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HomeMy WebLinkAboutApplication and Supporting Documents9 94 Planning Department 444 SW 2nd Avenue, 3 d Floor, Miami FL - 33130 Entitlements Checklist Development Agreement Application If you are submitting a request for this application type, the below documents and/or plans are required to be submitted to meet the Planning Department's minimum requirements. Document Description Doc/Drawing Document Name Special Notes/Comments Required/Optional Index for Documents Document PZD-0 This is a table of contents for the documents you are uploading. It should contain the Document Name and Document Description Required Index for Drawings Drawings A-0 If provided, this is a table of contents for the drawings or diagrams you are uploading. It should contain the Drawing/Diagrams Name and Drawing Description that are cross referenced or Exhibits in the Development Agreement. Required N/A Application (Signed by Owner or Owner's Representative) Document PAP-1 This document is generated by the Online Application System ("OAS") in ePlan. Print it when you complete your application, sign it, scan, and upload it to fulfill this requirement. Required Signed Letter of Intent Document PZD-1 The letter of intent (LOI) must address how the Development Agreement meets the intent and complies with all applicable regulations* LOI analysis must include: • Reference applicable Local, State, and Federal Regulations including Miami Code section for the request. * • Property address, folio number, zoning, and description of the property • Proposed Code modifications for Special Area Plan (SAP) (if applicable) • How this project will be in context with the immediate neighborhood • Description of Public Benefits Required V 1 9 94 Planning Department 444 SW 2nd Avenue, 3 d Floor, Miami FL - 33130 Document Description Doc/Drawing Document Name Special Notes/Comments Required/Optional • History of any previous amendments and entitlements Finally, this must address if this is a standalone Development Agreement or if this is related to a Special Area Plan (SAP) * Including, but not limited to Public Benefits, Local Hiring, Living Wage, Signage, Environmental Resources, Street Beautification, Preservation of Historic Buildings, Park Improvements, and Mitigation of Adverse Impacts must indicate how the proposal conforms to the standards of all applicable regulations Miami 21 Code, Miami Comprehensive Neighborhood Plan, State Statue, and City Code. Pre -Application Summary Report Document PZD-2 This section intentionally blank Required V Annual Report Document PZD-10 Copies of previous annual reports (for SAPs) must be submitted as part of this review Required, as applicable Development Agreement Document PZD-4 This section is intentionally left blank Required V Legal Description for the Proposed Zoning Transect(s) Document PZD-5 Please be sure that the legal description(s) accurately reflect(s) the geographies of the property you wish to rezone by your SAP, and that the descriptions delineate all the new transect boundaries. Failure to ensure that this information is correct will result in delays in finalizing staff reports and, as a result, delays in receiving a batch stamp. Required V Required, as applicable\/ Complete list of all folio number(s) and property address(es) in PDF Document PZD-6 For applications with more than one folio number, you must upload a PDF document that includes all the folio numbers and City addresses. Some properties have a separate City of Miami and Miami -Dade County address. Only use the City of Miami address for the application. Search City of Miami folios and addresses through the City online GIS tool. 2 (All items below to be provided prior to public hearing.) Planning Department 444 SW 2nd Avenue, 3rd Floor, Miami FL - 33130 Document Description Doc/Drawing Document Name Special Notes/Comments Required/Optional Legal Description Document HB-1 Exhibit "A" Legal description and sketch for all subject property(ies) rem Required for public hearing process. Acknowledgement by Applicant Document HB-2 Downloadable from Hearing Boards webpage. Required for public hearing process. Lobbyist Registration Document HB-3 Downloadable from Hearing Boards webpage. Required, if applicable, for public hearing process. Signed and Notarized Affidavit of Authority to Act Document HB-4 Downloadable from Hearing Boards webpage. Required for public hearing process. Disclosure of Agreement to Support or Withhold Objection Document HB-5 Downloadable from Hearing Boards webpage. Required for public hearing process. Disclosure of Ownership Document HB-6 Downloadable from Hearing Boards webpage. Required for public hearing process. Disclosure of all Contract Purchasers Document HB-7 In the event the Property is under a sales contract, then this document needs to be completed for all the contract Purchasers. Required for public hearing process, as applicable. Certificate of Status from Tallahassee Document HB-8 Certificate of Good Standing from the State of Florida Required for public hearing process. Corporate Resolution or Power of Attorney ("POA") Document HB-9 Corporate Resolution, or Power of Attorney, from all owners or Board of Directors providing authority to submit the application on behalf of the organization, if you are representing an organization Required for public hearing process. Corporate Resolution or Power of Attorney ("POA") from all Contract Purchasers Document HB-10 In the event the Property is under a sales contract, then this document needs to be completed by all the contract Purchasers. Required for public hearing process, as applicable. 3 9 94 Planning Department 444 SW 2nd Avenue, 3 d Floor, Miami FL - 33130 Document Description Doc/Drawing Document Name Special Notes/Comments Required/Optional Non -profits only: List of Board of Directors Document HB-11 List of Board of Directors for the Owner Required for public hearing process, as applicable. Non -profits, only: List of Board of Directors, for all Contract Purchasers Document HB-12 List of Board of Directors for all contract Purchasers. Required for public hearing process, as applicable. Disclosure Affidavit of No Monies due to the City Document HB-13 Downloadable from Hearing Boards webpage Required for public hearing process, as applicable. Confirmation Letter from City Regarding Use of Restricted Funds Document HB-14 For Vacation and Street Closures Only Required for public hearing process, as applicable. Signed, attestation Document HB-15 Signed and attested by person who prepared list of adjacent property owners within 500 feet Required for public hearing process, as applicable. Complete list of all property owners Document HB-16 In an Excel format, not older than 6 months Required for public hearing process, as applicable. Proof of no open code violation(s) and no open invoices on the subject property(ies) Document HB-17 The report is valid up to 30 days from the report's processing date. Additional reports will be required if the reports have expired prior to the noticing of a public hearing date. Required for public hearing process, as applicable. Proof of Full Payment of Invoice Document HB-18 You will receive an invoice from Hearing Boards Staff per the fee schedule. You must make payment pursuant to Code before application is scheduled for hearing Required for public hearing process, as applicable. Attachment A: When your Development Agreement accompanies an SAP, your LOI requires a table summary that describes the property for which the companion SAP seeks to change zoning Transects and regulations, in addition to any potential Comprehensive Plan Amendments. Format the table based on this template. Note, the second property illustrates how to summarize a proposal to amend the FLUM for a portion of a parcel. For SAPs with zoning changes, be mindful to document all changes to the FLUM and zoning atlas with this table. 4 Planning Department 444 SW 2nd Avenue, 3rd Floor, Miami FL - 33130 Document Description Doc/Drawing Document Name Special Notes/Comments Required/Optional # Folio City of Miami Address SQ FT Existing FLU Designation(s) Proposed FLU Designation(s) Existing Zoning Proposed Zoning 1 0141110150431 1255 SW 13 CT 5,400 Duplex Res Low Dens. Res. Comm. T3-O T4-R 2 0141110150430 1313 SW 13 ST 15,000* Duplex Res Low Dens. Res. Comm. T3-O T4-R * This application on y seeks to amend 9,000 SF of this parcel. 5 City of Miami Planning Departnrnt & Office of Zoning http://www.miamigov.comrplannint http://www.miamigov.com/zpning E-ma�7 eplanp cr miamigov.com Planning (305) 416-1400 Zoning (305) 416-1495 Development Agreement Application Request Number PZ-24-17711 SUBMITTER INFORMATION First Name: Email: Andres arivero@biizin.com Last Name: Rivero PRIMARY APPLICANT INFORMATION First Name: Corporation: Notruse Holdings, LLC Adch-ess: 1420 NW North River Drive City: Miami Email: arivero@bilzinn.com Last Name: State: Phone: Florida Tip: (305) 350-7247 33125 PRIMARY OWNER INFORMATION First Name: Corporation: Address: City: Email: Notruse Holdings, LLC 1420 NW North River Drive Miami arivero@bilzinn.com Last Name: State: Phone: Florida hp: (305) 350-7247 33130 PROJECT INFORMATION Project Name: Project Address: City: Master Folio Number. Notruse Development Agreerrrnt 1411 NW NORTH RIVER DR Miami 0131350110280 State: Florida Unit Number: hp: 33125 SIGNATURE That under the penalty of perjury, I declare that all the infomrtion contained in this permit application is accurate to the best of my knowledge. • That NO work or installation w> 1 connience prior to the issuance of a building permit and that all work w> 1 be perfomred to meet the standards of all laws regulating construction and zoning in this jurisdiction • I will, in all respects, perform work in accordance with the scope of the permit, the City of Miami's codes and all other applicable laws, regulations, standard and ordinances. • That all infomiition given will be accurate and that all work w]Il be done in compliance with all applicable laws regulating construction and zoning • That separate permits maybe required unless specifically covered with the submittal of this application. • That there may be additional permits required from other entities. • Fees shall be paid prior to the review and issuance of the permit, as necessary. • Permit fees are non-refundable APPLICANT OWNER / OWNER REPRESENTATIVE Fist Name: Andres Signature: Date: 2/12/24 Last Name: Rivero (o/b/o Notruse Holdings, LLC) First Name: Andres Signature: Last Name: Rivero (o/b/o Notruse Holdings, LLC) Date: 2/12/24 Document Index PZ-24-17711 PZD-0 Document Index PAP-1 ePlan Application Form PZD-1 Letter of Intent PZD-2 Pre -Application Meeting Report PZD-3 [Intentionally Omitted] PZD-4 Proposed Development Agreement PZD-5 Legal Description PZD-6 Complete List of Folio Numbers and Property Addresses PZD-7 City of Miami Lobbyist Registrations PZD-8 Original River Landing SAP Development Agreement PZD-9 [Intentionally Omitted] PZD-10 2024 SAP Annual Report MIAMI 8644677.1 83933/88924 8/11/2021 9:48 AM Bilzin Sumberg Javier F. Avino 305-350-7202 305-351-2275 javino@bilzin.com February 12, 2024 David Snow Planning Director City of Miami 444 S.W. 2nd Avenue, 3rd Floor Miami, FL 33130 Re: Letter of Intent for SAP Development Agreement 1411 NW North River Drive, Miami, Florida Dear Director Snow: This firm represents Notruse Holdings, LLC (the "Applicant"), the applicant in connection with the properties located at approximately 1411 NW North River Drive, Miami, Florida (the "Property"). Please accept this correspondence as the Letter of Intent for the attached application for review of a Development Agreement in connection with the proposed expansion of the River Landing Special Area Plan (the "River Landing SAP") to include the Property. I. The Property The Property consists of the following nine (9) parcels, as legally described in Exhibit "A": Folio City of Miami Address Lot Size SF Existing and Proposed FLUM Existing Zonin • Proposed Zonin: No Chan • e Pro . osed 01-3135--011-0280 1411 NW North River Dr 7,500 SF Restricted Commercial T6-12-0 T6-24-0 01-3135-011-0270 1421 NW North River Dr 9,000 SF Restricted Commercial T6-12-0 T6-24-0 01-3135-011-0260 1441 NW North River Dr 9,000 SF Restricted Commercial T6-12-0 T6-24-0 01-3135-011-0250 1451 NW North River Dr 9,000 SF Restricted Commercial T6-12-0 T6-24-0 01-3135-011-0240 1465 NW North River Dr 9,000 SF Restricted Commercial T6-12-0 T6-24-0 01-3135-011-0230 1481 NW North River Dr 16,613 SF Restricted Commercial T6-12-0 T6-24-0 01-3135-013-0010 1440 NW 13 Terrace 16,002 SF Restricted Commercial T6-12-0 T6-24-0 01-3135-013-0020 1430 NW 13 Terrace 5,984 SF Restricted Commercial T6-12-0 T6-24-0 01-3135-013-0030 1424 NW 13 Terrace 5,940 SF Restricted Commercial T6-12-0 T6-24-0 Total Size: 88,039 SF MIAMI 11267594.1 100105/300347 2/12/2024 6:37 PM February 12, 2024 Page 2 As depicted in the aerial image below, the Property is located south of NW 14th Street and north of NW North River Drive between NW 13th Terrace and NW 14th Avenue. The Property consists of 88,039 square feet in total (2.02 acres) and has a frontage along NW North River Drive of approximately 431.9 feet. Aerial Image of the Property All nine parcels have a current zoning designation of T6-12-0 and a Future Land Use Map ("FLUM") designation of Restricted Commercial under the City of Miami Neighborhood Comprehensive Plan ("Comprehensive Plan"). II. River Landing Background and Prior Approvals River Landing was originally approved by Special Area Plan ("SAP") on May 23, 2013, pursuant to Ordinance 05-00410ap. The River Landing SAP allowed for the development of River Landing on an 8.14-acre site adjacent to the Miami River, immediately south of the Property across NW North River Drive. The original River Landing SAP allowed for a maximum of 150 residential units per acre, or 1,068 residential units total. Construction of River Landing was completed in 2020, and it received a final Certificate of Occupancy in late 2021. River Landing currently contains 528 residential units. MIAMI 11267594.1 100105/300347 2/12/2024 6:37 PM February 12, 2024 Page 3 III. Proposed SAP Expansion and Rezoning Pursuant to SAP Designation Application PZ-21-10258, which is currently under review by City staff, the Applicant proposes to develop the Property as a new mixed -use tower known as MidRiverVu (the "Project"), which will serve as an expansion of the existing River Landing development. In order to develop the Project, the Applicant is requesting that the River Landing SAP be expanded to include the Property, which would result in a change of zoning for the parcels from T6-12-0 to T6-24-0 with a River Landing SAP designation. The FLUM designation is to remain Restricted Commercial. The Property will be unified by a Covenant in Lieu of Unity of Title and developed as a single site. In conjunction with this proposed rezoning of the Property and expansion of the River Landing SAP, the Applicant proposes to modify the River Landing SAP Regulating Plan and Concept Book. IV. Proposed Development Agreement Pursuant to Section 3.9.1.f of Miami 21, development within an SAP must be subject to a recorded Development Agreement approved by the City Commission. Accordingly, the original River Landing SAP was subject to a Development Agreement, approved by the City Commission on May 23, 2013 pursuant to Ordinance No. 13383 and recorded in Official Records Book 29137, Page 2556 of the Public Records of Miami -Dade County. A copy of the original River Landing SAP Development Agreement has been provided with this Application. In support of the proposed expansion of the River Landing SAP to include the Property, the Applicant now proposes a Development Agreement to permit the development of the Project in accordance with Section 3.9.1.f of Miami 21 (the "Proposed Development Agreement"). A draft of the proposed Development Agreement has been provided with this Application. The Proposed Development Agreement complies with all state statutory requirements for Development Agreements, including the requirements outlined in Section 163.3227, Florida Statutes. Additionally, Section 19 of the Proposed Development Agreement contains several proposed public benefits, including: A. Civic Space: The Applicant proposes to incorporate a portion of the Property as a permanent Civic Space, as depicted in the proposed SAP Concept Book. This Civic Space, which will be located at the corner of NW North River Drive and NW 13th Terrace, will incorporate the existing tree canopy on the Property and serve as a "front lawn" for the surrounding neighborhood. B. Job Creation & Employment Opportunities: The Applicant proposes to offer various job creation and employment opportunities for local residents, including through the creation of Priority Areas, which will give priority in the hiring process to residents of the immediate surrounding area, the greater Allapattah neighborhood, the City of Miami, and Miami -Dade County, in that order. C. Connectivity & Thoroughfares: The Applicant proposes to evaluate the inclusion of various transportation control measures and pedestrian connectivity facilities to the Project. D. Pedestrian Crosswalk: The Applicant proposes to design and build an enhanced pedestrian crosswalk across NW North Drive connecting the Project with the existing River Landing development. MIAMI 11267594.1 100105/300347 2/12/2024 6:37 PM February 12, 2024 Page 4 V. Conclusion Based on the foregoing, the Applicant respectfully requests that the City approve the enclosed Development Agreement in connection with the proposed expansion of the River Landing SAP. Please do not hesitate to contact the undersigned should you have any questions or need additional information. Sincerely, �AwtiPiL CtvirU Javier F. Avino MIAMI 11267594.1 100105/300347 2/12/2024 6:37 PM February 12, 2024 Page 5 Exhibit "A" LEGAL DESCRIPTION: LOTS 1, 2, 3 AND 4, BLOCK A OF L.C. BRANNING'S RESUBDIVISION OF LOTS 45, 46, 47, 48 & 49 OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 9, PAGE(S) 35, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. TOGETHER WITH PARCEL 1: LOT 37 AND THE WEST 10 FEET OF LOT 38, OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 5, PAGE 19, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. AND PARCEL 2: THE EAST 30 FEET OF LOT 39 AND THE WEST 30 FEET OF LOT 40, OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 5, PAGE 19, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. TOGETHER WITH PARCEL 1: LOT 38, LESS THE WEST 10 FEET THEREOF, AND THE WEST 20 FEET OF LOT 39 OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 5, PAGE 19, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. AND PARCEL 2: LOT 42 AND THE EAST 10 FEET OF LOT 41 OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 5, PAGE 19, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. TOGETHER WITH THE EAST 20 FEET OF LOT 40 AND THE WEST 40 FEET OF LOT 41 OF ST. JOHN'S PARK, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 5, AT PAGE 19, OF THE PUBLIC RECORD OF DADE COUNTY, FLORIDA. TOGETHER WITH LOT 43 OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 5, PAGE 19, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. Property Addresses and Folios: • 1411 NW North River Dr / 01-3135--011-0280 • 1421 NW North River Dr / 01-3135-011-0270 • 1441 NW North River Dr / 01-3135-011-0260 • 1451 NW North River Dr / 01-3135-011-0250 • 1465 NW North River Dr/ 01-3135-011-0240 • 1481 NW North River Dr / 01-3135-011-0230 • 1440 NW 13 Terrace / 01-3135-013-0010 • 1430 NW 13 Terrace / 01-3135-013-0020 • 1424 NW 13 Terrace / 01-3135-013-0030 MIAMI 11267594.1 100105/300347 2/12/2024 6:37 PM City of Miami Planning Department Division of Land Development Land Use and Zoning Change Pre -Application Meeting File ID No.: 005 Thursday, January 28, 2021 Attendants: Name Email Telephone number Signature 1. Jacqueline Ellis jellis@miamigov.com 2. Megan Echols mechols@miamigov.com 3. Carly Grimm cgrimm@bilzin.com earl , 4. Javier Cuevas 5. Coralee Penabad 6. Jacqueline Gonzalez Touzet 7. Javier Avind 8. Carlos Prio Touzet 9. Victor Santana Properties involved: 1. 1411 NW North River Dr 4. 1451 NW North River Dr 7. 1440 NW 13 Terrace 2. 1421 NW North River Dr 5. 1465 NW North River Dr 8. 1430 NW 13 Terrace 3. 1441 NW North River Dr 6. 1481 NW North River Dr 9. 1424 NW 13 Terrace a) Rezoning requested: Same rezoning for all properties b) Is the requested Transect Zone compatible w/existing FLU: Yes c) FLU Change requested: No d) FLU Change required: No Any of the properties involved fall within: 1. A DRI area: No 2. Urban Central Business District No 3. An Historic designated area: No 4. Residential Density Increase Areas No 5. A High Hazard Area No 6. Edgewater Intensity Increase Area No 7. A CRA No 8. Health/Civic Center District No 9. Miami River No 10. Wellfield Protection Area No 11. Little River No 12. Regional Activity Center: Buena Vista Yards or Health District 13. An Arch. or Environmental Protected Area: No Regional Activity Center (DHRAC) No (*): Confirmation needed Land Use and Zoning Change Pre -Application Meeting (revised 1/13/2021) Page 1 of 6 City of Miami Planning Department Division of Land Development General Information Applicant /Property Owner: Notruse Holdings, LLC Contact Info: Owner Representative: Carly Grimm Contact Info: cgrimm@bilzin.com Commission District: D-1 (Commissioner Alex Diaz de la Portilla) NET District: Allapattah NET Area CORRESPONDENCE TABLE — ZONING AND COMPREHENSIVE PLAN Transect Miami 21 Transect Zone October 2009 MCNP Future Land Use Dwelling Units / Acre Max T3 (R, L) Sub -Urban Single -Family Residential 9 du/ac T3 0 Duplex Residential 18 du/ac T4 R General Urban Low Density Multifamily Residential 36 du/ac T4 (L, 0) Low Density Restricted Commercial 36 du/ac T5 R Urban Center Medium Density Multifamily Residential 65 du/ac T5 (L, 0) Medium Density Restricted Commercial 65 du/ac T6-(8 — 48) R Urban Core High Density Multifamily Residential 150 du/ac T6-(8 — 48) L, 0 Restricted Commercial / General Commercial D1 Work Place Light Industrial 36 du/ac D2 Industrial Industrial N/A D3 Marine Industrial N/A T6-80 (R, L, 0) Urban Core Central Business District 1000 du/ac CI Civic Institutional Major Institutional, Public Facilities, Transportation, And Utilities 150 du/ac CI -HD Civic Institution — Health District Major Institutional, Public Facilities, Transportation, And Utilities 150 du/ac CS Civic Space/Parks Public Parks And Recreation N/A Commercial Recreation N/A T1 Natural Conservation N/A Land Use and Zoning Change Pre -Application Meeting (revised 1/13/2021) Page 2 of 6 City of Miami Planning Department Division of Land Development Request — Summary # Folio No. /Address Lot Size (sq. ft) FLU designation Zoning classification Existing Proposed Existing Proposed 1 0131350110280 / 1411 NW North River Dr 7,500 Restricted Commercial N/A T6-12-0 (Urban Core Transect Zone - Open) T6-24-0 (Urban Core Transect Zone - Open) 2 0131350110270 / 1421 NW North River Dr 9,000 Restricted Commercial N/A T6-12-0 (Urban Core Transect Zone - Open) T6-24-0 (Urban Core Transect Zone - Open) 3 0131350110260 / 1441 NW North River Dr 9,000 Restricted Commercial N/A T6-12-0 (Urban Core Transect Zone - Open) T6-24-0 (Urban Core Transect Zone - Open) 4 0131350110250/ 1451 NW North River Dr 9,000 Restricted Commercial N/A T6-12-0 (Urban Core Transect Zone - Open) T6-24-0 (Urban Core Transect Zone - Open) 5 0131350110240/ 1465 NW North River Dr 9,000 Restricted Commercial N/A T6-12-0 (Urban Core Transect Zone - Open) T6-24-0 (Urban Core Transect Zone - Open) 6 0131350110230/ 1481 NW North River Dr 16,613 Restricted Commercial N/A T6-12-0 (Urban Core Transect Zone - Open) T6-24-0 (Urban Core Transect Zone - Open) 7 0131350130010/ 1440 NW 13 Ter 16,002 Restricted Commercial N/A T6-12-0 (Urban Core Transect Zone - Open) T6-24-0 (Urban Core Transect Zone - Open) 8 0131350130020/ 1430 NW 13 Ter 5,984 Restricted Commercial N/A T6-12-0 (Urban Core Transect Zone - Open) T6-24-0 (Urban Core Transect Zone - Open) 9 0131350130030/ 1424 NW 13 Ter 5,940 Restricted Commercial N/A T6-12-0 (Urban Core Transect Zone - Open) T6-24-0 (Urban Core Transect Zone - Open) Sub -Total and Total per request 88,039 Note: When Lot size are different from the Survey, the information provide in the Survey will prevail. Land Use and Zoning Change Pre -Application Meeting (revised 1/13/2021) Page 3 of 6 City of Miami Planning Department Division of Land Development ANALYSIS FOR CODE COMPLIANCE Compliance with Section 7.1.2.8 (a) The rezoning requested complies with Criteria Yes No Is the rezoning proposed to a lesser Transect Zone? ❑ �� Is the rezoning proposed within the same Transect Zone to a greater or lesser intensity? ❑ �� Is the rezoning proposed to the next higher Transect Zone? ❑ �� Is the rezoning proposed through a Special Area Plan? �� ❑ TRANSECT ZONE FLR SUCCESSIONAL ZONE FLR T1 -- T1 -- T2 -- N/A -- T3 -- T4, CI -- T4 -- T5, CI -- T5 -- T6-8, CI 6 T6-8 5 T6-12. CI 8 T6-12 8 T6-24a, CI 7 T6-24a 7 T6-24b, T6-36a, CI 16 T6-24b 16 T6-36a, CI 12 T6-36a 12 T6-60a, CI 11 T6-48a 11 T6-60a, CI 11 T6-60a 11 T6-60b, CI 18 T6-48b 18 T6-60b, CI 18 T6-36b 22 T6-60b, CI 18 T6-60b 18 N/A, CI -- T6-80 24 N/A, CI -- CI -- Abutting Zones CI -HD 8 T6-24 7 D1 -- T6-8", T5, CI, D2 5 (T6-8)" or -- all others D2 -- D1. CI -- D3 -- T6-8L, T6-8 0, CI -- * The Planning Department shall make a recommendation as to which Transect Zone will yield the most coherent pattern given the established zoning pattern and context in the immediate vicinity Land Use and Zoning Change Pre -Application Meeting (revised 1/13/2021) Page 4 of 6 City of Miami *I Planning Department I Division of Land Development Compliance with Section 7.1.2.8 (c) The rezoning of property(ies) Yes No Involve(s) an extension of an existing Transect boundary /1 ❑ Involve(s) more than forty thousand (40,000) square feet of land area /1 ❑ Has two hundred (200) feet of street Frontage on one (1) street. /1 ❑ Compliance with Section 7.1.2.8 c.2 Note: Yes * implies partially compliance. Some modifications required Attachments Compliance [PZD-3] Signed Letter of Intent Yes [PZD-4] Application Analysis No [V-1, V-2, V-3, and so on...] Survey No [PHO-1, PHO-2, and so forth...] Context Photos No [PZD-5] Existing Zoning Map Yes [PZD-6] Proposed Zoning Map Yes [PZD-7] List of All Folio Numbers No [PZD-8] Legal Description(s) & Sketch of Proposed New Zoning Designation(s)/ "Exhibit A" No [PZD-9] Neighborhood Outreach Reports No [PZD-10] Covenant No Land Use and Zoning Change Pre -Application Meeting (revised 1/13/2021) Page 5 of 6 City of Miami *I Planning Department I Division of Land Development Questions / Comments: 1. This is an amendment to the River Landing Special Area Plan (SAP). Applicant would like to extend the SAP. 2. Staff suggests Applicant should request the parcel to the east along NW N River Dr to join. 3. Applicant states the parcel to the east is a historically designated site. 4. Applicant should use the SAP Checklist during application submittal. 5. Will a covenant be proffered? No, this is an SAP expansion. 6. What is the history of the site, e.g. are there any existing covenants, liens, or other encumbrances? Site is adjacent to an SAP that will be expanaeo. 7. While not required the PZAB will want to know if any neighborhood outreach has occurred, reach out to the office of Human Services for the most to date list of Homeowner's Associations. Applicants states there has been no formal outreach, but they intend to do outreach as they had done with River Landing 1. 8. Include in your analysis explanation of why the existing Zoning classification is inappropriate for the subject properties, and how this request will benefit the immediate neighbohood or the entire city 9. Is the surrounding neighborhood an stable residential area or is a changing area? 10. Explain the relationship of the proposed amendment to the goals, objectives and policies of the Comprehensive Plan, with appropriate consideration as to whether the proposed change will further the goals, objectives and policies of the Comprehensive Plan; the Miami 21 Code; and other city regulations (Sec. 7.1.2.8 f). 11. Elaborate in the need and justification for the proposed change, including changed or changing conditions that make the passage of the proposed change necessary. 12. If the request involves a Density increase, tha application must contain a School Concurrency form properly filled and signed by the Applicant. 13. Be sure to comply with the Naming Convention for your application(s), as provided in the attached Checklists for Comprehensive Plan Amendment and Rezoning. Land Use and Zoning Change Pre -Application Meeting (revised 1/13/2021) Page 6 of 6 DEVELOPMENT AGREEMENT BETWEEN THE CITY OF MIAMI, FLORIDA AND NOTRUSE HOLDINGS, LLC, REGARDING EXPANSION OF THE RIVER LANDING SAP This is a Development Agreement ("Agreement") made this day of 2024, between Notruse Holdings, LLC, a Florida limited liability company (the "Owner") and the City of Miami, Florida, a municipal corporation and a political subdivision of the State of Florida (the "City"), collectively referred to as the "Parties" to this Agreement. RECITALS WHEREAS, the Owner is the fee simple owner of approximately 2.02 acres of property in Miami -Dade County, Florida, legally described on Exhibit "A", having a street address of 1481 NW North River Drive (the "Property"); and WHEREAS, on February 24, 2021, the Owner filed an application with the City for approval to expand the River Landing Special Area Plan (the "SAP") to include the Property in order to develop the Property with a multi -family development with amenities (the "Project"); and WHEREAS, the Property, pursuant to the Zoning Ordinance known as Miami 21, is presently zoned T6-12-0 and the Owner proposes to rezone the Property to T6-24-0; and WHEREAS, the proposed Project will create certain recurring fiscal benefits for the City of Miami's tax base; and WHEREAS, the Parties wish for the development to proceed substantially in accordance with the Regulating Plan and Design Concept Book attached as Exhibit "B" ("Regulating Plan and Design Concept Book "); and WHEREAS, as a condition to the approval of the expansion of the River Landing SAP to include the Property, the Owner must enter into a development agreement pursuant to Section 3.9 of the City's Miami21 Code ("Miami 21") and the Florida Local Government Development Agreement Act, Florida Statutes, 163.3220 through 163.3243; and WHEREAS, assurance to the Owner that they may proceed in accordance with existing laws and policies, subject to the conditions of a development agreement, strengthens the public planning process, encourages sound capital improvement planning and financing, assists in assuring there are adequate capital facilities for the development, encourages private participation in comprehensive planning, and reduces the economic costs of development; and WHEREAS, the City Commission pursuant to Ordinance No. has authorized the City Manager to execute this Agreement upon the terms and conditions as set forth below, and the Owner have been duly authorized to execute this Agreement upon the terms and conditions set forth below. MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 1 NOW THEREFORE, in consideration of the mutual covenants contained herein, it is hereby understood and agreed: The recitals are true and correct and are incorporated into and made a part of this Agreement. Section 1. Consideration. The Parties hereby agree that the consideration and obligations recited and provided for under this Agreement constitute substantial benefits to both parties and thus adequate consideration for this Agreement. Section 2. Rules of Legal Construction. For all purposes of the Agreement, unless otherwise expressly provided: (a) A defined term has the meaning assigned to it; (b) Words in the singular include the plural, and words in plural include the singular; (c) A pronoun in one gender includes and applies to other genders as well; (d) The terms "hereunder", "herein", "hereof, "hereto" and such similar terms shall refer to the instant Agreement in its entirety and not to individual sections or articles; (e) The Parties hereto agree that this Agreement shall not be more strictly construed against any of the Parties, as all parties are drafters of this Agreement; and (f) The attached exhibits shall be deemed adopted and incorporated into the Agreement; provided however, that this Agreement shall be deemed to control in the event of a conflict between the attachments and this Agreement. Section 3. Definitions. Capitalized terms which are not specifically defined herein shall have the meaning given in Miami 21. "Agreement" means this Development Agreement between the City and the Owner. "City" means the City of Miami, a municipal corporation of the State of Florida, and all departments, agencies and instrumentalities subject to the jurisdiction thereof. "Comprehensive Plan" means the comprehensive plan known as the Miami Comprehensive Neighborhood Plan, (MCNP) adopted by the City pursuant to Chapter 163, Florida Statutes (2012), meeting the requirements of Section 163.3177, Florida Statutes (2012), Section 163.3178, Florida Statutes (2012) and Section 163.3221(2), Florida Statutes (2012), which is in effect as of the Effective Date of the Agreement. "County" means Miami -Dade County, a political subdivision of the State of Florida. MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 2 "Development" means the carrying out of any building activity, the making of any material change in the use or appearance of any structure or land, or the dividing of land into three or more parcels and such other activities described in Section 163.3221(4), Florida Statutes (2012). "Effective Date" is the date of recordation of the executed, original version of this Agreement. "Existing Zoning" is (a) Miami 21 Code, effective May 2010, as amended, specifically including the SAP, and (b) the provisions of the Charter and City Code of Miami ("Code") which regulate development, specifically including Chapters 10, 13, 22, 23, 36, 54, 55 and 62 of the Code as amended through the Effective Date, which together comprise the effective land development regulations governing development of the Property as of the Effective Date. "Land" means the earth, water, and air, above, below, or on the surface and includes any improvements or structures customarily regarded as land. "Laws" means all ordinances, resolutions, regulations, comprehensive plans, land development regulations, and rules adopted by a local government affecting the development of land. "Public Facilities" means major capital improvements, including, but not limited to, transportation, sanitary sewer, solid waste, drainage, potable water, educational, parks and recreational, streets, parking and health systems and facilities. Section 4. Purpose. The purpose of this Agreement is for the City to authorize the Owner to redevelop the Properties pursuant to the River Landing SAP. This Agreement will establish, as of the Effective Date, the land development regulations which will govern the development of the Property, thereby providing the Parties with additional certainty during the development process. This Agreement satisfies the requirements of Section 3.9.1.f., Miami 21. Section 5. Intent. The Owner and the City intend for this Agreement to be construed and implemented so as to effectuate the purpose of the River Landing SAP, this Agreement, the Comprehensive Plan, Existing Zoning, and the Florida Local Government Development Agreement Act, Sections 163.3220 - 163.3243, Florida Statutes. Section 6. Applicability. This Agreement only applies to the Property as identified and legally described in Exhibit "A," attached and incorporated. Section 7. Term of Agreement, Effective Date and Binding Effect. This Agreement shall have a term of thirty (30) years from the Effective Date and shall be recorded in the public records of Miami -Dade County and filed with the City Clerk. The term of this Agreement may be extended by mutual consent of the Parties subject to a public hearing, pursuant to s. 163.3225, Florida Statutes. This Agreement shall become effective on the Effective Date and shall constitute a covenant running MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 3 with the land that shall be binding upon, and inure to, the benefit of the Owner, its successors, assigns, heirs, grantees, legal representatives, and personal representatives. If the Property is submitted to condominium ownership, then the association or other entity designated to represent all of the condominium ownership interests as to the Property, as may be applicable, shall be the proper entity or entities to execute any such release for properties in a condominium form of ownership after City approval as discussed herein. Section 8. Regulating Plan and Design Concept Book. The Property will be developed and used in compliance with the "Regulating Plan and Design Concept Book", as described in attached Exhibit "B" to this Agreement. Section 9. Zoning, Permitted Development Uses and Building Intensities. The City has designated the Property as River Landing SAP on the official zoning Atlas of the City, pursuant to the applicable procedures in Miami 21. As part of the SAP process, the Property is being rezoned to T6-24- O. The Regulating Plan and Design Guidelines are attached as Exhibit "B", and provide for any deviations from the underlying regulations of the Code. In approving the expansion of the River Landing SAP, the City has determined that the uses, intensities, and densities of development permitted thereunder are consistent with the Comprehensive Plan and Miami 21. Signage and deviations to the regulations in the Code are articulated further in the Regulating Plan and will be approved administratively in accordance with these regulations by the issuance of an SAP Permit. Section 10. Future Development. Development within the River Landing SAP is intended to be developed substantially in accordance with the Regulating Plan and Design Concept Book, attached and incorporated as Composite Exhibit "B". The criteria to be used in determining whether future Development shall be approved are the proposed Development's consistency with the Comprehensive Plan, this Agreement, and the River Landing SAP. The Comprehensive Plan, this Agreement, and the River Landing SAP shall govern Development of the Property for the duration of this Agreement. The City's laws and policies adopted after the Effective Date may be applied to the Property only if the determination(s) required by Section 163.3233(2), Florida Statutes, have been made at a public hearing. Pursuant to Section 163.3233(3), Florida Statutes, a prohibition on downzoning supplements, rather than supplants, any rights that may be vested to the Owner under Florida or Federal law. As a result, the Owner may challenge any subsequently adopted changes to land development regulations based on (a) common law principles including, but not limited to, equitable estoppel and vested rights or (b) statutory rights which may accrue by virtue of Chapter 70, Florida Statutes. The City reserves all of its defenses, immunities, and any claims it may have in response to the right to challenge changes in the land development regulations. Section 11. Local Development Permits. The Project may require additional permits or approvals from the City, County, State, or Federal government and any division thereof. Subject to required legal processes and approvals, the City shall make a good faith effort to take all reasonable steps to cooperate with and aid in facilitating all such City approvals. Such approvals include, without limitation, the following approvals and permits and any successor or analogous approvals and permits: (a) Waiver(s), Warrant(s), Exception(s), Variances, and SAP Permits; MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 4 (b) Subdivision plat or waiver of plat approvals; (c) Covenant in Lieu of Unity of Title or Unity of Title acceptance or the release of existing unities or covenants; (d) Building permits; (e) Certificates of use or occupancy; (f) Stormwater Permits; and (g) Any other official action of the Federal, City, County, State or any other government agency having the effect of permitting development of the Property. In the event that the City substantially modifies its land development regulations regarding site plan approval procedures, authority to approve any site plan for the Project shall be vested solely with the City Manager with the recommendation of the Planning Director and any other relevant party. Any such site plan shall be approved if it meets the requirements and criteria of the Existing Zoning, the Comprehensive Plan, and the terms of this Agreement. Section 12. Utilities and Easements. The Owner understands and agrees that the utilities presently serving the Property may be insufficient for the Development of the Project. The Owner agrees that it will, at its sole cost and expense, make any and all changes, improvements, alterations, or enhancements to these facilities as necessary or appropriate to provide the highest level of service to the Property in order to comply with applicable laws without materially diminishing the service to other properties within the City. The Owner also understands and agrees that no Development will encroach upon any existing easements, including platted easements, unless otherwise permitted by law. Section 13. Compliance With Florida Building Code and Florida Fire/Life Safety Laws. The Owner shall at all times in the development and operation of the Project comply with all applicable laws, ordinances and regulations including the Florida Building Code and Florida Life Safety codes to insure the safety of all Project and City residents and guests. Specifically and without limitation, the Owner will install and construct all required fire safety equipment and water lines with flow sufficient to contain all possible fire occurrences. Section 14. Notice. All notices, demands, and requests which are required to be given hereunder shall, except as otherwise expressly provided, be in writing and delivered by personal service or sent by United States Registered or Certified Mail, return receipt requested, postage prepaid, or by overnight express delivery, such as Federal Express, to the Parties at the addresses listed below. Any notice given pursuant to this Agreement shall be deemed given when received. Any actions required to be taken hereunder which fall on Saturday, Sunday, or United States legal holidays shall be deemed to be performed timely when taken on the succeeding day thereafter which shall not be a Saturday, Sunday, or legal holiday. To the City: City Manager City of Miami MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 5 3500 Pan American Drive Miami, FL 33133 With a copy to: City Attorney Miami Riverside Center 444 S.W. 2nd Ave., 9th Floor Miami, FL 33130 To Notruse Holdings, LLC/Owner: c/o Andrew Hellinger and Coralee Penabad. 283 Catalonia Avenue, Suite 100 Coral Gables, FL 33134 With a copy to: Javier F. Avifio, Esq. Bilzin Sumberg 1450 Brickell Avenue, Suite 2300 Miami, Florida 33131 Any party to this Agreement may change its notification address(es) by providing written notification to the remaining Parties pursuant to the terms and conditions of this Section. Section 15. Environmental. The City finds that the proposed Project will confer a significant net improvement upon the publicly accessible tree canopy in the area. The Parties agree that the Owner will comply with the intent and requirements of Chapter 17 of the City Code within the River Landing SAP where required. (a) For all trees placed within the Property and abutting rights -of -way, the Owner shall install any needed irrigation and corresponding water meters to support the growth and viability of the trees located within the right-of-way. The Owner shall agree to water, trim, root, prune, brace, or undertake any other necessary maintenance as may be required for trees located within the Property and abutting rights -of -way for the term of this Agreement. The Owner further agrees to warrant each tree within the Property and abutting right-of- way for the Term of this Agreement after planting. A tree removal permit shall be required for all removal, relocation, and mitigation of trees within the Property and abutting rights - of -way. (b) Tree Installation. The Owner shall install trees opportunistically within the public right- of-way, subject to approval by the appropriate City department. (c) Staff Arborist Review. Tree installation and tree maintenance plans shall be administratively reviewed and approved by a City staff aborist. Section 16. Waterfront Specialty Center Designation. Pursuant to Chapter 4 of the City Code, the River Landing SAP is designated as a Waterfront Specialty Center. MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 6 Section 17. Alcoholic Beverage Sales. Upon approval of this Agreement, pursuant to Chapter 4 of the City Code, a Waterfront Specialty Center is hereby designated for the expanded SAP. Any establishments located therein shall be entitled to the benefits afforded by Chapter 4 of the City Code. Notwithstanding the requirements of Sec. 4-3.2 of the City Code, PZAB and City Commission approval shall not be required for bars (including taverns, pubs, and lounges), nightclubs, supper clubs as principal uses proposed to be located in the SAP. The maximum number of establishments selling alcoholic beverages permitted within the Waterfront Specialty Center shall not exceed four (4) establishments, but exclusive of any bona fide, licensed restaurants where the sale of alcoholic beverages is entirely incidental to and in conjunction with the principal use of the sale of food (e.g. bona fide, licensed restaurants, with a 2-COP, 2-COP SRX, 4-COP, 4-COP SRX or an equivalent license). The number of approved establishments may be increased by amendment to this Agreement before the City Commission. Section 18. Archaeological. Due to the Project's location in an Archaeological Conservation Area, the City may require Owner/Assignor or Assignee to obtain a Certificate of Appropriateness, pursuant to Chapter 23 of the City Code, to dig prior to any ground disturbing activities. Section 19. Public Benefits Pursuant to this Agreement. The proposed Project will create a public benefit by providing much needed additional housing to the Health District, creating certain recurring fiscal benefits for the City's tax base, and by creating temporary and permanent jobs for the City's residents. The public benefits set forth in this Section may be provided in phases when the various portions of the Project are developed. (a) Civic Space. Pursuant to Section 3.9.1(e) of the Zoning Ordinance, the Owner shall incorporate a minimum of five percent (5%) of the Property as Civic Space. The Owner is currently proposing well over 5% (currently over 20%) as depicted in the Concept Book, attached and incorporated as Composite Exhibit "B". The City shall approve the final design of the Civic Space pursuant to the Design Review Criteria described in Article 4, Table 12 of Miami 21. The final percentage of the Property used for Civic Space percentage will be subject to final modifications of the SAP as approved. The Owner shall be responsible for constructing the public improvements within the Property, including but not limited to the Civic Space Types and Thoroughfares. (b) Job Creation & Employment Opportunities. i. Priority Areas. The Owner shall offer employment opportunities to local residents, prioritizing hiring efforts pursuant to the following geographic areas ("Priority Areas"): 1.Priority Area 1: The Health District area depicted in the map attached hereto as Exhibit "C". MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 7 2.Priority Area 2: Zip code areas 33142, 33125, 33127, 33136, 33147, 33150 and 33135. 3.Priority Area 3: All remaining areas within the City of Miami not identified in the Priority Areas above. 4.Priority Area 4: All remaining areas within Miami -Dade County not identified in the Priority Areas above. ii. Laborer Participation. The Owner shall require the general contractor(s) and subcontractor(s) to use reasonable efforts to seek laborers residing in Priority Area 1 before expanding the search to subsequent Priority Areas, with the goal that City of Miami residents make up a minimum of fifteen percent (15%) of the labor workforce. General contractor(s) and subcontractor(s) shall conduct an employment search within Priority Area 1 before searching within the subsequent Priority Areas. iii. Permanent Jobs: Employment by Owner. For all employment opportunities by Owner related to the operation of the Property, the Owner shall use reasonable efforts to hire employees in accordance with the above Priority Areas, with the goal that City of Miami residents make up a minimum of fifteen percent (15%) of the workforce employed by the Owner. The Owner shall conduct an employment search within Priority Area 1 before searching within the subsequent Priority Areas. iv. Community Outreach and Employment. Owner shall use reasonable efforts to coordinate with organizations experienced in implementing local preference job opportunities and entities in its search for permanent employees where such employment is within the control of the Owner. v. Employment Policies. The Owner and the general contractor(s) shall use reasonable efforts to incorporate the following employment policies: 1. Take action in the effort to recruit, advertise, attract and retain minority and female contractors and subcontractors. 2. Provide a reasonable opportunity in the recruitment, advertising, and hiring of professionals, contractors and subcontractors residing within the above Priority Areas. 3. Take reasonable action in retaining employees regardless of race, color, place of birth, religion, national origin, sex, age, sexual orientation, gender identity, marital status, veterans, and disability status. 4. Maintain equitable principles in the recruitment, advertising, hiring, upgrading, transfer, layoff, termination, compensation and all other terms, conditions and privileges of employment. 5. Post in conspicuous places, availability to employees and applicants for employment, notices, setting forth the non-discrimination clauses of this Section. MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 8 6. In all solicitations and advertisements for employment placed by or on behalf of the Owner, state that all applicants will receive consideration for employment without regard to race, creed, color or national origin. (c) Connectivity and Thoroughfares. The Project shall provide connect the proposed Civic Spaces with existing Civic Spaces throughout the River Landing SAP to connect the Property to the elements of the Miami River and the riverwalk. This Civic Space will be privately owned and maintained by the Owner but shall remain open to the public. In addition, the Owner will evaluate inclusion of the following transportation control measures into the Property: i. Secure bicycle parking spaces ii. Provision of transit information throughout the Project iii. Designated scooter/motorcycle parking spaces iv. Designated carpool parking spaces v. Bicycle share station vi. Improved sidewalks throughout the Project vii. Electric vehicle charging stations (d) Pedestrian Crosswalk. The Owner shall endeavor to design and build an enhanced pedestrian crosswalk across NW North River Drive connecting the development with the existing River Landing Development. Improvements shall include but not be limited to enhanced paving materials, pedestrian signalization, public art, landscaping, and lighting. Improvements shall be reviewed and approved by the relevant permitting agencies prior to building permit, including phased permits. Section 20. Emergency Management. The Owner shall ensure public safety and protection of property within the coastal zone from the threat of hurricanes. A portion of the SAP is part of the Coastal High Hazard Area (CHHA) as depicted in the Map in Appendix CM-1 of the MCNP. The Owner/Assignor will review the Development's potential impact on evacuation times and shelter needs in the event of a hurricane and meet all applicable FEMA Building Code and emergency management regulations. Section 21. Multiple Ownership. The Owner shall have the right to develop the Project in phases, to sell or lease portions of the Project to any third party, to condominiumize the Project (or portions thereof), and/or to enter into joint ventures for portions of the Project with third parties. In the event of multiple ownership subsequent to the approval of the Agreement, each of the subsequent owners, mortgagees, and other successors having interest in the Property (or any portion thereof, including condominium unit owners) shall be bound by the terms and provisions of this Agreement as covenants that run with the Property. Section 22. Common Area Maintenance. The Owner shall create, prior to the conveyance of any portion of the Property (less than the entire Property), a declaration of covenants, conditions and restrictions, easement and operating agreement, or similar instrument, which shall provide for the maintenance of all common areas, private roadways, cross -easements, and other amenities common to the Property. This Agreement shall not preclude the Owner(s) of the Property from maintaining MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 9 its own buildings or common areas not common to the Property. Such declaration, easement and operating agreement, or similar instrument shall be subject to the approval of the City Attorney. Section 23. Annual Report and Review. (a) This Agreement shall be reviewed by the City annually on the anniversary of the Effective Date. The Owner shall submit an annual report to the City for review at least thirty (30) days prior to the annual review date. The annual report shall contain a section by section description of the Owner's compliance with its obligations under this Agreement. The Owner's obligation to submit an annual report shall cease as of the date on which this Agreement is terminated pursuant to any such term or provision herein. (b) If the City finds in the annual report, on the basis of competent substantial evidence, that the Owner has failed to comply with any material obligation under this Agreement and the City provides the Owner with written notice of such failure, if such failure is not cured within the applicable notice and cure period set forth in Section 28(a) in this Agreement, the Owner shall be considered in default and the City shall have the remedies set forth in Section 29 of this Agreement. Section 24. Modification. The provisions of this Agreement may be amended, added to, derogated, deleted, modified, or changed from time to time only by recorded instrument executed by the Owner and the City after two (2) public hearings before the City Commission in accordance with Florida Statutes, Section 163.3225. Notice shall be provided to all properties within five hundred (500) feet of the Property by the Owner by certified mail, return receipt requested at the Owner's sole cost. If the Property is submitted to condominium ownership, then the association or other entity designated to represent all of the condominium interests as to the Property, as may be applicable, shall be the proper entity or entities to execute any such instrument described herein for properties in a condominium form of ownership after approval by the City and public hearings before the City Commission. In addition, pursuant to Section 163.3241, Florida Statutes (2017), if State or Federal laws are enacted after the execution of this Agreement which are applicable to and preclude the Parties' compliance with its terms, this Agreement shall be modified or revoked as provided for in this Section as is necessary to comply with the relevant State or Federal laws. Any modification shall be in writing and signed by the Parties. Section 25. Enforcement. The City and the Owner shall have the right to enforce any of the provisions of this Agreement. Enforcement shall be by action at law or in equity against any party or person violating or attempting to violate any covenants, to restrain violation, to recover damages, or all of the above. Each party to any such action shall bear its own attorneys' fees and costs. This enforcement provision shall be in addition to any other remedies available at law, in equity, or both. Additionally, the City may enforce this Agreement by any means allowed by law, including but not limited to injunction or via Chapter 2, Article X of the City Code. MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 10 Section 26. No Exclusive Remedies. No remedy or election given by any provision in this Agreement shall be deemed exclusive unless expressly so indicated. Wherever possible, the remedies granted hereunder upon a default of the other party shall be cumulative and in addition to all other remedies at law or equity arising from such event of default, except where otherwise expressly provided. Section 27. Authorization to Withhold Permits and Inspections. In the event the Owner is obligated to make payments or improvements under the terms of this Agreement or to take or refrain from taking any other action under this Agreement and such obligations are not performed prior to the expiration of any applicable notice and/or cure period, in addition to any other remedies available, the City is hereby authorized to withhold any further permits for the Property and refuse any inspections or grant any approvals with regard to any portion of the Property until such time this Agreement is complied with. This remedy shall be in addition to any other remedy provided for in this Agreement. Section 28. Exclusive Venue, Choice of Law, Specific Performance. It is mutually understood and agreed by all the Parties hereto that this Agreement shall be governed by the laws of the State of Florida, and any applicable federal law, both as to interpretation and performance, and that any action of law, suit in equity, or judicial proceedings for the enforcement of this Agreement or any provision hereof shall be instituted only in the courts of the State of Florida or federal courts and venue for any such actions shall lie exclusively in a court of competent jurisdiction in Miami -Dade County. In addition to any other legal rights, the City and the Owner shall each have the right to specific performance of this Agreement in court. If an action is brought in a court of competent jurisdiction, each Party shall bear its own attorneys' fees. Each Party waives any defense, whether asserted by motion or pleading, that the aforementioned courts are an improper or inconvenient venue. Moreover, the Parties consent to the personal jurisdiction of the aforementioned courts and irrevocably waive any objections to said jurisdiction. The Parties irrevocably waive any rights to a jury trial. Section 29. Severability. Invalidation of any of the sections in this Agreement by judgment of court in any action initiated by a third party in no way shall affect any of the other provisions of this Agreement, which shall remain in full force and effect. Section 30. Events of Default. (a) The Owner shall be in default under this Agreement if the Owner fails to perform or is in breach of any term, covenant, or condition of this Agreement which is not cured within thirty (30) days after receipt of written notice from the City specifying the nature of such breach. If such breach cannot reasonably be cured within thirty (30) days, then the Owner shall not be in default if it commences to cure such breach within said thirty (30) day period, diligently prosecutes such cure to completion, and notifies the City in writing of its attempt to comply. If such breach cannot be cured within an additional ninety (90) day period, the Owner shall request written consent from the City to extend the cure period beyond the additional ninety (90) days. Pursuant to Section 35 of this Agreement, the City shall provide a written response to said request within five (5) days of receipt. If the City fails to provide a written response within five (5) days, the cure period shall be deemed automatically extended for an additional ninety (90) days. MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 11 (b) The City shall be in default under this Agreement if the City fails to perform or breaches any term, covenant, or condition of this Agreement and such failure is not cured within thirty (30) days after receipt of written notice from the Owner specifying the nature of such breach. If such breach cannot reasonably be cured within thirty (30) days, the City shall not be in default if it commences to cure such breach within said thirty (30) day period, diligently prosecutes such cure to completion, and notifies the Owner in writing of its attempt to comply. If such breach cannot be cured within an additional ninety (90) day period, the City shall request written consent from the Owner to extend the cure period beyond the additional ninety (90) days. The Owner shall provide a written response to said request within five (5) days of receipt. If the Owner fails to provide a written response within five (5) days, the cure period shall be deemed automatically extended for an additional ninety (90) days. (c) It shall not be a default under this Agreement if either party is declared bankrupt by a court of competent jurisdiction after the Project has been built. All rights and obligations in this Agreement shall survive such bankruptcy of either party. The Parties hereby forfeit any right to terminate this Agreement upon the bankruptcy of the other Party. (d) The default of any Owner, successor, or Owner of any portion of the Owner's rights hereunder shall not be deemed a breach by any other Owner, any other successor, or Owner of any portion of the rights of the Owner hereunder or any other successor. Section 31. Remedies Upon Default. (a) Neither party may terminate this Agreement upon the default of the other party, except as specifically provided in this Agreement, but shall have all of the remedies enumerated herein. (b) Upon the occurrence of a default by a party to this Agreement not cured within the applicable grace period, the Owner and the City agree that any party may seek specific performance of this Agreement, and that seeking specific performance shall not waive any right of such party to also seek monetary damages, injunctive relief, or any other relief other than termination of this Agreement. If an action is brought in a court of competent jurisdiction to seek specific performance, each Party shall bear its own attorneys' fees. Section 32. Obligations Surviving Termination Hereof. Notwithstanding and prevailing over any contrary term or provision contained herein, in the event of any lawful termination of this Agreement, the following obligations shall survive such termination and continue in full force and effect until the expiration of a one (1) year term following the earlier of the Effective Date of such termination or the expiration of the Term: (i) the exclusive venue and choice of law provisions contained herein; (ii) rights of any party arising during or attributable to the period prior to expiration or termination of this Agreement; and (iii) any other term or provision herein which expressly MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 12 indicates either that it survives the termination or expiration hereof or is or may be applicable or effective beyond the expiration or permitted early termination hereof. In no event shall this Agreement terminate early other than for those reasons stated in this Agreement. Section 33. Lack of Agency Relationship. Nothing contained herein shall be construed as establishing an agency relationship between the Parties nor its employees, agents, contractors, subsidiaries, divisions, affiliates, or guests shall be deemed agents, instrumentalities, employees, or contractors of the City for any purpose hereunder, and the City, its contractors, agents, and employees shall not be deemed contractors, agents, or employees of the Owner or its subsidiaries, divisions, or affiliates. Section 34. Cooperation. (a) The Parties agree to cooperate with each other to the full extent practicable pursuant to the terms and conditions of this Agreement. The City shall use its best efforts to expedite the permitting and approval process in an effort to assist the Owner in achieving its Development and construction milestones unless the provisions of Section 27 of this Agreement apply. The City will accommodate requests from the Owner or the Owner's general contractor and subcontractors for review of phased or multiple permitting packages, as allowed by law or as approved by the Building Official in consultation with the Planning Director or any other relevant parties, such as those for excavation, site work and foundations, building shell, core, and interiors. (b) Notwithstanding the foregoing, the City shall not be obligated to issue Development permits to the extent the Owner does not comply with the applicable requirements of the Zoning Ordinance, the Comprehensive Plan, this Agreement, or any applicable codes, laws, statutes, regulations, or orders. Section 35. Recording. This Agreement shall be recorded in the Public Records of Miami -Dade County, Florida by the Owner and at the Owner's sole expense and shall inure to the benefit of the City. Copies of the recorded Agreement shall be provided to the City Manager, Planning Director, City Clerk, and City Attorney within two (2) working days of recording. Section 36. Successor(s), Assigns, Heirs, Grantees, and Designees. The covenants and obligations set forth in this Agreement shall run with the Property and extend to the Owner, its successor(s), heir(s), grantee(s), and/or assigns. Nothing contained herein shall be deemed to be a dedication, conveyance, or grant to the public in general nor to any persons or entities except as expressly set forth herein. Section 37. Approvals. Whenever any matter set forth herein is made subject to the approval of the City, the City Manager, and/or the City Attorney, the approval shall be expressed in writing and the City, the City Manager, and/or the City Attorney (as applicable) shall not unreasonably withhold, delay, or condition any such approval. The failure to grant or withhold any such approval within five (5) days after receipt of written notice requesting the same and after any applicable cure period as specified in Section 30 of this Agreement (or such other time period as may be expressly provided in this Agreement), shall be deemed approval of such matter. Section 38. Time. Time shall be of the essence for the performance of all obligations of the Owner MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 13 and the City under this Agreement. Whenever this Agreement provides for or contemplates a period of time for performance of any obligation, such time period shall be calculated using calendar days, except when such time period is expressly stated to be calculated in business days. Any date in this Agreement which falls upon a Saturday, Sunday, or federal legal holiday shall be deemed to be extended to the next business day. The term "business day" as used in this Agreement means any day that is not a Saturday, Sunday, or federal legal holiday. Section 39. Limitation of Liability. In no event shall any of the officers, directors, shareholders, partners, members, managers, employees, elected officials, attorneys, or agents of either party or any subsidiaries or affiliates of either party ever be personally liable for any judgment against either party under this Agreement. Section 40. Estoppel. The City shall, within thirty (30) days of its receipt of a written request from the Owner, provide the Owner with a written estoppel certificate duly executed stating (a) to the best of the City's knowledge, whether the Owner is in default or violation of this Agreement and setting forth with specificity the default or violation (if any); (b) that this Agreement is in full force and effect and identifying any amendments to the Agreement as of the date of such certificate; and (c) such other information as may be reasonably requested by Owner or any prospective purchaser or lender. Such estoppel certificate shall be certified to the Owner and any prospective purchaser and/or lender, as applicable. Section 41. Counterparts/Electronic Signature. This Agreement may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, and such counterparts shall together constitute but one and the same Agreement. The parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Agreement upon request. MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 14 IN WITNESS WHEREOF, these presents have been executed this day of , 2024. STATE OF COUNTY OF ) SS NOTRUSE HOLDINGS, LLC, a Florida limited liability company Signature: By: Title: The foregoing instrument was acknowledged before me via ( ) physical presence or ( ) online notarization this day of , 2024 by , as of Notruse Holdings, LLC, who is ( ) personally known to me or ( produced a valid driver's license as identification. My Commission Expires: (Notarial Seal) MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM Notary Public: Sign Name: Print Name: ) 15 IN WITNESS WHEREOF, these presents have been executed this day of , 2024. ATTEST: CITY OF MIAMI, a municipal corporation Todd Hannon, City Clerk APPROVED AS TO LEGAL FORM AND CORRECTNESS: Victoria Mendez City Attorney MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM BY: Arthur Noriega, City Manager 16 MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM EXHIBIT "A" [Legal Description] 17 EXHIBIT "B" [Approved Concept Book and Regulating Plan] MIAMI 8024668.4 100105/300347 2/12/2024 5:50 PM 18 Exhibit "A" LEGAL DESCRIPTION: LOTS 1, 2, 3 AND 4, BLOCK A OF L.C. BRANNING'S RESUBDIVISION OF LOTS 45, 46, 47, 48 & 49 OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 9, PAGE(S) 35, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. TOGETHER WITH PARCEL 1: LOT 37 AND THE WEST 10 FEET OF LOT 38, OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 5, PAGE 19, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. AND PARCEL 2: THE EAST 30 FEET OF LOT 39 AND THE WEST 30 FEET OF LOT 40, OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 5, PAGE 19, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. TOGETHER WITH PARCEL 1: LOT 38, LESS THE WEST 10 FEET THEREOF, AND THE WEST 20 FEET OF LOT 39 OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 5, PAGE 19, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. AND PARCEL 2: LOT 42 AND THE EAST 10 FEET OF LOT 41 OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 5, PAGE 19, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. TOGETHER WITH THE EAST 20 FEET OF LOT 40 AND THE WEST 40 FEET OF LOT 41 OF ST. JOHN'S PARK, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 5, AT PAGE 19, OF THE PUBLIC RECORD OF DADE COUNTY, FLORIDA. TOGETHER WITH LOT 43 OF ST. JOHN PARK, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 5, PAGE 19, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. Property Addresses and Folios: • 1411 NW North River Dr / 01-3135--011-0280 • 1421 NW North River Dr / 01-3135-011-0270 • 1441 NW North River Dr / 01-3135-011-0260 • 1451 NW North River Dr / 01-3135-011-0250 • 1465 NW North River Dr/ 01-3135-011-0240 • 1481 NW North River Dr / 01-3135-011-0230 • 1440 NW 13 Terrace / 01-3135-013-0010 • 1430 NW 13 Terrace / 01-3135-013-0020 • 1424 NW 13 Terrace / 01-3135-013-0030 Parcel Address Folio Miami 21 Proposed Zoning Lot Size 7,500 Total Lot Size 1411 NW North River Dr 01-3135-011-0280 T6-12-0-Urban Core Restricted Commercial T6-24-0 Restricted Commercial 88,039 1421 NW North River Dr 01-3135-011-0270 T6-12-0-Urban Core Restricted Commercial T6-24-0 Restricted Commercial 9,000 1441 NW North River Dr 01-3135-011-0260 T6-12-0-Urban Core Restricted Commercial T6-24-0 Restricted Commercial 9,000 1451 NW North River Dr 01-3135-011-0250 T6-12-0-Urban Core Restricted Commercial T6-24-0 Restricted Commercial 9,000 1465 NW North River Dr 01-3135-011-0240 T6-12-0-Urban Core Restricted Commercial T6-24-0 Restricted Commercial 9,000 1481 NW North River Dr 01-3135-011-0230 T6-12-0-Urban Core Restricted Commercial T6-24-0 Restricted Commercial 16,613 1440 NW 13 Terrace 01-3135-013-0010 T6-12-0-Urban Core Restricted Commercial T6-24-0 Restricted Commercial 16,002 1430 NW 13 Terrace 01-3135-013-0020 T6-12-0-Urban Core Restricted Commercial T6-24-0 Restricted Commercial 5,984 1424 NW 13 Terr 01-3135-013-0030 T6-12-0-Urban Core Restricted Commercial T6-24-0 Restricted Commercial 5,940 MIAMI 8024668.3 100105/300347 2/12/2024 10:16 AM 15 Note: Annual Registration Expires on 12/31/2022 CITY OF MIAMI LOBBYIST REGISTRATION FORM Instructions: Please complete all sections of this form and submit the completed form, with the applicable fee(s), to the Office of the City Clerk. If you need more space to complete a section, use a separate sheet(s) of paper. If you have nothing to report in a particular section, you must type or print "None" or "N/A" in that section. IF ANY SECTION IS LEFT BLANK, THE FORM WILL NOT BE ACCEPTED. Important: It is the responsibility of the lobbyist to ensure that ALL active lobbyist registration forms, including active lobbyist registration forms submitted in previous years, remain up-to-date. (1) Lobbyist Name: Rivero, Andres T. (Last Name, First Name, Middle Initial) Are you a Principal of the corporation, partnership, trust, etc.? YES NO Business Phone:305-350-7247 Email: arivero@bilzin.com Business Address (include Zip Code): Bilzin Sumberg (you must check YES or NO) 1450 Brickell Avenue - Suite 2300, Miami, FL 33131 (2) Principal Represented: Notruse Holdings, LLC (3) (Name of corporation, partnership, trust, etc., you are representing). Business Address (include Zip Code): 283 Catalonia Avenue, Suite 10a Coral Gables, FL 33134 IF YOU PROVIDED INFORMATION IN SECTION 2 ABOVE, PLEASE REVIEW THIS SECTION CAREFULLY. If a lobbyist represents a corporation, partnership or trust, the lobbyist must disclose the name and business address of the chief officer, partner or beneficiary of the corporation, partnership or trust, and the names and addresses of all persons holding, directly or indirectly, at least five percent (5%) ownership interest in said corporation, partnership or trust. Attach separate sheet if needed. If this section is not applicable You must type or print "None" or "N/A". Notruse Holdings, LLC owned by Health District Holdings, LLC; 75% owned by Mordechai Braun; 25% Seymour Braun. (4) Specific issue associated with lobbying. Describe with as much detail as is practical. Attach a separate sheet if needed. If you are using this form for your Annual Registration, please write "Annual Registration" and the year that you are registering for (ex: Annual Registration 2020). Expansion of River Landing Special Area Plan regarding properties 1424, 1430, 1440 NW 13th Terrace and 1411, 1421, 1441, 1451, 1465, 1481 NW North River Drive, Miami, FL Page 1of2 Office of the City Clerk, 3500 Pan American Drive, Miami, FL 33133 / Phone: (305) 250-5361 / Email: clerks@miamigov.com CM-LRF (Rev. 11/2021) #9747930.1 (5) Lobbyists shall be required to state the existence of any direct or indirect business association, partnership, or financial relationship with the Mayor, any member of the City Commission, any member of a City board, the City Manager or a member of the City staff before whom he/she lobbies or intends to lobby. Attach separate sheet if needed. If this section is not applicable you must type or print "None" or "N/A". N/A Lobbyists, as defined in City Code Section 2-653, shall pay an annual registration fee of $525.00, plus $105.00 for each principal represented for each issue lobbied on behalf of any one principal. Each issue associated with lobbying shall be described with as much detail as is practical. The City Clerk, or the City Clerk's designee, shall reject any registration statement that does not provide a clear description of the specific issue on which such lobbyist has been retained to lobby or if any section of this form is left blank. Regardless of the date of the annual registration, all lobbyists' annual registrations shall expire December 31 of each calendar year and shall be renewed on a calendar year basis. Each lobbyist shall, within sixty (60) days after registering as a lobbyist, submit to the Office of the City Clerk a certificate of completion of an ethics course offered by the Miami -Dade County Commission on Ethics & Public Trust ("Ethics Commission"). Lobbyists who have completed the initial ethics course mandated by the preceding sentence and have continuously registered as a lobbyist thereafter shall be required to complete a refresher ethics course offered by the Ethics Commission every two (2) years. Each lobbyist who has completed a refresher ethics course shall submit a certificate of completion within sixty (60) days after registering as a lobbyist. I do solemnly swear that all of the foregoing facts are true and correct, and I have read or am familiar with the provisions contained in Chapter 2, Article VI, Sections 2-651 through 2-658 of the Miami City Code, as amended. STATE OF Florida COUNTY OF Miami -Dade Sworn to (or affirmed) and subscribed before me by means of Signate of Lobbyist physical presence or online notarization, this of August 2022 by Andres T. Rivero (Month) (Year) Signature of Notary Public Personally Known: X Type of Identification Produced 16th day OR Produced Identification: (Name of person making statement) Ines Bernal Name of Notary Typed, Printed -or Stamped (NOTARY SEAL)_': .01 rub INES BERNAL . r _ssuaa. r Commission 1 HH 228983 Expires February 15, 2t 28- . or nog cn r � FOR OFFICE USE ONLY: Check # Receipt # CM-LRF (Rev. 11/2021) Page 2 of 2 Note: Annual Registration Expires on 12/31/2020 CITY OF MIAMI LOBBYIST REGISTRATION FORM Instructions: Please complete all sections of this form and submit the completed form, with the applicable fee(s), to the Office of the City Clerk. If you need more space to complete a section, use a separate sheet(s) of paper. If you have nothing to report in a particular section, you must type or print "None" or "N/A" in that section. IF ANY SECTION IS LEFT BLANK, THE FORM WILL NOT BE ACCEPTED. Important: It is the responsibility of the lobbyist to ensure that ALL active lobbyist registration forms, including active lobbyist registration forms submitted in previous years, remain up-to-date. (1) Lobbyist Name: Avino, Javier F. (Last Name, First Name, Middle Initial) Are you a Principal of the corporation, partnership, trust, etc.? YES I I NO Business Phone: 305-350-7202 Email: javino@bilzin.com Business Address (include Zip Code): (von must check YES or NO) ea r+> Bilzin Sumberg, 1450 Brickell Ave., Suite 2300 Miami, FL 33131`7-7 (2) Principal Represented: Notruse Holdings, LLC (3) (Name of corporation, partnership, trust, etc., you are repr. 5enting : Business Address (include Zip Code): 283 Catalonia Avenue, Suite 100 Coral Gables, FL 33134 d IF YOU PROVIDED INFORMATION IN SECTION 2 ABOVE, PLEASE REVIEW THIS SECTION CAREFULLY. If a lobbyist represents a corporation, partnership or trust, the lobbyist must disclose the name and business address of the chief officer, partner or beneficiary of the corporation, partnership or trust, and the names and addresses of all persons holding, directly or indirectly, at least five percent (5%) ownership interest in said corporation, partnership or trust. Attach separate sheet if needed. If this section is not applicable you must type or print "None" or "N/A". Notruse Holdings, LLC owned by Health District Holdings, LLC; 75% owned by Mordechai Braun; 25% Seymour Braun. (4) Specific issue associated with lobbying. Describe with as much detail as is practical. Attach a separate sheet if needed. If you are using this form for your Annual Registration, please write "Annual Registration" and the year that you are registering for (ex: Annual Registration 2020). Expansion of River Landing Special Area Plan regarding properties 1424, 1430, 1440 NW 13th Terr. and 1411, 1421, 1441, 1451, 1465, 1481 NW North River Drive, Miami FL. Page 1 of 2 Office of the City Clerk, 3500 Pan American Drive, Miami, FL 33133 / Phone: (305) 250-5361 / Email: clerks@miamigov.com CM-LRF (Rev. 01/2020) (5) Lobbyists shall be required to state the existence of any direct or indirect business association, partnership, or financial relationship with the Mayor, any member of the City Commission, any member of a City board, the City Manager or a member of the City staff before whom he/she lobbies or intends to lobby. Attach separate sheet if needed. If this section is not applicable You must type or print "None" or "N/A". N/A Lobbyists, as defined in City Code Section 2-653, shall pay an annual registration fee of $525.00, plus $105.00 for each principal represented for each issue lobbied on behalf of any one principal. Each issue associatedwith lobbying shall be described with as much detail as is practical. The City Clerk, or the City Clerk's designee, shall reject any registration statement that does not provide a clear description of the specific issueon which such lobbyist has been retained to lobby or if any section of this form is left blank. Regardless of the date of the annual registration, all lobbyists' annual registrations shall expire December 31 of each calendar year and shall be renewed on a calendar year basis. Each lobbyist shall, ivithin sixty (60) days alter registering as a lobbyist, submit to the Office of the City Clerk a certificate of completion of an ethics course offered by the Miami -Dade County, Commission on Ethics & Public Trust ("Ethics Commission"). Lobbyists who have completed the initial ethics course mandated by the preceding sentence and have continuously registered as a lobbyist thereafter shall be required to complete a refresher ethics course offered by the Ethics Commission every two. (2) years. Each lobbyist who has completed a refresher ethics course shall submit a certificate of completion within sixty (60) days after registering as a lobbyist. I do solemnly swear that all of the foregoing facts are true and correct, and 1 have read oram familiar with the provisions contained in Chapter 2, Article VI, Sections 2-651 through 2-658 of the Miami City Cede, amended. rn r?rn "l .c e e Lf F /Qv7 a-+ = — r- STATE OF Nevada COUNTY OF Washoe Signature of Lobbyise. ra • ri FV Sworn to (or affirmed) and subscribed before me by means of I I physical presence or Zonline notarization, this llth day of May 2021 , by (Month) (Year) gatuas. Signature of Nary Public Personally Known: Javier F. Avino OR Produced Identification: Type of identification Produced! Florida driver license J Notarized online using audio -video communication (Name of person making statement) Denise E Johnson Name of Notary Typed, Printed or Stamped Denise E Johnson NOTARY PUBLIC STATE OF NEVADA Appt, No.20-0005-02 Expires September 9, 2024 FOR OFFICE USE ONLY: Check # Receipt # CM-LRF (Rev, 01/2020) Page 2 of 2 CFN: 20140322386 BOOK 29137 PAGE 2556 DATE:05/05/2014 02:25:09 PM HARVEY RUVIN, CLERK OF COURT, MIA-DADE CTY DEVELOPMENT AGREEMENT BETWEEN THE CITY OF MIAMI, FLORIDA AND RIVER LANDING DEVELOPMENT, LLC, REGARDING DEVELOPMENT OF THE RIVER LANDING PROJECT This is a Development Agreement ("Agreement") made this Li day of 1' ''t► 2014, between River Landing Development, LLC, a Florida limited liability company, ("Owner"); and the City of Miami, Florida, a municipal corporation and a political subdivision of the State of Florida ( "City"), collectively referred to as the "Parties" to this Agreement. RECITALS WHEREAS, the Owner is the fee simple owner of 8.14 acres of property in Miami -Dade County, Florida, legally described on Exhibit "A", having a street address of 1500 NW North River Drive, Miami, Florida ( "Property"); and WHEREAS, on January 18, 2013, the Owner filed an application with the City for approval of a Special Area Plan ( "River Landing SAP") in order to develop the Property as a mixed use development with residential units, retail, restaurants, a riverwalk, and other amenities ( "Proj eet");..and WHEREAS, the Owner received Waiver #13-0002 pursuant to Article 3, Section 3.9 of the Miami 21 Code ("Zoning Ordinance") from the City to allow a ten percent (10%) reduction in the required minimum acreage of nine (9) acres where the River Landing SAP is for approximately 8.14 acres; and WHEREAS, the proposed Project location on the Miami River will allow for use and enjoyment of the Miami River by not only the residents and patrons of the Property, but also the general public; and WHEREAS, the proposed Project will create certain recurring fiscal benefits for the City's tax base as well as much needed temporary and permanent jobs for the City's residents; and WHEREAS, the Parties wish for the development to proceed substantially in accordance with the "River Landing SAP Regulating Plan and Design Concept Book" attached as Exhibit "B" ("Regulating Plan and Design Concept Book"); and WHEREAS, as a condition to the approval of the River Landing SAP, the Owner and the Owner must enter into a development agreement pursuant to Article 3, Section 3.9 of the Zoning Ordinance and the Florida Local Government Development Agreement Act, Florida Statutes, 163.3220 through 163.3243; and MIAMI 409932 1.2 79670/42063 1 (f) WHEREAS, assurances to the Owner that they may proceed in accordance with existing laws and policies, subject to the conditions of a development agreement, strengthens the public planning process, encourages sound capital improvement planning and financing, assists in assuring there are adequate capital facilities for the development, encourages private participation in comprehensive planning, and reduces the economic costs of development; and WHEREAS, the City Commission pursuant to Ordinance No. 13383, adopted May 23, 2013, has authorized the City Manager to execute this Agreement upon the terms and conditions as set forth below, and the Owner has been duly authorized to execute this Agreement upon the terms and conditions set forth below. NOW THEREFORE, in consideration of the mutual covenants contained herein, it is hereby understood and agreed: The recitals are true and correct and are incorporated into and made a part of this Agreement. Section 1. Consideration. The Parties hereby agree that the consideration and obligations recited and provided for under this Agreement constitute substantial benefits to all Parties and thus adequate consideration for this Agreement. Section 2. Rules of Legal Construction. For all purposes of the Agreement, unless otherwise expressly provided: (a) A defined term has the meaning assigned to it; (b) Words in the singular include the plural and words in plural include the singular; (c) A pronoun in one gender includes and applies to other genders as well; (d) The terms "hereunder", "herein", "hereof", "hereto", and such similar terms shall refer to the instant Agreement in its entirety and not to individual sections or articles; (e) The Parties hereto agree that this Agreement shall not be more strictly construed against any individual party as all Parties are drafters of this Agreement; and The attached exhibits shall be deemed adopted and incorporated into the Agreement; provided, however, that this Agreement shall be deemed to control in the event of a conflict between the attachments and this Agreement. Section 3. Definitions. Capitalized terms which are not specifically defined herein shall have the meaning given in the Zoning Ordinance. "Agreement" means this Development Agreement between the City and the Owner. MIAMI 4099321.2 79670/42063 2 "City" means the City of Miami, a municipal corporation of the State of Florida, and all departments, agencies, and instrumentalities subject to the jurisdiction thereof. "Comprehensive Plan" means the comprehensive plan known as the Miami Comprehensive Neighborhood Plan (MCNP) adopted by the City pursuant to Chapter 163, Florida Statutes (2012), meeting the requirements of Sections 163.3177, 163.3178, and 163.3221(2), Florida Statutes (2012), which is in effect as of the Effective Date of the Agreement. "County" means Miami -Dade County, a political subdivision of the State of Florida. "Development" means the carrying out of any building activity, the making of any material change in the use or appearance of any structure or land, or the dividing of land into three (3) or more parcels and such other activities described in Section 163.3221(4), Florida Statutes (2013). "Effective Date" is the date of recordation of the executed, original version of this Agreement. "Existing Zoning" is the applicable zoning designation and land development regulations of the Zoning Ordinance, the City Charter, and the City Code in effect as of the time of the effective date of this Agreement. "Land" means the earth, water, and air above, below, or on the surface, and includes any improvements or structures customarily regarded as land. "Laws" mean all ordinances, resolutions, regulations, comprehensive plans, land development regulations, and rules adopted by a federal, local or State government affecting the Development of Land. "Public Facilities" mean major capital improvements, including, but not limited to, transportation, sanitary sewer, solid waste, drainage, potable water, educational facilities, parks and recreational facilities, streets, parking and health systems and facilities. "Parties" means the Owner, the Owner, and the City who are all signatories to this Agreement. Section 4. Purpose. The purpose of this Agreement is for the City to authorize the Owner to redevelop the Properties pursuant to the River Landing SAP. This Agreement will establish, as of the Effective Date, the land development regulations which will govern the Development of the River Landing SAP Property, thereby providing the Parties with additional certainty during the Development process. This Agreement satisfies the requirements of Article 3, Section 3.9.1.f. of the Zoning Ordinance. MIAMI 4099321.2 79670/42063 3 Section 5. Intent. The Owner and the City intend for this Agreement to be construed and implemented so as to effectuate the purpose of the River Landing SAP, this Agreement, the Comprehensive Plan, Existing Zoning, and the Florida Local Government Development Agreement Act, s. 163.3220 - 163.3243, Florida Statutes (2012). Section 6. Applicability. This Agreement only applies to the River Landing SAP Properties identified in Exhibit "A." Section 7. Effective Date and Binding Effect. This Agreement shall have a term of thirty (30) years from the Effective Date and shall be recorded in the public records of Miami -Dade County and filed with the City Clerk. The term of this Agreement may be extended by mutual consent of the Parties subject to a public hearing, pursuant to s. 163.3225, Florida Statutes (2012). This Agreement shall become effective on the Effective Date and shall constitute a covenant running with the land that shall be binding upon, and inure to, the benefit of the Developer Parties, their successors, assigns, heirs, legal representatives, and personal representatives. If the Property is submitted to condominium ownership, then the association or other entity designated to represent all of the condominium ownership interests as to the Property, as may be applicable, shall be the proper entity or entities to execute any such release for properties in a condominium form of ownership after City approval as discussed herein. Section 8. Site Plan. The Property will be developed and used in compliance with the Regulating Plan and Design Concept Book as described in attached Exhibit "B" to this Agreement. Section 9. Zoning, Permitted Development Uses, and Building Intensities. The City has designated the Property as River Landing SAP on the official zoning Atlas of the City, pursuant to the applicable procedures in the Zoning Ordinance. As part of the River Landing SAP process, the Property is being rezoned to T6-24-0. The Regulating Plan and Design Concept Book attached as Exhibit "B" provides for any deviations from the underlying regulations of the Zoning Ordinance. In approving the River Landing SAP, the City has determined that the uses, intensities, and densities of Development permitted thereunder are consistent with the Comprehensive Plan and the Zoning Ordinance. Signage and deviations to the regulations in the Zoning Ordinance are articulated further in the Regulating Plan and Design Concept Book and will be approved administratively in accordance with these regulations. Section 10. Future Development. Development within the River Landing SAP shall proceed pursuant to the Regulating Plan and Design Concept Book attached as Exhibit "B". The criteria to be used in determining whether future Development shall be approved are consistent with the Comprehensive Plan, this Agreement, and the River Landing SAP. The Comprehensive Plan, this Agreement, and the River Landing SAP shall govern Development of the Property for the duration of the Agreement. The City's laws and policies adopted after the Effective Date may be applied to the Property only if the determinations required by Section 163.3233(2), Florida Statutes (2012) have been made after 30 days written notice to the Owner and after a public hearing. Pursuant to Section 163.3233(3), Florida Statutes (2012), a prohibition on downzoning supplements, rather than supplants, any rights that may be vested to the Owner under Florida or Federal law. As a result, the Owner may challenge any subsequently adopted changes to land development regulations based on (a) common law principles including, but not limited to, MIAMI 4099321.2 79670/42063 4 equitable estoppel and vested rights; or (b) statutory rights which may accrue by virtue of Chapter 70, Florida Statutes (2012). Section 11. Local Development Permits. The Project may require additional permits or approvals from the City, County, State, or Federal government and any division thereof. Subject to required legal processes and approvals, the City shall make a good faith effort to take all reasonable steps to cooperate with and facilitate all such approvals. Such approvals include, without limitation, the following approvals and permits and any successor or analogous approvals and permits: (a) Subdivision plat or waiver of plat approvals; (b) Covenant in Lieu of Unity of Title or Unity of Title acceptance or the release of existing unities or covenants; (c) Building permits; (d) Certificates of use or occupancy; (e) Stormwater Permits; and (f) Any other official action of the Federal, City, County, State or any other government agency having the effect of permitting development of the Property. In the event that the City substantially modifies its land Development regulations regarding site plan approval procedures, authority to approve any site plan for the Project shall be vested solely with the City Manager, with the recommendation of the Planning Director or any other relevant party. Any such site plan shall be approved if it meets the requirements and criteria of the Zoning Ordinance, the Comprehensive Plan, and the terms of this Agreement. Section 12. Riverwalk. The Owner, at their sole cost and expense, agrees to make certain improvements at the rear of the Property immediately fronting the Miami River (the "Riverwalk"). The Riverwalk shall be built, constructed, installed, and maintained substantially in compliance with the plans as depicted in Exhibit "B". The Riverwalk will be open to the public and maintained by the Owner. Section 13. Utilities and Easements. The Owner understands and agrees that the utilities presently serving the Property may be insufficient for the Development of the Project. The Owner agrees that they will, at their sole cost and expense, make any and all changes, improvements, alterations, or enhancements to these facilities necessary or appropriate to provide the highest level of service to the Property without in any manner diminishing the service to other properties within the City. Section 14. Compliance With Florida Building Code, Florida Fire/Life Safety Laws, and all Applicable Laws. The Owner shall at all times in the Development and operation of the Project comply with all applicable laws, ordinances, and regulations including but not limited to the Florida Building Code and Florida Life Safety codes to ensure the safety of all Project and MIAMI 4099321.2 79670/42063 5 City residents and guests. Specifically and without limitation, the Owner will install and construct all required fire safety equipment and water lines with flow sufficient to contain all possible fire occurrences. Section 15. Notice. All notices, demands, and requests which are required to be given hereunder shall, except as otherwise expressly provided, be in writing and delivered by personal service or sent by United States Registered or Certified Mail, return receipt requested, postage prepaid, or by overnight express delivery, such as Federal Express, to the Parties at the addresses listed below. Any notice given pursuant to this Agreement shall be deemed given when received. Any actions required to be taken hereunder which fall on Saturday, Sunday, or United States legal holidays shall be deemed to be performed timely when taken on the succeeding day thereafter which shall not be a Saturday, Sunday, or legal holiday. To the City: City Manager City of Miami 3500 Pan American Drive Miami, FL 33133 With a copy to: City Attorney Miami Riverside Center 444 S.W. 2nd Ave., 9th Floor Miami, FL 33130 To River Landing Development, LLC/Owner: Andrew Hellinger, Esq. and Coralee Penabad, Esq. 235 Altara Avenue Coral Gables, FL 33146 With a copy to: A. Vicky Garcia -Toledo, Esq. Bilzin Sumberg Baena Price and Axelrod, LLP 1450 Brickell Avenue, 23rd Floor Miami, FL 33131 Any party to this Agreement may change its notification address(es) by providing written notification to the remaining Parties pursuant to the terms and conditions of this section. Section 16. Environmental. The City finds that the proposed Project will confer a significant net improvement upon the publicly accessible tree canopy in the area. The Parties agree that the Owner will comply with the intent and requirements of Chapter 17 of the City Code within the River Landing SAP where required. Section 17. Seawall. The Owner shall be responsible for any repairs to the seawall in compliance with the standards set forth by the Army Corps of Engineers and the City Code. MIAMI 4099321.2 79670/42063 6 Section 18. Waterfront Specialty Center Designation. Pursuant to Chapter 4 of the City Code, the River Landing SAP is designated as a Waterfront Specialty Center. Section 19. Alcoholic Beverage Sales. Upon approval of this Agreement, pursuant to Chapter 4 of the City Code, a Waterfront Specialty Center is hereby designated for the River Landing SAP. Any establishments located therein shall be entitled to the benefits afforded by Chapter 4 of the City Code. Notwithstanding the requirements of Sec. 4-3.2 of the City Code, Planning, Zoning and Appeals Board and City Commission approval shall not be required for bars (including taverns, pubs, and lounges), nightclubs, and supper clubs as principal uses proposed to be located on the River Landing SAP. The maximum number of establishments selling alcoholic beverages permitted within the Waterfront Specialty Center shall not exceed four (4) establishments, but exclusive of any bona fide, licensed restaurants where the sale of alcoholic beverages is entirely incidental to and in conjunction with the principal use of the sale of food (e.g. bona fide, licensed restaurants, with a 2-COP, 2-COP SRX, 4-COP, 4-COP SRX, or an equivalent license). The number of approved establishments may be increased by amendment to this Agreement before the City Commission and Section 27 of this Agreement. Section 20. Archaeological. Due to the Project's location in a high probability Archaeological Conservation Area, the City will require the Owner to obtain a Certificate to Dig, pursuant to Chapter 23 of the City Code, to dig prior to any ground disturbing activities. Section 21. Public Benefits Pursuant to this Agreement. (a) Job Creation & Employment Opportunities. Generally, the Owner shall consult with local and state economic development entities regarding job training and job placement services for area City residents seeking employment opportunities with potential employers which will locate or establish a business within the River Landing SAP. (b) Pursuit of Additional Land. The Owner hereby agrees to use its best efforts to acquire by lease or fee simple ownership a parcel of land east of the River Landing SAP for open space within the River Landing SAP. The Owner will update the City on an annual basis regarding this acquisition. Section 22. Emergency Management. The Owner shall ensure public safety and protection of property within the coastal zone from the threat of hurricanes. A portion of the River Landing SAP is part of the Coastal High Hazard Area (CHHA) as depicted in the Map in Appendix CM-1 of the MCNP. The Owner will review the Development's potential impact on evacuation times and shelter needs in the event of a hurricane. Section 23. Covenant. The River Landing SAP is on the Miami River, and incorporates residential Development. Pursuant to the City's MCNP, Policy PA-3.1.9., the Owner shall record a covenant running with the land acknowledging and accepting the presence of the existing MIAMI 4099321.2 79670/42063 7 working waterfront 24-hour operations as permitted. This Covenant shall be separate and apart from this Agreement. Section 24. Multiple Ownership. In the event of multiple ownership subsequent to the approval of the Agreement, each of the subsequent owners, mortgagees, and other successors having interest in the Property (or any portion thereof, including condominium unit owners) shall be bound by the terms and provisions of this Agreement as covenants that run with the Property. Section 25. Common Area Maintenance. The Owner will create, prior to the conveyance of any portion of the Property (less than the entire Property), a master association or other entity which shall provide for the maintenance of all common areas, private roadways, cross - easements, and other amenities common to the Property. This Agreement shall not preclude the Owner(s) of the Property from maintaining their own buildings or common areas not common to the Property, outside the control of the master association. The instrument creating the master association or other entity shall be subject to the approval of the City Attorney. Section 26. Modification. The provisions of this Agreement may be amended, added to, derogated, deleted, modified, or changed from time to time only by recorded instrument executed by the Owner, and the City after public hearing before the City Commission. If the Property is submitted to condominium ownership, then the association or other entity designated to represent all of the condominium interests as to the Property, as may be applicable, shall be the proper entity or entities to execute any such instrument described herein for properties in a condominium form of ownership after approval by the City and public hearing before the City Commission. Section 27. Enforcement. The City, its successor or assigns, and the Owner shall have the right to enforce any of the provisions of this Agreement. Enforcement shall be by action at law or in equity against any party or person violating or attempting to violate any covenants, either to restrain violation or to recover damages or both. The prevailing party in the action or suit shall be entitled to recover, in addition to costs and disbursements allowed by law, such sum as the court may adjudge to be reasonable for the services of its attorney. Additionally, the City may enforce this Agreement by any means allowed by law, including but not limited to injunction or via Chapter 2, Article X of the City Code. Section 28. Authorization to Withhold Permits and Inspections. In the event the Owner is obligated to make payments or improvements under the terms of this Agreement or to take or refrain from taking any other action under this Agreement, and such obligations are not performed as required, in addition to any other remedies available, the City is hereby authorized to withhold any further permits for the Property and refuse any inspections or grant any approvals, with regard to any portion of the Property until such time this Agreement is complied with. Section 29. Exclusive Venue, Choice of Law, Specific Performance. It is mutually understood and agreed by all the Parties hereto that this Agreement shall be governed by the laws of the State of Florida, and any applicable federal law, both as to interpretation and performance, and that any action at of law, suit in equity or judicial proceedings for the enforcement of this Agreement or any provision hereof shall be instituted only in the courts of the State of Florida or MIAMI 4099321.2 79670/42063 8 federal courts and venue for any such actions shall lie exclusively in a court of competent jurisdiction in Miami -Dade County. In addition to any other legal rights, the City and the Owner shall each have the right to specific performance of this Agreement in court. If an action is brought in a court of competent jurisdiction, the prevailing party will be entitled to reasonable attorneys' fees as the court may adjudge and all costs incurred. Each party waives any defense, whether asserted by motion or pleading, that the aforementioned courts are an improper or inconvenient venue. Moreover, the Parties consent to the personal jurisdiction of the aforementioned courts and irrevocably waive any objections to said jurisdiction. The Parties irrevocably waive any rights to a jury trial. Section 30. Severability. Invalidation of any of these sections in the Agreement, by judgment of court in any action initiated by a third party, in no way shall affect any of the other provisions of this Agreement, which shall remain in full force and effect. Section 31. Events of Default. (a) The Owner shall be in default under this Agreement if the Owner fails to perform or is in breach of any term, covenant, or condition of this Agreement which is not cured within thirty (30) days after receipt of written notice from the City specifying the nature of such breach; provided, however, that if such breach cannot reasonably be cured within thirty (30) days, then Owner shall not be in default if it commences to cure such breach within said thirty (30) day period, diligently prosecutes such cure to completion, and notifies the City in writing of its attempt to comply. (b) The City shall be in default under this Agreement if the City fails to perform or breaches any term, covenant, or condition of this Agreement and such failure is not cured within thirty (30) days after receipt of written notice from the Owner specifying the nature of such breach; provided, however, that if such breach cannot reasonably be cured within thirty (30) days, the City shall not be in default if it commences to cure such breach within said thirty (30) day period and diligently prosecutes such cure to completion. (c) It shall not be a default under this Agreement if either party is declared bankrupt by a court of competent jurisdiction after the Project has been built. All rights and obligations in this Agreement shall survive such bankruptcy of either party. The Parties hereby forfeit any right to terminate this Agreement upon the bankruptcy of the other party. (c) The default of any Owner or successor or Owner of any portion of the Owner's rights hereunder shall not be deemed a breach by any other Owner, or any other successor or Owner of any portion of the rights of the Owner hereunder or any other successor. MIAMI 4099321.2 79670/42063 9 Section 32. Remedies Upon Default. (a) Neither party may terminate this Agreement upon the default of the other party, but shall have all of the remedies enumerated herein. (b) Upon the occurrence of a default by a party to this Agreement not cured within the applicable grace period, the Owner and the City agree that any party may seek specific performance of this Agreement, and that seeking specific performance shall not waive any right of such party to also seek monetary damages, injunctive relief, or any other relief other than termination of this Agreement. If an action is brought in a court of competent jurisdiction to seek specific performance, the prevailing party will be entitled to reasonable attorneys' fees as the court may adjudge and all costs incurred Section 33. Obligations Surviving Termination Hereof. Notwithstanding and prevailing over any contrary term or provision contained herein, in the event of any lawful termination of this Agreement, the following obligations shall survive such termination and continue in full force and effect until the expiration of a one (1) year term following the earlier of the effective date of such termination or the expiration of the Term: (i) the exclusive venue and choice of law provisions contained herein; (ii) rights of any party arising during or attributable to the period prior to expiration or earlier termination of this Agreement; and (iii) any other term or provision herein which expressly indicates either that it survives the termination or expiration hereof or is or may be applicable or effective beyond the expiration or permitted early termination hereof. Section 34. Lack of Agency Relationship. Nothing contained herein shall be construed as establishing an agency relationship between the Parties nor its employees, agents, contractors, subsidiaries, divisions, affiliates, or guests shall be deemed agents, instrumentalities, employees, or contractors of the City for any purpose hereunder, and the City, its contractors, agents, and employees shall not be deemed contractors, agents, or employees of the Owner or its subsidiaries, divisions, or affiliates. Section 35. Cooperation. (a) The Parties agree to cooperate with each other to the full extent practicable pursuant to the terms and conditions of this Agreement. The City shall use its best efforts to expedite the permitting and approval process in an effort to assist the Owner in achieving its Development and construction milestones. The City will accommodate requests from the Owner or the Owner's general contractor and subcontractors for review of phased or multiple permitting packages, as allowed by law or as approved by the Building Official in consultation with the Planning Director or any other relevant parties, such as those for excavation, site work and foundations, building shell, core, and interiors. (b) Notwithstanding the foregoing, the City shall not be obligated to issue Development permits to the extent the Owner does not comply with the applicable requirements of the Zoning Ordinance, the Comprehensive Plan, this Agreement, or any applicable building codes. MIAMI 4099321.2 79670/42063 10 Section 36. Recording. This Agreement shall be recorded in the Public Records of Miami - Dade County, Florida at the Owner's expense and shall inure to the benefit of the City. A copy of the recorded Agreement shall be provided to the City Manager, City Clerk, and City Attorney within two (2) weeks of recording. Section 37. Successor(s), Assigns, and Designees. The covenants and obligations set forth in this Agreement shall extend to the Owner, their successor(s) and/or assigns. Nothing contained herein shall be deemed to be a dedication, conveyance, or grant to the public in general nor to any persons or entities except as expressly set forth herein. MIAMI 4099321.2 79670/42063 11 IN WITNESS WHEREOF, these presents have been executed this 2-1 day of i.Ct' , 2014. STATE OF Mr/ e t ) ) SS COUNTY OF 04771/ The foregoing RIVER LANDING DEVELOPMENT LLC, a Florida limited liability company By: 04- — By:witit% Its: /i instrument was acknowledged before me this 021 day of !i1, 2014 by tm, dit''hrn .,f River Landing Development LLC who is (X ) to me or ( ) .roduced a My Commission Expires: Notary Public Sign Name: Print Name: lid driver's licen :: s identification. ofp it ,1,6E pew [NOTARIAL SEAL) MIAMI 4099321.2 79670/42063 12 IN WITNESS WHEREOF, these presents have been executed this 74 day of 'Ia✓c , 2014. ATTEST: -44 Tod APPR CORR annQn; City Clerk VE AS TO ,FORM AND CTNffiSS: Victoiia Mendez City Attorney CITY OF MIAMI, a municipal corporation BY Danie City Manager MIAMI 4099321.2 79670/42063 13 Project: River Landing OBLIGATION SECTION DESCRIPTION STATUS COMPLIANCE (Complied/ Not Complied) If complied, please add compliance date. 1 - Riverwalk (1) Action 1 - Other Section 12 The Owner, at their sole cost and expense, agrees to make certain improvements at the rear of the Property immediately fronting the Miami River (the "Riverwalk"). The Riverwalk will be open to the public and maintained by the Owner. Completed. Project received its TCO on 9/16/2020 September 2020 2 - Seawall (1) Action 1 - Other Section 17 The Owner shall be responsible for any repairs to the seawall in compliance with the standards set forth by the Army Corps of Engineers and the City Code. Completed during construction 1st Quarter 2020 3 — Public Benefit: Job Creation and Employment Opportunities (1) Action 1 - Hiring Hierarchy Section 21 (a) Generally, the Owner shall consult with local and state economic development entities regarding job training and job placement services for area City residents seeking employment opportunities with potential employers which will locate or establish a business within the River Landing SAP. Completed. Various job fairs done during the construction 4 — Public Benefit: Pursuit of Additional Land (2) Action 1 - Public Facility Section 21 (b) [2019 Amendment, Section 1] The Applicant in cooperation with the River Landing Conservation Foundation hereby agrees to use its best efforts to acquire acquired by lease or fee simple ownership of a parcel of land (generally known as 1280 Acquisition completed. Deed obtained. Improvements are pending. The plans have July 11, 2017 {Projects/1020/1020-12/00316987. DOCX} Project: River Landing Northwest 11 Street) east of the River Landing SAP for open space within abutting the River Landing SAP. The Owner will update the City on an annual basis regarding this acquisition. The Applicant will construct and maintain pedestrian walkways and similar improvements as contemplated by the Covenant with Miami -Dade County, attached as Exhibit "C". In addition, the Applicant agrees to spend up to $350,000.00 of these sums to enhance the areas surrounding the River Landing Project and within the Health District for certain public improvements authorized and approved by the City (the "Improvements"). The City agrees that, in lieu of a cash payment to the City for Park Impact Fees that would be due by the Applicant to the City, the Park Impact Fee contribution will be used toward the construction of the open spaces, green spaces, public facilities and park areas in the Project and on adjacent green space land as contemplated. A list of areas to be improved with corresponding survey map with legend and key, landscape plans, material plans and furniture will be provided for review and approval through the City of Miami's Planning Department. been submitted to the City under Permit # BD22-015961-0001. Section 21 (c) [2019 Amendment, Section 1] The River Landing SAP had an additonal_61,015 square feet of floor area considered bonus floor area. Pursuant to Section 3.14.4(b) the City hereby finds that the proposed Project will confer a significant net improvement and public benefit upon the publicly accessible spaces, by the addition of the open spaces, Completed on or before TCO dated 9/16/2020 9/16/2020 {Projects/1020/1020-12/00316987. DOCX} Project: River Landing green spaces, and public facilities, and hereby deems said contribution compliant with any Public Benefit contribution required. 6 — Abutting Property (6) 2019 The Applicant shall provide a master landscape plan Submitted to the City Amendment, Section 2 solely for the Abutting Property which shall be reviewed and approved by the Director of the Planning Department, said plan shall be in accordance with Article 9 of the Miami under BD#022-015961- 001. The plans are currently pending City of Miami approval. 21 Code titled "Landscape Requirements," Chapter 17 of the Code of the City of Miami, Florida ("City Code"), and all federal, state, county, and municipal regulations including the Miami Greenway Action Plan for the River Landings SAP. Said master landscape plan shall include at a minimum the following: Additional District Improvements submitted under BD# Copy attached. a. Plans that clearly show and list improvements on the Abutting Property as committed to in the Covenant with Miami -Dade County as described in Exhibit D entitled "Declaration of Restrictions," attached and incorporated. b. The master landscape plan within the Abutting Property shall incorporate lighting, create pedestrian walkways, greenways, bicycle paths and a Riverwalk with integrated public art that pays homage to the history of the Miami River. The Riverwalk shall extend along the banks of the river and below State Road 836 highway. {Projects/1020/1020-12/00316987. DOCX} Project: River Landing 2019 Amendment, Section 3 The Applicant must submit plans for the Abutting Property that clearly identify all improvements requested by the City Commission for the Amended Development Agreement, including: landscape plans; seawall design; pedestrian and bicycle paths design with connections to Sewell Park; equipment; and furniture. Plans shall indicate the location, materials, cost analysis, street segments and parks improvement. Submitted to the City under BD#022-015961- 001. The plans are currently pending City of Miami approval. Additional District Improvements submitted under BD# copy attached. 2019 Amendment, Section 4 Any increase in the number of residential dwelling units over 528 Residential Dwelling Unit will require the Applicant to pay the corresponding Park Impact Fees for such residential units. In compliance. Have not requested an increase of units. 2019 Amendment, Section 5 Any increase beyond 61,015 square feet of bonus floor area will require the Applicant to provide the corresponding Public Benefits Fees per the City's Public Benefits Program. In compliance. Have not requested an increase of square footage. 2019 Amendment, Section 6 The Applicant shall, no later than six (6) month from the date of final and unappealable approval of the Amendment of the Development Agreement, submit plans for building permits for the development of the master landscape plan within the Abutting Property. Submitted to the City under BD#022-015961- 001. The plans are currently pending City of Miami approval. Additional District Improvements submitted under BD# copy attached. 2019 Amendment, Section 7 Should the Abutting Property cease to be used for open greenspace per the Covenant with Miami -Dade In Compliance. Abutting property is being used {Projects/1020/1020-12/00316987. DOCX} Project: River Landing County, the Applicant must provide the City Park Impact Fee and the Public Benefits Program Fee at a current rate calculated for the year the Covenant becomes null and void. and will be used as open greenspace. Benefit 5 - Working Waterfront (5) Origin Unknown? Action 1 - Other Not object or otherwise attempt to impede any legally permitted Working Waterfront 24-hour operations In Compliance Action 2 - Other To provide all future tenants and prospective owners of the Property notice of the existing Working Waterfront 24-hour operation sand will include a provision to agree not to object to legally permitted Working Waterfront 24- hour operations in each lease and or Condominium Sale Documents In Compliance. Action 3 - Other That it is solely the Owners responsibility to design its structures to accommodate legally permitted Working Waterfront 24-hour operations In Compliance Action 4 - Other That it will not pursue any claims for liability, loss or damage, whether through litigation or otherwise, against permittees engaging in Working Waterfront 24-hour operations, related to, noise, smoke, fumes, federally regulated bridge openings, and/or other quality of life issues that might result from legally permitted Working Waterfront 24-hour operations. In Compliance Action 5 - Other No net loss of the number of recreational wet -slips In Compliance {Projects/1020/1020-12/00316987. DOCX}