control Plans, and Stormwater Design. Mr. Chatham has worked on a variety of properties including marinas, ports, commercial, industrial, agricultural, recreational, and residential addressing a variety of contaminants. Mr. Chatham has successfully negotiated numerous unconditional and conditional closures with regulators throughout Florida to meet client's goals. An example of a mixed -use, dry and wet slip, urban Florida marina property similar to Virginia Key Marina redevelopment that Mr. Chatham worked on in the past is in the City of Riviera Beach, Florida: • As part of the City of Riviera Beach's urban redevelopment efforts at their approximately 5-acre marina facility which included dry storage building with maintenance shop, wet dockage and restaurant, an expedited investigation to address environmental issues was required. Mr. Chatham supervised tank closure activities for an apparent leaking aboveground storage tank and oversaw the successful assessment and remediation of petroleum -impacted soil and groundwater resulting in expedited unconditional closure for the marina. This allowed the City to proceed with demolition and ultimate redevelopment efforts into a mixed -use development. Robert Alan Speed, Vice President - Mr. Speed serves as the Southeastern Regional Environmental Service Line Leader and has over 25 years of experience in all phases of environmental consulting, overseeing field activities involving due diligence, soil, air, and groundwater monitoring and remediation, and RBCA closures. Examples of Mr. Speed's work on urban Florida marina HARBOUR ,g MARINE CENTER properties similar to Virginia Key Marina redevelopment are the following: • Mr. Speed was the Principal -in -Charge of the Phase I and II conducted at the 8-acre Grove Key Marina, which was performed on behalf of the City of Miami during contemplated redevelopment. • Mr. Speed is also the Principal -in -Charge of site assessment and remedial activities conducted at the Miami River Park Marina (former Consolidated Yacht/Allied Marina facility) project. This project is also a Brownfield, which is one of Mr. Speed's passions. Eduardo F. Smith, P.E., Senior Vice President - Mr. Smith has over 20 years of environmental and civil engineering design and consulting experience in the areas of planning, permitting, design and construction involving contamination assessment and remediation, solid waste and storm water management, and water/natural resources. Examples of Mr. Smith's work on urban Florida marina properties actually includes work performed on Virginia Key: • Mr. Smith is the Engineer -of -Record for the 120-acre former Virginia Key Landfill re -development project, in which he provided project management, technical oversight, engineering and permitting services related to the assessment and remedial action design. Lisa L. Smith, Senior Technical Advisor - Mrs. Smith is an expert in the field of risk based corrective action (RBCA). Ms. Smith provides unique insight with respect to regulatory issues. While working as Miami -Dade County Department of Environmental Resources Management's (DERM) Risk Assessor, Ms. Smith served as the primary author of the County's RBCA Ordinance, which regulates cleanup actions for county sites. Marco F. Hernandez, P.E., Senior Project Manager - Mr. Hernandez has over 12 years of experience in environmental regulatory compliance, remediation, storage tank closure assessments, materials testing and construction inspection services. Mr. Hernandez has prepared remedial action work plans for the submission to the Miami -Dade County Department of Environmental Resources Management (DERM), the Broward County Environmental Protection and Growth Management Department (EPGMD) and the Florida Department of Environmental Protection (FDEP). 7. DOCKS AND FOUNDATION Shoreline Foundation, Inc. Founded in 1986, Shoreline Foundation provides specialty marine, heavy highway, and deep foundation construction services at Virginia Key Marina I RFP No. 16-17-011 Page 120 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS locations throughout the eastern United States and the Caribbean. Shoreline Foundation protects our clientele with extensive insurance coverage, construction bonding, safety certifications & training, and meticulous project management. Shoreline Foundation, Inc. carries one of the most extensive insurance policies in the marine construction industry. Shoreline Foundation maintains an expert team to provide you with comprehensive construction estimating services for hard -bid, design/build bid, engineer's estimates, and owner's budgeting requirements. Shoreline Foundation foreman and supervisors are OSHA 10-hour certified and CPR certified. These minimum requirements are continually supplemented by a continuing education process, facilitated by our full-time safety officer in coordination with our independent safety consultant. Safety is our most important job. A dedicated project manager with extensive contract and construction experience is assigned to your project and accessible to you 24 hours a day throughout its duration. The project manager will be a constant force, regularly visiting the job site and meeting with the client. In addition, a full time on -site superintendent will oversee all work on a daily basis and serve to coordinate the work of the other trades. Shoreline Foundation's crane operators are State certified and our construction equipment is carefully maintained by our full-time mechanical maintenance staff. Mechanical failures are addressed immediately and repairs are generally completed in less than 24 hours. Our barges and tugs are dry docked and inspected on an annual basis and kept in excellent working condition. Equipment failure will not delay your construction schedule. Shoreline has a number of significant projects under its belt in South Florida that are of similar type and use as Virginia Key Marina, and also includes projects performed for Miami -Dade County marinas, including: • Project: Pier 66 Marina Redevelopment Phase I & II - Total cost of the project was $8.6 million. The engineer of record was Coastal Systems International, Inc. Construction included demolition and reconstruction of approximately 19,000 sf of fixed concrete docks & concrete finger piers; constructed on 18" and 14" square concrete pile, cast -in -place concrete pile caps and pre-cast/pre-fabricated concrete deck slabs (ranging from 9" to 12" in depth). The deep water main dock, along the Intracoastal waterway consisted of approximately 16,000 sf concrete topping slab. Approx. 36 slip concrete floating dock facility; with Electrical, Plumbing, Fire & Fuel and anchored with 18" x 18" x 60' pre -cast concrete piling. • Project: Dania Beach Municipal Marina - Total cost of the project was $6.3 million. Engineer on record was Craven Thompson & Associates. The project consisted of a new seawall, a 120-slip floating dock system, and new Dock HARBOUR &' MARINE CENTER Master upland facilities, further described as the following: installation of 1,450 If of precast concrete panel seawall with 12" concrete batter and king piles, topped with a 5'-0" wide poured -in -place concrete cap. A floating concrete dock system anchored with 14" precast concrete piles, and finished with 118 - 12" diameter wood mooring piles, equipped with electrical, water, sewer and fire services. Upland work includes underground utility services feeding the dock system, a new paver sidewalk, four (4) dock entry kiosk structures, over 100 electrical bollard lights, and the associated seawall landscaping. The new Dock Master facility includes a new 1-story dock master building structure designed with an office, lounge, men & women's restrooms, and laundry facilities for the boat owners. The facility is enclosed with an aluminum fence, a new Pavilion structure, and finished with architectural features including multiple benches, trash cans, BBQ grills, picnic tables, and an electronic fish cleaning and grinding facility. • Project: Haulover Park Marina Phase II - Total project cost $10 million. As designed by Coastal Engineering & Science, Inc. This project included construction of 625 linr feet of new pre -cast concrete bulkhead, 4 new main pie._ designed to accommodate 85 additional vessels. Along with excavating 47,000 cubic yards of existing material to create a new basin, upgrades to existing utilities including fire suppression, potable water, lighting and landscaping, two 90' deep injection wells were also constructed. This project was constructed in two phases so the existing commercial fishing fleet could remain operational during construction. This project required constant and precise coordination and scheduling with the owner and the engineer to minimize the impact to the public. This project was completed on time with no injuries to the public or our workforce. Additional information regarding Shoreline's experience and services can be found online at www.shorelinefoundation.com. James (Tony) A. Royo, President, Co -Founder, Partner - A Senior - level Business Management Executive, James (Tony) Royo has more than 35 years of diverse experience and proven record of developing business growth programs and implementing directives achieving strong, sustainable results. As one of the Founding Partners, Mr. Royo has served as President of Shoreline Foundation, Inc. since its inception in 1986 and has led the company to becoming highly -successful. With overall responsibility corporate reputation, his extensive experience includes financ property and job procurement, workers compensation and liability insurance, project bidding, legal matters, bonding, licenses, and foreign marketing. Mr. Royo oversees all operational aspects of Virginia Key Marina 1 RFP No. 16-17-011 Page 121 VIRGINIA KEY EXPERIENCE AND QUALIFICATIONS Shoreline Foundation, Inc. in order to insure the company's success and profitability. He is accountable for providing strategic direction for the organization, coordinating the day-to-day development and investment activities of the firm, and ensuring company objectives are consistently achieved. Mr. Royo is also responsible for coordinating and overseeing growth opportunities for Shoreline outside the United States, and for targeting new businesses, growing and increasing penetration of existing businesses, and leading the development of business and operations in emerging markets. Tony is at the forefront of identifying foreign market opportunities and understanding the complexities affiliated with these new ventures. Tony serves as the company's chief strategist, responsible for leading Shoreline's strategic management processes and development activities as well as managing the company's relationship with alliance partners. Barry S. Reed, Vice -President, Co -Founder, Partner - Barry is a highly experienced Marine Construction Operations and Project Management Executive with demonstrated strengths in large scale, high -end and fast -track multi -million dollar projects. He is an extremely hands on partner and directly accessible to clients with a proven ability to continuously deliver results. His technical expertise is in deep foundation pile shoring design as well as strong capabilities in underground shoring. He is very versatile in design/ build of marinas with excavation expertise. Mr. Reed is responsible for planning, directing, and coordinating all project -related field activities. He is accountable for the entire construction process including full P&L responsibilities. He provides management, coordination and oversight in all aspects of project delivery systems including budgeting, estimating, constructability, scheduling and phasing, regulatory authorities, purchasing, and quality control. He provides direct supervision of Project Managers, staff, and subcontractors. Barry consistently provides superior decision - making for a wide range of experience on large-scale projects, as well as brings a vast array of knowledge to any project that starts from project feasibility on through site planning, design, budgeting, value engineering, scheduling, material and sub -contractor buy- outs, negotiating, change orders, and claim resolution to end user occupancy. John R. McGee, Vice -President, Co -Founder, Partner - As a Vice President and founding partner of Shoreline Foundation, Inc., John has earned a reputation for accepting nothing less than excellence in marine and pile driving construction. John has extensive knowledge in all aspects of company management and financial policies. Mr. McGee is responsible for the administration and construction oversight of the entire project life cycle for marine projects accountable for budgets, cost management, purchasing, HARBOUR MARINE CENTER quality control, project documentation, logistics, planning, scheduling, execution and completions. He is directly involved in the project from the conceptual estimating stage to the bidding stage and then follows each trade from award to completion. His input to contract negotiations prior to the start of construction is essential to the administration of these contracts throughout the construction period. John has comprehensive expertise in the fields of marine operations, project management, employee scheduling, subcontractor scheduling, quality control, job safety and equipment maintenance. Mr. McGee is versatile, articulate and profit -minded with extensive experience in planning, development, administration and management of construction operations with a consistent record of achievement in improving quality, accountability and efficiency. He possesses excellent construction specifications analysis and has in-depth knowledge of architectural, structural, and mechanical systems. John has demonstrated his managerial skills on a variety of projects from management of the design process through completion of construction, interacting with design teams, clients and construction trades. Clients admire his commitment to quality and service standards, his attention to detail and his ability to get the job done right and on schedule under even the most difficult circumstances. Charles M. Diveto, PE, GC, Construction Project Manager - Charles is a goal driven, results orientated construction manager with more than nine years field experience possessing excellent detail -orientated planning, management & financial responsibility. Charles key achievements include: Project Manager of the Trump International Hotel and Tower, a 24-story, $ 120M five- star condo -hotel; Project Manager of public and private marine projects for US Army Corps of Engineers, Palm Beach County, Miami Dade County, Sarasota County, City of Sunny Isles Beach, and Moss & Associates; and, Project Engineer for Broward County Convention Center Access Ramp project reviewing all submittals, pay applications, and liaison to Port Everglades Civil Engineering design including water, sewer, paving and drainage for multiple projects including Riviera Isles by MINTO in Miramar, Florida. Fred Maxwell, Superintendent - With over 25 years of marine construction experience, Fred is responsible for overseeing daily operations of the Marine Division. Transforming construction drawings into steel, concrete, and wooden structures requires daily coordination of eight construction crews, scheduling of specialty equipment, and the provision of constant attention to the needs of the client. Over the last 18 years, Fred's dedication to detail has resulted in the creation of landmark marine facilities throughout South Florida and the Caribbean. Virginia Key Marina I RFP No. 16-17-011 Page 122 VIRGINIA KEY 13. EXPERIENCE AND QUALIFICATIONS 8. ACCOUNTANT Ostrow, Reisin, Berk & Abrams LTD. (ORBA) Consistently ranked as one of the top accounting firms in Chicago, ORBA is a locally -based, full -service certified public accounting, tax and business consulting firm where individuals, businesses and not -for -profit organizations go to build meaningful relationships with experienced, resourceful, and proactive business and tax advisors. What distinguishes ORBA among accounting firms are the connections our clients develop with knowledgeable individuals supported by the resources, people and expertise available within our firm. ORBA offers accounting, tax and business consulting services to privately -held companies, individuals and not -for -profit organizations. ORBA's certified public accountants have experience with accounting and assurance, tax planning and compliance, business advisory services, valuation issues, fraud investigation and more. Our firm is dedicated to providing flexible, high -quality and value-added services that meet the needs of our clients. ORBA offers clients the best of both worlds: We have the capabilities and service offerings of a large accounting firm with global resources, but offer the attentive, personal service and partner involvement that you would receive from a smaller firm. We make a personal commitment to every client we serve, treating your business as if it were our own. In fact, ORBA's directors and managers have some of the highest levels of direct client involvement in the industry. Additional information regarding ORBA's experience and services can be found online at: www. orba.com. Michael Kovacks, CPA, Director - has served as an accountant for closely -held businesses for nearly 30 years. He has been with ORBA since 1986 and is a member of the firm's Real Estate Group. He became a Director in 2000. Mike's work focuses on providing accounting, tax and business consulting services to mid- size companies in a variety of industries, including real estate, manufacturing and financial services. Mike is also one of the firm's experts in audits of employee benefit plans. He is a seasoned sailor and enjoys cruising Lake Michigan for as long as the Chicago season permits. HARBOUR & MARINE CENTER 9. MANAGEMENT CONSULTANT Garth Solutions Garth Solutions, Inc. (GSI) is a management consulting firm that delivers targeted and strategic business solutions to a diverse portfolio of clients encompassing both the public and private sectors. GSI's core competencies are in the areas of public outreach, workforce and small business development and project management support services. The GSI team is made up of proven and talented professionals who immerse themselves in our client's mission in order to deliver the most effective solutions tailored to securing the best possible outcomes. We are natural collaborators who enjoy ongoing, working relationships with trusted partners, allowing us the freedom to leverage all resources at our disposal to best support our client's needs. It is this scalability that enables us to positively impact marquis projects such as the construction of the $1.4 billion New Meadowlands (currently MetLife) Stadium in East Rutherford, NJ to managing a robust training and workforce initiative on the $4 Billion Sole Mia Miami development project. One of our proudest accomplishments throughout our company's journey, however, is the over $400 million of economic impact v have helped our clients to achieve in support of small business and diverse firms across the United States journey. Additional information regarding ORBA's experience and services can be found online at www.www.garthsolutions.com. Yvonne Garth, Community Outreach Leader - Garth Solutions, Inc., led by Yvonne Garth, has a proven track record developing and leading the implementation of comprehensive public outreach initiatives that proactively engage local communities and promote their participation on marquis programs nationwide but especially in South Florida. Additionally, Ms. Garth has led the led the implementation of innovative, capacity -building programs that promote utilization of small, MWBE firms on marquis capital programs. Through her leadership, the Garth team has been instrumental in the award of over $400 million in work to MWBE firms. (I) Project Team Resumes SEE APPENDIX 5 SCHEDULE A FOR PROJECT TEAM RESUMES Virginia Key Marina RFP No. 16-17-011 Page 123 VIRGINIA KEY HARBOUR&MARINECENTER VIRGINIA KEY HARBOUR & MARINE CENTER SUNTE MARINAS® CITY OF MIAMI DEPARTMENT OF REAL ESTATE & ASSET MANAGEMENT REQUEST FOR PROPOSALS (RFP NO. 16-17-011) LEASE OF CITY -OWNED WATERFRONT PROPERTY FOR MARINAS/RESTAURANT/SHIP'S STORE USES LOCATED AT VIRGINIA KEY, MIAMI FLORIDA VOLUME 2 14. PROPOSAL ATTACHMENTS 14. PROPOSAL ATTACHMENTS VOLUME 2 (a) RFP Checklist - APPENDIX 1 (b) RFP Registration Form & Fee - APPENDIX 2 (c) RFP Submission Form - APPENDIX 3 (d) Business and Financial References - APPENDIX 3 (e) Proposer's Organizational History/Structure and Chart - APPENDIX 3 (f) Business Team Qualifications and Resumes - APPENDIX 4 (g) Development/Project Team Qualifications and Resumes - APPENDIX 5 (h) Certifications - APPENDIX 6 (i) Disclosure/Disclaimer - APPENDIX 7 (j) Consent Forms - APPENDIX 9 (k) Integrity & Non -Collusion Affidavit - APPENDIX 10 (I) Redlined Lease Agreement (m) Additional Information APPENDIX 1 VIRGINIA KEY MARINA RFP 16-17-011 CHECKLIST PROPOSER NAME: Proposal Copies ❑ 1 original, 1 unbound copy, and 18 bound copies ❑ Electronic Copy on a CD-ROM or USB with all required attachments ❑ Marked as RFP Proposal for "Virginia Key Marina RFP No. 16-17-011" Proposal Content ❑ Cover Page ❑ Table of Contents ❑ Executive Summary ❑ Vision, Goals and Objectives of Project ❑ Community Benefits ❑ Redevelopment Schedule ❑ Project Plan ❑ Operational Plan ❑ Market Analysis and Economic Feasibility ❑ F• inancial Feasibility ❑ Financial Plan ❑ F• inal Return to the City ❑ Experience and Qualifications Attachments ❑ RFP Registration Form ❑ RFP Checklist ❑ Proposal Submission Fees o Registration Fee $150 o Background Check Fee $5,000 o Bid Security $25,000 ❑ RFP Proposal Submission Form o Financial Reference Letter or Commitment Letter o Organizational History & Chart ❑ Business Team Qualifications Form ❑ Development Team Qualifications Form ❑ Entity Certification Form ❑ Disclosure and Disclaimer Form ❑ Background Screening Consent Forms ❑ Non -Collusion Affidavit ❑ Redlined Lease Agreement APPENDIX 2 REGISTRATION FORM In order to register for Virginia Key Marina Request for Proposals (RFP) No. 16-17-011, please complete the following registration form and submit a check in the amount of One Hundred and Fifty Dollars ($150.00) made payable to the City of Miami Department of Real Estate and Asset Management in person or by mail to the following address: CBRE I Public Institutions 200 East Las Olas Boulevard Suite 1620 Fort Lauderdale, Florida 33301 Attention: Kimberly Balkus Failure to submit the registration fee will disqualify you and/or the Proposing Entity from bidding on this RFP. Registration Form Name: 9b b k,rz t C 2 v 5 Ta i&. Proposing Entity's Legal Name: %LP � \KC-..1/4-\ Lk.,, C Physical Street Address: 3 p 0 A 1-_—"co 4* 303 City/Zip Code: (\tv..A.tc‘_% As-L. Telephone Numbers: (Work) 3 aS - -558 8 (Cell) `l F>✓ `i 0 z_ 3 8 2 Facsimile: 3OS - b'13 - s ct9 j E-mail Address: -.i E-} e R c- . Ian zu sc a c 0 or. N071¢E TO querMERB The it aua.0, of ■:"D6lifsr0i* of i4,f, under oath statement will De requirild nedorre this chick wki **Wood Wood or rehocled to the euenl It Is lost, misplaced or ett IOn. REMITTER: RCI MARINE , INC PAY TO THE CITY OF MIAMI ORDER OF One Hundred Fifty and 00/100"" MEMO: VIRGINIA KEY LLC National Bank BCI FINANCIAL QROUP 131080016 63-430/660 DATE 05/17/2017 $ 150.00 CASHIER'S CHECK r17 Rib John Hopwood From: bmfadmin@apps4.dtrac.net Sent: Wednesday, May 17, 2017 1:48 PM To: John Hopwood Subject: Delivery Confirmation for Control # 5036552 SUNSHINE STATE MESSENGER SVC. ATTN: ANDREA CTRL: 5036552 ORDER DATE: 5/17/17 SERVICE TYPE: PRIORTY CUST: 3004 RCI MARINE, INC REF: VIRGINIA KEY PU: RCI MARINE, INC DL: CBRE 300 ALTON RD 200 E LAS OLAS BLVD MIAMI BEACH FL 33139 FORT LAUDERDALE FL 33301 RM:303 RM:1620 USA TO SEE: KIMBERLY BALKUS PU DATE: 5/17/17 PU TIME: 11:25 DEL DATE: 5/17/17 TIME: 13:47 SIGN: KRYSTAL MAULE ENTERED DATE: 5/17/17 ENTERED TIME: 10:40 APPENDIX 3 RFP PROPOSAL SUBMISSION FORM COMPANY INFORMATION a. Proposer's Legal Name: Virginia Key LLC b. Proposers Federal Tax I.D.: 81-1205745 c. Year Business Started: 2016 d. State of Incorporation: Florida e. Headquarters Location: Miami f. Proposer's Contact Information: Contact Name: Robert W Christoph Jr Telephone No.: (Landline) 305-672-5588 (Cell) 305-525-1027 Facsimile: 305-673-5995 E-Mail Address: rwcjr@rcimarine.com g. Legal Entity of Proposer o Individual o General Partnership c Other (Please specify): Xo Limited Liability Company o Joint Venture o Limited Partnership o Corporation At the time of submission of the RFP responses, Proposer must be a legal business entity authorized to do business in Florida, Miami -Dade County and the City of Miami under the entity's legal name. 1 h. Stock Symbol, if Publicly Traded: i. Corporate Structure: (include parents, subsidiaries, and affiliates, as applicable) j. Proposer's Principals: 1. 2. 4. S. 3. 6. Any principals included on this RFP Submission Form may not be substituted or withdrawn from participation after the Submission Date unless the City Manager specifically authorizes in writing a request for substitution. k. Individual(s) Authorized to Negotiate and Sign on Proposer's Behalf: I. Brief Company History: 2 m. Number of Individuals Employed: n. Is your company currently involved in any litigation in which an adverse decision might result in a material changes in the company's financial position or future viability? If so, please explain: 3 II. BUSINESS/FINANCIAL REFERENCES FOR ENTITY/PRINCIPALS Please provide three (3) Business References and one (1) financial reference for each Principal. Attach additional pages as necessary. PRINCIPAL: Business Reference 1: Name/Title Company Name Telephone No./Email Address Business Reference 2: Name/Title Company Name Telephone No./Email Address Business Reference 3: Name/Title Company Name Telephone No./Email Address Financial Reference 1: Name/Title Bank/Financial Institution Name Telephone No./Email Address of Bank/Financial Institution FINANCIAL REFERENCE MUST BE ACCOMPANIED BY A FINANCIAL REFERENCE LETTER ON THE FINANCIAL INSTITUTION'S LETTERHEAD. II. BUSINESS/FINANCIAL REFERENCES FOR ENTITY/PRINCIPALS Please provide three (3) Business References and one (1) financial reference for each Principal. Attach additional pages as necessary. PRINCIPAL: Business Reference 1: Name/Title Company Name Telephone No./Email Address Business Reference 2: Name/Title Company Name Telephone No./Email Address Business Reference 3: Name/Title Company Name Telephone No./Email Address Financial Reference 1: Name/Title Bank/Financial Institution Name Telephone No./Email Address of Bank/Financial Institution FINANCIAL REFERENCE MUST BE ACCOMPANIED BY A FINANCIAL REFERENCE LETTER ON THE FINANCIAL INSTITUTION'S LETTERHEAD. II. BUSINESS/FINANCIAL REFERENCES FOR ENTITY/PRINCIPALS Please provide three (3) Business References and one (1) financial reference for each Principal. Attach additional pages as necessary. John D. Powers, Jr., Bryan Redmond, PRINCIPAL: Chris Petty, David Filler and Suntex Marinas Business Reference 1: Mick Webber, President and CEO Name/Title HydroHoist Marine Group, Inc. (918) 341-6811 Company Name Telephone No./Email 915 West Blue Starr Drive, Claremore, Oklahoma 74017 Address Business Reference 2: Barry Kelley, Executive VP barryk@westmarine.com Name/Title West Marine (Port Supply) (831) 761-6930 Company Name Telephone No./Email 500 Westridge Drive, Watsonville, CA 95076 Address Business Reference 3: Douglas Jones, Business Development Executive Name/Title Mansfield Oil Company Name (214) 572-6584 / djones@mansfieldoil.com Telephone No./Email 8117 Preston Rd, Suite 202 Dallas, TX 75225 Address 4 Financial Reference 1: Jonathan Simeons, SVP. South Region Commercial Banking Director Name/Title Florida Community Bank (305) 662-4550 / jsimoens@fcb1923.com Bank/Financial Institution Name Telephone No./Email 2500 Weston Road. Suite 401 Weston, FL 33331 Address of Bank/Financial Institution Financial Reference 2: Chris Daniel, Senior Vice President, Community Bank President Name/Title First United Bank (972) 668-7906 / chris.daniel@firstunitedbank.com Bank/Financial Institution Name Telephone No./Email 6100 Preston Road, Firsco, TX 75034 Address of Bank/Financial Institution FINANCIAL REFERENCE MUST BE ACCOMPANIED BY A FINANCIAL REFERENCE LETTER ON THE FINANCIAL INSTITUTION'S LETTERHEAD. 5 IV. FINANCIAL ASSUMPTIONS SUMMARY Instructions: Please enter values for all cells. Footnotes may be added in in the "Notes / Other" section. Project Detail Linear Footage of Marina Facilities Total Wet Slips Total Linear Footage of Wet Slips Total Dry Slips Total Linear Footage of Dry Slips Total Project Hard and Soft Costs Developer's Fee, if any (percentage and dollar value) Assumed General Vacancy (at stabilization) Assumed Vacancy During Construction (as applicable) Proposed Construction Timeline (closing to Certificate of Occupancy) (Number of Months) Project Stabilization Year Projected Total Revenue at Stabilization Projected Vacancy at Stabilization Projected Income Base Rent (Annual) Escalations to Base Rent Percentage Rent - Wet and Dry Slips Percentage Rent - Fuel Percentage Rent - Retail and Restaurant Marina Related Storage Marina Operations (non -fuel) Other (as applicable) Parking Contribution Projected Cost per Phase Phase I Phase II Phase III Phase IV Phase V Phase VI Proposed Total Rent Payments to City - Nominal 7 Proposed Total Rent Payments - NPV (assume 5% discount rate) Debt & Equity Detail Total Developer Equity Contributed of Total Source(s) and Share (s) of Equity Total Debt Financing of Total Source (s) and Share (s) of Debt Financing Contingencies (please describe) Other Project Contingencies (please describe) Stabilization Information Notes / Other ***Please note that this RFP Proposal Submission Form is in addition to the required proposal components specified in the RFP. Please ensure that the contents of the Proposal are consistent with the information provided within this summary. Where there is a discrepancy between the amounts offered within the Bid, the amounts that would provide the greatest return to the City shall prevail*** 8 Acknowledgement & Acceptance Submittal of this Proposal shall constitute acceptance of all the provisions stated within the RFP, including, but not limited to, the Indemnification provision provided in Section II.M. of the RFP. V. PROPOSER'S SIGNATURE VIRGINIA KEY, LLC a Florida limited liability company, By: VIRGINIA KEY PARENT, LLC a Florida limited liability company, its Sole Member By: RWC VK, LLC, a Florida limited liability company, its Managing Member Robert W. Christoph, Jr., its Sole Member 9 Mayo 2017 FLORIDA COMMUNITY BANK City of Miami Re: RCI Group Gentlemen: Florida Community Bank (FCB) has lent the RCI Group funds totaling the low eight figures the past two years to develop waterfront projects on the eastern seaboard. The partnership has included development funds needed to enable a new 150,000 sq. ft. Bass Pro Shops Outdoor World to open towards the end of last year along with construction funds to build a retail center consisting of a Starbucks, Chipotle and T-Mobile. Waterfront infrastructure is being funded by FCB where 1,650 linear feet of vertical bulkhead is being constructed along with a landscaped Baywalk. RCI Group continues to deliver developments that are public serving and offering the highest level of products and services. FCB looks forward to doing more business with RCI Group on their future projects. For any further information, please call. David Albright Senior Vice President 1555 Palm Beach Lakes Blvd., Ste. 110 • West Palm Beach, FL 33401 • Tel (561)681-5563• Fax (561) 684-0885 5.; City National Bank Bci FINANCIAL GROUP May 12, 2017 City of Miami Re: RCI Marine Inc. City National Bank is pleased to inform the RCI has been a valued and longstanding client of the bank. RCI has shown us the project located on Virginia Key and we look forward to helping RCI finance this project. During the last 10 years, RCI has borrowed tens of millions of dollars and remains a valued customer today. City National Bank is excited for the opportunity and if there are any questions, please contact me at 305-577-7388 or 305-607-7175. Your favorable consideration will be greatly appreciated. Sirleefely, John Costa Senior Vice President 1450 Brickell Ave., Suite 2800 Miami, FL 33131 citynational.com Member FDIC I Equal Housing Lender FCB FLORIDA COMMUNITY BANK May 18, 2017 The City of Miami c/o Suntex Marinas 17330 Preston Road, Suite 220A Dallas, TX 75252 Re: Suntex / Virginia Key Marina Redevelopment in City of Miami Dear Sir/Madam: Florida Community Bank N.A. has established a significant relationship with Suntex Marinas and its principals over the last 2 years. During this time we have provided Suntex and its affiliates project financing for several marina acquisition and capital projects in the low 9 figure range. We are familiar with the exciting redevelopment opportunity on Virginia Key and would be interested in pursuing further with Suntex, who remains a valued customer today. We hope you will give favorable consideration to Suntex and its team during the proposal process. Regards Jorrg.than Simoens SVP, South Region Commercial Banking Director 2500 Weston Road, Suite 401 Weston, FL 33331 P: 305.662.4550 C: 305.951.4526 jsimoens@fcb1923.com 2500 Weston Road, Suite 300 • Weston, FL 33331 Telephone 954-984-3313 Fi,stUnited' SPEND LIFE WISELY' May 19, 2017 The City of Miami c/o Suntex Marinas 17330 Preston Road, Suite 220A Dallas, Texas 75252 RE: •Suntex/Virginia Key Marina Redevelopment in City of Miami To Whom it May Concern: Suntex Marinas and its principals have been valued customers of First United Bank over the last 15 years. During this time we have provided Suntex and its affiliates project financing for numerous marina acquisition and development projects totaling over $150 Million. We are familiar with the exciting redevelopment opportunity on Virginia Key and would be interested in pursuing further with Suntex, who maintains a significant and good -standing relationship with the bank today. We feel Suntex is the most qualified and respected owner/operator in the marina industry and would recommend you give them strong consideration for this project. If you have any questions please feel free to contact me directly at (972) 668-7906. Regards, („:77:/„.3 Chris Daniel Senior Vice President Community Bank President Banking . Mortgage . Insurance • Investments firstunitedbank.com RCI Group Robert Christoph 300 Alton Road Miami Beach, Fl. 33139 Dear Robert, Please accept this letter as our endorsement of the RCI Group as the developers of the Virginia Key Marina project. Your understanding of what the boating community wants and needs is second to none. We are very excited with the plans you have shared with us and look forward to working with you as the project moves forward. Best Regards, Paul Cummings Regional President Florida S.E. 750 South Federal Highway l Pompano Beach, FL 33062 (954) 618-0440 1 www.marinemax.corn CONTENDER Contender Boats Inc. / 1820 S.E 38th Avenue / Homestead, FL 33035 / T.I. (305) 230-1600 / Fax: (305) 230-1700 www.contenderboats.com May 19, 201 I Robert Chrstoph Virginia Key, LLC 300 Alton Road Suite 303 Miami Beach. FL 33139 Dear Robert, I am writing this fetter to express our interest in being part of the proposed new, world class Marina and Development at the Virginia Key property As one of the rrrnator boating manufacturers in the Miami area, we are extremely excited about this opportunity The benefits that rt will bring, not only to our industry but also to the public; both local Miami -Dade County citizens and the numerous visitors is limitless. We have been associated wrth both of RC1 Group Inc. Manna's over many years and I feel that the final protect that is to be developed by them wrI/ be a ma or bene#rt to M,arrr Sincerely yours, 1�tsr, Nebe President Contender Boats, Inc Jar t a May 18, 2017 To Whom It May Concern, On behalf of Miami Beach Deli Market, this letter is being written to express our interest in being part of the proposed new, world -class marina and development to be located at the Virginia Key property. As a leading food purveyor and retailer in the Miami Beach area, we are extremely excited about this opportunity and the benefit that it will bring not only to our industry but also to the public that lives in, or visits, the Miami Dade County area. Our company provisions all types of food and supplies to boats from 20' to 200'. We would welcome the opportunity to be a part of the project. We have been associated with the RCI Group Inc. over many years at the Miami Beach Marina and feel that the final project that is to be developed by them will be a major benefit to Miami. Miami Beach Deli Market looks forward to potentially having a convenient, retail food and beverage presence at the Virginia Key Marina. Sincerely, Agostinho Calcada Miami Beach Deli Market Suite 100 300 Alton Road Miami Beach, FL 33139 300 Alton Road suite 100 Miami Beach FL 33139 Tel 305 674 8805 www.mbmarinadeli.com D enison ;:cio • • To whom this may concern, 7111111111 yachting Denison Yacht Sales is a 3rd generation yachting family since 1948. We pride ourselves as being one of the leaders in the maritime industry. Our operations started in Fort Lauderdale and since has expanded globally. One our latest offices opened in Miami Beach Marina because we chose the best fit with offices and infrastructure to support yachting in Miami. For clarity, our 2nd choice was another RCI location. RCI has shown that their involvement in the support with the yachting community including Miami residents prove to always be the center of the valued locations where people looking to enjoy the Miami waterfront. Their visions in their past projects are still the most viable world class yachting centers today. This comes from forward thinking executed planning. RCI leads by example and has huge support from the Miami community as they are also residents who are involved in the betterment of their own city. We are excited with the project in Rickenbacker Marina on Virginia Key. It's clear that the entire yachting industry sees the future of the location as the center of the Miami Boat Show. This is a world -class marine sales event, the show is a marine marketplace like no other —it draws avid boaters, fishermen and water sports enthusiasts from all 50 states and 80+ countries. They come to shop and to compare products, discover what's new and see products they've researched online in person. Attendance at last year's show topped 100,000 people and it has grown consistently every year. More importantly, the marine industry supports 136,000 jobs and economic output of $11.5 billion across the region. Without the proven performance by RCI in the past, the future of many businesses and families in the marine industry will not have the opportunity to expand the growing market and Miami lifestyle. I feel if the future economic impact for the marine industry far outweighs the cost of a single project, but without the diligence of RCI's vision tomorrow's Miami waterfront will not be able to continue to keep up with the demand of the residents whom will also be calling Miami their home in the coming years. We support the efforts for a world class expansion to equal the future of all Miami residents as well as our 16,000,000+ visitors each year. Respectfully yours, Mike Kiely, Denison Yacht Sales "r6---"srii:014,N, .4040 NDPeci +,x P�F , ry 102,4 4'‘.3.t% VO:6440 hilij TARPOON LAGOON DIVE CENTER After hearing about the possibility of RCI Marine group securing the marina at Virginia Key, we have become interested in providing our services there as well. Tarpoon Lagoon currently has two locations in Miami Dade County. We are Florida's oldest family run dive shop and are planning on providing our services to Miami for many years to come. For over 20 years, we have been offering scuba classes, tank fills, scuba gear repairs, and equipment sales, as well as taking certified divers and snorkelers to explore our reefs off the coast of Miami Beach and Key Biscayne. We are excited to send this letter of interest to expand our services to the Virginia Key Marina and would love nothing more than to provide your customers with a first class dive shop. Thursday, May 18, 2017 Sincerely, J e Shekels Tarpoon Lagoon Dive Center Tel: 305-532-1445 MIAMI BEACH MARINA, 300 ALTON ROAD, MIAMI BEACH, FL33139 SERVICE@TARPOONDI VECENTER. COM ._AC RI3 Mil f 1pon, ,tro, May 17, 2017 City of Miami 3500 Pan American Drive Miami, FL 33133 RE: Letter of Recommendation for RCI Group Dear Sirs: My name is Wayne Savage and I am third generation Floridian living in Miami. I have been an independent commercial insurance agent since 1979 in Miami and am a Certified Insurance Counselor (CIC) as well. My specialty is Marine related accounts and will be qualified as a (CMIP) Certified Marine Insurance Professional in October which currently there are only 178 in the Country. I have known the Christoph family for well over twenty years and have been insuring them for over ten years. My office currently insures many marine businesses and can attest that the RCI Group is by far the finest managing marine company that I have had the pleasure to work with. They consistently have a management standard that constantly exceeds all other marine accounts I have insured in the past. Our insurance companies, who we submit RCI Group's accounts to for quotes, will compete vigorously over to try to win their business due to the high management standards that RCI delivers. When we have loss control inspections, on RCI's accounts, the joke is why bother coming down for an inspection? The last recommendation that Travelers loss control gave me for the Miami Beach Marina was to repaint the sign on the Gas dock that says "Turn your engines off". That is not the normal status when inspections are conducted at other marine related accounts. I can see no finer or well managed company to run any marina other than the RCI Group and that will be the same comment from my insurance carriers who have insured their accounts for many years. If you need anything further or have any questions please feel free to call me. Sincerely, tfrWwt Wayne Savage CIC Sales Executive, Marine Division InSource Qrusted Choice- P.O. Box 561567 • Miami, FL 33256-1567 9500 5. Dadeland Blvd. • Fourth Floor • Miami, FL 33156-2866 150 S. Pine Island Road 84 • Suite 415 • Davie, FL 33324-4625 305.670.6111 • 305.670.9699 (fax) Suntex Marina Investors LLC (DE) Virginia Key SMI, LLC (DE) Christoph Family Trust f/b/o Hunter Christoph Robert Christoph, Jr. RWCVK, LLC (FL) Virginia Key Parent, LLC (FL) Virginia Key, LLC (FL) "RFP Proposer" Christoph Family Trust f/b/o Robert Christoph, Jr. Hook VK, LLC (FL) APPI::: ,DIX 4 BUSINESS 'TEAM EXPERIENCE FORTIS For each member of your Business Team (i.e.. the key persons involved in the management and operations of the proposed business), please list the name and role of the individual in the Project (for example_ Principal/CEO. Operations R•1ana.ger_ Restaurant. Manager, Retail Manager. Marina Manager, Architect. General Contractor_ etc.). experience in similar projects, type of projects. number of years within such projects. and the financial scope of the projects. Attach additional sheets if necessary_ Resumes for each member or entity listed should be attached as well. Individual Name: Role in Project: Developer & Project Lead Name: Previous Project(s) Name 1. Miami Beach Marina 2. Bahia Mar Hotel + Marina 3. Bridgeport Landing Development &Marker One Marina 5. little Harbor Marina 4. Project Type 1. Marina/ Retail/Restaurant 2. Marina/ Hotel/ Retail/Restaurant 3.Marina/Residential/ Retail/Restaurant 4. Marina/Drystack/ Retail 5. Marina/ Drystack/ Retail/Restaurant Location 1. Miami Beach, FL 2. Ft. Lauderdale, FL 3. Bridgeport, CT 4, Dunedin, FL 5, Ruskin, FL Total Project Years in Cost Project 1. $15 million 1. 5 years 2. $400 million 3. $11 billion 4. $15 million 5. $14 million 2.8 years 3. 10 years 4.2 years, 5.2 years Role in Project: Restaurant Manager 1. Texas de Brazil Miami Beach Marina 2. Bayshore Landing 1Mantv's) 3. Conch Harbor (Dante's) 4.Bridgeport Landing jlincle Buck's Fish Bowl) 5. Miami Beach Marina [Monty's1 1.Marina/Restaurant/ Retail 2.Marina/Restaurant/ Retail 3,MarinajRestaurant/ Retail 4. Retail/Restaurant S. Retail/Restaurant 1. Miami Beach, FL 1. 57 mdllo11 2. Coconut Grove. FL 3. Key West, FL 4. Bridgeport. CT 2. $1$ million X. $4 million 4. 56 million 5. Miami Beach, FL 1 5. $3.5 million 1. 2 years 2. 1 Y years 3. 1 year 4. 1 year S. 1 year Individual Name: Role in Project: Operations Manager Previous Project(s) Name 1. Miami Beach Marina 2. Bahia Mar Hotel + Marina 3. Boston Yacht Haven 4. Marker One Marina 5. Little Harbor Marina Project Type 1. Marina/Retail/ Restaurant 2. Marina/Hotel/ Restaurant! Retail 3. Marina/Hotel 4. Marina/Dryrstadc/ Retail 5. MarinajDrystack/ Retail?/Restaurant Location 1. Miami Beach, FL 2. Ft. Lauderdale, FL 3. Boston. MA 4. Dunedin, FL 5, Ruskin, FL Total Project i Cost 1. $15 million 2. $400 million 3. $10 motion 4. $15 mRlion 5. $14 million Years in Project 1. 5 years 2. 8 years 3.4 years 4.2 years 5.2 years Name: Role in Project: Retail Manager 1. Miami Beach Marina 2. Bahia Mar Hotel + Marina 3. Bridgeport Landing Development 4. Bayshore Landing 1.60,000 sqft Retail 2. Approximately 40,000 sq. ft. Retail + Restaurant 3. Approximately 150.000 sq. ft- Retail + Restaurant 4. Approximately 42,000 sq. ft. Retail + Restaurant 1.Miami Beach, FL 2. Ft. Lauderdale, FL 3. Bridgeport, CT 1. $15 million 2.$400 million 3. $1 billion 4. Coconut Grove, FL 4. $13 million 1. 5 years 2.8 years 3. 10 years 4. 4 years Name: Role in Project: Marina Manager 1. Miami .Beach Marina 2. Bahia Mar Hotel + Marina 3. Boston Yacht Haven 4. Marker One Marina 5. Little Harbor Marina 1. Marina/Retail/Restaurant 2. Marina/Retail/Office/ Restaurant 3. Marina/Hotel 4. Marina/DrystacklRetait 5. Marina/Drystack/Restaurant 1. Miami Beach. FL 2. Ft. Lauderdale, FL 3. Boston, MA 4. Dunedin, FL 5. Ruskin. Ft 1. $15 million 2, $400 million 3. $10 million 4. $15 million 5. $14 million 1. 5 years 2.8 years 3.4 years 4.2years 5.2 years Individual Previous Project(s) Name Project Type Location Total Project Costs Role in Project Years in Project Name: John D. Powers, Jr. Bryan Redmond Chris Petty David Filler Brucker Stensrud Role: Team of Powers, Jr., 1. Liberty Landing 1. Waterfront Mixed- 1. Jersey City, New 1. $60 million 1. Acquisition 1. 2010 - Present 2. Marina Jack & Use: Retail, Jersey in planned Operation 2. 2016 - Present Commercial, Ship 2. Sarasota, Florida capital Management Store, Restaurants, expenditures Capital and Mega -Yacht 2. $60 million Expenditures Marina 2. Acquisition 2. Waterfront Mixed- Bayfront Yacht Works & Use: Retail, Ship Store, 3. Fort Myers 3. $14 million Operation 3. 2014 - Present Marina Restaurant and Marina Management 3. Snook Bight Yacht Uses Capital 3. Waterfront Mixed- Expenditures 3. Acquisition Club & Marina Use: Ship Store, Beach, Florida 4. $150 million Operation 4. 2017 - Present 4. Loggerhead Marina Restaurant and Marina 4. 11 Marinas Management Redmond, Petty, Filler and Uses Capital Stensrud worked to perform 4. 11 Waterfront Mixed- Expenditures due diligence, complete 4. Acquisition acquisition and subsequently operate, manage and perform Portfolio Use: Ship Store, throughout Florida in planned Operation capital expenditures as Restaurant and Marina capital Management required for each prior Uses expenditures Capital project. Expenditures RCI GROUP Robert Christoph, Chairman Robert Christoph, Jr., President Begun in the late 1960's, RCI Group, is a portfolio of multifaceted real estate development companies, including RCI Marine, Inc., owned by the Christoph family. It is now in its fifth decade of active property development and management. The Christoph Family, RCI Group, and its affiliates have developed or acquired 9,790 apartment units, 1.9 million sf of retail, office and self - storage properties, and 1,285 marina slips with service -related ancillary businesses. RCI Group's consolidated portfolio represents over $150 million in total value and generates over $25 million in annual gross revenues. Today, the RCI Group and its related companies are widely regarded in the eastern United States and the Caribbean for providing a first class array of real estate services to a select group of developers specializing in the creation of unique, luxury, multi- dimensional marine related waterfront destinations. Due to its real estate background and experience in commercial, residential, multi -family, and marina properties, RCI Group and its principals have established a quality reputation through their ability to skillfully identify and integrate all phases necessary to create a successful destination waterfront. As a result, RCI Group's waterfront operations are the most desired destinations in their respective markets. RCI has a demonstrated ability to complement and form all- inclusive teams of experts in order that all phases and aspects required of a real estate development are identified and addressed. RCI Group's team approach to phased development ensures that the timing and size of each component is proper and synergistically melded into the overall development. RCI Group has over 25 years of extensive experience working with governmental entities and government -owned property as demonstrated by its development and operation of several projects similar to the Virginia Key Marina RFP and detailed below, such as: Miami Beach Marina (Miami Beach, FL), Steelpointe Harbor (Bridgeport, CT) and Bahia Mar Yachting Center (Fort Lauderdale, FL). Additional information regarding RCI Group's experience and services can be found online at: http://rciair.com/. Years of Experience: 30+ Education: University of Chicago, Masters of Business Administration Purdue University, Bachelor of Science Robert W. Christoph Chairman Robert Christoph is the Founder and President of the Miami Beach based RCI Group and its related companies. He has a Bachelor of Science degree from Purdue University and a Masters of Business Administration degree from the University of Chicago. Since 1969, Mr. Christoph has been actively engaged in the development, ownership and operations of multi -family residential and commercial properties in Illinois, Wisconsin, Michigan, Ohio, Indiana, Tennessee, Missouri, South Carolina and Florida; and in the development, ownership and operations of marina properties in Michigan, Indiana, Florida, Massachusetts, and Connecticut. His real estate activities and marina developments have raised hundreds of millions of dollars through debt and equity sources. A native Chicagoan, Mr. Christoph is an active civic leader in the greater Miami area. He is a member of the Board of Directors of the First National Bank of South Miami and is an active co-sponsor and host to many nationally recognized yachting and fishing events such as OpSail 2000 (Miami Leg}, the Southern Ocean Racing Conference, Miami Dolphins Fishing charity event, and the Miami Billfish Tournament to name a few. Years of Experience: 16 Education: University of Miami, Masters of Business Administration Central Michigan University, Bachelor of Science in Ac- counting Robert W. Christoph Jr. President Robert W. Christoph, Jr. joined the RCI Group in 2000 and moved quickly through the ranks from an analyst to his current position as Vice President of Operations. For his undergraduate studies, he attended Central Michigan University, where he received a Bachelor of Science degree in Accounting. He continued his education at the University of Miami earning his Masters of Business Administration with a concentration in International Business. Since starting with the RCI Group, Mr. Christoph has been actively engaged in the origination and execution of public and private sector, mezzanine, and equity financing for a variety of waterfront development projects. As the highest rank' executive in the Operations division, his responsibilities include the preparation of annual proposals and budgets for portfolio properties, oversight of all commer- cial leasing, optimizing organizational structure to achieve management targets, and building technology infrastructure for the organization's business needs. He is an active member of the Pillar Board of the Miami Beach Chamber of Commerce, Founders Board of Mount Sinai Hospital, and is on the Board of Directors for the Miami Dolphins Charity Fishing Tournament. He is an active member of the Coral Reef Yacht Club and the Chicago Yacht Club. Years of Experience: 35+ Mark Summers VP of Development Mr. Summers' maritime career began as a crew member on a Great Lakes ore freighter in 1979. He has been and is a fully licensed 100 ton Captain by the U.S. Coast Guard and is schooled on all aspects of the construction trades. Prior to joining RCI Marine, Mr. Summers oversaw the construction of two 150' high- speed passenger ferries and the upland terminals from which they originated. Since joining the RCI Group in 2000, Mr. Summers' responsibilities have included $10,000,000 of construction oversight, management and oversight of a 3,000,000 gallon/year marine fueling station in Key West and oversight of the leasing of the newly constructed 20,000 sq. ft. restaurant and commercial building. More recently, Mr. Summers has concluded the development of a new 74 slip marina located on the Miami River in downtown Miami. Today in Bridgeport, Connecticut, Mr. Summers is coordinating and overseeing the infrastructure realignment and the preliminary site preparation for Steelpointe Harbor, a 2.5 million sq. ft. project. Years of Experience: 20+ Education: University of Florida, Bachelor of Arts in Accounting Robert Toomey CFO/Comptroller Robert Toomey is CFO/Controller of the RCI Group. For over 20 years, Mr. Toomey was a member of Harris Cotherman CPAs (now Rebmann), a Florida public accounting firm. He is a Certified Public Accountant specializing in real estate finance and accounting. Since leaving Rehmann, Mr. Toomey worked as Chief Financial Officer with Torwest and Discovery Land Company. These companies specialized in real estate management, development, and construction in South and Central Florida and the Bahamas. Throughout his career, his focus has been to provide prime developers of upscale luxury propertiesand communities, with all of the accounting reports and financial analyses necessary for complete project tracking, development, management, and corporate planning. He is a gradua' of the University of Florida with a BA in Accounting. Years of Experience: 25+ Education: Auburn University, Bachelor of Science in Building Constru John R. Hopwood, Jr. Capital Project Manager A native Floridian, Mr. Hopwood graduated from Auburn University with a BS in Building Construction. As a State licensed General Contractor, John has been active in the construction industry since 1975. He has worked as the owner of Tile & Terrazzo, Inc. installing the brick and ceramic the throughout a 400,000 square foot waterfront property; as Director of Construction, for Roney remodeling the Roney Palace, a 1,200 room hotel/condominium complex; and as the Sr. Project Manager for The Related Group of Florida, Inc., where he was in charge of the planning, permitting, and managing of contracts for over 1,500 luxury units. Since 2009, Mr. Hopwood has been Vice President of Special Projects for the RC. Group overseeing the company's development and operation of marine related, waterfront facilities throughout South Florida. In 2012, he traveled to China and negotiated a consulting contract for RCI Group to assist in the design, operation and management of a large scale, marine -oriented development in Ningbo, China. Mr. Hopwood is a Flag Officer of the Coral Reef Yacht Club, located in Miami and also a member of the City of Miami's Waterfront Advisory Board. He is a Coast Guard licensed captain holding the 100-ton Yacht Captain's License and is an active yachtsman. 1V1arina • Valvtect marine fuels • Pump -out facilities • Dockmaster tower with state-of-the-art weather service • Bay walk overlooking the port • 24 hour security • Heated swimming pool • Garage parking, self & valet • Bathrooms & showers • Laundry facilities • 400 Slips with accommodations to 250 feet In the heart of South Beach 300 Alton Rd. • Miami Beach, FL 33139 (305) 673-6000 • Fax (305) 538-1780 Monitorir Thannel 16 www.miamib—chmarina.com VALVIECT MARINE FUEL MARINA DOCKAGE LAYOUT:(12) MARINA DOCKAGE LAYOUT 1/23/15 ALTON ROAD 3 PM Page 1 Marina Dockage Layout MURANO GRANDE at PORTOFINO t0 MARINA GARAGE PARKING jA ICON • v _h _ _ J 1 - --- = r -- ( 1 s 1 •u 240 i `,-."1: i-x p 6 L_O ri . n e r,p L` e >d �I 1 6 C ',• _ Lg f5' e p >D K g„ j . al .,JL - 'CL S 31 1E L.lo a712 1e�p m 1 1e 1. n ,e. ,e C� a ,_ v 1p w T. 22 Ate C A23 FLOATING DOCKS ID _la FUEL DOCK A21 A. Alp —EATURES: Control tower with state-of-the- art weather service • 24 hr. dock attendants and security patrol • Heated swimming pool with laundry facilities • Air Conditioned restrooms, washers and dryers • Lighted, covered parking • U.S. Customs clearing • Golf and tennis close by • Most major credit cards accepted • Adjacent to beaches, Ocean Drive and Sobe night life DOCKSIDE: • VHF Channel 16/67 • 30amp/50amp/100amp single phase/100amp three phase Ate 17 IG 19 IT F 16 '0 02 13 20 n 21 u ilr sp 1=Lp • Internet service: Beacon Wi-Fi • Concrete docks and finger piers • 1000+ feet of floating pier, easy access for small vessels • Boat lifts accommodating vessels up to 24,000 lbs. FUEL DOCK • Valvtect gasoline, diesel and unleaded plus • Pump -out services • Ice, Beverages CONCIERGE SERVICES: • Mail and package delivery • Fax services • Most major credit cards accepted • Laundry and dry cleaning services available • Taxi service and auto rentals available i YACHT CLUB PORTOFINO * GARAGE 1 GARAGEE MARINA , PARKING « y ARAGE • J `_ 1_ r r F 3-1 22 V H 19 IE J 1u .0K,1 M ON PREMISE SERVICES: • Casual and fine dining • Market, gourmet grocery and provisioning • Hopkins Carter, complete marine hardware, bait and tackle • Tarpoon Lagoon Diving Center • Dive Charters • Club Nautico, boat rentals • Yacht and sailboat charters • Yacht and sailboat brokers, new boat sales • Sport and drift fishing charters • SoFi Salon & Spa • Jet Ski Rentals MONTYS:(4) MONTY'S 1/27/15 10:46 AM Page 1 —EH Monty's Stone Crab Restaurant & Raw Bar is tr= .y*— jvamai Acqulinary landmark in Miami for over a uarter century, Monty's Stone Crab and Seafood House at the Miami Beach Marina is the leader in waterfront South Florida seafood dining. Monty's serves only the finest and freshest foods available. The Fisherman's Catch of the Day, Florida Lobster Tail, Jamaican Spiced Red Snapper and our famous Bouillabaisse to name just a few, plus our "All You Can Eat" Stone Crabs, 365 days a year. Monty's also features terrific appetizer and dessert selections, a sumptuous All You Can Eat Salad Bar and the most popular Sunday Brunch Buffet on the beach. Guests can also take advantage of the Miami Beach Marinas' spectacular views and sunsets at our outdoor raw bar restaurant. Situated directly adjacent to the waterfront and marina, the casual and relaxing atmosphere, as well as the awesome raw bar menu selections are sure to make you, visit to Monty's a memorable one. Monty's Raw Bar features live music nightly as well as South Florida's busiest happy hours Monday through Friday from 4:00 until 8:00 featuring half price cocktails and reduced prices on stone crabs, shrimp and oysters. Fresh stone crab shipments are available (Oct 15-May 15) to any city in the US. Monty's Miami Beach also has indoor and outdoor party facilities accommodating up to 1,000 guests. There is also plenty of free valet and self parking. Monty's at the Miami Beach Marina is located at 300 Alton Road. Please telephone (305) 673-3444. i TEXAS DE BRAZIL:(4) MONTY'S 1/23/15 12:07 PM Page 1 —EH Texas de Brazil -Brazilian Steakhouse Mxas de Brazil is the newest premier ining experience in Miami Beach. Located at the Marina on Alton Road, this authentic Brazilian -style steakhouse entices diners with an extravagant 60-item seasonal salad area and side dishes, followed by a troop of carvers roaming the restaurant with sizzling cuts of beef, pork, Iamb, chicken and Brazilian Sausage -all flame grilled to perfection and served tableside. This indulgent restaurant concept also features a sushi bar, onsite Events Coordinator, private dining rooms, extensive award -winning wine cellar and private lounge. Texas de Brazil is located at the Miami Beach Marina, 300 Alton Road. Tel: (305) 695-7702 CHURRASCARIA gr-azi%an : ak/wpm --= �1 .! - , a i-}i- i 1i 'i.�� �ij ! 1:i_ir Steelpointe Harbor is New England's premier 2.8 million square foot mixed use urban orientated waterfront development in Fairfield County, Connecticut. It will be constructed over a period of years in phases. When completed. Steelpointe Harbor will have approximately 800,000 square feet of retail space, 200.000 square f t of commercial/office space, 300,000 square feet of hotel/meeting area, a new 250 slip marina with comp co p q g shore side support which will also contain 1,000 to 1,500 residential units. The Bass Pro Shops have started construction and will be one of Steelpointe Harbor's highly regarded tenants. Marina Dockage Layout/Guest Services siur/coastal Waterway Fuzi Dcck 901 w. * R .i q R Y $ 7 T R e a t R' S R^ M 7.1 M M R n !i M n Dxi'E' et _ P4 r."— =EEC 8 Jot Queen Y ro• Ow1ErR limp Ra:1 Dachna»s Mot Brukeragt Beat fig' Elat,* Maketbe6 .IA Soafxcoreetwd Latitude 26 degrees 6 12' grtude -6 de-gretse' 11' Nr rtt, Eesio ��dail.�exaod^mfCioGmmZ GUEST PARKING AVAILABLE When you receive your parking pass there is an automatic daily charge applied to your account. Please return your pass if no longer needed, so we may cancel the automatic parking charge. BAH IA A R MARINA HEADS & SHOWERS The heads & showers for marina guests are located on the west side of the pool building on the ground floor. Door combinations: Men: 43152 Women: 21534 General Overview 101 ayshore Landing is conveniently located LP in the heart of Coconut Grove. The location is perfect, offering easy access to the Intercoastal and Atlantic Ocean. Just around the corner, within walking distance, are the world famous restaurants, shops and galleries of Coconut Grove. Bayshore Landing is a mere 20 minutes from Miami International Airport and close to major roadways. Our superlative location offers state -of -art marina facilities with ammenities that are second to none. Contact us for further information: (305) 854-7997 PIER 3 01 Good Dock Boat Slips T2' 600's FLORIDA YACHT INTERNATIONAL PIER 2 FLORIDA YACHT �vv INTERNATIONAL a z TRANSIENT T1'> PIER 1 AMERICAN WATERSPORTS PARKING Monty's Raw Bar Coconut Grove tradition since 1969, onty's Rawbar is renowned for its fresh seafood, great music, and a scenic, casual atmosphere. Whether you are looking for the freshest Stone Crabs, a great steak, or just a great hamburger or fish sandwich, Monty's is the place to be! Guests can take advantage of the spectacular view of the waterfront and sunsets, all while listening to live music seven days a week. Experience the best happy hours in South Florida, with all cocktails "almost half off" and reduced pricing for oysters, Stone Crabs, shrimp, and clams Monday through Friday from 4 PM to 8 PM (Excluding holidays). Come and wind down the day with us at our covered outdoor patio, or in air conditioned comfort at our indoor bar and dining area. Flat screen TVs can be seen throughout the restaurant, for your viewing pleasure. Our Special Events & Catering Department is here to help you plan your party or corporate event with a variety of options to suit every budget. Monty's is an excellent venue for wedding rehearsal dinners, fishing tournaments, birthday parties, and company get-togethers. Monty's Rawbar is located at the Bayshore Landings Marina at 2550 South Bayshore Drive, Coconut Grove. Tel: (305) 856-3992 .Agn-at SUNTE MARINAS SUNTE MARINAS SUNTEX MARINAS John D. Powers, Jr., Founding Principal, CEO Bryan Redmond, Founding Principal, Head of Acquisitions Chris Petty, Principal, Investment Services David Filler, Principal, Head of Business Development Suntex Marinas is a leading owner, operator and developer of high -quality coastal and inland marina properties located throughout the United States. Suntex Marinas is a real estate company investing exclusively in niche mixed -use marinas and their related operating platforms. Suntex and its predecessor companies have been in the marina business since 1995. Currently, Suntex owns and manages 43 marinas comprised of approximately 15,500 boat slips with a combined value exceeding $600 Million. These marinas are all full -service and include retail spaces, office buildings, resorts, hotels, and restaurants throughout the United States, including 14 marinas in Florida. Suntex is led by a management team with over 100 years combined experience investing in, acquiring and operating marinas. Suntex currently employs approximately 60 people in its corporate office and approximately 1,200 on -site at its marinas during peak seasons. Suntex has experience with Florida and the Rules & Regulations governing Marina Operations by currently owning and operating Snook Bight Marina in Fort Myers Beach, FL, Marina Jack and Bayfront Yacht Works in Sarasota, FL, and 11 Loggerhead marinas located in St. Petersburg, South Miami, Aventura, Hollywood, Lantana, South Lantana, Riviera Beach, Palm Beach Gardens, Jupiter, Vero Beach and Daytona Beach. Over the last two decades, the principals of Suntex have acquired, managed and/or sold approximately 60 marinas. The principals and management of Suntex and its predecessor company have typically invested in partnership with high net worth individuals, family offices, private equity firms and hedge funds. Suntex's realized and unrealized investments have a demonstrable track record of providing high current income, as well as significant capital appreciation. In 1995, Johnny Powers, Ron Rhoades and Scott McMullin invested in Lakeway Marina, their first marina together. Between 1995 and 1999, they were active in multiple real estate classes, including office, multifamily, industrial, retail and golf assets - investing an aggregate of over $200 million in partners' and third -party capital. In 2000, Johnny Powers and his partners decided to focus the business solely on marinas, divesting their non -marina real estate assets. They formed Sun Resorts International and over the next six years amassed a portfolio of 13 marinas and built a marina management company. In a series of transactions in 2006 and 2007, Sun Resorts International sold all but three of its marinas and the management company to Island Global Yachting ("IGY"), and subsequently the team worked under the IGY umbrella, leading the acquisition team throughout 2007 and 2008. In August 2015, Suntex also raised $200 Million in equity and $300 Million in debt (total $500 Million) to purchase and develop additional marinas. Suntex equity commitments have been expanded to approximately $275 Million as of May 15th, 2017. Suntex has a proven track record of value creation in the marina industry. The value creation process starts from the identification of an acquisition opportunity, where Suntex, because of its dedicated business development team, has direct relationships with marina owners across the country, in a marketplace devoid of the traditional commercial brokerage community. Suntex seeks to create value at every step of the acquisition, operations and asset management process. A few examples include: • Strategic high return on investment ("ROI") capital projects: Suntex has extensive experience generating incremental NOI from a property by selectively replacing antiquated infrastructure with slips that can generate the highest rate in a given market. • Revenue mix: Suntex's experience enables it to optimize the mix of amenities at a particular marina (e.g. service, fuel, retail shop, etc.), in order to enhance the customer experience and ultimately drive the highest slip rental rates. • Internalizing service departments: Suntex understands that a poorly operated service department can have a negative impact on the customer experience. As a matter of practice, Suntex will internalize the service department so it can elevate the standard of service to the tenant, have greater control over the overall customer experience, and ultimately drive incremental revenues at the property. SUNT)( MARINAS' YOUR PLL1C.E IN iFE SUN SUNTEX MARINAS Home Office: 17330 Preston Road Suite 220A Dallas, TX 75252 214 789 1400 Florida Office: 1688 Meridian Avenue Suite 900 Miami Beach, FL3313 305 707 8355 John D. Powers, Jr. Founding Principal and CEO John D. Powers, Jr. ("Johnny") is a Founding Principal, member of the Board and Chief Executive Officer of Suntex Marina Investors LLC ("SMI"). He is also a member of SMI's Executive Committee. His primary responsibilities include working with his partners and investors to regularly evaluate the strategy for the investments, sourcing capital, investor relations, strategic partnerships and acquisitions. From February of 2007 through December of 2008, Mr. Powers was Executive Vice President of M&A with Island Global Yachting ("IGY"). Prior to the acquisition of Sun Resorts International, Inc. ("Sun Resorts") by IGY in February of 2007, Mr. Powers was a founder and Managing Director of Sun Resorts and affiliated companies and President of Sun Resorts Management, Inc. Sun Resorts acquired, owned and managed 13 marinas located in Texas, Florida and the Caribbean and employed approximately 400 people. Mr. Powers was also one of three founding members of Harvard Property Trust Inc. ("Harvard Property Trust"), which was a Texas based private real estate investment trust. From 1996 through 1998, Harvard Property Trust acquired over $200 Million of suburban office buildings located in Texas and Minnesota. Mr. Powers has been responsible as a principal for over $1 Billion of transactions for Suntex, Sun Resorts, Harvard Property Trust, and related entities. Mr. Powers and his partners have also been responsible for securing over $400 Million of equity capital for Suntex, Sun Resorts, Harvard Property Trust, and related entities. Mr. Powers has developed outstanding relationships with numerous individual accredited investors, who have invested in various ventures in which he is a principal. He also maintains strong relationships with institutional equity investors and lenders. Mr. Powers received his Juris Doctor in 1992 from the University of Texas. Prior to attending law school, he graduated magna cum laude from Southern Methodist University, obtaining a Bachelor of Business Administration degree in Real Estate and Urban Land Economics and Finance. Mr. Powers has also completed 30 hours towards his Masters of Business Administration degree from Southern Methodist University. Mr. Powers is a former member of the Texas State Bar Association. Mr. Powers is a former member of the Young Entrepreneur's Organization and current member of the Bent Tree Bible Church. He is also a graduate of the Transformational Leadership Program. He resides in Dallas with his wife, Cintia, and has six children, Alexandra, Jordan, Preston, J.D., Grace, and John Austin. Mr. Powers leads Suntex's efforts with respect to the Folds of Honor Foundation on which he serves as a board member. SUNTJ( MARINAS' YOJR PLACE IN THE SUN SUNTEX MARINAS Home Office: 17330 Preston Road Suite 220A Dallas, TX 75252 214 789 1400 Florida Office: 1688 Meridian Avenue Suite 900 Miami Beach, FL3313 305 707 8355 Bryan Redmond Founding Principal, Head of Acquisitions Bryan Redmond is Founding Principal and Head of Acquisitions of Suntex Marina Investors LLC ("SMI"). He is also a member of SMI's Executive Committee. He has worked with the other Principals and investors for the past 15 years, and in that time has developed a network of high net -worth investors who have participated in the ventures in which he is involved. His primary role is the overall coordination of all operations and implementation plans to take on the projected growth of the company. Mr. Redmond's experiences also include the negotiation, underwriting and the capitalization of debt and equity for real estate, marina and resort properties and operating companies. Mr. Redmond was formerly a Director of M&A Business Development for Island Global Yachting ("IGY"). Prior to IGY, Mr. Redmond was Director of Acquisitions for Sun Resorts International, Inc. ("Sun Resorts"). Sun Resorts acquired, owned and managed 13 marinas located in Texas, Florida and the Caribbean. Mr. Redmond has been responsible for over $500MM of marina acquisitions (over 55 different marina properties to date) and involved in over$700MM of transactions with Suntex, IGY, and Sun Resorts. He began working with Sun Resorts International in 2002, and prior to that time he worked for Arthur Andersen. Mr. Redmond attended Southwestern University, from which he graduated with a Bachelor of Business Administration degree and where he played two years of collegiate baseball. Mr. Redmond is a licensed real estate broker in the state of Texas and currently resides in Plano, Texas with his wife Brandy and daughters Brooklyn and Brinkley. SUNTVC MARINAS` YOUR PLACE IN THE SUN SUNTEX MARINAS Home Office: 17330 Preston Road Suite 220A Dallas, TX 75252 214 789 1400 Florida Office: 1688 Meridian Avenue Suite 900 Miami Beach, FL3313 305 707 8355 David Filler, Esq. Principal, Head of Business Development David Filler is a Principal and Head of Business Development of Suntex. He has worked with the Principals for the past six years. David has 21 years of experience in the practice of law. In addition to his role with Suntex, Mr. Filler is a partner in the law firm of Filler — Rodriguez, LLP. Throughout his career, Mr. Filler has participated in over $1.5 Billion of real estate and equity transactions. Mr. Filler is member of the Board of Directors for Pacific Sunwear of California, Inc. (PSUN), and sits on the audit committee. Mr. Filler received his Juris Doctor and Bachelor of Arts degrees from the University of Texas. He is a member of the Texas Bar, the New York Bar, and the Florida Bar. He resides in Miami, Florida, with his wife and their two children. SUNTF)CMARINAS' YOUR PLACE IN THE SUN SUNTEX MARINAS Home Office: 17330 Preston Road Suite 220A Dallas, TX 75252 214 789 1400 Florida Office: 1688 Meridian Avenue Suite 900 Miami Beach, FL3313 305 707 8355 Chris Petty Principal, Investment Services Chris Petty is Principal, Investment Services of Suntex Marina Investors LLC ("SMI"). He has worked with the other Suntex principals for the past twelve years and previously served as President of Suntex Marinas and Head of Operations. During this time, Mr. Petty has played a pivotal role in the acquisition of over 35 marinas and provided transitional and technical leadership for all properties. He is ultimately responsible for the operation of 43 marinas consisting of over 15,000 wet and dry slips, 25 service departments, numerous retail leases as well as fleet operations. Mr. Petty has also played the lead role in implementing accounting, management and reporting software systems. Formerly, Mr. Petty was the North Caribbean Regional Manager at IGY and General Manager for IGY's flagship property, Yacht Haven Grande, St. Thomas, Virgin Islands. While at Yacht Haven Grande he was able to reduce payroll and expenses by $3,500,000 in one year. Mr. Petty had full property financial and operational responsibility for the North Caribbean assets, managed all facets of mall operations and all marina activities including 600+ slips accommodating mega yachts up to 450'. Prior to its merger with IGY, Mr. Petty was recruited by Sun Resorts International, Inc. to manage American Yacht Harbor, St. Thomas, Virgi Islands. Mr. Petty was retained by IGY after the merger and continued to manage the marina and all associated operations for four years where he was able to increase revenues by 48.0% and NOI by 38.0%. Mr. Petty has 21 years of experience as General Manager, Vice President & President of various resort marinas in 9 states and the Caribbean. His experience ranges from personal watercraft to the world's largest mega yachts. He is a board member of the Association of Marinas Industry, a certified port facility officer and holds a U.S. Coast Guard Master Captain's License. Mr. Petty attended the University of Arizona, from which he graduated with a Bachelor of Science. SUNTE MARINAS` YOUR PLACE IN THE SUN SUNTEX MARINAS Home Office: 17330 Preston Road Suite 220A Dallas, TX 75252 214 789 1400 Florida Office: 1688 Meridian Avenue Suite 900 Miami Beach, FL3313 305 707 8355 Josalyn Claussen Director of Marketing Josalyn Claussen is Director of Marketing for Suntex and has over 15 years of marketing experience that includes 8 years specific to marinas. After college, Josalyn began her sales and marketing career with the Arizona Republic. In 2002, prior to working for Suntex Marinas, Josalyn was Marketing Manager for Island Global Yachting's flagship property, Yacht Haven Grande in St. Thomas, Virgin Islands. At Yacht Haven Grande, she managed the daily operations for their marketing department. While at Yacht Haven Grande, Josalyn developed and implemented an integrated marketing plan to facilitate traffic to Yacht Haven's 46-slip mega - yacht marina and upscale shopping and dining galleria. Josalyn received her Bachelor of Arts degree from Augustana College in Rock Island, IL, where she majored in Business Administration with a concentration in Marketing and Communications. YC.1) SUNTVC MARINAS' YOUP Vt.RCE IN THE SUN SUNTEX MARINAS Home Office: 17330 Preston Road Suite 220A Dallas, TX 75252 214 789 1400 Florida Office: 1688 Meridian Avenue Suite 900 Miami Beach, FL3313 305 707 8355 Brucker Stensrud Vice President, Mergers & Acquisitions Brucker Stensrud is Vice President of Acquisitions and has 15 years of real estate investment and development experience. Brucker has been involved in the acquisition, development and disposition of over $700 million in real estate assets throughout the United States and abroad, including over $400 million in marina acquisitions and developments with Suntex since 2013. Brucker previously served as Partner with JTL Capital, LLC, a closely held, private real estate investment and development company based in Dallas, Texas. While at JTL, Brucker played an instrumental role in the underwriting, acquisition, asset management and disposition of properties spanning various asset classes including over 2.5 million square feet of retail, over 1.5 million square feet of office, 5 multifamily / condo developments, 1 ultra -luxury resort hotel, and over 10,000 acres of raw land. These projects were located throughout the United States, Mexico, Costa Rica and Panama. Brucker is also a partner and investor in numerous real estate partnerships and operating companies. Brucker received a Bachelor of Business Administration degree in Finance from the University of Texas at Austin. He resides in Dallas with his wife and two daughters. SUNTVC MARINAS' YOUR PLACE IN THE SUN SUNTEX MARINAS Home Office: 17330 Preston Road Suite 220A Dallas, TX 75252 214 789 1400 Florida Office: 1688 Meridian Avenue Suite 900 Miami Beach, FL3313 305 707 8355 Ron TenEyck Vice President of Operations Ron TenEyck joined the Suntex team in 2010 when Suntex acquired Liberty Landing Marina in Jersey City, New Jersey, where he served as General Manager until he was promoted to Vice President of Operations for Suntex Marinas. He started at Liberty Landing Marina in 2006 as Director of Service then was later promoted to General Manager. Mr. TenEyck's background spans more than 20 years within the yachting and marine industry. He started his maritime education at Fort Schuyler Merchant Marine Academy and holds various degrees in the marine industry including Certified MerCruiser master technician and US Coast Guard 100-ton Captains license. Ron is a certified technician for many high end yacht companies including Benetti, Uniesse, Sealine, Sunseeker and Searay, to name a few. Currently, he serves on various waterfront councils for the City of New York and the state of New Jersey, specializing in marine improvement and conservation. Ron is renowned for his reputation in the marine service industry, with a large following of very satisfied customers. As well as his career in the marine industry, Ron is also a professional powerboat racer in his spare time. He has won numerous awards and trophies with his past race teams all over the nation. SUNTE MARINAS' YOUR PLACE IN THE SUN SUNTEX MARINAS Home Office: 17330 Preston Road Suite 220A Dallas, TX 75252 214 789 1400 Florida Office: 1688 Meridian Avenue Suite 900 Miami Beach, FL3313 305 707 8355 Stephen Lehn Vice President of Operations Stephen Lehn is the Vice President of Operations for Suntex and has over 10 years of operations, asset management and investment experience. He began as a corporate real estate consultant for mid -size to Fortune 1000 companies, where he collaborated with their executive teams to create and implement cost cutting strategies while supporting their financial growth. After receiving his MBA, Stephen took a position as a financial analyst for a real estate investment trust, where he evaluated over $250 Million in capital real estate investments and managed an annual capital investment budget of over $115 Million. Stephen has also been a senior consultant for Hilton Worldwide where he received awards for helping hotels grow their market share by an average of more than 16% and revenues by more than 30%. Stephen received a Master of Business Administration and a Bachelor of Business Administration in Finance from Texas Christian University's Neeley School of Business. He is a Dallas native, an alumni of Jesuit College Preparatory, an Eagle Scout, and a former Division I scholarship tennis player. suNi-pc MARINAS' YOUR PLACE IN I HE Suh SUNTEX MARINAS Home Office: 17330 Preston Road Suite 220A Dallas, TX 75252 214 789 1400 Florida Office: 1688 Meridian Avenue Suite 900 Miami Beach, FL3313 305 707 8355 Dario Meyer Director of Capital Projects Dario Meyer is a 30 year veteran of the construction industry with a Civil Engineering degree from the Georgia Institute of Technology and is a licensed Certified General Contractor in State of Florida, CGC 1518988. Mr. Meyer has been involved in the planning, management and construction of a host of successful projects including marinas, ports, resorts, dams, highways, bridges, housing developments, and industrial facilities throughout the world. With a strong background in estimating and construction, Mr. Meyer is an asset to the Suntex Marinas team in the challenges of building the right pro forma, developing a complete construction estimate and a corresponding development schedule. With extensive experience in large scale construction, Mr. Meyer has worked on projects from resorts in Puerto Rico and Antigua, to marinas in St.Thomas (USVI), St Lucia (WI), Antigua (WI) including the mega yacht marinas Rodney Bay Marina, Yacht Haven Grand and Nelson Dockyard and dredging in Antigua, St Maarten, St Thomas (USVI) and St Croix (USVI). Mr. Meyer has been directly involved in the design of over 50 marinas and the direct construction of over a dozen marina projects worldwide. SUNTVC MARINAS' YOUR PLUC.E IN THE SUN SUNTEX MARINAS Home Office: 17330 Preston Road Suite 220A Dallas, TX 75252 214 789 1400 Florida Office: 1688 Meridian Avenue Suite 900 Miami Beach, FL3313 305 707 8355 Tom DeLong Vice President, Food & Beverage 9/2016-Present, Vice President Food & Beverage, Suntex Marinas Responsible for all food and beverage operations at Suntex including Marina Jack Restaurant, Marina Jack II Luxury Cruises, Olearys Tiki Bar & Grill, Turtle Beach Grill and Caribbean Jacks in Daytona Beach.Total overall operations are based in Florida, have 280 employees with annual food and beverage revenues in excess of 22 million. 1/2002-9/2016, Marina Jack Inc., Sarasota, FL 34236 Vice President/General Manager of a multi location waterfront restaurant group in downtown Sarasota, Florida. Responsible for operation of 600 seat, multi -theme waterfront restaurant with dinner boat along with two separate casual 149 seat casual theme restaurant operation locations. Listed below are some detailed accomplishments • Increased revenues on an annual basis • Increased net income with results that exceed industry average • Responsible for all areas of operations including, finance, human resources and sales • Project Management experience with capital projects including renovation and FF&E expenses • Implemented standard operating procedures for all areas of operations • Menu development and cost of sales experience • Training and development experience • Forecasting/Budget and P&L responsibilities • Capital Project Management Education: Ferris State University, Big Rapids, MI- Bachelors Degree in Hospitality Management Ferris State University, Big Rapids MI -Associates Degree in Food Service Management Sigma Phi Epsilon Other: Chairman -Parking Advisory Committee/City of Sarasota Event Chair -July 4th Bayfront Fireworks/Suncoast Charities for Children Event Chair-NYE Fireworks Celebration/Suncoast Charities for Children Florida Notary Member -Sarasota County 100 Club/Law Enforcement APT 5 DEVELOPMENT TE Al EXPERIENCE FORMS For each member of your Development Team (i.e_ the key persons to be involved in the remodeling, renovation or build -out of any proposed improvements), please list the name and role of the individual and firm in the Project (for example. Project Manager. General Contractor_ Architect, etc.), office location_ license number. number of years' experience. and LEED certification, if applicable. Attach additional sheets, as necessary. Resumes for each member or entity listed should be attached as well_ Individual Firm Role Office Location License No. Years' Experience LEED Certification Company RCI Group Proposer Miami Beach, Florida - 40+ - Robert W. Christoph RCI Group Manager Miami Beach, Florida - 30+ - Robert W. Christoph, Jr. RCI Group Project Manager Miami Beach,- Florida 16 John Hopwood RCI Group Capital Project Manager Miami Beach, Florida - 25+ - Robert Toomey RCI Group CFO/Comptroller Miami Beach, Florida - 20+ - Mark Summers RCI Group VP Development Miami Beach, Florida - 25+ - Ralph Conti RCI Group Director of Retail and Leasing Miami Beach, Florida - 40+ - Company Suntex Marinas Proposer Dallas, Texas - 22+ (including predecessor entities) - John D. Powers, Jr. Suntex Marinas CEO Founding Principal, Dallas, Texas - 22+ - Bryan Redmond Suntex Marinas Founding Principal, Head of Acquisitions Dallas, Texas - 15+ (w/ Suntex) - Chris Petty Suntex Marinas Principal, Investment Services Dallas, Texas - 21 - David Filler Suntex Marinas Principal, Head of Development 20+Business Brucker Stensrud Suntex Marinas Vice President, Mergers & Acquisitions Dallas, Texas - 15+ - Ron TenEvck Suntex Marinas Vice President, Operations Dallas, Texas - 20+ - Stephen Lehn Suntex Marinas Vice President, Operations Dallas, Texas - 10+ - Dario Meyer Suntex Marinas Director, Capital Projects Dallas, Texas CGC1518988 30+ - Tom DeLong Suntex Marinas Vice President, Food & Beverage - - Josalyn Claussen Suntex Marinas Director of Marketing Dallas, Texas - 15+ - Company Bilzin Sumberg Full Service Law Firm Miami, Florida - 19+ - Carter McDowell Bilzin Sumberg Attorney Miami, Florida 603236 31 - Suzanne Amaducci- Adams Bilzin Sumberg Attorney Miami, Florida 983731 24 - Albert Dotson Bilzin Sumberg Attorney Miami, Florida 724203 30 - Vicky Leiva Bilzin Sumberg Attorney Miami, Florida 759619 29 - Javier Avino Bilzin Sumberg Attorney Miami, Florida 11032 12 - Anthony De Yurre Bilzin Sumberg Attorney Miami, Florida 10188 12 - Company Arquitectonica Master Planning/Architecture Miami, Florida AAC000465 40+ YES Bernara_ . ort Brescia, FAIA Arquitectonica Design Principal Miami, Florida AR0008779 42 - Laurinda Hope Spear, FAIA, RLA, ASLA, LEED AP, IIDA Arquitectonica / ArquitectonicaGEO Design Principal Miami, Florida AR0008915 LA6667165 42 YES Sherri Gutierrez, AIA, LEED AP Arquitectonica Project Director Miami, Florida AR92855 22 YES Alejandro Gonzalez, AIA, LEED AP Arquitectonica Project Manager Miami, Florida AR92311 17 YES Raymond Fort, Assoc. AIA Arquitectonica Project Designer Miami, Florida - 5 Jeremy Gauger, AIA, LEED AP, ASLA ArquitectonicaGEO Landscape Designer Miami, Florida AR97150 9 YES John "Ben" Hutchens, RLA, LEED AP, SITES AP, ASLA ArquitectonicaGEO Landscape Architect Miami, Florida LA6667038 11 YES Company Moffat & Nichol Civil, Electrical and Marine Engineering, Environmental Permitting Global FL EB #4877 70+ YES Timothy K. Blankenship Moffat & Nichol Marine Engineer / Project Manager Miami, Florida FL PE. #55910 22 - Christy J. Brush Moffat & Nichol Environmental Project Manager Miami, Florida - 19 - Forest Adkins Moffat & Nichol Civil Engineer Miami, Florida FL PE 56003 20 - Michael Herrman, PE Moffat & Nichol Coastal/Marine Engineer Miami, Florida FL PE 66025 20 - Derek Sears, PE Moffat & Nichol Electrical Engineer Miami, Florida FL PE 79389 10 - Company John Moriarty & Associates General Contractor Hollywood, Florida CGC #057640 32 YES John Leete John Moriarty & Associates Executive Vice President Hollywood, Florida 25 Robert Nordling John Moriarty & Associates Project Executive Hollywood, Florida - 15 YES Fernando Vilela John Moriarty & Associates General Superintendent Hollywood, Florida - 17 - Company Aero-Docks, LLC Turnkey Design -Build and Automation Designer and Supplier North Palm Beach, FI. - 9 Richard C. Lydle, Aero-Docks, LLC CEO, Project Manager No rth Palm Beach, CGC1516186 41 - Company Rockwell Automation Computers, Sensors, Technical Support, Long Term Maintenance Charlotte, N.C. NYSE 110 - John Keogh Rockwell Automation Regional Services Mgr Charlotte, N.C. NYSE 27 - Remo Guarnieri Rockwell Automation Senior OEM Account Mgr. Tampa Florida NYSE 20 - Company Columbus-SWE/Steel McKinnon Boat Storage Wheeled Elevator support wheel systems and Elevator Manufacturer Amherst, New York And Detroit, Michigan NASDAQ 140 - Mark D. Morelli Columbus -President McKinnon and CEO Amherst, New York NASDAQ 1 - Gene Buer Columbus -Vice McKinnon President, Equipment Supply and Engineering Detroit, Michigan NASDAQ 26 - Company Golden Boat Lifts Manufacture Water Boat Lifts to Aero- Docks Specifications Fort Myers, Florida - 42 - Bill Golden Golden Boat Lifts Owner and President Fort Myers, Florida - 25 - Company R & L Engineering Manufacture of Transfer Robot for Boats- TUGS Athens, GA - 39 - Neal Stevens R & L Engineering President Athens, GA - 31 - Ruly Lopez R & L Engineering Principle, Safety of Equipment Athens, GA - 32 - John Tharpe R & L Engineering Consultant and Founder, Safety of Equipment Athens, GA - 32 - Company Toward Zero Integration/Software Code Development Centennial, CO - 14 - Aaron Muhl Toward Zero Co -Founder, Integration/Software Code Development Centennial, CO - 7 - Don Rahrig Toward Zero Co -Founder, Administration Integration/Software Code Development Centennial, CO 7 Company Mack David Building System Structural Eng.for Building, Erection and contract project management Sarasota, Florida 26 David Coyle Mack David Building System President, Erection, Design and Project Management Sarasota, Florida - 24 - Company SCS Engineers Environmental Engineering Long Beach, CA ENG: 4892 GEO: GB172 40+ - Alex Chatham, PE SCS Engineers Project Director Boca Raton, FL Florida PE No: 66922 16 - Michael Fischer, PG, M EA SCS Engineers Senior Geologist Boca Raton, FL Florida PG 852 28 - Robert Alan Speed SCS Engineers Vice President Miami, FL - 20+ - Eduardo F. Smith, PE SCS Engineers Senior Vice President Miami, FL Florida PE 50845 20+ - Lisa L. Smith SCS Engineers Senior Technical Advisor Miami, FL - 20+ - Marco F. Hernandez SCS Engineers Senior Project Manager Miami, FL Florida PE 69202 12 Company Shoreline Foundation, Inc. Dock and Foundation Construction West Park, FL - 31 - James ("Tony") Royo Shoreline Foundation, Inc. President West Park, FL CGC1517337 40 - Fred Maxwell Shoreline Foundation, Inc. Superintendent West Park, FL - 30 - Charles Diveto, PE, GC Shoreline Foundation, Inc. Project Manager West Park, FL - 30 - Barry Reed Shoreline Foundation, Inc. Vice President West Park, FL - 40 - John McGee Shoreline Foundation, Inc. Vice President West Park, FL - 40 - Company Garth Solutions, Inc. Management Consulting Firm Miramar, FL - 14 - Yvonne Garth Garth Solutions,Inc. Community Outreach Leader Miramar FL ' - 22 - Company ORBA Accounting Services Chicago, FL - 39 - Michael Kovacks, CPA ORBA CPA Chicago, FL FL CPA# AC37579 ILCPA # 065.025889 30 - C Bilzin Sumberg CARTER N. MCDOWELL Partner "Very knowledgeable, with a very wide network which has been extraordinarily helpful on several projects." - Chambers USA cmcdowell@bilzin.com P: 305.350.2355 l F: 305.351.2239 Overview Carter N. McDowell handles matters involving land use, growth management, environmental and administrative law. He has represented numerous clients through regulatory approval procedures for regional malls, resort hotels, industrial complexes, professional buildings and marinas, including Developments of Regional Impact. Carter regularly advises clients on environmental and permitting issues relating to business and real estate transactions, as well as in obtaining and negotiating government contracts. Carter has been consistently recognized by legal publications including Chambers USA, The Best Lawyers in America and Florida Super Lawyers Select Experience • Redevelopment of Miami Beach Marina Represent the owner and operator of the Miami Beach Marina, which contains 400 wet slips, two restaurants containing in excess of 50,000 square feet, office and retail space and a high speed fueling facility. Handled the redevelopment, financing and land use associated with the facility. • Bayshore Landing, Sale of Coconut Grove mixed -use project Represented a client in the sale of Bayshore Landing, a mixed -use project in the Coconut Grove neighborhood of Miami, Florida. The project, which includes the iconic Monty's restaurant, several hundred boat slips and other retail tenants, is subject to a long term ground lease with the City of Miami. After handling the initial purchase of the property over 10 years ago, our diverse team assisted the client with various other issues impacting the property, including the sale. • River Cove Marina, Shoreline permitting along Miami River Represented RCI Marine, Inc. regarding the shoreline permitting and submerged land leasing for the new River Cove Marina, located along the Miami River. Handled environmental and marine permitting and land use approvals, construction permitting and permitting for slips on site. • Acquisition, development, permitting, and leasing of Key West Marina Represented the buyer/developer in the acquisition, financing, construction, leasing, condominization and sale of Conch Harbor Marina in Key West, Florida. Bilzin Sumberg acquired the property for the client, obtained financing for its renovation and for the development and construction, prepared the necessary documents to condominiumize the marina's wet slips and develop the upland area, and handled the leasing of the retail and office portions of the project, as well as the sales of the condominiumized dock slips. The nine-year project for our client included the upland retail, office space, a restaurant, banquet facilities and a high speed fueling facility in Key West, Florida. Practice Focus Land Development & Government Relations Education University of Miami, J.D., cum laude, University of Miami Law Review, 1986 University of Florida, M.A., Phi Beta Kappa, 1979 Harvard University, B.A., cum laude, 1975 Awards and Honors Band 2, Chambers USA, Real Estate: Zoning/Land Use, 2006 - present Martindale-HubbellTM, Top Rated Lawyer in Land Use & Zoning, 2013 The Best Lawyers in America, Environmental Law, Land Use & Zoning Law, 2005 - present Daily Business Review, Top Dealmakers of the Year - Hotels, 2013 Florida Super Lawyers, 2007 - present South Florida Legal Guide, Top Lawyers, 2014 - present Legal 500, Real Estate - Land Use & Zoning, 2007, 2009, 2011 Bilzin Sumberg E SUZANNE M. AMADUCCI-ADAMS Partner, Real Estate Practice Group Leader "Her commitment to the client is readily apparent in her relentless work ethic." - Chambers USA samaducci@bilzin.com P: 305.350.2370 l F: 305.351.2207 Overview Suzanne M. Amaducci-Adams, Real Estate Practice Group Leader, has extensive experience in handling all aspects of commercial real estate and finance transactions, including acquisitions, mixed -use development, leasing, public private partnerships, commercial mortgage backed securities, and loan restructurings. Suzanne is very active in the areas of marina and hotel acquisition, finance and development, and leads the firm's Hospitality Group. Suzanne has been consistently recognized by legal publications including Chambers USA, The Best Lawyers in America, Florida Super Lawyers and South Florida Legal Guide. In 2010, she was named one of the top 10 "Outstanding Women in Real Estate" by National Real Estate Investor. Select Experience • $1 billion Public -Private Partnership redevelopment of Bridgeport Landing mixed -use development and marina in Connecticut Representing real estate developer Bridgeport Landing LLC in the $1 billion Public -Private Partnership redevelopment of a mixed -use project, situated on the 52-acre Steel Pointe peninsula in Bridgeport, CT. The redevelopment will include a 2.85 million square foot complex of approximately 1,100 apartments in several high-rise and midsized buildings, a hotel tower, 250,000 square feet of offices, 650,000 square feet of retail space and restaurants, garage and surface parking for up to 4,000 cars, a town square and lighthouse, a 375-boat slip marina, a 50-foot-wide boardwalk along the water, a movie theater, and possibly, a heliport. Proposed to be built over a 10 to 15 year period, the project will bring the City of Bridgeport approximately $950 million in private investment. • Acquisition and financing of Bahia Mar Resort and Marina Represented the joint venture between Tate/Rok Group, RCI Marine and Rialto Capital Management in the acquisition of the company that held a long-term lease of the iconic Bahia -Mar Resort and Marina, a 39-acre waterfront parcel of property in Fort Lauderdale, Florida. Assisted the client with forming the joint venture, negotiated the terms of the lease acquisition and executed financing arrangements. The transaction, which closed in July, 2014, involved the acquisition of ownership interests in an entity that indirectly owned a fully operating 296-room Doubletree by Hilton hotel in two buildings, a 245-slip marina with fueling facility and ancillary office and retail space. Redevelopment plans currently include a condo -hotel, restaurants, shops and offices. Represented the joint venture in the lease acquisition and in obtaining debt financing for the acquisition. The representation continues with the modification of the F&B and hotel management arrangements. • Hotel management and licensing agreements Represented the privately -owned Half Moon Bay Resort in Jamaica in the flagging of the property as a Rock Resort and the related management and license agreements. Practice Focus Real Estate Education University of Miami, J.D., cum laude, 1993 Vanderbilt University, B.A., cum laude, 1990 Awards and Honors Chambers USA, Band 2, Real Estate, 2007 - present CREW Miami, Miami Outstanding Leadership, 2014 CREW Miami, Networking Deal of the Year Award, 2011, 2012 Daily Business Review, Top Dealmakers of the Year - Office finalist, 2014 Daily Business Review, Top Dealmakers of the Year - Hotels, 2012 Florida Super Lawyers, 2011 - present Martindale -Hubbell, AV® Peer Review Rated, 2013 Top Rated LawyerTM Banking & Finance Law National Real Estate Investor, Outstanding Women in Real Estate Award, 2010 Real Estate Forum, Women of Influence, 2014 www.bilzin.com I Bilzin Sumberg Baena Price & Axelrod LLP 4 C Bilzin Sumberg ALBERT E. DOTSON, JR. Partner, Land Development & Government Relations Practice Group Leader "Brings creativity and intellectual strength." - Chambers USA adotson©bilzin.com P: 305.350.2411 l F: 305.351.2217 Overview Albert E. Dotson, Jr., Land Development & Government Relations Practice Group Leader, handles federal and local government procurement contracts and compliance. He also represents real estate developers in securing land use, zoning and other government approvals and permits for large-scale real estate developments. Al routinely negotiates economic development incentive programs on behalf of major U.S. corporate clients. Al represents commercial, industrial, residential and mixed -use developers throughout the land development process, including development permit challenges, zoning, concurrency, platting and permitting. Al's work also includes representing developers in Public -Private Partnerships (P3) that have included the redevelopment of municipal property by a private developer with the infrastructure, other public improvements and tax abatement provided by the local governing body. Select Experience • Miami -Dade County's $3.3 billion Ocean Outfall Legislation Contract Award Represented CH2M, a global full -service consulting, design, construction and operations firm, in securing the Owner's Representative contract for Miami -Dade County's $3.3 billion Ocean Outfall Legislation contract award. The 11-year Ocean Outfall project, mandated by the Florida legislature, will stop all wastewater discharge to the ocean by 2025. CH2M will manage the overall delivery of the program that encompasses the design, procurement, construction and commissioning of over 25 capital projects. Our representation included strategy development and implementation, government contracting legal counsel, and advocacy before the County's agencies, committees and elected leadership. Our team was recognized as the 2015 finalist in the Daily Business Review "Most Effective Lawyers" Public Interest category for its contribution to the successful negotiation of this contract. • $400 million Miami Dolphins Stadium modernization project Represented the Miami Dolphins and Sun Life Stadium ownership in successful negotiations with Miami -Dade County to support a $400 million stadium modernization project that includes a rooftop shade canopy, new seating for fans in the bowl of the stadium and renovations to the concourses within the stadium. The changes will position Sun Life as a major player in attracting marquee events such as Super Bowls, World Cups and College Football Championships. • Government bid to develop 400-acre oceanfront property in Palm Beach County, Florida Represented and put together the team - Riviera Beach Waterfront Developers, LLC - which included New York Developer Midtown Equities, South Florida marina developer and operator RCI Marine, Inc., and two nthcr nrni inc of dcvclnncrc frnm arni inr1 the rni intni Practice Focus Land Development & Government Relations Education Vanderbilt University, J.D., Bennett Douglas Bell Memorial Prize for academic achievement and high ethical standards, 1987 Dartmouth College, A.B., 1982 Languages Spanish Awards and Honors Band 2, Chambers USA, Real Estate: Zoning/Land Use, 2007 - present The Best Lawyers in America, Miami Lawyer of the Year - Government Relations Practice, 2014 The Best Lawyers in America, Land Use & Zoning Law - Government Relations Practice, 2011 - present Greater Miami Chamber of Commerce, Salute to Miami's Leaders Award - Legal/Law, 2015 Daily Business Review, Most Effective Lawyers - Government Relations winner, 2015; Public Interest finalist, 2015 Www bilzi .com.l:BiIzin Sumberg;:Baena Price .& Axelrod LLP: C Bilzin Sumberg A. VICKY LEIVA Partner "A businessperson's lawyer - not overwhelming with unnecessary memos but gives the information you need and the backup you want." - Chambers USA vleiva@bilzin.com P: 305-350-2409 I F: 305-351-2233 Overview A. Vicky Leiva's practice focuses on land development, land use, zoning and government relations. She represents clients in complex matters involving development, land use and zoning, historic preservation, the procurement of government contracts, code compliance and enforcement and construction permitting. Vicky has guided clients through the complexities of obtaining Special Area Plans (SAP) and Major Use Special Permit (MUSP) approvals throughout Miami -Dade County, specializing in the City of Miami. She has secured approvals for the development of projects including River Landing, University of Miami Biomedical Research Center/VVexford, Mary Brickell Village, One Bayfront Plaza and many others. Vicky is a former Assistant Attorney for the City of Miami. She also served as the Greater Miami Chamber of Commerce (GMCC) Real Estate Committee Chair and as Of Counsel to the GMCC Board of Directors. Vicky has been consistently recognized by legal publications including Chambers USA, The Best Lawyers in America and Florida Super Lawyers. Select Experience • Miami -Dade County's $4 Billion Ocean Outfall Legislation Contract Award Representation of CH2M, a global full -service consulting, design, construction, and operations firm, in securing the Owner's Representative contract for Miami -Dade County's $4 billion Ocean Ouffall Legislation program. The 11-year Ocean Outfall project, mandated by the Florida legislature, will stop all wastewater discharge into the ocean by 2025. CH2M will manage the program, including the design, procurement, construction, and commissioning of over 25 capital projects. We provided strategy development and implementation, government contracting legal counsel, and advocacy before the County's agencies, committees, and elected leadership. Our team was recognized as the 2015 finalist in the Daily Business Review "Most Effective Lawyers" Public Interest category for its contribution to the successful negotiation of this contract. • Zoning Analysis Under Miami 21 Zoning Code Representation of real estate developer in zoning analysis of multi -phase development under Miami 21 zoning code, in preparation for the purchase of two major special use projects. Practice Focus Land Development & Government Relations Education St. Thomas University, J.D., 1987 Florida International University, M.S., 1979 Barry University, B.A., 1973 Languages Spanish Awards and Honors Chambers USA, Real Estate: Zoning/Land Use, 2010 - 2012, 2015 - present Daily Business Review, Most Effective Lawyers - Public Interest finalist, 2015 Daily Business Review, Top Dealmakers of the Year - Mixed Use finalist, 2014 Florida Super Lawyers, 2013 - present The Best Lawyers in America, Administrative/Regulatory Law, Land Use & Zoning Law, 2010 - present Florida Trends Legal Elite, 2008 AV® Peer Review Rated, Bilzin Sumberg 'Beene Price & Axelrod LL Bilzin Sumberg "Very knowledgeable, friendly and responsive, and helps get things done in a very practical way." - Chambers USA javino@bilzin.com P: 305.350.7202 F: 305.351.2275 Overview Javier F. Avinb is a Partner in Bilzin Sumberg's Land Development & Government Relations Group and Co -Chair of the Firm's International Group. Javier focuses his practice in land use, zoning, and environmental law. He represents domestic and international clients in complex matters including the development approval process, DERM permitting, planning and zoning applications, code enforcement, comprehensive planning and other environmental law areas. Javier also has experience representing both private and public sector clients before various state, county, municipal governments and regulatory bodies throughout South Florida. Javier has extensive experience representing clients in the restaurant and hospitality industry with liquor licensing and permitting, including the solicitation of new licenses, the transfer of existing licenses and the resolution of any zoning or permitting issues. Select Experience • $1.27 billion luxury oceanfront high -end condominium, Bal Harbour Club Counsel to Consultatio, a development and financial firm owned by Argentine businessman Eduardo Constantini, in obtaining approval for the rezoning of a 5.5 acre oceanfront site in Bal Harbour to develop an 850,000 square foot, 260 unit ultra -luxury high-rise condominium. The site is the last prime piece of oceanfront property in Bal Harbour, Florida. In addition to successfully negotiating and securing approval of the required rezoning and development agreement with the Village of Bal Harbour, our representation includes obtaining subsidiary zoning approvals, negotiating project approvals, and seeking the support of the immediate abutting neighbors. • Land use and zoning counsel for $125 million development of Echo Brickell Serving as land use and counsel to real estate developer Property Markets Group for their planned developments of Echo Aventura, MUSE and Echo Brickell. Bilzin Sumberg is assisting with obtaining all required development approvals, including environmental work, and additionally assisted the client in obtaining a $124 million construction loan to commence the development of Echo Brickell, a 57-story, 180-unit luxury condo tower on Brickell Avenue. • Redevelopment of trendy Miami Beach hostel Representing The Sydell Group, developer of the trendy Freehand Miami hostel (formerly the Indian Creek Hotel), in its acquisition, zoning and liquor license issues related to renovating the historic Art Deco building. Practice Focus Land Development & Government Relations Education University of Miami, J.D., 2004 Boston College, B.A., 1999 Languages Spanish Awards and Honors Chambers USA, Real Estate: Zoning/Land Use, 2015 South Florida Business Journal, 40 Under 40 Honoree, 2014 Daily Business Review, Top Dealmakers of the Year - Office finalist, 2014 Florida Super Lawyers, Florida Rising Stars, 2009 - 2014 South Florida Legal Guide, Top Up & Comers, 2015 - present Admissions Florida www bilzin:com l'Bilzm Sumberg Baena Price & Axelrod`;LLP . Bilzin Sumberg adeyurre@bilzin.com P: 305-350-2404 l F: 305-351-2222 Overview Anthony De Yurre is an Associate in Bilzin Sumberg's Land Development & Government Relations Group and the International Group. His practice focuses on the representation of real estate developers and investors with an emphasis on land use, zoning and governmental relations, and experience including acquisition financing, complex mixed -use and condominium development, construction financing, debt restructuring, and distressed asset workouts. In addition, Anthony also has experience with complex real estate and corporate litigation and has represented clients in both state and federal court. His litigation background provides him the ability within the Land Development practice to create front-end solutions for clients to avoid future litigation pitfalls. Anthony is an adjunct professor at the University of Miami (U.M.) School of Law in the Real Property Development Program where he teaches problem solving on large scale, mixed -use development issues. A Miami native, he is a committed venture coach assisting start-up businesses at the University of Miami Blackstone Launch Pad business incubator. He is a past honoree of the Cystic Fibrosis Foundation in Miami -Dade County as an 'Outstanding Lawyer Under 40' and one of only 400 attorneys to have earned a Master of Laws in Real Property Development from U.M. following completion of his Juris Doctor. Anthony is fluent in Portuguese and Spanish. Select Experience • Development of $300 Million Coral Gables City Center Public -Private Partnership (P3) Project Representation of Coral Gables City Center, a joint venture between The Allen Morris Company and The Related Group, in response to a Request for Proposal by the City of Coral Gables for a mixed -use public -private partnership project to redevelop two public municipal garage sites with private development. The Bilzin Sumberg team guided client through the multiple stage process, resulting in selection by the Coral Gables City Commission as the preferred proposer to negotiate for the development of the project. The end product will be state-of-the-art municipal garages totaling 1,000 parking spaces and two towers, one office and one residential, as well as ground floor retail for both garage sites. Total project costs are anticipated to be in the $300 million range. Practice Focus Land Development & Government Relations Education University of Miami, LL.M., 2006 Vanderbilt University, J.D., 2004 Duke University, B.A., 2001 Languages Spanish Portuguese Awards and Honors - Hispanic National Bar Association, Top Lawyers Under 40, 2017 - Coral Gables Chamber of Commerce, Executive Star Award Finalist, 2017 - Cystic Fibrosis Foundation, 40 Under 40 Outstanding Lawyers of Miami -Dade, 2009 Admissions Florida U.S. Court of Appeals, Eleventh Circuit U.S. District Court, Southern District of Florida U.S. District Court, Northern District of Florida U.S. District Court, Middle District of Florida Bernardo Fort -Brescia, FAIA DESIGN PRINICPAL EDUCATION Master of Architecture, Harvard University, 1975 Bachelor of Architecture and Urban Planning, Princeton University, 1973 PROFESSIONAL REGISTRATIONS Registered Architect National Council of Architectural Registration Boards PROFESSIONAL ORGANIZATIONS American Institute of Architects, Fellow Visiting Professor, University of Miami, 1975, 1977, 1993-1994 Visiting Professor, Harvard University, 1994 Visiting Professor, Florida International University, 2004 Society of American Registered Architects Mr. Fort -Brescia is a founding principal of Arquitectonica. Mr. Fort -Brescia first studied architecture at Princeton University and received his Master's degree from Harvard University, where he also has taught the Urban Design Studio. He is a Fellow of the American Institute of Architects and has been the recipient of numerous design awards. His work has been published in 6,000 publications worldwide. In addition to teaching and lecturing at the Harvard School of Urban Design, Mr. Fort- Brescia has lectured around the world and his work has been exhibited in numerous prominent museums. His designs have won hundreds of prestigious awards. RELEVANT PROJECT EXPERIENCE (SELECT LISTING) The Harbour - Coconut Grove Waterfront Redevelopment, Miami, Florida Restoration of two historic Pan Am seaplane hangars; one to be reused as retail with an emphases on boat supplies and the other for boat storage. The plan features a large outdoor vertical boat storage area. All large trees on the property will be preserved, with park land being added where surface lots are today. Plantings will feature flora native to Florida and dominant to Coconut Grove. Parking is concentrated in a four story garage. Rybovich Marina Village Mixed -Use Development & Marina, West Palm Beach, Florida This 14 acre development includes more than 1,000 condos, 15,000 SF of restaurants, 61,500 SF of office space, 10,000 SF of retail space, a beach club, marina and six mega -yacht slips. Jacksonville Shipyards Waterfront Redevelopment Master Plan, Jacksonville, Florida The forty -acre waterfront development includes four residential towers totaling approximately 1,000 condo units, waterfront villas, hotel, office space, ground -floor retail, extensive amenities, revitalization of four on -site historical ship -building piers, the continuation of an adjoining public riverwalk as well as a marina and parking garages. West Midtown Manhattan / Hudson Yards Waterfront Redevelopment Master Plan, New York, New York The project involved the reconfiguration of a 574-acre, 59-block area of West Midtown Manhattan by focusing on creating open -space, new residential centers and offices. The Master Plan improves the city's connection to the waterfront and integrates the already existing transportation infrastructure with new infrastructure plans. Lulu Island Waterfront Development, Abu Dhabi, UAE Arquitectonica was commissioned to do the master plan for the project. The development includes a wide range of building types including residential apartments and villas, hotels, offices, retail facilities, cultural facilities, a marina, beaches, mangroves, open parks and civic and urban spaces. ARQUITECTONICA Laurinda Hope Spear, FAIA, RLA, ASLA, LEED AP, IIDA DESIGN PRINICPAL EDUCATION Master of Landscape Architecture, Florida International University, 2006 Master of Architecture, Columbia University, 1975 Bachelor of Fine Arts, Brown University, 1972 Ransom Everglades School, 1968 PROFESSIONAL REGISTRATIONS Registered Architect (FL)(NY)(NJ)(MA) Registered Landscape Architect (FL)(NY) National Council of Architectural Registration Boards Certification Council of Landscape Architecture Registration Boards PROFESSIONAL ORGANIZATIONS LEED Accredited Professional American Institute of Architects, College of Fellows (FAIA) American Society of Landscape Architects (ASLA) International Interior Design Association (IIDA) American Society of Interior Designers (ASID) American Society of Architectural Illustrators (ASAI) As a founding principal of Arquitectonica and ArquitectonicaGEO, Ms. Spear has been active from the beginning, and has participated in the design of all projects undertaken by both firms. Ms. Spear is interested in educating others in design excellence. She has lectured around the world, and her work has been exhibited in many prestigious museums. Many of Ms. Spear's projects have been featured in books, prominent magazines and professional journals. She is active in numerous community affairs, a trustee of the National Tropical Botanical Garden and a member of the Brown Corporation Emeritus. Ms. Spear has been practicing Architecture for 42 years and Landscape Architecture for 12 years. RELEVANT PROJECT EXPERIENCE (SELECT LISTING) Rybovich Marina Village Mixed -Use Development & Marina, West Palm Beach, Florida This 14 acre development includes more than 1,000 condos, 15,000 SF of restaurants, 61,500 SF of office space, 10,000 SF of retail space, a beach club, marina and six mega -yacht slips. Ballet Valet Retail Center & Parking Garage, Miami Beach, Florida Located in the historic Art Deco District in South Beach, this mixed - use development consists of a 6-level parking garage and restored Art Deco facades converted into viable retail. The upper garage facade is composed of fiberglass gridded components, incorporating horizontal wave designs, referencing the ocean. Planters span each elevation on all levels, overflowing with drought -tolerant vegetation, creating a large-scale sculpture about the ocean, through topiary. Perez Art Museum Miami/ Museum Park, Miami, Florida - Landscape Architect ArquitectonicaGEO designed horizontal landscape and green infrastructure elements, facilitating the installation of 100 suspended and planted columns. The native plant palette requires minimal water, and extends habitat for animals along Biscayne Bay. Porous paving and rain gardens encourage rain water infiltration into ground level planting. Rainwater and AC condensate is stored for irrigation of the suspended planters. Biscayne Line Waterfront Baywalk, Miami, Florida 7-mile linear waterfront promenade. The public space will stretch from the Rickenbacker Causeway to the Julia Tuttle Causeway, with an additional 5 miles along the Miami River. The space will provide a continuous path for walking and biking along Miami's waterfront. ARQUITECTONICA ARQUITECTONICA Sherri Gutierrez, AIA, LEED AP PROJECT DIRECTOR EDUCATION Master of Architecture Tulane University, 2001 Bachelor of Architecture Tulane University, 1996 PROFESSIONAL REGISTRATIONS Registered Architect National Council of Architectural Registration Boards LEED Accredited Professional PROFESSIONAL ORGANIZATIONS American Institute of Architects Ms. Gutierrez is a Principal at Arquitectonica and has been with the firm for 20 years, she has served as the Miami Office Director since 2007. Sherri earned both Bachelor and Master of Architecture degrees from Tulane University. She is a Registered Architect and a LEED Accredited Professional. Directing the work of Arquitectonica's headquarters office is a demanding job that also requires coordination with the firm's offices nationally and overseas. Sherri has worked on many of Arquitectonica's most prominent projects nationwide as well as internationally. These projects total over 30 million square feet of built work. Her portfolio includes mixed -use, hospitality, residential, office, retail, cultural and public buildings RELEVANT PROJECT EXPERIENCE (SELECT LISTING) Rybovich Marina Village Mixed -Use Development & Marina, West Palm Beach, Florida This 14 acre development includes more than 1,000 condos, 15,000 SF of restaurants, 61,500 SF of office space, 10,000 SF of retail space, a beach club, marina and six mega -yacht slips. The Harbour - Coconut Grove Waterfront Redevelopment, Miami, Florida Restoration of two historic Pan Am seaplane hangars; one to be reused as retail with an emphases on boat supplies and the other for boat storage. The plan features a large outdoor vertical boat storage area. All large trees on the property will be preserved, with park land being added where surface lots are today. Plantings will feature flora native to Florida and dominant to Coconut Grove. Parking is concentrated in a four story garage. AmericanAirlines Arena, Miami, Florida The American Airlines Arena is a 19,600-seat multipurpose arena used for sporting events, ice shows, and concerts. The Arena marks Arquitectonica's first intervention in Miami's waterfront with a major public building. The complex, home to the Miami Heat, houses several restaurants and an underground parking garage Brickell City Centre, Miami, Florida This 5 block, 8.8 million SF project was designed as a sustainable, mixed -use, tropical urban living and gathering district for downtown Miami. It's programmed with retail, hotel, office, residential towers, and parking garages. BCC features public courtyards, large-scale pedestrian bridges with park -like elements, performance and gathering spaces, urban streetscapes, and multi -modal transit. Oceana Key Biscayne, Miami, Florida The Oceana is a 775,000 SF luxury residential development with 142 condominiums in a 150' tower and 12 luxury villas on a ten -acre oceanfrontsite. ARQUITECTONICA Alejandro Gonzalez, AIA, LEED AP PROJECT MANAGER EDUCATION Master of Architecture Columbia University, 2002 Bachelor of Architecture University of Florida, 1999 PROFESSIONAL REGISTRATIONS Registered Architect LEED Accredited Professional National Council of Architectural Registration Boards PROFESSIONAL ORGANIZATIONS American Institute of Architects Mr. Gonzalez is a Principal at Arquitectonica and has been with the firm for 17 years. He received a Master of Architecture degree from Columbia University after having received a Bachelor of Architecture degree from the University of Florida. Mr. Gonzalez is a Registered Architect and LEED Accredited Professional. As a lead designer, he has designed a wide range of building types including mixed -use, residential, hospitality, offices, retail and entertainment, museums, performing arts centers, convention centers, sports facilities, cruise ship terminals and observation towers. RELEVANT PROJECT EXPERIENCE (SELECT LISTING) Biscayne Landing Town Center Mixed -Use Development, North Miami, Florida Arquitectonica created a master plan for the 300,000 SF (27,870 SM) Biscayne Landing Commercial District site, which will serve as a focal point for the Biscayne Landing community. The Commercial District development totals 1.1 million SF (102,000 SM) and consists of retail, hotel, office, amenity, restaurant and residential components. All buildings in the Commercial District have been designed to be LEED certified. Jacksonville Shipyards Waterfront Redevelopment Master Plan, Jacksonville, Florida The forty -acre waterfront development includes four residential towers totaling approximately 1,000 condo units, waterfront villas, hotel, office space, ground -floor retail, extensive amenities, revitalization of four on -site historical ship -building piers, the continuation of an adjoining public riverwalk as well as a marina and parking garages. Brickell City Centre, Miami, Florida This 5 block, 8.8 million SF project was designed as a sustainable, mixed -use, tropical urban living and gathering district for downtown Miami. It's programmed with retail, hotel, office, residential towers, and parking garages. BCC features public courtyards, large-scale pedestrian bridges with park -like elements, performance and gathering spaces, urban streetscapes, and multi -modal transit. Lulu Island Waterfront Mixed -Use Development, Abu Dhabi, United Arquitectonica developed the Master Plan for Lulu Island, a man- made island located off the coast of Abu Dhabi. This Master Plan places significant emphasis on green spaces, vehicular circulation, pedestrian access, canals and the extensive beachfront. Swire Dalian Waterfront Development, Dalian, China This large-scale, master planned, urban mixed -use development along Dalian's waterfront includes a shopping mall and 4 apartment towers. The project consists of 140,743 m2 of retail and entertainment; 151,660 m2 of residential use with a total of 999 units; 3,800 m2 clubhouse; and 102,680m2 of basement parking for 2,656 cars. ARQUITECTONICA Raymond Fort, Assoc. AIA PROJECT DESIGNER EDUCATION Master of Science in Advanced Architectural Design, Columbia School of Architecture, Planning and Preservation, 2012 Bachelor of Architecture, Cornell University School of Architecture, 2011 Ransom Everglades School, 2006 PROFESSIONAL ORGANIZATIONS Associate, American Institute of Architects Mr. Fort, born and raised in Miami, has been with Arquitectonica since 2012. He has experience in mixed -use, residential, office, educational, cultural, institutional and retail development. He has worked as a project designer and project manager. He currently resides in Coconut Grove where he serves on the Village Council and the Business Improvement District Committee. Raymond has a dream of urbanizing Miami, and is particularly interested in pursuing alternative forms of transportation and building density. RELEVANT PROJECT EXPERIENCE (SELECT LISTING) The Harbour - Coconut Grove Waterfront Redevelopment, Miami, Florida Restoration of two historic Pan Am seaplane hangars on the site, with one to be reused as retail with an emphases on boat supplies and the other for boat storage. All large trees on the property will be preserved, with parkland being added where surface lots are today. Plantings will feature flora native to Florida and dominant to Coconut Grove. Parking is concentrated in a four story garage. There's a large outdoor vertical boat storage area. Rybovich Marina Village Mixed -Use Development & Marina, West Palm Beach, Florida This 14 acre development includes more than 1,000 condos, 15,000 SF of restaurants, 61,500 SF of office space, 10,000 SF of retail space, a beach club, marina and six mega -yacht slips. Biscayne Line Waterfront Baywalk, Miami, Florida 7-mile linear waterfront promenade. The public space will stretch from the Rickenbacker Causeway to the Julia Tuttle Causeway, with an additional 5 miles along the Miami River. The space will provide a continuous path for walking and biking along Miami's waterfront. Icon Bay Waterfront Residential & Public Park, Miami, FL The 754,700 SF Icon Bay is a thin elongated tower that floats over a new waterfront park. It is the first of a new generation of residential towers on Biscayne Bay in that it creates part of a public -private partnership to unlock the value of the bayfront. The building balconies fold playfully, creating patterns of light, shadow, reflection, and opacity. Fairholme Capital Headquarters, Miami, FL A 160,000 SF corporate headquarters comprised of 44,000 SF of office, 37,000 SF art gallery, underground parking, gallery support spaces and a 26,000 SF outdoor plaza featuring a monumental sculpture by artist Richard Serra. The interior art gallery features artist James Turrell's Aten Reign sculpture that was exhibited to global acclaim at New York's Guggenheim Museum. Engle Building Restaurant and Retail, Coconut Grove, Florida Kai at Bay Harbor Waterfront Development, Bay Harbour Islands, Florida University of Miami School of Architecture, Coral Gables, Florida ARQUITECTONICA Jeremy Gauger, AIA, LEED AP, ASLA LANDSCAPE DESIGNER EDUCATION Master of Architecture, University of Miami, 2006 Bachelor of Arts, History and Environmental Studies, Williams College, 1998 PROFESSIONAL REGISTRATONS Registered Architect in Florida LEED Accredited Professional National Council of Architectural Registration Boards PROFESSIONAL ORGANIZATIONS American Institute of Architects LEED Accredited Professional Mr. Gauger specializes in integrating architecture with landscape in a sustainable manner. He is currently a Vice President in ArquitectonicaGEO's Headquarters in Miami. He served as Project Manager for the Perez Art Museum Miami's resilient underground parking garage and landscape, which earned a 2015 Honor Award from the American Society of Landscape Architects (ASLA). Mr. Gauger specializes in the firm's marina -related projects. RELEVANT PROJECT EXPERIENCE (SELECT LISTING) The Harbour - Coconut Grove Waterfront Redevelopment, Miami, Florida Restoration of two historic Pan Am seaplane hangars on the site, with one to be reused as retail with an emphases on boat supplies and the other for boat storage. All large trees on the property will be preserved, with parkland being added where surface lots are today. Plantings will feature flora native to Florida and dominant to Coconut Grove. Parking is concentrated in a four story garage. There's a large outdoor vertical boat storage area. Rybovich Marina Village Mixed -Use Development & Marina, West Palm Beach, Florida This 14 acre development includes more than 1,000 condos, 15,000 SF of restaurants, 61,500 SF of office space, 10,000 SF of retail space, a beach club, marina and six mega -yacht slips. Biscayne Line Waterfront Baywalk, Miami, Florida 7-mile linear waterfront promenade. The public space will stretch from the Rickenbacker Causeway to the Julia Tuttle Causeway, with an additional 5 miles along the Miami River. The space will provide a continuous path for walking and biking along Miami's waterfront. National Institute of Higher Education, Research, Science and Technology (NIHERST) Science Center, Trinidad & Tobago This spectacular new national science center will rise upon 52 acres of former sugar cane fields, healing the degraded land, and inspiring the nation through fun, experiential learning of science and technology. A central lake will be formed through a series of dams, around which the learning landscape and buildings are arranged. Each outdoor classroom will be framed as though part of an artistic composition, respecting the changing topography at each setting. The classroom, museum and support buildings are being gently set into the landscape to allow the utmost interaction between visitors and the land. Resorts World Miami & Baywalk, Miami, Florida Biscayne Landing Town Center, North Miami, Florida Perez Art Museum Miami (Landscape), Miami, Florida Frost Science Museum (Landscape), Miami, Florida City of Miami Regatta Waterfront Park, Miami, Florida ARQUITECTONICAI, ARQUITECTONICA John "Ben" Hutchens, RLA, LEED AP, SITES AP, ASLA LANDSCAPE ARCHITECT EDUCATION Master of Landscape Architecture Florida International University, 2006 Bachelor of Arts in Historic Preservation and Community Planning, College of Charleston, South Carolina, 2003 PROFESSIONAL REGISTRATIONS Registered Landscape Architect, Florida LEED Accredited Professional SITES Accredited Professional PROFESSIONAL ORGANIZATIONS American Society of Landscape Architects LEED Accredited Professional SITES Accredited Professional Mr. Hutchens is a Registered Landscape Architect, and is currently serving as Project Manager on the on the new Patricia and Phillip Frost Museum of Science landscape, as well as numerous other Florida -based and international projects. He is experienced in landscape design, park and master planning and project management for urban, commercial high-rise buildings, single-family and multi -family residential. Mr. Hutchens is a graduate of the College of Charleston's Historic Preservation and Community Planning program, and Florida International University's Master's program in Landscape Architecture. He has been practicing Landscape Architecture for 11 years. RELEVANT PROJECT EXPERIENCE (SELECT LISTING) The Harbour - Coconut Grove Waterfront Redevelopment, Miami, Florida Restoration of two historic Pan Am seaplane hangars; one to be reused as retail with an emphases on boat supplies and the other for boat storage. The plan features a large outdoor vertical boat storage area. All large trees on the property will be preserved, with park land being added where surface lots are today. Plantings will feature flora native to Florida and dominant to Coconut Grove. Parking is concentrated in a four story garage. Icon Bay Waterfront Residential & Public Park, Miami, FL The City of Miami's new Icon Bay Park is part of a Public -Private Partnership designed to unlock the value of a formerly inaccessible waterfront location. The park offers more than 400 linear feet of promenade along Biscayne Bay, and an elegantly styled pocket park situated beneath and between the new Icon Bay Residences, and the Bay itself. Oceana Key Biscayne, Key Biscayne, Florida A minimalist garden design incorporates the natural environment and simultaneously achieves a sustainable project as an example of leadership and environmental awareness. The site is organized into four distinctive areas that retain their unique character and complement each other. Fendi Chateau Residences, Surfside, Florida Consisting of 60 units, spread across 85,036 SF, the properties landscape plan represents a modern approach that embodies nature and style at the intersection of comfort, safety and sustainable design. The proximity to the ocean makes addressing the demands of the climate and the solar exposure through landscape architectural elements essential. Perez Art Museum Miami (Landscape), Miami, Florida Frost Science Museum (Landscape), Miami, Florida Paraiso Bay Waterfront District, Miami, Florida ARQUITECTONICA ARQUITECTONICA PROJECT EXPERIENCE The Harbour - Coconut Grove Waterfront Redevelopment Miami, Florida Restoration of two historic Pan Am seaplane hangars; one to be reused as retail with an emphases on boat supplies and the other for boat storage. The plan features a large outdoor vertical boat storage area. All large trees on the property will be preserved, with park land being added where surface lots are today. Plantings will feature flora native to Florida and dominant to Coconut Grove. Parking is concentrated in a four story garage. ARQUITECTONICA PROJECT EXPERIENCE Rybovich Waterfront Village Mixed -Use Development & Marina West Palm Beach, Florida This 14 acre development includes more than 1,000 condos, 15,000 SF of restaurants, 61,500 SF of office space, 10,000 SF of retail space, a beach club, boat dock and six mega -yacht slips. ARQUITECTONICA moffott & nicho Timothy K. Blankenship, PE Project Engineer KEY FEATURES 20+ Years of experience Marina Planning and Engineering Design experience in Southeast Florida Dry Stack Marina Planning, Design and Construction Management Experience with floating dock marinas and coastal structures EDUCATION E Coastal Engineering, Old Dominion University, 1994 BS Civil Engineering, Old Dominion University, 1992 REGISTRATION Florida, 55910 AFFILIATIONS American Society of Civil Engineers (ASCE), Miami - Dade Branch, Past President ASCE COPRI Marinas 2020 Committee ASCE, Florida Section, Report Card on Florida Infrastructure Committee on Coastal Areas EXPERIENCE Mr. Blankenship has over 20 years of experience with waterfront/marina, port infrastructure, and coastal engineering consulting projects throughout the U.S., Caribbean and Central America. He has completed over 50 marina and associated waterfront improvement projects. The marinas have included facilities for both wet and dry slips, and services have ranged from due diligence, planning, and feasibility studies, through engineering design, environmental permitting and construction administration. Mr. Blankenship has specified floating breakwaters and has designed/specified concrete floating docks and utilities throughout South Florida. He is a co-author of Manual 50, Planning and Design Guidelines for Small Craft Harbors published in 2012 by the Marinas 2020 Task Committee of the Ports and Harbors Committee of the Coasts, Oceans, Ports and Rivers Institute (COPRI) of the American Society of Civil Engineers. Mr. Blankenship has extensive experience as a coastal engineer having completed coastal engineering studies for marina projects in the U.S. and for international projects. Comprehensive field investigations have been planned and conducted by Mr. Blankenship including hydrographic surveys, oceanographic measurements, marine resource mapping, geophysical and geotechnical evaluations. He has led teams of engineers compiling wind/wave statistics from direct measurements as well as from remote sensing commercial sources. He has conducted numerical modeling studies to evaluate wave propagation into a marina and for the design of coastal structures such as jetties, breakwaters, and floating wave attenuators. He has compiled coastal engineering design recommendations for site -specific marina applications. Mr. Blankenship also has extensive experience preparing marine works construction documents for shoreline stabilization, floating docks, utilities, and coastal structures. REPRESENTATIVE PROJECT EXPERIENCE RMK Merrill Stevens North Yard Redevelopment, Miami, FL Engineering design and environmental permitting for the shipyard redevelopment that includes basin filling, bulkheads, and installation of shiplift with capacity for vessels up to 230' long. Design of upland pile -supported transfer berths and stormwater management. Marine Stadium Marina, Miami, FL Engineering design and environmental permitting of 540 If of bulkhead replacement, maintenance dredging, and pile - supported platform for marine forklift operations. Haulover Marine Center, Miami -Dade County, FL Engineering design and marina planning for 480 dry slip marina. Conducted field investigations and designed dredging and floating dock staging area. Designed forklift launch area platform and bulkhead. Completed water, sewer and electrical site utilities design, and designed stormwater management system. Planned and designed maintenance yard for park operations and parking lot reconfiguration with paving and grading. ,", moffatt & nicho Christy J. Brush Environmental Regional Manager KEY FEATURES 19 years of Environmental Permitting/Compliance Experience Marine/Coastal/Waterfront Project Specialist EDUCATION BS, Marine Science, Eckerd College, 1996 AFFILIATIONS Geological Society of America NAEP, National Association of Environmental Professionals SFAEP, South Florida Association of Environmental Professionals (Past Board Member) ASBPA, American Shore and Beach Preservation Association FSBPA, Florida Shore and Beach Preservation Association Urban Land Institute EXPERIENCE Ms. Brush provides environmental/permitting support and a range of client/stakeholder coordination, project strategy, and project management functions in her role as Environmental Regional Manager for Moffatt & Nichol. Her 19 years of experience includes coordination among project teams and regulatory agencies to acquire local, county, state, & federal permits. This experience includes a variety of projects in the coastal, waterfront, and marine environment involving residential/mixed-use structures, parks/other recreational facilities, docks/marinas, shoreline stabilization, stormwater management systems, coastal/ marine habitat restoration, and other environmental enhancement projects. She regularly assists with the assessment of potential environmental impacts for proposed projects and represents clients in agency discussions of those impacts and potential mitigation. She has processed environmental permits for over 100 coastal/waterfront projects in Miami -Dade County, and many projects being complex with local, state, and federal agencies with jurisdiction. She has an in-depth understanding of the many regulations and procedures governing coastal/waterfront construction, and has worked with top environmental/ land use attorneys to support precedent -setting projects. Ms. Brush has regulatory permitting experience with the US EPA, Florida DEP, Environmental Resource Permitting, Division of State Lands, Florida Water Management Districts, U.S. Army Corps of Engineers, NOAA/Nat. Marine Fisheries Services, US Fish & Wildlife Service, Florida Fish & Wildlife Conservation Commission, and various local planning, zoning, & environmental agencies. Specifically in Miami -Dade County, she regularly processes permits through Miami - Dade DERM, and has worked on a variety of projects relative to the Manatee Protection Plan (MPP) in place for the County. REPRESENTATIVE PROJECT EXPERIENCE RMK Merrill Stevens North Yard Project, Miami, Florida. Senior environmental manager for proposed shiplift replacement at a large vessel repair facility on the Miami River. Environmental permitting for fill of an existing boat basin, excavation of a new boat basin and installation of a shiplift that can accommodate vessels greater than 200 feet in length. The project includes Sovereignty Submerged Lands Lease negotiation and mitigation for unavoidable impacts in the Biscayne Bay Aquatic Preserve. 3550 S. Ocean Blvd. Redevelopment, South Palm Beach, Florida. Senior environmental manager for proposed oceanfront site redevelopment. Secured FDEP CCCL permit for seawall major renovation (replacement) project and established FDEP CCCL permitting strategy for upland site redevelopment. 600 NW 7TH AVE. DRYRYSTACK MARINA, MIAMI, FLORIDA. Senior environmental manager for proposed recreational drystack marina facility associated with a mixed -use development. Analyzed feasibility of Project compliance with the Miami - Dade County Manatee Protection Plan and other applicable environmental regulations. moffatt & nicho Derek Sears, PE Electrical Engineer EDUCATION BS Electrical Engineering, University of South Florida, 2010 REGISTRATION Florida, PE, 79389, 2015 EXPERIENCE Derek Sears has been working in the electrical engineering field for five years. His experience is in the design of commercial and industrial power distribution, lighting, and electrical systems. In addition to electrical design, he has provided construction support for projects that have included low and medium voltage electrical, mechanical pump systems, fire protection, life safety, and communication/controls systems. With respect to waterfront facilities, Mr. Sears has been involved in the development and/or electrical system studies of material loading/unloading facilities, port container terminals, marinas, and offshore substations. These designs and studies have included the use of the electrical power system design and analysis software (ETAP) to support and confirm load flow, fault current, arc flash, and over -current protection coordination efforts and results. REPRESENTATIVE PROJECT EXPERIENCE Harbour Isles Marina Phase I, Bradenton, Florida. Design engineer for the 54 boat slip marina. Responsible for the Electrical distribution to power pedestals, fuel/diesel dispensers, and pump -out station. Design included area/security lighting of the marina. James River Fishing Pier, Newport News, Virginia. Design engineer for approximately three thousand feet of pedestrian/fishing pier. Responsibilities included power distribution and LED lighting design for the pier. Hillsborough County Marine Command Center, Tampa, Florida. Design engineer for the Hillsborough County Sheriffs command center and boat/vessel docking. Responsible for electrical site power to buildings, shore power to boats, dock power for fueling activities, and site generator back-up/redundancy scheme. Burnside Bulk Coal Terminal Development, Darrow, Louisiana. Design/on-site construction support engineer for the redevelopment of the Burnside Terminal into a state-of-the-art major bulk terminal for coal, bauxite, and alumina. Electrical services for the terminal include four substations, two pump stations, duct banks, and overhead power distribution. Responsible for the lighting design (high -mast, conveyor, security, etc.), wire/feeder sizing for site power distribution, answering of construction RFIs, arc flash study, and ETAP modeling of the electrical system. Tampa Port Authority Container Terminal, Tampa, Florida. Engineering support for the arc fault and short circuit study on existing switchgear serving high -mast light poles and reefer racks. St. Petersburg Port Structural Rehabilitation Phase 4, St. Petersburg, Florida. Design engineer for the power distribution feeding six new mega -yacht power stations. Port of Tampa Intermodal Ethanol Rail Terminal, Tampa, Florida. Engineering support for the coordination of overcurrent protection. Responsible for providing circuit breaker settings to allow for proper sequence of operations. Performed arc fault and fault current study for the main switchgear. ham moffatt & nicho Forest W. Adkins, PE Senior Project Manager EDUCATION BS, Chemical Engineering, North Carolina State University, 1988 REGISTRATION Florida, 56003, 2000 AFFILIATIONS American Society of Civil Engineers (ASCE) EXPERIENCE Mr. Adkins has more than 30 years of civil and transportation engineering experience, including work for the Florida Department of Transportation - District 7. His areas of expertise include geometric design, plans preparation, drainage design and permitting, and maintenance of traffic. Additionally, Mr. Adkins is certified in Advanced Maintenance of Traffic Design and specifications package preparation. Mr. Adkins has participated in a variety of transportation, site/civil, and utility engineering projects for state, county, municipal, and private agencies. During that time, he has served as engineer -of -record, task manager, and design engineer on a number of task -based contracts for a variety of public entities REPRESENTATIVE PROJECT EXPERIENCE Turnpike Mainline Widening with Express Lanes, Osceola County, Florida. Roadway design quality control reviewer for the widening of the Turnpike Mainline (SR 91), from four to eight lanes, for eight miles, including major operational improvements at two interchanges. SR 514 Intersection Improvements, Florida Department of Transportation - District 5, Brevard County, Florida. Quality control reviewer. The improvements included the addition of turn lanes at two intersections along SR 514. This project involves ROW acquisition, pavement design, drainage design, signing and pavement markings design, variations, and coordination with the Town of Malabar for land designated as part of a trust. These are interim safety improvements until the ultimate widening project is developed. Coordination of ROW was required between the two projects District Wide Quality Assurance Plan Review, Florida Department of Transportation - District 5, Florida. Project manager and senior reviewer on this contract involving performance of quality reviews for the Florida Department of Transportation - District 5. M&N reviews plans by the District and outside consultants for conventional and design -build contracts. QA/QC reviewer for construction plans and supporting documentation, verifying that all are in compliance with the Department's design policies, procedures, standards, manuals, handbooks, guidelines and other applicable requirements. SR 46 from East of Vista View Lane to East of Round Lake Road (Wekiva Section 3A), Florida Department of Transportation - District 5, Lake County, Florida. Engineer -of -record for the Maintenance of Traffic design. This project involves reconstruction of SR 46 from a two-lane rural roadway to a six -lane divided urban roadway with bike lanes and sidewalks within the project limits. Round Lake Road was also widened for turn lanes. The project included highway design, drainage design, signing and pavement marking design, and public involvement. Responsibilities include design, plans production, supervision, and client and sub -consultant coordination. up' moffott & nicho Michael N. Herrman, PE Coastal and Marina Engineer EDUCATION MCE Coastal Engineering, University of Delaware, 1997 BCE Civil Engineering, University of Delaware, 1994 REGISTRATION Florida, 66025, 2007 Maryland, 25383, 2000 AFFILIATIONS American Society of Civil Engineers EXPERIENCE Mr. Herrman joined Moffatt & Nichol in 1997 following completion of his graduate studies in Coastal Engineering. Responsibilities include serving as project engineer or project manager on a wide range of urban waterfronts and marina projects. He conducts marina feasibility and market assessment studies for boating regions throughout the U.S., the Caribbean, and Central America. Related design experience includes planning, engineering, environmental impact assessments, including marina water quality assessments, permit facilitation, and construction support services. Specific design experience includes design of navigation, dredging, dock systems and marina related elements. REPRESENTATIVE PROJECT EXPERIENCE Harbour Isle Marina, Perico, Florida. Project engineer responsible for preparing permit drawings for a new 53-slip marina as part of residential development project. Developed shoreline stabilization concepts and preliminary design. Developed a phasing plan for marina construction including temporary locations for a fuel pier and utility connections. Oversaw preparation of dredging, dock, and marina utility permit drawings for two proposed construction phases. George Town Mega -Yacht Marina Concept, George Town, Cayman Islands. Project manager responsible for marina concept development and permit drawings. The 70-slip marina will accommodate boats from 30 feet to 200 feet long in a protected marina basin. The project site includes a narrow waterfront, requiring the marina to be spatially efficient, yet provide sufficient wave protection for the boats at the facility. The marina perimeter consists of a steel sheet pile cellular wall with a timber and concrete relieving platform for boat access. The proposed fixed timber docks meet international design guidelines for slip dimensions and fairway width for safe navigation. The project also includes a marina dredging and navigational access plan that avoids a shipwreck/recreational dive site, coral, and other protected marine environments. The marina is currently awaiting permits from the Grand Cayman Government. St. Petersburg Municipal Marina Mooring Field Design, St. Petersburg, Florida. Project manager responsible for layout, permitting, design, and construction support for the 26-slip mooring field. Elements include a floating dinghy dock, security gate, access gangway and fixed access platform, and utilities, including solar power lighting and potable water. Permitting requirements resulted in two construction phases and periodic communications with permitting agencies on construction progress. St. Petersburg Municipal Marina Renovation and Expansion, St. Petersburg, Florida. Project manager for the design of repairs and improvements to the city's 40-year-old municipal marina. Environmental permit applications and responses for in -kind repair/replacement of marina structures were prepared for local, state, and federal agencies. Assisted in preparation of grant application for marina transient dock rehabilitation. Provided bid phase and construction phase construction support services, including site visits, preparation of record drawings, and permit commencement, construction, and closeout documentation. 1/11 moffatt & nichol North Yard Redevelopment, Miami, FL Client: RMK Merrill Stevens Rendering courtesy of RMK Merrill Stevens, LLC Moffatt & Nichol (M&N) provided planning, design and permitting for the redevelopment of the north yard at RMK Merrill Stevens on the Miami River in Miami, Florida. The planned redevelopment of the 6-acre north yard includes a new ship lift from Pearlson Shiplift Corporation with a 2,700-ton capacity for 230-foot long vessels. The shiplift is supported by a marine foundation with steel sheet pile combi-wall and augercast '�4-inch-diameter piles supporting the hoist platforms; six hoists on either side of the platform. The dredge depth for the sheet piling is -32 feet to accommodate the shiplift platform in the lowered position for the design vessel draft clearance. Four transfer berths were designed in the shipyard to service a variety of vessels on cradles, and M&N designed the rail and augercast pile foundations along with concrete slabs. Dredging and excavation plans were developed and additional bulkheads and moorings were designed along the Miami River. A stormwater management system was designed to collect and treat runoff for discharge into drainage wells. M&N managed the design of the site electrical, lighting, sanitary sewer, fire protection and domestic water utilities for the shipyard along with marine pedestals along the waterfront. Site grading was designed to raise the grades above the FEMA flood elevation. The engineering design was conducted with early contractor involvement to optimize the design and construction schedule. Construction documents were prepared along with technical specifications, and M&N provided construction administration services. M&N processed environmental permits for the project from the U.S. Army Corps of Engineers, Florida Department of Environmental Protection (FDEP), and Miami -Dade Department of Environmental Resources Management. A phased -permit approach was developed to facilitate early construction of certain components including the upland transfer berths and shiplift hoist sheet piling. A submerged lands lease through FDEP was also obtained for the waterfront marginal docking areas along the bulkheads. St. Petersburg Downtown Waterfront, St. Petersburg, Florida % Arent: City of St. Petersburg ,I„ moffatt & nichol www.moffattnichol.com Moffatt & Nichol provided the City of St. Petersburg with planning and engineering services in order to implement the goals and objectives of its Port Master Plan as well as to design various structural and utility improvements at its municipal marina. As part of the planning process, Moffatt & Nichol provided program development and identified, pursued, and applied for government grants and loans to aid project completion. In addition, Moffatt & Nichol provided civil site development, mechanical, electrical, plumbing, and structural engineering services for the following: • Permit document preparation • Above- and below -water structural assessments • Above- and below -water utility assessments • Repair design for waterfront structures • Feasibility study for expansion of new marina facilities • Construction sequence phasing to accommodate federal mandates and funding restrictions and minimize impacts to existing tenants • Construction document and schedule preparation • Construction administration services involving assistance in project bidding and award, shop drawing reviews, and inspections MORIARTY John Leete Executive Vice President Key Qualifications John Leete is responsible for all facets of the Florida operation; guiding firm policy and direction. He is further responsible for establishing the initial project schedule and logistics plan; oversee- ing the implementation of the construction plan; and facilitating communications among the construction team, design team and owner. In addition, he is involved with preparing cost esti- mates and negotiating contracts. During his 28 year career, Mr. Leete has overseen over $3.2 billion dollars of South Florida de- velopment featuring over 75 Residential, Mixed -use, Commercial, Hospitality and Institutional projects. He has established relationships with local subcontractors and governing agencies. Academic & Professional Qualifications Central Connecticut State University, New Britain, CT- B.S. Degree in Construction Management Florida General Contractors License— CGC 057640 Associated General Contractors Construction Association of South Florida Construction Executives Association Construction Experience 28 Years. Time with Moriarty 28 Years. BRICKELL CITY CENTRE, MIAMI, FL $1.05 Billion, 5.4 million square feet of office, residential, hotel, retail and entertainment space, in addition to a two -level underground parking garage. Incorporates key transportation centers with the Miami Metro Mover while offering easy access to interstate 95. LEED Gold Certified. MUSE, Sunny Isles, FL Muse is a 49-story boutique luxury condo tower with 64 exclusive residences right on the white beaches of Sunny Isles. The building is designed by world-renowned architect Carlos Ott. The project also features a cutting edge robotic parking garage system. ECHO BRICKELL, Miami, FL Echo Brickell is a 57 story 525,000 GSF boutique luxury condo tower with 180 exclusive resi- dences in the heart of Brickell, designed by Carlos Ott. PEREZ ART MUSEUM MIAMI, MIAMI, FL The 120,000 SF Miami Art Museum stands apart from other museums by incorporating non con- ventional design and construction methods such as; geothermal systems, micro -climate exterior/ interior transitions by using hanging tubular gardens intergraded into an open air perforated trellis system, subfloor MEP's and bubble deck technology; reducing weight while increasing PSF loads to increase interior gallery spaces without adding columns. ICON BRICKELL, MIAMI, FL Three 53-story plus condominium and hotel complex with 1,700 Units ViceroyHotel with 145 keys, three restaurants and a luxury 30,000 SF Spa. 4,472,000 GSF; $449 million; includes 3 restaurants, a 30,000 square foot spa, a 300 foot long pool on a 12 story elevated pool deck. The interior design for the project common areas was by world renowned Yoo by Philipe Stark. MORIARTY Robert Nordling Project Executive Key Qualifications As Project Executive, Robert is responsible for all facets of the project site ensuring its success. He handles all client relations, design and value engineering, negotiating subcontracts and change orders, scheduling, quality control, safety management as well as staff hiring and train- ing. Academic & Professional Qualifications Rutgers University; M.S. Civil Engineering University of Florida; B.S. Environmental Engineering Middlesex County College; A.S. Engineering Science New Jersey Institute of Technology; Graduate Certification in Construction Management Construction Experience 20 years. Time with Moriarty 9 Years BRICKELL CITY CENTRE, MIAMI, FL $1.05 Billion, 5.4 million square feet of office, residential, hotel, retail and entertainment space, in addition to a two -level underground parking garage. Incorporates key transportation centers with the Miami Metro Mover while offering easy access to interstate 95. LEED Gold Certified. Perez Art Museum, Miami, FL 120,000SF. 2013 Completion. LEED-NC Version 2.2 Silver Certification. The 120,000 SF Miami Art Museum stands apart from other museums by incorporating non conventional design and construction methods such as; geothermal systems, micro -climate exterior/interior transitions by using hanging tubular gardens intergraded into an open air perforated trellis system, subfloor MEP's and bubble deck technology; reducing weight while increasing PSF loads to increase inte- rior gallery spaces without adding columns. Apogee, Miami Beach, FL $87 million, 67 custom ultra luxury level 5 finish throughout, a 4 story private 67- 2 car garage with 1 level below grade, interior design by Yabu-Pushelberg. This project is set on all side with water features and a 5 story water fall that spans the with of the building. Extensive below grade water proofing. Trump Tower I, II, III, Sunny Isles Beach, FL 338 million, three 43-story luxury high rise condominiums totaling 813 unit with over 3,600,000 GSF and 1,500 car continuous parking garage serving a three towers. Beach Club I, II, III, Hallandale, FL Consisted of three towers, a 43, 42 and 50 story with a 4 level continuous parking garage sup- porting all three towers. Interior design by Yabu-Pushelberg. MORIARTY Fernando Vilela Project Executive Key Qualifications As Superintendent, Mr. Vilela is responsible for working with the Project Manager to develop the overall schedule of the project. He ensures the job is safe, clean and that quality standards are maintained. He tracks progress and man power through daily reporting. In addition, he also holds regularly scheduled subcontractor coordination meetings and supervises area superinten- dent and field staff. Mr. Vilela is experienced in all levels of construction from subsurface / foundations through pro- ject completion and turnover. Mr. Vilela design experience provides him with a unique skills set that gives him the ability to interact with all members of the team including design professionals to achieve "fast paced" solutions to the day to day challenges that will always crop up on com- plex construction projects. Academic & Professional Qualifications M.S. Construction Management, Florida International University Bachelor of Arts, University of Miami Associates of Arts, Broward Community College LEED Accredited Professional OSHA 30 Red Cross CPR Certified Construction Experience 20 Years. Time with Moriarty 12 Years. BRICKELL CITY CENTRE, MIAMI, FL $1.05 Billion, 5.4 million square feet of office, residential, hotel, retail and entertainment space, in addition to a two -level underground parking garage. Incorporates key transportation centers with the Miami Metro Mover while offering easy access to interstate 95. LEED Gold Certified. PEREZ ART MUSEUM MIAMI, MIAMI, FL The 120,000 SF Miami Art Museum stands apart from other museums by incorporating non con- ventional design and construction methods such as; geothermal systems, micro -climate exterior/ interior transitions by using hanging tubular gardens intergraded into an open air perforated trellis system, subfloor MEP's and bubble deck technology; reducing weight while increasing PSF loads to increase interior gallery spaces without adding columns. ICON BRICKELL, MIAMI, FL Three 53-story plus condominium and hotel complex with 1,700 Units ViceroyHotel with 145 keys, three restaurants and a luxury 30,000 SF Spa. 4,472,000 GSF; $449 million; includes 3 restaurants, a 30,000 square foot spa, a 300 foot long pool on a 12 story elevated pool deck. The interior design for the project common areas was by world renowned Yoo by Philipe Stark. APOGEE, MIAMI BEACH, FL $87 million, 67 custom ultra luxury units with level 5 finishes throughout, a 4 story private park- ing garage with 1 level below grade, interior design by Yabu-Pushelberg. This project is set on all side with water features and a 5 story water fall that spans the width of the building. Exten- sive below grade water proofing. tti MORIARTY Location: Ft Lauderdale, FL Completion: 2006 Size: 15 Story 129 Unit Condo 125 Slip Boathouse Developer: Everglades LLC Architect: Stantec i Port Condo & Boathouse Description The Port Boathouse is the first concrete dry dock boat storage facility with state-of-the-art fully automated lifts. The building is home to 125 slips that can house boats up to 53 feet long. The condo features a 15 story structure on top of a 5 story parking podium. MORIARTY Location: Miami Beach, FL Completion: 2005 Size: 42 Story 285 Units Developer: Related Group Architect: Seiger Suarez ICON South Beach Description ICON South Beach is a 42 story 285 unit luxury condo with a 6 story parking podium along the shores of Biscayne Bay in South Beach. As part of the construction a new seawall and baywalk area was built along the area of the Miami Beach Marina. MQRIAR T \ Location: Boston, MA Completion: 2011 Size: 1,200,000 SQFT Mixed -Use Development Developer: Boston Properties Architect: CBT Architects Atlantic Wharf Description This mixed -use project is composed of a 31 story tower with 610,000 SQFI of office space, 220,000 SQF1 of residential space, 6 levels of underground parking and a separate 7 story historical building. The project embraces the harbor with expanded walkways and new docks. ,11_)0c s Years of Experience: 40 Education: Miami University, Bachelor of Science in Entrepreneurial Business Richard Lydle Chairman & CEO Mr. Lydle has owned, founded and purchased numerous manufacturing companies during his manufacturing career that began in Akron, Ohio. Richard's strength is in the inventing and perfecting new manufacturing processes and equipment such as Aero-Docks and Container Logistics systems. He was president/owner of 4 manufacturing companies in three states that manufactured tooling and parts for numerous customers including Ford, Raytheon, Boeing Airplane Company and U.S. Steel to name a few. He founded Metalkrafters of Ohio manufacturing steel process equipment and storage systems. Richard then purchased Cast Masters from the Timken Steel Co. At CastMasters he with Pratt & Whitney developed th^ Hollow Fan Blade System used in jet engines for the Boeing 777's. During the 1990s Richard pioneered the casting process to make Invar, a material that does not expand when heated, that was used in composite tooling the F-22 Raptor Jet Fighters and many other airframes. Richard holds a B.S. in Entrepreneurial Business from Miami University, Oxford, Ohio and completed Mechanical Engineering courses at the University of Akron. Aero-Docks and Container Logistics Worldwide are Richard's fifth and sixth start up companies. The company is dedicated to excellent customer and employee experiences. The patents for the robotic Aero-Docks products were issued to Richard during the last quarter of 2013. Additional information regarding Aero-Docks and Technomarine can be found online at: www.technomarine.com. Mr. Robert Christoph Sr. President and Chairman Virginia Key LLC 300 Alton, Road, Suite 303 Miami Beach, Florida 33139 Proposal for the City of Miami RFP RFP 16-17-011 Virginia Key Marina Virginia Key LLC Dry Stack Storage from Aero-Docks a Member of the Technomarine Group of Companys Aero-Docks Boat Storage Systems Virginia Key Design - 750 Boats within the dry stack, maximum length 65 feet, 45,000 pounds maximum weight. Aero-Docks System III stores 40-55% more boats depending on layout in EXACT same size building footprint and height of forklift dry stack. System III's unique ability to work in a building maximum of 200 feet (61 m) in height allows 250% more boats on same amount of land when going above the 61 ft (19m) maximum for a forklift building. See Casa Del Mar project detailed design layout comparison of forklift dry stack system to our System III designed layout later this page. We put 46% more boats in exact same building and increased linear footage available and PROFITABLE INCOME by 86%! Our System III does NOT use individual boat carriers which is a significant cost and cycle time savings. Systems attempting to use carriers have their cycle times greatly increased due to once boat is launched the boats carrier must be returned into building. Aero-Docks system is ready to retrieve or launch another vessel immediately offering 20-30 boats per hour launch/retrieval. FOUR REASONS WHY AERO-DOCKS SYSTEM III STORES MORE BOATS 1. Aisle is 30% narrower than forklift as our aisle only needs to be 2 ft longer than longest boat giving more space for boats to be stored. 2. Longest boats can be stored top levels where forklift higher it goes less weight it can lift. This creates a triangle of space in front of boats on 3rd and 4th level providing no income from paid for building space. With forklift this restriction of shorter boats top 2 levels greatly reduces mix of boats you can store. 3. Aero-Docks building height can be 200ft (60m) vs. maximum of 62ft(19m) for forklift building. Additional 220% of boat storage space on same site. Converting AIR SPACE above building that a forklift can never use. 4. In forklift building if max row length is 45 ft most always boats less than 45ft are stored leaving often 25%-35% lost income from space that is there but empty. Aero-Docks ability to put 2-4 boats one row and computer density software matching mix of boat lengths so up to 90%+ linear footage of all rows all levels are income producing. 5. SEE Aero-Docks DVD OF SYSTEM III THAT IS INCLUDED WITH THE PROPOSAL (2 minute and 7 minute versions are includeed within the package) VESSEL SORTING OPTIMIZATION SOFTWARE You will also see the fantastic advantage our sorting optimization software unique in the boating world has. It optimizes each night where boats are stored allowing each new boat added to be placed with other boats in a row to use 90% or more of linear footage (meters). Marina owners know that over past few decades the size and type of boats (MIX) changes. A forklift marina due to only one boat per row ( one each side of space wasting wide aisle) is forced in most slots to place a shorter boat than length of slot losing that income. Also often a marina must turn away potential members due to no space for their size boat currently available even though linear footage is there. Aero-Docks System III has no such limitations, instead granting the marina owner ability to re -sort boats to create space needed for new boat owners especially into future when the MIX of boats changes. The Aero-Docks at Virginia Key will always be able use nearly all linear feet in building now and most important decades into the future no matter the mix of boats. Another equally important Aero-Dock advantage is this optimization software stores the usage of the boat owners and adjusts during night to move these boats close to launch entrance of building allowing 2-3 min. launch times. PHONE APP BOAT OWNERS APPLE AND ANDROID PHONES Ultimate Convienence. Request your boat, set time you need your vessel, know marina lead time, provision your boat from the merchants located at the Virginia Key Campus for you day on the water, food, ice, bait and all you need from the marina's concierge service desk including maintenance for you vessel. Key Equipment within the system is the SWE (Steel Wheeled Elevator) that moves the boats within the building and to the waiting water lifts where boats are either launched or retrieved at the water. Here are schematics showing these two pieces of equipment: SWE (3) Lift and travel speeds from 2 to 5 feet per second/300 feet per minute. Water Liffs for Virginia Key (6) Included within the Budget Proposal Included is: Building less wall system, Hot Dipped Galvanized Structural Steel, Automated Boat Recycle Wash Down Systems, Automated Ingress and Egress Doors, SWE (3), Water Lifts (6), Boat Storage for 750 Boats to 65 feet, Building Designed to Arquitectonica drawings and plan manufactured and installed by Technomarine Group as noted, Maintenance Program; Ten (10) Year Maintenance Contract Administered by Rockwell Automation (NYSE) and Aero-Docks, renewable in 10 year increments. See Details in Exhibit I Spread Sheet for Details. Rockwell Automation Rockwell Automation 9401 Southern Pine Blvd, Suite E Charlotte, NC 28277 Phone 704-975-0074 y 12, 2017 Re: Support of Aero-Docks, LLC Automated Boat Storage Systems Dear City of Miami Commissioners', I'd like to briefly introduce my company to you, as you consider Aero-Docks' Automated Boat Storage System for the Virginia Key Marina project. Rockwell Automation is a $ 6 Billion US company with global operations and sales in 80 countries. We are an over 110 year old company that is the leading supplier of industrial automation control, information solutions and industrial automation services. As a point of reference for our experience in this area, in 1904, Allen-Bradley Co. shipped one of the first commercially manufactured crane controllers for exhibition at the St. Louis World's Fair. Rockwell Automation has a wide portfolio of successful systems installation for both crane controls and automated storage and retrieval systems (AS/RS). Rockwell Automation control systems are installed in tens of thousands of applications around the world - see specific sample of companies listed below. • The Ford Motor Company, US Navy -Aircraft Carrier Fleet, Titan Cement, General Motors, Georgia-Pacific, Universal Studios (Harry Potter Ride), Disney World-Epcot, Miami -Dade Water and Sewer and South Florida Water Management District. These companies have used Rockwell products from 15 to 70 years successfully. • Aero-Docks Worldwide's application of Rockwell Automation technology is based on sound engineering. Aero-Docks has applied the technology and engineering principles to adapt a heavy lift system to adapt to different boat bottom shapes which they have patents for. • The Technology Aero-Docks is applying to the Automated Boat Storage System is well -tried and proven in the 1,000's of warehouses and heavy lift industries. Rockwell Automation/Allen-Bradley will supply the automation controls hardware, operator interface stations, software, and motor controllers and actuators for the Aero-Docks' Automated Boat Storage System. A support contract that provides remote phone support with system surveillance, on -site engineering support and spare parts that will help maintain the system operating at maximum effectiveness is also proposed for Aero-Docks projects. Rockwell Automation has agreed to be the single point of contact for warranty and service work. We will deliver our services through a combination of local resources and use of our Remote Technical Support call center. Our world -class call center offers 24 hour x 7 day support for our customers. Any necessary on -site work will be dispatched through Remote Technical Support team. This support contract is renewable and designed to adapt through the lifecycle of a system. Rockwell is committed to support the successful start-up and continuing service for the automation system designed for Aero- Docks. This support extends well beyond the initial warranty period for the system. Rockwell Automation is proud to offer support on systems and hardware that have been in operation for decades. We believe that Aero-Docks choice of Rockwell Automation gives our customers the following advantages: • Faster time to market - through the speed, responsiveness and flexibility of our automation solutions • Lower total cost of ownership - through scalable, energy -efficient and open automation control and information systems • Better asset management/optimization - through diagnostics, failure analysis and storage management Sincerely, _ _,in Keough Regional Services Manager, Customer Support and Maintenance Rockwell Automation — Charlotte, NC Rockwell Automation LISTEN. THINK. SOLVE: John Keough Regional Services Manager Rockwell Automation Mr. Keough has an Electrical Engineer Degree from Milwaukee School of Engineering and has been in the Business of recommending and applying automation to equipment for 27 years. Throughout his career he has consulted in many construction projects for a wide array of manufacturing equipment from high-speed packaging machines, to tissue and paper machines, and in Automated Storage and Retrieval Systems to name a few. In his current role, he is responsible for the Rockwell Services and Support Business in the Southern United States from front-end definition to delivery/fulfillment of Service Contracts. With a focus on Business Outcomes, Rockwell's services business has a broad portfolio of support programs. Mr. Keough has applied this portfolio in innovative ways and created customer specific support programs to enhance their ability to reliably operate their equipment. John is a graduate of the Milwaukee School of Enigneering with a Bachelor of Science in Electrical Engineering. Rockwell Automation LISTEN. THI \K. SOLVE. Remo Guarnieri OEM Account Manager Rockwell Automation Remo has more than 20 years of experience in being an automation advisor for Rockwell Automation clients. He has worked in various applications and industries including Material Handling (Baggage Handling, AS/AR Systems and Warehouse Management Systems), Packaging machinery, Convert/Print/Web, Entertainment, and Process Equipment. In his current role, Remo is focused on helping OEMs be more competitive in the marketplace by providing tools and resources that allow them to reduce the total cost to design, deploy, and deliver equipment. Also, Remo has learned many lessons in the automation realm that he shares with clients as the fellowshipping cultivates a partnership relationship to grow and challenge each other to become better business leaders in the marketplace. Remo is a graduate of Villanova University, with a Bachelor of Science in Electrical Engineering. COLUMBUS McKINNON Materio' • E 140 John James Audubon Parkway, Amherst, New York 14228-1 1 97 1716.689.5400 I Iwww.cmworks.com W May 5, 2017 Re: Aero-Docks, LLC Boat Storage System for City of Miami -Virginia Key 2017 To: City of Miami, City Commissioners I'd like to highlight my company to you, cis you consider Aero-Docks, LLC and their System III Automated Boat Storage Systems for the Virginia Key Marina Expansion. Columbus McKinnon Corp is a publically traded US based company (CMCO - NASDAQ) with $800M in revenue, a global operating footprint, and sales in the Americas, EMEA, and APAC regions of the world. We are an over 140 year old company that is a leading supplier of material handling products and systems such as hoists, cranes, monorails, rigging, linear motion actuators, drives, and controls. Our products and systems are widely regarded by elite global companies as the most robust, reliable, safe and efficient in the world. We have a very large installed base of products and systems in challenging applications / environments with a roster of customers that reads like a roll call of the Giobal 2000 top industrial companies. Columbus McKinnon Corporation has worked with Aero-Docks to design and produce components (hoists and end trucks) for the robotic Elevators used in the multilevel Matrix to sort and transport Boats entering and leaving the storage matrix. These are simple end trucks and hoists used within the elevator robots that Columbus McKinnon Corporation will manufacture for Aero-Docks. These products of Columbus McKinnon Corporation are proven over years of service with our customers most difficult environments. Aero-Docks technology is an ideal pairing to our lifting system portfolio, engineering experience and applications expertise. Our system, including our proprietary "Magnetek"" brand crane drives, are also frequently paired with Rockwell Automation' in very successful automated systems around the world. This combination of technology leaders provides Aero- Docks the most reliable, efficient, and lowest total cost boat handling systems in the world. Sincerely, Gene Buer VP SOLUTIONS GROUP COLUMBUS MCKINNON CORP www.cmworks.com genebuer@cmworks.com (248) 909-4945 COLUMBUS McKINNON Mark D. Morelli President and CEO Columbus McKinnon Mr. Morelli was appointed President, CEO and Director of the Company effective March 1, 2017. Mr. Morelli recently served as President and Chief Operating Officer of Brooks Automation from 2012 to 2016. Previous to his role at Brooks Automation, Mr. Morelli served as Chief Executive Officer of Energy Conversion Devices, an alternative energy company. Mr. Morelli has also held positions with United Technologies and Carrier Commercial Refrigeration. Mr. Morelli began his career as a U.S. Army officer and helicopter pilot. Mr. Morelli is a graduate of Georgia Institute of Technology with a Bachelors in Mechanical Engineering as well as a degree from the Massachusetts Institute of Technology - Sloan School of Management. COLUMBUS McKINNON Gene P. Buer Vice President, Solutions Group Columbus McKinnon Mr. Buer was named Vice President Global Services and Vertical markets on March 27, 2014. He previously served as Vice President - North America. Prior to the transition from Executive Director to Vice President of Hoist Products - the Americas in 2009, Mr. Buer was President of Columbus McKinnon's Crane Equipment and Services, Inc. subsidiary and served in other executive capacities. Prior to joining the Company in 2005, Mr. Buer held Senior Executive and sales management positions with several industrial companies, including Ingersoll-Rand, Zimmerman International Corp., and Champion Blower and Forge. BUILDINGS David W. Coyle Mack David Buildings, President Aero-Docks, LLC, Contract Project Manager David Coyle has been building, designing, erecting and consulting on PEMB (Pre -Engineered Metal Buildings) hybrids with structural steel and standard pre- engineered metal buildings, specializing in marina dry storage facilities for 30 years. Through Mack David Buildings, Coyle has partnered with multiple manufacturers, and over the years, has earned an excellent reputation in this industry. His extensive knowledge is also showcased in the scale models, he built by hand, to fully demonstrate his design concepts capabilities to architects and potential customers. Coyle's hands-on experience in the field, leading teams of erectors, working in computer building software, and estimating for marinas, hangars, warehouses and more, makes for competent, high -quality work and aesthetically pleasing designs. Coyle has been a contract project manager with Aero-Docks since 2008. Prior, Coyle worked with Trident Building Systems, of Sarasota, FL from 2007 to 2015 Some of Coyle's projects include: Harbor at Lemon Bay Marina, Englewood, FL (contract value $1.2 million); Loggerhead Marina, St Petersburg, FL (contract value $4.6 million); Tampa Yacht Club Marina, Tampa, FL, (contract value $7.5 million); Walkers Hideaway Marina, Naples, FL (contract value $6.2 million). Coyle has an Architectural Engineering Degree from Louisville Technical Institute and is a United States Army veteran. When It's Done Right...lt's Golden! Golden Boat Lifts & Bill Golden Profile Bill Golden Bill Golden started in 1980 building galvanized boat lifts until 1986 when he built the first aluminum elevators, and then moved on to 4 post and 8 post aluminum boat lifts. He now enjoys a large share of the Boat Lift market as the owner and president of Golden Boat Lifts, selling boat lifts all over the world. Golden Boat Lifts began operations in 1996 and now has over 50 Employees and a dealer network that spans the globe. Here at Golden we ensure that the dealers in our dealer network are all factory trained and experienced in selling and installing all of our products. We are committed to manufacturing nothing but the finest boat lifts available anywhere. Golden Boat Lifts is ISO 9001:2008 certified, that puts our company at a higher standard of manufacturing. We take our business seriously and use only the best suited materials for our boat lifts. Our gear boxes are the strongest in the industry, in most cases twice as strong. This is also why we have the best warranty. We will warranty all of our supplier's products Owner Si President (motors, cables, etc.) for a full 2 years even though they only cover the first year. There are no questions asked, we will replace the parts free of charge. The Sea Drives come with a 10 year warranty and the aluminum boat lift structure has a full 15 year warranty. Golden Boat Lifts and Bill Golden currently hold a patent on the GatorVatorTM (Patent #6,470,816), our Cable Tie -Off Device (Patent #6,918,345) and our Cable Bolt Device (Patent #6,719,241). The Sea -Drive is patented (Patent #7,850,147) as well. Other innovative products like our Kayak Launch and Winder Cable Guard are currently Patent Pending. Our company is a part of many marine organizations including the NMMA, FMCA, SWFMIA, MRA, AMI and the MIACC as well as donating to many causes including the Cystic Fibrosis Foundation and the CCA. Our company stays active in the local community by participating in many local boat shows and over 20 boat shows worldwide. Golden's Industrial Campus 17611 East Street, North Fort Myers, FL 33917 TF: 888-909-5438 PH: 239-337-4141 r FAX: 239-337-4482 z www.goldenboatlifts.com R&L ENGINEERING Neal Stevens President R&L Engineering Mr. Stevens joined R&L Engineering, in 1986, as an Electrical Engineer; During his career he has taken on progressively more responsible positions within the company. Prior to being appointed President of R&L Engineering in 2009, Mr. Stevens was Chief Engineer for the company. R� ENGINEERING Ruly Lopez Principal, Safety Practice and Business Development R&L Engineering Mr. Lopez joined R&L Engineering in 2017 as a principal to grow a Machine Safety Consultancy and develop business consistent with our very loyal client base. Mr. Lopez has spent over 30 years in the industrial automation business, most recently with Rockwell Automation as a Solutions Architect and Business Development Lead. R&L ENGINEERING John Tharpe Consultant R&L Engineering Mr. Tharpe founded Marion Engineering. In 1978, he merged his Engineering company with R&L to form R&L / Marion Engineering. The "Marion" was dropped from the company name in the following years. Mr. Tharpe holds a Professional Engineering License in GA, FL, CA, AL, NC. He holds dozens of patents for innovations in packaging, non -woven material handling, web handling and industrial automation. Toward Zero Reduce manufacturing waste and loss Aaron Muhl Co -Founder Toward Zero Mr. Muhl graduated from Purdue University with a BSEE degree in 1997 and has been working with automation and control technology ever since. As a voting member of the ISA-95 standard, Mr. Muhl has given back to the community by helping drive open communication standards between systems and vendors. Mr. Muhl led Serra Systems for 7 years as the Director of Operations, a recognized leader in AS/RS and Material Handling control technology. Mr. Muhl worked as an Operations Consultant for General Electric for 5 years, combining his automation and controls expertise with GE's operational leadership. Toward Zero Reduce manufacturing waste and loss Don Rahrig Co -Founder Toward Zero Mr. Rahrig has been working with automation and controls systems since 1992. Mr. Rahrig is widely recognized as an expert in the fields of motion control, CNC control and robotics by both manufacturing companies and the vendors who supply them. Having worked for both General Electric and Rockwell Automation, Mr. Rahrig is not only a technology expert, but also has a wide range of industry experience implementing control technology. Mr. Rahrig is a Six Sigma Green Belt and Society of Information Management Member. Mr. Rahrig is a graduate of Indiana University. SCS ENGINEERS ALEX CHATHAM, P.E. Education B.S. — Civil Engineering, University of Florida (2000) Specialty Certifications 40-Hour Hazardous Waste Operations (OSHA 29 CFR 1910.120) Professional Affiliations Registered Professional Engineer, Florida (66922) Board Member for Florida Chapter of American Water Resources Association Professional Experience Alex has more than 16 years of experience designing, permitting, managing, and overseeing construction of civil and environmental projects. He specializes in Contamination Assessment/Characterization and Remediation, Due Diligence including Phase I and II ESAs, Stormwater Pollution Prevention Plans, Spill Prevention and Countermeasure Control Plans, Stormwater Design, and Landfill Compliance. Site Assessment and Source Removal Activities, City of Riviera Beach Marina, Riviera Beach, Florida. Project Manager. Supervised tank closure activities for an aboveground storage tank. Site assessment activities reported elevated petroleum compounds above action levels in the soil and groundwater in the vicinity of the former tank. Following assessment activities, source removal activities were completed to remove the source and groundwater monitoring was conducted to evaluate the effectiveness of the source removal. No Further Action without conditions for the tank was ultimately approved by the Florida Department of Environmental Protection. Tank Closure Assessment Activities, Port of Palm Beach, Riviera Beach, Florida. Project Manager. Supervised tank closure activities for a buried petroleum tank discovered during slip construction activities. The activities included tank and petroleum -impacted soil excavation, petroleum -contact water pumping from the excavation, and soil and groundwater sampling. No Further Action without conditions for the tank was ultimately approved by the Florida Department of Environmental Protection. Garrison -Bight Marina, Key West, Florida. Engineer of Record. Served as Engineer of Record overseeing the design and installation of Air Sparge/Soil Vapor Extraction System to remediate dissolved -phase petroleum hydrocarbon plume. Sediment Sampling, Port of Palm Beach, Riviera Beach, Florida. Project Manager. Supervised sediment sampling activities on an as -needed basis in the Port's slips and turning basin to satisfy the Port's dredging requirements. This involved diving to a depth of approximately 20-feet and collecting sediment samples with a stainless steel coring device. The collected samples were submitted to laboratory for characterization to evaluate proper handling of sediments during dredging Resume 1 of 2 SCS ENGINEERS MICHAEL FISHER, P.G., M.E.A. Education M.S. — Environmental Assessment, North Carolina State University B.S. — Geology, University of New Hampshire Specialty Certifications 4 Licensed Well Water Contractor - #11136 40-Hour Hazardous Waste Operations (OSHA 29 CFR 1910.120) Professional Affiliations Registered Professional Geologist, Florida Professional Experience Mike has with more than 27 years of performing environmental projects throughout Florida, North Carolina, South Carolina, Georgia, Alabama, the Bahamas, and South America and has deep well petroleum geology experience dating back 36 years. Mike has performed numerous due diligence environmental site assessments, contamination and site assessments, managed and executed numerous projects involving the preparation of Phase III and IV Contamination Assessment Plans (CAPs), Quality Assurance Project Plans, (QAPPs), Contamination/Site Assessment Reports (CARs/SARS), Remedial Action Plans (RAPs), Source Removal, Remedial Action Status, and Monitoring reports. Mike has conducted compliance audits for marine facilities, commercial, and industrial facilities and has prepared or participated in marine facilities, landfill, water -use, industrial; wastewater, and environmental resource permitting. Miami River Marina (former Consolidated Yacht Corp.), Miami, Florida. Project Manager/Professional Geologist. Supplemental Petroleum and Metals Impact Assessment, Interfacing with Miami -Dade Department of Environmental Resources Management for Cleanup Strategy to Develop Adjusted Property Value for Bankruptcy Dissolution. Sole Mia (former Munisport Landfill), Private Developer, North Miami, Florida. Project Manager/Project Geologist. Abandoned Municipal Waste Landfill, Monitoring and Pilot Remediation System Troubleshooting, Compliance Monitoring, Interfacing and Remedial Pilot Strategy Negotiations with Miami -Dade Department of Environmental Resources Management. Countyline Corporate Park (former Peerless -Dade C&D Debris Landfill), Hialeah, Florida. Project Manager/Project Geologist. Former North Miami Beach, Construction and Demolition (C&D) Debris Landfill, Regulatory File Reviews, Ground-Truthing, Site investigation, Calculations of In -situ and Stockpiled Wastes and Stockpiled Recovered Screened Materials, Calculation of $48 Million Cost for Closure and Preparation of an Inactive 400-Acre Construction and Demolition Debris Landfill for Planned Redevelopment to a Business Park. Town of Palm Beach, Infrastructure Storage Tank Facilities, Palm Beach, Florida. Project Manager/Project Geologist. Multiple -Site Storage Tank Closures' Regulatory Communications, Tank Closure Assessments for Petroleum Impacts to Soil and Groundwater Resume 1 of 2 SCS ENGINEERS ROBERT ALAN SPEED Education A.S. — Environmental Engineering Technologies, Santa Fe College A.A. — Journalism, Santa Fe College Professional Experience Robert Speed, Project Director with SCS Engineers, has over 20 years of experience as a consultant in south and central Florida. Mr. Speed is knowledgeable in all phases of environmental consulting, overseeing field activities involving due diligence (Phase I and II Environmental Site Assessments), soil, air, and groundwater monitoring and remediation, and RBCA Closures. His working relationships with environmental regulatory agencies in South Florida has proven to be greatly beneficial to the clients he serves. Robert's management and technical experience are demonstrated by his successful execution on some of the largest, highest -profile and environmentally sensitive projects in South Florida including the Village of Merrick Park, Marlins Park (former Orange Bowl Stadium), and Museum Park (former Bicentennial Park). City of Miami, Miami, Florida. Project Director for City of Miami Miscellaneous Environmental Services Contract. The contract included performing Phase I and II ESAs; asbestos containing materials surveys; site assessments; design and implementation of remedial action plans (RAPs) and corrective action plans (CAPs); source removal/disposal; and electromagnetic surveys. The predominant portion of the contract involved evaluating City -owned parks and facilities for the potential presence of incinerator ash (solid waste) generated by historic City -owned and operated incinerators. Grove Key Marina, Miami, Florida. Project Director for Phase I and II ESA for 8-acre developed marina. The Property had an extensive history including being the first continental naval air station in the country in 1917, a Coast Guard Air Station in 1932, Pan American Airlines navigation training in 1942, Miami City Hall in 1945, and used as a marina since 1950. Miami River Park Marina Property, Miami, Florida. Project Director for Phase II ESA for 0.6- acre marina parcel. The Property had been historically operated as a marina boat repair facility. Sample results indicated elevated levels of arsenic, copper, lead, benzo(a) pyrene equivalents, total recoverable petroleum hydrocarbons (TRPH) in excess of established criteria in Miami - Dade County Chapter 24-44. Miami River Park Marina/Former Consolidated Yacht Corporation/Former Allied Marin Site, Miami, Florida. Project Director for site assessment and remediation activities conducted for approximately 8.5-acre marina parcel. Assessment consisting of soil, groundwater and sediment testing identified varying levels of copper and barium in the soil. Based on the assessment activities, limited source removal activities was completed. The Property was eventually closed with No Further Action with Conditions including implementation of Engineering Control. Resume 1 of 2 SCS ENGINEERS. EDUARDO F. SMITH, P.E. Education B.S. — Civil Engineering, Georgia Institute of Technology M.S. — Environmental Engineering, University of Florida Professional Licenses Registered Professional Engineer, Florida Professional Experience Eduardo Smith, Senior Vice President of SCS Engineers, has over 20 years of environmental and civil engineering design and consulting experience in the areas of planning, permitting, design and construction involving contamination assessment and remediation, solid waste and storm water management, and water/natural resources. His long standing working relationships with many of the environmental regulators in South Florida has proven to be greatly beneficial to the clients he serves. Mr. Smith's management and technical experience is demonstrated by his successful execution on some of the largest, highest -profile and environmentally sensitive projects in South Florida including the Old South Dade Landfill Closure Enhancement design/build project, and the Virginia Key, Homestead, Munisport (Biscayne Landing), and Peerless Landfill re -development projects in which he led the engineering and permitting. Virginia Key Landfill, City of Miami, Miami, Florida. Project Manager/Engineer-of-Record. For the 120-acre former Virginia Key Landfill re -development project, provided project management, technical oversight, engineering and permitting services related to the assessment and remedial action design. Also developed a conceptual closure design for the landfill. Parks Assessment and Corrective Action Plans, City of Miami, Miami, Florida. Principal -in - Charge. Serving as the overall Environmental Program Manager assessing and developing corrective action plans for several parks in which solid waste (incinerator ash) was deposited in the 1940s-1960s, and overseeing work of other consultants completing same. Because of the sensitivity and usage of the parks, work was completed in an expedited manner. Groundwater Remediation Design/Build, Munisport Landfill, North Miami, Florida. Project Director. Provided groundwater assessment and remediation services addressing the onsite ammonia contamination at the site since 2007. Developed an approach to remediate the groundwater within the budget and approximately 25% of the O&M cost of other systems. Presented the approach to elected officials, municipal government leaders, and the regulatory agencies having jurisdiction and received conceptual approval. Prepared the Remedial Action Plan in accordance with the approved concept and currently conducting O&M and monitoring services. Resume 1 of 2 SCS ENGINEERS LISA L. SMITH Education B.S. — Chemistry, University of Florida M.S. — Environmental Engineering, University of Florida Professional Experience Lisa Smith has over 20 years of experience in a variety of roles in the field of environmental science. Prior to joining SCS Engineers, Ms. Smith served as a risk assessor at the Miami -Dade County Department of Environmental Resources Management (DERM) and at a national environmental consulting firm, and as a research chemist at the University of Florida. Ms. Smith serves SCS Engineers as a senior technical advisor and expert in the field of risk based corrective action (RBCA). Ms. Smith provides unique insight with respect to regulatory issues. While working as DERM's Risk Assessor, Ms. Smith served as the primary author of the County's RBCA Ordinance, which regulates cleanup actions for county sites. Ms. Smith was also responsible for training and overseeing engineers and hydrogeologist in the area of RBCA, formulating department policy, and generating technical documents relating to assessment, remediation, risk assessment, RBCA, waste water reuse, contaminated soil reuse, legally -applied pesticides, and construction on contaminated properties. Ms. Smith also represented the County's interests during the development of the State of Florida risk based statutes, rules, and guidelines. Soil and Groundwater Assessment at Public Parks with Incinerator Ash Impacts, City of Miami, Florida. Technical Advisor/Project Manager. Soil and groundwater impacts were assessed at and around various public parks found to contain buried incinerator ash. Remedial alternatives and risk management options, making use of existing site conditions, were evaluated and implemented. Responsibilities included review of historical environmental records, preparation and execution of sampling plans, statistical evaluation of analytical data, evaluation of available remedial options, justification of alternative risk management options and coordination with the regulatory agency and the Florida Department of Health. Soil Reuse Evaluations for Ongoing Development at Biscayne Landing (Former Munisport Landfill), North Miami, Florida. Principal-In-Charge/Project Manager. The suitability of fill material from various sources was evaluated for beneficial reuse for re -development activities at the former landfill. Responsibilities included review of historical environmental records, preparation and execution of sampling plans, statistical evaluation of analytical data and coordination with the regulatory agency. Soil and Groundwater Assessment of Former Railyards, Miami, Florida. Technical Advisor/Project Manager. Soil and groundwater assessment and site rehabilitation are being implemented at former railyard properties that are undergoing redevelopment. Standard assessment and remediation approaches are being tailored to suit ongoing construction activities and final redevelopment plans. Responsibilities include preparation of sampling plans, statistical evaluation of analytical data, comparison of site data to background levels, evaluation of Resume 1 of 2 SCS ENGINEERS MARCO F. HERNANDEZ, P.E. Education B.S. — Civil Engineering, Florida International University, Miami, Florida (2003) Specialty Certifications 40 HR HAZWOPER FDEP Qualified Stormwater Management Inspector #7071 Professional Affiliations Registered Professional Engineer, Florida (License No. 69202) Professional Experience Marco Hernandez has almost 12 years of experience in environmental regulatory compliance, remediation, storage tank closure assessments, materials testing and construction inspection services. He is knowledgeable in the area of environmental site assessments, environmental remediation, environmental regulatory compliance, dewatering, deep foundation construction, surveying, computer -assisted drawing and geographic information systems. Mr. Hernandez has prepared remedial action work plans for the submission to the Miami -Dade County Depai tinent of Environmental Resources Management (DERM), the Broward County Environmental Protection and Growth Management Department (EPGMD) and the Florida Department of Environmental Protection (FDEP). Mr. Hernandez has conducted environmental site assessments for government agencies such as Miami -Dade County Regulatory and Economic Resources, Miami -Dade County Public Schools, Miami -Dade College, the City of Miami and the United States Navy. Groundwater Remediation, Various Sites, Miami -Dade County, Florida. Program Manager. Designed arsenic and petroleum groundwater remediation pilot tests and associated pump tests. Managed operation of arsenic and petroleum groundwater remediation pilot and pump tests for private utility provider. Has prepared several RAPs for a private utility provider that were approved by DERM. Has obtained Industrial Water Use Permits (WUPs) through the SFWMD for remediation system implementation. Has prepared construction plans for full-scale groundwater remediation systems. Has permitted groundwater remediation systems through the City of Coral Gables, the City of Miami and Miami -Dade County. Has managed the construction, operation and maintenance of three full-scale groundwater remediation systems in Miami -Dade County. Soil Remediation, Various Sites, South Florida. Project Manager. Coordinated and managed arsenic source removal at various sites for a private utility provider in Miami -Dade County. Has prepared source removal plans, soil blending calculations and has implemented soil source removal for petroleum and arsenic soil contamination at various other sites for private sector clients. Environmental Site Closure, Various Sites, Miami -Dade County, Florida. Project Manager. Coordinated with the Florida Department of Environmental Protection and Miami -Dade County Department of Regulatory and Economic Resources for restrictive covenants associated with conditional site closures in Miami -Dade County for private sector clients. Resume 1 of 2 James (Tony) A. Royo 9/15/58 President / Co -Founder / Partner Overview: A Senior -level Business Management Executive, James (Tony) Royo has more than 35 years of diverse experience and proven record of developing business growth programs and implementing directives achieving strong, sustainable results. As one of the Founding Partners, Mr. Royo has served as President of Shoreline Foundation, Inc. since its inception in 1986 and has led the company to becoming highly -successful. With overall responsibility for corporate reputation, his extensive experience includes finance, property and job procurement, workers compensation and liability insurance, project bidding, legal matters, bonding, licenses, and foreign marketing. Mr. Royo oversees all operational aspects of Shoreline Foundation, Inc. in order to insure the company's success and profitability. He is accountable for providing strategic direction for the organization, coordinating the day-to-day development and investment activities of the firm, and ensuring company objectives are consistently achieved. Mr. Royo is also responsible for coordinating and overseeing growth opportunities for Shoreline outside the United States, and for targeting new businesses, growing and increasing penetration of existing businesses, and leading the development of business and operations in emerging markets. Tony is at the forefront of identifying foreign market opportunities and understanding the complexities affiliated with these new ventures. Tony serves as the company's chief strategist, responsible for leading Shoreline's strategic management processes and development activities as well as managing the company's relationship with alliance partners. Areas of Expertise: 0 Financial Capital/Investment Solutions O Strategic Leadership & Execution O Market/Industry Trends 0 Foreign Marketing O Budget/Finance/Administration 0 Key Partnerships & Alliances O Organizational Development 0 Licenses, Insurance & Legal Matters O Risk Assessment/Management 0 Project Administration/Implementation O Multi -Million Dollar Contract Negotiation 0 Business Plans and Due Diligence Certificates: Certificate of Competency in Marine Construction, Structural Engineering, General Builder, and Pile Driving in Dade, Broward, Monroe, Palm Beach, Collier and Indian River counties in Florida. State of Florida Broward County Broward County City of Key West City of Key West Collier County Collier County Indian River County Metropolitan Dade County Miami -Dade County Monroe County Palm Beach County Town of Pembroke Park General Contractors License #CGC1517337 Certificate of Competency #88-1022 Occupational License Tax #188-0000564 Occupational License 1499-04139 Certificate of Competency #763 Occupational License Tax #914035/02101201 Contractor Licensing #11879 Competency Card #8l 11 Certificate of Competency #E1922 Municipal Contractors Occupational License #30-1649368 Certificate of Competency #Eng. II 238B Certificate of Competency #U- 1 6S7S Occupational License #7990 Barry S. Reed Vice President / Co -Founder / Partner 3/15/61 Overview: Barry is a highly experienced Marine Construction Operations and Project Management Executive with demonstrated strengths in large scale, high -end and fast -track multi -million dollar projects. He is an extremely hands on partner and directly accessible to clients with a proven ability to continuously deliver results. His technical expertise is in deep foundation pile shoring design as well as strong capabilities in underground shoring. He is very versatile in design/build of marinas with excavation expertise. Mr. Reed is responsible for planning, directing, and coordinating all project -related field activities. He is accountable for the entire construction process including full P&L responsibilities. He provides management, coordination and oversight in all aspects of project delivery systems including budgeting, estimating, constructability, scheduling and phasing, regulatory authorities, purchasing, and quality control. He provides direct supervision of Project Managers, staff, and subcontractors Barry consistently provides superior decision -making for a wide range of experience on large-scale projects, as well as brings a vast array of knowledge to any project that starts from project feasibility on through site planning, design, budgeting, value engineering, scheduling, material and sub -contractor buy-outs, negotiating, change orders, and claim resolution to end user occupancy. Areas of Expertise: ❑ Construction Operations/Production ❑ Contract Administration ❑ Scheduling and Phasing o Purchasing/Procurement/Logistics o Subcontractor Relations/Management o Multiple Site Project Management ❑ Cost Control Measures o OSHA Compliance/Safety ❑ Plan Review/Change Management o Equipment Maintenance o Strategic Planning/Budgeting o Bidding and Estimating o Quality Control Initiatives o Regulatory Authorities o Closeouts and Finishes Qualifications Summary: • Noted for exercising excellent judgment in overall integration and coordination of various trades into the complete project. Involved in complete project life cycle from estimating and bidding to following each trade to award. • Excellent interpersonal and communication skills resulting in effective relationships with owners representatives, architects, engineers, subcontractors, vendors and clients on a professional level and project associates at all levels. • Outstanding r ecord of meeting budgetary, schedule and performance requirements. Highly involved with and committed to superior quality control, and ensuring client expectations are met/exceeded. Impeccable work ethic, meticulous attention to detail, and exceptionally driven to exceed expectations. John R. McGee Vice President / Co -Founder / Partner 10/13/59 As a Vice President and founding partner of Shoreline Foundation, Inc., John has earned a reputation for accepting nothing less than excellence in marine and pile driving construction. John has extensive knowledge in all aspects of company management and financial policies. Mr. McGee is responsible for the administration and construction oversight of the entire project life cycle for marine projects accountable for budgets, cost management, purchasing, quality control, project documentation, logistics, planning, scheduling, execution and completions. He is directly involved in the project from the conceptual estimating stage to the bidding stage and then follows each trade from award to completion. His input to contract negotiations prior to the start of construction is essential to the administration of these contracts throughout the construction period. He has comprehensive expertise in the fields of marine operations, project management, employee scheduling, subcontractor scheduling, quality control, job safety and equipment maintenance. Mr. McGee is versatile, articulate and profit -minded with extensive experience in planning, development, administration and management of construction operations with a consistent record of achievement in improving quality, accountability and efficiency. He possesses excellent construction specifications analysis and has in-depth knowledge of architectural, structural, and mechanical systems. John has demonstrated his managerial skills on a variety of projects from management of the design process through completion of construction, interacting with design teams, clients and construction trades. Clients admire his commitment to quality and service standards, his attention to detail and his ability to get the job done right and on schedule under even the most difficult circumstances. Areas of Expertise: o Construction Operations/Production o Contract Administration o Scheduling and Phasing o Purchasing/Procurement/Logistics in Subcontractor Relations/Management o Multiple Site Project Management o Cost Control Measures o OSHA Compliance/Safety o Plan Review/Change Management o Equipment Maintenance o Budgeting/Tracking o Bidding and Estimating o Quality Control Initiatives o Regulatory Authorities o Closeouts and Finishes Qualifications Summary: • Seasoned s taff m anager, mentor a nd de veloper. Excellent interpersonal and communication skills resulting in effective relationships with city and state officials, owner representatives, architects, engineers, subcontractors, vendors, clients, and project associates at all levels, from diverse multicultural backgrounds. • Creative pr oblem s olver, a dept i n e valuating c ritical bu siness n eeds. Resourceful troubleshooter capable of developing and initiating creative solutions to complex operating problems, performing well under pressure. • Outstanding r ecord of meeting budgetary, schedule, and performance requirements. Highly involved with and committed to superior quality control, and ensuring client expectations are met/exceeded. Impeccable work ethic, meticulous attention to detail, and exceptionally driven to exceed expectations. FRED MAXWELL, Superintendent L. OVERVIEW over 25 years of marine construction experience, Fred is responsible for overseeing daily operations of the Marine sion. Transforming construction drawings into steel, concrete, and wooden structures requires daily coordination of eight construction crews, scheduling of specialty equipment, and the provision of constant attention to the needs of the client. Over the last 18 years, Fred's dedication to detail has resulted in the creation of landmark marine facilities throughout South Florida and the Caribbean. O Multiple Site Project Management O Contract Administration 0 Scheduling and Phasing O Purchasing/Procurement/Logistics O Subcontractor Relations/Management O Governmental Guidelines AREAS OF EXPERTISE O Construction Operations O Cost Control Measures O Relationship Management O Plan Review/Change Management O Strategic Planning/Budgeting O Building Codes and Permits 0 Production O Estimates/Bidding O OSHA Compliance O Regulatory Authorities O Quality Control/Safety O Closeouts and Finishes QUALIFICATIONS SUMMARY • Seasoned Su perintendent in the marine construction industry including new and retrofit projects. Excellent construction specifications analysis with success directing operations, enhancing growth and implementing directives achieving strong results. • Exceptional leadership skills with extensive experience in planning, development, administration and management of multi- million dollar marine project operations. Consistent record of achievement in improving quality, accountability and efficiency. PROFESSIONAL EXPERIENCE Shoreline Foundation Inc. 1989 to present • Superintendent Manage operational and project performance in areas encompassing project life cycle management, field operations, contract fulfillment, scheduling, material procurement, resource allocation, client service delivery, subcontractor relations and management, quality assurance, job site safety, budgets/fiscal management, and strategic execution of projects. Hold full fiscal accountability and manage culturally diverse staff. • Effectively schedule highly qualified foremen, subcontractors, and field employees. • Resolve daily problems on job site and personally inspect all work during project to ensure compliance with client requirements. Oversee project activity through to completion. • Improved overall quality of service delivery by developing, implementing, and documenting best practices. • Negotiated supply contracts for materials that resulted in significant decrease in costs while maintaining delivery schedules. • Developed several company operating codes and labor, safety and performance standards. • Proven ability to coordinate all aspects of a project, and lead, direct and motivate staff to accomplish desired goals. • Consistently meet project deadlines on -time, within budget, as well as, adhere to the highest quality standards. Select key projects include TRAINING AND CERTIFICATIONS 40-Hour Training Course, OSHA Certification of Completion, Caterpillar Charles M. Diveto III, PE, GC 525 North Ocean Blvd -#1418, Pompano Beach, FL 33062 Telephone: (305) 345-0742 * Email: cmdiveto(c�comcast.net CONSTRUCTION PROJECT MANAGER Goal driven, results orientated construction manager with more than nine years field experience possessing excellent detail -orientated planning, management & financial responsibility. Open minded leader recognized for creative thinking, strong organizational skills and effective problem solving. Outstanding relationship building skills with subcontractors, clients and team members. Professional Strengths: • Contract Negotiations • Multi -tasking • Proactive Management • Detail Orientated Key Achievements: • Team Player • Project Closeout • Construction Scheduling • Structural Inspector • Professional Civil Engineer (PE) • Certified General Contractor (GC) • Pay Application Review • Construction Estimator • Project Manager of the Trump International Hotel and Tower, a 24-story, $120M five-star condo -hotel • Review and coordinate all design plan scopes including Architectural, Structural, Mechanical, Plumbing. Electrical, Irrigation, and Landscaping with ongoing field conditions • Project Manager of public and private marine projects for US Army Corps of Engineers, Palm Beach County, Miami Dade County, Sarasota County, City of Sunny Isles Beach, and Moss & Associates • Project Engineer for Broward County Convention Center Access Ramp project reviewing all submittals, pay applications, and liaison to Port Everglades • Civil Engineering design including water, sewer, paving and drainage for multiple projects including Riviera Isles by MINTO in Miramar, Florida Professional Experience: SENIOR PROJECT MANAGER 2010 - 2012 Shoreline Foundation, Inc. — 2781 SW 56 Avenue, Pembroke Park, FL 33023 • Project Manager of public and private marine projects for US Army Corps of Engineers, Palm Beach County, Miami Dade County, Sarasota County, City of Sunny Isles Beach, and Moss & Associates • Hands on responsibilities include managing subcontractors contracts, schedules and financial activities from change orders to pay applications, implementing material delivery schedules, coordinating field activities with superintendents, and acting liaison with Owner representative • Review and coordinate all design plan scopes including Civil, Architectural, Structural, Plumbing. Electrical, Irrigation, and Landscaping with ongoing field conditions CONSTRUCTION PROJECT MANAGER 2006 - 2009 Stiles Corporation - 300 SE 2nd Street, Fort Lauderdale, FL 33301 • Project Manager of the Trump International Hotel and Tower, a 24-story, $120M five-star condo -hotel resort on Fort Lauderdale Beach, Florida • Hands on responsibilities include managing subcontractors contracts, schedules and financial activities from change orders to pay applications, implementing material delivery schedules, coordinating field activities with superintendents, and acting liaison with Owner representative • Review and coordinate all design plan scopes including Architectural, Structural, Mechanical, Plumbing. Electrical, Irrigation, and Landscaping with ongoing field conditions • Project completed ahead of schedule, with a savings of $500,000 on the preliminary project budget ® OSTROW REISIN BERK & ABRAMS LTD. CERTIFIED PUBLIC ACCOUNTANTS Industries • Real Estate Group • Manufacturing and Distribution Group • Law Firms and Lawyers Group Services • Audit Services • Employee Benefit Plans Services Memberships & Affiliations • American Institute of Certified Public Accountants Association of Marina Industries • Illinois CPA Society Certifications & Licenses • Certified Public Accountant Education rj B.S., Accounting, Indiana University Michael J. Kovacs, CPA Director Phone: 312.670.7444 Fax: 312.670.8301 Email: mkovacs@orba.com Experienced Mike has served as an accountant for closely -held businesses for nearly 30 years. He has been with ORBA since 1986 and is a member of the firm's Real Estate Group. He joined the firm as a tax season intern and became a Director in 2000. Mike's work focuses on providing accounting, tax and business consulting services to mid -size companies in a variety of industries, including real estate, manufacturing and financial services. Mike is also one of the firm's experts in audits of employee benefit plans. Proactive Mike is hands-on with his clients, helping business owners to think strategically. He is also involved in helping his client's accounting departments understand the needs of the owners to ensure that they are all on the same page. Mike is often involved in helping multi -generational businesses transition and operate successfully from one generation to another. A key element in Mike's ability to create successful transitions is his work at understanding and developing relationships with each generation. Helmsman Navigating uncharted or rough waters is something that Mike enjoys doing outside the office, as well as inside. Introduced to the water early, he learned to water ski at three - years -old. He is a seasoned sailor and enjoys cruising Lake Michigan for as long as the Chicago season permits. Civic Activities • Indiana University Alumni Association • Chicago Yacht Club Press Releases • Michael J. Kovacs, CPA to Speak at the Association of Marina Industries' International Marina & Boatyard Conference Blog Posts • Department of Labor Report on Auditors • Compliance Alert • Tax Court Considers House Flipper's Expense Deductions • What You Need to Know About ADP/ACP Discrimination Testing • What's Coming Up from the Department of Labor • I Want to Buy a New Property But Can I Assume the Seller's Loan? • Strategies to Boost 401(k) Plan Participation • Appellate Court Rules on Lease Obligations www.orba.com Miami -Dade County Public Schools Holmes Elementary School Why Yvonne? • Leads communications and outreach effort for $800m school bond program in Broward County • Experienced Communications and Community Outreach Executive • Recognized leader and expert in diversity and small business development School Board of Broward County, Ft. Lauderdale, Florida Program management services for $800m bond program Ft. Lauderdale Airport Expansion Program, FL Lauderdale, Florida Program management services for new runway and terminal 4 expansion Broward County Convention Center Expansion, Ft. Lauderdale, Florida Master Plan Study for proposed convention center expansion Heron Bqy Elementary School, Parkland, Florida New LEED accredited elementary school New Water Treatment & Water Reclamation Facility, Davie, Florida New 6 MGD water treatment plant and a 3.5 MGD water reclamation facility. Ft. Lauderdale Airport Terminal 4 FIS/ATO Expansion, Ft. Lauderdale, Florida New baggage screening system and expansion/renovation of customs area Miami Gardens Municipal Complex, Miami Gardens, Florida New Police Station, City Hall, Parking Garage Miami Central Senior High School, Miami, Horida Renovation and expansion of various campus buildings. Nemours Children's Hospital, Orlando, Florida Construction of new 160 bed pediatric hospital New Meadowlands Stadium, East Rutherford, NJ Design/build construction of new state of the art football stadium for New York Giants and New York Jets Yvonne Garth Community Outreach Leader Garth Solutions, Inc., led by Yvonne Garth, has a proven track record developing and leading the implementation of comprehensive public outreach initiatives that proactively engage local communities and promote their participation on marquis progrc nationwide but especially in Souiri Florida. Additionally, Ms. Garth has led the led the implementation of innovative, capacity -building programs that promote utilization of small, MWBE firms on marquis capital programs. Through her leadership, the Garth team has been instrumental in the award of over $400 million in work to MWBE firms. Years of Experience 22 Years Years with Garth Solutions, Inc. 14 Years Education University of Maryland, B.S. Journalism & Marketing Professional Licenses & Certifications Certified Charette Planner Boards & Civic Involvement Broward County Small Business Advisory Board (Member & past Chair) APPENDIX 6 ENTITY CERTIFICATION FORMS [Thispage intentionally left blank] LIMITED LIABILITY COMPANY CERTIFICATION STATE OF COUNTY OF I HEREBY CERTIFY that a meeting of the sole member of Virginia Key, LLC ("Limited Liability Company"), a Limited Liability Company existing under the laws of the State of Florida , held on May 19 , 20 17, the following resolution was duly passed and adopted: "RESOLVED, that, Robert W. Christoph, Jr. as Sole Member of RWC VK, LLC, which is the Managing Member of Virginia Key Parent, LLC, which is the Sole Member of Virginia Key, LLC, is hereby authorized to execute the Proposal dated, May 24, 2017, to the City of Miami, and that the execution thereof, attested by an Officer of the Limited Liability Company, shall be the official act and deed of this Limited Liability Company." I further certify that said resolution is now in full force and effect. / Robert W. Christoph Jr. as Sole Member of RWC VK, LLC Seal Affiant/Title IN W TNESS WH pEOF, the above was sworn to and subscribed before me this day of L t 20 , by K. ' � , who is: ❑ ersonally known % to me or who had produced the f owing identification: It P FIYWS 1-1 care- 23-119-T7-)01-O JEREMY TOMONO Notary Public State of tared:, s No. 13-2064.1 te No 10 Pu.1 ic, State of Flori a My appt. exp. May 11, 201 S �l /� "1 My Commission Expires: r / 211/17 FAILURE TO COMPLETE, SIGN, AND RETURN THIS FORM MAY DISQUALIFY YOUR RESPONSE. THE RESPONDENT BEING CONSIDERED FOR AWARD MUST ALSO ATTACH A CERTIFICATE OF STATUS FROM THE FLORIDA DIVISION OF CORPORATIONS. ALL FICTITIOUS NAME REGISTRATIONS, AS MAYBE APPLICABLE, MUST ALSO BE ATTACHED. State of Florida Department of State I certify from the records of this office that VIRGINIA KEY, LLC is a limited liability company organized under thc laws of the State of Florida, filed on January 22, 2016. The document number of this limited liability company is L16000013294. I further certify that said limited liability company has paid all fees due this office through December 31, 2017, that its most recent annual report was filed on March 7, 2017, and that its status is active. Given ander my hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the Twelfth day of May, 2017 16e* 4.tip-sA Secretary of State Tracking Number: CU7943307443 To authenticate this certificate.visit the following site.enter this number. and then follow the instructions displayed. htlpsa/servlecs.snnbi t.o rg/Fil i ngs/CerlificatcOISsa tus/CertificateAuthen ticnsion State of. Florida Department of State 1 certify from thc records of this office that RWC VK, LLC is a limited liability company organized under the laws of the State of Florida, filed on January 28, 2016. The document number of this limited liability company is L16000017624. I further certify that said limited liability company has paid all fees due this office through December 31, 2017, that its most recent annual report was filed on March 7, 2017, and that its status is active. Given under ntr hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the Twenty-second day of May, 2017 ION 044A Secretary of State Tracking Number: CU6080709107 To authenticate this certificate,vi it the following site,enler this number. and then fallow the instructions displayed. btlps:/lservicessunblzorg/Fitings/Certiscatoo Status/CertificatennthenticaLion State of Florida Department of State 1 certify from the records of this office that VIRGINIA KEY PARENT, LLC is a limited liability company organized under the laws of the State of Florida, filed on January 29, 2016. The document number of this limited liability company is L16000018519. I further certify that said limited liability company has paid all fees due this office through December 31, 2016 and that its status is active. Given under my hand and the Great Seal of the Stare of Florida at Tallahassee, the Capital, this the Twenty -.second day of May, 2017 0 Secretary of State Tracking Number: CU8504289735 To authenticate this certifteate,visit the following site,enter this number, and then follow the instructions displaced. https:l/sentees.su nbinorg/rili ngs/CertificatetiStams/CertinuteA ul hon tication State of Florida Department of State I certify from the records of this office that HOOK VK, LLC is a limited liability company organized under the laws of the State of Florida, filed on January 22, 2016. The document number of this limited liability company is L16000013498. I further certify that said limited liability company has paid all fees due this office through December 31, 2017, that its most recent annual report was filed on March 7, 2017, and that its status is active. Given under my hand and the Great Seal of the State of Florida at Tallahassee, the Capital. this the Tsvelay-second day of May, 2017 Secretary of State Tracking Number: Ct:4299I78286 To authenticate this certificate,visil the following site.enter this number, and then follow the instructions displayed. https://scrvices.sun bizorg/Fiangs/CertifieateOIStatus/CertincateA utbent icaliou State of Florida Department of State 1 certify from the records of this office that VIRGINIA KEY SMI, LLC is a Delaware limited liability company authorized to transact business in the State of Florida, qualified on January 19, 2016. The document number of this limited liability company is M16000000532. 1 further certify that said limited liability company has paid all fees due this office through December 31, 2017, that its most recent annual report was filed on March 7, 2017, and that its status is active. 1 further certify that said limited liability company has not filed a Certificate of Withdrawal. Given under my hand and the Great Seal of Me State of Florida at Tallahassee, the Capital, this the Twenty-second day of May, 2017 Secretary of State Tracking Number: C139010907104 To authenticate this ccrtiliicate,sisit the folloning site.enter this number. and then Colton the instructions displayed. hops://senicessunbizorg/Filings/Cerd ficate OlStatusICerlif cateAu then licalion State of Florida Department of State I certify from the records of this office that SUNTEX MARINA INVESTORS LLC is a Delaware limited liability company authorized to transact business in the State of Florida, qualified on January 27, 2016. The document number of this limited liability company is M] 6000000714. I further certify that said limited liability company has paid all fees due this office through December 31, 2017, that its most recent annual report was filed on March 7, 2017, and that its status is active. 1 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 Me Twenty-second day of May, 2017 Secretary of State Tracking Number: C.n0171438605 To authenticate this certificate visk the following site.enter this number. and then follow the instructions displayed. hops://seryIcessun bb-arg/Filings/Cerdf care0(Status/Certlficatenuthenlication Local Busi ness Tax Frei pt N1i-DadeCoun y, State of Florida 'H1EIE.N'31ft. 71.'. '::'')N IT PAY 7224958 .I4I_5£ N;. N E.LO:.AT14N VIRGINIA KE Y LLC 306 A! TON RD 303 1+11AI.i• T3FACH, FL 33189 ow -hips VIR GINIA KEY LLC CIO ROBERT CHRISTOPH Lrnalc, ($) 25 NBA' BUSINESS 7E09997 SEC TYPE Or BUSINESS EXPIRES SEPTEMBER 30, 2017 must bodisplayad at placed butanes* PotsJar' la Ccjnte Cade Chapter [(n, - ✓,M. 0 # 10 '1S SEW CEBUSINESS 15Y i�xKetRECEIVED iLECTOR 112.50 D517f2017 02W-17-003602 This local 19aelness Ta✓t R6Clict tidy Lv. nr&{Cementd re Loaf libmiraeeeTier. The %Nipt is Mq a IIrxnr, perMF. or a os11 "cadrxra! th ri-oldefe qusA I •(*J (a .# bLehima Nizidat mui carrfY wiI! ee3' 4aysrn TVb arr,v1p°M►rnrrlortal regal Wary lows and regaareto its w hch apply La Opt Is*'Irks the 6c79t'>; NO above trap be dsplated on di commie veN (s - M 2r -Ode :Oda Sac ea-215. IRscrotehilkrnzlben..tibitvrimmir Local Busi ness Tax Fce pt M lam, -lade County, State of F1ori a -TI1Ifi SS NOT A BILL - [? NOT AY 7224060 BUSINESS kA It E!.t5;_a, 1.nar VI RGINIA KEY L L [� 300 ALTON RD 3003 MIAMI BEACH, FL 33169 Cr N ER VIRGINIA J{EY LLC CO ROBERT CHRISTOPH HiraiECM 1 RECEIPT NC NEIN BUSINESS 7509848 SEC. TyP_ OF BLSINgSS EXPIRES SEPTEMBER 30, 2017 Mum ba dIspIaypd at place Futu a-0. Purauent is Count,/ 'Mae E1aapaar c+r. Art.9 & 10 216 FINANCE/INVE$TMENTI IiOLDIA1$ Oa P U ENT 'RECEIvr i BYTA). MUett,.R 270.00 05017J21 J17 0210-17-053502 $'fie Laval6irslnessTaxFbr*IPpurtiean'melEliralraft It*L, I Bud t!cssTax TheRacovip'Isnaallcafese. pa nhi, Cr a card' IKri d the hil da's van-epiong.10 abbtef ness- Felder quid Wavily will B"y y«7►' O'fete7nt / roN.ItNerraTelbei rag;lalary law send :equireprentswhch aptly tU IhebrJnasn. the FEOEIFTNO ppWe but be ,fispayed ati4t S+tfrmorcJd Yehdas - h -(}ode Oxie.Sec Ea Vs kr ante Iltbtrt aliCry eiijlleel t7fln1!lipntsooc�dlSCJ;a' APPENDIX 7 PROPOSER'S DISCLOSURE/DISCLAIMER Any proposal deemed to be not responsible or non -responsive will be rejected. A responsible Proposer is one that has the capability in all respects to fully perform the requirements set forth in the proposal and the proposed Lease Agreement ("Agreement"), and that has the integrity and reliability which will assure good faith performance. A responsive Proposer is one that has submitted a proposal that conforms in all material respects to the Request for Proposals ("RFP"). Thus, for example, a proposal that has not substantiated the financial capability of a prospective Proposer may be rejected. The City of Miami ("City") reserves the right to accept any proposals deemed to be in the best interest of the City, to waive any irregularities in any proposals, or to reject any or all proposals and to re -advertise for new proposals, in accordance with the applicable sections of the City Charter and Code. In its sole discretion, the City may withdraw the RFP either before or after receiving proposals, may accept or reject proposals, and may accept proposals which deviate from the RFP as it deems appropriate and in its best interest. In its sole discretion, the City may determine the qualifications and acceptability of any party or parties submitting proposals in response to this RFP. Pursuant to City Charter Section 29-A, the City reserves the right to reject all proposals and further, to terminate the RFP process and/or contract after a public hearing in the event of any substantial increase in the City's commitment of funds, Area, or services, or in the event of any material alteration of any contract awarded. This RFP is being furnished to the recipient by the City for the recipient's convenience. Any action taken by the City in response to proposals made pursuant to this RFP or in making any awards or failure or refusal to make any award pursuant to such proposals, or in any cancellation of awards, or in any withdrawal or cancellation of this RFP, either before or after issuance of an award, shall be without any liability of obligation on the part of the City and its advisors. Following submission of a proposal, the Proposer agrees to deliver further details, information and assurances, including financial and disclosure data, relating to the proposal and the Proposer, including the Proposer's affiliates, officers, directors, shareholders, partners and employees as requested by the City in its discretion. Any reliance on these contents, or on any communications with City officials or advisors, shall be at the recipients' own risk. Prospective Proposers should rely exclusively on their own investigations, interpretations and analyses in connection with this matter. The RFP is being provided by the City and its advisors without any warranty or representation express or implied, as to its content, its accuracy or completeness. No warranty or representation is made by the City or its advisors that any proposals conforming to these requirements will be selected for consideration, negotiation, or approval. The information contained in this RFP is published solely for the purpose of inviting prospective Proposers to consider the development opportunity described herein. Prospective Proposers should make their own investigations, projections, and conclusions without reliance upon the material contained herein. The City and its advisors shall have no obligation or liability with respect to this RFP and the selection and award process or whether any award will be made. Any recipient of this RFP who responds hereto fully acknowledges all the provisions of this disclosure and disclaimer and is totally relying on said disclosure and disclaimer and agrees to be bound by the terms hereof. Any proposals submitted to the City or its advisors pursuant to this RFP are submitted at the sole risk and responsibility of the party submitting such proposal. The offering is made subject to correction of errors, omissions, or withdrawal from the market without notice. Information is for guidance only and does not constitute all or any part of an agreement. Furthermore, until such time as an agreement is executed by the City, the selected Proposer shall not have any vested rights, nor title or interest in the subject Property or in the development proposed thereon. The City and the recipient will be bound only if and when a proposal, as same may be modified, and the applicable definitive agreements pertaining thereto, are approved by the City Commission and the voters at referendum, and then only pursuant to the terms of the definitive agreements executed among the parties. A response to this RFP, or all responses, may be accepted or rejected by the City for any reason, or for no reason, without any resultant liability to the City or its advisors. The City is governed by the State of Florida Sunshine Law and all proposals and supporting data shall be subject to disclosure as required by such law. All proposals shall be submitted in sealed bid form and shall remain confidential to the extent permitted by Florida Statutes, until the date and time selected for opening the responses. In the event of any differences in language between this disclosure and disclaimer and the balance of the RFP, it is understood that the provisions of this disclosure and disclaimer shall always govern. Further, any dispute among the City and the Proposer shall be decided by binding arbitration in Miami -Dade County, Florida, before arbitrators sanctioned by and in accordance with the rules of the American Arbitration Association. Accepted by: VIRGINIA KEY, LLC a Florida limited liability company, By: VIRGINIA KEY PARENT, LLC a Florida limited liability company, its Sole Member By: RWC VK, LLC, a Florida limited liability company, its Managing Member By: Robert W. Christop , Jr., its Sole Member May.4 2017 Date APPENDIX 9 CONFIDENTIAL CITY OF MIAMI REQUEST FOR PROPOSING ENTITY BACKGROUND/CREDIT SCREENING a Florida limited liability company, By: VIRGINIA KEY PARENT, LLC a Florida limited liability company, its Sole Member By: RWC VK, LLC, a Florida limited liability company, its Managing Member By: ,�� Robert W. Chris oph, Jr., its Sole Member COMMENTS: ate Initials of Screener: Date: APPENDIX 9 CONFIDENTIAL CITY OF MIAMI REQUEST FOR PROPOSING ENTITY BACKGROUND/CREDIT SCREENING A. This form should be completed and signed by the authorized representative of Proposer's legal entity and Proposer's principals. Date submitted: 05/24/2017 • Robert W. Christoph, Jr., its Sole Member COMMENTS: r.2 ,2z./ 7 Date Initials ofScreener. Date: APPENDIX 9 CONFIDENTIAL CITY OF MIAMI REQUEST FOR PROPOSING ENTITY BACKGROUND/CREDIT SCREENING A. This form should be completed and signed by the authorized representative of Proposer's legal entity and Proposer's principals. Date Submitted: 05/24/2017 • my Robert W. Christoph, Jr., its Sole Member COMMENTS: initials of SaeeneT: Date: APPENDIX 9 CONFIDENTIAL CITY OF MIAMI REQUEST FOR PROPOSING ENTITY BACKGROUND/CREDIT SCREENING A. This form should be completed and signed by the authorized representative of Proposer's legal entity and Proposer's principals. Date Submitted: 05/24/2017 Robert W. Christoph, Jr. its Manager COMMENTS: Initials of Screener: Date: APPENDIX 9 CONFIDENTIAL CITY OF MIAMI REQUEST FOR PROPOSING ENTITY BACKGROUND/CREDIT SCREENING A. This form should be completed and signed by the authorized representative of Proposer's legal entity and Proposer's principals. Date Submitted: 05/24/2017 • Carter N. McDowell Trustee COMMENTS: Initials of Screener: Date: APPENDIX 9 CONFIDENTIAL CITY OF MIAMI REQUEST FOR PROPOSING ENTITY BACKGROUND/CREDIT SCREENING A. This form should be completed and signed by the authorized representative of Proposer's legal entity and Proposer's principals. Date Submitted: 05/24/2017 • Trustee COMMENTS: Initials of Screener: Date: APPENDIX 9 CONFIDENTIAL CITY OF MIAMI REQUEST FOR PROPOSING ENTITY BACKGROUND/CREDIT SCREENING A. This form should be completed and signed by the authorized representative of Proposer's legal entity and Proposer's principals. Date Submitted: 5/24/17 • COMMENT'1. Initials of Screener: Date: APPENDIX 9 CONFIDENTIAL CITY OF MIAMI REQUEST FOR PROPOSING ENTITY BACKGROUND/CREDIT SCREENING A. This form should be completed and signed by the authorized representative of Proposer's legal entity and Proposer's principals. Date Submitted: 5/24/17 COM TS: Initials of Screener: Date: CONFIDENTIAL CITY OF MIAMI REQUEST FOR INDIVIDUAL GENERAL BACKGROUND/CREDIT SCREENING A. To be completed by applicant Date Submitted: Lest Name Christoph Jr First Name Robert Full Middle Name William Maiden/Alias The following personal information is required for positive identification purposes when verifying credit history, driver's history, and public records. It is confidential and will not be used for any other purposes. If applicable, print other names you have used during your lifetime. Social Security Number - Social Security Number will only be used in order to confirm your identity for the purposes of completing an accurate background investigation. Supplying your Social Security Number is required as part of the background screening process. Date of Birth • Your date of birth is required on this form in order to confirm your identity for purposes of completing an accurate background investigation. C. TO BE COMPLETED BY THE BACKGROUND SCREENING UNIT Note: FAIR CREDIT REPORTING ACT, DRIVER'S PRIVACY ACT, and ANY PUBLIC APPLICABLE STA TE STA TUTE(S) NOTICE: In accordance with the FAIR CREDIT REPORTING ACT, the Driver's Privacy Act, and any applicable state statute(s), this information may only be used t o verify a statement(s) made by an individual in conjunction with legitimate business needs. The depth of information available varies from state to state. COMMENTS: Initials of Screener Date: CONFIDENTIAL CITY OF MIAMI REQUEST FOR INDIVIDUAL GENERAL BACKGROUND/CREDIT SCREENING A. To be completed by applicant Date Submitted: Last Name Christoph First Name Robert Full Middle Name William Maiden/Alias • Note: FAIR CREDIT REPORTING ACT, DRIVER'S P F><AC.Y4GQ and ANY PUBLIC APPLICABLE STA TE STA TUTE(S) NOTICE: In accordance with the FAIR CREDIT REPORTING ACT, the Driver's Privacy Act, and any applicable state statute(s), this information may only be used t o verify a statement(s) made by an individual in conjunction with legitimate business needs. The depth of information available varies from state to state. COMMENTS CONFIDENTIAL CITY OF MIAMI REQUEST FOR INDIVIDUAL GENERAL BACKGROUND/CREDIT SCREENING A. To be completed by applicant Date C. TO BE COMPLETED BY THE BACKGROUND SCREENING UNIT Note: FAIR CREDIT REPORTING ACT, DRIVERS PRIVACY ACT, and ANY PUBLIC APPLICABLE STATE STATUTES) NOTICE: In accordance with the FAIR CREDIT REPORTING ACT, the Driver's Privacy Act, and any applicable state statute(s), this information may only be used to verify a statement(s) made by an individual in conjunction with legitimate business needs. The depth of information available varies from state to state. COMMENTS: Initials of Screener: Date: CONFIDENTIAL CITY OF MIAMI REQUEST FOR INDIVIDUAL GENERAL BACKGROUND/CREDIT SCREENING A. To be completed by applicant Date Submitted: 5/24/17 REDMOND BRYAN CHARLES Last Name First Name Full Middle Name Maiden/Alias The following personal information is required for positive identification purposes when verifying credit history, driver's history, and public records. It is confidential and will not be used for any other purposes. If applicable, print other names you have used during your lifetime. Social Security Number - Social Security Number will only be used in order to confirm your identity for the purposes of completing an accurate background investigation. Supplying your Social Security Number is required as part of the background screening process. Date of Birth — Your date of birth is required on this form in order to confirm your identity for purposes of completing an accurate background investigation. • COMMENTS: Initials of Screener: Date: ' CONFIDENTIAL CITY OF MIAMI REQUEST FOR INDIVIDUAL GENERAL BACKGROUND/CREDIT SCREENING A. To be completed by applicant Date Submitted: 5/24/17 PETTY CHRISTOPHER WARD Last Name First Name Full Middle Name Maiden/Alias The following personal information is required for positive identification purposes when verifying credit history, driver's history, and public records. It is confidential and will not be used for any other purposes. If applicable, print other names you have used during your lifetime. Social Security Number - Social Security Number will only be used in order to confirm your identity for the purposes of completing an accurate background investigation. Supplying your Social Security Number is required as part of the background screening process. Date of Birth — Your date of birth is required on this form in order to confirm your identity for purposes of completing an accurate background investigation. Note: FAIR CREDIT REPORTING ACT, DRIVER'S PRIVACY ACT, and ANY PUBLIC APPLICABLE STATE STATUTE(S) NOTICE.: In accordance with the FAIR CREDIT REPORTING ACT, the Driver's Privacy Act, and any applicable state statute(s), this information may only be used to verify a statement(s) made by an individual in conjunction with legitimate business needs. The depth of information available varies from state to state. COMMENTS: Initials of Screener: Date: CONFIDENTIAL CITY OF MIAMI REQUEST FOR INDIVIDUAL GENERAL BACKGROUND/CREDIT SCREENING A. To be completed by applicant Date Submitted: 5/24/17 FILLER DAVID FLYNN Last Name First Name Full Middle Name Maiden/Alias The following personal information is required for positive identification purposes when verifying credit history, driver's history, and public records. It is confidential and will not be used for any other purposes. If applicable, print other names you have used during your lifetime. Social Security Number - Social Security Number will only be used in order to confirm your identity for the purposes of completing an accurate background investigation. Supplying your Social Security Number is required as part of the background screening process. Date of Birth — Your date of birth is required on this forin in order to confirm your identity for purposes of completing an accurate background investigation. Driver's License Number — Your driver's license number is required on this form in order to confirm your identity for purposes of completing an accurate background investigation. C. TO BE COMPLETED BY THE BAC .4 1 y Note: FAIR CREDIT REPORTING ACT, DRIVER'S PRIVACY ACT, and ANY PUBLIC APPLICABLE STATE STATUTE(S) NOTICE: In accordance with the FAIR CREDIT REPORTING ACT, the Driver's Privacy Act, and any applicable state statute(s), this information may only be used to verify a statement(s) made by an individual in conjunction with legitimate business needs. The depth of information available varies from state to state. COMMENTS: Initials of Screener: Date: APPENDIX 10 INTEGRITY & NON -COLLUSION AFFIDAVIT Before me, a NOTARY PUBLIC, personally appeared [Affiant] who being duly sworn states as follows: 1. I am over 18 years of age, have personal knowledge of the facts stated in this affidavit and I am an owner, officer, director, principal shareholder and/or I am otherwise authorized to execute this affidavit on behalf of ("Proposer"). 2. The Proposer who is submitting a response to Request for Proposals 16-17-011 ("RFP"): ❑ is not related to any of the other parties bidding in the competitive solicitation, and that the contractor's proposal is genuine and not sham or collusive or made in the interest or on behalf of any person not therein named, and that the contractor has not, directly or indirectly, induced or solicited any other proposer to put in a sham proposal, or any other person, firm, or corporation to refrain from proposing, and that the proposer has not in any manner sought by collusion to secure to the proposer an advantage over any other proposer. OR ❑ is related to the following parties who bid in the solicitation which are identified and listed below: 3. The Proposer ❑ IS OR ❑ IS NOT in arrears to the City of Miami for any debt or obligation. If the response was "IS" please explain below: 4. The Proposer ❑ DOES OR ❑ DOES NOT have any uncured defaults or have failed to perform under the terms of any agreement or contract with the City or other government entity within the past ten (10) years. If the response was "DOES" please explain below: 11Page 5. The Proposer ❑ IS OR ❑ IS NOT in default under any agreement or contract with the City or other government entity on the date and time the proposal is due. If the response was "IS" please explain below: 6. The Proposer ❑ HAS OR ❑ HAS NOT caused fines penalties, fees or similar impositions to be levied against the City or any other governmental entity or agency. If the response was "HAS" please explain below: 7. The Proposer ❑ HAS OR ❑ HAS NOT any past, present or on -going litigation or adversarial administrative proceedings with the City or other government agency or entity. If the response was "HAS" please explain below: 8. The Proposer ❑ HAS OR ❑ HAS NOT filed and not prevailed in frivolous lawsuits, as that term is defined by Section 57.105, Florida Statutes as determined by a final order of the court. If the response was "HAS" please explain below: 9. The Proposer ❑ HAS OR ❑ HAS NOT had past, present or pending involuntary bankruptcies, liquidations, assignments for the benefit of creditors, receiverships, dissolutions, actions involving fraudulent transfers, foreclosures, or similar actions within the past seven (7) years on projects or businesses they have owned, operated, or controlled a majority interest (i.e., ownership of ten percent (10%) or more of the entity stock or shares). If the response was "HAS" please explain below: 2IPage 10. The Proposer ❑ HAS OR ❑ HAS NOT been found liable by any legal or administrative entity via any proceedings for environmental damage, contamination or any other environmental liability. If the response was "HAS" please explain below: 11. The Proposer ❑ HAS OR ❑ HAS NOT failed to disclose involvement as a party, third party, or intervenor in any legal or administrative proceedings concerning environmental damage, contamination, or any other environmental liabilities, whether found liable or otherwise. If the response was "HAS" please explain below: 12. The Proposer ❑ HAS OR ❑ HAS NOT been debarred by any public agency or been placed in the convicted vendors list pursuant to Florida Statute 287.133 or a similar law, rule or regulation. If the response was "HAS" please explain below: 13. The Proposer ❑ HAS OR ❑ HAS NOT knowingly failed to disclose any of the above. If the response was "HAS" please explain below: 14. The Proposer ❑ HAS OR ❑ HAS NOT been determined as not responsive and/or responsible as defined by Sections 18-73 and 18-95 of the City Code, and by the laws of the State of Florida. If the response was "HAS" please explain below: 3IPage Note: Any person or entity that fails to submit this executed affidavit shall be ineligible for contract award. In the event a recommended contractor identifies related parties in the competitive solicitation its bid shall be presumed to be collusive and the recommended contractor shall be ineligible for award unless that presumption is rebutted by presentation of evidence as to the extent of ownership, control and management of such related parties in the preparation and submittal of such bids or proposals. Related parties shall mean bidders or proposers or the principals, corporate officers, and managers thereof which have a direct or indirect ownership interest in another bidder or proposer for the same agreement or in which a parent company or the principals thereof of one (1) bidder or proposer have a direct or indirect ownership interest in another bidder or proposer for the same agreement. Bids or proposals found to be collusive shall be rejected. Date: May 19 , 2017 Federal EIN: 81-1205745 VIRGINIA KEY, LLC a Florida limited liability company, By: VIRGINIA KEY PARENT, LLC a Florida limited liability company, its Sole Member By: RWC VK, LLC, a Florida limited liability company, its Matlaging Member By: Robert W. Christoph, Jr., its Sole Member SUBSCRIBED AND SWORN TO (or affirmed) before me this } day of 2011, by 1-C/rOW , who is: ❑ personally known to me o had produced the following identification: fyipDR- 9gIV S � Li CS C23-771-77-gl-G JEREMY TOMONO Notary Public State of Nevada No. 15'2O64-1 My oppt. exp. Moy 11, 2019 NoPi't)alic, State of Florid My Commission Expires: S 4IPage Question 4 --- The Proposer, VKLLC, does not have any uncured defaults of failures to perform with the City of Miami or any other Governmental entity. In an abundance of caution VKLLC discloses that: One of RCI Group's prior affiliated companies, Bayshore Landing LLC, had a dispute with the independent auditor for the City of Miami over the calculation of prior revenues the auditor alleged were due to the City. This matter was resolved amicably through an agreed upon settlement, which was ultimately approved by the City Commission. Similarly, Miami Beach Marina Associates, Ltd. had a dispute with a new independent auditor for the City of Miami Beach, who alleged that it owed the city additional rent based upon certain calculations regarding percentage rent , even though the same calculations had been used MBMA and approved by the City for more than a decade. This matter was resolved amicably administratively based upon an agreed upon partial payment by MBMA. Suntex received letters from New Jersey DEP on August 24th and August 29th of 2016 in regards to an alleged shortfall in prior year ground lease payments related to Liberty Landing Marina. The letter threatened default if the issue was not addressed within 30 days. Suntex and the NJDEP worked together to identify the actual discrepancy, and Suntex paid an amount to the NJDEP and the issue was fully resolved. Question 7--- The Proposer, VKLLC, does not have any past, present or on -going Litigation or adversarial administrative proceedings with the City or other government Agency or entity. However, in an abundance of caution VKLLC discloses that: RCI Group and several of its affiliated companies, including but not limited to those, in Miami -Dade County and Bridgeport, Connecticut have filed in the past and currently have pending Administrative challenges to the assessed valuation of their respective properties. Similarly Suntex has affiliated entities have filed in the past and currently MIAMI 5445141.1 74183/46889 have pending Administrative challenges to the assessed valuation of their respective properties. Question 9--- The Proposer, VKLLC, has not had past, present or pending involuntary bankruptcies, liquidations, assignments for the benefit of creditors, receiverships, dissolutions, actions involving fraudulent transfers, foreclosures, or similar actions within the past seven (7) years on projects or businesses they have owned, operated, or controlled a majority interest (i.e., ownership of ten percent (10%) or more of the entity stock or shares). However, in an abundance of caution VKLLC discloses that: During the period of extreme drought in Texas leading up to 2015 five marinas owned or leased by Suntex predecessor entities were not fully functional due to the drought and were unable to perform under their loan agreements and leases, although they were not formally declared in default under mortgage with Capital One or their under leases with cities of Dallas and Rockwall. In late 2015, Suntex Marina Investors LLC, through wholly owned affiliates, acquired the Capital One notes and took over the assets of 5 marinas located on Lake Ray Hubbard and Eagle Mountain Lake by way of a deed in lieu of foreclosure from the Suntex predecessor entities. All 5 marinas and ground leases are currently in good standing with their respective landlords. Question 10--- The Proposer, VKLLC, has not been found liable by any legal or administrative entity via any proceedings for environmental damage, contamination or any other environmental liability. However, in an abundance of caution VKLLC discloses that: On June 20, 2000 Marin and Marin and contractor working for Amerilift Technology Corporation at the Miami Beach Marina ruptured a 54" sewer force while driving pilings for the installation of boat lifts in the marina. This accident lead to the issuance of Notice of Violation and Cease and Desist orders being issued by Miami -Dade County to among other parties, Miami Beach Marina Associates, LTD. (MBMA) and RCI Marine, Inc (RCI Marine), two RCI Group related companies. Pursuant the Notices MBMA and RCI Marine to entered into a Consent Agreement with the Florida Department of Environmental Protection on August 8, 2002. Pursuant to the Consent order the two companies agreed to pay a total of $29,200 in fines and costs to FDEP to resolve the matter. Similarly, and as result of the pipe rupture MBMA and RCI Marine and their insurance companies and other parties entered into a Settlement Agreement with Miami -Dade County, the owner of the ruptured pipe on June 29, 2001 pursuant to which all matters involving the pipe rupture with the County were resolved by payment of $1.5 Million by the insurance companies on behalf of the companies and the City. However, the Settlement by its terms stated "Nothing contained herein constitutes an admission of liability or wrongdoing or coverage of any kind by or between the Parties or by the County." All of the pertinent documents related to this matter have been previously filed with the City of Miami and are otherwise public documents and therefore have not MIAM 15445141.1 74183/46889 been included here. However, if the City would like additional copies or information about the issue VKLLC and RCI would be happy to supply those copies. On or about January 2003 a jet ski rental tenant at the Miami Beach Marina installed prefabricated floating platforms next to the fixed docks on the north end of the marina for their jet ski's based upon an permit exemption for the floating platforms in the FDEP regulations. FDEP during a routine inspection cited the tenant and landlord, MBMA, based upon its interpretation that the exemption only applied to private installations not commercial users of the exact same platforms. Despite a legitimate question about the department's interpretation of the exemption, MBMA determined it would faster and less expensive to simply apply for after the fact permits for the already installed platforms and enter into a short form consent agreement with FDEP, rather than fight the notice and interpretation. MBMA entered into a short form Consent Agreement with FDEP on July 2, 2003. Pursuant to the Consent Agreement MBMA paid $2400 in fines and costs and the matter was closed. On or about July 1, 2008 a freighter traversing government cut lost power and steerage and rammed into and broke through the southern breakwater of the Miami Beach Marina narrowing avoiding causing serious damage to the boats and injury to patrons in the marina. The ship was lodged in the breakwater for a few days but once it was removed the entire south end of the marina was exposed to wave action from government cut. On an emergency basis MBMA arranged for a marine contractor to install temporary sheet piling across the damaged opening in the breakwater to protect the vessels in the marina from further damage until a permanent repair could be designed, permitted and installed. The entire incident was reported the Miami Herald. Based upon those reports on July 8, 2008 FDEP decided to cite MBMA for failing to get permits for the emergency temporary sheet pile repair, even though such permits would have taken weeks or months. MBMA had no choice but to keep the temporary repair in place while the permanent repair was permitted without risking damage and possible injury to patrons in the marina. It once again decided the most prudent course of action was to apply of after the fact permits for the emergency repair and to enter into a Consent Agreement with FDEP which it did on January 26, 2009. Pursuant to the Consent agreement it paid $ 4,750 in fines and costs. On or about late 2011 a handicapped patron in the River Cove Marina on the Miami River who had difficulty getting on and off their boat docked in the marina inquired if it would be possible to modify a ramp and dock in the marina to make it easier for them to get on and off their boat. 2000 South River Marina LLC responded by modifying the ramp and slightly enlarging the dock. Separately it had in installed a security gate on the dock. Months later during a routine inspection the inspector from Miami -Dade DERM cited the owner and required it to apply for an after the fact permit for the modifications to the railing and floating dock, which it did applying for the permit in August of 2013 and the matter was closed . No fines were assessed or paid. MIAMI 5445141.1 74183/46889 Exhibit C — Form Lease Agreement This Form Lease shall be revised to reflect the requirements set forth in the Virginia Key Marina RFP and the Proposal submitted by the Proposer, as negotiated by the Parties, and subject to review and approval by the Department of Risk and the Office of the City Attorney. To the extent of any inconsistency between the proposed revisions to this Lease, the Proposal and/or the requirements of the RFP, the RFP shall prevail such that the proposed revisions to this Lease and the Proposal shall be deemed responsive to the RFP. LEASE AGREEMENT BETWEEN THE CITY OF MIAMI AND VIRGINIA KEY, LLC FOR THE LEASE OF CITY -OWNED PROPERTY LOCATED AT VIRGINIA KEY 3301, 3605, 3501, 3311, & 3511 RICKENBACKER CAUSEWAY MIAMI, FL 33149 MIAMI 5427950.4 74183/46889 TABLE OF CONTENTS PAGE MIAMI 5427950.4 74183/46889 Page i of 83 TABLE OF CONTENTS PAGE Table of Contents ARTICLE I 61 1.1 Incorporation by Reference 62 1.2 Exhibits 7-2 1.3 Definitions 22 1.4 Priority of Documents 449 ARTICLE II LEASE OF PREMISES 4-3-9 2.1 Lease of Premises9 2.2 Purpose of Use and Occupancy 4-410 2.3 Suitability of Premises 4410 2.4 Limited Representations by Lessor 4410 2.5 Satisfaction of Liens 11 ARTICLE III TERM 4411 3.1 Term of Lease -1311 3.2 Option to Renew 4411 ARTICLE IV RENT, SECURITY DEPOSIT, & FINANCIAL RECORDS 4412 4.1 Base Rent and Percentage Rent 4-5-12 4.2 Parking Trust Fund Contribution 4-714 4.3 Security Deposit 15 4.4 Earnest Money Deposit 16 4.5 Lessee's Financial Records 4-916 4.54.6 Reports by Lessee 4 917 4,64.7 Right to Examine Financial Records 2417 1.7/1.8 Audit 2017 4,84.9 Lien for Rent & Other Charges 2 -18 ARTICLE V CONSTRUCTION & LEASEHOLD IMPROVEMENTS 2449 5.1 Lessee's Obligation to Construct & Maintain Leasehold Improvements 21-19 5.2 Conceptual Plan 2212 5.3 Construction Plans 2219 5.4 Possession Date 2321 5.5 Development Schedule 2421 5.6 Review 2421 5.7 Payment and Performance Bond 2421 M1A]VII 5427950.4 74183/46889 Page ii of 83 TABLE OF CONTENTS PAGE 5.8 Contractor's Insurance 2522 5.9 Conveyance of Improvements 2522 5.10 Premises to Remain Free of Liens 2623 5.11 Lessor's Approval 2623 ARTICLE VI CONDUCT OF BUSINESS BY LESSEE 2623 6.1 Operation of Lessee's Business 2623 6.2 Signs 26 ARTICLE VII MAINTENANCE, REPAIR AND ALTERATION OF PREMISES 2724 7.1 Lessee's Maintenance Obligations 27-24 7.2 Lessee's Repair Obligation 2724 7.3 Changes/Alterations 27/Signs 24 7.4 Capital Expenditure Fund 2825 ARTICLE VIII INSURANCE AND INDEMNITY 2826 8.1 Insurance on the Premises 2826 8.2 Delivery of Insurance Policies 2926 8.3 Adjustment of Loss 2927 8.4 Indemnification of Lessor 3027 8.5 Waiver of Subrogation 3028 8.6 Release of Lessor 3028 ARTICLE IX SERVICES AND UTILITIES 34-29 9.1 Lessee to Provide and Pay for Utilities 34-22 9.2 Lessor Not Liable for Failure of Utilities 3-1-29 ARTICLE X SUBLEASES, ASSIGNMENTS AND TRANSFERS 3230 10.1 Subleases, Assignments and Transfers 3-230 10.2 Procedure for Transfer 3230 10.3 Additional Consideration Payable to Lessor 3331 10.4 Definitions 3332 10.5 Acceptable Transfers 3432 10.6 Information as to Owners, etc 3433 10.7 Effectuation of Permitted Transfers 3533 10.8 Criteria for Consent for Transfer 3534 10.9 Liability of Lessee 3635 10.10 Acceptance of Rent from Transferee 3735 MIAMI 5427950.4 74183/46889 Page iii of 83 TABLE OF CONTENTS PAGE 10.11 Transfers of the Lessor's Interest 3-735 10.12 Mortgages of Leasehold Interest 35 ARTICLE XI COMPLIANCE WITH LAWS 3938 11.1 Compliance with Laws 38 11.2 Labor Peace Agreements 38 11.3 Minimum Wage Requirements 39 ARTICLE XII ENVIRONMENTAL LIABILITY 39 12.1 Definition of Terms 39 12.2 Lessee's Environmental Covenant 4039 12.3 Survival of Lessee's Obligations 40 ARTICLE XIII DAMAGE OR DESTRUCTION OF PREMISES 4110 13.1 Definitions 1140 13.2 Duty to Repair, Restore or Replace Premises after Damage 1110 13.3 Performance of Restoration Work 1211 13.4 No Additional Right to Terminate 1211 13.5 Lessee's Right to Terminate 42 13.6 Payment for Construction of Restoration Work 42 13.7 Collection of Insurance Proceeds 1312 13.8 Unused Insurance Proceeds and Deposits '1312 ARTICLE XIV EMINENT DOMAIN /1312 14.1 Total Condemnation 1312 14.2 Partial Condemnation 43 14.3 Adjustment of Rent Upon Partial Taking 1113 14.4 Deposit of Condemnation Award with Escrow Agent 44 14.5 Temporary Taking 44 ARTICLE XV PAYMENT OF TAXES, ASSESSMENTS AND OTHER IMPOSITIONS .. 4544 15.1 Payment of Taxes and Impositions 1 514 15.2 Installment Payments of Ad Valorem Taxes and Impositions 45 15.3 Payment in Lieu of Taxes 45 15.4 Proof of Payment 4445 ARTICLE XVI DEFAULT 4645 16.1 Lessee Default 4645 16.2 Remedies of Lessor 47 MIAMI 5427950.4 74183/46889 Page iv of 83 TABLE OF CONTENTS PAGE 16.3 No Waiver by Lessor 48 16.4 Late Payment Fee 4918 16.5 Additional Guarantees 49 16.6 Remedies Cumulative 49 16.7 Lessor Default 5049 ARTICLE XVII ACCESS 50 17.1 Right of Entry 50 17.2 Access Agreements 50 ARTICLE XVIII DAMAGE TO LESSEE'S PROPERTY 50 18.1 Loss and Damage 50 ARTICLE XIX HOLDING OVER & SUCCESSORS 51 19.1 Holding Over 51 19.2 Successors 51 ARTICLE XX EQUAL EMPLOYMENT OPPORTUNITIES 51 20.1 Equal Employment Opportunities 51 20.2 Community Small Business Enterprise 52 20.3 Non -Discrimination 52 ARTICLE XXI MISCELLANEOUS 52 21.1 Accord and Satisfaction 52 21.2 Public Records 53 21.3 Entire Agreement 53 21.4 Independent Parties 53 21.5 Notices 54 21.6 Captions and Section Numbers 54 21.7 Partial Invalidity 5455 21.8 Estoppel Certificate 55 21.9 Waiver 55 21.10 Time is of the Essence 55 21.11 No Discrimination56 21.12 Governing Law, Venue, & Attorney's Fees 56 21.13 Waiver of Counterclaims 56 21.14 Waiver of Jury Trial 56 21.15 Quiet Enjoyment 56 MIAMI 5427950.4 74183/46889 Page v of 83 TABLE OF CONTENTS PAGE 21.16 Surrender of Possession 657 21.17 Joint and Several Liability 57 21.18 Third Party Beneficiary 57 21.19 Radon 57 21.20 No Liability for Act of other Party 57 21.21 Rights, Privileges and Immunities; Covenants 5758 21.22 Review of Statements 58 21.23 Consents 5758 MIAMI 5427950.4 74183/46889 Page vi of 83 LEASE AGREEMENT THIS LEASE AGREEMENT ("Lease"), made this day of , 20 , by and between the CITY OF MIAMI, a municipal corporation of the State of Florida having its offices at 3500 Pan American Drive, Miami, Florida 33133 ("Lessor" or "City") and VIRGINIA KEY, LLC a Florida limited liability company having its offices at c/o RCI Marine, 300 Alton Road, Suite 303, Miami Beach, Florida 33139 ("Lessee"). The Lessor and Lessee (together the "Parties"), hereby recite: RECITALS Whereas, the City is the owner in fee simple of certain upland and submerged lands located in the City of Miami, Miami -Dade County, Florida referred to herein as the "Premises," as specifically set forth in Exhibit A. Whereas, in response to the Virginia Key Marina Request for Proposals # 16-17-011 ("RFP"), Lessee submitted to Lessor a proposal, which was approved by the City Commission on by Resolution No. Whereas, this Lease was negotiated pursuant to the authority expressly conferred by the City of Miami Charter, general law, and the City Commission Resolution No. which authorized the execution of this Lease. Whereas, this Lease was approved by referendum on , by a majority of City of Miami voters as required by City of Miami Charter Section 3(f)(iii). Whereas, it is the mutual desire of the Parties that the Premises be leased and demised by Lessor to Lessee for the purposes set forth in this Lease, subject to and upon the express terms and conditions contained herein. The Parties believe that this Lease is consistent in all material respects with the RFP. Now therefore, in consideration of the foregoing and of the rent, covenants, and agreements hereinafter set forth, the Parties do hereby covenant and agree as follows: ARTICLE I INCORPORATION, EXHIBITS, & DEFINITIONS Any word contained in the text of this Lease shall be read as the singular or the plural and as the masculine, feminine or neuter gender as may be applicable in the particular context. More specifically, however, for the purposes of this Lease, the following words shall have the meanings attributed to them herein in subsection 1.3. MIAMI 5427950.4 74183/46889 Page 1 of 83 1.1 Incorporation by Reference The foregoing Recitals are hereby incorporated into this Lease by this reference as if set out in full in the body of this Lease. 1.2 Exhibits Attached hereto and forming a part of this Lease are the following Exhibits: Exhibit A Exhibit B Exhibit C Exhibit D Exhibit E Exhibit GF Exhibit G Exhibit DH Exhibit ET Exhibit J Exhibit K Schedule 4.1.1-- 1.3 1.3 Definitions Survey/Legal Description of Premises Annual Percentage Rent Statement Annual Gross Revenue Report Monthly Gross Revenue Report Lessee's Proposed Leasehold Improvements Payment & Performance Bond Contractor Insurance Requirements Leasehold Insurance Requirements Phase I -III Areas Phasing Plan Initial Signage Plan Base Rent 1.3.1 "Acceptable Operator" means an entity or entities possessing: (A) a minimum of five (5) years of experience (i) directly managing and operating a similar establishment or the applicable key components thereof (e.g., marina component, restaurant component) during the last fifteen (15) years; or (ii) directly involved in the ownership and day to day operation of a similar establishment or the applicable key component thereof (e.g., marina component, restaurant component) during the last ten (10) years; and (iii) in the management and operation for each use proposed; and (B) the threshold criteria outlined in the City of Miami Department of Real Estate and Asset Management RFP # 16-17-011; and C) a good reputation in the business community; and (D) adequate financial resources and personnel necessary for the proper performance of all of Lessee's obligations under this Lease in a manner consistent with the quality, reputation and economic viability of the Lessee's business at the Premises, including (without limitation) the obligation of payment of Rent payable by Lessee under this Lease. 1.3.2 "Additional Rent" means any and all additional sums, charges, or amounts of whatever nature to be paid by Lessee in accordance with the terms of this Lease, whether or not such sums, charges or amounts are referred to as Additional Rent. 1.3.3 "Anticipated Repair Cost" shall have the meaning set forth in Section 7.4. MIAMI 5427950.4 74183/46889 Page 2 of 83 1.3.4 1.3.3 "Applicable Law(s)" means all laws, Florida Statutes, Codes, City and Miami- Dade County Ordinances, orders, judgments, decrees and injunctions from courts having jurisdiction over the Premises, rules, and requirements of State and local boards and agencies with jurisdiction over the Premises, now existing or hereafter enacted, adopted, foreseen and unforeseen, ordinary and extraordinary, which may be applicable to the Premises or any part of it. 1.3.5 1.3.4 "Assignment" refers to the complete transfer of the rights and obligations of the Lessee under the Lease to a third party, whereupon the third party assignee becomes the Lessee under the Lease and takes over all of the Premises and the rent and other obligations associated with the Lease, thereby assuming the prior tenant's rights and obligations. Subleases of a portion of the Premises shall not be deemed an Assignment. 1.3.6 1.3.5 "Assignee" refers to the third -party entity assuming the rights and obligations of the Lessee or assignor or owner of the Leasehold Estate. 1.3.7 1.3.6 "Assignor" refers to the Lessee that is assigning its rights and obligations under this Lease to a third -party entity. Unless released from liability from the City pursuant to Section 10.10 of this Lease, which decision shall be conditioned on the payment of the consideration at the time of Assignment set forth in Section 10.3 of this Lease, the Assignor shall remain secondarily liable as a guarantor for the obligations under the Lease, if the new Lessee (Assignee) defaults under the Lease. 1.3.7 "Average Repair Costs" shall mean the average of the previous five (5) years' "repair and maintenance" line item costs, inclusive of any capital items. Average Repair Costs shall be calculated in order to determine the annual amount due to the CapEx Fund, as specified in section 7.1 below. 1.3.8 "Base Rent" shall mean the annual Base Rent due and payable by Lessee on a monthly basis for the use of each Phase of the Premises and shall have the sum ascribed to it in Section 4.1.1. 1.3.9 "Business Days" means Monday through Friday, excluding legal holidays in the City of Miami, Florida. 1.3.10 "Christoph" means any immediate family member of Robert W. Christoph, Robert W. Christoph, Jr., and/ or Hunter Christoph or any trust formed for such family members' benefit or any entity controlled or under common control with Robert W. Christoph, Robert W. Christoph, Jr. or Hunter Christoph. 1.3.11 1.3.10 "City Manager" shall mean the Chief Administrative Officer of the City. In day to day matters all decisions attributed to the City in this Lease may be made by the City Manager, or his or her authorized designee, unless otherwise specified. 1.3.12 1.3.11 "City Commission" shall mean the local legislative body of the Executive Mayor City Commission. Notwithstanding Section 1.3.10 above the City Commission will be required to approve the Lease and any material amendments to the Lease. MIAMI 5427950.4 74183/46889 Page 3 of 83 1.3.13 1.3.12 "Construction Work" shall mean any and all construction work performed by the Lessee, its contractors, subcontractors, agents or employees relating to or in connection with this Agreement, including but not limited to any work performed subsequent to the Construction Completion Date. 1.3.14 1.3.13 "Consumer Price Index" shall mean the Consumer Price Index reported by the U.S. Bureau of Labor Statistics for All Urban Consumers, with a U.S. City Average area coverage. 1.3.15 "Construction Rent" means . See Proposal 1.3.16 1.3.14 "Date of Taking" means the earlier of (i) the date on which actual possession of all or less than all of the Premises, as the case may be, is acquired by any lawful power or authority pursuant to the provisions of any applicable law; or (ii) the date on which title to all or less than all of the Premises, as the case may be, has vested in any lawful power or authority pursuant to the provisions of any applicable law. 1.3.17 "Liens and Encumbrances" means any liens, encumbrances, mortgages, easements or any other matters affecting title which would preclude or otherwise materially affect Lessee's quite enjoyment of the Premises. 1.3.18 1.3.15 "Fair Market Value" has the meaning set forth in Section 4.1.6 of this Lease and secondarily as supplemented by the applicable terms of the RFP. For purposes of this Lease, "Fair Market Value" will have the same meaning as "Fair Market Rent." 1.3.19 1.3.16 "Force Majeure" means an event beyond human control, including but not limited to acts of national security, national emergency acts of God, a named storm event, war, act or threats of terrorism, Government regulation, strikes (other than strikes of Lessee's employees or sublessees' employees), fire or other natural calamity, disorder, civil disobedience, curtailment of transportation facilities or service, or any occurrence which makes it inadvisable, illegal, or impossible for Lessee to perform its obligations under this Lease. Neither party shall be entitled to claim Force Majeure erfor events caused, directly or indirectly, by Lesseeit or individuals or entities under Lessee'sits control. _ 1.3.20 1.3.17 "Gross Condemnation Award" means the actual amount of the award paid in connection with or arising from the acquisition or other taking of all or less than all of the Premises, as the case may be. 1.3.21 1.3.18 "Gross Insurance Proceeds" means the actual amount of insurance proceeds paid following an insured casualty to the Leasehold Improvements. 1.3.22 1.3.19 "Gross Revenues" shall mean the entire amount of all revenues and percentages of revenues actually collected and received by the Lessee (and its assignees or transferees) from Lessee's operation of any business at the Premises or by and through its Leasehold Estate, including without limitation, those Gross Revenues derived from the following sales sources: MIAMI 5427950.4 74183/46889 Page 4 of 83 a. all revenue received by Lessee from Lessee or its affiliates operating any commercial or retail business and/or services on or from the Premises other than a restaurant the Gross Revenues from which are specifically described set forth in (b), (d), (g) and (h) below); b. all revenues received by Lessee from Lessee's or its affiliates' operating a restaurant at the Premises from sales of food, beverage, wine, beer, merchandise or services from the Premises; c. all revenue received by Lessee derived from its advertising and sponsorships conducted on the Premises by or at the direction of Lessee, including, but not limited to, movies, television commercials, etc.; d. all amounts received by Lessee from Lessee operating a restaurant at the Premises from anyor its affiliates' catering food operations based at the Premises; e. all amounts received by Lessee from valet concession sales, parking valet services or similarly authorized and permitted concessions on the Premises where the Lessee receives and retains any portion, percentage or fraction of the cost of such sales or services in any manner from the Concessionaire, these sales are subject to verification by a written concession agreement, and any audit or inspection requested by the Lessor in accordance with the requirements of Section 18-99 through 18-102 of the City Code, which is deemed incorporated by reference as if fully set forth herein; f. all amounts received by Lessee from sales made or performed by means of mechanical or other vending devices or machines on the Premises, including without limitation, payphones, vending machines, and entertainment devices both for cash and on credit, rendered in or upon the Premises; g• all revenue received by Lessee in connection with thefor Lessee or its affiliates' operation of special events uses oft the Premises, any facility thereon, or any portion thereof for any period of time, including banquets, parties, and receptions held on or initiated from the Premises; h. amounts received by Lessee from Lessee or its affiliates' sales from interne or telephone food/beverage orders received or filled at the Premises, or procured from the Premises by house -to- house or other canvassing, including discount, merchant and online savings incentives including, without limitation, sources and programs such as Groupon, all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere, including proceeds of all video games; i. all grants, subsidies, rebates, credits or similar benefits received by Lessee from any federal, state, regional or local body, agency, authority, department or organization which revenues are unrestricted or are to be used for general operating expenses; however grants by Lessee for the construction of any Leasehold Improvements or infra -structure are specifically excluded. MIAMI 5427950.4 74183/46889 Page 5 of 83 j. all donations and contributions received by Lessee, the revenues of which are unrestricted or are to be used for general operating expenses; k. all sublease Rent, license fees and the like received by Lessee;Sublease Rent, received by Lessee but specifically excluding any pass through charges or expenses reimbursed by a Sublessee such as reimbursements for utilities, impositions, insurance, common area maintenance costs and the rent paid by an affiliate of Lessee to Lessee under a Sublease so long as the Gross Revenue collected by the affiliate of Lessee is included; 1. and all other receipts whatsoever derived from commercial operations conducted in or from the Premises by the Lessee. Gross Revenues, whether for cash, credit, credit cards or otherwise, shall be recognized in the period the service was provided or sale took place unless it is for a gift and or other credit which shall be recognized upon redemption. Payments received in advance are deferred and are recognized as revenue in the period the service is rendered or sale takes place. Grants shall be recorded as income during the period designated by the grants or when the Lessee has incurred expenditures in compliance with the restrictions of the grantor. If a sale is by credit card, no deduction shall be allowed for any commission associated with such sale. Items which shall be expressly excluded from the definition of Gross Revenues: (i) Any sales taxes imposed by law which are separately stated to and paid by the purchaser or user, and are directly payable to a taxing authority by the Lessee, shall be excluded from gross receipts; (ii) Bad debts; (iii) (ii) Income from the Lessee's provision, without profit, of utilities or other services, including telephone, cable television, internet, water, and —electricity and landscaping maintenance, to tenants, subtenants or concessionaires utilizing the Premises, so long as this exclusion is susceptible to audit.; (iv) Income from any pass -through expenses, without profit paid by any tenants, subtenants or concessionaires utilizing the Premises, which are expenses actually incurred by Lessee such as real estate taxes or Impositions, so long as this exclusion is susceptible to audit; (v) (iii) Service, finance, late and/or interest charges imposed by Lessee and paid by customers for the extension of credit on sales by Lessee where such charges are not included in the sales prices of the items or services sold; and (vi) Gross Revenues of any Sublessee, licensee or concessionaire not affiliated with Lessee who is renting or using space and operating a business at the premises however the rent paid by such third party shall be included as provided in (k) above. MIAMI 5427950.4 74183/46889 Page 6 of 83 A "sale" shall be deemed to have been consummated for the purpose of this Lease, and the entire amount of sales price collected by Lessee, shall be included in Gross Revenues, at such time that (i) the transaction is initially reflected in the books or records of Lessee; or (ii) Lessee receives all or any portion of the sales price; or (iii) the applicable goods or services are delivered to the customer and payment is made to Lessee, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sale price has actually been paid at the time of inclusion in Gross Revenues or at any other time. 1.3.23 1.3.20 "Impositions" means all assessments, impositions, levies, and governmental charges, including, without limitation, assessments imposed by the City and/or County, franchise fees, fire fees, excises, parking surcharges, license and permit fees, levies, charges and taxes, including ad valorem real estate taxes on the Premises and the Leasehold Improvements, general and special, ordinary and extraordinary properly levied against the Premises and the Leasehold Improvements, any personal property, and/or the Lessee's Leasehold Estate which constitute a lien on the Premises or the Leasehold Improvements. 1.3.24 1.3.21 "Lease" means this Lease as supplemented by the RFP, any addendums thereto, and the Lessee's response to the RFP, all of which are hereby incorporated by reference into this Lease as additional documents providing supplemental terms and conditions; provided, however, that in the event of any express conflicts between this Lease and the other documents referenced in this subsection this Lease shall govern. 1.3.25 1.3.22 "Lease Date" means the date that the Lease is fully executed and legally binding upon the Parties after approval by the City of Miami Commission and approval by referendum. 1.3.26 1.3.23 "Leasehold Estate" means all of Lessee's right and interest as Lessee in, to and under this Lease, the Premises and the Leasehold Improvements, if applicable. 1.3.27 1.3.24 "Leasehold Improvements" means any initial permanent structures, furnishings, or equipment constituting fixtures to be installed on the Premises, and all other items and improvements constituting fixtures to be installed or constructed thereafter, from time to time during the Lease Term that are hereafter located upon the Premises. If the Leasehold Improvements are constructed in Phases as permitted in this Lease the reference to the term Leasehold Improvements shall mean and refer to the Leasehold Improvements in a particular Phase as the context may so indicate. 1.3.28 1.3.25 "Leasehold Mortgage" means a mortgage, deed of trust, or any security interest given in connection therewith, which together constitute an encumbrance or lien upon the Lessee's Leasehold Estate or any part of it, or any related personal property, and Lessee's interest in the Leasehold Improvements as security for any loan. The Leasehold Mortgage may never lien, pledge, hypothecate, or otherwise encumber the fee simple interest of the Lessor. _ MIAMI 5427950.4 74183/46889 Page 7 of 83 1.3.29 1.3.26 "Lease Tenn" means the period of time fixed in Section 3.1 and shall be deemed to include the additional period of time fixed in Section 3.2 if Lessee exercises Lessee's right to renew the Lease. 1.3.30 1.3.27 "Lease Year" means twelve (12) full consecutive months. The first Lease Year shall begin on the LeaseRent Commencement Date. If the LeaseRent Commencement Date does not fall on the first day of the month, the first Lease Year will commence on the first day of the following month. Each succeeding Lease Year shall commence on the anniversary date of the first Lease Year. 1.3.31 1.3.28 "Major Special Event" means any event held at the Premises which is not in the ordinary course of the day-to-day business activities at the Premises and which event lasts for a period of two (2) or more than five (5) consecutive Business Days (excluding set up and breakdown time). 1.3.32 1.3.29 "Parking . See Proposal Facilities" shall mean 1.3.33 1.3.30 "Percentage Rent" shall have the meaning ascribed to it in Section 4.1.4 and shall be payable annually and calculated as a percentage of the Gross Revenues. 1.3.34 1.3.31 "Phase" shall mean a portion of the Premises and the Leasehold Improvements built thereon, as set forth in Exhibit E attached hereto. 1.3.35 1.3.32 "Phasing Plan" means the phased development of the Leasehold Improvements and use of the Premises as set forth on Exhibit E attached hereto 1.3.36 "Placeholder Rent" means . See Proposal 1.3.37 1.3.33 "Premises" means the space more particularly described in Section 2.1 herein and Exhibit A attached herewith and incorporated herein by reference, known as Virginia Key Marina, and having a collective address of 3301, 3605, 3501, 3311, & 3511 Rickenbacker Causeway, Miami, Florida. 1.3.38 "Principal" means Virginia Key Parent, LLC, a Florida limited liability company. 1.3.39 1.3.34 "Proposal" means the document received by Lessor from Lessee in response to the RFP. 1.3.40 1.3.35 "Rent" means Base Rent, Percentage Rent and any other rents, costs and expenses denominated as Additional Rent. 1.3.41 "Rent Commencement Date" means the date that Lessee shall commence paying Base Rent for each applicable Phase as further set forth in Section 4.1. The Rent Commencement Date shall be no earlier than the Objection Expiration Date. MIAMI 5427950.4 74183/46889 Page 8 of 83 1.3.42 1.3.36 "RFP" means the document entitled Request for Proposals # 16- 17-011, issued by the City on February 17, 2017, and any addendums thereto. 1.3.43 1.3.37 "Sublease" means any lease (excluding this Lease), sublease, license, concession or other agreement by which Lessee or any person or other entity claiming under Lessee (including, without limitation, a Sub -lessee or sub -licensee) demises, leases, subleases, licenses or sublicenses to or permits the use or occupancy by another person or entity of any part of the Premises and Leasehold Improvements. 1.3.44 1.3.38 "Sub -lessee" means any person, firm, corporation or other legal entity using or occupying or entitled to use or occupy any part of the Premises or the Leasehold Improvements under a Sublease. 1.3.45 "Suntex" means Virginia Key SMI, LLC, Suntex Marina Investors, LLC or any entity directly or indirectly controlled by such entity or under common control with such entity. 1.4 1.4—Priority of Documents The Virginia Key Marina Request for Proposals # 16-17-011 ("RFP") shall be incorporated hereto by reference. Following the issuance of the RFP, Lessee submitted a Proposal ("Proposal"), which was accepted by the City. The above -referenced documents shall be interpreted to avoid conflicts, where possible. In the event of an express conflict between the above -referenced documents and the terms of this Lease, the following order of priority shall govern: Proposal; 1.4.1 This executed Lease and its exhibits shall govern over the RFP and the 1.4.2 The RFP shall govern over the Proposal; 1.4.3 The Proposal will be subordinate to the Lease and the RFP. respectively. ARTICLE II LEASE OF PREMISES 2.1 Lease of Premises The Lessor does hereby lease, let and demise to the Lessee, and the Lessee hereby leases from the Lessor the Premises, subject to the following terms and conditions, to have and to hold the said lands, tenements and hereditaments, with all of the rights, privileges and appurtenances, thereunto belonging or pertaining unto Lessee for the Lease Term herein specified, unless this Lease shall be sooner terminated in a manner hereinafter provided. The Premises is described more particularly in Exhibit A attached hereto and incorporated herein by reference. Lessee shall have all rights, privileges, easements and appurtenances, if any, benefiting the Premises in, over and upon adjoining and adjacent public and private land, highways, roads MIAMI 5427950.4 74183/46889 Page 9 of 83 and streets reasonably required for ingress or egress to or from the Premises by Lessee, its agents, servants, employees, contractors, customers and invitees and all others related to Lessee's use and occupancy of the Premises. Notwithstanding any language in this Lease to the contrary, Lessor is the fee simple owner of the Premises, and this Lease shall in no way convey any title or other rights to the Premises to Lessee unless otherwise specified herein; Lessee may not mortgage, pledge, transfer, hypothecate, or otherwise encumber Lessor's fee simple ownership interest in the Premises in any way, or in any way pledge any rights held by the fee simple owner.-; however Lessee may mortgage, pledge or otherwise encumber its Leasehold Estate pursuant to the provisions of Section 11.13. Lessor agrees that it will not impair or permit any third party to impair any access to or use of the Leased Premises during the Term or any Renewal Term. 2.2 2.2 Purpose of Use and Occupancy The Lessee will use and occupy the Premises, subject to compliance with all applicable laws, rules, regulations, permits, licenses, consents, and similar approvals, including the use requirements and other conditions imposed by the RFP, for: (i) wet and dry slips for vessels and boat storage; (ii) ship's store; (iii) restaurant; (iv) sale of fuel; (v) small scale non-commercial repair and maintenance of vessels and marine related equipment; (vi) , and (vii) other marine and ancillary uses, and for no other purpose or use of any kind without the prior written consent of Lessor, which consent shall not be unreasonable withheld, conditioned or delayed. Reasonably related special events may be held on the Premises without the City's prior written consent; however the City's prior written consent shall be required for Major Special Events. The request for a Major Special Event must be provided a minimum of thirty (30) days prior to the date of the event and the Lessor shall have ten (10) days to respond to such a request. If the City fails to timely respond to a request for a Major Special Event it shall be deemed approved. Except as otherwise set forth in this Lease, the Lessee will operate the Premises a minimum of forty (40) hours per week, except in cases of Force Majeure, casualty or condemnation or any reasonable period of remodeling, repair or reconstruction of the Premises, which remodeling, repair or reconstruction may not, without the City's prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed), exceed a continuous period of thirty (30) days in any calendar year, or more than a cumulative total period of forty five (45) days in any calendar year. 2.3 2.3 Suitabili of Premises Lessee acknowledges that neither the Lessor nor any of Lessor's officers, representatives, or employees has made any representation or warranty with respect to the Premises, or with respect to the suitability or fitness of the Premises, for the conduct of Lessee's operations or for any other purpose, except as set forth in this Lease or in the RFP. The execution of this Lease by Lessee shall establish that the Lessee accepts the condition of the Premises "AS IS," subject to the representations set forth in Section 2.4 herein, the RFP or elsewhere in this Lease.- and the obligations of Lessor set forth in this Lease. Notwithstanding anything contained herein to the foregoing, Lessor shall be required, at its sole costs and expenses, to remove any deed or other MIAMI 5427950.4 74183/46889 Page 1(Lof 83 restriction on title to the Premises that prohibits or materially and negatively impacts the Lessee's ability to use the Premises for the purpose set forth herein. 2.4 2.4 Limited Representations by Lessor Lessor makes the following representations, covenants and warranties which shall survive the execution of this Lease and the taking of possession of the Premises by the Lessee: a) That Lessor has taken all requisite actions to make this Lease binding upon Lessor, and Lessor has marketable, fee simple title to the Premises, and is the sole owner of and has good right, title and authority to convey and transfer to Lessee all rights and benefits for Lessee's use as provided herein which are the subject matter of this Lease for Lessee's use as preAtided-her-ein, free and clear of all Liens, Encumbrances and without need for the consent of or waiver by any third party. Absent emergency action, or other Municipal Home Rule Action required by the public health, safety and general welfare, Lessor covenants with Lessee that it will not, during the Lease Term and any option period hereof, conferred and validly exercised, knowingly permit the imposition upon the Premises any liens, encumbrances, mortgages, ascments or any other matters affecting title which would preclude or otherwise materially affeet-liesseels-quiet-enjeymetit--efof any Liens and Encumbrances. To the extent any Liens and Encumbrances exist as of the Rent Commencement Date, Lessor shall cause any and all such Liens and Encumbrances to be promptly removed from the Premises. The obligation of the Lessor set forth in the preceding sentence is not intended to limit the ability of the Lessor, acting in its governmental capacity, to exercise its police powers with respect to the Premises and any activities within the Premises but shall not materially impair Lessee's ability to use the Premises for the uses set forth in Section 2.2 of this Lease. b) That no party, other than Lessee, shall on the Lease Date he in or have any right to possession of the Premises. c) That the terms of this Lease, including, without limitation, the intended use of the Premises by Lessee, are not in violation of or expressly inconsistent with any operative agreement, covenant, restriction or limitation known to Lessor of any kind whatsoever which relates to the Premises. 2.5 Satisfaction of Liens Lessor shall satisfy or cancel of record all existing Liens and Encumbrances affecting the Premises as of the Lease Date except as otherwise set forth in this Lease. ARTICLE III TERM 3.1 Term of Lease The initial Lease Term is for a period of forty-five (45) years, commencing on the L ascRent Commencement Date. The Lease Term shall be extended to include any fraction of a calendar month between the Lease Date and the first day of the first full calendar month thereof. MIAMI 5427950 4 74183/46889 Page 11 of 83 3.2 3.2 Option to Renew The Lessee has the option of extending this Lease for two (2) additional terms of fifteen (15) years each ("First Renewal Term" and "Second Renewal Term"), as long as no Event of Default exists at the commencement of the subject Renewal Term. To exercise the First Renewal Term or the Second Renewal Term, the Lessee must give Lessor written notice by the latter of (i) the date which is one hundred eighty (180) prior to the expiration date of the Lease Term or the First Renewal Term or (ii) the date thirty (30) days following written notice from Lessor advising Lessee that Lessee has failed to furnish notice of its option to exercise the First Renewal Term or the Second Renewal Term, as applicable, in the manner provided for herein (the "Reminder Notice"), which Reminder Notice shall state that such notice constitutes final notice to Lessee of its option to exercise the First Renewal Term or the Second Renewal Term, as applicable. Lessor shall send the Reminder Notice as a pre -condition to Lessee's option of extending the Lease Term expiring. The First Renewal Term and the Second Renewal Term will be on the same terms and conditions as the Lease Term, except that the Base Rent will be adjusted as set forth in Section 4.1.2 below. The total term of the Lease, inclusive of the First and Second Renewal Term, is seventy-five (75) years. No additional renewals will be available. ARTICLE IV RENT, SECURITY DEPOSIT, & FINANCIAL RECORDS 4.1 Base Rent and Percentage Rent Commencing on the LeseRent Commencement Date and on the first (1st) day of every calendar month thereafter during the Lease Term, Lessee hereby agrees to pay to the Lessor the applicable Base Rent. If the first payment of Base Rent does not fall on the first day of the month, the first payment shall be prorated based on the number of days in such month. In addition to Base Rent, the Lessee hereby agrees to pay the Lessor Percentage Rent on an annual basis as set forth in this Article. In the event that Lessee fails to provide payment of Rent in the time required by the terms of this section, Lessee shall be subject to a Late Fee in addition to payment then due, as more particularly described in Section 16.4 below. No Late Fee shall be savable by Lessee on any Percentage Rent if such unpaid amount is due to the findings of amounts payable in connection with an audit or dispute relating thereto. In such event a Late Fee shall only be pa able if Lessee f. it to s a an amounts due within thin 31 . a s after the resolution and final determination of such amount payable as a result of such audit. MIAMI 5427950.4 74183/46889 Page 12 of 83 4.1.1 Base Rent,, Construction Rent and Placeholder Rent The Base Rent shall be per month, Construction Rent and Placeholder Rent shall be payable on the amounts set forth on Schedule 4.1.1, which has been estimated based upon: (i) the size of the Premises and (ii) the anticipated time required for Lessee to (a) obtain legal possession of the Premises, and (b) the land use approvals, zoning designations and permits for the construction of the Leasehold Improvements to be constructed by Lessee and the use of the Premises by Lessee and is subject to reasonable adjustment by Lessor and Lessee for delays in connection therewith. The Base Rent shall be adjusted and increased annually by the method described in Section 4.1.2 below upon the commencement of the second Lease Year. 4.1.2 Base Rent Increase Lessee agrees that the Base Rent shall be increased annually by an amount equal to the greater of: an increase by three percent (3%) of the previous year's Base Rent, or an increase based on the amount indicated by the Consumer Price Index as of three (3) months prior to the beginning of the applicable adjustment date. In no event shall any such annual adjustment to the Base Rent result in an increase that is less than three percent (3%), or more than five percent (5%) of the Base Rent in the year amount immediately prior to the effective date of such adjustment. 4.1.3 Sales Tax The Lessee shall be liable for the prevailing State of Florida Sales, Use or similar tax imposed on the amount of Rent paid to Lessor under this Lease, in the absence of an exemption or other reduction by the State of Florida or other taxing entity. To the extent permitted by Applicable Law, Lessee shall be entitled to take a credit for Sales and Use Taxes paid by any Sublessee, licensee, concessionaire or the like. This Sales and Use Tax shall be payable to the Lessor when Rent is due, and in turn, Lessor will remit the same, less any authorized handling deductions, if any, to the State. 4.1.4 Percentage Rent From the LeaseRent Commencement Date and continuing throughout the term of the Lease, Lessee shall pay to the City a percentage of Lessee's annual Gross Revenues for Lessee's business operations made from or upon the Premises for that same time period as set forth below. Percentage Rent shall be computed on an annual basis ("Percentage Rent Period") beginning with the LeaseRent Commencement Date and continuing throughout the Term. The amount of Percentage Rent payable shall be determined as follows: a. percent of wet slip and -dry storage eper-ations;Commercial Space: See Proposal b. Space: See Proposal c. percent of sublease income or other income received by tiFuel Sales: See Proposal MIAMI 5427950.4 74183/46889 Page 13 of 83 PERCENTAGE RENT SHALL NOT BE SUBJECT TO ANY NATURAL OR ARTIFICIAL BREAKPOINT. 4.1.5 Manner of Payment The Percentage Rent shall be payable within sixtyninety (64 90) days after the end of each Lease Year. Lessee shall deliver to the Lessor a statement setting forth the Gross Revenues during the applicable Percentage Rent Period ("Annual Percentage Rent Statement"), and Lessee shall pay to the Lessor the amount of Percentage Rent due and payable, if any, to the Lessor pursuant to the terms of this Lease. Each Annual Percentage Rent Statement shall be signed and certified to be complete and correct by an officer of Lessee. Such statement shall show the annual Gross Revenues and an itemization of any exclusions or deductions for the current Lease Year. Lessee shall provide the Annual Percentage Rent Statement with an Annual Gross Revenue Report in substantially the same form as attached hereto as Exhibit B and Exhibit C. Lessee shall: (i) pay the Lessor (x) the monthly Base Rent and (y) the Percentage Rent, and (ii) deliver the corresponding Annual Percentage Rent Statement and Gross Revenue Report for the preceding Lease Year to the City of Miami, Department of Real Estate and Asset Management at the address noted below: City of Miami Department of Real Estate and Asset Management Attention: Lease Manager 444 SW 2nd Avenue, 3rd Floor Miami, Florida 33130 4.1.6 Fair Market Value As required by applicable laws, the Lessor has determined that the Base Rent and the Percentage Rent constitutes Fair Market Value. The Lessor has made such determination based on an appraisal of the proposed project as performedby two (2) State -certified general appraisers hired by the Lessor. 4.2 intentionally Deleted based upon Addendum #5 to RFP. See Proposal re: Parking Upon the Lessee shall be required to contribute an amount equal to fifteen thousand and 00/100 dollars ($15,000.00) per parking space required to meet the Lessee's parking requirement pursuant to the RFP. Based on the proposed development, the Lessee's total contribution to the Parking Facilities shall be dollars ($ ) for the non exclusive use of a total of parking spaces, which amount may be adjusted as yet forth below ("Parking Trust Fund Contribution"). The Parking Facilities shall be a public municipal garage, which shall be built and operated by the Department of Off Street Parking of the City of Miami d/b/a Miami Parking Authority ("MPA"). MIAMI 5427950.4 74183/46889 Page 14 of 83 The Lessee shall pay the balance of the Parking Trust Fund Contribution by cashier's 2nd Avenue, 3rd Floor, Miami, Florida 33130. If the MPA has not obtained building permits for, and commenced construction of, the Parking Facilities within , then the Lessor shall return the Parking Trust Fund Contribution to the Lessee. The Parties acknowledge that the final calculation of the Parking Trust Fund Contribution may fluctuate based on the actual gross leasable retail square footage constructed by the MPA as retail area within the Parking Facilities; on the formula set forth in the RFP) upon completion of the retail area within the Parking Facilities. 4.3 4.3 Security Deposit Simultaneously upon the execution of this Lease by Lessee, the Lessee shall pay to the Lessor a security deposit equal to Two Million Dollars ($2,000,000) (the "Security Deposit"), to be held as security for performance by Lessee of all obligations imposed under this Lease which Lessee is required to perform during the Lease Term, and any extension thereof. The amount specified above shall be adjusted to one million and 00/100 dollars ($1,000,000.00) upon the issuance of a final Certificate of Completion for the Leasehold Improvements. Five (5) years following the issuance of the Certificate of Completion, an additional five hundred thousand ($500,000) shall be returned to Lessee; the remaining five hundred thousand dollars ($500,000) shall remain in the account as security for the Lease. The Lessor acknowledges that a portion of the Security Deposit was previously deposited by the Lessee with the Lessor as part of pursuant to the terms of the RFP. The Security Deposit shall be in the form of cash or its equivalent (e.g., letter of credit) which funds may be commingled by Lessor with its other funds. No interest shall be paid on the Security Deposit by Lessor. For so long as the Security Deposit has not been repaid by Lessor, it shall constitute an account payable by Lessor to Lessee within thirty (30) days following termination of this Lease to the extent, if any, that the Security Deposit has not been applied by Lessor as hereunder provided. If an Event of Default shall occur with respect to any covenant duty, or obligation of Lessee under this Lease, then the Security Deposit or any part thereof may be applied by Lessor, at Lessor's sole discretion but in accordance with the terms of the Lease, to the damages sustained by Lessor by reason of any such Event of Default or to indebtedness owing by reason of any failure of Lessee to make any required monetary payment under this Lease. Lessor shall provide written notice to Lessee of the amount and reason for any application of the Security Deposit within five (5) Business Days after such application. No such application shall be construed as an agreement to limit the amount of Lessor's claim or as a waiver of any damage or release of any indebted ness, and any claims of Lessor under this Lease not recovered in full from the Security Deposit shall remain in full force and effect. In no way shall the &Security dDeposit serve as liquidated damages for any event of default; rather, Lessor may apply the Security Deposit amount to damages sustained by Lessee's default and continue to request any additional amount owed. Notwithstanding the above, in the event of a Lessee Default resulting from Lessee's failure to meet the development schedule, subject to reasonable extension for MIAMI 5427950.4 74183/46889 Page 15 of 83 Force Majeure and/ or any uncured default by the Lessor, Lessor shall have the right to retain the Security Deposit as additional damages. Further, at any time or times when Lessor has made any such application of all or any part of the Security Deposit, Lessor shall have the right (but not the obligation) at any time thereafter to request in writing that Lessee pay to Lessor a sum or sums equal to the amounts so applied by Lessor so that Lessor will always be in possession of a sum equal to the amount of the Security Deposit stated above. Lessee shall make each such requested remittance within thirty (30) days following such request from Lessor and each such remittance received by Lessor shall thereupon constitute a part of the Security Deposit subject to the terms and provisions thereof. Failure to make any such requested remittance within such thirty (30) day period may be treated by Lessor as a failure by Lessee to make timely payment of rent and as an Event of Default. The Security Deposit shall be retained by the Lessor throughout the entire term of this Lease and, if not utilized by Lessor, will be returned to Lessee without interest, and less any allowable deductions, credits or setoffs by Lessor, within thirty (30) days following the surrender of the Premises at the termination of this Lease, inclusive of any validly exercised option period, as applicable. 4.4 Earnest Monet/ Deposit Upon execution of the Lease, the Successful Proposer shall provide Seven Million Dollars ($5,000,0007,000,000) by an irrevocable/unconditional cashier's check, drawn on a financial institution authorized to do business in Florida (or may do the same by wire transfer or similar means), or shall provide proof the above -mentioned amount has been deposited into a restricted escrow account. Upon commencement of construction, the Successful Proposer shall be allowed to withdraw from that fund in order to pay for the costs of construction. NOTE TO CITY: CONFIRM IF $5MM OR $7MM IN LIGHT OF $2MM SECURITY DEPOSIT. 4.5 Lessee's Financial Records Lessee will establish an operating entity that is unique to the operations of the Lessee in the Premises, as well as one or more bank accounts through which deposits of Gross Revenues generated from such operations will be made. The bank in which such deposits are made shall be based in the United States or shall have a large local presence. The said deposits of Gross Revenues will not be comingled with those from any other operations of the Lessee outside of the Premises or any other affiliated organizations. In addition and/or alternatively, Lessee will use an accounting system that will separately provide for a detailed accounting of Gross Revenues. The detailed accounting shall not be commingled with the Lessee's other operations; and, should comply with federal income tax returns and state sales and use tax returns. Accordingly, Lessee shall prepare and keep full, complete and proper financial records and source documents in accordance with generally accepted accounting principles generally accepted in the United States, of the Gross Revenues, whether for cash, credit or otherwise, of each separate department at any time operated in the Premises. The financial records and source documents to be kept by Lessee for Lessee's business operations at the Premises shall include, but shall not be limited to true copies of: (1) records of MIAMI 5427950.4 74183/46889 Page 16 of 83 inventories and receipts of merchandise; (2) profit and loss statements; (3) variance reports; (4) arrearage reports; (5) balance sheets; (6) financial journals and sales summary records; (7) general ledgers; (8) daily dated cash register tapes; (9) daily dated cash register summary tapes ("z" tapes);(10) sales slips which are either pre -numbered; or sequentially numbered or otherwise by anyan electronic method, including those for mail or telephone orders; daily sales and/or point of sale (POS) reports; (11) financial statements; (12) bank statements; (13) records of daily bank deposits from transactions at or from the premises; (14) duplicate validated bank deposit slips; (15) purchase invoices; (16) inventory and receiving records; (17) pricing schedules or other materials showing price markups; (18) federal, state, and local income tax returns; (19) state and local sales tax reports; (20) settlement statements of transactions with subtenants, concessionaires, and lessees; and any and all records that may be examined or required by an independent accountant in performing an audit of Lessee's Gross Sales or which may be requested by Lessor. Pertinent original sales records shall include, without limitation: (i) sales reports of back office systems fed from point of sale terminals, (ii) cash register tapes, including tapes from temporary registers, if any, (iii) serially pre -numbered sales slips, (iv) the original records of all mail, internet and telephone orders at and to the Premises, if any, (v) settlement report sheets of transactions with any person conducting business on the Premises, if any, (vi) original records indicating that merchandise returned by customers was purchased at the Premises by such customers, (vii) memorandum receipts or other records of merchandise taken out on approval, (viii) detailed original records of any exclusions or deductions from Gross Revenues, (ix) sales tax records, and (x) such other sales records, if any, which would normally be examined by an independent accountant pursuant to accepted auditing standards in performing an audit of Lessee's sales. 4.6 Reports by Lessee Within thirty (30) days following the last day of each month of each Lease Year, Lessee shall furnish to Lessor a monthly statement of Gross Revenues generated in the preceding calendar month ("Monthly Gross Revenue Report"). The Monthly Report shall be signed and certified to be complete and correct by an officer of Lessee. Lessee shall use a Monthly Gross Revenue Report, a sample of which is attached herewith and incorporated herein as Exhibit D to itemize any and all reportable Gross Revenues, or any similar form acceptable to Lessor. Within sixty (60) days after the end of each Lease Year, Lessee shall also furnish to Lessor the Annual Percentage Rent Statement and Annual Gross Revenue Report specified in section 4.1.5 above, showing in reasonable detail the amount of such Gross Revenues made by Lessee from the Premises during the preceding Lease Year. Any intentional misstatement of Gross Revenues will constitute a default under this Lease. 4.7 Right to Examine Financial Records Lessor shall have the right to examine all of Lessee's financial records related to the calculation of Gross Revenues, including bank statements, state sales and use tax returns/reports, and federal income tax returns filed by Lessee, and pertaining to the financial operations on the subject Premises. To the extent legally permissible, all such information shall be marked as 1V11AM1 5427950.4 74183/46889 Page 17 of 83 confidential business records of Lessee or such other designation in order to fall within an exception to the public records disclosure laws. Lessee shall make all such documents and records available for a period of three (3) years after the expiration of each Lease Year. Lessee shall furnish such information at the Premises or Lessee's main accounting office upon not less than thirty (30) days prior written notice from Lessor. 4.8 Audit At its option, Lessor may at any time, upon not less than thirty (30) days, prior written notice to Lessee, arrange for an Independent Certified Public Accountant of reputable standing selected by Lessor to conduct a complete audit (including a physical inventory, if applicable) of the entire records and operations of Lessee included in Gross Revenues from the Premises pertaining to the period covered by any statement issued by Lessee. Lessee shall make available to the Lessor's auditor at the Premises or Lessee's main accounting office on the day set forth in Lessor's notice, requiring such audit, all of the financial records, source documents, variance reports, general ledgers, management reports, arrearage reports, check registers, and any other materials which such auditor reasonably requests in writing for the purpose of performing such audit. Lessee shall promptly pay to Lessor the amount of any deficiency in Percentage Rent payments disclosed by any such audit if the results of such audit are not disputed.- in writing by Lessee. If such undisputed audit shall disclose that Lessee's statement of Gross Revenues is at variance following the dispute resolution set forth below to the extent of five percent (5%) or more, Lessor may bill to Lessee the cost of such audit, which Lessee shall pay within thirty (30) days after Lessee's receipt of Lessor's invoice. If such audit shall disclose an overpayment, Lessor shall credit such overpayment toward the next payment(s) of Rent due under the Lease or at Lessee's option be returned to Lessee within thirty (30) days after written notice from Lessee or returned. In addition to the foregoing, and in addition to all other remedies available to Lessor, in the event Lessee and Lessor's auditor shall schedule a date for an audit of Lessee's records, and Lessee shall fail to be available upon three (3) daysl5 Business Days' notice or shall otherwise fail to comply with the requirements for such audit, Lessee shall pay all costs and expenses associated with the canceled audit. Lessor and Lessee agree to attempt to resolve any audit dispute not resolved in sixty (60) days following delivery of the final audit by submitting the results of the disputed audit to a mutually acceptable third -party Certified Public Accounting firm for its opinion, the fees of which shall be paid equally by both parties.by the party who does not prevail regarding the dispute or if both parties prevail in some respect, the cost of the audit shall be split between the parties. Lessor shall additionally have such audit rights as are set forth by Section 18-102, City Code, which is deemed as being incorporated by reference as if fully set forth herein. In addition Lessor shall have the ability but not the duty to conduct inspections, as are set forth in Sections 18-101-103, City Code, deemed as being incorporated by reference as if fully set forth herein, from time to time, of the Premises as provided. MIAMI 5427950.4 74183/46889 Page 18 of 83 4.9 Lien for Rent & Other Charges The whole amount of the Rent and each and every installment, and the amount of all taxes, assessments, water rates, insurance premiums and other charges and Impositions not paid by the Lessee prior to delinquency under the provisions of this Lease, and all out of pocket costs, reasonable attorney's fees and other expenses which may be incurred by the Lessor in enforcing the provisions of this Lease, or on account of any delinquency of the Lessee in carrying out any of the provisions of this Lease, shall be and they are deemed to constitute a valid lien upon the Leasehold Improvements, and upon the Lessee's Leasehold Estate. To the extent Lessee is the prevailing party in such dispute, Lessor shall be liable to reimburse Lessee for its out of pocket costs, reasonable attorney's fees and other expenses incurred in connection therewith. ARTICLE V CONSTRUCTION & LEASEHOLD IMPROVEMENTS 5.1 Lessee's Obligation to Construct & Maintain Leasehold Improvements The Lessee shall, at its own cost and expense, design, construct, install, equip, and maintain the Leasehold Improvements on the Premises in accordance with the terms and conditions set forth in the Proposal and further set forth below. 5.2 Conceptual Plan The Lessor has approved the Lessee's plan for the redevelopment of the Premises as set forth in the Proposal (the "Conceptual Plan"), including the conceptual design of the open space and including, without limitation, renderings and layouts of the Premises, estimated commencement and completion dates and preliminary information relating to scheduling requirements during construction, estimated times and mariner of delivery of equipment and materials, and preliminary functional plans showing the proposed location of on -site utility systems and all connections to utility supply lines at the perimeter of the Premises, all necessary roadways, ramps, pedestrian circulation and parking areas, appropriate landscaping (including the landscaping of open space) and fences. 5.3 Construction Plans 5.3.1. Submission. Lessee shall, with no less than forty five (45 ) days prior written notice and at Lessee's sole cost and expense, submit to Lessor for Lessor's approval (not to be unreasonably withheld, delayed, or conditioned) its Construction Plans (defined below) for the commencement and completion of the construction of the Leasehold Improvements. The plans submitted shall include final and complete plans and specifications, drawings, calculations and data setting forth in detail the Construction Work the Lessee proposes to perform and the manner of and projected time periods for performing the same ("Construction Plans"). Additionally, the Lessee's Architect/Engineer shall include in this submittal a certification that these Construction Plans are in conformance and consistent with the previously approved Conceptual Plans. The Construction Plans shall bear the seal of the Lessee's Architect/Engineer. The Construction Plans shall be in sufficient detail for a contractor to perform the work shown thereon and shall identify separately each item of work and shall MIAMI 5427950 4 74183/46889 Page 19 of 83 describe in detail the systems, improvements, fixtures and equipment to be installed by the Lessee. The Lessee shall submit such additional data, detail or information as the Lessor may request in order to properly review the Lessee's Construction Plans. The Conceptual Plans, the Construction Plans and all such additional data, detail or information submitted to the Lessor shall be retained by, and become the property of, the Lessor. In the event that Lessor disapproves the Plans, Lessee shall, within ten (10) business days of receipt of the notice or such longer period of time as is reasonable in light of the requested modifications, modify the Plans in accordance with the reasons set forth in Lessor's disapproval notice. Lessor shall be required to respond with written notice as mentioned above within ten (10) days of any resubmitted Plans. The modified Plans shall be resubmitted to Lessor for Lessor's final review and approval. The parties shall reasonably cooperate to resolve any difference regarding the Plans. If Lessor fails to timely respond to the Plans or any revisions thereto, the applicable Plans shall be deemed approved. 5.3.2. Construction Plans Approval. Following the Lessor's receipt of the Lessee's Construction Plans, the Lessor shall give its written approval thereto or shall request revisions or modifications thereto. The Lessor may refuse to grant approval if, in its opinion, any of the proposed construction work as set forth in the Construction Plans (all in such detail as may permit the Lessor to make a determination as to whether the requirements referred to below are met): (i) occupancy for which (ii) this Agreement; or (iii) (iv) this Agreement, or (v) (vi) is unsafe, unsound, hazardous or improper for the use and it is designed; or is designed for use for purposes other than those authorized under is inconsistent with the approved Conceptual Plan; or does not comply with any other provisions and terms of the RFP or does not comply with other City of Miami requirements; or does not comply with any Applicable Laws; etc. MIAMI 5427950.4 74183/46889 Page 20 of 83 If revisions or modifications are requested by the Lessor in accordance with the foregoing paragraph, the Lessee shall promptly revise and modify its Construction Plans accordingly. Until the Lessor has approved the Construction Plans, the Lessee shall continue to resubmit revised Construction Plans or additional information as required by the Lessor until such time the Lessor provides its final review and approval. This review process shall be in addition to the permitting process required by the City of Miami and other regulatory agencies. 5.3.3. Lessee Solely Responsible. The Lessee agrees to be solely responsible for any plans and specifications used by it and for any loss or damages resulting from the use thereof, notwithstanding that the same have been approved by the Lessor and notwithstanding the incorporation therein of Lessor recommendations or requirements. In no event shall approval by the Lessor of any plans, whether the Conceptual Plan, Construction Plans, or otherwise, impose any liability on the Lessor to the Lessee or any other person for any errors or defects contained in such plans or for the failure of the Leasehold Improvements or work provided for such plans to comply with any requirements, any such liability to be that of the Lessee and/or the professionals who prepared such plans. The obligations assumed by the Lessee in this Article, as well as elsewhere in this Agreement, shall not be limited, affected, impaired or in any manner modified by the Lessor's approval of any Construction Plans and supporting specifications and contracts covering Construction Work. 5.4 Possession Date Lessor shall deliver possession of each portion of the Premises in the manner and scope identified in the attached Exhibit E. Delivery of possession shall be subject to Force Majeure delays. On or before the Lease Date, the Lessee shall have provided the City Manager or his/her designee evidence, as may be reasonably satisfactory to the Lessor, that Lessee has sufficient funding or binding funding commitments to complete the Leasehold Improvements to be constructed a on the subjectapplicable Phase of the Premises. MIAMI 5427950.4 741 83/46889 Page 21 of 5.5 5.5 Development Schedule The Lessee shall give the Lessor at least sixty (60) days' notice prior to the commencement of construction. Construction for each Phase shall commence within thirty-six (36) months from the Effective Date of said Phase, as set forth in Exhibit E. All physical improvements for all components must be completed within sixty (60) months from execution of the Lease by both parties, unless the Successful Proposer applies for and receives a waiver from Lessor. Lessor, at its reasonable discretion, may grant a waiver extending the abovementioned schedule if the Lessee demonstrates that: (1) it has actively and continuously pursued obtaining all required permits; and (2) the delay is a result of fF'orce mMajeure or a result of delays outside of the Selected Proposer's control. Phased development must be done in sixty (60) months with all building permits for the last phase in place no later than forty eight (48) months from the Effective Date of the Lease subject only to fForce mMajeure, otherwise the provisions of Section 29-B of the City of Miami Charter, as amended, shall apply. 5.6 Review Lessor shall have the right, through its duly designated representatives, to inspect the Construction Work and the plans and specifications thereof, at any and all times during the progress thereof and from time to time, in its discretion, to take samples and perform testing in any part of the Construction Work. Additionally, the Lessee shall provide the Lessor with all correspondence and material associated with the permitting process on a regular basis, including any studies and reports produced for the Project. 5.7 Payment and Performance Bond WithinFor all construction contracts in excess of $ , with respect to the initial construction of the Leasehold Improvements, within ten (10) days after the Lessor approves the Plans in writing and Lessee obtains building permits consistent with the Plans, but in any event prior to the commencement of any construction, the Lessee shall, at Lessee's or Lessee's contractor's sole cost and expense, furnish the Lessor with a Payment and Performance Bond in substantially the form prescribed by Section 255.05, Florida Statutes for all work over $[ 1. Plans, design and construction documents will comply with all applicable contract, legal, and regulatory requirements including, without limitation, the Florida Building Code. The Payment and Performance Bond shall be issued by a bonding company which shall be approved by Lessor, in the reasonable exercise of its discretion, in an amount equal to one hundred percent (100%) of the hard costs to construct the Leasehold Improvements (or applicable portion thereof) described in Exhibit BE naming the Lessor as the owner/obligee, and the Lessee or Lessee's general contractor, as the principal guaranteeing the payment and performance of Lessee's obligations with respect to any and all construction work pertaining to the Leasehold Improvements, free of construction or other liens. The conditions of the Payment and Performance Bond shall be to insure that the Lessee or Lessee's general contractor will: i. Promptly make payment to all claimants, as defined in Section 255.05 Florida Statutes, as amended, supplying the Lessee with labor, materials, or supplies, used directly or MIAMI 5427950.4 74183/46889 Page 22 of 83 indirectly by the Lessee in the prosecution of the work related to the Leasehold Improvements under this Lease; ii. Pay Lessor all losses, damages, expenses, costs, and attorney's fees, including appellate proceedings, that Lessor sustains because of a default by Lessee under this Lease pursuant to claims made under Section 255.05, Florida Statutes; and iii. Perform the guarantee of all obligations of the Lessee's under this Lease with respect to the construction, and the acquisition and installation of the Leasehold Improvements. The Payment and Performance Bond may be terminated at such time as the construction, and the acquisition and installation of the Leasehold Improvements (or applicable portion thereof) are completed as evidenced by issuance of a Certificate of Occupancy or other equivalent approval and reasonably satisfactory evidence thereof is provided by the Lessee to the City Manager, including certification by the Lessee's architect that all requirements of the Payment and Performance Bond have been satisfactorily concluded, and by the issuance of a temporary certificate of occupancy efand use, or other equivalent approval, as applicable. The form of the Payment and Performance Bond, a sample of which is attached herewith by reference as Exhibit F, shall be approved by the City Manager or the Risk Manager as his designee and by the City Attorney as to legal form, which approval shall not be unreasonably withheld, conditioned or delayed. 5.8 Contractor's Insurance The Lessee shall require every contractor performing any work pertaining to the Leasehold Improvements to furnish certificates of insurance, including Builder's Risk insurance, if applicable, to the reasonable satisfaction of the Lessor in accordance to Exhibit C attached hereto. Copies of such certificates shall be furnished to the City of Miami Risk Manager, 444 SW 2nd Avenue 9th Floor, Miami, FL 33130. TheTo the extent permitted by the applicable insurance regulations, the City will be named as an additional insured on such policies. 5.9 5.9 Conveyance of Improvements The Lessee hereby, in consideration of the granting of this Lease shall upon termination or expiration of this Lease, convey unto Lessor, free and clear of all liens, title to all Leasehold Improvements owned by Lessee, including, but not limited to, refrigerators, stoves, freezers, hood systems, grills, dishwashers, sinks, kitchen work stations and light fixtures- that cannot be removed without causing significant damage to the Improvements. DISCUSS ANY BENEFIT OF CITY OWNING IMPROVEMENTS AFTER INITIAL CONSTRUCTION. In addition to the Leasehold Improvements to be conveyed to Lessor as referenced above, Lessee shall further grant to the Lessor the right to purchase from the Lessee, all of Lessee's personal property and equipment added to or installed at the Premises by the Lessee during the Lease Term, including all furnishings, and equipment at Fair Market Value determined by an appraisal, provided that the Lessor provides written notice to the Lessee at least forty five (45) days prior to the expiration or termination of the Lease Term of the items it desires to purchase. Notwithstanding the foregoing, Lessor shall not have the right to purchase any proprietary personal property of Lessee. MIAMI 5427950 4 74183/46889 Page 23 of 83 5.10 5.10 Premises to Remain Free of Liens The Lessee shall make, or cause to be made, prompt payment of all money due and legally owing to all persons doing any work, including subcontractors, or providing supplies and equipment in connection with the construction, reconstruction or operation of the Premises. The Lessee shall have no power or right to and shall not in any way encumber the Lessor's fee simple interest in the Premises. If any liens or encumbrances shall at any time be filed against the Premises, the Lessee shall, upon acquiring knowledge of such lien or encumbrance, promptly take and diligently pursue a cause of action to have the same discharged or to contest in good faith the amount or validity thereof and if unsuccessful in such contest, to have the same discharged or transferred to bond. If Lessee fails to discharge the lien, the Lessor, in addition to any other right or remedy that it may have, may take such action as may be reasonably necessary to protect its interest, and the Lessee shall be responsible for any and all reasonable out of pocket costs incurred by the Lessor in connection with such action, including all reasonable legal fees, costs and expenses. 5.11 5.11 Lessor's Approval All Plans furnished under this Lease are expressly subject to Lessor's written approval, which the City Manager is hereby authorized to act on behalf of for purposes of such approval, and which approval he or she may not unreasonably withhold or delay. No approval by the City Manager of any Plans furnished under this Lease pursuant to this section shall relieve Lessee of any obligation it may have at law to file such Plans with any department of the City or any other governmental authority having jurisdiction over the issues; or to obtain any building or other permit or approval required by applicable laws. Lessee acknowledges that any approval given by the City Manager pursuant to this Section shall not constitute an opinion or agreement by the City that the Plans are structurally sufficient or in compliance with any applicable laws. ARTICLE VI CONDUCT OF BUSINESS BY LESSEE 6.1 Operation of Lessee's Business At all times during the Lease Term, Lessee shall manage the Premises with due diligence and efficiency, in Lessee's sole discretion, subject to the limitations set forth in this Lease, and in a manner prudent and in accord with the current first class and best business practices and techniques within the locale for Lessee's business incondition consistent with similar businesses located in Miami -Dade County with the substantially the same Leasehold Improvements and mix of Lessees. To the extent Lessee operates any retail or restaurant space within the Premises, Lessee or the applicable Sublessee, licensee, concessionaire shall carry at all times in the Premises a stock of merchandise of such quantity, character and quality as shall be in accord with comparable businesses within the locale of the Premises. MIAMI 5427950.4 74183/46889 Page 24 of 83 6.2 Signs. NOTE TO CITY — SEE INSERT TO §7.3 window of the Premises, any signage of any kind, without first obtaining Lessor's written approval and consent, which may not be unreasonably withheld, conditioned or delayed. Lessee ,hall erect an exterior sign of type, composition and design in conformance with the City of Miami Zoning Code and the Sign Regulations of Miami Dade County, as applicable. be maintained in good condition and repair at all times. Lessee shall not install or cause to be installed any affixed exterior machinery, shades, awnings in and to the Premises or any part thereof without the prior written consent of the Lessor, which consent the City Manager is hereby authorized to give, and may not unreasonably withhold or delay. ARTICLE VII MAINTENANCE, REPAIR AND ALTERATION OF PREMISES 7.1 Lessee's Maintenance Obligations Lessee, at its sole cost and expense, agrees to provide the necessary management and labor to continuously maintain the Leasehold Improvements in the Premises, including all operating equipment, utility services, and connections within the Premises. Lessee, at its sole cost and expense, agrees to provide, janitorial and custodian services, trash and garbage removal services, and any and all other related services necessary to have the Premises, and the Leasehold Improvements remain in good, safe, code compliant and sanitary condition and repair throughout the Lease Term. Lessee shall be responsible for periodic painting of the interior and exterior of the Premises and decorating the interior of the Premises, maintaining its equipment, fixtures, furnishings, and other personal property in good condition and repair. All maintenance shall be at the Lessee's sole cost and expense and will be subject to general inspection by the Lessor to insure a continuing quality of maintenance and appearance and physical condition of the Premises commensurate with maintenance, health, and safety standards reasonably established by the Lessor and Applicable Law. 7.2 Lessee's Repair Obligation Subject to the provisions of this Lease regarding casualty damage and condemnation and except as otherwise provided for in this Lease, Lessee, at Lessee's sole cost and expense, at all times during the Lease Term, shall make all repairs to all Leasehold Improvements, including, without limitation, all heating, ventilating and air-conditioning equipment and any other repair or replacement to the Leasehold Improvements. The Lessee will be responsible for maintenance and repairs on the Premises throughout the term of this Lease. For avoidance of doubt, the Lessee's repair obligations shall not include (i) any initial installation or provision of city -owned or operated improvements or (ii) any repair, maintenance or replacement that includes areas MIAMI 5427950.4 74183/46889 Paae 25 of 83 outside of the Premises, or (iii) any repair, maintenance or replacement, which is the responsibility of Lessor, as provided in Section 7.3 below. es/Alterations/Signs Lessee shall not install or cause to be installed any exterior signs, exterior doors, wall or window of the Premises visible from the Rickenbacker Causeway without the prior written consent of the Lessor, which consent the City Manager is hereby authorized to give, and may not unreasonably withhold, condition or delay. If Lessor fails to respond to any request in accordance with the preceding sentence within ten (10) Business Days of its receipt of the same, such request shall be deemed approved. Lessor's prior written consent shall not be required for Lessee to install or cause to be installed master or sub -meters for telephone, cable television, interne, water, and electricity to Lessees utilizing the Premises site. Directional signage and si ' na ' e not visible form Rickenbacker Causewa does not re uire Lessor as . rov.1. Lessor hereby approves the initial Signage Plan attached as Exhibit "L". Lessee shall only erect exterior signs of type, composition and design in conformance with the City of Miami Zoning Code and the Sign Regulations of Miami -Dade County, as applicable, Lessee further agrees that such signs. awning, canopy, decoration, lettering, advertising matter or other thing as may be approved shall be maintained in good condition and repair at all times. No approval by the City Manager of any changes or alterations shall relieve Lessee of any obligation it may have at law to file the required documents with any department of the City or any other governmental authority having jurisdiction over the issues; or to obtain any building or other permit or approval required by law. Lessee acknowledges that any approval given by the City Manager pursuant to this section shall not constitute an opinion or agreement by the City that the changes or alterations are in compliance with any applicable laws. 7.4 7.4 Capital Expenditure Fund Commencing in Lease Year twenty (20) and extending through Lease Year twenty-five (25), Lessee shall set aside an amount equal to twenty percent (20%) per year of Average -the Anticipated Repair Costs for Lease Year twenty-five into a separate reserve account (until 100% of AvcragoAnticipated Repair Costs is deposited), in order to fund capital expenditures for the Premises ("CapEx Fund"), which is required to be capitalized as an improvement to the Premises. To the extent the Lessee has previously set aside funds for capital repairs, with its lender or otherwise, the amount of the available funds in such set aside shall be credited to the amount of the required deposit into the CapEx Fund and made available for such use. The CapEx Fund may be used beginning in Lease Year twenty-one (21). The CapEx Fund shall be applied toward major repairs and improvements, including, but not limited to, substantial mechanical and structural purchases, upgrades, improvements, or repairs; the CapEx Fund shall not be applied to minor repairs due to regular wear and tear. The Anticipated Repair Cost shall be determined based upon a property condition report prepared by an unaffiliated third party professional with at least five (5) years experience of evaluating commercial business that is selected by Lessee and reasonably acceptable to the Lessor. MIAMI 5427950.4 74183/46889 Page 26 of 83 The CapEx Fund accrued from Lease Years twenty (20) through twenty-five (25) must be spent in the manner specified in the property condition report or as otherwise reasonably approved by Lessor above on or before Lease Year forty-five (45). In the event Lessee exercises its First Renewal Term, commencing in Lease Year forty-five (45) and extending through Lease Year fifty (50), the Anticipated Repair Cost shall be determined based upon a new property condition report and CapEx Fund amount shall be replenished in the manner specified above. The CapEx Fund accrued from Lease Years forty-five (45) through fifty (50) must be spent in the manner specified above on or before Lease Year sixty (60). In the event Lessee exercises its Second Renewal Term, commencing in Lease Year sixty-five (65) and extending through Lease Year seventy (70), the Anticipated Repair Cost shall be determined based upon a new property condition report and the CapEx Fund shall be replenished in the manner specified above. The CapEx Fund accrued from Lease Years sixty-five (65) through seventy (70) must be spent in the manner specified above on or before the termination of the Lease. Lessee shall maintain financial accounting and "scope of work" records together with any corresponding documentation of amounts placed and amounts used from the CapEx Fund, which shall be subject to review by Lessor, in the manner specified above in sections 4.6 and 4.7 of this Lease. ARTICLE VIII INSURANCE AND INDEMNITY 8.1 Insurance on the Premises In connection herewith, Lessee shall obtain and maintain or cause to be obtained and maintained in full force and effect throughout the period of this Lease, the insurance coverage set forth in Exhibit D. If required by state, county, or city laws from time to time for work conducted on or use of municipal properties, Lessee shall obtain and maintain or cause to the obtained and maintained throughout or during the Lease Term, as applicable, such types and amounts of payment, performance, maintenance, or restoration bond(s) as shall be reasonably required to be reviewed and approved by the City's Risk Management Department in coordination with Lessee's Risk Manager. The Lessor reserves the right to reasonably amend the herein insurance requirements as may be applicable in connection with the scope contemplated under this agreement and the types of policies and coverage and deductible amounts that are commercially available over the Lease Term. Lessor further reserves the right to request copies of all applicable policies in connection with this agreement. 8.2 8.2 Delive of Insurance Policies All liability, statutory workers compensation and property policies, if applicable, shall be retained by the Lessee. Except as otherwise specifically provided, all other policies of insurance required to be furnished shall be held by and be payable jointly to the Lessor and the Lessee with the proceeds to be distributed in accordance with the terms of this Lease. Insurance company certificates evidencing the existence of all of these policies of insurance shall be delivered to the M1AM15427950.4 74183/46889 Page 27 of 83 Lessor. All policies of insurance required by this Lease shall provide that they shall not be amended or canceled on less than thirty (30) days prior written notice to the Lessor and all insured beneficiaries of the policies shall contain waiver of subrogation rights endorsements, as required below, to the extent commercially available. The Lessor shall have no obligation to pay premiums, make contributions to the insuring company or any other person, or to satisfy any deductible. On or before the Lease Date and not less than thirty (30) days prior to the expiration date of any policy required to be carried pursuant to this section, the Lessee shall deliver to the Lessor the applicable respective policies, or insurance company certificates evidencing all policies of insurance and renewals required to be furnished. Receipt of any documentation of insurance by the Lessor or by any of its representatives that indicates less coverage than required does not constitute a waiver of the Lessee's obligation to fulfill the insurance requirements herein. The Lessor shall appear listed as an additional insured on all applicable liability policies, and loss payee on any property policy. The insurance shall be primary and non-contributory, and should include all corresponding endorsements in connection with the agreement, and as required by the City. 8.3 Adjustment of Loss Any Gross Insurance Proceeds recovered on account of any damage or destruction by any casualty shall be made available for the payment of the cost of the reconstruction, replacement or repairs. All of the Gross Insurance Proceeds plus the amount of any deductible applicable to said damage or destruction shall be deposited by the insurance company or by the Lessee (in the case of the deductible) with an escrow agent reasonably acceptable to the City Manager, with instructions to the escrow holder that the escrow holder shall disburse the funds to the Lessee, with notice thereof to the Lessor, as the work of the reconstruction, replacement or repairs progresses upon certificates of the architect or engineer supervising the work that the disbursements then requested, plus all previous disbursements made from such Gross Insurance Proceeds, plus the amount of any deductible, do not exceed the cost of the work already completed and paid for, and that the balance in the escrow fund is sufficient to pay for the reasonably estimated cost of completing the required work. The escrow holder shall be any bank or other financial institution or escrow agent mutually agreeable to Lessor and Lessee. If the amount of the Gross Insurance Proceeds is less than the cost of the required work, then Lessee shall pay the excess cost; and if the amount of the Gross Insurance Proceeds is greater than the cost of the required work, then the excess shall be paid to and belong to the Lessee. 8.4 Ihdemnification of Lessor Lessee shall indemnify, defend and hold Lessor harmless from and against any and all claims actions, damages, liability and expense in connection with personal injury and/or damage to or destruction of Premises arising from or out of any occurrence in, upon or at the Premises, or arising from the occupancy or use by Lessee of the Premises or any part thereof, or occasioned wholly or in part by any act or omission of Lessee, its agents, contractors, employees, servants, customers, invitees, licensees, sub -lessees or concessionaires, excluding any claims arising from the negligence or willful misconduct of the Lessor (or any other person acting on behalf of the Lessor as its contractor, employees, agent or representative). Lessee shall further indemnify Lessor for any penalties, fines, costs, expenses, suits, liabilities, claims, or damages resulting from Lessee's failure to perform its obligations in this Lease and/or for Lessee's failure to MIAMI 5427950.4 74183/46889 Page 28 of 83 comply with applicable laws. In case Lessor shall be made a party to any litigation commenced by or against Lessee and covered by this indemnity provision, then Lessee shall protect and hold Lessor harmless and pay all of Lessor's costs and attorney's fees incurred by Lessor in connection with such litigation, and any appeals thereof. Lessee shall also pay all of Lessor's third party costs, expenses and reasonable attorneys' fees that may be incurred or paid by Lessor in enforcing the covenants and agreements in this Lease inclusive of administrative, litigation and appellate proceedings. Further, Lessee shall indemnify, defend and hold Lessor harmless from and against any and all claims actions, damages, liability and expense arising from or caused by the presence, in or about the Premises, of any Hazardous Materials placed on or about the Premises by Lessee, or its agents, employees or assignees, or at Lessee's direction, or by Lessee's failure to comply with all applicable Environmental Laws. Notwithstanding the fore •oin• it either .art becomes a .art to or otherwise involved in, any litigation concerning this Lease or the Premises, other than as described in Section 21.12, by reason of any act or omission of the other party or its authorized representatives, and not by any act or omission of the party that becomes a party to that litigation or any act or omission of its authorized representatives, the party that causes the other party to become involved in litigation shall be liable to that party for reasonable attorney's fees, court costs, investigation expenses, discovery costs and costs of appeal incurred by it in all levels of the litigation. Further. if Lessee becomes a party to, or otherwise involved in, any litigation concerning this Lease or the Premises, other than as described in Section 21.12, by reason of any act or omission of Lessor or its authorized representatives. and not by any act or omission of Lessee or any act or omission of its authorized representatives, Lessor shall have the duty to defend Lessee and enforce this Lease against all third parties and comply with all Applicable Laws, failing which Lessee shall have the right to offset all sums die from Lessee to Lessor under this Lease to the extent of actual and reasonable costs incurred by Lessee as a result of such failure by Lessor. When this Lease imposes upon a party an obligation to indemnify the other, the indemnification obligation shall include the obligation to pay the indemnitees' actual and reasonable attorneys' fees, costs and disbursements through all levels of proceedings, whether the indemnitee be the plaintiff or defendant. 8.5 8.5 Waiver of Subrogation Each of Lessor and Lessee waives all rights to recover against the Lessorother for any damages arising from any cause covered by any insurance required to be carried by Lesseethe other, or any insurance actually carried by Lessee. Theft. Each of Lessor and Lessee shall cause its insurer(s) to issue appropriate waiver of subrogation rights endorsements to all policies of insurance carried in connection with the Premises, or any part thereof, if commercially available. 8.6 8.6 Release of Lessor The Lessee and its assignees, for and in consideration of the leasing and the demise of the Premises to the Lessee, hereby release, remise and discharge the Lessor, its officers and employees, of and from all claims, demands, and actions, whether in law or in equity, which may be filed or asserted by the Lessee or its assignees for or on account of improvements made and furniture, fixtures and equipment installed in the Premises by Lessee or its sublessees, licensees, concessionaires, or invitees, etc. and from any and all costs and expenses of Lessee or its • MIAMI 5427950.4 74183/46889 Page 29 of 83 assignees in connection with this Lease, including, but not limited to those costs associated with the development of the Premises by Lessee or its sublessees, licensees, concessionaires, or invitees, etc. and acquisition of the Leasehold Improvements by Lessee (the "Claim"). It is the intent of the Parties that this provision shall control over any other provision in this Lease and that notwithstanding any limited representations provided by Lessor under Section 2.4 of this Lease, neither the Lessee, nor its assignees shall seek to recover from the Lessor compensation for reimbursement of, any costs, losses, fees or expenses incurred by the Lessee, its assignees, sublessees, licensees, concessionaires, or invitees. The terms of this provision shall expressly be made a part of any future assignment or mortgage of the Leasehold Interest. This Release is not intended to release Lessor from its obligations under this Lease or a breach of any representation or warranty made by Lessor hereunder or for any gross negligence or willful misconduct of Lessor or its employees or agents. ARTICLE IX SERVICES AND UTILITIES 9.1 Lessee to Provide and Pay for Utilities The Lessee shall pay, or cause to be paid, all proper charges for gas, electricity, light, heat, water and power, for telephone, protective and other communication services, and for all other public or private utility services, which shall be used, rendered or supplied upon or in connection with the Premises and any Leasehold Improvements, if any, or any part of it, at any time during the Lease Term, and the Lessee shall comply with all contracts relating to any such services and will do all other things required for the maintenance and continuance of all services as are necessary for the proper maintenance and operation of the Premises and the Leasehold Improvements. The Lessee shall, at its sole expense, procure any and all necessary permits, licenses or other authorization required for the lawful and proper installation and maintenance upon the Premises of wires, pipes, conduits, tubes and other equipment and appliances for use in supplying any such utilities, services or substitutes to the Premises, however Lessor shall be responsible for the costs to bring such utility lines to the boundary of the Premises if not already present. 9.2 9.2 Lessor Not Liable for Failure of Utilities The Lessor shall not be liable for any failure of water supply, sewer, gas or electric current, or for any injury or damage to any person or to the Premises caused by or resulting from water, gas or electricity which may leak or flow from the water or gas mains on to any part of the Premises or the Leasehold Improvements unless directly caused by any action or inaction of Lessor. The Lessor shall not be required to make any alteration to any service or utility system of the Premises on behalf of Lessee. Lessor shall not be liable for temporary failure of services, and any such temporary failure shall not be deemed to constitute actual or constructive eviction, nor entitle Lessee to any abatement or diminution in rent payable under this Lease. Lessor shall not make or allow to be made after the Lease Date any changes in any utility service or availability of capacity to, through, under or above the Premises that would result in a materially disruptive effect on the use or operation of the Premises by the Lessee and its MIAMI 5427950 4 74183/46889 Page 30 of 83 customers, including but not limited to fiber optics, telephone, electricity, water, storm and sanitary sewer, gas, heat, ventilation and air conditioning, without the prior written consent of Lessee, which shall not be unreasonably withheld, conditioned or denied; further, provided, that the written consent of the Lessee shall not be required for minor, routine and customary, maintenance, repair, improvement and upgrades made by the utility provider to the utilities it furnishes, however Lessor shall provide prior written notice thereof to Lessee. ARTICLE X SUBLEASES, ASSIGNMENTS AND TRANSFERS 10.1 Subleases, Assignments and Transfers Lessee shall not, at any time during the Lease Term, enter into (i) any sublease, license, concession, easement, or permit agreement with respect to the entire Premises or (ii) sublease, assign or transfer this Lease to any third party or parties, which has the effect of granting exclusive possession to the entire Premises and assigning the rent and other obligations set forth in this Lease to any third party or parties (collectively "Transfer"), without first procuring the prior written consent of Lessor's City Manager (except as otherwise permitted under this Article X). The provisions of this Article constitute the sole means by which Lessee may request Lessor's consent to a Transfer. The consent of Lessor shall not be unreasonably withheld conditioned or delayed. In recognition of the fact that this Lease was awarded to Lessee following a competitive procurement relying on Lessee's unique attributes, any Transfer of this Lease to any third party or parties (except as otherwise permitted under this Article X) shall require the prior written approval of the City Manager, which may grant, deny, refuse or consent to such Transfer based on reasonable commercial factors including the credit worthiness, solvency, good reputation, ability and experience of such proposed transferee in owning commercial properties provided such assignee engages an Acceptable Operator. If approved, any such transferee shall be required to sign a written agreement assuming all terms and conditions of the Lease, without exception in a form satisfactory to the Lessor. Any such attempted Transfer of the Lease, without the Lessor's prior written consent, shall be void and of no force or effect and shall not confer any interest or estate in the purported Transfer and will additionally be a default by Lessee of this Lease. It is agreed that all terms and conditions of this Lease shall extend to and be binding on all transferees, assignees or Sub -lessees as may be approved by Lessor and shall be for a period of time equal to or less than the Lease Term. Lessor reserves the right to directly terminate the rights and interests of any transferee or Sub -lessee under any Transfer for any cause for which Lessee's Leasehold Interest may be terminated. Lessee shall reimburse to Lessor, as Additional Rent, all out of pocket costs and expenses, including reasonable third party attorneys' fees, which Lessor reasonably incurs by reason of or in connection with a Transfer, and all negotiations and actions with respect thereto, such Additional Rent to be due and payable within thirty (30) days of receipt of a statement of such costs and expenses from Lessor. MIAMI 5427950.4 74183/46889 Page 31 of 83 Notwithstanding the foregoing, consent of the Lessor shall not be required for Subleases for less than all of the Premises provided such agreements are at Fair Market Rent. 10.2 10.2 Procedure for Transfer Subject to the provisions of Section 10.1, should Lessee desire to Transfer the Lease, Lessee shall, in each instance, give written notice of its intention to do so to Lessor's City Manager at least thirty (30) days prior to the effective date of any such proposed Transfer, specifying in such notice the nature of such proposed Transfer and the proposed date thereof and specifically identifying the proposed Sub -lessee, Assignee or transferee (including all information necessary for the Lessor to make an evaluation of the proposed Acceptable Operator according to the requirements of this Lease and the RFP). Such notice shall be accompanied by a copy of the proposed Transfer agreement and any other documents or financial information Lessor may reasonably require in order to determine the suitability of the Sub -lessee, Assignee or transferee. If requested by Lessor, Lessee shall provide to Lessor copies of all Transfer documents and amendments thereto. Lessor shall either (i) withhold consent to the Transfer, together with a detailed explanation for such denial, or (ii) consent to such Transfer upon the terms and subject to the conditions provided for in this Article, by mailing written notice to Lessee of its intent to do so- within thirty (30) days after its receipt of the above information. If the Lessor does not consent to a Transfer, the City Manager shall state the reasons for such disapproval in the denial notice sent to Lessee. If Lessor fails to timely respond, the request shall be deemed approved. Lessee acknowledges and agrees that the imposition of the conditions provided herein requiring Lessor's consent is reasonable. In the event that City Commission approval is expressly required by this Lease, the City Manager shall use due diligence to present the request for Transfer to the City Commission as soon as practicable and the time for performance by Lessor shall be reasonably extended to provide sufficient time for presentation to the City Commission., not to exceed days from Lessee's delivery of written notice making such request. failing which the request shall be deemed approved. If the Lessor is not required to consent to a Transfer pursuant to Section 10.5 or as may otherwise be stated within the Lease, the Lessee shall notify the Lessor in writing of same within thirty (30) days after the date of Transfer. Lessor's failure to timely deliver such confirmation shall be deemed approval of such transfer. 10.3 10.3 Additional Consideration Payable to Lessor If Lessor gives its consent to any Transfer, Lessor shall be entitled to any proceeds from any such Transfer, with the Lessor's participation eqthake .ped at a maximum of four percent (4%) of gross proceeds from the sale if the Lease is assigned or otherwise transferred or sold within Lease Years one (1) through five (5); and five percent (5%) if transferred after Lease Year five (5) ("Transfer Fee"). The Transfer Fee shall in all events exclude the unamortized cost of Lessee's Leasehold Improvements as of the date of such Transfer. Lessee shall, in consideration of any Transfer, include in Lessee's Gross Revenues the amount of Sub -Lessee's, Assignee's or transferee's Gross Revenues which shall be listed separately on Lessee's Annual Report. Assignee's or transferee's records shall be kept in accordance with Article IV. Additionally, Lessor reserves the right to examine transferee's books and audit transferee's entire records in accordance with Article IV of this Lease. The above -mentioned Transfer Fee will MIAMI 5427950.4 74183/46889 Page 32 of 83 apply even if the transfer or assignment is to a related, subsidiary, or affiliated entity, unless such is an Acceptable Transfer as defined in section 10.5 below. The Transfer fee shall be perpetual and shall apply to any successive Transfer procured by the terms of this Lease for as long as this Lease is active, including modifications and extensions, if any. The acceptance by Lessor of the payment of rent following any Transfer prohibited by this Article shall not be deemed to be consent by Lessor to any such Assignment or Transfer, nor shall the same be deemed a waiver of any right or remedy of Lessor hereunder. 10.4 Definitions As used in this Article, the term: "Transfer" means: 1. any total or partial sale, or assignment of Lessee's business or Leasehold Estate or any contract or agreement to do any of the same, including by entering into a sublease, assignment, transfer agreement, concession agreement, etc. 2. any transfer of more than forty nine fifty-one percent (4951 %) of the ownership interests of Lessee or of the ownership interest of any Owner, other than an Owner whose sharesinterests are publicly traded, if the transfer results in a transfer of more than fetty- nincfifty-one percent (4951 %) of the beneficial ownership of Lessee and a change in the day-to- day management or control of the Premises; 3. any merger, consolidation or sale or lease of all or substantially all of the assets of the Lessee or of any Owner, other than an owner whose shares are publicly traded. "Owner" means: any person, firm, corporation or other entity which owns, directly or indirectly, legally or beneficially, more than fifteen percent (15%) of the aggregate ownership interests of the Lessee, but shall not include any holder of an interest in Owner whose ownership interests are publicly traded. "Owner whose shares are publicly traded" means: 1. an Owner who has filed an effective registration statement with the Securities & Exchange Commission (or its successor) with respect to the shares of any class of its voting stock or of all classes of any other form of ownership interest which includes voting rights; and 2. whose voting stock and other form of ownership interest described in clause (i) is listed for trading purposes on a securities exchange subject to the regulatory jurisdiction of the Securities & Exchange Commission (or its successor) or is publicly traded over the counter. MIAMI 5427950.4 74183/46889 Page 33 of 83 10.5 Acceptable Transfers The Lessee recognizes that the operational experience of the Lessee as set forth in the proposal was given special consideration by the Lessor in the public selection process undertaken by the Lessor for the award of this Lease. Therefore, Lessee agrees that except as permitted pursuant to this Article X of this Lease, no Transfer may be made, suffered or created by the Lessee, or any Owner without the prior written consent of the City Manager, which consent shall not be unreasonably withheld or delayed. The following Transfers shall be permitted hereunder without the written approval of the City Manager: (a) Any Transfer directly resulting from the foreclosure of Lessee's Leasehold Estate, provided that such purchaser or grantee is an institutional investor (including a bank or other similar financial institution) or an agent, designee or nominee of an institutional investor which is wholly owned or controlled by an institutional investor, and that such purchaser or grantee within six (6) months after taking possession of the Premises, shall have entered into an agreement for the management and operation of the Premises with an Acceptable Operator or is itself an Acceptable Operator; (b) the issuance of stock, stock options or similar rights to Lessee's directors, officers, owners or employees, provided the stock, stock options or similar rights issued constitute, in the aggregate, fifteen percent (15%) or less of the issued and outstanding ownership interests of Lessee; The Parties hereby acknowledge and agree that anything herein to the contrary notwithstanding, the "going public" by Lessee, including, but not limited to, the filing of a registration statement with the Securities and Exchange Commission and/or the creation of one or more classes of ownership interests and the offering of ownership interests to the public for purchase, shall not constitute a Transfer hereunder and shall not require the consent of the Lessor. (c) Any Transfer for estate planning purposes of a direct or indirect owner of Lessee; (d) Any Transfer required by any Lender to Lessee; (e) Any Transfer in order for Suntex to maintain its REIT status or to otherwise comply with the applicable tax regulations governing the same (e.g. subleasing certain portions of the Leased Premises generating operating income to an affiliate of Lessee provided that the Lessor receives the same rent as if the Lease to the Affiliate of Lessee did not exist). (f) Any Transfer by an_ Affiliate of Suntex to an Affiliate of Christo.h and vice versa. Any consent to a Transfer shall not waive or abridge any of the Lessor's rights to consent to a subsequent Transfer. Any Transfer made in violation of the terms hereof shall be null and void and of no force and effect. Any transferee must be an institutional investor (as provided above) or an Acceptable Operator in each such instance. MIAMI 5427950 4 74183/46889 Page 34 of 83 10.6 Information as to Owners, etc. If applicable, Lessee shall from time to time throughout the Lease Term, as the Lessor shall reasonably request, furnish the Lessor with a complete statement, subscribed and sworn to by an appropriate and authorized officer of the Lessee, setting forth (to the extent known) the full names and addresses of material holders of ownership interests in Lessee, and the extent of their holdings, and in the event any other parties have a material beneficial ownership interest, their full names and addresses and the extent of such interest as determined or indicated by the records of Lessee. Notwithstanding the foregoing, the information required by this Section shall not be required to be furnished with respect to the holders of an ownership interest of any Owner whose interests are publicly traded. As used in this section, the term "material" shall mean ownership of not less than a ten (10%) percent interest in Lessee. 10.7 Effectuation of Permitted Transfers No Transfer shall be effective unless and until: (1) all Rents, taxes, assessments, impositions, insurance, permitting and other charges required to be paid by the Lessee under this Lease shall be paid by the Lessee up to the date of transfer, and all other covenants and agreements to be kept and performed by the Lessee shall be substantially complied with at the date of the Transfer; and (2) the entity to which such Transfer is made, by instrument in writing reasonably satisfactory to the City Manager (subject to approval as to legal form by the City Attorney) and in a form recordable among the land records, shall, for itself and its successors and assigns, and especially for the benefit of the Lessor, expressly assume all of the obligations of Lessee under this Lease, agree to be subject to all conditions and restrictions to which Lessee is subject, including the additional guarantees required under Section 16.5 of this Lease ; provided, however, that any transferee shall not be required to assume any personal liability under this Lease with respect to any matter arising prior or subsequent to the period of such transferee's actual ownership, partial or whole, of the Leasehold Estate created by this Lease (it being understood, nevertheless, that the absence of any such liability for such matters shall not impair, impede or prejudice any other right or remedy available to the Lessor for default by Lessee). Nothing herein shall be construed to relive or release the Lessee from liability for the performance of all of the obligations of Lessee under this Lease. 10.8 Criteria for Consent for Transfer The Lessor may, at its sole discretion, condition its consent to a permitted Assignment, Sublease or Transfer upon satisfaction of all or any of the following conditions: (1) The proposed entity to which the Leasehold is being assigned, transferred, or subleased ("Transferee"), shall be an Acceptable Operator; (2) Transferee shall satisfy the qualification requirements imposed upon Lessee and set out in the original RFP to the extent permitted by law; MIAMI 5427950.4 74183/46889 Page 35 of 83 (3) Transferee shall have no open permits, liens, fines, unsafe structures, or any -open lawsuits with the Lessor; (4) The net assets of the Transferee immediately prior to the Transfer shall not be less than the lesser of: (a) the net assets of the Transferor whose interest is being transferred immediately prior to the Transfer; (b) the net assets of said Transferor on the Lease Date adjusted for inflation; or (c) an amount reasonably necessary to discharge Lessee's remaining obligations hereunder.-; or (d) $ (5) Such Transfer shall not adversely affect the quality and type of business operation which the Lessee has conducted theretofore; (6) Such Transferee, shall possess qualifications for the Lessee's business substantially equivalent to Lessee or an Acceptable Operator, or shall engage an Acceptable Operator and shall have demonstrated recognized experience in successfully operating such a business, including, without limitation, experience in successfully operating a similar quality business; (7) Such Transferee shall agree to continue to operate a business similar to the use conducted at the Premises pursuant to this Lease; (8) Such Transferee shall assume in writing, in a form acceptable to Lessor, all of Lessee's obligations hereunder, and Lessee shall provide Lessor with a copy of all documents pertaining to such Transfer; (9) Transferee shall submit to a credit check and other background checks as Lessor sees fit. Failure or refusal to submit to said credit and background checks shall be an automatic disqualification of the potential transferee; (10) Transferee shall be required to pay a minimum of Fair Market Value for the assignment, sublease or transfer; (11) Lessee shall pay to the Lessor any due, but unpaid Rent. 10.9 Liability of Lessee If a Transferee does not meet all of the criteria set forth in this Article, Lessor, at its sole option, may require Lessee or Owner transferring such interest to remain liable under this Lease for the performance of all terms, including, but not limited to, payment of Rent due under this Lease. If a Transferee does meet the criteria set forth in this Article, Lessee shall be released from any and all remaining liability and/or obligations set forth in this Lease from the effective date of such Assignment or Transfer, but shall remain liable and responsible as provided by this Agreement and applicable laws for performance of duties including, without limitation, payment of rent prior to the effective date of such transfer. MIAMI 5427950.4 74183/46889 Page 36 of 83 10.10 Acceptance of Rent from Transferee The acceptance by Lessor of the payment of Rent following any Transfer prohibited by this Article shall not be deemed to be a consent by Lessor to any such Transfer, nor shall the same be deemed to be a waiver of any right or remedy of Lessor hereunder. 10.11 Transfers of the Lessor's Interest At the Lessee's request, Lessor shall provide the Lessee copies of any and all agreements or contracts pertaining to the total or partial sale, assignment, conveyance, mortgage, trust or power, or other transfer in any mode or form of or with respect to the Lessor's reversionary or fee interest in the Premises, or any part thereof, or any interest therein, or any contract or agreement to do any of the same, to any purchaser, assignee, mortgagee, or trustee. Lessor hereby agrees to incorporate the terms and conditions set forth in this Lease or in any agreement or contract with such purchaser, assignee, mortgagee, or trustee. 10.12 Mortgages of Leasehold Interest 10.12.1 Right to Mortgage. All rights of Lessee pursuant to this Lease are mortgageable, pledgeable, assignable or transferable, in accordance with the terms of this Lease. Any successor to, or assignee of, the rights of Lessee hereunder (whether as the result of voluntary assignment, foreclosure, assignment in lieu of foreclosure or otherwise) shall hold or be entitled to exercise the rights of Lessee hereunder as fully as if named as such party herein. No party exercising rights as Lessee hereunder shall have or incur any liability for the acts of any other party which previously exercised or subsequently shall exercise such rights. In no way shall Lessee have any authority to mortgage the ownership interest belonging to Lessor. Lessor shall reasonably cooperate with any Lender of Lessee. 10.12.2 Requirements for Mortgage. In addition to the requirements specified throughout this Lease, Lessee may only pledge, hypothecate, or otherwise mortgage the Leasehold Estate with the written permission of the City Manager, the permission for which shall not be unreasonably withheld, conditioned or delayed. 10.12.3 Notice. In the event Lessor gives a notice of default under this Lease to Lessee, Lessor shall also send a copy of such notice to any holder of a Leasehold Mortgage, provided such holder or its mortgagor shall have sent Lessor a notice informing it of the existence of such Leasehold Mortgage and the name of the person or officer and the address to which copies of the notices of defaults are to be sent (each a "Mortgagee"). Such Mortgagee shall have an additional thirty (30) days to cure any default that is capable of being cured with the payment of money, and an additional thirty (30) days for all other defaults (and such additional time, as to non -monetary defaults, as the Mortgagee in good faith and with reasonable diligence either attempts to cure such default or commences and thereafter prosecutes with reasonable diligence, if not enjoined or stayed, appropriate proceedings for foreclosure or other enforcement of the liens securing its financing). Initiation of foreclosure proceedings against Lessee shall constitute "diligence" by a Mortgagee hereunder so long as such foreclosure proceedings are continuously pursued and all rent and additional rent is being paid to Lessor by Lessee or Mortgagee during the pendency of any foreclosure proceeding. The foregoing MIAMI 5427950.4 74183/46889 Page 37 of 83 requirements to give notice of default to a Mortgagee and allow such Mortgagee an opportunity to cure such default shall not delay the exercise of self- help remedies by Lessor in the event of an emergency. 10.12.4 Rights of Mortgagees. Once Lessor has received a notice as specified in the preceding section, then, from and after receipt of such notice: (1) No voluntary termination by Lessee of this Lease shall be effective unless consented to in writing by such Mortgagee; and any material amendment or material modification of this Lease or the exercise by Lessee of any option to terminate this Lease without the written consent of such Mortgagee shall be voidable as against such Mortgagee at its option. If any Mortgagee shall fail to respond to any written consent under this section within thirty (30) days after the receipt by such Mortgagee of such written request (which written request shall make specific reference to this section), the Mortgagee shall be deemed to have denied its consent to such request. No notice required to be given to Lessee by Lessor shall be effective as to such Mortgagee unless and until a copy thereof has been given to such Mortgagee. (2) Lessor shall accept performance of any and all of Lessee's obligations hereunder, including the obligations to pay rent, from any such Mortgagee and the performance of such obligation by such Mortgagee shall be deemed to have been a cure effected by Lessee. Lessor hereby consents to the entry onto the Premises by any such Mortgagee for the purpose of effecting the cure of any default by Lessee. In the event of a default by Lessee hereunder, any Mortgagee may affect the cure of such default by foreclosing its Mortgage, obtaining possession of the Premises and performing all of Lessee's obligations hereunder. (3) If it shall be necessary for any such Mortgagee to obtain possession of the Premises to effect any such cure of a default by Lessee under this Lease, then Lessor shall not commence any proceeding or action to terminate the Lease Term if (a) such Mortgagee shall have informed Lessor within the grace period applicable to such Mortgagee that such Mortgagee has taken steps to foreclose its Leasehold Mortgage, to obtain possession of the Premises, (b) the rent and all monetary obligations of Lessee shall be paid and all other provisions and requirements of this Lease which are capable of being observed and performed without obtaining possession of the Premises are so observed and performed while any such foreclosure, other action or other remedy is being prosecuted by any such Mortgagee and for so long thereafter as such Mortgagee shall have obtained possession of the Premises, and (c) such Mortgagee shall be diligently prosecuting such foreclosure or cancellation and attempting to effect a cure of the default. Nothing herein contained shall be deemed to require the Mortgagee to continue with any foreclosure or other proceedings, or, in the event such Mortgagee shall otherwise acquire possession of the Premises, to continue such possession, if the default in respect to which Lessor shall have given the notice shall be remedied. (4) Lessor agrees that in the event of the termination of this Lease by reason of any default by Lessee or rejection of this Lease in a bankruptcy proceeding effecting Lessee, and if Lessor has prior to such termination been given written notice of the name and address of such Mortgagee, Lessor will enter into a new agreement for the Premises with any Mortgagee or a wholly owned subsidiary of Mortgagee for the remainder of the Lease Term, effective as of the MIAMI 5427950.4 74183/46889 Page 38 of 83 date of such termination, at the rent and upon the terms, options, provisions, covenants and agreement s as herein contained, provided: i. Such Mortgagee shall make written request upon Lessor for such new agreement prior to or within ten (10) days after the date of such termination and such written request is accompanied by payment to Lessor of all sums then due to Lessor hereunder; ii. Such Mortgagee or its nominee shall pay to Lessor at the time of the execution and delivery of said new lease any and all sums which would at that time be due hereunder but for such termination; and iii. That in the event there exists more than one Mortgagee, the first Mortgagee shall have the first option to become Lessee under the provisions of this section, with priority over the second Mortgagee. (5) No Mortgagee shall become liable under the agreements, terms, covenants or conditions of this Lease unless and until it becomes the owner of the estate held by Lessee. All of the provisions contained in this Lease with respect to Leasehold Mortgage and the rights of Mortgagees shall survive the termination of this Lease for such period of time as shall be necessary to effectuate the rights granted to all Mortgagees by the provisions of this Lease. Nothing herein contained shall require any Mortgagee or its nominee to cure any default by Lessee hereunder, unless Mortgagee accepts assignment and assumption; however this shall not preclude the City from seeking a judicial remedy for any such losses or breaches of the Lease in a manner consistent with the terms of this Lease. ARTICLE XI COMPLIANCE WITH LAWS 11.1 Compliance with Laws Lessee shall, at Lessee's sole cost and expense, comply with all applicable Federal, State, and local laws, and all applicable permitting and regulatory requirements, rules, regulations, codes, ordinances, and written policies now in force, or which may hereafter be in force, pertaining to Lessee or its use of the Premises in all material respects, and shall faithfully observe in the use of the Premises or in the performance of any alterations (including, without limitation, the construction of any Leasehold Improvements) all applicable laws now in force or which may hereafter be in force. 11.2 Labor Peace Agreements Lessee shall require, or otherwise incorporate the requirement into any and all Subleases, that all contractors and employers of employees hired to staff Hospitality Operations (defined herein as any services provided at hotels, motels, bars, clubs, cafeterias, lodging, and food and beverage at convention or conference facilities) on the Premises, be a signatory to a "Labor Peace Agreement" covering the employees who will staff such hospitality operations. MIAMI 5427950.4 74183/46889 Page 39 of 83 The Labor Peace Agreement must be a valid agreement that includes a No -Strike Pledge prohibiting the labor organization and its members from engaging in any picketing, work stoppages, boycotts, or any other economic interference with the hospitality operation for as long as the Lessor determines that its revenues are at material risk from a potential labor dispute. The Labor Peace Agreement shall cover all hospitality operations (other than construction, alteration or repair of the premises) that are conducted by lessees or tenants or under management agreements, where the contract amount is reasonably expected to be in excess of $120,000. The Labor Peace Agreement shall not include any provision that would require or compel an employee to be a member of any labor organization. A contracting party may be relieved of this obligation if: (a) the labor organization places conditions upon its No -Strike Pledge that the City Commission finds, after notice and public hearing, to be arbitrary or capricious; or (b) the City Manager makes a written finding containing the reasons for supporting the conclusion that a labor peace agreement should not be required as it would not be practicable or is not advantageous to the City, which finding must be approved by the City Commission, after notice and public hearing. Lessee shall comply with this provision to the extent not prohibited by law or any other provision within this or any other governing agreement. 11.3 Minimum Wage Requirements Lessee shall comply and endeavor to make its sublessees comply with all minimum wage requirements applicable to the operations on the Premises. Lessee shall comply with this provision to the extent not prohibited by Applicable Law or any other provision of this Lease or any other governing agreement. ARTICLE XII ENVIRONMENTAL LIABILITY 12.1 Definition of Terms For purposes of this Article XII the following terms shall have the meaning attributed to them herein: 1. "Hazardous Materials" means any toxic or hazardous substance, material, or waste, and any other contaminant, pollutant or constituent thereof, whether liquid, solid, semi- solid, sludge and/or gaseous, including without limitation, chemicals, compounds, pesticides, petroleum products including crude oil and any fraction thereof, asbestos containing materials or other similar substances or materials which are regulated or controlled by, under, or pursuant to any federal, state or local statutes, laws, ordinances, codes, rules, regulations, orders or decrees including, but not limited to, all applicable laws. 2. "Environmental Laws" shall include all applicable laws, rules and ordinances, existing now or in the future during the Term, as amended, modified, supplemented, superseded or replaced at any time during the Term, that govern or relate to: the existence, cleanup and/or remedy of contamination of property; the protection of the environment from spilled, deposited or otherwise emplaced contamination; the control of hazardous or toxic MIAMI 5427950.4 74183/46889 Page 40 of 83 substances or wastes; the use, generation, discharge, transportation, treatment, removal or recovery of Hazardous Materials; or otherwise regulating the impact of human activities on the environment. 3. "Costs" shall mean all costs incurred in connection with correcting any violations of any Environmental Laws and/or in connection with the clean-up of contamination on the Premises. 4. "Clean Up" shall mean any remediation and/or disposal of Hazardous Materials at or from the Premises which is ordered by any federal, state, or local environmental regulatory agency. 12.2 Lessee's Environmental Covenant The Lessee shall not cause or permit any Hazardous Materials to be brought upon, treated, stored, disposed of, discharged, released, produced, manufactured, generated, refined, or used upon, about or beneath the Premises or any portion thereof by the Lessee, its agents, employees, contractors, sub -lessees, licensees, or invitees except as may be customarily used and required to conduct Lessee's business or as may be used in compliance with Environmental Laws. Lessee shall not permit any activities on the Premises that would violate Environmental Laws. If Lessee should breach this covenant, Lessee shall take all actions necessary to comply with all Environmental Laws and shall, at Lessee's sole cost and expense, perform any and all Clean Up, however Lessee shall not be responsible for any Hazardous Materials existing on, in or under the Premises as of the Lease Date. All of the prior existing conditions with respect to Hazardous Materials on the Premises shall be the responsibility of the Lessor and Lessor shall use commercially reasonable efforts to comply with all Environmental Laws regarding the same. Lessee's obligation under this section shall survive the expiration or earlier termination of this Lease for a period of two (2) years. 12.3 12.3 Survival of Lessee's Obligations The respective rights and obligations of Lessor and Lessee under this Article XII shall survive the expiration or termination of this Lease for a period of one (1) year. ARTICLE XIII DAMAGE OR DESTRUCTION OF PREMISES 13.1 Definitions For the purposes of this Article XIII, the following words shall have the meanings attributed to them in this Section 13.1: (a) "Completely Destroyed" means the destruction of the safe, leasable use or occupancy of a substantial portion of the Premises under this Lease which damage cannot reasonably be repaired, restored or replaced within one hundred eighty (180) Elayseighteen (18) months from the date on which the damage occurred. MIAMI 5427950.4 74183/46889 Page 41 of 83 (b) "Partial Destruction" means any damage to the Premises which damage can reasonably be repaired, restored or replaced within one hundred eighty (180) ilayseighteen (18) months from the date on which the damage occurred. 13.2 Duty to Repair, Restore or Replace Premises after Damage In the event of damage by fire or otherwise of the Premises including any machinery, fixtures or equipment which are a part of the Premises, the Parties agree as follows: In the event of Partial Destruction of the Premises, within sixty (60) calendar days after the later of (i) the damage (subject to reasonable delay and/or Force Majeure) or (ii) receipt by Lessee of the necessary building permits to rebuild the Leasehold Improvements or (iii) receipt of the Gross Insurance Proceeds, the Lessee shall use the Gross Insurance Proceeds available, together with Lessee's own funds (if the Gross Insurance Proceeds are insufficient) to commence and diligently pursue to completion within one hundred eighty (180) calendar daysyear from the date after commencement of the construction of the Leasehold Improvements (subject to reasonable extension due to Force Majeure or delays by Lessor in the repair, restoration, or replacement of the damaged or destroyed portion of the Premises as required in order for the Lessee to commence the restoration of the Leasehold Improvements or the type and scope of required repair), the repair, restoration or replacement of the damaged or destroyed portion of the Leasehold Improvements ("Restoration Work"), and this Lease shall remain in full force and effect, with no abatement in Rent. Lessee shall have the right to terminate this Lease without penalty as of the date of the casualty if the casualty occurs during the last five (5) years of the Term. In the event the Premises are Completely Destroyed at any time during Lease Term, Lessee, in its sole discretion, shall have the option to select whether to terminate this Lease within sixty (60one hundred eighty (180) days of the damage. In the event the Lessee shall determine not to terminate this Lease, then at the Lessee's sole cost and expense, (together with Gross Insurance Proceeds available for that purpose), Lessee shall commence and diligently pursue to completion the Restoration Work, in accordance with the provisions of Section 13.3 below, and Lessee shall complete the Restoration Work within twhrelle (-1-22) menthsyears from later of (i) the date the damage occurred (subject to reasonable extension due to Force Majeure or delays by Lessor in the repair, restoration, or replacement of the damaged or destroyed portion of the Premises as required in order for the Lessee to commence the restoration of the Leasehold Improvements), or (ii) receipt of the necessary building permits to reconstruct the Leasehold Improvements and (iii) receipt of Gross Insurance Proceeds, and this Lease shall remain in full force and effect, with no abatement in Rent. Alternatively, the Lessee may elect not to undertake the Restoration Work by providing written notice to Lessor and in which event this Lease shall ter iinate, and the Lessee shall, at the Lessee's sole cost and expense, (but using along with the Lessee's own funds, Gross Insurance Proceeds available for that purpose) deliver possession of the Premises to Lessor free and clear of all debris and Lessor and Lessee shall each be released thereby from any further obligations hereunder accruing after the effective date of such termination, except that such release shall not apply to any Rent or other sums accrued or due, Lessee's obligations regarding surrender of the Premises including the removal of debris, and environmental liability as provided for in Article XII. MIAMI 5427950.4 74183/46889 Page 42 of 83 13.3 Performance of Restoration Work In the event Lessee undertakes any Restoration Work in accordance with the provisions of this Article, such Restoration Work by Lessee shall be substantially the same as possible to the condition that existed immediately prior to the damage, and shall be performed in accordance with the provisions of Article V applicable to the construction of any Leasehold Improvements. Lessor hereby acknowledges and agrees that Lessee's obligations hereunder and the time periods set forth above are subject to Force Majeure, and reasonable extensions based on the severity of the damage. 13.4 No Additional Right to Terminate Except for the Lessee's right to terminate this Lease in accordance with the provisions of Article XIII set forth herein, Lessee waives the provisions of any statute, code or judicial decision which grants Lessee the right to terminate this Lease in the event of damage or destruction of the Premises. 13.5 Lessee's Right to Terminate If Lessee elects to exercise the option given under Subsection 13.2, to terminate this Lease, then any and all Gross Insurance Proceeds paid for damage or destruction of the Premises shall be applied as follows: First toward payment of debt to any leasehold mortgagee. Second to debris removal; and > > be paid to the Parties as the respective Rent shall be prorated based on the useful life of the Premises prior to the casualty event as compared to the remaining term of the Lease and any option periods without consideration of the termination of the Lease as provided in thi.. Section.Third, to the respective parties assuming a termination of the Lease as of the date of the casualty, taking into account the Lessor's interest in the Leasehold Improvements at the end of the Lease Term. 13.6 13.6 Payment for Construction of Restoration Work Except as otherwise provided for in this Article XIII, all Gross Insurance Proceeds shall be applied by the Parties to the payment of the cost of the Restoration Work to restore the Premises, together with any soft costs related thereto and the Gross Insurance Proceeds shall be paid out, the Restoration Work shall be performed, and the Lessee shall make additional deposits with an escrow agent, if any are required, as may be applicable. 13.7 13.7 Collection of Insurance Proceeds The Lessor shall in no event be responsible for the non -collection of any insurance proceeds under this Lease but only for insurance money that shall come into its hands. MIAMI 5427950.4 74183/46889 Page 43 of 83 13.8 Unused Insurance Proceeds and Deposits In the event any Gross Insurance Proceeds or sums deposited with an escrow agent or Lessor in connection with the Restoration Work shall remain in the hands of an escrow agent or the Lessor, if the Parties have agreed to allow the Lessor to hold the insurance proceeds until completion of the Restoration Work, and if the Lessee shall not then be in default under this Lease in respect of any matter or thing of which notice of default has been served on the Lessee, then the remaining funds shall be applied first towards any udpayable but delinquent Rent, and the remaining balance paid to the Lessee. ARTICLE XIV EMINENT DOMAIN 14.1 Total Condemnation In the event that all of the Premises (or such portion thereof as shall, in the good faith opinion of Lessee, render it economically unfeasible for its intended purpose) shall be taken for any public purpose by the right of condemnation, the exercise of the power of eminent domain or shall be conveyed by the Lessor and Lessee acting jointly to avoid proceedings of such taking, the Rent pursuant to this Lease shall be prorated and paid by the Lessee to the Date of Taking or conveyance in lieu thereof, and this Lease shall terminate and become null and void as of the Date of Taking or such conveyance. Any damages resulting to Lessor and Lessee, respectively, and to their respective interests in and to the Premises, the Leasehold Improvements, and in connection with this Lease (which amount of damages shall be calculated based on the remaining term of the Lease and any option periods without consideration of the termination of the Lease as provided in this Section), shall be separately determined and computed by the court having jurisdiction and separate awards and judgments with respect to damages to Lessor and Lessee, respectively, and to each of their respective interests, shall be made and entered. 14.2 Partial Condemnation In the event less than all of the Premises shall be taken for any public use or purpose by the right or the exercise of the power of eminent domain, or shall be conveyed by the Lessor and Lessee acting jointly to avoid proceedings of such taking, and Lessee shall be of the good faith opinion that it is economically feasible to effect restoration thereof, then this Lease and all the covenants, conditions and provisions hereunder shall be and remain in full force and effect as to the Premises not so taken or conveyed, subject to the Rent adjustment set forth in Section 14.3. Lessee shall to the extent the proceeds of the Gross Condemnation Award are made available to it, pursuant to the terms hereof, remodel, repair and restore the remaining portion of the Premises so that it shall be comparable to the Premises prior to the condemnation; provided, however, that in so doing, Lessee shall not be required to expend more than the amount of any Gross Condemnation Award actually received by Lessee. Lessee shall be permitted to terminate this Lease without penalty if the partial condemnation occurs during the last five (5) years of the Term. MIAMI 5427950.4 74183/46889 Page 44 of 83 The Gross Condemnation Award allowed to Lessor and Lessee shall be paid to and received by the Parties as follows: (a) There shall be paid to the Lessor the unimproved value of the portion of the land so taken and Lessor's reversionary interest in the improvements so taken, which land and reversionary improvements. Lessor shall further be paid an amount by which the Rent has been reduced by the taking; (b) There shall be paid to the Lessee any amount by which Lessee's profits and value of Lessee's interest in the Lease and the Premises have been reduced by the taking after any payment required by the Lease; (c) There shall be paid to the Lessee the amount required to complete the remodeling and repairs to the Premises; (d) The Lessor and Lessee shall be paid portions of the balance of the Gross Condemnation Award or awards, if any, which are allocable to and represented by the value of their respective interest in the Premises as found by the court in its condemnation award. 14.3 Adjustment of Rent Upon Partial Taking In the event a part of the Premises shall be taken for any public use or purpose by the exercise of the power of eminent domain, or shall be conveyed by Lessor and Lessee acting jointly to avoid proceedings of such taking, then Rent pursuant to this Lease shall be paid by Lessee to the Date of Taking or conveyance in lieu thereof, and after such date the Base Rent and Percentage Rent for the remainder of the Lease Term shall be reduced on an equitable basis anEl Percentage Rent shall continue at the same ratcbased upon reduction in revenue generated from the Premises. 14.4 14.4 Deposit of Condemnation Award with Escrow Agent Unless the effect of a condemnation proceeding shall be to terminate this Lease by operation of law or as provided in Section 14.2 above, any Gross Condemnation Award made in respect to the Premises in a condemnation proceeding shall be deposited with an escrow agent selected by the Lessor to be disbursed for the cost of restoring the Premises. 14.5 Temporary Taking In the event that all or any portion of the Premises shall be taken by the right of condemnation or the exercise of the power of eminent domain for governmental use or occupancy for a temporary period, this Lease shall not terminate and Lessee shall continue to perform and observe all of its obligations (including the obligation to pay Rent as provided throughout this Lease) as though the temporary taking had not occurred except only to the extent that it may be prevented from so doing by the terms of the order of the authority which make the temporary taking or by the conditions resulting from the taking, including the loss of its possession of all or any part of the Premises. If the period of governmental occupancy extends beyond the termination of the Lease Term, the Lessor shall only be entitled to receive that portion of the Gross Condemnation Award allocable to the period beyond the termination of the MIAMI 5427950 4 74183/46889 Page 45 of 83 Lease Term. The amount of any Gross Condemnation Award payable to Lessee, on account of a temporary taking of all or any part of the Leasehold Improvements, shall be deemed a part of the Lessee's Leasehold Estate for all purposes in this Lease. If the Gross Condemnation Award does not separately determine the amount applicable to the taking of the interest of the Lessor in this Lease and in the Leasehold Improvements and if Lessor and Lessee shall not agree in writing as to the proportion of the award so applicable to the respective Parties, then Lessor and Lessee shall submit the matter to the court on stipulation for the purpose of a judgment determinative of the interest of the Parties in accordance with the terms of this sub -section. ARTICLE XV PAYMENT OF TAXES, ASSESSMENTS AND OTHER IMPOSITIONS 15.1 Payment of Taxes and Impositions From and after the Lease Date, Lessee shall pay all ad valorem and similar taxes, surcharged, levies, charges, assessments, and impositions levied against the Premises before any fine, penalty, interest or costs are added for non-payment. All such ad valorem and similar taxes, governmental levies, charges, impositions and assessments shall be payable by Lessee directly to the taxing authority prior to delinquency (without penalty) of such taxes, provided that Lessor has advised Lessee of its share of such taxes and assessments in a written notice, including a copy of the tax bill prior to delinquency. Notwithstanding the foregoing, Lessee shall not be responsible for the payment of any special assessments unless Lessee separately agrees to pay for the same. 15.2 15.2 Installment Payments of Ad Valorem Taxes and Impositions Lessee agrees that the Premises or any interest thereon is subject to ad valorem taxation. Lessee, at its option, may enroll in the Miami -Dade County Ad Valorem Tax Payment Plan. If by law, any ad valorem taxes or other Impositions are payable or may, at the option of the taxpayer, be paid in installments (whether or not interest shall accrue on the unpaid balance of the Imposition), the Lessee may pay the same (and any accrued interest on the unpaid balance of the Imposition), in installments before any fine, penalty, interest or cost is added for the nonpayment of any installment and interest. Any Imposition relating to a fiscal period of the taxing authority, a part of which period is included before the Lease Date and part of which is included after the Lease Date shall be adjusted as between the Lessor and the Lessee as of the commencement of the Lease Term, so that the Lessee shall pay that portion of the Imposition attributable to that part of the fiscal period included in the Lease Term, and the Lessor shall pay the remainder, if applicable. Any Imposition relating to a fiscal period of the taxing authority, a part of which period is included within the Lease Term and a part of which is included in a period of time after Lease Term shall be adjusted as between the Lessor and the Lessee as of the termination of the Lease Term, so that the Lessee shall pay that proportion of the Imposition attributable to that part of the fiscal period included in the Lease Term, and the Lessor shall pay the remainder, if applicable. MIAMI 5427950.4 74183/46889 Page 46 of 83 15.3 Payment in Lieu of Taxes The Lessee shall be responsible for the following payments or for payments in lieu of taxes ("PILOT") during the use period in the event the Property is deemed exempt from ad valorem real estate taxes; in which case, Lessee will pay the City an annual PILOT in an amount equal to the last year's taxes due prior to the exempt status. The PILOT will increase on each anniversary of the Lease Date at a rate equal to three percent (3%). If Lessee is required to pay ad valorem taxes on the Property, it shall not be required to pay the PILOT. Lessee shall receive a dollar for dollar credit for all sums paid by Lessee under the PILOT against any amounts payable with respect to ad valorem taxes such that Lessee shall never pay more than the annual amount of the ad valorem taxes otherwise payable. 15.4 15.1 Proof of Payment The Lessee shall furnish to Lessor, within thirty (30) days after the date whenever any Imposition is payable by or on behalf of the Lessee, official receipts of the appropriate taxing authority, photocopies or other proof satisfactory to the Lessor, evidencing the payment. ARTICLE XVI DEFAULT 16.1 Lessee Default The occurrence of any one or more of the following events is deemed a "Lessee Default": a. If the Lessee defaults in the due and punctual payment of any installment of Rent, as and when due and payable in accordance with this Lease, and such default continues for more than ten (10) days after the sum is due and for the first late payment in each 12 month period of time Lessor has provided written notice of such failure and Lessee has failed to timely pay the same after receipt of such written notice; b. Except with respect to an event of Force Majeure, in the event Lessee shall cease to operate its business, unless in connection with alterations-er renovations, casualty or Force Majeure event, for a period of fifteen (15) consecutive days; c. In the event a petition in bankruptcy under any present or future bankruptcy laws (including but not limited to reorganization proceedings or voluntary insolvency filing) be filed by or against Lessee and such petition is not dismissed or contested in good faith within sixty (60) days from the filing thereof, or in the event Lessee is adjudged a bankrupt; d. In the event an assignment for the benefit of creditors is made by Lessee for this Lease and/or substantially all the assets of Lessee; e. In the event of an appointment by any court of a receiver or other court officer of Lessee's Premises and such receivership is not dismissed or contested in good faith within sixty (60) days from the date of such appointment; MIAMI 5427950.4 74183/46889 Page 47 of 83 f. In the event Lessee removes, attempts to remove, or permits to be removed from the Premises, except in the usual course of trade, a substantial portion of the Leasehold Improvements (furnishings, fixtures, and equipment) installed or placed upon the Premises by the Lessee during the Lease Term; g. In the event Lessee, before the expiration of the Lease Term, and without the written consent of Lessor, abandons the possession of the Premises, or uses the same for purposes other than the purposes for which the same are hereby leased or as otherwise permitted by Lessor, and such default continues for more than thirty (30) days after written notice of the default from the Lessor to the Lessee, In the event an execution or other legal process is levied upon a significant portion of the goods, furniture, effects or other personal property of Lessee brought on the Premises, or upon the interest of Lessee in this Lease, and the same is not satisfied, dismissed or contested in good faith within sixty (60) days from such levy; or h. In the event Lessee defaults in the due performance or observance of any Lease term, covenant, condition or provision, other than the payment of Rent -and -ether -than -previsions for which default is specifically defined, including without limitation failure to maintain insurance coverage in effect, failure to obtain permits or approvals required by law, or failure to timely pay taxes, fees, surcharges, or other impositions when required by law, and such default continues for more than thirty (30) days after written notice of the default from the Lessor to the Lessee, or such longer period as is reasonably necessary to diligently cure such default; or i. ailure of Lessee to abide by the development schedule specified in this Agreement, as the same may be extended by Lessor; orinability of Lessee to produce financial records under the circumstances set forth in Article IV of this Lease, after thirty (30) days written notice of such default by Lessee. j. Inability of Lessee to produce financial records under the circumstances set forth in Article IV of this Lease. 16.2 Remedies of Lessor If any Lessee Default occurs, Lessor shall have the right after the expiration of the applicable cure period and after compliance with all applicable laws, and at the sole discretion of Lessor, to terminate this Lease and retain t e Security gcpo it upon providing five (5) days written notice and opportunity to cure. An Event of Default shall be deemed to have occurred at the expiration of such five (5) day period if the default has not been cured by the expiration of such five (5) day period. Such notice shall be in addition to any notice required in Section 16.1 or elsewhere in this Lease. Lessor may terminate the Lease irrespective of any suit or action brought by Lessee and the time period required for termination of this Lease shall not be tolled by the filing of a suit or action to the extent permitted by applicable law. Additionally, if any Event of Default occurs, Lessor may, at its option, from time to time, without terminating this Lease, re-enter and re -let the Premises, or any part thereof, as the agent and for the account of Lessee upon such terms and conditions as Lessor may deem advisable or satisfactory, in which event the rents received on such re -letting shall be applied first to the expenses of such re -letting and collection including but not limited to, reasonably necessary MIAMI 5427950.4 74183/46889 Page 48 of 83 renovation and alterations of the Premises, reasonable attorney's fees, any real estate commissions paid, and thereafter toward payment of all sums due or to become due to Lessor hereunder, and if a sufficient sum shall not be thus realized or secured to pay such sums and other charges, at Lessor's option, Lessee shall pay Lessor any deficiency immediately' upenwithin thirty (30) days after written demand therefore, notwithstanding that Lessor may have received periodic rental in excess of the periodic rental stipulated in this Lease in previous or subsequent rental periods, and Lessor may bring an action therefore as such deficiency shall arise. Nothing herein, however, shall be construed to require Lessor to re-enter and re -let the Premises in any event. Lessor shall not, in any event, be required to pay Lessee any surplus of any sums received by Lessor on a re -letting of said Premises in excess of the rent provided in this Lease. If any Event of Default occurs, Lessor shall have the right to obtain injunctive and declaratory relief, temporary and/or permanent, against Lessee for any acts, conduct or omissions of Lessee, and to further obtain specific performance of any term, covenant or condition of this Lease, including but not limited to the appointment of a receiver to operate Lessee's business at the Premises. If any Event of Default occurs, Lessor shall have the right, at its option, to declare all Rent (or any portion thereof) for the entire remaining Lease Term, and other indebtedness owing by Lessee to Lessor, if any, immediately due and payable without regard to whether possession of the Premises shall have been surrendered to or taken by Lessor, and may commence action immediately thereupon and recover judgment therefore. If any Event of Default occurs, Lessor, in addition to other rights and remedies it may have, shall have the right to remove all or any part of Lessee's personal property from the Premises and any personal property removed may be stored in any public warehouse or elsewhere at the cost of, and for the account of Lessee, and Lessor shall not be responsible for the care or safekeeping thereof whether in transport, storage or otherwise, and Lessee hereby waives any and all claim against Lessor for loss, destruction and/or damage or injury which may be occasioned by any of the aforesaid acts. No such re-entry or taking possession of the Premises by Lessor shall be construed as an election on Lessor's part to terminate this Lease unless a written notice of such intention is given to Lessee. Notwithstanding any such re -letting without termination, Lessor may at all times thereafter elect to terminate this Lease for such previous default. ' Any such re-entry shall be allowed by Lessee without hindrance, and Lessor shall not be liable in damages for any such re- entry, or guilty of trespass or forcible entry. It is expressly agreed that the forbearance on the part of Lessor in the institution of any suit or entry of judgment for any part of the Rent herein reserved to Lessor, shall not serve as a defense against nor prejudice a subsequent action for such Rent. Lessee hereby expressly waives Lessee's right to claim a merger or waiver of such subsequent action in any previous suit or in the judgment entered therein. Furthermore, it is expressly agreed that claims for liquidated Base Rent and/or Percentage Rent may be regarded by Lessor, if it so elects, as separate and independent claims capable of being separately assigned. MIAMI 5427950.4 74183/46889 Page 49 of 83 Any and all rights, remedies and options given in this Lease to Lessor shall be cumulative and in addition to and without waiver of, or in derogation of, any right or remedy given to it under any laws now or hereafter in effect. 16.3 No Waiver by Lessor The waiver (either expressed or implied by law) by Lessor of any default of any term, condition or covenant herein contained shall not be a waiver of any subsequent default of the same term or any other term, condition or covenant herein contained. The consent or approval by Lessor to or of any act by Lessee requiring Lessor's consent or approval shall not be deemed to waive or render unnecessary Lessor's consent to or approval of any subsequent similar act by Lessee. No re-entry hereunder shall bar the recovery of rents or damages for the default or delay on the part of Lessor to enforce any right hereunder and shall not be deemed a waiver of any preceding default by Lessee of any term, covenant or condition of this Lease, or a waiver of the right of Lessor to annul this Lease or to re-enter the Premises or to re -let same. 16.4 Late Payment Fee Any installment of Rent not received within five (5) days after the due date shall be subject to a late payment fee. Lessee shall pay, in addition to the payment then due, five percent (5%) of the amount due ("Late Fee"), and in the event that any check, bank draft, order for payment, or negotiable instrument given to Lessor for any payment under Lease shall be dishonored for any reason whatsoever not attributable to Lessor, Lessor, in addition to the five (5%) percent Late Fee, shall be entitled to make an administrative charge to Lessee of One Hundred and 0/100 Dollars ($100.00), or the actual charge, to Lessor by Lessor's bank for dealing with such dishonored tender, whichever is greater. In the event that it shall be necessary for Lessor to give more than one (1) written notice to Lessee of any violation of this Lease, during the term hereof, Lessor shall be entitled to make an administrative charge to Lessee of Twenty-five and 0/100 Dollars ($25.00) for each such subsequent notice after the first notice. Lessee recognizes and agrees that the charges Lessor is entitled to make upon the conditions stated in this section represent, at the time this Lease is made, a fair and reasonable estimate of the costs of Lessor in the administration of the Premises resulting from the events described herein, which costs are not contemplated or included in any Rent or other charges provided to be paid by Lessee to Lessor in this Lease. Any charges becoming due under this Section of this Lease shall be added to and become due with the late payment for which the charge was assessed, and shall be collectible as a part thereof. 16.5 Additional Guarantees In the event that Lessee defaults in accordance with the terms of this Article, or otherwise fails to perform any obligation required by this Lease, which directly or indirectly causes Lessor to suffer damages, and thereafter Lessee fails to cure or remedy the respective default in accordance to the terms of this Lease, either: (1) Lessee's parent company, if any;; (2)-a Principal of Lessee; or (3) a substantially similar guarantor with sufficient assets to fulfill the requirements imposed by this Lease and corresponding RFP, shall assume responsibility as a personal guarantor ("Guarantor"), and shall pay the amounts due or perform the obligation required, as applicable. Guarantor may, at Lessor's option, be joined in any action or proceeding commenced MIAMI 5427950.4 74183/46889 Page 50 of 83 by Lessor against Lessee in connection with and based upon the failure of Lessee to perform. Alternatively, Lessee shall be permitted to maintain an escrow account, bond, or similar financial reserve in the amount of to serve in the event of Lessee Default in place of the additional guarantee required by this section 16.5. 16.6 16.6 Remedies Cumulative No remedy conferred upon or reserved to the Lessor or the Lessee shall be considered exclusive of any other remedy, but shall be cumulative and shall be in addition to every other remedy given under this Lease or existing at law or in equity or by statute; and every power and remedy given by this Lease to the Lessor or the Lessee may be exercised from time to time and as often as occasion may arise or as may be deemed expedient by the Lessor or the Lessee. No delay or omission of Lessor or Lessee to exercise any right or power arising from any default shall impair any right or power, nor shall it be construed to be a waiver of any default or any acquiescence in it. 16.7 Lessor Default In the event that Lessor shall at any time be in default of the terms of this Lease and any such default shall continue for a period of sixtythirty (6030) days after written notice to Lessor, and Lessor shall not thereafter cure or commence to cure the default, Lessee shall have the right at any time thereafter (but in no event shall be obligated) to cure such default for the account of Lessor, and Lessor shall reimburse Lessee for any amount paid and any expense or contractual liability so incurred upon invoice. In the event the Lessor default is of the nature of an emergency, is a threat to any life safety issues or materially impairs Lessee from operating its business on the Premises, Lessee may immediately commence the cure referenced above upon written notice to Lessor and Lessor shall reimburse Lessee as provided above. ARTICLE XVII ACCESS 17.1 Right of Entry Lessor and Lessor's agents shall have the right to enter the Premises at all reasonable times upon reasonable prior written notice to the Lessee (except in the case of an emergency when no notice is required) to examine the same. If Lessee shall not be personally present to open and permit entry into the Premises at any time, when for any reason an entry therein shall be necessary or permissible, Lessor or Lessor's agents may enter the same without in any manner affecting the obligations and covenants of this Lease. Nothing herein contained, however, shall be deemed or construed to impose upon Lessor any obligation, responsibility or liability whatsoever, for the care, maintenance or repair of the Premises or any part thereof, however Lessor shall not unreasonably interfere with Lessee's or any Sublessee's, licensee's or concessionaire's business operation, except as otherwise herein specifically provided. MIAMI 5427950.4 74183/46889 Page 51 of 83 17.2 Access Agreements At Lessor's request, Lessee shall enter into an agreement in form and content reasonably acceptable to Lessee, to provide access ("Access Agreement") to individuals or entities ("Users") for events including, but not limited to, the National Marina Manufacturer's Association ("NMMA") International Boat Show, and any other event permitted by Lessor and approved by the City of Miami Commission.- on the property immediately adjacent to the Premises. Such Access Agreements shall provide access to and use of a portion of the Premises in the areas indicated in Exhibit I as " " and " " for the NMMA and shall not provide for access more than days in any given year. Buildings, structures and any other permanent Leasehold Improvements will not interfere with Structures or and any damage to the Leased Premises caused by NMMA's use under the Access Agreement shall promptly be repaired to the satisfaction of Lessee at NMMA's expense. NMMA shall be required to carry a commercially reasonable amount of insurance, name Lessee and it appropriate Affiliates as an additional insured and indemnify Lessee form any in'uries or dama•es arisin• out of NMMA's use under the Access Agreement. Notwithstanding the above, temporary structures shall be allowed by Lessee so lon • as the do not interfere with the Boat Show for so lon • as NMMA and/or the Boat Show have the legal right to use the adjacent property. The use of the Premises by NMMA or any third party approved by Lessoras provided herein shall not impair Lessee's ability to use the Premises for its intended use or negatively impact Lessee's or any Sublessee's, licensee's or concessionaire' s business operations. DAMAGE TO LESSEE'S PROPERTY ARTICLE XVIII 17.3 4-8,1- Loss and Damage Unless caused by a negligent act or omission of Lessor or Lessor's officers, employees, or agents, the Lessor shall not be responsible for any damage to any property of Lessee (including without limitation appliances, equipment, machinery, stock, inventory, fixtures, furniture, improvements, displays, decorations, carpeting and painting), or of others located on the Premises, nor for the loss of or damage to any property of Lessee, or of others by theft or otherwise. Lessor shall not be liable for any injury or damage to persons or Premises resulting from fire, smoke, explosion, falling plaster, steam, gas, electricity, water, rain, or leaks from any part of the Premises or from the pipes, appliances or plumbing works or from the roof, street or subsurface or from any other place by dampness or by any other cause of whatsoever nature. Lessor shall not be liable for any patent or latent defect in the Premises. All property of Lessee kept or stored on the Premises shall be so kept or stored at the risk of Lessee only and Lessee shall hold Lessor harmless from any and all claims arising out of damage to same, including subrogation claims by Lessee's insurance carriers. MIAMI 5427950.4 74183/46889 Page 52 of 83 ARTICLE XVIIIARTICLE XIX HOLDING OVER & SUCCESSORS 1 .1 4-9A-Holding Over In the event Lessee remains in possession of the Premises after the expiration of the Lease Term, Lessee, at the option of Lessor, shall be deemed to be occupying the Premises as a Lessee at sufferance at a monthly rental equal to tweone and a half (21_5) times the Base Rent and the Percentage Rent of the preceding Lease Year, payable during the last month of the Lease Term hereof. In addition, Lessee agrees to pay monthly: (a) one -twelfth (1/12) of the taxes for the Premises based upon the total taxes payable for the Lease Year immediately prior to the Lease Year in which the expiration occurs; (b) cost of insurance for which Lessee would have been responsible if this Lease had been renewed on the same terms contained herein; (c) all sales taxes assessed against such increased rent, and (d) any and all Additional Rent otherwise payable by Lessee hereunder. Such tenancy shall be subject to all the other conditions, provisions and obligations of this Lease. Lessee's obligation to pay any rents or sums provided in this Lease shall survive the expiration or earlier termination of this Lease. 18.2 19.2 Successors All rights and liabilities herein given to, or imposed upon, the respective Parties hereto shall extend to and bind the several respective heirs, executors, administrators, successors, and the assigns of the said Parties; and if there shall be more than one Lessee, they shall be bound jointly and severally by the terms, covenants and agreements herein. Nothing contained in this Lease shall in any manner restrict Lessor's right to assign or encumber this Lease and, in the event Lessor sells its interest in the Premises and the purchaser assumes Lessor's obligations and covenants, Lessor shall thereupon be relieved of all further obligations hereunder. ARTICLE XIXARTICLE XX EOUAL EMPLOYMENT OPPORTUNITIES 19,1 20.1 Equal Employment Opportunities The Lessee agrees that during the Lease Term; (a) it will not discriminate against any employee or applicant for employment because of race, creed, color, place of birth, religion, national origin, sex, age, marital status, veteran and disability status and will take definitive action to assure that applicants are employed and that employees are treated during employment without regard to race, creed, color, place of birth, religion, national origin, sex, age, marital status, veteran and disability status; (b) post in conspicuous places, available to employees and applicants for employment, notices, the form of which is to be provided by the Lessor, setting forth provisions for this nondiscrimination clause; (c) in all solicitations or advertisements for employees placed by or on behalf of the Lessee shall state that all qualified applicants will receive consideration for employment without regard to race, creed color or national origin; and (d) if applicable, to send to each labor union or representative of workers with which the construction contractor has a collective bargaining agreement or other contract or understanding MIAMI 5427950.4 74183/46889 Page 53 of 83 a notice, the form of which is to be provided by the Lessor, advising the union or representative of the Lessee's commitment and posting copies of the notice in a conspicuous places available to employees and applicants for employment. 19.2 20.2-Community Small Business Enterprise Lessee shall work towards achieving Community Small Business Enterprise ("CSBE") goals, employing the requirements of the Community Small Business Enterprises set forth in the City of Miami Procurement Ordinance, codified in Chapter 18, Article III, City Code, as a model; and shall try to attain, but not mandate, a plan for its achievement, which will strive to provide equal opportunity in hiring and promoting for Miami -Dade County certified CSBE companies, the disabled and veterans. Such plan shall include a set of positive measures taken to insure utilization of CSBE companies when practicable and nondiscrimination in the work place as it relates to hiring, firing, training and promotion. 19.3 20.3 Non -Discrimination Lessee represents and warrants to the Lessor that it will comply with §18-188, §18-189 and §18-190 of the City of Miami Code incorporated herein. Lessee hereby represents and warrants that it shall not engage in discriminatory practices and shall not discriminate in connection with Lessee's use of the Premises on account of race, national origin, ancestry, color, sex, religion, age, handicap, familial status, marital status or sexual orientation. Further, should the Lessee introduce or have existing membership rules for patrons at the Premises, that it will comply with the non-discrimination provisions incorporated within §18-188, §18-189, §18-190, and §18-191 of the City of Miami Code as incorporated herein by reference. ARTICLE MISCELLANEOUS 20.1 2 1 Accord and Satisfaction No payment by Lessee or receipt by Lessor of a lesser amount than the Rent or other amount due as specified herein shall be deemed in satisfaction of any such amounts owed; nor shall any endorsement or statement on any check remitting partial payment or any letter accompanying any partial payment be deemed an accord and satisfaction of Lessee's debt. Lessor may accept such check or payment without prejudice to Lessor's right to recover the balance of such Rent or pursue any other remedy provided herein or by law. 20.2 21.2 Public Records Lessee shall comply with Section 119.0701, Florida Statutes, including without limitation: (1) keep and maintain public records that ordinarily and necessarily would be required by the City to perform this service; (2) provide the public with access to public records on the same terms and conditions as the City would at the cost provided by Chapter 119, Florida Statutes, or as otherwise provided by law; (3) ensure that public records that are exempt or confidential and exempt from disclosure are not disclosed except as authorized by law; (4) meet all requirements for retaining public records and transfer, at no cost, to the City all public records MIAMI 5427950.4 74183/46889 Page 54 of 83 in its possession upon termination of this Agreement and destroy any duplicate public records that are exempt or confidential and exempt from disclosure requirements; and, (5) provide all electronically stored public records to the City in a format compatible with the City's information technology systems. Notwithstanding the foregoing, Lessee may withhold and/or mark certain business records, trade secrets and other proprietary information as confidential and any such information shall be excluded from public records disclosure to the fullest extent permitted by applicable law. 2 .3 21.3 Entire Agreement This Lease and the Exhibits attached hereto and forming a part thereof as if fully set forth herein constitute all of the covenants, promises, agreements, conditions and understandings between Lessor and Lessee concerning the Premises and there are no covenants, promises, conditions or understandings, either oral or written, between them other than those set forth herein. All representations, either oral or written, made between the Parties shall be deemed to be merged into this Lease. No course of prior dealings between the Parties or their officer's employees, agents or affiliates shall be relevant or admissible to supplement, explain or vary any of the terms of this Lease. Acceptance of, or acquiescence in, a course of performance rendered under this or any prior agreement between the Parties or their affiliates shall not be relevant or admissible to determine the meaning of any of the terms of this Lease. Except as herein otherwise provided, no subsequent alteration, change or addition to this Lease shall be binding upon Lessor or Lessee unless reduced to writing and signed by the Parties. Any amendments to this Lease must be approved with the same formalities as were used in its execution; providing, however, that the City Manager may administratively execute non -material (i.e. non -substantial) amendments of the Lease in the exercise of his professional discretion. This Lease has been negotiated "at arm's length" by and between Lessor and Lessee, each having the opportunity to be represented by legal counsel of its choice and to negotiate the form and substance of this Lease, and therefore, in construing the provisions of this Lease neither party will be deemed disproportionately responsible for draftsmanship. 20.4 21.4 Independent Parties It is understood and agreed by the Parties hereto that this Lease does not create a fiduciary or other relationship between the Parties, other than as Lessor and Lessee or contracting parties, as applicable. Lessor and Lessee are and shall be independent contracting parties and nothing in this Lease is intended to make either Party a general or special agent, joint venturer, partner or employee of the other for any purpose. 2h 21.5 Notices Any notice by the Parties required to be given must be served by certified mail return receipt requested, nationally recognized overnight courier service. or by hand delivery, addressed to Lessor or Lessee at: MIAMI 5427950.4 74183/46889 Page 55 of 83 If to Lessor at: City Manager City of Miami 444 SW 2nd Avenue, 10th Floor Miami, Florida 33130 With copies to: City of Miami City Attorney Office of City Attorney 444 SW 2nd Avenue, 9th Floor Miami, Florida 33130 City of Miami City of Miami Director, Department of Real Estate and Asset Management 444 SW 2nd Avenue, 3rd Floor Miami, Florida 33130 and Asset Management 111 SW 2nd Avenue, 3rd Floor Miami, Florida 33130 All notices given hereunder shall be effective and deemed to have been given upon receipt by the party to which notice is being given, said receipt being deemed to have occurred upon hand delivery or posting, or upon such date as the postal authorities shall show the notice to have been delivered, refused, or undeliverable, is evidenced by the return receipt or proof of deliver. Notwithstanding any other provision hereof, Lessor shall also have the right to give notice to Lessee in any other manner provided by law. If there shall be more than one Lessee, any notice required or permitted by the terms of this Lease may be given by or to any one thereof, and shall have the same force and effect as if given to all thereof. If to Lessee at: c/o RCI Marine 300 Alton Road, Suite 303 Miami Beach, Florida 33139 Attn: Robert W. Christoph With a copy to: Bilzin Sumberg Baena Price & Axelrod LLP 1450 Brickell Avenue, 23rd Floor Miami, Florida 33131-3456 Attn: Carter McDowell, Esq. Suzanne Amaducci-Adams, Esq. and Virginia Key SMI, LLC c/o Suntex Marina Investors LLC 17330 Preston Road, Suite 220A Dallas, Texas 75252 Attention: Bryan C. Redmond 20.6 21.6 Captions and Section Numbers The captions, section numbers, and article numbers appearing in this Lease are inserted only for convenience and in no way define, limit, construe, or describe the scope or intent of such sections or articles of this Lease nor in any way affect this Lease. 20.7 21.7 Partial Invalidity If any term, covenant or condition of this Lease or the application thereof to any person or circumstances shall, to any extent, be deemed invalid or unenforceable by a Court with jurisdiction, the remainder of this Lease shall not be affected thereby and each term, covenant or condition of this Lease shall be valid and enforceable to the fullest extent permitted by law. MIAMI 5427950.4 74183/46889 Page 56 of 83 20.8 24,8-Estoppel Certificate Each party agrees that it will, at any time and from time to time, within ten (10) business days following written notice by the requesting party specifying that it is given pursuant to this section, execute, acknowledge and deliver to the requesting party a statement in writing certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect and stating the modifications), and the date to which the Base Rent, Percentage Rent and any other payments due hereunder from Lessee have been paid in advance, if any, and stating whether or not there are defenses or offsets known and/or currently claimed by the certifying party and whether or not to the best knowledge of certifying party, the requesting party is in default in performance of any, covenant, agreement or condition contained in this Lease, and if so, specifying each such default of which certifying party may have knowledge. It is agreed that nothing contained in the provisions of this Section shall constitute waiver by requesting party of any default existing as of the date of such notice and, unless expressly consented to in writing by requesting party and, certifying party shall still remain liable for the same. There will be a two hundred fifty dollar ($250.00) regulatory fee per Section 166.221, Florida Statutes for each request made of Lessor for each Estoppel Certificate Requested, payment in full shall be made at the time of the request. No certificate shall be issued without payment of the fee. 20.9 21.9 Waiver Failure on the part of either party to complain of any action or non -action on the part of the other, no matter how long the same may continue, shall never be deemed to be a waiver by such party of any of its rights hereunder. Further, it is covenanted and agreed that no waiver at any time of any of the provisions hereof by either party shall be construed as a waiver of any of the other provisions hereof, and that a waiver at any time of any of the provisions hereof shall not be construed as a waiver at any subsequent time of the same provisions. The consent or approval to or of any action by either party requiring such consent or approval shall not be deemed to waive or render unnecessary such consent or approval to or of any subsequent similar act by such party. 20.10 21.10 Time is of the Essence Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. 20.11 21.11 No Discrimination It is intended that the Premises shall be operated in a manner whereby all customers, employees, lessees and invitees of the Lessee shall have the opportunity to obtain all the goods, services, accommodations, advantages, facilities and privileges of the Premises without discrimination because of race, creed, color, sex, age, national origin, ancestry, handicap or disability of any kind. To that end, Lessee shall not discriminate in the conduct and operation of its business in the Premises against any person or group of persons because of the race, creed, MIAMI 5427950.4 74183/46889 Page 57 of 83 color, sex, age, national origin, ancestry, handicap or disability of such person or group of persons. 20.12 21.12 Governing Law, Venue, & Attorney's Fees It is the intent of the Parties hereto that all questions with respect to the construction of the Lease and the rights and the liabilities of the Parties hereto shall be determined in accordance with the laws of Florida. Additionally, all disputes civil action or legal proceeding arising out of or relating to this Lease shall be brought in the courts of record in Miami -Dade County. Each party shall bear their own attorney's fees in civil actions between them arising out of this Lease except the prevailin • • art ma be awarded b the court as • rovided b Florida Statute 83.231 as amended or modified. 20.13 21.13 Waiver of Counterclaims Lessee shall not impose any permissive counterclaim(s) for damages in a summary proceeding or other action based on termination or holdover, it being the intent of the Parties hereto that Lessee be strictly limited in such instances to bringing a separate action in the court of appropriate jurisdiction, however, Lessee may assert any compulsory counterclaims in such action. The foregoing waiver is a material inducement to Lessor making, executing and delivering this Lease and Lessee's waiver of its right to counterclaim in any summary proceeding or other action based on termination or holdover is done so knowingly, intelligently and voluntarily. 20.14 21.14 Waiver of Jury Trial Lessor and Lessee hereby waive trial by jury in any action, proceeding or counterclaim brought by either of the Parties hereto against the other on, or in respect of, any matter whatsoever arising out of or in any way connected with this Lease, the relationship of Lessor and Lessee hereunder, and/or Lessee's use or occupancy of the Premises. 20.15 21.15 Quiet Enjoyment Subject to the terms of this Lease, upon the observance by the Lessee hereunder of all the terms, provisions, covenants and conditions imposed upon the Lessee, the Lessor covenants to the Lessee that Lessee shall peaceably and quietly hold, occupy and enjoy the Premises for the Lease Term without any interruption, disturbance or hindrance by the Lessor, its successors and assigns, or by persons claiming by, through or under the Lessor for the Premises leased herein, or by persons with title superior to the Lessor, its successors and assigns. 20.16 21.16 Surrender of Possession Upon the expiration or earlier termination of the Lease pursuant to the provisions hereof, the Lessee shall deliver to the Lessor possession of the Premises in good repair and condition, reasonable wear and tear excepted. MIAMI 5427950 4 74183/46889 Page 58 of 83 20.17 21.17 Joint and Several Liability If two or more individuals, corporations, partnerships or other business associations (or any combination of two or more thereof) shall sign this Lease as Lessee, or by virtue of a Transfer assume the rights and obligations of the Lessee hereunder, the liability of each such individuals, corporations, partnerships or other business associations (or any combination of two or more thereof) to pay Rent and perform all other obligations hereunder shall be deemed to be joint and several, and all notices, payments and agreements given or made by, with, or to any one of such individuals, corporations, partnerships or other business associations shall be deemed as having been given to all of them. 20.18 21.18 Third Party Beneficiary Nothing contained in this Lease shall be construed so as to confer upon any other party the rights of third party beneficiary. 20.19 21.19 Radon Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of Radon that exceed Federal and State guidelines have been found in buildings in Florida. Additional information regarding Radon and Radon testing may be obtained from your county public health unit. 20.20 21.20 No Liability for Act of other Party Lessee shall not sign any contract or application for any license or permit or do anything that may result in liability to the Lessor for any indebtedness or obligation of Lessee, unless expressly provided herein or approved in writing by the Lessor. Except as expressly authorized in writing or agreed to herein, neither Lessor nor Lessee shall make any express or implied agreement, warranties, guarantees or representations or incur any debt, or represent that their relationship is other than Lessor and Lessee, for the management and operation of the Premises; neither Lessor nor Lessee shall be obligated by or have any liability under any agreements or representations made by the other that are not expressly authorized in writing. Lessor reserves the right, at its sole option, to refuse an agreement for any Federal, State or local grants and loans when the acceptance of same by either Lessor or Lessee may impose a hardship upon Lessor or include obligations which extend beyond the Lease Term. 20.21 21.21 Rights, Privileges and Immunities; Covenants The Lessee shall have, and the Lessor shall fully cooperate in providing to the Lessee, for its use and enjoyment, all rights, privileges and immunities as shall from time to time be granted or afforded by Federal, State or local law to restaurant operators or proprietors. 20.22 Review of Statements All charges due from Lessee to Lessor for which Lessee must be billed by Lessor must be billed within twelve (12) months following the expiration of the calendar year in which the MIAMI 5427950 4 74183/46889 Page 59 of 83 charge is incurred by Lessor (except for Impositions under appeal which must be billed within twelve (12) months after the final, non -appealable adjudication of such appeal) or Lessor will have waived its right to reimbursement which may have been established in any paragraph to this Lease. 20.23 21.22 Consents Wherever in this Lease the consent of one party is required for an act of the other party, unless otherwise specified, such consent shall not be unreasonably withheld, delayed or conditioned. The Parties agree that each of the terms, covenants and conditions hereof agreed to be observed or performed by each party shall constitute concurrent conditions of exchange. MIAMI 5427950.4 74183/46889 Page 60 of 83 IN WITNESS WHEREOF, Lessor and Lessee have executed this Lease, or have caused the same to be executed, as of the date and year first above written. LESSOR: CITY OF MIAMI, a municipal corporation of the State of Florida By: Daniel J. Alfonso City Manager ATTEST: By: Todd B. Hannon City Clerk APPROVED AS TO INSURANCE APPROVED AS TO LEGAL FORM & REQUIREMENTS: CORRECTNESS: By: By: Ann -Marie Sharpe, Director Risk Management Department Victoria Mendez City Attorney LESSEE: VIRGINIA KEY, LLC. a Florida limited liability company By: Name: Title: ATTEST: By: Name: Title: MIAMI 5427950.4 74183/46889 Page 61 of 83 The undersigned hereby executes this Lease to confirm its obligations under Section 16.5 hereof. GUARANTOR: VIRGINIA KEY PARENT, LLC, a Florida limited liability company By: Name: Title: ATTEST: By: Name: Title: MIAMI 5427950.4 74183/46889 Page 62 of 83 EXHIBIT A SURVEY/LEGAL DESCRIPTION OF PREMISES [LEGAL DESCRIPTION TO BE CONFIRMED; DOES CITY OWN ALL LAND FREE FROM RESTRICTION TO USE PROPERTY FOR INTENDED USE?1 MIAMI 5427950.4 74183/46889 Page 63 of 83 EXHIBIT B ANNUAL PERCENTAGE RENT STATEMENT [TO BE INSERTED PRIOR TO EXECUTION/ MIAMI 5427950.4 74183/46889 Page 64 of 83 EXHIBIT C ANNUAL GROSS REVENUE REPORT [TO BE INSERTED PRIOR TO EXECUTION] MIAMI 5427950.4 74183/46889 Page 65 of 83 EXHIBIT D MONTHLY GROSS REVENUE REPORT [TO BE INSERTED PRIOR TO EXECUTION] MIAMI 5427950.4 74183/46889 Page 66 of 83 EXHIBIT E LESSEE'S LEASEHOLD IMPROVEMENTS [TO BE INSERTED PRIOR TO EXECUTION/ MIAMI 5427950.4 74183/46889 Page 67 of 83 EXHIBIT F PAYMENT & PERFORMANCE BOND [TO BE INSERTED PRIOR TO EXECUTION/ MIAMI 5427950,4 74183/46889 Page 68 of 83 EXHIBIT G CONTRACTOR INSURANCE REQUIREMENTS [TO BE INSERTED PRIOR TO EXECUTION] MIAMI 5427950.4 74183/46889 Page 69 of 83 EXHIBIT H LEASEHOLD INSURANCE REQUIREMENTS [TO BE INSERTED PRIOR TO EXECUTION/ MIAMI 5427950 4 74183/46889 Page 70 of 83 EXHIBIT I. MIAMI INTERNATIONAL BOAT SHOW LAYOUT [TO BE INSERTED PRIOR TO EXECUTION/ MIAMI 5427950.4 74183/46889 Page 71 of 83 EXHIBIT J PHASE I -III AREAS [TO BE INSERTED PRIOR TO EXECUTION] MIAMI 5427950.4 74183/46889 Page 72 of 83 EXHIBIT K PHASING PLAN [SEE PROPOSAL/ Note: This projected schedule (i) has been developed to attempt to maximize the available facilities during the permitting and construction phases of the Leasehold Improvements, (ii) is subject to Force Majeure, and (iii) is subject to Lessee obtaining (a) legal possession of the Premises, and (b) the land use approvals, zoning designation and permits for the construction of the Leasehold Improvements to be constructed by Lessee and the use of the Premises by Lessee. It is based upon the collective experience of the project team and best practice estimates for permitting timing for each of the phases of the Leasehold Improvements. Where experience shows that portions of the project permitting will likely take longer than other portions, they have been separated out into separate phases in order to expedite the prior phases and not delay those potions that should be able to be permitted more quickly. All of these timeframes are estimates that are substantially dependent upon the timeliness of third party reviewing agencies. Each of the time frames also assume there are no third party challenges or interventions in the permitting or construction processes. Any third party involvement could change these timeframes significantly and could lead to denial of some permits. MIAMI 5427950.4 74183/46889 Page 73 of 83 MIAMI 5427950.4 74183/46889 Page 74 of 83 SCHEDULE 4.1.1 BASE RENT, CONSTRUCTION RENT, AND PLACEHOLDER RENT [SEE PROPOSAL/ MIAMI 5427950.4 74183/46889 Page 75 of 83 Document comparison by Workshare Compare on Monday, May 22, 2017 4:30:16 PM Input: Document 1 ID interwovenSite://MIADM/MIAMI/5427950/1 Description #5427950v1 <MIAMI> - Exhibit C - Form Lease Agreement 021717 Document 2 ID interwovenSite://MIADM/MIAMI/5427950/4 Description #5427950v4<MIAMI> - Exhibit C - Form Lease Agreement 021717 Rendering set Bilzin Legend: Insertion Deletion Moved from Moved to Style change Format change Inserted cell Deleted cell Moved cell Split/Merged cell Padding cell Statistics: Count Insertions 562 Deletions 302 Moved from 9 Moved to 9 Style change 0 Format changed 0 Total changes 882