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HomeMy WebLinkAboutPre-Legislation\N 0i , City Miami City Hall of 3500 Pan American Drive — 3 ' , • �+ — Miami, FL 33133 Report www.miamigov.com ww.miamigov.com Enactment Number: 13278 File Number: 11-00541 File Type: Ordinance Status: Passed Version: 3 Reference: Controlling Body: Office of the City Clerk File Name: Development Agrmt - Brickell CitiCentre Introduced: 6/14/2011 Requester: District 2- Commissioner Cost: Final Action: 7/28/2011 Marc David Sarnoff Title: AN ORDINANCE OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), APPROVING A DEVELOPMENT AGREEMENT, PURSUANT TO CHAPTER 163, FLORIDA STATUTES, BETWEEN SWIRE PROPERTIES, INC., AFFILIATED PARTIES, AND THE CITY OF MIAMI, RELATING TO THE PROPOSED DEVELOPMENT OF A PROJECT KNOWN AS 'BRICKELL CITICENTRE" ON APPROXIMATELY ±9.03 ACRES, ZONED BRICKELL CITICENTRE SPECIAL AREA PLAN ('BCC SAP"), BOUNDED ROUGHLY BY NORTHEAST 6TH STREET TO THE NORTH, 8TH STREET TO THE SOUTH, BRICKELL AVENUE TO THE EAST, AND SOUTHWEST 1 ST AVENUE TO THE WEST, MIAMI, FLORIDA ("PROJECT BOUNDARIES"), FOR THE PURPOSE OF REDEVELOPMENT OF SUCH LAND FOR MIXED USES; AUTHORIZING THE FOLLOWING USES INCLUDING, BUT NOT LIMITED TO: RESIDENTIAL, COMMERCIAL, LODGING, CIVIC, EDUCATIONAL AND CIVIL SUPPORT, AND ANY OTHER USES AUTHORIZED BY THE BCC SAP AND PERMITTED BY THE EXISTING T6 -48B O TRANSECT DESIGNATION; AUTHORIZING A DENSITY OF APPROXIMATELY 150 UNITS PER ACRE; AUTHORIZING AN INTENSITY MEASURED BY FLOOR LOT RATIO OF 14; AUTHORIZING A MAXIMUM BUILDING HEIGHT OF 683 FEET AND MAXIMUM PEDESTAL HEIGHTS OF 129 FEET AND 160 FEET FOR PHASE 1/IAAND PHASE II, RESPECTIVELY; AMENDING CHAPTER 54 AND 55 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"), TO PERMIT THE CONSTRUCTION OF ENCROACHMENTS WITHIN THE PUBLIC RIGHT-OF-WAY AND PERMIT CERTAIN COMMERCIAL USES THEREIN; FURTHER AMENDING CHAPTER 17 OF THE CITY CODE TO AUTHORIZE TREE REPLACEMENT WITHIN ONE (1) MILE OF THE PROJECT BOUNDARIES; AUTHORIZING THE CITY MANAGER TO EXECUTE THE DEVELOPMENT AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, FOR SAID PURPOSE; CONTAINING A SEVERABILITY CLAUSE AND PROVIDING FOR AN EFFECTIVE DATE. Sponsors: Notes: Indexes: Attachments: 11-00541 Notice of Intent to Consider a Development Agreement -Legislation .pdf,11-00541 Exhibit l.pdf,11-00541 Notice of Intent - Develop. Agrmt. SR 07-28-11.pdf,11-00541 Legislation SR (Version 2) 07-28-11.pdf,11-00541 Exhibit 1 SUB.pdf, History of Legislative File Version: Acting Body: Date: Action: Sent To: Due Date: Return Date: Result: 2 Office of the City 6/22/2011 Review Pending Attorney City of Miami Page I Printed on 10126/2011 o� City Hall City of Miami 3500 Pan American Drive /7 1 Miami, FL 33133 10 �• •� � www.miamigov.com y� c�Fy04 Master Report Enactment Number: 13278 2 City Commission 6/23/2011 PASSED ON FIRST Pass READING WITH MODIFICATIONS 3 City Commission 7/28/2011 ADOPTED WITH Pass MODIFICATIONS 3 Office of the Mayor 8/3/2011 Signed by the Mayor Office of the City Clerk 3 Office of the City Clerk 8/3/2011 Signed and Attested by City Clerk 3 Office of the City 10/25/2011 Reviewed and Attorney Approved Action Note: MODIFICATIONS MADE BY LAW City of Miami Page 2 Printed on 10126/2011 City of Miami iawws ueno Legislation Qj Ordinance: 13278 File Number: 11-00541 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com Final Action Date: 7/28/2011 AN ORDINANCE OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), APPROVING A DEVELOPMENT AGREEMENT, PURSUANT TO CHAPTER 163, FLORIDA STATUTES, BETWEEN SWIRE PROPERTIES, INC., AFFILIATED PARTIES, AND THE CITY OF MIAMI, RELATING TO THE PROPOSED DEVELOPMENT OF A PROJECT KNOWN AS "BRICKELL CITICENTRE" ON APPROXIMATELY ±9.03 ACRES, ZONED BRICKELL CITICENTRE SPECIAL AREA PLAN ("BCC SAP"), BOUNDED ROUGHLY BY NORTHEAST 6TH STREET TO THE NORTH, 8TH STREET TO THE SOUTH, BRICKELL AVENUE TO THE EAST, AND SOUTHWEST 1ST AVENUE TO THE WEST, MIAMI, FLORIDA ("PROJECT BOUNDARIES"), FOR THE PURPOSE OF REDEVELOPMENT OF SUCH LAND FOR MIXED USES; AUTHORIZING THE FOLLOWING USES INCLUDING, BUT NOT LIMITED TO: RESIDENTIAL, COMMERCIAL, LODGING, CIVIC, EDUCATIONAL AND CIVIL SUPPORT, AND ANY OTHER USES AUTHORIZED BY THE BCC SAP AND PERMITTED BY THE EXISTING T6 -48B O TRANSECT DESIGNATION; AUTHORIZING A DENSITY OF APPROXIMATELY 150 UNITS PER ACRE; AUTHORIZING AN INTENSITY MEASURED BY FLOOR LOT RATIO OF 14; AUTHORIZING A MAXIMUM BUILDING HEIGHT OF 683 FEET AND MAXIMUM PEDESTAL HEIGHTS OF 129 FEETAND 160 FEET FOR PHASE 1/1A AND PHASE II, RESPECTIVELY; AMENDING CHAPTER 54 AND 55 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"), TO PERMIT THE CONSTRUCTION OF ENCROACHMENTS WITHIN THE PUBLIC RIGHT-OF-WAY AND PERMIT CERTAIN COMMERCIAL USES THEREIN; FURTHER AMENDING CHAPTER 17 OF THE CITY CODE TO AUTHORIZE TREE REPLACEMENT WITHIN ONE (1) MILE OF THE PROJECT BOUNDARIES; AUTHORIZING THE CITY MANAGER TO EXECUTE THE DEVELOPMENT AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, FOR SAID PURPOSE; CONTAINING A SEVERABILITY CLAUSE AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Swire Properties, Inc. ("Swire") holds fee simple title to 9.03 acres of property in the Brickell area of downtown Miami, more specifically located south of the Miami River, west of Brickell Avenue, north of Southwest 8th Street and east of Northwest 1 st Avenue, Miami, Florida; and WHEREAS, Section 3.9 of the Zoning Code of the City of Miami ("Miami 21") authorizes the assembly and master planning of parcels greater than nine (9) abutting acres in size; and WHEREAS, this process is referred to as a Special Area Plan; and WHEREAS, pursuant to Section 3.9.1.f. of Miami 21, development within a Special Area Plan shall be pursuant to a recorded development agreement; and City of Miami Page I of 3 File Id. 11-00541 (Version: 3) Printed On: 10/26/2011 File Number: 11-00541 Enactment Number: 13278 WHEREAS, Swire has submitted an application for a Special Area Plan to the City of Miami ("City") for the development of Brickell CitiCentre (the "Project"), and in association with that application, Swire has requested approval of a Development Agreement pursuant to Chapter 163 of the Florida Statutes; and WHEREAS, the City and Swire wish for the development of the Project to proceed substantially in accordance with the Regulating Plan and Design Guidelines, attached as Exhibit "A" (Regulating Plan and Design Guidelines), and the Conceptual Site Plan, attached as Exhibit "B" (Conceptual Site Plan); and WHEREAS, the City and Swire wish for the development of the Project to conform with the requirements of the Comprehensive Plan; and WHEREAS, the Project is located in the Downtown Development of Regional Impact ("DDRI"); and WHEREAS, as of the date of the Development Agreement, the DDRI has sufficient development capacity to accommodate the Project and Swire has reserved such capacity with the City; and WHEREAS, the lack of certainty in the approval of development can result in a waste of economic and land resources, discourage sound capital improvement planning and financing, escalate the cost of housing and development, and discourage commitment to comprehensive planning; and WHEREAS, assurance to the developer that it may proceed in accordance with existing laws and policies, subject to the conditions of a development agreement, strengthens the public planning process; NOW, THEREFORE, BE IT RESOLVED, BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this Section. Section 2. The Development Agreement, pursuant to Chapter 163 of the Florida Statutes, between Swire and the City, relating to development of the approximately 9.03 acre Brickell CitiCentre site, is hereby approved. Section 3. The Development Agreement is applicable only to property owned by Swire and affiliated parties, subject to the development parameters set forth therein. Section 4. The findings set forth in Section 9 of the Development Agreement are hereby adopted by reference and incorporated as if fully set forth in this Section. The City Commission hereby amends Chapters 54 and 55 of the City Code by waiving the requirements of said provisions as set forth in Section 9 of the Development Agreement, subject to any conditions specifically included therein. Said modifications to Chapters 54 and 55 of the City Code are expressly intended City of Miami Page 2 of 3 File Id. 11-00541 (Version: 3) Printed On: 10/26/2011 File Number: 11-00541 Enactment Number: 13278 to permit the construction of portions of the Project which encroach into public right-of-way and contain commercial uses therein. Section 5. The findings set forth in Section 8 (c) and (d) of the Development Agreement are hereby adopted by reference and incorporated as if fully set forth in this Section. The City Commission hereby amends Chapters 17 of the City Code by waiving or modifying the requirements of said provision as set forth in Section 8 (c) and (d) of the Development Agreement, subject to any conditions specifically included therein. Section 6. The City Manager is authorized{1} to execute the Development Agreement, in substantially the attached form, for said purpose. Section 7. If any section, part of a section, paragraph, clause, phrase or word of this Ordinance is declared invalid, the remaining provisions of this Ordinance shall not be affected. Section 8. This Ordinance shall become effective immediately upon its adoption and signature of the Mayor.{2} Footnotes: {1} The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by applicable City Charter and Code provisions. {2} This Ordinance shall become effective as specified herein unless vetoes by the Mayor within ten days of the date it was passed and adopted. If the Mayor vetoes this Ordinance, it shall become effective immediately upon override of the veto by the City Commission or upon the effective date stated herein, whichever is later. City of Miami Page 3 of 3 File Id. 11-00541 (Version: 3) Printed On: 10/26/2011 CITY OF MIAMI NOTICE OF INTENT TO CONSIDER A DEVELOPMENT AGREEMENT Notice to the Public, Subject Property Owner(s), and Particularly to Affected Property Owners. A public hearing will be held before the City Commission as follows: Date: Thursday, June 23, 2011 Time: After 2:00 PM Place: City Hall, 3500 Pan American Drive, Miami, FL To consider: AN ORDINANCE OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), APPROVING A DEVELOPMENT AGREEMENT, PURSUANT TO -CHAPTER 163, FLORIDA STATUTES, BETWEEN SWIRE PROPERTIES, INC., AFFILIATED PARTIES, AND THE CITY OF MIAMI, RELATING TO THE PROPOSED DEVELOPMENT OF A PROJECT KNOWN AS "BRICKELL CITICENTRE" ON APPROXIMATELY t 9.03 ACRES, ZONED BRICKELL CITICENTRE SPECIAL AREA PLAN ("BCC SAP"), BOUNDED ROUGHLY BY NORTHEAST 6TH STREET TO THE NORTH, 8T" STREET TO THE SOUTH, BRICKELL AVENUE TO THE EAST, AND SOUTHWEST 1ST AVENUE TO THE WEST, MIAMI, FLORIDA ("PROJECT BOUNDARIES"), FOR THE PURPOSE OF REDEVELOPMENT OF SUCH LAND FOR MIXED USES; AUTHORIZING THE FOLLOWING USES INCLUDING, BUT NOT LIMITED TO: RESIDENTIAL, COMMERCIAL, LODGING, CIVIC, EDUCATIONAL AND CIVIL SUPPORT, AND ANY OTHER USES AUTHORIZED BY THE BCC SAP & PERMITTED BY THE EXISTING T6 -48b 0 TRANSECT DESIGNATION; AUTHORIZING A DENSITY OF APPROXIMATELY 150 UNITS PER ACRE; AUTHORIZING AN INTENSITY MEASURED BY FLOOR LOT RATIO OF 14; AUTHORIZING A MAXIMUM BUILDING HEIGHT OF 683 FEET AND MAXIMUM PEDESTAL HEIGHTS OF 129 FEET AND 160 FEET FOR PHASE 1/1A AND PHASE II, RESPECTIVELY; AMENDING CHAPTER 54 AND 55 OF THE CITY CODE TO PERMIT THE CONSTRUCTION OF ENCROACHMENTS WITHIN THE PUBLIC RIGHT-OF-WAY AND PERMIT CERTAIN COMMERCIAL USES THEREIN; FURTHER AMENDING CHAPTER 62 OF THE CITY CODE TO PERMIT THE PLACEMENT TEMPORARY SIGNAGE WITHIN THE PROJECT BOUNDARIES; FURTHER AMENDING CHAPTER 17 OF THE CITY CODE TO AUTHORIZE TREE REPLACEMENT WITHIN ONE (1) MILE OF THE PROJECT BOUNDARIES; AUTHORIZING THE CITY MANAGER TO EXECUTE THE DEVELOPMENT AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, FOR SAID PURPOSE. Copies of the proposed development agreement can be obtained at the City Clerk's office located at City Hall or by contacting the City Clerk's office at (305) 250-5360. (M3063226;1) DEVELOPMENT AGREEMENT BETWEEN CITY OF MIAMI, FLORIDA AND SWIRE PROPERTIES, REGARDING DEVELOPMENT OF THE BRICKELL CITICENTRE PROJECT THIS, AGREEMENT is entered this day of July, 2011, by and between Swire Properties, Inc., a Florida for profit corporation ("Swire"), and the CITY OF MIAMI, FLORIDA, a municipal corporation and a political subdivision of the State of Florida ("City") (Swire and the City together referred to as the "Parties"). WITNESSETH: WHEREAS, Swire holds fee simple title to 9.03 acres of property in the Brickell area of downtown Miami, WHEREAS, the gropeq is more specifically located south of the Miami River, west of Brickell Avenue, north of SW 8tt Street and east of NW l" Avenue (the "Property"; sketch and legal descriptions of which are attached as Exhibit "A"); WHEREAS, the Property spans four city blocks and is located between two mass transit routes; WHEREAS, the Property is currently underutilized in that it predominantly consists of vacant, undeveloped lots secured by chain link fencing; WHEREAS, the current status of the Property is inconsistent with the City's vision to develop a world class downtown, and the City wishes to encourage redevelopment of the Property; WHEREAS, Swire wishes to redevelop the Property into a high-density, mixed-use, pedestrian oriented, urban development known as Brickell CitiCentre which will provide much needed retail for the Brickell and Downtown area of Miami (the "Project"); WHEREAS, in order to maximize efficiency and design of Brickell CitiCentre, Swire desires to construct two levels of underground parking; WHEREAS, a process exists within the City's zoning code ("Miami 21") which allows parcels of more than nine abutting acres to be master planned to allow greater integration of public improvements and infrastructure, and greater flexibility so as to result in higher or specialized quality building and streetscape design; WHEREAS, the result of this master planning process is known as a "Special Area Plan" or "SAP; WHEREAS, Miami 21 requires development within an SAP to be governed by a Development Agreement between the property owner and the City; {M3063340; t) 1 WHEREAS, the City and Swire wish to rezone the Property from T6-4813-0 to Brickell CitiCenter SAP in order to encourage redevelopment of the Property and effectuate the Project; WHEREAS, this Development Agreement ("Agreement") satisfies the requirement set forth in Miami 21; WHEREAS, the City and Swire wish for development of the Project to proceed substantially in accordance with the Regulating Plan and Design Guidelines attached as Exhibit "B" ("Regulating Plan and Design Guidelines") and the Conceptual Site Plan attached as Exhibit "C" ("Conceptual Site Plan"); WHEREAS, the Property is designated Restricted Commercial, with an Urban Central Business District Overlay, in the Miami Comprehensive Neighborhood Plan (the "Comprehensive Plan"); WHEREAS, the City and Swire wish for development of the Project to proceed in a manner which is consistent with the Comprehensive Plan; WHEREAS, the Project is located in the Downtown Development of Regional Impact ("DDRI" ); WHEREAS, as of the Effective Date, the DDRI has sufficient development capacity to accommodate the Project and Swire has reserved such capacity through appropriate means with the City; WHEREAS, the lack of certainty in the approval of development can result in a waste of economic and land resources, discourage sound capital improvement planning and financing, escalate the cost of housing and development, and discourage commitment to comprehensive planning; WHEREAS, assurance to a developer that it may proceed in accordance with existing laws and policies, subject to the conditions of a development agreement,, strengthens the public planning process, encourages sound capital improvement planning and financing, assists in assuring there are adequate capital facilities for the development, encourages private participation in comprehensive planning, and reduces the economic costs of development; WHEREAS, the City Commission pursuant to Ordinance No. 11 -XX, adopted July XX,. 2011 has authorized the City Manager to execute this Agreement upon the terms and conditions as set forth below, and the Boards of Directors have authorized Swire to execute this Agreement upon the terms and conditions set forth below; NOW THEREFORE, in consideration of the mutual covenants and agreements hereinafter contained, the parties mutually agree and bind themselves as set forth herein: 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. M3063340;1 } 2 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 either the City or Swire, as all parties are drafters of this Agreement; and (f) The recitals are true and correct and are incorporated into and made a part of this Agreement. The attached exhibits shall be deemed adopted and incorporated into the Agreement; provided however, that this Agreement shall be deemed to control in the event of a conflict between the attachments and this Agreement. Section 3. Definitions. Capitalized terms which are not specifically defined herein shall have the meaning given in Miami 21. "Agreement" means this Agreement between the City and Swire "City" means the City of Miami, a municipal corporation and a political subdivision of the State of Florida, and all departments, agencies and instrumentalities subject to the jurisdiction thereof. "Comprehensive Plan" means the comprehensive plan known as the Miami Comprehensive Neighborhood Plan, adopted by the City pursuant to Chapter 163, Florida Statutes (2010), meeting the requirements of Section 163.3177, Florida Statutes (2010), Section 163.3178, Florida Statutes (2010) and Section 163.3221(2), Florida Statutes (2010), which is in effect as of the Effective Date. "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 or more parcels and such other activities described in Section 163.3221(4), Florida Statutes (2010). "Effective Date" is the date of recordation of the executed, original version of this Agreement. {M3063340;1 } "Existing Zoning" is (a) Miami 21 Code, January 2011, specifically including the Brickell CitiCentre 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 Swire to develop the Project pursuant to the Brickell CitiCentre SAP. This Agreement will freeze, as of the Effective Date, the land development regulations which will govern development of the Project, thereby providing the Parties with additional certainty during the development process. This Agreement also satisfies Section 3.9. Lf, Miami 21. Section 5. Intent. Swire and the City intend for this Agreement to be construed and implemented so as to effectuate the purpose of the Brickell CitiCentre SAP, this Development Agreement, the Comprehensive Plan and the Florida Local Government Development Agreement Act, Section 163.3220 - 163.3243, Florida Statutes (2010). Section 6. Applicability. This Agreement only applies to the Project. 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 Section 163.3225, Florida Statutes (2010). This Agreement shall become effective on the Effective Date and shall constitute a covenant running with the land that shall be binding upon, and inure to, the benefit of the parties, their successors, assigns, heirs, legal representatives, and personal representatives. Section 8. Permitted Development Uses and Buildins Intensities. (a) Brickell CitiCentre SAP Desi ng ation. The City has designated the Property as Brickell CitiCentre SAP on the official zoning Atlas of the City, pursuant to the applicable procedures in Miami 21. The Brickell CitiCentre Regulating Plan and Design Guidelines are attached as Exhibit "C". In approving the Brickell CitiCentre SAP, the City has determined that the uses, intensities and densities of { M3063340;1 � development permitted thereunder are consistent with the Comprehensive Plan and the Existing Zoning. (b) Density, Intensity, Uses and Building Heights. (1) As of the Effective Date and pursuant to the Brickell CitiCentre SAP, the density proposed for the Property is approximately 150 units per acre, and the intensity proposed for the Property is measured by an above -ground Floor Lot Ratio of 14 (specifically excluding underground parking and circulation). (2) The non-residential development permitted on the Property includes, but is not limited to, the following uses: office, hotel, retail, entertainment, medical office, academic space and any other ,uses permitted by the Existing Zoning. (3) As of the Effective Date and pursuant to the Brickell CitiCentre SAP, the maximum height proposed for the Project is 683 feet, and the maximum height proposed for the Pedestal is 129 feet (Phase I and IA) and 160 feet (Phase II). (4) Nothing herein shall prohibit Swire from requesting an increase in the density or intensity of development permitted on the Property, as long as such increase in density or intensity is consistent with the Comprehensive Plan as it exists on the Effective Date. (c) Environmental. The City finds that the Project will confer a significant net improvement upon the publicly accessible tree canopy in the area. The City and Swire agree that Swire will comply with the intent and requirements of Chapter 17 of the City Code by performing tree replacement within 1 mile of the Project, with an emphasis on 7th Street, 8th Street and South Miami Avenue. City agrees to facilitate the permitting and planting of replacement trees on all publicly owned property in this area. (d) Archaeological. Because of the Project's location in a high probability archaeological zone, the City will require Swire to obtain a certificate to dig prior to any ground disturbing activities. However, in no case shall the City require archaeological monitoring after soil/tree removal (ie, during excavation of the limestone bedrock). (e) Signage. The Project's location within the center of the City's Urban Core provide an opportunity to incorporate signage, including the display of art or graphics with or without commercial messages, in a fashion that will aesthetically enhance the view corridors along the major County and state arterials bounding the Project site. (1) Geographical area. Notwithstanding the definition of Geographical area in Sec. 62-602 of the City code and the boundaries depicted in the Mural {13063340;1} area described in Exhibit "A" to Mural ordinance (File ID 10-01249), adopted on January 13, 2011, the City hereby authorizes the issuance of a Mural Permit(s) authorizing the erection, placement, posting, painting, display, maintenance, or hanging of Murals on a Wall located on the Property designated as part of the Project SAP. (2) Spacing between murals and number of murals permitted per building. Murals located on Walls within the Project SAP shall not be subject to spacing limitations set forth in Sec. 62-606(3) of the City code. Notwithstanding the language of Sec. 62-606(3), multiple murals may be located on the same side of the building. (3) Mural size. Murals shall be allowed to cover up to eighty percent (80%) of the Wall, or thirty-three percent (33%) of the Wall if the Mural covers windows. Murals on the same Wall, either individually or in aggregate, shall not exceed: a. Project West Block, West Elevation Pedestal — 10,000 sq. ft. b. Project North Block, East Elevation Pedestal — 10,500 sq. ft. c. Project East Block, East Elevation Pedestal — 12,500 sq. ft. d. Project East Block, South Elevation Pedestal — 4,000 sq. ft. e. Project West Block, South Elevation Pedestal — 4,000 sq. ft. f. Project East Block, North Elevation Pedestal — 6,500 sq. ft. g. Project West Block, North Elevation Pedestal — 4,500 sq. ft. Where a conflict exists between the Outdoor Advertising Zone Signage Area dimensions specified on Pages A2.31, A2.32, A2.35, and.A2.37 of the Project SAP Regulating Plan, the maximum dimensions specified in this subsection shall control. Section 9. Connectivity and Activity within Public Right -of -Way. (a) Connectivity. A critical element to the success of the Project is above grade and below grade connectivity between blocks and through public rights-of-way. This connectivity should be encouraged both within the Project and between the Project and Abutting property. This connectivity will result in ease of access, minimized pedestrian and vehicular conflicts, and reduction of the Project's traffic impacts by permitting internalized traffic circulation. In order to activate the above grade connections, Swire proposes to locate commercial activity in this area. { M3063340;1 } Swire recognizes that such connectivity and commercial usage may require approval of other governmental agencies such as Miami -Dade County and the Florida Department of Transportation. The City finds and determines that establishing such connectivity and commercial usage serves a public purpose, and City agrees to support Swire's efforts to obtain any authorization to establish such connectivity and commercial usage. The City finds that the authorization of such uses within the public right-of-way will have no adverse effect(s) on the provision of natural light, circulation of air, or increase the adverse effects resulting from fire, floods, tornadoes, and hurricanes. It is further found that the presence of such uses within the right-of- way shall in no way diminish access for firefighting apparatus or rescue and salvage operations; diminish traffic, transportation and circulation; or adversely impact the advancement of the safety, health, amenity and general welfare within the City. Given the public benefits conferred upon the City by the above -grade and below - grade connectivity between blocks and across the public rights-of-way, the provisions of Sec. 54-186 shall not apply within the Brickell CitiCentre SAP. (b) Construction of encroachments within the Public Right -of -Way. The City finds that the proposed encroachment does not unduly restrict the use of the public right-of-way and is a necessary essential element in the construction of the pedestrian walkways above the public rights-of-way and vehicular underpasses below the same rights-of-way. The adoption of this Agreement shall serve to satisfy the requirements set forth in Sec. 55-14(b) of the City Code. Notwithstanding the requirements of Sec. 55-14(c) of the City Code, the City agrees to waive any and all claims to payment of a user fee in connection with the construction of the aforementioned encroachments into the public rights-of-way. Further, this Agreement shall satisfy the requirements of Sec. 55-14(d) of the City Code. In consideration for authorizing the construction of the aforementioned encroachments, Swire further covenants to: (1) Maintain the above -grade pedestrian walkways and below -grade vehicular underpasses in accordance with the Florida Building Code and the City Charter and Code. (2) Provide an insurance policy, in an amount determined by the city's risk manager, naming the city as an additional insured for public liability and property damage. The insurance shall remain in effect for as long as the encroachment(s) exist in the right-of-way. Should Swire fail to continue to provide the insurance coverage, the City shall have the right to secure similar insurance policy in its name and place a special assessment lien against the owner's abutting private property for the total cost of the premium. {M3063340;1 } (3) Swire shall hold harmless and indemnify the City, its officials and employees from any claims for damage or loss to property and injury to persons of any nature whatsoever arising out of the use, construction, maintenance or removal of the pedestrian walkways and vehicular underpasses and from and against any claims which may arise out of the granting of permission for the encroachment or any activity performed under the terms of this Agreement. (c) Activity within the Public Right -of -Way. Notwithstanding the limitations set forth in Sec. 54-186 of the City Code, the City shall permit Food Service Establishment(s) and/or General Commercial uses, as defined in Miami 21, in the above -grade pedestrian walkways located within the public right-of-way, following approval by SAP Warrant. Section 10. Proicet Approval. (a) Future Development Review. Future development within the Brickell CitiCentre SAP shall proceed pursuant to the process established in the Brickell CitiCentre Regulating Plan and Design Guidelines, attached as Exhibit "C". The criteria to be used in determining whether future development shall be approved is consistency with the Comprehensive Plan, this Agreement and the Brickell CitiCentre SAP. (b) Prohibition on Downzoning. (1) The Comprehensive Plan, this Agreement and the Brickell CitiCentre 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 (2010) have been made after 30 days written notice to Swire and at a public hearing. (2) Pursuant to Section 163.3233(3), Florida Statutes (2010), this prohibition on downzoning supplements, rather than supplants, any rights that may vest to Swire under Florida or Federal law. As a result, Swire 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 (2010). (c) Development of Regional Impact. (1) City and Swire agree that as of the Effective Date, sufficient capacity remains under the DDRI to accommodate the Project and that Swire has reserved the capacity necessary to develop the Project. (2) City agrees that any DRI development order which the City adopts after the Effective Date and which applies to the Property will (i) be consistent {M3063340;1 } with this Agreement and the BrickellCitiCentre SAP, (ii) include a Use/Intensity conversion table to allow for a reasonable level of flexibility with respect to the mix and intensity of uses in order to respond to changing market conditions. Section 11. Retail Specialty Center Designation. Pursuant to Chapter 4 of the City Code, each block of the four block Brickell CitiCentre Property is designated as a retail specialty center. Section 12. Job Creation. Swire shall consult with local and/or state economic development entities regarding job training and job placement services to city residents seeking employment opportunities with potential employers which will locate or establish business within the Project. Section 13. Local Development Permits. (a) The development of the Property in accordance with the Existing Zoning is contemplated by Swire. The Project may require additional permits or approvals from the City, County, State, or Federal government and any division thereof. Subject to required legal process and approvals, the City shall make a good faith effort to take all reasonable steps to cooperate with and facilitate all such approvals, including acting as an applicant. Such approvals include, without limitation, the following approvals and permits and any successor or analogous approvals and permits: (1) Subdivision plat and/or waiver of plat approvals; (2) Covenant or Unity of Title acceptance or the release of existing unities or covenants; (3) Building permits; (4) Certificates of use and/or occupancy; (5) Stormwater Permits; (6) Development of Regional Impact approval, modification or exemption; and (7) Any other official action of the City, County, or any other government agency having the effect of permitting development of the Property. (b) In the event that the City substantially modifies its land development regulations regarding site plan approval procedures, authority to approve any site plan for a project on one of the Property shall be vested solely in the City Manager, with the recommendation of the Planning Director. Any such site plan shall be approved if it meets the requirements and criteria of the Existing Zoning, the Comprehensive Plan and the terms of this Agreement. { M3063340;1 � Section 14. Consistency with Comprehensive Plan. The City finds that development of the Property in conformity with the Existing Zoning is consistent with the Comprehensive Plan. As of the Effective Date, Swire is conducting an extensive analysis of the Public Facilities available to serve the Project. In the event that the Existing Zoning and/or the Comprehensive Plan require Swire to provide additional Public Facilities to accommodate the Project, Swire will provide such Public Facilities consistent with the timing requirements of Section 163.3180, Florida Statutes (2010). Swire shall be bound by the City impact fees and assessments in existence as of the Effective Date of this Agreement. Section 15. Necessity of Complying with Local Regulations Relative to Development Permits. Swire and the City agree that the failure of this Agreement to address a particular permit, condition, fee, term, license, or restriction in effect on the Effective Date shall not relieve Swire of the necessity of complying with the regulation governing said permitting requirements, conditions, fees, terms, licenses, or restrictions. Section 16. Reservation of Development Rights. (a) For the term of this Agreement, the City hereby agrees that it shall permit the development of the Property in accordance with the Existing Zoning, the Comprehensive Plan and the Agreement. (b) Nothing herein shall prohibit an increase in the density or intensity of development permitted on the Property in a manner consistent with (a) the Existing Zoning and/or the Comprehensive Plan, (b) any zoning change subsequently requested or initiated by Swire in accordance with applicable Provisions of law or (c) any zoning change subsequently enacted by the City. (c) The expiration or termination of this Agreement shall not be considered a waiver of, or limitation upon, the rights, including, but not limited to, any claims of vested rights or equitable estoppel, obtained or held by Swire or its successors or assigns to continue development of the Property in conformity with Existing Zoning and all prior and subsequent development permits or development orders granted by the City. Section 17. Brickell Trolley. Swire acknowledges that the City is currently planning to develop a trolley system which may traverse or abut the Brickell CitiCentre District. Swire agrees to cooperate with the City so that any portion of the trolley route which runs through, or adjacent to, the Brickell CitiCentre District can be accommodated within the dedicated public rights-of-way. City agrees to evaluate whether at least one northbound and one southbound trolley stop can be incorporated into the Brickell CitiCentre District. Section 18. Annual Review. (a) The City shall review the development that is subject to this Agreement once every 12 months, commencing 12 months after the Effective Date. The City shall begin the review process by giving notice to Swire, a minimum of 30 days prior to the anniversary date of the Agreement, of its intention to undertake the annual review of this Agreement. M3063340;1 � 10 (b) Any information required of Swire during an annual review shall be limited to that necessary to determine the extent to which the Developer is proceeding in good faith to comply with the terms of this Agreement. (c) If the City finds on the basis of competent substantial evidence that Swire has not proceeded in good faith to comply with the terms of the Agreement, the City may terminate or amend this Agreement after providing 30 days written notice to Swire and at a public hearing. Section 19. Notices. (a) All notices, demands and requests which may or are required to be given hereunder shall, except as otherwise expressly provided, be in writing and delivered by personal service or sent by United States Registered or Certified Mail, return receipt requested, postage prepaid, or by overnight express delivery, such as Federal Express, to the parties at the addresses listed below. Any notice given pursuant to this Agreement shall be deemed given when received. Any actions required to be taken hereunder which fall on Saturday, Sunday, or United States legal holidays shall be deemed to be performed timely when taken on the succeeding day thereafter which shall not be a Saturday, Sunday or legal holiday. To the City: City Manager City of Miami 3500 Pan American Drive Miami, FL 33133 With a copy to: City Attorney Miami Riverside Center 444 S.W. 2nd Ave., 9th Floor Miami, FL 33130 To Swire: Stephen Owens 501 Brickell Key Drive, Suite 600 Miami, FL 33131 With copies to: Akerman Senterfitt Attn: Neisen Kasdin 1 SE 3`d Avenue, 25`h Floor Miami, FL 33131 (b) 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. { M3063340;1 } Section 20. Exclusive Venue, Choice of Law, Specific Performance. It is mutually understood and agreed by the parties hereto, that this Agreement shall be governed by the laws of the State of Florida, and any applicable federal law, both as to interpretation and performance, and that any action at law, suit in equity or judicial proceedings for the enforcement of this Agreement or any provision hereof shall be instituted only in the courts of the State of Florida or federal courts and venue for any such actions shall lie exclusively in a court of competent jurisdiction in the County. In addition to any other legal rights, the City and Swire shall each have the right to specific performance of this Agreement in court. Each party shall bear its own attorney's fees. Each party waives any defense, whether asserted by motion or pleading, that the aforementioned courts are an improper or inconvenient venue. Moreover, the parties consent to the personal jurisdiction of the aforementioned courts and irrevocably waive any objections to said jurisdiction. The parties irrevocably waive any rights to a jury trial. Section 21. Voluntary Compliance. Swire and the City agree that in the event all or any part of this Agreement is struck down by judicial proceeding or preempted by legislative action, Swire and the City shall continue to honor the terms and conditions of this Agreement to the extent allowed by law. Section 22. No Oral Change or Termination. This Agreement and the exhibits and appendices appended hereto and incorporated herein by reference, if any, constitute the entire Agreement between the parties with respect to the subject matter hereof. This Agreement supersedes any prior agreements or understandings between the parties with respect to the subject matter hereof, and no change, modification or discharge hereof in whole or in part shall be effective unless such change, modification or discharge is in writing and signed by the party against whom enforcement of the change, modification or discharge is sought. This Agreement cannot be changed or terminated orally. Section 23. Compliance with Applicable Law. Subject to the terms and conditions of this Agreement, throughout the Term of this Agreement, Swire and City shall comply with all applicable federal, state or local laws, rules, regulations, codes, ordinances, resolutions, administrative orders, permits, policies and procedures and orders that govern or relate to the respective Parties' obligations and performance under this Agreement, all as they may be amended from time to time. Section 24. Representations; Representatives. Each party represents to the others that this Agreement has been duly authorized, delivered and executed by such party and constitutes the legal, valid and binding obligation of such party, enforceable in accordance with its terms. Section 25. 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 26. Failure to Exercise Rights not a Waiver: Waiver Provisions. The failure by either party to promptly exercise any right arising hereunder shall not constitute a waiver of such right unless otherwise expressly provided herein. No waiver or breach of any provision of this I M3063340;1 } 12 Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. Section 27. Events of Default. (a) A Developer Party shall be in default under this Agreement if any of the following events occur and continue beyond the applicable grace period: a Developer Party fails to perform or breaches 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 a Developer Party shall not be in default if it commences to cure such breach within said thirty (30) day period and diligently prosecutes such cure to completion. (b) The City shall be in default under this Agreement if the City fails to perform or breaches any term, covenant, or condition of this Agreement and such failure is not cured within thirty (30) days after receipt of written notice from a Developer Party 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. 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 Developer Party or successor or assignee of any portion of a Developer Party's rights hereunder shall not be deemed a breach by any other Developer Party or any other successor or assignee of any portion of the rights of a Developer Party hereunder or any other successor or assignee. Section 28. 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, Swire and the City agree that any party may seek specific performance of this Agreement, and that seeking specific performance shall not waive any right of such party to also seek monetary damages, injunctive relief, or any other relief other than termination of this Agreement. The City hereby acknowledges that any claim for damages under this Agreement is not limited by sovereign immunity or similar limitation of liability. Section 29. Severability. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, hereafter be determined to be invalid or unenforceable, the remainder of this Agreement or the application of such term or provision to {M3063340;11 13 persons or circumstances other than those as to which it is held invalid or unenforceable shall not be affected thereby and shall continue in full force and effect. Section 30. Assignment and Transfer. This Agreement shall be binding on Swire and its heirs, successors and assigns, including the successor to or assignee of any Property Interest. Swire, at its sole discretion, may assign, in whole or in part, this Agreement or any of its rights and obligations hereunder, or may extend the benefits of this Agreement, to any holder of a Property Interest without the prior written consent or any other approval of the City. Any such assignee shall assume all applicable rights and obligations under this Agreement. Section 31. 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 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 32. Lack of Agency Relationship. Nothing contained herein shall be construed as establishing an agency relationship between the City and Swire and neither Swire 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 Swire or its subsidiaries, divisions or affiliates. Section 33. Cooperation; Expedited Permitting and Time is of the Essence. (a) The Parties agree to cooperate with each other to the full extent practicable pursuant to the terms and conditions of this Agreement. The Parties agree that time is of the essence in all aspects of their respective and mutual responsibilities pursuant to this Agreement. The City shall use its best efforts to expedite the permitting and approval process in an effort to assist Swire in achieving its development and construction milestones. The City will accommodate requests from Swire's general contractor and subcontractors for review of phased or multiple permitting packages, such as those for excavation, site work and foundations, building shell, core, and interiors. In addition, the City will designate an individual within the City Manager's office who will have a primary (though not exclusive) duty to serve as the City's point of contact and liaison with Swire in order to facilitate expediting the processing and issuance of all permit and license applications and approvals across all of the various departments and offices of the City which have the authority or right to review and approve all applications for such permits and licenses. (b) Notwithstanding the foregoing, the . City shall not be obligated to issue development permits to the extent a Developer Party does not comply with the {M3063340;1 } 14 applicable requirements of the Existing Zoning, the Comprehensive Plan, this Agreement and applicable building codes. Section 34. Enforcement. (a) In the event that Swire, its successors and/or assigns fails to act in accordance with the terms of the Existing Zoning, the City shall seek enforcement of said violation upon the subject Property. (b) Enforcement of this Agreement shall be by action against any parties or person violating, or attempting to violate, any covenants set forth in this Agreement. The prevailing party in any action or suit pertaining to or arising out of this Agreement 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 this/her/its attorney. (c), This enforcement provision shall be in addition to any other remedies available at law, in equity or both. Section 35. Amendment or Termination by Mutual Consent. This Agreement may not be amended or terminated during its term except by mutual agreement of Swire and the City. Prior to any amendment or termination of this Agreement during its term, the City shall hold two public hearings to consider and deliberate such amendment or termination. Section 36. Third Party Defense. City and Swire shall each, at their own cost and expense, vigorously defend any claims, suits or demands brought against them by third parties challenging the Agreement or the Project, or objecting to any aspect thereof, including, without limitation, (i) a consistency challenge pursuant to Section 163.3215, Florida Statutes (2010), (ii) a petition for writ of certiorari, (iv) an action for declaratory judgment, or (iv) any claims for loss, damage, liability, or expense (including reasonable attorneys' fees). City and Swire shall promptly give the other written notice of any such action, including those that are pending or threatened, and all responses, filings, and pleadings with respect thereto. Section 37. No Conflict of Interest. Swire agrees to comply with Section 2-612 of the City Code as of the Effective Date, with respect to conflicts of interest. Section 38. No Third -Party Beneficiary. No persons or entities other than Swire and the City, their heirs, permitted successors and assigns, shall have any rights whatsoever under this Agreement. Section 39. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute one and the same agreement. NOW, WHEREOF, the City and Swire have caused this Agreement to be duly executed. [Signature blocks for City and Swire] {M3063340;1 1 15 SWIRE PROPERTIES, INC, a Florida for profit corporation M Name: Title: IM3063340;1 f CITY OF MIAMI, FLORIDA 11-YA Name: Title: I M3063340;1 I Exhibit "A" Legal Descriptions of the Property {M3063340;1 } Exhibit "B" Conceptual Site Plan M3063340;1 } Exhibit "C" Brickell CitiCentre Regulating Plan and Design Guidelines IM30G3340;1 } Exhibit "D" Tree Preservation and Mitigation Plan {M3063340;1 1 21 Second Reading, Ordinance � C,'Cl' OF'4j9 I h Y p� 0 CITY OF MIAMI NOTICE OF INTENT TO CONSIDER A DEVELOPMENT AGREEMENT ANY PERSON WHO RECEIVES COMPENSATION, REMUNERATION OR EXPENSES FOR CONDUCTING LOBBYING ACTIVITIES IS REQUIRED TO REGISTER AS A LOBBYIST WITH THE CITY CLERK PRIOR TO ENGAGING IN LOBBYING ACTIVITIES BEFORE CITY STAFF, BOARDS, COMMITTEES OR THE CITY COMMISSION. A COPY OF THE APPLICABLE ORDINANCE IS AVAILABLE IN THE OFFICE OF THE CITY CLERK (MIAMI CITY HALL), LOCATED AT 3500 PAN AMERICAN'DRIVE, MIAMI, FLORIDA, 33133. AT THE SCHEDULED MEETING OF THE COMMISSION OF THE CITY OF MIAMI, FLORIDA, ON THURSDAY JULY 28 2011 AT MIAMI CITY HALL, 3500 PAN AMERICAN DRIVE, THE MIAMI CITY COMMISSION WILL CONSIDER THE FOLLOWING ITEM RELATED TO THE REGULAR AGENDA, AFTER 2:00 PM: AN ORDINANCE OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), APPROVING A DEVELOPMENT AGREEMENT, PURSUANT TO CHAPTER 163, FLORIDA STATUTES, BETWEEN SWIRE PROPERTIES, INC., AFFILIATED PARTIES, AND THE CITY OF MIAMI, RELATING TO THE PROPOSED DEVELOPMENT OF A PROJECT KNOWN AS "BRICKELL CITICENTRE" ON APPROXIMATELY ±9.03 ACRES, ZONED BRICKELL. CITICENTRE SPECIAL AREA PLAN ("BCC SAP"), BOUNDED ROUGHLY BY NORTHEAST 6TH STREET TO THE NORTH, 8TH STREET TO THE SOUTH, BRICKELL AVENUE TO THE EAST, AND SOUTHWEST 1ST AVENUE TO THE WEST, MIAMI, FLORIDA ("PROJECT BOUNDARIES"), FOR THE PURPOSE OF REDEVELOPMENT OF SUCH LAND FOR MIXED USES; AUTHORIZING THE FOLLOWING USES INCLUDING, BUT NOT LIMITED TO: RESIDENTIAL, COMMERCIAL, LODGING, CIVIC, EDUCATIONAL AND CIVIL SUPPORT, AND ANY OTHER USES AUTHORIZED BY THE BCC SAP & PERMITTED BY THE EXISTING T6 -48b 0 TRANSECT DESIGNATION; AUTHORIZING A DENSITY OF APPROXIMATELY 150 UNITS PER ACRE; AUTHORIZING AN INTENSITY MEASURED BY FLOOR LOT RATIO OF 14; AUTHORIZING A MAXIMUM BUILDING HEIGHT OF 683 FEET AND MAXIMUM PEDESTAL HEIGHTS OF 129 FEET AND 160 FEET FOR PHASE 1/1A AND PHASE II, RESPECTIVELY; AMENDING CHAPTER 54 AND 55 OF THE CITY CODE TO PERMIT THE CONSTRUCTION OF ENCROACHMENTS WITHIN THE PUBLIC RIGHT-OF-WAY AND PERMIT CERTAIN COMMERCIAL USES THEREIN; FURTHER AMENDING CHAPTER 62 OF THE CITY CODE TO PERMIT THE PLACEMENT TEMPORARY SIGNAGE WITHIN THE PROJECT BOUNDARIES; FURTHER AMENDING CHAPTER 17 OF THE CITY CODE TO AUTHORIZE TREE REPLACEMENT WITHIN ONE (1) MILE OF THE PROJECT BOUNDARIES; AUTHORIZING THE CITY MANAGER TO EXECUTE THE . DEVELOPMENT AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, FOR SAID PURPOSE. A copy of the proposed ordinance is available for review at the Office of Hearing Boards, 444 SW 2"d Avenue, 7'h Floor, during regular working hours. Phone: (305) 416-2030. The Miami City Commission requests all interested parties be present or represented at this meeting and are invited to express their views. Should any person desire to appeal -any decision of the City Commission with respect to any matter to be considered at this meeting, that person shall ensure that a verbatim record of the proceedings is made including all testimony and evidence upon which any appeal may be based (F/S 286.0105). In accordance with the Americans with Disabilities Act of 1990, all persons who require special accommodations in order to participate in this meeting should contact the Office of the City Clerk at (305) 250-5361 (Voice) at least two business days prior to the proceeding, or at (305) 250-5472 (TTY) no later than three (3) business days prior to the proceeding. (#15410) Priscilla A. Thompson, CMC City Clerk File Number: 11-00541 Final Action Date: AN ORDINANCE OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), APPROVING A DEVELOPMENT AGREEMENT, PURSUANT TO CHAPTER 163, FLORIDA STATUTES, BETWEEN SWIRE PROPERTIES, INC., AFFILIATED PARTIES, AND THE CITY OF MIAMI, RELATING TO THE PROPOSED DEVELOPMENT OF A PROJECT KNOWN AS "BRICKELL CITICENTRE" ON APPROXIMATELY ±9.03 ACRES, ZONED BRICKELL CITICENTRE SPECIAL AREA PLAN ("BCC SAP"), BOUNDED ROUGHLY BY NORTHEAST 6TH STREET TO THE NORTH, 8TH STREET TO THE SOUTH, BRICKELL AVENUE TO THE EAST, AND SOUTHWEST 1ST AVENUE TO THE WEST, MIAMI, FLORIDA ("PROJECT BOUNDARIES"), FOR THE PURPOSE OF REDEVELOPMENT OF SUCH LAND FOR MIXED USES; AUTHORIZING THE FOLLOWING USES INCLUDING, BUT NOT LIMITED TO: RESIDENTIAL, COMMERCIAL, LODGING, CIVIC, . EDUCATIONAL AND CIVIL SUPPORT, AND ANY OTHER USES AUTHORIZED BY THE BCC SAP AND PERMITTED BY THE EXISTING T6-4813 0 TRANSECT DESIGNATION; AUTHORIZING A DENSITY OF APPROXIMATELY 150 UNITS PER ACRE; AUTHORIZING AN INTENSITY MEASURED BY FLOOR LOT RATIO OF 14; AUTHORIZING A MAXIMUM BUILDING HEIGHT OF 683 FEET AND MAXIMUM PEDESTAL HEIGHTS OF 129 FEETAND 160 FEET FOR PHASE 1/1AAND PHASE II, RESPECTIVELY; AMENDING CHAPTER 54 AND 55 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"), TO PERMIT THE CONSTRUCTION OF ENCROACHMENTS WITHIN THE PUBLIC RIGHT-OF-WAY AND PERMIT CERTAIN COMMERCIAL USES THEREIN; FURTHER AMENDING CHAPTER 17 OF THE CITY CODE TO AUTHORIZE TREE REPLACEMENT WITHIN ONE (1) MILE OF,THE PROJECT_ BOUNDARIES; AUTHORIZING THE CITY MANAGER TO EXECUTE THE DEVELOPMENT AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, FOR SAID PURPOSE; CONTAINING A SEVERABILITY CLAUSE AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Swire Properties, Inc. ("Swire") holds fee simple title to 9.03 acres of property in the Brickell area of downtown Miami, more specifically located south of the Miami River, west of Brickell Avenue, north of Southwest 8th Street and east of Northwest 1 st Avenue, Miami, Florida; and WHEREAS, Section 3.9 of the Zoning Code of the City of Miami ("Miami 21") authorizes the assembly and master planning of parcels greater than nine (9) abutting acres in size; and WHEREAS, this process is referred to as a Special Area Plan; and WHEREAS, pursuant to Section 3.9.1.f. of Miami 21, development within a Special Area Plan shall be pursuant to a recorded development agreement; and a WHEREAS, Swire has submitted an application for a Special Area Plan to the City of Miami City of Miami Page 1 of 3 File Id: 11-00541 (Version: 2) Printed On: 7/18/2011 City of Miami City Hall 3500 Pan American Drive Yi1Y 10 Legislation Miami, FL 33133 www.miamigov.com Ordinance File Number: 11-00541 Final Action Date: AN ORDINANCE OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), APPROVING A DEVELOPMENT AGREEMENT, PURSUANT TO CHAPTER 163, FLORIDA STATUTES, BETWEEN SWIRE PROPERTIES, INC., AFFILIATED PARTIES, AND THE CITY OF MIAMI, RELATING TO THE PROPOSED DEVELOPMENT OF A PROJECT KNOWN AS "BRICKELL CITICENTRE" ON APPROXIMATELY ±9.03 ACRES, ZONED BRICKELL CITICENTRE SPECIAL AREA PLAN ("BCC SAP"), BOUNDED ROUGHLY BY NORTHEAST 6TH STREET TO THE NORTH, 8TH STREET TO THE SOUTH, BRICKELL AVENUE TO THE EAST, AND SOUTHWEST 1ST AVENUE TO THE WEST, MIAMI, FLORIDA ("PROJECT BOUNDARIES"), FOR THE PURPOSE OF REDEVELOPMENT OF SUCH LAND FOR MIXED USES; AUTHORIZING THE FOLLOWING USES INCLUDING, BUT NOT LIMITED TO: RESIDENTIAL, COMMERCIAL, LODGING, CIVIC, . EDUCATIONAL AND CIVIL SUPPORT, AND ANY OTHER USES AUTHORIZED BY THE BCC SAP AND PERMITTED BY THE EXISTING T6-4813 0 TRANSECT DESIGNATION; AUTHORIZING A DENSITY OF APPROXIMATELY 150 UNITS PER ACRE; AUTHORIZING AN INTENSITY MEASURED BY FLOOR LOT RATIO OF 14; AUTHORIZING A MAXIMUM BUILDING HEIGHT OF 683 FEET AND MAXIMUM PEDESTAL HEIGHTS OF 129 FEETAND 160 FEET FOR PHASE 1/1AAND PHASE II, RESPECTIVELY; AMENDING CHAPTER 54 AND 55 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"), TO PERMIT THE CONSTRUCTION OF ENCROACHMENTS WITHIN THE PUBLIC RIGHT-OF-WAY AND PERMIT CERTAIN COMMERCIAL USES THEREIN; FURTHER AMENDING CHAPTER 17 OF THE CITY CODE TO AUTHORIZE TREE REPLACEMENT WITHIN ONE (1) MILE OF,THE PROJECT_ BOUNDARIES; AUTHORIZING THE CITY MANAGER TO EXECUTE THE DEVELOPMENT AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, FOR SAID PURPOSE; CONTAINING A SEVERABILITY CLAUSE AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Swire Properties, Inc. ("Swire") holds fee simple title to 9.03 acres of property in the Brickell area of downtown Miami, more specifically located south of the Miami River, west of Brickell Avenue, north of Southwest 8th Street and east of Northwest 1 st Avenue, Miami, Florida; and WHEREAS, Section 3.9 of the Zoning Code of the City of Miami ("Miami 21") authorizes the assembly and master planning of parcels greater than nine (9) abutting acres in size; and WHEREAS, this process is referred to as a Special Area Plan; and WHEREAS, pursuant to Section 3.9.1.f. of Miami 21, development within a Special Area Plan shall be pursuant to a recorded development agreement; and a WHEREAS, Swire has submitted an application for a Special Area Plan to the City of Miami City of Miami Page 1 of 3 File Id: 11-00541 (Version: 2) Printed On: 7/18/2011 File Number: 11-00541 ("City") for the development of Brickell CitiCentre (the "Project"), and in association with that application, Swire has requested approval of a Development Agreement pursuant to Chapter 163 of the Florida Statutes; and WHEREAS, the City and.Swire wish for the development of the Project to proceed substantially in accordance with the Regulating Plan and Design Guidelines, attached as Exhibit "A" (Regulating Plan and Design Guidelines), and the Conceptual Site Plan, attached as Exhibit "B" (Conceptual Site Plan); and WHEREAS, the City and Swire wish for the development of the Project to conform with the requirements of the Comprehensive Plan; and WHEREAS, the Project is located in the Downtown Development of Regional Impact ("DDRI"); and WHEREAS, as of the date of the Development Agreement, the DDRI has sufficient development capacity to accommodate the Project and Swire has reserved such capacity with the City; and WHEREAS, the lack of certainty in the approval of development can result in a waste of economic and land resources, discourage sound capital improvement planning and financing, escalate the cost of housing and development, and discourage commitment to comprehensive planning; and WHEREAS, assurance to the developer that it may proceed in accordance with existing laws and policies, subject to the conditions of a development agreement, strengthens the public planning process; NOW, THEREFORE, BE IT RESOLVED, BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this Section. Section 2. The Development Agreement, pursuant to Chapter 163 of the Florida Statutes, between Swire and the City, relating to development of the approximately 9.03 acre Brickell CitiCentre site, is hereby approved. Section 3. The Development Agreement is applicable only to property owned by Swire and affiliated parties, subject to the development parameters set forth therein. Section 4. The findings set forth in Section 9 of the Development Agreement are hereby adopted by reference and incorporated as if fully set forth in this Section. The City Commission hereby amends Chapters 54 and 55 of the City Code by waiving the requirements of said provisions as set forth in Section 9 of the Development Agreement, subject to any conditions specifically included therein. Said modifications to Chapters 54 and 55 of the City Code are expressly intended to permit the construction of portions of the Project which encroach into public right-of-way and contain commercial uses therein. Section 5. The findings set forth in Section 8 (c) and (d) of the Development Agreement are City of Miami Page 2 of 3 File Id: 11-00541 (version: 2) Printed On: 7/18/2011 File Number 11-00541 hereby adopted by reference and incorporated as if fully set forth in this Section. The City Commission hereby.amends Chapters 17 of the City Code by waiving or modifying the requirements of said provision as set forth in Section 8 (c) and (d) of the Development Agreement, subject to any conditions specifically included therein. Section 6. The City Manager is authorized{1} to execute the Development Agreement, in substantially the attached form, for said purpose. Section 7. If any section, part of a section, paragraph, clause, phrase or word of this Ordinance is declared invalid, the remaining provisions of this Ordinance shall not be affected. Section 8. This Ordinance shall become effective immediately upon its adoption and signature of the Mayor.{2} APPROVED AS TO FORM AND CORRECTNESS JULIE 0. BRUJ--� CITY ATTORNEY Footnotes: {1} The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by applicable City Charter and Code provisions. {2} This Ordinance shall become effective as specified herein unless vetoes by the Mayor within ten days of the date it was passed and adopted. If the Mayor vetoes this Ordinance, it shall become effective immediately upon override of the veto by the City Commission or upon the effective date stated herein, whichever is later. City of Miami Page 3 of 3 File Id: 11-00541 (version: 2) Printed On. 711812011 �b�gfi�L� f rr-G'✓� C�Yi +YAG ,C Cal faC 0, DEVELOPMENT AGREEMENT BETWEEN��� CITY OF MIAMI, FLORIDA AND SWIRE PROPERTIES, REGARDING DEVELOPMENT OF THE BRICKELL CITICENTRE PROJECT THIS AGREEMENT is entered this jj`day of October, 2011, by and between S��ire Properties, Inc., a Florida for profit corporation ("Swire"), and the CITY OF MIAMI, FLORIDA, a municipal corporation and a political subdivision of the State of Florida ("City") (Swire and the City together referred to as the "Parties"). WITNESSETH: WHEREAS, Swire holds fee simple title to 9.03 acres of property in the Brickell area of downtown Miami, WHEREAS, the property is more specifically located south of the Miami River, west of Brickell Avenue, north of SW 8" Street and east of NW 1st Avenue (the "Property"; sketch and legal descriptions of which are attached as Exhibit "A"); WHEREAS, the Property spans four city blocks and is located between two mass transit lines; WHEREAS, the Property is currently underutilized in that it predominantly consists of vacant, undeveloped lots secured by chain link fencing; WHEREAS, the current status of the Property is inconsistent with the City's vision to develop a world class downtown, and the City wishes to encourage redevelopment of the Property; WHEREAS, Swire wishes to redevelop the Property as a higher density, mixed-use, pedestrian oriented, urban development known as Brickell CitiCentre which will provide much needed retail for the Brickell and Downtown area of Miami (the "Project"); WHEREAS, in order to maximize efficiency and design of Brickell CitiCentre, Swire desires to construct two levels of underground parking; WHEREAS, a process exists within the City's zoning code ("Miami 21 ") which allows parcels of more than nine abutting acres to be master planned to allow greater integration of public improvements and infrastructure, and greater flexibility so as to result in higher or specialized quality building and streetscape design; WHEREAS, the result of this master planning process is known as a "Special Area Plan" or "SAP; WHEREAS, Miami 21 requires development within an SAP to be governed by a Development Agreement between the property owner and the City; {20927730;11} WHEREAS, the City and Swire wish to rezone the Property from T6-4813-0 to Brickell CitiCenter SAP in order to encourage redevelopment of the Property and effectuate the Project; WHEREAS, this Development Agreement ("Agreement") satisfies the requirement set forth in Miami 21; WHEREAS, the City and Swire wish for development of the Project to proceed substantially in accordance with the Regulating Plan and Design Guidelines attached as Exhibit "B" ("Regulating Plan and Design Guidelines"); WHEREAS, the Property is designated Restricted Commercial, with an Urban Central Business District Overlay, in the Miami Comprehensive Neighborhood Plan (the "Comprehensive Plan"); WHEREAS, the City and Swire wish for development of the Project to proceed in a manner which is consistent with the Comprehensive Plan; WHEREAS, the Project is located in the Downtown Development of Regional Impact ("DDRI"); WHEREAS, as of the Effective Date, the DDRI has sufficient development capacity to accommodate the Project and Swire has reserved such capacity through appropriate means with the City; WHEREAS, the lack of certainty in the approval of development can result in a waste of economic and land resources, discourage sound capital improvement planning and financing, escalate the cost of housing and development, and discourage commitment to comprehensive planning; WHEREAS, assurance to a developer that it may proceed in accordance with existing laws and policies, subject to the conditions of a development agreement, strengthens the public planning process, encourages sound capital improvement planning and financing, assists in assuring there are adequate capital facilities for the development, encourages private participation in comprehensive planning, and reduces the economic costs of development; WHEREAS, the City Commission pursuant to Ordinance No. 13278, adopted July 28, 2011 has authorized the City Manager to execute this Agreement upon the terms and conditions as set forth below, and the Boards of Directors have authorized Swire to execute this Agreement upon the terms and conditions set forth below; NOW THEREFORE, in consideration of the mutual covenants and agreements hereinafter contained, the parties mutually agree and bind themselves as set forth herein: 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. {20927730;11} 2 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 either the City or Swire, as all parties are drafters of this Agreement; and (f) The recitals are true and correct and are incorporated into and made a part of this Agreement. The attached exhibits shall be deemed adopted and incorporated into the Agreement; provided however, that this Agreement shall be deemed to control in the event of a conflict between the attachments and this Agreement. Section 3. Definitions. Capitalized terms which are not specifically defined herein shall have the meaning given in Miami 21. "Agreement" means this Agreement between the City and Swire. "City" means the City of Miami, a municipal corporation and a political subdivision of the State of Florida, and all departments, agencies and instrumentalities subject to the jurisdiction thereof. "Comprehensive Plan" means the comprehensive plan known as the Miami Comprehensive Neighborhood Plan, adopted by the City pursuant to Chapter 163, Florida Statutes (2010), meeting the requirements of Section 163.3177, Florida Statutes (2010), Section 163.3178, Florida Statutes (2010) and Section 163.3221(2), Florida Statutes (2010), which is in effect as of the Effective Date. "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 or more parcels and such other activities described in Section 163.3221(4), Florida Statutes (2010). "Effective Date" is the date of recordation of the executed, original version of this Agreement. "Existing Zoning" is (a) Miami 21 Code, January 2011, specifically including the Brickell CitiCentre SAP, and (b) the provisions of the Charter and City Code {20927730;11} 3 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 Swire to develop the Project pursuant to the Brickell CitiCentre SAP. This Agreement will establish, as of the Effective Date, the land development regulations which will govern development of the Project, thereby providing the Parties with additional certainty during the development process. This Agreement also satisfies Section 3.9.1.£, Miami 21. Section 5. Intent. Swire and the City intend for this Agreement to be construed and implemented so as to effectuate the purpose of the Brickell CitiCentre SAP, this Development Agreement, the Comprehensive Plan and the Florida Local Government Development Agreement Act, Section 163.3220 - 163.3243, Florida Statutes (2010). Section 6. Applicability. This Agreement only applies to the Project. 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 Section 163.3225, Florida Statutes (2010). This Agreement shall become effective on the Effective Date and shall constitute a covenant running with the land that shall be binding upon, and inure to, the benefit of the parties, their successors, assigns, heirs, legal representatives, and personal representatives. Section 8. Permitted Development Uses and Building Intensities. (a) Brickell CitiCentre SAP Designation,_ The City has designated the Property as Brickell CitiCentre SAP on the official zoning Atlas of the City, pursuant to the applicable procedures in Miami 21. The Brickell CitiCentre Regulating Plan and Design Guidelines are attached as Exhibit "B". In approving the Brickell CitiCentre SAP, the City has determined that the uses, intensities and densities of development permitted thereunder are consistent with the Comprehensive Plan and the Existing Zoning. {20927730;11} 4 (b) Density, Intensity, Uses and Building Heights. (1) As of the Effective Date and pursuant to the Brickell CitiCentre SAP, the density proposed for the Property is approximately 150 units per acre, and the intensity proposed for the Property is measured by an above -ground Floor Lot Ratio of 14 (specifically excluding underground parking and circulation). (2) The non-residential development permitted on the Property includes, but is not limited to, the following uses: office, hotel, retail, entertainment, medical office, academic space and any other uses permitted by the Existing Zoning. (3) As of the Effective Date and pursuant to the Brickell CitiCentre SAP, the maximum height proposed for the Project is 683 feet, and the maximum height proposed for the Pedestal is 129 feet (Phase I and IA) and 160 feet (Phase II). (4) Nothing herein shall prohibit Swire from requesting an increase in the density or intensity of development permitted on the Property, as long as such increase in density or intensity is consistent with the Comprehensive Plan as it exists on the Effective Date. (c) Environmental. The City finds that the Project will confer a significant net improvement upon the publicly accessible tree canopy in the area. The City and Swire agree that Swire will comply with the intent and requirements of Chapter 17 of the City Code by performing tree replacement within 1 mile of the Project, with an emphasis on 7t1' Street, 8t1' Street and South Miami Avenue. City agrees to facilitate the permitting and planting of replacement trees on all publicly owned property in this area. (d) Archaeological. Because of the Project's location in a high probability archaeological zone, the City will require Swire to obtain a certificate to dig prior to any ground disturbing activities. However, in no case shall the City require archaeological monitoring after soil/tree removal (ie, during excavation of the limestone bedrock). Section 9. Connectivity and Activity within Public Right -of -Way. (a) Connectivity. A critical element to the success of the Project is above grade and below grade connectivity between blocks and through public rights-of-way. This connectivity should be encouraged both within the Project and between the Project and Abutting property. This connectivity will result in ease of access, minimized pedestrian and vehicular conflicts, and reduction of the Project's traffic impacts by permitting internalized traffic circulation. In order to activate the above grade connections, Swire proposes to locate commercial activity in this area. {20927730;11} Swire recognizes that such connectivity and commercial usage may require approval of other governmental agencies such as Miami -Dade County and the Florida Department of Transportation. The City finds and determines that establishing such connectivity and commercial usage serves a public purpose, and City agrees to support Swire's efforts to obtain any authorization to establish such connectivity and commercial usage. The City finds that the authorization of such uses within the public right-of-way will have no adverse effect(s) on the provision of natural light, circulation of air, or increase the adverse effects resulting from fire, floods, tornadoes, and hurricanes. It is further found that the presence of such uses within the right-of- way shall in no way diminish access for firefighting apparatus or rescue and salvage operations; diminish traffic, transportation and circulation; or adversely impact the advancement of the safety, health, amenity and general welfare within the City. Given the public benefits conferred upon the City by the above -grade and below - grade connectivity between blocks and across the public rights-of-way, the provisions of Sec. 54-186 shall not apply within the Brickell CitiCentre SAP. (b) Construction of encroachments within the Public Right-of-WaX. The City finds that the proposed encroachments do not unduly restrict the use of the public right- of-way and is a necessary essential element in the construction of the pedestrian walkways above the public rights-of-way and vehicular underpasses below the same rights-of-way. The adoption of this Agreement shall serve to satisfy the requirements set forth in Sec. 55-14(b) of the City Code. Notwithstanding the requirements of Sec. 55-14(c) of the City Code, the City agrees to waive any and all claims to payment of a user fee in connection with the construction of the aforementioned encroachments into the public rights-of-way. Further, this Agreement shall satisfy the requirements of Sec. 55-14(d) of the City Code. In consideration for authorizing the construction of the aforementioned encroachments, Swire further covenants to: (1) Maintain the above -grade pedestrian walkways and below -grade vehicular underpasses in accordance with the Florida Building Code and the City Charter and Code. (2) Provide an insurance policy, in an amount determined by the city's risk manager, naming the city as an additional insured for public liability and property damage. The insurance shall remain in effect for as long as the encroachment(s) exist in the right-of-way. Should Swire fail to continue to provide the insurance coverage, the City shall have the right to secure similar insurance policy in its name and place a special assessment lien against the owner's abutting private property for the total cost of the premium. {20927730;11} 6 (3) Swire shall hold harmless and indemnify the City, its officials and employees from any claims for damage or loss to property and injury to persons of any nature whatsoever arising out of the use, construction, maintenance or removal of the pedestrian walkways and vehicular underpasses and from and against any claims which may arise out of the granting of permission for the encroachment or any activity performed under the terms of this Agreement. (c) Activity within the Public Right -of -Way. Notwithstanding the limitations set forth in Sec. 54-186 of the City Code, the City shall permit Food Service Establishment(s) and/or General Commercial uses, as defined in Miami 21, in the above -grade pedestrian walkways located within the public right-of-way, following approval by SAP Permit. Section 10. Project Approval. (a) Future Development Review. Future development within the Brickell CitiCentre SAP shall proceed pursuant to the process established in the Brickell CitiCentre Regulating Plan and Design Guidelines, attached as Exhibit "C". The criteria to be used in determining whether future development shall be approved is consistency with the Comprehensive Plan, this Agreement and the Brickell CitiCentre SAP. (b) Prohibition on Downzonin . (1) The Comprehensive Plan, this Agreement and the Brickell CitiCentre 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 (2010) have been made after 30 days written notice to Swire and at a public hearing. (2) Pursuant to Section 163.3233(3), Florida Statutes (2010), this prohibition on downzoning supplements, rather than supplants, any rights that may vest to Swire under Florida or Federal law. As a result, Swire 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 (2010). (c) Development of Regional Impact. (1) City and Swire agree that as of the Effective Date, sufficient capacity remains under the DDRI to accommodate the Project and that Swire has reserved the capacity necessary to develop the Project. (2) City agrees that any DRI development order which the City adopts after the Effective Date and which applies to the Property will (i) be consistent (20927730;111 7 with this Agreement and the Brickell Citi Centre SAP, (ii) include a Use/Intensity conversion table to allow for a reasonable level of flexibility with respect to the mix and intensity of uses in order to respond to changing market conditions. (3) The City agrees that if the Miami Downtown Development Authority decides to abandon, terminate, rescind or otherwise render ineffective the DDRI Development Order, Swire shall no longer be responsible for payment of DDRI fees. Further, if the Miami Downtown Development Authority decides to abandon, terminate, rescind or otherwise render ineffective the DDRI Development Order, the City agrees to refund any payment of DDRI fees made by Swire within twenty four (24) months of the decision to abandon, terminate, rescind or otherwise render ineffective the DDRI Development Order, Section 11. Retail Specialty Center Designation. Pursuant to Chapter 4 of the City Code, each block of the four block Brickell CitiCentre Property is designated as a retail specialty center. Section 12. Job Creation. Swire shall consult with local and/or state economic development entities regarding job training and job placement services to city residents seeking employment opportunities with potential employers which will locate or establish business within the Project. Section 13. Local Development Permits. (a) The development of the Property in accordance with the Existing Zoning is contemplated by Swire. The Project may require additional permits or approvals from the City, County, State, or Federal government and any division thereof. Subject to required legal process and approvals, the City shall make a good faith effort to take all reasonable steps to cooperate with and facilitate all such approvals, including acting as an applicant. Stich approvals include, without limitation, the following approvals and permits and any successor or analogous approvals and permits; (1) Subdivision plat and/or waiver of plat approvals; (2) Covenant or Unity of Title acceptance or the release of existing unities or covenants; (3) Building permits; (4) Certificates of use and/or occupancy; (5) Stormwater Permits; (6) Development of Regional Impact approval, modification or exemption; and {20927730;11} 8 (7) Any other official action of the City, County, or any other government agency having the effect of permitting development of the Property. (b) In the event that the City substantially modifies its land development regulations regarding site plan approval procedures, authority to approve any site plan for a project on one of the Property shall be vested solely in the City Manager, with the recommendation of the Planning Director. Any such site plan shall be approved if it meets the requirements and criteria of the Existing Zoning, the Comprehensive Plan and the terms of this Agreement. Section 14. Consistency with Comprehensive Plan. The City finds that development of the Property in conformity with the Existing Zoning is consistent with the Comprehensive Plan. As of the Effective Date, Swire is conducting an extensive analysis of the Public Facilities available to serve the Project. In the event that the Existing Zoning and/or the Comprehensive Plan require Swire to provide additional Public Facilities to accommodate the Project, Swire will provide such Public Facilities consistent with the timing requirements of Section 163.3180, Florida Statutes (2010). Swire shall be bound by the City impact fees and assessments in existence as of the Effective Date of this Agreement. Section 15. Necessity of Complying with Local Regulations Relative to Development Permits. Swire and the City agree that the failure of this Agreement to address a particular permit, condition, fee, term, license, or restriction in effect on the Effective Date shall not relieve Swire of the necessity of complying with the regulation governing said permitting requirements, conditions, fees, terms, licenses, or restrictions. Section 16. Reservation of Development Rights. (a) For the term of this Agreement, the City hereby agrees that it shall permit the development of the Property in accordance with the Existing Zoning, the Comprehensive Plan and the Agreement. (b) Nothing herein shall prohibit an increase in the density or intensity of development permitted on the Property in a manner consistent with (a) the Existing Zoning and/or the Comprehensive Plan, (b) any zoning change subsequently requested or initiated by Swire in accordance with applicable provisions of law or (c) any zoning change subsequently enacted by the City. (c) The expiration or termination of this Agreement shall not be considered a waiver of, or limitation upon, the rights, including, but not limited to, any claims of vested rights or equitable estoppel, obtained or held by Swire or its successors or assigns to continue development of the Property in conformity with Existing Zoning and all prior and subsequent development permits or development orders granted by the City. Section 17. Brickell Trolley. Swire acknowledges that the City is currently planning to develop a trolley system which may traverse or abut the Bricicell CitiCentre District. Swire agrees to cooperate with the City so that any portion of the trolley route which runs through, or adjacent to, the Bricicell CitiCentre District can be accommodated within the dedicated public {20927730;11} 9 rights-of-way. City agrees to evaluate whether at least one northbound and one southbound trolley stop can be incorporated into the Brickell CitiCentre District. Section 18. Animal Review. (a) The City shall review the development that is subject to this Agreement once every 12 months, commencing 12 months after the Effective Date. The City shall begin the review process by giving notice to Swire, a minimum of 30 days prior to the anniversary date of the Agreement, of its intention to undertake the annual review of this Agreement. (b) Any information required of Swire during an annual review shall be limited to that necessary to determine the extent to which the Developer is proceeding in good faith to comply with the terms of this Agreement. (c) If the City finds on the basis of competent substantial evidence that Swire has not proceeded in good faith to comply with the terms of the Agreement, the City may terminate or amend this Agreement after providing 30 days written notice to Swire and at a public hearing. Section 19. Notices. (a) All notices, demands and requests which may or are required to be given hereunder shall, except as otherwise expressly provided, be in writing and delivered by personal service or sent by United States Registered or Certified Mail, return receipt requested, postage prepaid, or by overnight express delivery, such as Federal Express, to the parties at the addresses listed below. Any notice given pursuant to this Agreement shall be deemed given when received. Any actions required to be taken hereunder which fall on Saturday, Sunday, or United States legal holidays shall be deemed to be performed timely when taken on the succeeding day thereafter which shall not be a Saturday, Sunday or legal holiday. To the City: City Manager City of Miami 3500 Pan American Drive Miami, FL 33133 With a copy to: City Attorney Miami Riverside Center 444 S.W. 2nd Ave., 9th Floor Miami, FL 33130 To Swire: Stephen Owens 501 Brickell Key Drive, Suite 600 Miami, FL 33131 {20927730;1 1 } 10 With copies to: Akerman Senterfitt Attn: Neisen Kasdin 1 SE 3`6 Avenue, 25t1i Floor Miami, FL 33131 (b) 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 20. Exclusive Venue, Choice of Law, Specific Performance. It is mutually understood and agreed by the parties hereto, that this Agreement shall be governed by the laws of the State of Florida, and any applicable federal law, both as to interpretation and performance, and that any action at law, suit in equity or judicial proceedings for the enforcement of this Agreement or any provision hereof shall be instituted only in the courts of the State of Florida or federal courts and venue for any such actions shall lie exclusively in a court of competent jurisdiction in the County. In addition to any other legal rights, the City and Swire shall each have the right to specific performance of this Agreement in court. Each party shall bear its own attorney's fees. Each party waives any defense, whether asserted by motion or pleading, that the aforementioned courts are an improper or inconvenient venue. Moreover, the parties consent to the personal jurisdiction of the aforementioned courts and irrevocably waive any objections to said jurisdiction. The parties irrevocably waive any rights to a jury trial. Section 21. Voluntary Compliance. Swire and the City agree that in the event all or any part of this Agreement is struck down by judicial proceeding or preempted by legislative action, Swire and the City shall continue to honor the terms and conditions of this Agreement to the extent allowed by law. Section 22. No Oral Change or Termination. This Agreement and the exhibits and appendices appended hereto and incorporated herein by reference, if any, constitute the entire Agreement between the parties with respect to the subject matter hereof. This Agreement supersedes any prior agreements or understandings between the parties with respect to the subject matter hereof, and no change, modification or discharge hereof in whole or in part shall be effective unless such change, modification or discharge is in writing and signed by the party against whom enforcement of the change, modification or discharge is sought. This Agreement cannot be changed or terminated orally. Section 23. Compliance with Applicable Law. Subject to the terms and conditions of this Agreement, throughout the Term of this Agreement, Swire and City shall comply with all applicable federal, state or local laws, rules, regulations, codes, ordinances, resolutions, administrative orders, permits, policies and procedures and orders that govern or relate to the respective Parties' obligations and performance under this Agreement, all as they may be amended from time to time. Section 24, Representations; Representatives. Each party represents to the others that this Agreement has been duly authorized, delivered and executed by such party and constitutes the legal, valid and binding obligation of such party, enforceable in accordance with its terms. {20927730;11} 11 Section 25, 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 26. Failure to Exercise Rights not a Waiver: Waiver Provisions. The failure by either party to promptly exercise any right arising hereunder shall not constitute a waiver of such right unless otherwise expressly provided herein. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. Section 27. Events of Default. (a) Swire shall be in default under this Agreement if any of the following events occur and continue beyond the applicable grace period: Swire fails to perform or breaches 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 Swire shall not be in default if it commences to cure such breach within said thirty (30) day period and diligently prosecutes such cure to completion. (b) The City shall be in default under this Agreement if the City fails to perform or breaches any term, covenant, or condition of this Agreement and such failure is not cured within thirty (30) days after receipt of written notice from a Swire 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. 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 a successor or assignee of any portion of Swire's rights hereunder shall not be deemed a breach by Swire. Section 28. 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, Swire 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 {20927730;11} 12 relief, or any other relief other than termination of this Agreement. The City hereby acknowledges that any claim for damages under this Agreement is not limited by sovereign immunity or similar limitation of liability. Section 29. Severability. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, hereafter be determined to be invalid or unenforceable, the remainder of this Agreement or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable shall not be affected thereby and shall continue in full force and effect. Section 30. Assignment and Transfer. This Agreement shall be binding on Swire and its heirs, successors and assigns, including the successor to or assignee of any Property Interest. Swire, at its sole discretion, may assign, in whole or in part, this Agreement or any of its rights and obligations hereunder, or may extend the benefits of this Agreement, to any holder of a Property Interest without the prior written consent or any other approval of the City. Any such assignee shall assume all applicable rights and obligations under this Agreement. Section 31. 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 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 32. Lack of Agency Relationship. Nothing contained herein shall be construed as establishing an agency relationship between the City and Swire and neither Swire 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 Swire or its subsidiaries, divisions or affiliates. Section 33. Cooperation; Expedited Permitting and Time is of the Essence. (a) The Parties agree to cooperate with each other to the full extent practicable pursuant to the terms and conditions of this Agreement. The Parties agree that time is of the essence in all aspects of their respective and mutual responsibilities pursuant to this Agreement. The City shall use its best efforts to expedite the permitting and approval process in an effort to assist Swire in achieving its development and construction milestones. The City will accommodate requests from Swire's general contractor and subcontractors for review of phased or multiple permitting packages, such as those for excavation, site work and foundations, building shell, core, and interiors. In addition, the City will designate an individual within the City Manager's office who will have a primary (though not exclusive) duty to serve as the City's point of contact and liaison with {20927730;11} 13 Swire in order to facilitate expediting the processing and issuance of all permit and license applications and approvals across all of the various departments and offices of the City which have the authority or right to review and approve all applications for such permits and licenses. (b) Notwithstanding the foregoing, the City shall not be obligated to issue development permits to the extent a Swire does not comply with the applicable requirements of the Existing Zoning, the Comprehensive Plan, this Agreement and applicable building codes. Section 34. Enforcement. (a) In the event that Swire, its successors and/or assigns fails to act in accordance with the terms of the Existing Zoning, the City shall seek enforcement of said violation upon the subject Property. (b) Enforcement of this Agreement shall be by action against any parties or person violating, or attempting to violate, any covenants set forth in this Agreement. The prevailing party in any action or suit pertaining to or arising out of this Agreement 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 this/her/its attorney. (c) This enforcement provision shall be in addition to any other remedies available at law, in equity or both. Section 35. Amendment or Termination by Mutual Consent, This Agreement may not be amended or terminated during its term except by mutual agreement of Swire and the City. Prior to any amendment or termination of this Agreement during its term, the City shall hold two public hearings to consider and deliberate such amendment or termination. Section 36. Third Party Defense. City and Swire shall each, at their own cost and expense, vigorously defend any claims, suits or demands brought against them by third parties challenging the Agreement or the Project, or objecting to any aspect thereof, including, without limitation, (i) a consistency challenge pursuant to Section 163.3215, Florida Statutes (2010), (ii) a petition for writ of certiorari, (iv) an action for declaratory judgment, or (iv) any claims for loss, damage, liability, or expense (including reasonable attorneys' fees). City and Swire shall promptly give the other written notice of any such action, including those that are pending or threatened, and all responses, filings, and pleadings with respect thereto. Section 37. No Conflict of Interest. Swire agrees to comply with Section 2-612 of the City Code as of the Effective Date, with respect to conflicts of interest. Section 38. No Third -Party Beneficiary. No persons or entities other than Swire and the City, their heirs, permitted successors and assigns, shall have any rights whatsoever under this Agreement. (20927730;11 ) 14 Section 39. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute one and the same agreement. Section 40. Abutting Property Owners. The City and Swire have a mutual interest in ensuring that construction of the Project proceeds in a manner which is respectful of and sensitive to owners of property Abutting the Project ("Abutting Owners"). In recognition of this concern, during construction of the Project Swire agrees to insure Abutting Owners against any actual damages which directly result from accidental loss of utility service caused by Swire, its contractors or subcontractors. NOW, WHEREOF, the City and Swire have caused this Agreement to be duly executed. [Signature blocks for City and Swire] ATTEST: ATTEST: SWIRE PROPERTIES, INC, a Florida for profit corporation By: Print Na Title: f1 z (Authorized Corporate Officer) CITY OF MIAMI, a municipal corporation By: P iscilla A. Thompson, City tlerk /0-/I-// APPROVED AS TO FORM AND CORRECTNESS: Julie 0. Bru City Attorney {20927730;11} 15 Exhibit "A" Legal Descriptions of the Property {20927730;11 } 16 EXHIBIT "A" CITY OF MIAMI SPECIAL AREA PLAN APPLICATION Project Name: Brickell CitiCentre Legal Descriptions Site 1: Brickell CitiCentre North SUBJECT PROPERTY LEGAL DESCRIPTION: LOTS 1 THROUGH 6, THE WEST HALF OF LOT 7, AND LOTS 9-14, BLOCK 107S, OF PATTERSON AND OLIVE SUBDIVISION, ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK B, AT PAGE 77, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. LESS AND EXCEPT THAT PORTION OF THE ABOVE DESCRIBED PARCEL CONVEYED BY RIGHT-OF-WAY DEED RECORDS IN OFFICIAL RECORDS BOOK 25161, PAGE 1547, PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. Site 2: Brickell CitiCentre East SUBJECT PROPERTY LEGAL DESCRIPTION: QPARCEL I: LOTS 1, 2, 3, 4, 5, 6, 7, 9, 10, 11, 12, 13, 14, AND 15, IN BLOCK 106S, OF S.L. & J. B. PATTERSON AND J.F. AND B.T. OLIVE SUBDIVISION, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK B, AT PAGE 77, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. LESS: THOSE PORTIONS OF LOTS 1, 9, 10, 11, 12, 13, 14, AND 15, BLOCK 106S, OF THE S.L. & J.B. PATTER50N AND J.F. AND B.T. OLIVE SUBDIVISION, ACCORDING TO THE PLAT BOOK THEREOF AS RECORDED IN PLAT BOOK B, AT PAGE 77, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, LYING IN SECTION 38, TOWNSHIP 54 SOUTH, RANGE 41 EAST, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGIN AT THE SOUTHWEST CORNER OF SAID LOT 9; THENCE RUN NO2016'51" W ALONG THE WESTERLY BOUNDARY OF SAID LOTS 9 AND 1, FOR A DISTANCE OF 299.90 FEET TO THE POINT OF INTERSECTION WITH THE NORTHERLY BOUNDARY OF SAID LOT 1; THENCE RUN N87047'15" E ALONG SAID NORTHERLY BOUNDARY OF LOT 1 FOR A DISTANCE OF 30.03 FEET TO A POINT OF CUSP AND CURVATURE OF A CIRCULAR CURVE CONCAVE TO THE SOUTHEAST AND HAVING A RADIUS OF 25.00 FEET AND A TANGENT BEARING OF S87°35'49" W; THENCE TURNING 1801, RUN WESTERLY, SOUTHWESTERLY AND SOUTHERLY ALONG SAID CURVE TO THE LEFT THROUGH A CENTRAL ANGLE OF 90004'06" FOR AN ARC LENGTH OF 39.30 FEET TO A POINT OF TANGENCY ON A LINE THAT IS 5.00 FEET EASTERLY AND PARALLEL WITH THE WESTERLY BOUNDARY OF SAID LOTS 1 AND 9; THENCE RUN S02°16'51" E ALONG SAID LINE THAT IS 5.00 FEET EASTERLY AND PARALLEL TO SAID WESTERLY BOUNDARY OF LOTS 1 AND 9, FOR A DISTANCE OF 234.80 FEET OT THE POINT OF BEGINNING OF A CIRCULAR CURVE CONCAVE TO THE NORTHEAST AND HAVING FOR ITS ELEMENTS A RADIUS OF 25.00 FEET AND TANGENT BEARING OF NO2016'51"E; THENCE RUN SOUTHERLY, SOUTHEASTERLY AND EASTERLY ALONG THE ARC OF SAID CIRCULAR CURVE TO THE LEFT, THROUGH A CENTRAL ANGLE OF 90007'2_0_" FOR AN ARC DISTANCE OF 39.32 FEET TO THE POINT OF TANGENCY AND A POINT ON A LINE THAT IS �~ 15.00 FEET NORTHERLY AND PARALLEL WITH THE SOUTHERLY BOUNDARY OF SAID LOTS 9, 10, 11, 12, 13, 14, (M3049255;1) CITY OF MIAMI SPECIAL AREA PLAN APPLICATION `D Project Name: Brickell CitiCentre AND 15; THENCE RUN N87°35'49" E ALONG SAID LINE THAT IS 15.00 FEET NORTHERLY AND PARALLEL TO THE SOUTHERLY BOUNDARY OF LOTS 9, 10, 11, 12, 13, 14, AND 15, FOR A DISTANCE OF 319.95 FEET TO A POINT ON THE EASTERLY BOUNDARY OF SAID LOT 15; THENCE RUN S02°16'51" E ALONG SAID EASTERLY BOUNDARY OF SAID LOT 15, FOR A DISTANCE OF 15.00 FEET TO THE SOUTHEAST CORNER OF SAID LOT 15; THENCE RUN S87035'49" W ALONG SAID SOUTHERLY BOUNDARY OF LOTS 9, 10, 11, 12, 13, 14, AND 15, FOR A DISTANCE OF 350.00 FEET TO THE POINT OF BEGINNING. Site 3: Brickell CitiCentre West SUBJECT PROPERTY LEGAL DESCRIPTION: PARCELI: LOTS 1, 2, 3, IN BLOCK 535, OF AMENDED PLAT BOOK 38A AND THE NORTH% OF BLOCK 535 CITY OF MIAMI, ACCORDING TO PLAT THEREOF AS RECORDED IN PLAT BOOK 1, AT PAGE 74, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. AND LOTS 4, 5, 6, 7, 8, 9, 16, 17, 18, 19, 20, 21, 22, 23, AND 24, IN BLOCK 53S, OF MAP OF MIAMI-DADE COUNTY, FLORIDA; LESS THE SOUTH 10 FEET OF THE WEST 55 FEET OF SAID LOT 22 AND LESS THE SOUTH 10.00 FEET OF SAID LOTS 16, 17, 19, 20, AND 21. LESS: THAT PORTION OF LOT 22, BLOCK 53S, OF THE MAP OF MIAMI-DADE COUNTY, FLORIDA, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK B, AT PAGE 41, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA., AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGIN AT THE POINT OF INTERSECTION OF THE NORTHERLY RIGHT OF WAY LINE OF S.W. 8T" STREET WITH THE WESTERLY RIGHT OF WAY OF S. MIAMI AVENUE AS SHOWN ON THE FLORIDA DEPARTMENT OF TRANSPORTATION RIGHT OF WAY MAPS FOR SECTION 87120-2513; THENCE RUN SOUTH 87042'43" WEST ALONG SAID NORTHERLY RIGHT OF WAY LINE FOR A DISTANCE OF 25 FEET TO THE POINT OF BEGINNING OF A CIRCULAR CURVE CONCAVE TO THE NORTHWEST AND HAVING FOR ITS ELEMENTS A RADIUS OF 25.00 FEET AND A TANGENT BEARING OF NORTH 87042'43" EAST; THENCE RUN NORTHEASTERLY, NORTHERLY, AND NORTHWESTERLY ALONG THE ARC OF SAID CIRCULAR CURVE TO THE LEFT, THROUGH A CENTRAL ANGLE OF 89059'34" FOR A DISTANCE OF 39.27 FEET TO THE POINT OF TANGENCY AND A POINT OF SAID WESTERLY RIGHT OF WAY LINE; THENCE RUN SOUTH 02°16'51" EAST ALONG SAID WESTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 25.00 FEET TO THE POINT OF BEGINNING, PER RIGHT OF WAY DEDICATION, RECORDED IN OFFICIAL RECORDS BOOK 12159, PAGE 482 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. PARCEL II: THE EAST 50 FEET OF LOTS 10, 11, AND 12 IN BLOCK 53A, AMENDED PLAT OF BLOCKS 38A AND THE NORTH HALF OF BLOCK 53S CITY OF MIAMI, ACCORDING TO THE PLAT THEREOF AS RECORDED 1N PLAT BOOK 1, AT PAGE 74, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. PARCEL III: (M3049155;1) CITY OF MIAMI SPECIAL AREA PLAN APPLICATION I � j Project Name: Brickell CitiCentre THE EAST 50 FEET OF LOTS 13, 14, AND 15, BLOCK 53S, MAP OF MIAMI, DADE COUNTY, FLA., ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK B, AT PAGE 41, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, LESS THE SOUTH 10 FEET THEREOF. Site 4; Brickell CitiCentre Plaza,, LLC SUBJECT PROPERTY LEGAL DESCRIPTION: LOTS 5, 6, 8, 8 %, 9, 10 AND 11, BLOCK 106A, AMENDED MAP OF BRICKELLS ADDITION TO THE MAP OF MIAMI, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK "B", PAGE 113, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, LESS THEREFROM A PORTION OF THE SOUTH 10 FEET OF SAID LOT 9 (AS DEEDED TO THE CITY OF MIAMI IN OFFICIAL RECORDS BOOK 10551, PAGE 1004, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA), SAID PORTION BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST SOUTHWESTERLY CORNER OF SAID LOT 9, SAID POINT OF BEGINNING BEING ALSO ON THE NORTH RIGHT-OF-WAY LINE OF S.E. 8TH STREET, THENCE, ALONG THE WEST LINE OF SAID LOT 9, N 0° 07' 30" EAST FOR 10.00 FEET TO ITS INTERSECTION WITH THE NORTH BASE BUILDING LINE OF SAID S.E. 8TH STREET; THENCE ALONG SAID BASE BUILDING LINE, EAST FOR 10.61 FEET TO ITS INTERSECTION WITH THE NORTHWESTERLY EXTENSION OF THE SOUTH LINE- OF BLOCK 106A; THENCE, ALONG SAID SOUTH LINE OF SAID BLOCK 106A, S 740 39'31" EAST FOR 37.80 FEET TO A POINT ON THE NORTHERLY RIGHT-OF-WAY LINE OF SAID S.E. 8TH STREET; THENCE, ALONG SAID RIGHT-OF-WAY LINE AND ALONG THE SOUTH LINE OF SAID LOT 9, WEST FOR 47.08 FEET TO THE POINT OF BEGINNING. SAID LAND LYING IN SECTION 1, TOWNSHIP 54 SOUTH, RANGE 41, MIAMI-DADE COUNTY, FLORIDA. (M3049255;1) BRICKELL 114ii SPECIAL AREA PLAN CITICENTRE BRICKELL CITICENTRE SAP BRICKELL CITICENTRE Brickell CitiCentre is a mixed-use project in heart of the Brickell situated on four (4) parcels totaling approximately 9.1 acres. The site is located along S. Miami Avenue and bounded by S.W. 8th Street to south, S.E. 6 Street to the north, approximately S.W. 1 st Avenue to the west, and approximately Brickell Avenue to the east. The project, as proposed, will consist of two -levels of underground parking totaling approximately 1,600 spaces to support approximately 530,000 s.f. of open-air, destination and neighborhood serving retail across four levels, including a high-end food market. The proposed underground parking has been designed to internalize circulation and limit the impact of vehicular traffic on the adjacent roadway system. The internal circulation is achieved through the connection of the three (3) underground garages at the Basement 02 level via driveways beneath S. Miami Avenue and S.W. 7th Street. In addition to the retail component, Brickell CitiCentre's ("BCC") program includes the development of 755 residential units in two (2) towers approximately 40 +/- stories in height on the BCC North and West parcels. A hotel and service apartment building, consisting of approximately 290 hotel rooms and 75 service apartment units, is proposed for the BCC East parcel. An additional 1,500 parking spaces will be provided above grade to support these uses. BCC also proposes the development of approximately 925,000 s.f. of office space across the entirety of the 9.1 acre site. A 78,000 s.f. office tower (8 +/- stories) is proposed for BCC West, with a twin medical office/wellness center of approximately 95,000 s.f. (8 +/- stories) on BCC East. Finally, an office tower of approximately 733,000 s.f. is proposed to replace the office building which currently houses Eastern National Bank, located immediately east of the 8th Street MetroMover station. In addition to the above -listed programmatic elements, the project contemplates a number of significant features designed to enhance the public realm. Foremost among such elements is the climate ribbon that serves as unifying theme for the project, connecting the various parcels of Brickell CitiCentre and the project to the Miami River. The climate ribbon will provide protection from the elements to patrons traveling along the open air corridors of the retail center and across the pedestrian connections that will serve to unify the site above the street. It is anticipated that the ribbon will also serve to generate electric power for the facility through the incorporation of solar panels, as well assist with collection of rainfall that can be used for various water features on-site. Additional contemplated public improvements anticipated by the project include landscaping upgrades to the area under the MetroMover guideway for its use as a linear park that would enhance Brickell community's connection with the Miami River. The project also anticipates making significant improvements to the 8th Street MetroMover station that would serve to integrate the station with the project, improve station access, enhance MetroMover ridership, and provide a multi -modal connection to the planned City of Miami Brickell Trolley line. BRICKELL CITICENTRE COALS A driving force behind Brickell CitiCentre is a desire to create a walkable urban center within the Brickell area that will reduce carbon dioxide emission and promote energy conversation. The plan incorporates improved JUNE 8, 2011 C2.01 BRICKELL��r�^ CITICENTRE ERICKELL CITICENTRE SAP street and transit connections that encourage pedestrian enjoyment and mass transit use through increased tree canopy, use of green building techniques, and enhancements to existing mass transit facilities. The development goals include: ■ A compact, pedestrian oriented and mixed use project designed to increase the use of current and proposed transit service. ■ Facilitate the organized growth of downtown infill redevelopment ensuring that Miami remains the focus of the region's economic, civic, and cultural activities. ■ Provide a diversity of uses distributed throughout the Special Area Plan area which enables a variety of economic activity, workplace, residences and Civic Space types. ■ Orient civic and public gathering spaces to reinforce community identity. ■ Design buildings and landscape that contribute to the physical definition of Throughfares as civic places. ■ Develop a proper framework that successfully accommodates automobiles while respecting the pedestrian and the special form of public spaces. ■ Ensure that private development contributes to infrastructure and enriches a pedestrian and transit friendly public and private realm of the highest quality. JUNE 8, 2011 C2.02 19, __ , F.11 r7oil - 161` BRICKELLI��Y CITICENTRE BRICKELL CIT{CENTRE SAP ARTICLE 1. DEFINITIONS The following new or revised terms shall only apply within the area designated as part of the Brickell CitiCentre Special Area Plan. Any regulation not modified herein shall be subject to the requirements of the Miami 21 Code and any other applicable regulation. 1.1 DEFINITIONS OF BUILDING FUNCTION: USES LODGING Serviced Apartments: A group of lodging units that are available for lease or rent by transient guests for a period of not more than 180 days, share amenities, and are operated in conjunction with a Hotel. CIVIL SUPPORT Public Parking: A structured parking facility available to the general public for parking motor vehicles. The term Public Parking shall not include the use of surface parking lots for the parking of motor vehicles. 1.2 DEFINITIONS OF TERMS Climate Ribbon: A framed Structure, which is open on its sides, fixed and self-supporting and which may be located over private property or within the Public Right -of -Way. Design Guidelines: Plans, drawings, and diagrams submitted as part of the SAP. Display Window: A window of a Commercial establishment facing a Frontage used to display merchandise for sale on site and shall have sufficient dimensions to display products. Display Window(s) may not be used for the display of posters or other adverting materials unless accompanied by the product being offered. Open Space: Any parcel or area of land or water essentially unimproved by permanent Buildings, open to the sky and/or covered by a Climate Ribbon; such space shall be reserved for public or private Use. Open Spaces may include Parks, Greens, Squares, Courtyards, Gardens, Playgrounds, paseos (when designed predominantly for pedestrians), pedestrian paths or associated landscaped areas, and those areas covered by a Climate Ribbon. Parking, Off -Street: Any land area designed and used for parking motor vehicles including parking garages, driveways and garages serving residential uses, but excluding areas of Thoroughfares and surface parking lots. Pedestal: Also known as podium. For phase I of the Brickell CitiCentre Special Area Plan, that portion of a Building up to a maximum of 129 feet and for phase II, that portion of a Building up to a maximum of 160 feet as depicted in the approved Design Guidelines. JUNE 8, 2011 C2.03 ERICKELL CITICENTRE SAP aA BRICKELL CITICENTRE ARTICLE 1. DEFINITIONS Regulating Plan: Modifications of the underlying Miami 21 Transect Zone regulations for the Lots included in this SAP. Special Area Plan (SAP): Also known as the Brickell CitiCentre project. Special Area Plan (SAP) Permit: A permit issued by the City which authorizes Development within an approved SAP. Terminated Vista: A location at the axial conclusion of a Thoroughfare or Pedestrian Passage. A Building located at a Terminated Vista designated on a Special Area Plan is required to be designed in response to the axis. JUNE 8, 2011 C2.04 ERICKELL ClTICENTRE SAP 3.13 SUSTAINABILITY 3.13.1 General BCC LEED Certification f E/, BRICKELLF CITICENTRE ARTICLE 3. GENERAL TO ZONES BCC shall be certified by the United States Green Building Council (USGBC) as a Leadership in Energy and Environmental Design - Neighborhood Development (LEED—ND) project. Upon completion of the SAP process and prior to the construction of not more than 75% of the total square footage of the approved BCC project, the project shall obtain LEED-ND Stage 2 pre -certification in accordance with the LEED 2009 Rating System Stages of Certification adopted by the USGBC. Following approval of the LEED-ND Stage 2 pre- certification, the owner shall transmit a copy of the certificate issued by the USGBC confirming the pre- certification of BCC. At the time BCC applies for and obtains a building permit for any portion of the approved project, the applicant shall provide the City with the following: a. A LEED checklist; b. Proof of LEED registration; and C. An affidavit affirming the applicant's intent to ensure that the project is certified by the USGBC, at a minimum, as LEED Silver. Upon completion of each of the approved BCC phases and issuance of certificates of occupancy for the same, the project shall apply for LEED-ND Stage 3 certification. Following successful completion of the certification process, BCC will obtain a certification plaque for public display and ensure that BCC is listed as a LEED-ND certified project on the USGBC website. At minimum, development within the SAP shall meet LEED-ND Silver certification. JUNE 8, 2011 C2.05 BRICKELL i"! SPECIAL AREA PLAN CITICENTRE BRICKELL CITICENTRE SAP ARTICLE 4. TABLE 5 BUILDING FUNCTION; PARKING AND LOADING RESIDENTIAL* SHARED PARKING STANDARDS .PARKING ONE WAY SHARING FACTOR TWO WAY The shared Parking Standards Table provides the method for calculating shared parking fonbuildings ..................................................................................................................................................................................................................................................................................... Berth Size TRAFFIC TRAFFIC with more than one Use type. It refers to the parking requirements that appear in Table 4. • Pedestrian entrances shall be at least 3 feet from stall, driveway or access aisle. Function with Function SINGLE LOADED The parking required for any two Functions on a Lot is calculated by dividing the number of spaces DOUBLE LOADED RESIDENTIAL RESIDENTIAL 90 23 ft 23 ft 23 It required by the lesser of the two uses by the appropriate factor from this Table and adding the result to Commercial**: 420 sf =12 ft x 35 ft x 15 ft 200 sf the greater use parking requirement. 60 12.8 ft 11.8 ft 19.3 ft LODGING LODGING Commercial and Industrial. 45 10.8 It 9.5 ft 18.5 ft For instance: for a building with a Residential Use requiring 100 spaces and a Commercial Use requir- 1 OFFICE 1.1 1.1 Industrial***: 660 sf=12 ft x 55 ft x 15 ft in 20 spaces, the 20 spaces divided b the sharing factor of 1.2 would reduce the total requirement to ing 9 P P Y 9 q Parallel loft loft 20 ft COMMERCIAL 1.4 1 1.4 COMMERCIAL 100 plus 17 spaces. For uses not indicated in this chart on a mixed use lot a sharing factor of 1.1 shall *Residential loading berths shall be setback 12 ^ 1:7 1.7 ^12 Berth Size be allowed. Additional sharing is allowed by SAP Permit. OFF-STREET PARKING STANDARDS T5, T6, CS, CI HD & Cl DISTRICT ANGLE OF ACCESS AISLE WIDTH RESIDENTIAL* • Driveways shall have a minimum of 10 feet of paved width of a one-way drive and 20 feet for a two-way .PARKING ONE WAY ONEWAY TWO WAY drive for parking area providing 10 or more stalls. ..................................................................................................................................................................................................................................................................................... Berth Size TRAFFIC TRAFFIC TRAFFIC • Pedestrian entrances shall be at least 3 feet from stall, driveway or access aisle. Residential*: 200 sf =10 It x 20 It x 12 It SINGLE LOADED DOUBLE LOADED DOUBLE LOADED ..Allowable slopes, paving, and drainage as per Florida Building Code. Off-street Parking facilities shall have a minimum vertical clearance of 7 feet. Where such a facility is 90 23 ft 23 ft 23 It Commercial**: 420 sf =12 ft x 35 ft x 15 ft 200 sf to be used by trucks or loading Uses, the minimum clearance shall be 12 feet Residential and 15 feet 60 12.8 ft 11.8 ft 19.3 ft Commercial and Industrial. 45 10.8 It 9.5 ft 18.5 ft Industrial***: 660 sf=12 ft x 55 ft x 15 ft Ingress vehicular control devices shall be located so as to provide a minimum driveway of 20 feet in length between the Base Building Line and dispenser. • For requirements of parking lots, refer to Article 9 and the City of Miami Off-street Parking Guides and Standards. Parallel loft loft 20 ft Standard stall: 8.5 It x 18 ft minimum LOADING BERTH STANDARDS T5, T6, CS, CI HD & Cl DISTRICT NOTES RESIDENTIAL* From 25,000 sf to 500,000 sf Berth Types ..................................................................................................................................................................................................................................................................................... Berth Size Loading Berths Residential*: 200 sf =10 It x 20 It x 12 It 420 sf 1 per first 100 units Commercial**: 420 sf =12 ft x 35 ft x 15 ft 200 sf 1 per each additional 100 units or fraction of 100. Industrial***: 660 sf=12 ft x 55 ft x 15 ft ...................................................................................................................................................................................................................................................................................... Greater than 500,000 sf ....................................................................................................-............................ ............................................................................................................................... *Residential loading berths shall be setback Berth Size Loading Berths a distance equal to their length. q 9 660 sf 1 per first 100 units ** 1 Commercial berth may be substituted by 200 sf 1 per each additional 100 units or 2 Residential berths. 2 Residential berths fraction of 100. may be substituted by 1 Commerical berth. *** 1 Industrial berth may be substituted by LODGING From 25,000 sf to 500,000 sf From 25,000 sf to 500,000 sf ... ......... ........... ......................................................... .................................. ............................................................................................ .............................. ................ 2 Commercial berths. 2 Commercial berths Berth Size Loading Berths Berth Size L o a d 1 n g may be substituted by 1 Industrial berth. 420 sf 1 per 300 rooms 420 sf Berths 200 sf 1 per 100 rooms 200 sf 1 per 300 rooms ........1..P.er..1.00.rooms .................................................... Greater_than.._500,000._sf than.._500.,.D...o..0.:sf............................................................ d Industrial or Commercial loading A require n g ................................................................Greater berth may be substituted by a Commercial Berth Size Loading Berths Berth Size L o a d I In g Berths or Residential loading berth, by SAP Permit, 660 sf 1 per 300 rooms 660 sf 1 per 300 rooms if the size, character, and operation of the 200 sf 1 per 100 rooms 200 sf 1 Per 100 rooms Use is found to not require the dimensions specified and the required loading berth OFFICE From 25,000 sf to 500,000 sf From 25,000 sf to 500,000 sf dimension could not otherwise be provided COMMERCIAL** _ ....................................... Berth Size .............................................. .................................................... Loading Berths Area ......................... ....................... Berth Size .................................... .................................................... L o a d i n g Area according to the regulations of this Code. INDUSTRIAL *** 420sf 1st 25Ksf-50Ksf 420sf Berths 25Ksf-50Ksf 1st Loading Hours shall comply with conditions 420sf 2nd 50Ksf-100Ksf 420sf god 50Ksf-100Ksf established by the Development Order. 420sf 3rd 100Ksf-250Ksf 420sf 100Ksf-250Ksf 420sf 4th 250K sf - 500K sf 420 sf 3rd 250K sf - 500K sf ...........................................................................................................................................4.1h................................................................................... Greater than 500,000 sf Greater than 500,000 sf Berth Size Loading Berths Area Berth Size Loading Berths Area 660 sf 1 I 500K sf 660 sf 1 I 500K sf JUNE 08, 2011 02.06 SPECIAL AREA PLAN 1 BRICKELL`IIR CITICENTRE BRICKELL. CITICENTRE SAP ARTICLE 4. TABLE 7 CIVIC SPACE TYPES This table describes the standards for areas zoned as Civic Space (CS) and for Public Parks and Open Space provided by the Public Benefits Program. Civic Space Types may be at multiple levels, shall be landscaped and/or paved, open to the sky and shall be open to the public between 6 am and 10:00 pm. Civic Space Types may be publicly or privately owned, Open Space requirements for each zone are described in Article 5. Plaza: An Open Space available for civic purposes and programmed activities. A Plaza shall be it 9 spatially defined by Building frontages and may include street Frontages, Its landscape shall consist 000 primarily of pavement and trees. The minimum size shalfbe 1/8 acre and the maximum shall be 2 acres, JUNE 08, 2011 02,07 ERICKELL CITICENTRE SAP 5.6 URBAN CORE TRANSECT ZONES (T6) Building Disposition (T6) BRICKELLi` CITICENTRE ARTICLE 5. SPECIFIC TO ZONES For the minimum Height, Facades shall be built parallel to the Principal Frontage Line as indicated in the Design Guidelines and Regulating Plan. In the absence of Building along the remainder of the Frontage Line, a Streetscreen shall be built co -planar with the Facade to shield parking and service areas. In the case of two (2) or three (3) Principal Frontages meeting at Thoroughfare intersections, the Building corner may recede from the designated Setback up to twenty percent (20%) of the Lot length. At the first Story, Facades along a Frontage Line shall have frequent doors and windows; pedestrian entrances shall occur at a maximum of seventy five (75) feet and vehicular entries shall occur at a minimum spacing of sixty (60) feet unless approved by SAP Permit. Principal entrances to retail establishments shall be provided along 7"and 8t" Streets and South Miami Avenue. Where a retail establishment is 'located on the corner of 7t" or 8t" Street and South Miami Avenue, only one ( 1 ) principal entrance shall be required. Building Configuration (T6) Above the eighth floor, the Building Floorplate dimensions shall be limited as follows: 250 feet maximum length for Residential Uses 250 feet maximum length for Commercial Uses Encroachments shall be as follows: At the First Layer, cantilevered Awnings and entry canopies may encroach up to one hundred percent (100%) of the depth of the Setback and into the Right -of -Way, except as may be further allowed by Chapter 54 of the City Code. Above the first Story, cantilevered balconies, bay windows, decorative features, and roofs may encroach up to three (3) feet of the depth of the Setback. Other cantilevered portions of the Building shall maintain the required Setback. Above the Pedestal no Encroachments are permitted, except that Facade components promoting energy efficiency such as shading and Screening devices that are non -accessible may encroach a maximum of three (3) feet. Loading and service entries shall be pursuant to the Design Guidelines of the Special Area Plan. Mechanical equipment on a roof shall be screened by a parapet wall of a maximum height of twenty-five (25) feet or enclosure and shall conceal all equipment, except antennas, from lateral view. Where possible, equipment other than solar panels shall be enclosed or screened from overhead views. Parking Standards (T6) Parking shall be provided and accessed in accordance with the Design Guidelines of this Special Area Plan. The vehicular entrance of a parking Lot or garage on a Frontage shall have a continuous flush sidewalk crossing and pedestrian safety zones for curb cut widths over thirty (30) feet. JUNE 8, 2011 C2.08 BRICIoELL CITICENTRE SAP BRICKELL I�''f CITICENTRE ARTICLE 5. SPECIFIC TO ZONES All parking, including drop-off drives and porte-cocheres, open parking areas, covered parking, garages, Loading Spaces and service areas shall be located in accordance with the Design Guidelines of this Special Area Plan. All Screening utilized to visually shield or obscure the aforementioned areas shall be subject to the review and approval of the Planning Director. Architectural Standards (T6) The Facades on Retail Frontages shall be detailed as storefronts and shall, for the first ten (10) feet above the sidewalk elevation, contain windows or doorways of transparent glass covering at least 50% of the linear footage of each Building. The base of all transparent openings shall be no more than two (2) feet above the sidewalk. Display Windows may count up to twenty-five percent (25%) of the transparency requirement. JUNE 8, 2011 C2.09 SPECIAL AREA PLAN BRICKELL CITICENTRE SAP 6.5 Sign Standards - Brickell CitiCentre SAP 6.5.1 Intent .,, BRICKELL11 CITICENTRE ARTICLE 6. SUPPLEMENTAL REGULATIONS Brickell CitiCentre is a pedestrian oriented, mixed-use, urban development district (the "District") that includes residential, retail, office and hotel uses which are serviced by a mass transit station and several lined parking garages. The District is envisioned as a hub for high-end retail which does not otherwise exist in the City of Miami. The retail and office components of the District will consistently serve large numbers of people, many of whom will drive to the District and park in one of the Project's several lined parking garages. Others will walk or take mass transit to access the Project. In order for the District to function properly and seamlessly integrate into the Brickell neighborhood, pedestrians must be clearly directed to the mass transit station and retail areas and vehicles must be clearly directed to parking garages. The intent of these sign regulations is to (1) move pedestrians and vehicle traffic in and out of the District safely and efficiently; (2) promote safe and efficient pedestrian traffic within the District; (3) promote efficient vehicle circulation to and from the parking garages within the District; and (4) identify the District to motorists along adjacent Thoroughfares. 6.5.2 Signage Location, Types, and Aggregation. a. Signs within the Brickell CitiCentre SAP shall be permitted as set forth in Miami 21, unless modified by the Brickell CitiCentre Regulating Plan and Design Guidelines as set forth below. Signs within Pedestrian Passages, including directional signs containing layout of the retail space and location of retail tenants, which do not contain advertising material visible from the public right-of-way, shall not be regulated by the City. b. Signage placed on the Pedestal or along the District's Retail Frontages shall be classified as: Directional Signage: Directional Signage may be located at the entrances to parking garages and at pedestrian entrances to the Project, as generally depicted on Pages C1.18 and A0,35 of the Design Guidelines. Directional Signage shall be designed to facilitate the movement of both vehicles and pedestrians and direct them to retail, restaurants, parking garages, and other Uses within the District. Directional Signs may range between forty (40) feet in length and four (4) feet in height up to a maximum of one hundred twenty five (125) square feet. Tenants' names or logos shall not comprise more than 20% of the Area of Directional Signs. Additional regulations governing the location and specifications for Directional Signs may be adopted as part of a Master Sign Package. Ground/Freestanding Signage: Ground Signs shall not include Signs mounted on poles or posts in the ground. Ground Signs shall be located at Thoroughfare intersections and along the Principal Frontages, as generally depicted on Pages C1.18 and A0.35 of the Design Guidelines. Signs should not be located within the Visibility Triangle as determined by Public Works or other regulatory agencies, unless it can be determined that such location will not adversely impact public safety. Signs shall be designed and placed in a manner to minimize impacts to pedestrian circulation. Ground Signs shall be designed to identify the Project, communicate the District image, or specifically identify a major tenant. Ground signage shall be limited to five (5) signs per block, each with no more than two sign surfaces, neither of which shall exceed forty (40) square feet in Sign Area .for each one hundred (100) feet of street Frontage. Permitted Sign Area may be cumulative, but no Sign surface shall exceed one hundred (100) square feet. The Maximum Height shall not exceed twenty (20) feet, JULY 18, 2011 C2.10 BRICKELL i t SPECIAL AREA PLAN CITICENTRE BRICKELL CITICENTRE SAP ARTICLE 6. SUPPLEMENTAL REGULATIONS including embellishments, as measured from the sidewalk on which the sign is placed. Additional regulations governing the location and specifications for Ground/Freestanding Signs may be adopted as part of a Master Sign Package. Wall Signage: Wall Signage shall be located on the Pedestal above the first Floor and oriented toward the street for the purpose of identifying the District and retail tenants of the District. Wall signage can be accommodated on a maximum of twenty-seven percent (27%) of the Pedestal Face (measured by the vertical area from the finished floor elevation to the top of the Pedestal and the horizontal area from setback to setback). Each Pedestal Fagade shall be entitled to a minimum of four (4) and a maximum of eight (8) Wall Signs; provided however, that as part of an SAP Permit for a Master Sign Package, the City may approve up to ten (10) Wall signs on a maximum of two (2) Pedestal Facades upon demonstration that the increased number of Wall signs is consistent with Article 4, Table 12 of the Miami 21 Code and the signage standards listed below. Signs located on the Pedestal Facade must be arranged in a manner where each sign acts independently preventing composition signage. Additional regulations governing the maximum size, number, location and specifications for individual Wall Signs may be adopted as part of a Master Sign Package. Tower Signage: Tower signage shall identify the Projector the name of a major tenant occupying more than five percent (5%) of the FloorArea of the tower, excluding parking garages. Tower signage will be located on towers above the Pedestal, in the manner and maximum size depicted on Pages C1.28 and A2.38 of the design guidelines. Each tower shall be entitled to two (2) tower signs. In the event that tower signs are not placed on a tower, such tower signs may be transferred to another tower at a ratio of 2 to 1; however in no event may any one tower be entitled to more than three tower signs. c. The location of signs shall be as generally depicted on Page C1.18 of the Design Guidelines. The final location of signs may vary if approved as part of a Master Sign Package. d. In addition to the signage types referenced in paragraph b. above, the signage types listed in Sec. 6.5.2.5.b.1., 2., and 3. shall also be permitted within the District, subject to the limitations identified therein. 6.5.3 Master Sign Package. a. A Master Sign Package for the BCC SAP, or for individual blocks within the BCC SAP, maybe submitted to the City for approval by SAP Permit, A Master Sign Package shall include the following: a plan view of each block indicating location of each sign type on each level, specifications for each sign type, and tenant sign restrictions. b. If a master sign package is approved by SAP Permit, all signs which conform to the standards set forth therein shall not require an individual SAP Permit, and shall be permitted if in compliance with the Florida Building Code. If a master sign package is not adopted, or if an individual sign does not conform to the standards set forth in an adopted master sign package, such signage may only be approved by SAP Permit. JULY 18, 2011 C2.11 BRICKELL ► ► SPECIAL AREA PLAN CITICENTRE BRICKELL CITICENTRE SAP ARTICLE 6. SUPPLEMENTAL REGULATIONS 6.5.4 Signage Standards. In addition to the standards in Article 4, Table 12 of the Miami 21 Code, the following standards shall be utilized by the Planning Director when evaluating whether a proposed master sign package or individual sign is consistent with the BCC SAP. a. The District shall provide locations on the commercial areas of the building facade that are specifically designed to accommodate changeable tenant signage, Structure, materials, detailing, and power sources shall be designed with consideration of signage installation requirements and shall be readily adaptable and reparable as tenant sign needs change. b. Sign illumination shall not be of high intensity. Locations for illuminated signage shall be oriented to the public right- of-way. c. Orientation of any illuminated sign or light source shall be directed or shielded to the extent practicable. d. Signs should be designed so as to fit within the architectural features of the facade and related elements and complement the District's architecture. e. Indirect and external light sources shall be the preferred option where lighting is required. f. Small-scale signs projecting from the building face, perpendicular to the public right-of-way, are appropriate for all pedestrian oriented streets. g. Graphic design for all signs should reflect consistency, simplicity, neatness, and minimum wording to minimize visual clutter and maximize legibility. h. In order to activate the plaza adjacent to the Metromover station, the City may permit iconic and unique signage on the eastern Pedestal Face of BCC East, as part of a Master Sign Permit. Sign colors should be limited in number and should be compatible with the facade. In most circumstances, dark backgrounds for signs are preferred over light backgrounds. JULY 18, 2011 C2.12 BRICKELL CITICENTRE SAP 7.1.2 Permits Brickell CitiCentre Development Review Process BRICKELLI`( CITICENTRE ARTICLE 7.1.2 BRICKELL CITICENT RE DEVELOPMENT REVIEW PROCESS The Brickell CitiCentre development review process is set forth below. a. SAP Permit. All Development within the Project shall be approved by SAP Permit. In addition, all other permits necessary to develop Property within the Project, such as Warrants, Waivers, Variances, and Exceptions, shall be approved by SAP Permit and subject to the equivalent fee to those established in the Miami 21 Code and Chapter 62 of the City Code. The process and criteria for review and approval of an SAP Permit application is set forth below. Review and approval process. The Zoning Administrator shall review each submitted application for a SAP Permit for completeness within seven (7) days of receipt. Upon verification by the Zoning Adminis- trator, the application shall be referred to the Planning Dirctor. The Planning Director shall review each application for an SAP Permit for consistency with the Brickell Citi - Center Regulating Plan, Design Guidelines, Development Agreement, Miami 21 and the Miami Comprehensive Neighborhood Plan. If the SAP Permit application involves a project in excess of two hundred thousand (200,000) square feet of floor area, it shall be referred to the Coordinated Review Com- mittee, and it may be referred to the Urban Development Review Board. If the SAP Permit application involves a project equal to or less than two hundred thousand (200,000) square feet of floor area, it shall be reviewed by the Planning Director and the Zoning Administrator without need for review by the Coordinated Review Commit- tee, unless the Planning Director determines that such review is necessary. If the appli cation is referred, the committee or board shall review the application and provide its comments and recommendations to the Planning Director. Where there is no referral to the Coordinated Review Committee, the Planning Director shall issue an intended decision within thirty (30) calendar days of a determination that the application is complete. Where there is referral to the Coordinated Review Commit- tee, the Planning Director shall issue an intended decision within thirty (30) calendar days of the meeting of the Coordinated Review Committee. The applicant shall have seven (7) calendar days from receipt of the notice of the intended decision to request a conference with the Planning Director to discuss revisions or additional information re- garding the application. Within ten (10) calendar days of the conference, or if no confer- ence is requested, the Planning Director shall issue written findings and determinations regarding the applicable criteria set forth in this section and any other applicable regu- lations. The applicant and the Planning Director may mutually consent to an extension of the time for issuance of the final decision. The findings and determinations shall be used to approve, approve with conditions or deny the SAP Permit application. JUNE 8, 2011 C2.13 BRICKELL CITICENTRE SAP 2. €Cq BRICKELLI&T' CITICENTRE ARTICLE 7.1.2 BRICKELL CITICENTRE DEVELOPMENT REVIEW PROCESS The Planning Director shall approve, approve with conditions or deny the SAP Permit application. Approvals shall be granted when the application is consistent with the SAP, inclusive of its Regulating Plan, Design Guidelines, approved Development Agreement, the Miami 21 Code and the Miami Comprehensive Neighborhood Plan, as applicable.Conditional approvals shall be issued when the application requires conditions in order to be found consistent with the SAP, inclusive of its Regulating Plan, Design Guidelines, approved Development Agreement, the Miami 21 Code and the Miami Comprehensive Neighborhood Plan, as applicable. Denials of applications shall be issued if, after conditions and safeguards have been considered, the application still is inconsistent with the SAP, inclusive of its Regulating Plan, Design Guidelines, approved Development Agreement, the Miami 21 Code and the Miami Comprehensive Neighborhood Plan, as applicable. The decision of the Director shall include an explanation of the Code requirements for an appeal of the decision. The Director shall include a detailed basis for denial of an SAP Permit. iii. An SAP Permit shall be valid for a period of two (2) years during which a building permit or Certificate of Use must be obtained. This excludes a demolition or landscape permit. A one (1) time extension, for a period not to exceed an additional year, may be obtained if approved by the Planning Director upon written request by the Applicant and subject to the equivalent fee to those established in the Miami 21 Code and Chapter 62 of the City Code. Appeal of an SAP Permit to the Planning, Zoning and Appeals Board. Applicant may file an appeal of the determination of the Planning Director which shall be de novo and taken to the Planning, Zoning and Appeals Board. An appeal shall be filed with the Hearing Boards Office within fifteen (15) calendar days of the posting of decision by the Planning Director on the City's website. The Board shall determine whether the Permit is upheld or rescinded. The ruling of the Planning, Zoning and Appeals Board may be further appealed to the City Commission, de novo and must be filed with the Office of Hearing Boards within fifteen (15) calendar days of the Board's issuance of its ruling. The filing of the appeal shall state the specific reasons for such appeal, together with payment of any required fee. JUNE 8, 2011 C2.14 BRICKELL CITICENTRE DRICKELL CITICENTRE SAP ARTICLE 7.1.2 DRICKELL CITICENTRE DEVELOPMENT REVIEW PROCESS 3. Modifications to a previously approved SAP Permit All applications for modifications of an approved SAP Permit shall be submitted in writing to the Zoning Administrator explaining the need for corrections and accompanied by payment of the fee established by the adopted fee schedule. Except for minor modifications, the permit may be amended only pursuant to the procedures and standards established for its original approval. The Zoning Administrator shall review criteria established in the Miami 21 Code to determine the degree of the modification. All minor modifications shall be referred to the Planning Director for review and compliance with the Regulating Plan, Design Guidelines, approved Development Order, the Miami 21 Code and the Miami Comprehensive Neighborhood Plan, as applicable. If found to be in compliance, the Planning Director shall grant the application for minor modification. JUNE 8, 2011 C2.15 BRICKELL1� SPECIAL AREA PLAN CITICENTRE DRICKELL CITICENTRE SAP ARTICLE 9, LANDSCAPE REQUIREMENTS Trees Street trees shall be of a species typically grown in Miami -Dade County which normally mature to a height of at least twenty (20) feet. Street trees shall have a clear trunk of four (4) feet, an overall height of fifteen (15) feet and a minimum caliper of three (3) inches at time of planting, and shall be provided along all roadways at a maximum average spacing of thirty (30) feet on center, except as otherwise provided in this Article. Where the aforementioned spacing requirement cannot be met, deviations from this standard shall be permitted so long as the total number of street trees provided equals the total number of street required by the thirty (30) feet spacing requirement. The thirty (30) foot average spacing requirement for multiple single family units and townhouse shall be based on the total lineal footage of roadway for the entire project and not based on individual Lot widths. Street trees shall be placed within the swale area or shall be placed on private property where demonstrated to be necessary due to right-of-way obstructions as determined by the Public Works Department. Street trees planted along private roadways shall be placed within seven (7) feet of the edge of roadway pavement and/or where present within seven (7) feet of the sidewalk. Minimum Number of Trees Where a conflict exists, the requirement imposing the higher standard shall apply. Street trees of a species typically grown in Miami -Dade County which have a minimum clear trunk of four (4) feet, an overall height of not less than twenty (20) feet, and a minimum caliper of five (5) inches at the time of planting, shall count toward the minimum number of required trees at a ratio of 4 Street Trees to 1 Required Tree. Shrubs All shrubs shall be a minimum of eighteen (18) inches in height when measured immediately after planting. Shrubs shall be provided at a ratio of ten (10) per required tree. Ground cover may be provided in lieu of shrubs at a ratio of two ground cover plants to one shrub. No less than Thirty (30) percent of the shrubs shall be native species and no less than fifty (50) percent shall be low maintenance and drought tolerant. Eighty (80) percent of the shrubs shall be listed in the Miami -Dade Landscape Manual, the Miami -Dade Street Tree Master Plan and/or the University of Florida's Low -Maintenance Landscape Plants for South Florida list. JUNE 8, 2011 C2.16 SPECIAL AREA PLAN BRICKELLS��O CITICENTRE PHASING PLAN JUNE 6, 2011 C1.01 SPECIAL AREA PLAN 9 BRICKELL"I CITICENTRE BICYCLE DIAGRAM West Block BICYCLE LANE Use Provided Bicycle Spaces SHARED USE PATH Key Retail 41 POSSIBLE ON -STREET BICYCLE PARKING O Office 5 O Residential 36' 'L«aletl ..6 ... dLevel of Parking Ganga East Block Retail 33 O Office 6 O North Block Retail 21 O Residential 36 'L«aietl an Sewntl Level ei Parking Garage Office, Relali 1 O Office 40 O JULY 13 2011 01.02 BICYCLE LANE SHARROW & WIDE RIGHT LANE E SHARED USE PATH COVERED BICYCLE PARKING POSSIBLE ON -STREET BICYCLE PARKING LOCATIONS JULY 13 2011 01.02 BRICKELL SPECIAL AREA PLAN CITICENTRE PEDESTRIAN CIRCULATION AND PUBLIC TRANSIT STREET LEVEL �J RIVERAy \\ GATEWAY PEDESTRIAN STREETSCAPE ® METROMOVER STATION METRO BUS STOP O MIAMI TROLLEY STOP ` PROPOSED MIAMI TROLLEY STOP JULY 13 2011 C1.03 Alli � I BRICKELL SPECIAL AREA PLAN CITICENTRE PEDESTRIAN CIRCULATION AND PUBLIC TRANSIT LEVEL 02 PEDESTRIAN CONNECTION TO STREET TO STREET �o _ _� --- i ■ TO LEVEL 02 1E MEN PEDESTRIAN CIRCULATION FROM LEVEL 02 TO LEVEL 03 E"'> PEDESTRIAN CIRCULATION LEVEL 02 ■ tF� - TO STREET �o _ _� PEDESTRIAN CIRCULATION FROM STREET LEVEL TO LEVEL 02 _ E s PEDESTRIAN CIRCULATION FROM LEVEL 02 TO LEVEL 03 E"'> PEDESTRIAN CIRCULATION LEVEL 02 ■ ELEVATORS JUNE 6 2011 01.04 BRICKELL I [A 1041 SPECIAL AREA PLAN CITICENTRE PEDESTRIAN CIRCULATION AND PUBLIC TRANSIT LEVEL 03 �_ _ _� PEDESTRIAN CIRCULATION FROM STREET LEVEL TO LEVEL 02 PEDESTRIAN CIRCULATION FROM LEVEL 02 -- TO LEVEL 03 C'---> PEDESTRIAN CIRCULATION LEVEL 02 ■ ELEVATORS JUNE 6 2011 01.05 BRICKELL SPECIAL AREA PLAN CITICENTRE VEHICULAR SITE CIRCULATION DIAGRAM M 55!f k� F t --fit Prop6sgd —� .. =•Slgrgaliatlon I _ swzmgxir$r d i = j 4 signai IVIOOITIcallon 4 I I Proposel''� _ Signal c " •r QFPiCE -- ENTERING — -� EXITING JULY 13, 2011 01.06 ��f l BRICKELL `►�'! SPECIAL AREA PLAN CITICENTRE VEHICULAR INTERNAL CIRCULATION DIAGRAM STREET LEVEL LOADING DOCK PEDESTRIAN CIRCULATION LOADING ENTRY AND CIRCULATION <® GARAGE ENTRY E - - GARAGE EXIT JUNE 13, 2011 01.07 SPECIAL AREA PLAN CI <I lml�l BRICKELL CITICENTRE VEHICULAR INTERNAL CIRCULATION DIAGRAM BASEMENT 02 PEDESTRIAN CIRCULATION GARAGE CIRCULATION E - -GARAGE EXIT JUNE 6, 2011 C1.08 /t BRICKELL ► ► SPECIAL AREA PLAN CITICENTRE VEHICULAR INTERNAL CIRCULATION DIAGRAM BASMENT 01 PEDESTRIAN CIRCULATION GARAGE CIRCULATION - -GARAGE EXIT JUNE 6, 2011 C1.09 B R I C KE LL SPECIAL AREA PLAN I I C E NTR E R. 0. W MODIFICATION DIAGRAM 15 ® LANE REMOVAL/INCREASED SIDEWALK � CURB CUT WITH CONTINUOUS FLUSH SIDEWALK CURB CUT FOR LAY-BY � INSIDE TURNING RADIUS INCREASE JULY 13, 2011 01.10 AiI <i . i l ► ► SPECIAL AREA PLAN CITICENTRE FRONTAGE DIAGRAM RETAIL FRONTAGE FOR VEHICULAR THOROUGHFARE t� RETAIL FRONTAGE FOR PEDESTRIAN THOROUGHFARE OFFICE/HOTEL FRONTAGE FOR VEHICULAR THOROUGHFARE ® RESIDENTIAL FRONTAGE FOR VEHICULAR THOROUGHFARE DECORATIVE GATE AWNINGS/CANOPIES MAY ENCROACH INTO RIGHT-OF-WAY A MAXIMUM OF FIFTEEN FEET (15'-0"). THE COMMERCIAL USE BUILDINGS SHALL HAVE CLEAR GLAZING FOR A MINIMUM OF FIFTY PERCENT (50%) OF THE LINEAR FRONTAGE, AT A MAXIMUM HEIGHT OF TWO FEET (2'-0") AND A MINIMUM HEIGHT OF NINE FEET (9'-0") ABOVE THE SIDEWALK. JULY 13, 2011 C1.11 A� BRICKELL ►1► SPECIAL AREA PLAN CITICENTRE PEDESTAL DISPOSITION DIAGRAM PEDESTAL GROUND JULY 13, 2011 C1.12 SPECIAL AREA PLAN 4 PRINCIPAL FRONT MIN. TOWER PEDESTAL GROUND BRICKELL �i��° CITICENTRE TOWER DISPOSITION DIAGRAM JULY 13, 2011 C1.13 r AIN I, - '�-t- - MIN. JULY 13, 2011 C1.13 SPECIAL AREA PLAN __ i BRICKE CITICENTRE CIVIC SPACE DIAGRAM GROUND LEVEL GATEWAY METROMOVER STATION BUS STOP Q FUTURE TROLLEY STOP PEDESTRIAN PASSAGES (NOT INCLUDED) CIVIC SPACE (SOFT & HARD LANDSCAPE) BCCW-1 =APPROX 6,200 SF. BCCE-1 = APPROX 3,000 SF. BCCN-1 =APPROX 1,000 SF. PLAZA = APPROX 9,500 SF. TOTAL LEVEL 1 = APPROX 19,700 SF LOT AREA = 393,678 SF MIN. 5% LOT AREA= 19,684 SF JULY 13, 2011 C1.14 �{ «;I Alli '. BRICKELL INIRI SPECIAL AREA PLAN CITICENTRE CIVIC SPACE DIAGRAM LEVEL 02 PEDESTRIAN PASSAGES (NOT INCLUDED) MN CIVIC SPACE (SOFT & HARD LANDSCAPE) BCCE-2 = APPROX 5,000 SF. JULY 13, 2011 C1.15 SPECIAL AREA PLAN BRICKELL CITICENTRE CIVIC SPACE DIAGRAM LEVEL 03 PEDESTRIAN PASSAGES (NOT INCLUDED) CIVIC SPACE (SOFT & HARD LANDSCAPE) BCCE-3 =APPROX 1,500 SF. JULY 13, 2011 C1.16 q <I BRICKELL �� SPECIAL AREA PLAN CITICENTRE TERMINATED VISTA DIAGRAMS _.�."s s_ ; jai ;, Ftp_- #�l�tl EASTBOUND STH ST. VIEW PEDESTRIAN PASSAGE XI MARY. BRICKELL--------------.- VILLAGE VIEW WESTBOUND 7TH ST. VIEW TERMINATED VISTA , = Cl - _ - ti. BRICKELL VIEW <— ARROW INDICATES DIRECTION OF VIEWERS. JULY 13, 2011 C1.17 SPECIAL AREA PLAN BRICKELL�'ll� CITICENTRE SIGNAGE DIAGRAM SIGNAGE LOCATION ZONES: - DIRECTIONAL SIGNAGE LOCATION ® GROUND/FREESTANDING SIGNAGE o ZONES ILLUSTRATED ON THIS DIAGRAM ARE GENERALY AND MAY BE MODIFIED AS PART OF THE MASTER SIGN PACKAGE. c FOR PEDESTAL SIGNAGE, REFER TO REGULATING PLAN SECTION 6.5 JULY 15, 2011 01.18 SPECIAL AREA PLAN PLAZA/OFFICE SIGNAGE ZONE BRICKELL CITICENTRE TOWER SIGNAGE DESIGN STANDARD 60 ,_x . BCC EAST HOTEL TOWER SIGNAGE ZONE BCC WEST OFFICE TOWER SIGNAGE ZONE BCC WEST/ BCC NORTH RESIDENTIAL TOWER SIGNAGE ZONE TOWER SIGNAGE ZONE SIGNAGE AREA WITHIN ZONE= 70% THE MAXIMUM DIMENSIONS OF EACH TOWER SIGN VARYFOR EACH TOWER, AS SET FORTH ABOVE. ONLY ONE (1) TOWER SIGN PER FACADE SHALL BE ALLOWED. THE SPECIFIC LOCATION OF TOWER SIGNS SHALL BE DETERMINED AS PART OF THE MASTER SIGN PACKAGE. JULY 15, 2011 01.28 SPECIAL AREA PLAN BRICKELL11 I�° CITICENTRE PEDESTAL DESIGN STANDARD EXAMPLEA JUNE 29, 2011 C1.30 SPECIAL AREA PLAN BRICKELL CITICENTRE PEDESTAL DESIGN STANDARD EXAMPLE B JUNE 29, 2011 C1.31 SPECIAL AREA PLAN BRICKELL ��1' CITICENTRE INTERIOR STOREFRONT ELEVATION EXAMPLE A JUNE 29, 2011 C1.32 tolompl SPECIAL AREA PLAN BRICKELL1411��( CITICENTRE RETAIL SIGNAGE DESIGN STANDARD OPTIONS JUNE 6, 2011 C1.34 SPECIAL AREA PLAN BRIC KE LL CITICENTRE RETAIL SIGNAGE DESIGN STANDARD OPTIONS JUNE 6, 2011 C1.35 SPECIAL AREA PLAN FACADI AS PER MATER) REFERS CLIMAT PER RE IMAGES FACADE AS PER. MATERL REFREN RETAIL AS PER FRONT) STANDf BRICKELL`►� CITICENTRE PEDESTAL FRONTAGES DESIGN STANDARD AS PER PEDESTAL MATERIAL DESIGN REFRENCE FACADE MATERIAL AS PER PEDESTAL MATERIAL DESIGN REFERENCE RETAIL FRONTAGE AS PER STORE- FRONT DESIGN STANDARDS �Iz O LEVEL 4 • RETAIL + 60'•0" I I LEVEL 3 • RETAIL +40'•0" I LEVEL + 20'•0" GROUND FLOOR RETAIL +0'•0" JUNE 29, 2011 C1.36 la 6 �N Iz I I LEVEL 4 -RETAIL + 00'-0" I I LEVEL 3 - RETAIL +40'-0" I I LEVEL 2 - RETAIL + 20'-0" I GROUND FLOOR I HOTEL LOBBY JUNE 29, 2011 C1.36 BRICKELL SPECIAL AREA PLAN I I C E NTR E PRELIMINARY THOROUGHFARE SECTIONS At WEST BLOCK KEY PLAN \.�SCALE: 1"=2W -O" ol 100, 50' 200' rw AA im pm1ra llmtf MW -V.'0 MAYO" t=-�r Enif"LULImm 11 PLAN & SECTION SCALE: 1 '=40L0" 0, 20' 10, 40' LK rkwuAl nk" Pi mrrmimu !Pmxyw' JULY 13, 2011 C1.40 SPECIAL AREA PLAN W -W- N KEY PLAN SCALE: 1 "=200'-0" 0' 100' 50' 200' BRICKELL CITICENTRE PRELIMINARY THOROUGHFARE SECTIONS PLAN & SECTION N SCALE: 1"--40'-O" 0' 20' 10' 40' JUNE 6, 2011 01.41 SPECIAL AREA PLAN m KEY PLAN \VSCALE: I"=200' -O" ol 100, 50' 200, I BRICKELL11► 0'1� I ICENTRE PRELIMINARY THOROUGHFARE SECTIONS 091.9 " ml w ifflityal WrIWA Awn ffmm kavla I PLAN& SECTION SCALE: 1"=4W -O" ol 20' 10, 40' U[VW-1 i I JUNE 6, 2011 C1.42 f�it I BRICKELL'ill► SPECIAL AREA PLAN CITICENTRE PRELIMINARY THOROUGHFARE SECTIONS N KEY PLAN SCALE: 1"=2W-0" 0' 100' n � 50' 200' MT&U w xn enmflry grxx LK txa tai ua A A N PLAN & SECTION SCALE: 1"=4W-011 0' 20' n r-, 10' 40' JUNE 6, 2011 01.43 SPECIAL AREA PLAN I N KEY PLAN SCALE: I"=200' -O" 0l 10^ 50' 200' BRICKELL CITICENTRE PRELIMINARY THOROUGHFARE SECTIONS i t "i Ft s i k. h "'ll I to N ®PLAN & SECTION SCALE: I"=40' -O" 0' 20' ri 10' 40' JUNE 6, 2011 C1.44 BRICKELLlmi�l SPECIAL AREA PLAN CITICENTRE PRELIMINARY THOROUGHFARE SECTIONS N KEY PLAN SCALE: 1"=2W -O" 0' 100' n n 50' 200' an�rF ; `i N PLAN & SECTION SCALE: 1"--4W-0" 0' 20' 10' 40' JULY 13, 2011 01.45 1�1 BRICKELL SPECIAL AREA PLAN CITICENTRE PRELIMINARY THOROUGHFARE SECTIONS N KEY PLAN SCALE: I"=200' -O" 0' 10 ' 50' 200' f- t9ji' 11'& -1 UW1341 77EI1 1L�WO9N [L El 1� - A i 1 IAImp L I sit, jt4 ate... YmfE16,01H g9MET 'IS-" AaF4iID9. W4 114' °r -q t#4 M& WmX 6A & SECTION CALE: 1"=40'-O" 0' 9--9� 10' 40' JUNE 6, 2011 01.46 SPECIAL AREA PLAN -NO[ r.BL"c AW [L BRICKELL 11 ' I ICENTRE PRELIMINARY THOROUGHFARE SECTIONS N u of I u KEY PLAN Pse Sri SCALE: 1"=200'—O" OL= I 200' iw t LE, p A wl .... .......... um PLAN & SECTION (:I)N SCALE: P=4W-0" O�� 20' 10, 40' JUNE 6, 2011 01.47 SPECIAL AREA PLAN N KEY PLAN SCALE: I"=200' -O" 200' BRICKELL ,# CITICENTRE PRELIMINARY THOROUGHFARE SECTIONS R o TKV ma OEM PLAN & SECTION N SCALE: 1 "=40'-0" 0' 20' r-16 10' 40' DH,TM W-cwAm JUNE 29, 2011 C1.48 SPECIAL AREA PLAN SE 6th STREET EXIT 5% SLOPE BRICKELL����° CITICENTRE SIDEWALK CURB CUT DETAIL BCC -NORTH AT SE 6TH STREET --e— s d 6 FLUSH o WO FLUSH OI 0. 25'-5" J DROP-OFF L _ foldingsceen J, ENTRANCE ry�� notch in parking -.J rLCQ garege above < oQ- CVy gar _:::1== valet pick-up e, O ago pow <_ L 15-7 residential service lobby 0 0 31— =�> 5% SLOPE ENTRANCE n I �'IVIh I dock master S > I 71 GATE I 1 LOADING I residential i parking i 23'4' GARAGE 4T NCE / V UP 1_01 FPL r JUNE 29, 2011 C1.50 SPECIAL AREA PLAN GATE LOADING TRAFFIC TO BE SCHEDULE DURING OFF 15R HOURS TRUCK DRIVE AISLE elevator vestibule •. . . 1 SE 7th STREET Aft � C ) BRI KELLA' CITICENTRE SIDEWALK CURB CUT DETAIL BCC -NORTH AT SE 7TH STREET DN B01 retail parking Rt 8'R JUNE 29, 2011 C1.51 iw BRICKELLi° SPECIAL AREA PLAN CITICENTRE SIDEWALK CURB CUT DETAIL BCC -EAST AT SE 7TH STREET SE 7TH STREET office lobby 1,201 sf' retail G TE LOA'DIN ,265 Sf T rrm TO RE SG! ULA OUR ING OFF HOURS '14TRANCE &I En DN 1301 �� II II it I I Il H II LI JULY 13, 2011 C1.52 i BRICKELL SPECIAL AREA PLAN CITICENTRE SIDEWALK CURB CUT DETAIL BCC-EAST AT SE 8TH STREET 6M.19116,1920049 JULY 13, 2011 C1.53 SPECIAL AREA PLAN SW 7TH STREET BRICKELL'ill' CITICENTRE SIDEWALK CURB CUT DETAIL BCC -WEST AT SW 7TH STREET JULY 13, 2011 C1.54 SPECIAL AREA PLAN 11 it BRICKELL`TY CITICENTRE SIDEWALK CURB CUT DETAIL BCC -WEST AT SW 8TH STREET i SW 8th STREET JULY 13, 2011 C1.55 e f PJ} -z e /um + ` '.} . � J\(mom � . 2k< \ \ \�� \{2/ �: ... .. - >\ . .,. JI ` '.} . � J\(mom � . 2k< \ \ \�� \{2/ «: � SPECIAL AREA PLAN B R|C KE LL ||! CATICENTRE CLIMATE RIBBON REFERENCEIMAGES d \� JUNE f 2011 Ct 72 ��� �r . ";" •Y[n1d6Nal �1 �' •r � � i�' f� ��i � � lSELt-P:P�4 � _ S1i � 1 r 1p FP•1'�Irr n n1 P3tkIPr4 yr" ,y �q C `. L' .. .k!.'ki5'lSr...-;... Ir d iY5£�L... 11 . •kt�. �. � , u _.. ,� . _ .. }Vtirl - f SIrP, i' as< .rel 1 i ��� �r . ";" •Y[n1d6Nal �1 �' •r � � i�' f� ��i � � lSELt-P:P�4 � _ S1i � 1 r 1p FP•1'�Irr n n1 P3tkIPr4 yr" ,y �q C `. L' .. .k!.'ki5'lSr...-;... Ir d iY5£�L... 11 . •kt�. �. � , u _.. ,� . _ .. BRICKELL 111,11, SPECIAL AREA PLAN CITICENTRE PEDESTAL FACADE MATERIAL DESIGN REFERENCES STONE METAL PANELS PAINTED STUCCO JUNE 6, 2011 C1.74 SPECIAL AREA PLAN BRICKELL9, CITICENTRE EXISTING TREE TRANSPLANTING Bursera simaruba, Gumbo Limbo Quercus virginiana, Live Oak Some of the existing trees on site will be transplanted to a temporary nursery on site for later relocation within the property. Precedent: Existing temporary Nursery at Museum park construction site to be transplanted to Miami Art Museum JUNE 6, 2011 01.80 SPECIAL AREA PLAN Area Streetscape N `�k BRICKELL I° CITIC NTRE PLANTING ZONES & TYPES Planting beds Planting beds will run parallel with the street between the main pedestrian zone of the sidewalk and the back of the curb. Planters will be as large as is practical to encourage healthy tree growth. Pervious pavements will also be used when possible to allow air and water to reach root zones under pedestrian zones. Forms Large upright trees with strong central leaders with lower branches trimmed will be planted and transplanted to allow pedestrian and vehicular traffic to pass. Streets running East and West will be species with dense canopies. Streets running North and South may allow more mottled shade. Shade tolerant, du- rable, groundcovers will be placed in beds beneath trees. Representative Bucida buseras, Black Olive; Bursera simaruba, Gumbo Limbo; Lysiloma latisili- Trees qua, Wild tamarind; Pinus elliottii var. densa, South Florida slash pine; Quercus virginiana, Live Oak; Simarouba glauca, Paradise Tree; Swietenia mahagoni, West Indian Mahogany; Taxodium distichum, Bald cypress Representative Arachis glabra, Perennial Peanut; Mimosa strigillosa, Powderpuff; Phyla nodi- Groundcovers flora, Frogfruit; Ruellia caroliniensis, Wild Petunia; Sisyrinchium angustifolium, Blue-eyed Grass Precedent Seattle stormwater attenuation planters JUNE 6, 2011 01.81 BRICKELL111 SPECIAL AREA PLAN CITICENTRE PLANTING ZONES & TYPES Area Metromover Greenway Planting beds The area in and around the Metromover will be left open to be converted into a linear park. Open ground will be mixed with paths Forms Large trees will be planted and transplanted in the portions of the greenway far away from the Metromover tracks. Smaller trees, palms, and large shrubs will be planted closer to the overhead Metromover tracks. No dense shrubs will be included so pedestrian sight lines will be maintained. Shade tolerant groundcov- ers will act as living mulch under the canopy. An area of more active recreation may be planted with turf grass. Representative Acoelorrhaphe wrightii, Paurotis palm; Bursera simaruba, Gumbo limbo; Coc- Trees & Palms coloba diversifolia, Pigeon plum Dipholis salicifolia Willow -leaved bustic; Ficus aurea, Strangler fig; Myrcianthes fragrans, Simpson's stopper; Myrica cerifera Wax myrtle; Psuedophoenix sargentii Buccaneer palm; Quercus virginiana, Live Oak; Sabal palmetto, Cabbage palmetto; Thrinax radiata, Thatch palm Representative Arachis glabra, Perennial Peanut; Mimosa strigillosa, Powderpuff; Phyla nodi- Groundcovers flora, Frogfruit; Ruellia caroliniensis, Wild Petunia; Sisyrinchium angustifolium, Blue-eyed Grass Precedent Beijing, China JUNE 6, 2011 C1.82 BRICKELL SPECIAL AREA PLAN CITICENTRE PLANTING ZONES & TYPES Area Civic Spaces Planting beds Wide plazas and pedestrian walkways within the property will be heavily planted to provide shade and define spaces. A mix of raised beds and built-up areas will allow large trees to be planted in an urban setting. Forms Large upright trees with high canopies will allow filtered light to the pedestrian zones. Small trees and shrubs will also be planted in raised planters. Representative Acoelorrhaphe wrightii, Paurotis palm; Bursera simaruba, Gumbo Limbo; Lysiloma Trees & Palms latisiliqua, Wild tamarind; Myrcianthes fragrans, Simpson's stopper; Myrica cerifera Wax myrtle; Pinus elliottii var. densa, South Florida slash pine; Simarouba glauca, Paradise Tree; Taxodium distichum, Bald cypress Representative Groundcovers Precedent Bal Harbour Arachis glabra, Perennial Peanut; Mimosa strigillosa, Powderpuff; Phyla nodiflora, Frogfruit; Ruellia caroliniensis, Wild Petunia; Sisyrinchium angustifolium, Blue-eyed Grass JUNE 6, 2011 C1.83 - � - - ,: - , e - � �.� • , . , ■ .. ' � . ■ ® _ . , ■ » # , ■ ■ . .# . �© � ■ - � � ■ � � SPECIAL AREA PLAN BRICKELL ► ► CITICENTRE LIGHTING DESIGN STANDARDS Solar LED Lighting Lighting Hierarchy There will be three levels of lighting for vehicles, pedestrian path lighting, and landscape feature lights. Solar energy reliance limits electrical infrastructure requirements. LED lamps extend lamp life JUNE 6, 2011 C1.85 SPECIAL AREA PLAN BRICKELL`'® CITICENTRE PAVING DESIGN STANDARDS Precedent: Roadway improvements adjacent to Adrienne Arsht Center for the Performing Arts of Miami -Dade County on US1. Transition Green areas / hardscape Continuity of existing city sidewalks JUNE 6, 2011 C1.86 ri �I BRICKELL'1111d'? SPECIAL AREA PLAN CITICENTRE PAVING DESIGN STANDARDS Tactile Surfaces Concrete & stone pavers ADA accessible aggregate surface. Special treatment in street tree root zones. JUNE 6, 2011 01.87 SPECIAL AREA PLAN as BRI CKELL CITICENTRE LANDSCAPE PLAN & PLANT SCHEDULE PLANTSCir MILE TREE CODE OTY 917TA4NICA4LNAME . COfVMgN-NAME HEIGHT SPREAD Gumhn IIndio, Buascaa slnntauUa, Ficus auae;r,aranglca Fig. Livor Trans anietiTaae 6cluecutVicgldaua �ROak Vats %raries Q gwvda l>'usuraa,@urinr4 luamol(su c -umbo O slmaruha,i°LCirramsvrl;rBln.larvn, Ifmhn,l1wOak, d' Lhrp—Trces R9 uwdiumdistichvnr Etald pi><:s,� W Min, 7.2,M11. _ Lyids?ata WIS[h nua,. CaR.Pari3 clrnd+phall�Pfit7ra mlo iamanrttt, p�0 Chroop11Vllumoliviforme Iamalcacn.er, 0 Bgilnaila 5atlnlral,Mmli in's k -11um Tmes w nalamen. StDP cr Very W—d VY Min. F' Min. SHRUB516ROUN:I)MVCR GOLdE— fkREAfLf] 9OTAMI;+VLll iM€CAr%WCN14ANIE__OCom_ h+'3r>I/7SST1aLM�tr11R'ITia r P{rCnniall'rtarvli4. _ sC�41Blr�i�q, FhytdG 3i01�itl4rh, Fb'Xdgrpud�, 17771 dirrgrlga[aarriSntnns2s, FrTndi,94�irrf 3AVYWIVurnanflustliallumo Muflia,Out Eyed Tsrowum LI6riefirli i, Grass, Fa.�*bagch€e W fifenbe4floupillaris, Grass,fv`AlipQa5s, ISwnrlla pairrvs, tvffhrvird:a Flrrhvah, titrird nratra a,ilpmenne:dlsholfnlb, Calreae,ijilderllly, 511ruhs}darourilctxrces 24206leisvl nLca [flue flag lids %raft's JUNE 6, 2011 C1.90 SPECIAL AREA PLAN STORMWATER RETENTION TREE ROOT ZONE PEN PLANTER TREE ROOT ZONE MPERVIOUS REE TYPE ATER INTO ELOW GRADE R STORAGE. PAVERS OR CONCRETE IMPERVIOUS R TO PLANS FOR TREE TYPE NDCOVER PLANTED IN TREE ZONE. BARRIERS PREVIOUS PAVEMENT TREE ROOT ZONE MPERVIDUS REE TYPE TE UNIT \TE AND BRICKELL IN,' CITICENTRE LANDSCAPE DETAILS JUNE 6, 2011 C1.91 SPECIAL AREA PLAN 1f1 BRICKELO FY CITICENTRE MIAMI CITY CODE CHAPTER 17: TREE REMOVAL MIAMI CITY CODE CHAPTER 17: TREE REMOVAL ESTIMATED MAXIMUM AMOUNT OF REMOVED TREES, (MEASURED BY DIAMETER AT BREAST HEIGHT, D.B.H.) BCC EAST AND WEST SITES: 1681 BCC OFFICE SITE: 530 BCC NORTH SITE: 586 MIAMI DADE TRANSIT SITE: 114 TOTAL: 2,911 ESTIMATED REPLACEMENT TREES REQUIRED (PER CHAPTER 17.6.11) 972 2" D.B.H. OR 485 4" d.b.h. TREES. ESTIMATED ON-SITE REPLACEMENT TREES PROVIDED 30 MINIMUM 2" D.B.H. TREES 58 MINIMUM 4" D.B.H. TREES ESTIMATED OFF-SITE REPLACEMENT TREES adjacent to project 60 STREET TREES MINIMUM 4" D.B.H. 31 MINIMUM 2" D.B.H. STREET TREES 16 MINIMUM 4" D.B.H. TREES IN MIAMI-dade TRANSIT CORRIDOR 54 minimum 2" d.b.h. trees in miami-dade tranist corridor estimated remaining replacement trees required per chapter 17 minimum 2" d.b.h. trees: 558 estimated additional 2" d.b.h. trees required per miami 21 193 required - 109 provided: 84 estimated total off-ste REPLACEMENT TREES REQUIRED (not currently shown in plan) 642 2" D.B.H. OR 321 4" d.b.h. TREES. replacement trees to be relocated within commision district 2 on public property within 1 mile of the project, with an emphasis on 7th street, 8th street, and south miami avenue. if trees can not be located within district, payment into the tree trust fund can be made at the rate of $1,000 per 2" d.b.h. tree. JUNE 6, 2011 C1.92 SPECIAL AREA PLAN BRICKELL��I CITICENTRE CITY OF MIAMI LANDSCAPE LEGEND - REQUIRED JUNE 6, 2011 01.93 M 111111 Illtfl LANDSCAPE LEGEND 0 R 4INFORMATION REQUIRED TO BE PERMANENTLY AFFIXED TO PLANS Transect Zone: T6 -48b-0 Lot Area: 393,678 Acres 9.04 OPEN SPACE REQUIRED/ PROVIDED ALLOWED A. Square feet of required Open Space, as indicated on site plan: 39,368 59,000 Lot Area = 393,678 s.f. x 10 %= 39,368 s.f. B. Square feet of parking lot open space required by Article 9, as indicated on site plan: 0 0 Number of parking spaces 0 x 10 s.f. per parking space= C. Total square feet of landscaped open space required: A+B= 39,368 12,000 LAWN AREA CALCULATION A. Square feet of landscaped open space required by Miami2l: 3,937 12,000 B. Maximum lawn area (sod) permitted = 20 % x 12,000 s.f. 2,400 T.B.D. TREES A. Number of trees required per net lot acre, less existing number of trees meeting minimum requirements = 22 trees x 9.04 net lot acres— number of existing trees= 199 T.B.D. B. Palms allowed: Number of trees provided x 30%= T.B.D. T.B.D. C. % Natives required: Number of trees provided x 30% = T.B.D. T.B.D. D. % Drought tolerant and low maintenance: Number of trees provided x 20% = T.B.D. T.B.D. E. Street Trees (maximum average spacing of 30' o.c.): 2606 linear feet along street / 30 = 87 87 % Palms permitted to count towards street trees on 1:1 basis x 30%: 26 T.B.D. F. Street trees located directly beneath power lines: (maximum average spacing of 25' o.c.): 0 linear feet along street / 25 = 0 T.B.D. SHRUBS A. Number of shrubs required: Number of trees required x 10 = 1,989 T.B.D. B. % Native shrubs required: Number of shrubs provided x 30% = T.B.D. T.B.D. C. % Drought tolerant and low maintenance required: Number of shrubs provided x 20%= T.B.D. T.B.D. JUNE 6, 2011 01.93 SPECIAL AREA PLAN BRICKELL�` � CITICENTRE LANDSCAPE LEGEND - PROPOSED Transect Zone: T6 -48b-0 / SAP Lot Area: 393,678 Acres 9.04 OPEN SPACE REQUIRED/ PROVIDED ALLOWED A. Square feet of required Open Space, as indicated on site plan: Lot Area = 393,678 s.f. x 10 % = 39,368 s.f. 39,368 59,000 B. Square feet of parking lot open space required by Article 9, as indicated on site plan: 0 0 Number of parking spaces 0 x 10 s.f. per parking space= C. Total square feet of open space required: A+B= 39,368 59,000 D. Total square feet of landscaped open space required: 3,937 12,000 39,368 s.f. open space x 10 % open space required to be landscaped LAWN AREA CALCULATION A. Square feet of landscaped open space required by Miami2l: 3,937 12,000 B. Maximum lawn area (sod) permitted = 20 % x 12,000 s.f. 2,400 1,200 TREES A. Number of trees required per net lot acre, less existing number of trees meeting minimum requirements , less 1/4 of street trees >_ 5" D.B.H. at installation= 22 trees x 9.04 net lot acres — 6 existing trees - 15 (1/4 of 60 Street trees >_ 5" D.B.H.)= 178 111 B. Palms allowed: Number of trees provided x 30% = 33 30 C. % Natives required: Number of trees provided x 30% = 33 50 D. % Drought tolerant and low maintenance: Number of trees provided x 20% = 22 50 E. Above grade trees allowed in T5 & T6: Number of trees requried x 25%= 44 50 F. Street Trees (maximum average spacing of 30' o.c.): 2606 linear feet along street / 30= 87 98 % Palms permitted to count towards street trees on 1:1 basis x 30%: 29 0 G. Street trees located directly beneath power lines: (maximum average spacing of 25' o.c.): 0 linear feet along street / 25 = 0 0 SHRUBS AND GROUNDCOVERS A. Number of shrubs required: Number of trees required x 10 = 1,779 2,300 Shrubs provided: 300 Shrubs + 2,000 (1/2 of 4,000 Groundcovers)= C. % Native required: Number of shrubs provided x 30% = 690 1,000 D. % Drought tolerant and low maintenance required: Number of shrubs provided x 50%= 1,150 1,500 JUNE 6, 2011 C1.94 r_ 4 EAST ELEVATION PEDESTAL DESIGN STANDARD (EAST BLOCK) WEST ELEVATION PEDESTAL DESIGN STANDARD (OFFICE) JUNE 29, 2011 C1.95 BRICKEL001'( ► SPECIAL AREA PLAN CITICENTRE CIVIC SPACE PLAZA DESIGN STANDARD 1. RAISED PLANTING BEDS 2. CONTINUOUS BENCHES 3. REFLECTING POOLS 4. CONTINUOUS BENCH 5. FIXED TABLES AND PLATFORMS 6. AT-GRADE PLANTERS 7. POTENTIAL SCULPTURE LOCATIONS 8. PAVING DEFINING THE PLAZA JUNE 29, 2011 C1.96 City of Miami 01 city Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Summary Report File ID: 11-00541 Type: Ordinance Status: Passed Introduced: 6/14/11 Final Action: 7/28/11 Controlling Body: Office of the City Cleric Title: "INCOMPLETE (CHANGES NECESSARY). PENDING FINAL REVIEW AND APPROVAL BY CITY ATTORNEY." AN ORDINANCE OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), APPROVING A DEVELOPMENT AGREEMENT, PURSUANT TO CHAPTER 163, FLORIDA STATUTES, BETWEEN SWIRE PROPERTIES, INC., AFFILIATED PARTIES, AND THE CITY OF MIAMI, RELATING TO THE PROPOSED DEVELOPMENT OF A PROJECT KNOWN AS "BRICKELL CITICENTRE" ON APPROXIMATELY ±9,03 ACRES, ZONED BRICKELL CITICENTRE SPECIAL AREA PLAN ('BCC SAP"), BOUNDED ROUGHLY BY NORTHEAST 6TH STREET TO THE NORTH, 8TH STREET TO THE SOUTH, BRICKELL AVENUE TO THE EAST, AND SOUTHWEST IST AVENUE TO THE WEST, MIAMI, FLORIDA ("PROJECT BOUNDARIES"), FOR THE PURPOSE OF REDEVELOPMENT OF SUCH LAND FOR MIXED USES; AUTHORIZING THE FOLLOWING USES INCLUDING, BUT NOT LIMITED TO: RESIDENTIAL, COMMERCIAL, LODGING, CIVIC, EDUCATIONAL AND CIVIL SUPPORT, AND ANY OTHER USES AUTHORIZED BY THE BCC SAP AND PERMITTED BY THE EXISTING T6 -48B 0 TRANSECT DESIGNATION; AUTHORIZING A DENSITY OF APPROXIMATELY 150 UNITS PER ACRE; AUTHORIZING AN INTENSITY MEASURED BY FLOOR LOT RATIO OF 14; AUTHORIZING A MAXIMUM BUILDING HEIGHT OF 683 FEET AND MAXIMUM PEDESTAL IIEIGI-ITS OF 129 FEET AND 160 FEET FOR PHASE 1/IA AND PHASE II, RESPECTIVELY; AMENDING CHAPTER 54 AND 55 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"), TO PERMIT THE CONSTRUCTION OF ENCROACHMENTS WITHIN THE PUBLIC RIGHT-OF-WAY AND PERMIT CERTAIN COMMERCIAL USES THEREIN; FURTHER AMENDING CHAPTER 17 OF THE CITY CODE TO AUTHORIZE TREE REPLACEMENT WITHIN ONE (1) MILE OF THE PROJECT BOUNDARIES; AUTHORIZING TIIE CITY MANAGER TO EXECUTE THE DEVELOPMENT AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, FOR SAID PURPOSE; CONTAINING A SEVERABILITY CLAUSE AND PROVIDING FOR AN EFFECTIVE DATE. City of Miami Page I Printed on 10/13/2011 DEVELOPMENT AGREEMENT BETWEEN CITY OF MIAMI, FLORIDA AND SWIRE PROPERTIES, REGARDING DEVELOPME OF THE BRICKELL CITICENTRE PROJECT THIS AGREEMENT is entered this day of July, 20/, by and between Swire Properties, Inc., a Florida for profit corporation ("Swire"), a 1 d the CITY OF MIAMI, FLORIDA, a municipal corporation and a political subdivision o the State of Florida ("City") (Swire and the City together referred to as the "Parties"). WITNESSETH: WHEREAS, Swire holds fee simple title to 9.03 cres of property in the Brickell area of downtown Miami, WHEREAS, the gropeq is more specificajl'y located south of the Miami River, west of Brickell Avenue, north of SW 8`� Street and east of NW 151 Avenue (the "Property"; sketch and legal descriptions of which are attached as Exhibif "A"); WHEREAS, the Property spans four rty blocks and is located between two mass transit routes; WHEREAS, the Property is cu ntly underutilized in that it predominantly consists of vacant, undeveloped lots secured by chi n link fencing; WHEREAS, the current statds of the Property is inconsistent with the City's vision to develop a world class downtown /and the City wishes to encourage redevelopment of the Property; 7 WHEREAS, Swire wi hes to redevelop the Property into a high-density, mixed-use, pedestrian oriented, urban dev opment known as Brickell CitiCentre which will provide much needed retail for the Brickell nd Downtown area of Miami (the "Project"); WHEREAS, in order to maximize efficiency and design of Brickell CitiCentre, Swire desires to construct two le/els of underground parking; WHEREAS, a &cess exists within the City's zoning code ("Miami 21 ") which allows parcels of more than rj me abutting acres to be master planned to allow greater integration of public improvements,land infrastructure, and greater flexibility so as to result in higher or specialized quality bVilding and streetscape design; WHEREAT , the result of this master planning process is known as a "Special Area Plan" or "SAP; E,ZEAS, Miami 21 requires development within an SAP to be governed by a Agreement between the property owner and the City; WHEREAS, the City and Swire wish to rezone the Property from T6-4813-0 to Yfickell CitiCenter SAP in order to encourage redevelopment of the Property and effectuate the roject; WHEREAS, this Development Agreement ("Agreement") satisfies the re irement set forth in Miami 21; WHEREAS, the City and Swire wish for development of the P oject to proceed substantially in accordance with the Regulating Plan and Design Guideline attached as Exhibit "B" ("Regulating Plan and Design Guidelines") and the Conceptual ite Plan attached as Exhibit "C" ("Conceptual Site Plan"); WHEREAS, the Property is designated Restricted Commer 'al, with an Urban Central Business District Overlay, in the Miami Comprehensive Neighborhood Plan (the "Comprehensive Plan"); WHEREAS, the City and Swire wish for developme,t of the Project to proceed in a manner which is consistent with the Comprehensive Plan; WHEREAS, the Project is located in the Downto n Development of Regional Impact ("DDRI"); .. / WHEREAS, as of the Effective Date, the DD I has sufficient development capacity to accommodate the Project and Swire has reservedsuc capacity through appropriate means with the City; WHEREAS, the lack of certainty in the a �proval of development can result in a waste of economic and land resources, discourage soun. capital improvement planning and financing, escalate the cost of housing and development and discourage commitment to comprehensive planning; WHEREAS, assurance to a develo er that it may proceed in accordance with existing laws and policies, subject to theconditio of a development agreement', strengthens the public planning process, encourages sound ca ital improvement planning and financing, assists in assuring there are adequate capital facilities for the development, encourages private participation in comprehensive plannin , and reduces the economic costs of development; WHEREAS, the City Comfssion pursuant to Ordinance No. 11 -XX, adopted July XX, 2011 has authorized the City Mana er to execute this Agreement upon the terms and conditions as set forth below, and the Boards f Directors have authorized Swire to execute this Agreement upon the terms and conditions set/forth below; NOW THEREFORE, in consideration of the mutual covenants and agreements hereinafter contained, the parti s mutually agree and bind themselves as set forth herein; Section 1. Cons idera,.tiio t The Parties hereby agree that the consideration and obligations recited and provided for q+tier this Agreement constitute substantial benefits to both parties and thus adequate consideratigh for this Agreement. JM3063340;1) 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 (c) A pronoun in one gender includes and applies to other genders as V,� (d) The terms "hereunder", "herein", "hereof, "hereto" and such imilar terms shall refer to the instant Agreement in its entirety and not to ' dividual sections or articles; (e) The Parties hereto agree that this Agreement shall no e more strictly construed against either the City or Swire, as all parties are dra ers of this Agreement; and (f) The recitals are true and correct and are in( Agreement. The attached exhibits shall be the Agreement; provided however, that this in the event of a conflict between the attach Section 3. Definitions. Capitalized terms which have the meaning given in Miami 21. (ted into and made a part of this ;d adopted and incorporated into ment shall be deemed to control and this Agreement. not specifically defined herein shall "Agreement" means this Agreement betwedn the City and Swire. "City" means the City of Miami, a --municipal corporation and a political subdivision of the State of Florida; and all departments, agencies and instrumentalities subject to the jurisdiction thereof. "Comprehensive Plan" means the comprehensive plan known as the Miami Comprehensive Neighborhood Plan, adopted by the City pursuant to Chapter 163, Florida Statutes (2010), meeting 'the requirements of Section 163.3177, Florida Statutes (2010), Section 163:3178, Florida Statutes (2010) and Section 163,3221(2), Florida'Statutes (2010), which is in effect as of the Effective Date. "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 or more parcels and such other activities described in Section 163.3221(4), Florida Statutes (2010). "Effective Date" is?, the, date of recordation of the executed, original version of this Agreement. 1 M 3063340; r} "Existing Zoning" is (a) Miami 21 Code, January 2011, specifically including the Brickell CitiCentre 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 includes any improvements or structures customarily regarded as land. "Laws" means all ordinances, resolutions, regulations, comprehensive plans and development regulations, and rules adopted by a local government affect' g the development of land. "Public Facilities" means major capital improvements, including, bu of limited to, transportation, sanitary sewer, solid waste, drainage, potable water, educational, parks and recreational, streets, parking and healtll�systems and facilities. / Section 4. Purpose. The purpose of this Agreement is for the Fty to authorize Swire to develop the Project pursuant to the Brickell CitiCentre SAP. This Agreement will freeze, as of the Effective Date, the land development regulations which will govern development of the Project, thereby providing the Parties with additional certainty dy�ymg the development process. This Agreement also satisfies Section 3.9. Lf, Miami 21. 7 Section 5. Intent. Swire and the City intend for this/Agreement to be construed and implemented so as to effectuate the purpose of the BrickCitiCentre SAP, this Development Agreement, the Comprehensive Plan and the Florid Local Government Development, Agreement Act, Section 163.3220 - 163.3243, Florida Stat tes.(2010), Section 6. Applicability. This Agreement only Section 7. Term of Agreement, Effective Date have a term of thirty (30) years from the Effecti records of Miami -Dade County and filed with the, be extended by mutual consent of the Parties su 163,3225, Florida Statutes (2010). This Agreemefi and shall constitute a covenant running with the an benefit of the parties, their successors, assi s, representatives. Section S. to the Project. a d Binding Effect. This Agreement shall Date and shall be recorded in the public ity Cleric The term of this Agreement may ;ct to a public hearing, pursuant to Section shall become effective on the Effective Date I that shall be binding upon, and inure to, the heirs, legal representatives, and personal (a) Brickell CitiCentre SAP Designation. The City has designated the Property as Brickell CitiCentre SAP onithe official zoning Atlas of the City, pursuant to the applicable procedures in Miami 21. The Brickell CitiCentre Regulating Plan and Design Guidelines are a4ached as Exhibit "C". In approving the Brickell CitiCentre SAP, the City qas determined that the uses, intensities and densities of I M3063340;1 I development permitted thereunder are consistent with the Comprehensive Plan and the Existing Zoning. (b) Density, Intensity, Uses and Building Heights. (1) As of the Effective Date and pursuant to the Brickell CitiCentre YIP, the density proposed for the Property is approximately 150 unitsper cre, and the intensity proposed for the Property is measured by an ab e -ground Floor Lot Ratio of 14 (specifically? excluding u/ail, rking and circulation). (2) The non-residential development permitted on the Propdes, but is not limited to, the following uses: office, hotertainment, medical office, academic space and any othered by the Existing Zoning. (3) As of the Effective Date and pursuant to the Br' kell CitiCentre SAP, the maximum height proposed for the Project is 6 3 feet, and the maximum height proposed for the Pedestal is 129 feet hase I and IA) and 160 feet (Phase II), (4) Nothing herein shall prohibit Swire om requesting an increase in the density or intensity of development rmitted on the Property, as long as such increase in density or intensis consistent with the Comprehensive Plan as it exists on the Effective D te. (c) Environmental. The City finds improvement upon the publicly a Swire agree that Swire will corm 17 of the City Code by performer with an emphasis on 7`" Street, 7 to facilitate the permitting andpia property in this area. / hat the Project will confer a significant net ,e ible tree canopy in the area. The City and with the intent and requirements -of Chapter tree replacement within 1 mile of the Project, Street and South Miami Avenue. City agrees ing of replacement trees on all publicly owned (d) Archaeological. Because/of the Project's location in a high probability archaeological zone, the Q will require Swire to obtain a certificate to dig prior to any ground disturbing activities. However, in no case shall the City require archaeological monitori g after soil/tree removal (ie, during excavation of the limestone bedrock). (e) Signage. The Project' location within the center of the City's Urban Core provide an opportunity to i orporate signage, including the display of art or graphics with oi• without co�jmercial messages, in a fashion that will aesthetically enhance the view corridors long the major County and state arterials bounding the Project site. (1) Geograpl ical area, Notwithstanding the definition of Geographical area in Sec. 6 -602 of the City code and the boundaries depicted in the Mural 1M3063340;1 area described in Exhibit "A" to Mural ordinance (File ID 10-01249), adopted on January 13, 2011, the City hereby authorizes the issuance of a Mural Permit(s) authorizing the erection, placement, posting, paintingi, display, maintenance, or hanging of Murals on a Wall located on,tiie Property designated as part of the Project SAP, (2) Spacing between murals and number of murals permitted per b6ilding. Murals located on Walls within the Project SAP shall not be bject to spacing limitations set forth in Sec. 62-606(3) of the ity code. Notwithstanding the language of Sec. 62-606(3), multiplemy als may be located on the same side of the building. / (3) Mural size. Murals shall be allowed to cover up to eight percent (80%) of the Wall, or thirty-three percent (33%) of the Wall i3Ythe Mural covers windows. Murals on the same Wall, either individual y or in aggregate, shall not exceed; / a. Project West Block, West Elevation Pedestal — 0,000 sq. ft. b. Project North Block, East Elevation Pedestal 10,500 sq. ft. c. Project East Block, East Elevation Pedestal — 12,500 sq. ft. d. Project East Block, South Elevation Pe eestal — 4,000 sq. ft. e. Project West Block, South Elevation edestal — 4,000 sq. ft. f. Project East Block, North Elevatio , Pedestal — 6,500 sq. ft. g. Project West Block, North Where a conflict exists between Area dimensions specified on P, the Project SAP Regulating Plar this subsection shall control. Section 9. Connectivitv and Activitv withi (a) Connectivity. A critical element below grade connectivity betwe connectivity should be encou Project and Abutting property. minimized pedestrian and ve cu impacts by permitting inte alit above grade connections, wire area. Pedestal — 4,500 sq. ft. he Outdoor Advertising Zone Signage -s A2.31, A2.32, A2.35, and A2.37 of the maximum dimensions specified in fo the success of the Project is above grade and n blocks and through public rights-of-way. This ged both within the Project and between the This connectivity will result in ease of access, lar conflicts, and reduction of the Project's traffic ed traffic circulation. In order to activate the proposes to locate commercial activity in this JM3063340;1) l 6 Swire recognizes that such connectivity and commercial usage may require approval of other governmental agencies such as Miami -Dade Countygird the Florida Department of Transportation. The City finds and determ}les that establishing such connectivity and commercial usage serves a public p�kpose, and City agrees to support Swire's efforts to obtain any authorization to e�fablish such connectivity and commercial usage, f The City Ends that the authorization of such uses within the p ,1Slic right -of --way will have no adverse effect(s) on the provision of natural ligh circulation of air, or increase the adverse effects resulting from fire, flo ds, tornadoes, and hurricanes. It is further found that the presence of such us s within the right-of- way shall in no way diminish access for firefighting a-paratus or rescue and salvage operations; diminish traffic, transportation and irculation; or adversely impact the advancement of the safety, health, amenity nd general welfare within the City. Given the public benefits conferred upon the CityjSy the above -grade and below - grade connectivity between blocks and acros /the public rights-of-way, the provisions of Sec. 54-186 shall not apply within he Brickell CitiCentre SAP. (b) Construction of encroachments within the P1,fblic Ri ht-of-Wa . The City finds that the proposed encroachment does not Lduly restrict the use of the public right-of-way and is a necessary essent}}4 element in the construction of the pedestrian walkways above the public eights -of -way and vehicular underpasses below the same rights-of-way. The 4doption of this Agreement shall serve to satisfy the requirements set forth in SeE. 55-14(b) of the City Code. Notwithstanding the requirements;rof Sec. 55-14(c) of the City Code, the City agrees to waive any and all claims to payment of a user fee in connection with the construction of the aforementioned encroachments into the public rights-of-way. Further, this Agreement shall satisfy the requirements of See. 55-14(d) of the City Code. In consideration for authorizing the construction of the aforementioned encroachments, Swire further covenants to: (1) Maintain the above -grade pedestrian walkways and below -grade vehicular underpasses in accordance with the Florida Building Code and the City Charter and Code. , (2) Provide an ip!surance policy, in an amount determined by the city's risk manager, n fning the city as an additional insured for public liability and property d mage. The insurance shall remain in effect for as long as the encroach ent(s) exist in the right-of-way. Should Swire fail to continue to proviI the insurance coverage, the City shall have the right to secure similar nsurance policy in its name and place a special assessment lien against/ the owner's abutting private property for the total cost of the (M3063340;1 } (3) Swire shall hold hannless and indemnify the City, its officials an employees from any claims for damage or loss to property and inju to persons of any nature whatsoever arising out of the use, construg� ion, maintenance or removal of the pedestrian walkways and v91ficular underpasses and from and against any claims which may arise bt of the granting of permission for the encroachment or any activiTyherfonned under the terms of this Agreement. // (c) Activity within the Public Right -of -Way. Notwithstanding th limitations set forth in Sec. 54-186 of the .City Code, the City shall pe it Food Service Establishment(s) and/or General Commercial uses, as defined 'n Miami 21, in the above -grade pedestrian walkways located within the/ilublic right-of-way, following approval by SAP Warrant. Section 10. Proiect Approval. (a) Future Development Review. Future development Ylthin the Brickell CitiCentre SAP shall proceed pursuant to the process establi hed in the Brickell CitiCentre Regulating Plan and Design Guidelines, attached as Exhibit "C". The criteria to be used in determining whether future dev lopment shall be approved is consistency with the Comprehensive Plan is Agreement and the Brickell CitiCentre SAP. (b) Prohibition on Downzoning. (1) The Comprehensive Plan, this ogreement and the Brickell CitiCentre SAP shall govern development 9f 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), Flor)6a Statutes (2010) have been made after 30 days written notice to Swire aj d at a public hearing. (2) Pursuant to Section 13.3233(3), Florida Statutes (2010), this prohibition on downzoning su.11 ements, rather than supplants, any rights that may vest to Swire under Florida or Federal law. As a result, Swire may challenge any s/t-(bsequently adopted changes to land development regulations base} on (a) common law principles including, but not limited to, equitable es bppel and vested rights, or (b) statutory rights which may accrue by virtu of Chapter 70, Florida Statutes (2010). (c) (1)City and wire agree that as of the Effective Date, sufficient capacity remains u der the DDRI to accommodate the Project and that Swire has reserved e capacity necessary to develop the Project. (2) City a fees that any DRI development order which the City adopts after the Efective Date and which applies to the Property will (i) be consistent {M3063340;1 } with this Agreement and the BrickellCitiCentre SAP, (ii) include a Use/Intensity conversion table to allow for a reasonable level of flexibility with respect to the mix and intensity of uses in order to respond to changing market conditions. Section 11. Retail Specialty Center Designation. Pursuant to Chapter 4 of the City each block of the four block Brickell CitiCentre Property is designated as a retail sp center. Section 12. Job Creation. Swire shall consult with local and/or state economic de/lopmen entities regarding job training and job placement services to city residents seeking a,pftploymen opportunities with potential employers which will locate or establish business withi he Project. Section 13. Local Develoiment Permits. (a) The development of the Property in accordance withitiothe xisting Zoning is contemplated by Swire. The Project may require additional,- e_nits or approvals from the City, County, State, or Federal government an any division thereof, Subject to required legal process and approvals, the Cityhall make a good faith effort to take all reasonable steps to cooperate wit and facilitate all such approvals, including acting as an applicant. Such Approvals include, without limitation; the following approvals and permits an any successor or analogous approvals and permits: (1) Subdivision plat and/or waiver of plat a rovals; (2) Covenant or Unity of Title acceptan or the release of existing unities or covenants; (3) Building permits; (4) Certificates of use and/or occ ancy; (5) Stormwater Permits; (6) Development of R/fecotlof I Impact approval, modification or exemption; and (7) Any other official of the City, County, or any other government agency having the permitting development of the Property. (b) In the event that the Cq substantially modifies its land development regulations regarding site plan app oval procedures, authority to approve any site plan for a project on one of the $roperty shall be vested solely in the City Manager, with the recommendation of t e Planning Director. Any such site plan shall be approved if it meets the requirefnents and criteria of the Existing Zoning, the Comprehensive Plan and the term of this Agreement. {M3063340;1) Section 14. Consistency with Comprehensive Plan. The City finds that development of the Property in conformity with the Existing Zoning is consistent with the Comprehensive Plan.,As of the Effective Date, Swire is conducting an extensive analysis of the Public Facilities av�Mable to serve the Project. In the event that the Existing Zoning and/or the Comprehens',Ge Plan require Swire to provide additional Public Facilities to accommodate the Project, wire will provide such Public Facilities consistent with the timing requirements of Secti•163.3180, Florida Statutes (2010). Swire shall be bound by the City impact fees and ssessments in existence as of the Effective Date of this Agreement. Section 15. Necessitv of Complvine with Local Reeulations Relative to Development Permits. Swire and the City agree that the failure of this Agreemen to address a particular permit, condition, fee, term, license, or restriction in effect on the Effeefive Date shall not relieve Swire of the necessity of complying with the regulation governin did permitting requirements, conditions, fees, terms, licenses, or restrictions. / Section 16. Reservation of Development Rights. (a) For the term of this Agreement, the City Areby agrees that it shall permit the development of the Property in accordance with the Existing Zoning, the Comprehensive Plan and the Agreemen (b) Nothing herein shall prohibit ap�/ increase in the density or intensity of development permitted on the Yfoperty in a manner consistent with (a) the Existing Zoning and/or the Comprehensive Plan, (b) any zoning change subsequently requested 2tion iated by Swire in accordance with applicable provisions of law or (c) ang change subsequently enacted by the City. (c) The expiration or termi f this Agreement shall not be considered a waiver of, or limitation upo the rights, including, but not limited to, any claims of vested rights or equi ble estoppel, obtained or held by Swire or its successors or assigns to continu development of the Property in conformity with Existing Zoning and all p or and subsequent development permits or development orders granted by the �y. Section 17. Brickell Trp1ley. Swire acknowledges that the City is currently planning to develop a trolley syste which may traverse or abut the Brickell CitiCentre District. Swire agrees to cooperate wi�the City so that any portion of the trolley route which runs through, or adjacent to, the 13'. 11 CitiCentre District can be accommodated within the dedicated public rights-of-way. Cit agrees to evaluate whether at least one northbound and one southbound trolley stop.can be/ ncorporated into the Brickell CitiCentre District. Section 18. (a) The City shall review the development that is subject to this Agreement once every 12 months, commencing 12 months after the Effective Date. The City shall begin the review process by giving notice to Swire, a minimum of 30 days prior to the anniversary date of the Agreement, of its intention to undertake the annual review of this Agreement. {M3063340;1) 10 (b) Any information required of Swire during an annual review shall be limy& to that necessary to determine the extent to which the Developer is pro ding in good faith to comply with the terms of this Agreement. (c) If the City finds on the basis of competent substantial evidence that Swire has not proceeded in good faith to comply with the teens of the Agreeme , the City may terminate or amend this Agreement after providing 30 days ritten notice to Swire and at a public hearing. Section 19. Notices. (a) All notices, demands and requests which may or a .re required to be given hereunder shall, except as otherwise expressly ovided, be in writing and delivered by personal service or sent by Unite States Registered or Certified Mail, return receipt requested, postage prepaid, r by overnight express delivery, such as Federal Express, to the parties at the /dresses listed below. Any notice given pursuant to this Agreement shall be deemed given when received. Any actions required to be taken hereunder w , ch fall on Saturday, Sunday, or United States legal holidays shall be deemed t,�be performed timely when taken on the succeeding day thereafter which shall of be a Saturday, Sunday or legal holiday, To the City: City Manager City of Miami 3500 Pan American rive Miami, FL 33133 With a copy to: City Attorney Miami Riv side Center 444 S,W.nd Ave., 9th Floor Miami, L 33130 To S ire: Sto4en Owens 5� 1 Brickell Key Drive, Suite 600 ,Miami. FL 33131 With copies to: Akerman Senterfitt Attn: Neisen Kasdin 1 SE 3'd Avenue, 251" Floor Miami, FL 33131 (b) 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. { M3063340;1 Section 20. Exclusive Venue, Choice of Law, Specific Performance. It is mutually understood and agreed by the parties hereto, that this Agreement shall be governed by the laws of the State of Florida, and any applicable federal law, both as to interpretation and performance, and that any action at law, suit in equity or judicial proceedings for the enforcement of t4ig Agreement or any provision hereof shall be instituted only in the courts of the State of Floridrlor federal courts and venue for any such actions shall lie exclusively in a court of co��jj tent jurisdiction in the County. In addition to any other legal rights, the City and Swire sq d11 each have the right to specific performance of this Agreement in court. Each party shall b r its own attorney's fees, Each party waives any defense, whether asserted by motion or pleaI ng, that the aforementioned courts are an improper or inconvenient venue. Moreover, the pa//rt4es consent to the personal jurisdiction of the aforementioned courts and irrevocably waiv7ZY objections to said jurisdiction. The parties irrevocably waive any rights to a jury trial. Section 21. Voluntary Compliance. Swire and the City agree that in tevent all or any part of this Agreement is struck down by judicial proceeding or preempt by legislative action, Swire and the City shall continue to honor the terms and conditions f this Agreement to the extent allowed by law. Section 22. No Oral Change or Termination. This Agr hment and the exhibits and appendices appended hereto and incorporated herein by refer fce, if any, constitute the entire Agreement between the parties with respect to the subject matter hereof. This Agreement supersedes any prior agreements or understandings beonthe parties with respect to the subject matter hereof, and no change, modification or diadl►arge hereof in whole or in part shall be effective unless such change, modification or disch�fge is in writing and signed by the party against whom enforcement of the change, modificatiq or discharge is sought. This Agreement cannot be changed or terminated orally. Section 23. Compliance with Applicable Lav/. Subject to the terms and conditions of this Agreement, throughout the Term of this Ave ement, $wire and City shall comply with all applicable federal, state or local laws,n es, regulations, codes, ordinances, resolutions, administrative orders, permits, policies an /procedures and orders that govern or relate to the respective Parties' obligations and perfq ance under this Agreement, all as they may be amended from time to time. Section 24. Representations, Representatives. Each party represents to the others that this Agreement has been duly authoriz dd, delivered and executed by such party and constitutes the legal, valid and binding obligatior�f such party, enforceable in accordance with its terms. Section 25. No Exclusive Remedies. No remedy or election given by any provision in this Agreement shall be deemed xclusive unless expressly so indicated. Wherever possible, the remedies granted hereunder pon a default of the other party shall be cumulative and in addition to all other remedies at la yv or equity arising from such event of default, except where otherwise expressly provided. Section 26. FailurVto Exercise Rights not aWaiver; Waiver Provisions. The failure by either party to promptly any right arising hereunder shall not constitute a waiver of such right unless otherwise expressly provided herein. No waiver or breach of any provision of this (M3063340;1 } 12 Agreement shall constitute a waiver of any subsequent -breach of the same or any of er provision hereof, and no waiver shall be effective unless made in writing. Section 27. Events of Default. (a) A Developer Party shall be in default under this Agre ,(hent if any of the following events occur and continue beyond the applic le grace period; a Developer Party fails to perform or breaches any term, c venant, or condition of this Agreement which is not cured within thirty (30) d s after receipt of written notice from the City specifying the nature of such bre h; provided, however, that if such breach cannot reasonably be cured wit ' thirty (30) days, then a Developer Party shall not be in default if it comme ces to cure such breach within said thirty (30) day period and diligently prosecu s such cure to completion. (b) The City shall be in default under this Agree e.nt if the City fails to perform or breaches any term, covenant, or condition this Agreement and such failure is not cured within thirty (30) days after rec pt of written notice from a Developer Party specifying the nature of such breac ; provided, however, that if such breach cannot reasonably be cured within thir (30) days, the City shall not be in default if it commences to cure such Brea within said thirty (30) day period and diligently prosecutes such cure to cq pletion. (c) It shall not be a default under t is Agreement if either party is declared bankrupt by a court of competent jurisdi tion. All rights and obligations in this Agreement shall survive such bankrupts of either party. The parties hereby forfeit any right to terminate this Agreemen upon the bankruptcy of the other party. (d) The default of any Dev oper Party or successor or assignee of any portion of a Developer Party's rig s hereunder shall not be deemed a breach by any other Developer Party or a, y other successor or assignee of any portion of the rights of a Developer Party reunder or any other successor or assignee. Section 28. (a) Neither party ay terminate this Agreement upon the default of the other party, but shall hav all of the remedies enumerated herein. (b) Upon the ccurrenee of a default by a party to this Agreement not cured within the appli able grace period, Swire and the City agree that any party may seek specific performance of this Agreement, and that seeking specific performance shallt waive any right of such party to also seek monetary damages, injunctive relief or any other relief other than termination of this Agreement. The City hereby acknowledges that any claim for damages under this Agreement is not liigited by sovereign immunity or similar limitation of liability. Section 29. Severability. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, hereafter be determined to be invalid or unenforceable, the remainder of this Agreement or the application of such term or provision to IM3063340;1 � persons or circumstances other than those as to which it is held invalid or unen rceable shall not be affected thereby and shall continue in full force and effect. Section 30. Assignment and Transfer. This Agreement shall be b' ding on Swire and its heirs, successors and assigns, including the successor to or assign0 of any Property Interest. Swire, at its sole discretion, may assign, in whole or in part, this A reement or any of its rights and obligations hereunder, or may extend the benefits of this reement, to any holder of a Property Interest without the prior written consent or any other pproval of the City. Any such assignee shall assume all applicable rights and obligations and r this Agreement. Section 31. Obligations Surviving Termination H any contrary term or provision contained herein, in Agreement, the following obligations shall survive and effect until the expiration of a one year term f such termination or the expiration of the Term: provisions contained herein; (ii) rights of any p prior to expiration or earlier termination of this gr( herein which expressly indicates either that it urviv or may be applicable or effective beyond thea xpirati xeo£ Notwithstanding and prevailing over the vent of any lawful termination of this termination and continue in full force lowing the earlier of the effective date of ) the exclusive venue and choice of law arising during or attributable to the period ;ment, and (iii) any other term or provision ;s the termination or expiration hereof or is n or permitted early termination hereof. Section 32. Lack of Aizenev Relation fiin. Nothing contained herein shall be construed as establishing an agency relationship bg6veen the City and Swire and neither Swire 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, a d employees shall not be deemed contractors, agents, or employees of Swire or its subsidiaf es, divisions or affiliates. Section 33. (a) The Parties a)dree to cooperate with each other to the full extent practicable pursuant to t -e terms and conditions of this Agreement. The Parties agree that time is of tl6 essence in all aspects of their respective and mutual responsibilities pursuant tp this Agreement. The City shall use its best efforts to expedite the permittin and approval process in an effort to assist Swire in achieving its d, It and construction milestones. The City will accommodate requests from ire's general contractor and subcontractors for review of phased or mrrlti,yle permitting packages, such as those for excavation, site work and foun , ations, building shell, core, and interiors. In addition, the City will desi ate an individual within the City Manager's office who will have a primary (th � ugh not exclusive) duty to serve as the City's point of contact and liaison with S ire in order to facilitate expediting the processing and issuance of all permit a d license applications and approvals across all of the various departments and faces of the City which have the authority or right to review and approve all a plications for such permits and licenses. (b) Notwithstanding the foregoing, the . City shall not be obligated to issue development permits to the extent a Developer Party does not comply with the jM3063340;1 � 14 applicable requirements of the Existing Zoning, the Comehensive Plan, this Agreement and applicable building codes. Section 34. Enforcement, (a) In the event that Swire, its successors and/or assi s fails to act in accordance with the terms of the Existing Zoning, the City all seek enforcement of said violation upon the subject Property. (b) Enforcement of this Agreement shall be by action against any parties or person violating, or attempting to violate, any coy nants set forth in this Agreement. The prevailing party in any action or suit pe ining to or arising out of this Agreement shall be entitled to recover, in additio o costs and disbursements allowed by law, such sum as the Court may adju/]be be reasonable for the services of this/her/its attorney, (c), This enforcement provision shyin addition to any other remedies available at law, in equity or both, / Section 35. Amendment or Terminati6n bv Mutual Consent. This Agreement may not be amended or terminated during its term 6cept by mutual agreement of Swire and the City. Prior to any amendment or terminationof�this Agreement during its term, the City shall hold two public hearings to consider and deli, erate such amendment or termination. Section 36. Third Party Defense. City and Swire shall each, at their own cost and expense, vigorously defend any claims, �� its or demands brought against them by third parties challenging the Agreement or the Project /or objecting to any aspect thereof, including, without limitation, (i) a consistency challenge pur/uant to Section 163,3215, Florida Statutes (2010), (ii) a petition for writ of certiorari, (iv) anction for declaratory judgment, or (iv) any claims for loss, damage, liability, or expense (including reasonable attorneys' fees), City and Swire shall promptly give' the other written notic/f any such action, including those that are pending or threatened, and all responses, filings, ano pleadings with respect thereto. Section 37. No Conflict of Interest. Swire agrees to comply with Section 2-612 of the City Code as of tXennitted ective Date, with respect to conflicts of interest. Section 38.Third-Party BeneficiarX. No persons or entities other than Swire and the City, their heirs, successors and assigns, shall have any rights whatsoever under this Section 9. Counterparts, This Agreement may be executed in two or more counterparts, each o which shall constitute an original but all of which, when taken together, shall constitute one a d the same agreement. NOW, WHEREOF, the City and Swire have caused this Agreement to be duly executed. [Signature blocks for City and Swire] { M3063340;1 } Is SWIRE PROP BY:_ i { M3063340;1 I CITY OF MIAMI, FL( Name: Title: {M3063340;1) {M3063340;1 } {M3063340;1 } Brickell CitiCentre R I M3063340;1 Exhibit Tree Preservation an, IM3063340;1 j r� City Hl City of Miami 3500 Pan A erriican Drive f Miami, FL 33133 www.miamigov.com Master Report Enactment Number: 13369 File Number: 11-00380apl File Type: Ordinance Status: Passed Version: 3 Reference: Controlling Body: Office ofthe City Clerk File Name: Special Area Plan Amendment - Brickell CityCentre Introduced: 1/7/2013 Requester: Cost: $7,937.00 Final Action: 3/28/2013 Title: AN ORDINANCE OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), APPROVING WITH CONDITIONS, PURSUANT TO ARTICLES 3 AND 7 OF THE MIAMI 21 CODE, THE ZONING ORDINANCE OF THE CITY OF MIAMI, FLORIDA, AN AMENDMENT TO THE PREVIOUSLY -APPROVED BRICKELL CITICENTRE SPECIAL AREA PLAN (BCC SAP), CHANGING THE NAME OF THE PROJECT FROM BRICKELL CITICENTRE TO BRICKELL CITYCENTRE, AND BY ADDING ADDITIONAL PROPERTIES GENERALLY BOUNDED BY SOUTHEAST 5TH STREET ON THE NORTH, SOUTHEAST 6TH STREET ON THE SOUTH, SOUTH MIAMI AVENUE ON THE WEST AND SOUTHEAST 1 ST AVENUE ON THE EAST, MIAMI, FLORIDA; THE ADDITIONAL PROPERTIES HEREINAFTER KNOW AS 'BCCN2" WILL: A) ADD APPROXIMATELY 42,821 SQUARE FEET (0.98 ACRE) OF LOT AREA FOR A TOTAL COMBINED LOT AREA OF 436,499 SQUARE FEET; B) INCREASE THE RETAIL/ENTERTAR, MENT AREA BY 80,070 SQUARE FEET FOR A TOTAL OF 636,271 SQUARE FEET; C) INCREASE THE RESIDENTIAL COMPONENT BY 350 UNITS FOR A TOTAL OF 1,174 UNITS; AND D) INCREASE PARKING SPACES BY 772 SPACES FOR A TOTAL OF 5,519 SPACES. THE SQUARE FOOTAGES ABOVE ARE APPROXIMATE AND MAY INCREASE OR DECREASE AT TIME OF BUILDING PERMIT NOT TO EXCEED A TOTAL OF 6,415,877 SQUARE FEET OF FLOOR AREA OR LESS THAN 26,000 SQUARE FEET OF CIVIC SPACE; MAKING FINDINGS OF FACT AND STATING CONCLUSIONS OF LAW; PROVIDING FOR BINDING EFFECT; CONTAINING A SEVERABILITY CLAUSE AND PROVIDING FOR AN EFFECTIVE DATE. Sponsors: Notes: Indexes: Attachments: 11-00380apl PZAB Fact Sheet, Analysis & Maps.pdf,11-00380apl Binder BCC - SAP.pdf,11-00380apl CC 02-28-13 Fact Sheet.pdf,11-00380apl CC Legislation (Version 2).pdf,11-00380apl CC 03-28-13 Fact Sheet.pdf,11-00380apl Analysis.pdf,11-00380apl Maps.pdf,11-00380ap1 PZAB Reso.pdf,11-00380apl School Concurrency.pdf,11-00380apl Second Reading Revisions.pdf,11-00380apl CC Legislation (Version 3).pdf,1l-00380apl Exhibit A.pdf,11-00380ap1 BCCN2 Binder Cover & Contents.pdf,11-00380apl BCCN2 TabA.pdf,11-00380ap1 BCCN2 Tab B.pdf,11-00380ap1 BCCN2 Tab C.pdf,11-00380ap1 BCCN2 Tab D.pdf, History of Legislative File Version: Acting Body: Date: Action: Sent To: Due Date: Return Date: Result: 1 Planning, Zoning and 2/6/2013 Recommended Pass Appeals Board Approval with Conditions 2 Office of the City 2/26/2013 Review Pending Attorney City of Miami Page 1 Printed on 1212112016 1— ZFJ'. City Hall ` ♦ City of Miami 3500 Pan American Drive Miami, FL 33133 .4„ 01 www.miamigov.com -e� Master Report Enactment Number: 13369 2 City Commission 2/28/2013 PASSED ON FIRST Pass READING 3 Office of the City 3/27/2013 Review Pending Attorney 3 City Commission 3/28/2013 ADOPTED Pass 3 Office of the Mayor 4/3/2013 Signed by the Mayor Office of the City Clerk 3 Office of the City Clerk 4/4/2013 Signed and Attested by City Clerk 3 Office ofthe City 4/19/2013 Reviewed and Attorney Approved City of Miami Page 2 Printed on 1212112016 File Number: 11-00380ap1 City Hall 3500 Pan American Drive Miami, FL 33133 wvvw.miamigov.com Final Action Date: 3/28/2013 AN ORDINANCE OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), APPROVING WITH CONDITIONS, PURSUANT TO ARTICLES 3 AND 7 OF THE MIAMI 21 CODE, THE ZONING ORDINANCE OF THE CITY OF MIAMI, FLORIDA, AN AMENDMENT TO THE PREVIOUSLY -APPROVED BRICKELL CITICENTRE SPECIALAREA PLAN (BCC SAP), CHANGING THE NAME OF THE PROJECT FROM BRICKELL CITICENTRE TO BRICKELL CITYCENTRE, AND BY ADDING ADDITIONAL PROPERTIES GENERALLY BOUNDED BY SOUTHEAST 5TH STREET ON THE NORTH, SOUTHEAST 6TH STREET ON THE SOUTH, SOUTH MIAMI AVENUE ON THE WESTAND SOUTHEAST 1STAVENUE ON THE EAST, MIAMI, FLORIDA; THE ADDITIONAL PROPERTIES HEREINAFTER KNOW AS "BCCN2" WILL: A) ADD APPROXIMATELY 42,821 SQUARE FEET (0.98 ACRE) OF LOT AREA FOR ATOTAL COMBINED LOT AREA OF 436,499 SQUARE FEET; B) INCREASE THE RETAIL/ENTERTAINMENT AREA BY 80,070 SQUARE FEET FORA TOTAL OF 636,271 SQUARE FEET; C) INCREASE THE RESIDENTIAL COMPONENT BY 350 UNITS FORATOTAL OF 1,174 UNITS; AND D) INCREASE PARKING SPACES BY 772 SPACES FORA TOTAL OF 5,519 SPACES. THE SQUARE FOOTAGES ABOVE ARE APPROXIMATE AND MAY INCREASE OR DECREASE AT TIME OF BUILDING PERMIT NOT TO EXCEED A TOTAL OF 6,415,877 SQUARE FEET OF FLOOR AREA OR LESS THAN 26,000 SQUARE FEET OF CIVIC SPACE; MAKING FINDINGS OF FACTAND STATING CONCLUSIONS OF LAW; PROVIDING FOR BINDING EFFECT; CONTAINING A SEVERABILITY CLAUSE AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the original "Brickell CitiCentre" is a 9.038 -acre Special Area Plan ("SAP") approved on July 28, 2011 (Ordinance No. 13278), pursuant to Articles 3 and 7 of the Miami 21 Code, the Zoning Ordinance of the City of Miami, Florida, ("Zoning Ordinance"), with current general boundaries of Brickell Avenue to the East, Southwest 1 st Avenue to the West, Southeast 6th Street to the North and Southwest 8th Street to the South, Miami, Florida: and WHEREAS, the applicant wishes to amend the SAP by renaming the project from BRICKELL CITICENTRE SAP to "BRICKELL CITYCENTRE SAP"; and WHEREAS, the applicant wishes to further amend the Special Area Plan its Regulating Plan and Design Guidelines by adding abutting parcels to the north of the current northeast boundary of the Brickell CitiCentre SAP project to include an additional 42,821 square feet of lot area for a new lot area total of 436,499 square feet or approximately 10.01, said parcel(s) being located and bounded by Southeast 5th Street, Southeast 1 stAvenue, Southeast 5th Street, and South Miami Avenue, Miami, Florida; and WHEREAS, the additional area, hereinafter known as "BCCN2", proposed to be incorporated into the "Brickell CityCentre" SAP is currently underutilized, mostly consisting of vacant land, and undeveloped lots; and City of Miami Page 1 of 5 File Id: 11-00380ap1 (version: 3) Printed On: 1212112016 City of Miami Legislation 67 --`- ` Ordinance: 13369 File Number: 11-00380ap1 City Hall 3500 Pan American Drive Miami, FL 33133 wvvw.miamigov.com Final Action Date: 3/28/2013 AN ORDINANCE OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), APPROVING WITH CONDITIONS, PURSUANT TO ARTICLES 3 AND 7 OF THE MIAMI 21 CODE, THE ZONING ORDINANCE OF THE CITY OF MIAMI, FLORIDA, AN AMENDMENT TO THE PREVIOUSLY -APPROVED BRICKELL CITICENTRE SPECIALAREA PLAN (BCC SAP), CHANGING THE NAME OF THE PROJECT FROM BRICKELL CITICENTRE TO BRICKELL CITYCENTRE, AND BY ADDING ADDITIONAL PROPERTIES GENERALLY BOUNDED BY SOUTHEAST 5TH STREET ON THE NORTH, SOUTHEAST 6TH STREET ON THE SOUTH, SOUTH MIAMI AVENUE ON THE WESTAND SOUTHEAST 1STAVENUE ON THE EAST, MIAMI, FLORIDA; THE ADDITIONAL PROPERTIES HEREINAFTER KNOW AS "BCCN2" WILL: A) ADD APPROXIMATELY 42,821 SQUARE FEET (0.98 ACRE) OF LOT AREA FOR ATOTAL COMBINED LOT AREA OF 436,499 SQUARE FEET; B) INCREASE THE RETAIL/ENTERTAINMENT AREA BY 80,070 SQUARE FEET FORA TOTAL OF 636,271 SQUARE FEET; C) INCREASE THE RESIDENTIAL COMPONENT BY 350 UNITS FORATOTAL OF 1,174 UNITS; AND D) INCREASE PARKING SPACES BY 772 SPACES FORA TOTAL OF 5,519 SPACES. THE SQUARE FOOTAGES ABOVE ARE APPROXIMATE AND MAY INCREASE OR DECREASE AT TIME OF BUILDING PERMIT NOT TO EXCEED A TOTAL OF 6,415,877 SQUARE FEET OF FLOOR AREA OR LESS THAN 26,000 SQUARE FEET OF CIVIC SPACE; MAKING FINDINGS OF FACTAND STATING CONCLUSIONS OF LAW; PROVIDING FOR BINDING EFFECT; CONTAINING A SEVERABILITY CLAUSE AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the original "Brickell CitiCentre" is a 9.038 -acre Special Area Plan ("SAP") approved on July 28, 2011 (Ordinance No. 13278), pursuant to Articles 3 and 7 of the Miami 21 Code, the Zoning Ordinance of the City of Miami, Florida, ("Zoning Ordinance"), with current general boundaries of Brickell Avenue to the East, Southwest 1 st Avenue to the West, Southeast 6th Street to the North and Southwest 8th Street to the South, Miami, Florida: and WHEREAS, the applicant wishes to amend the SAP by renaming the project from BRICKELL CITICENTRE SAP to "BRICKELL CITYCENTRE SAP"; and WHEREAS, the applicant wishes to further amend the Special Area Plan its Regulating Plan and Design Guidelines by adding abutting parcels to the north of the current northeast boundary of the Brickell CitiCentre SAP project to include an additional 42,821 square feet of lot area for a new lot area total of 436,499 square feet or approximately 10.01, said parcel(s) being located and bounded by Southeast 5th Street, Southeast 1 stAvenue, Southeast 5th Street, and South Miami Avenue, Miami, Florida; and WHEREAS, the additional area, hereinafter known as "BCCN2", proposed to be incorporated into the "Brickell CityCentre" SAP is currently underutilized, mostly consisting of vacant land, and undeveloped lots; and City of Miami Page 1 of 5 File Id: 11-00380ap1 (version: 3) Printed On: 1212112016 File Number: 11-00380ap1 Enacmrent.V:lnrber. 13369 WHEREAS, the "Brickell CityCentre" SAP project integrates public improvements and infrastructure resulting in higher or specialized quality building and streetscape design; and WHEREAS, these types of projects are critically important to the economic revitalization and enhancement of the City of Miami Downtown, Miami River and Brickell area; and WHEREAS, the expanded "Brickell CityCentre" SAP will benefit the area by creating additional residential units, hotel rooms, and commercial uses; promoting linkages and interaction with the adjacent areas in close proximity such as, Brickell Avenue, the Miami River and Downtown; and WHEREAS, the Miami Planning, Zoning and Appeals Board, at its meeting on February 6, 2013, following an advertised public hearing, adopted Resolution No. PZAB-R-13-007 by a vote of eleven to zero (11-0), item no. 1, and recommended the amended SAP to be approved with conditions as set forth; and WHEREAS, the City Commission, after careful consideration of this matter, deems it advisable and in the best interest of the general welfare of the City of Miami and its citizens to amend its Zoning Ordinance as hereinafter set forth; NOW, THEREFORE, BE IT ORDAINED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Ordinance are hereby adopted by reference thereto and incorporated herein as if fully set forth in this Section. Section 2. The amended SAP, it's Regulating Plan and Design Guidelines, attached hereto, is approved subject to the conditions specified herein, and with the Zoning Ordinance. Section 3. The findings of fact set forth below are made with respect to the amended SAP: a. The SAP is consistent with the adopted Miami Comprehensive Neighborhood Plan, as amended. b. The City Commission further finds that the amended SAP: (1) Will have a favorable impact on the economy of the City; (2) Will efficiently use public transportation facilities; (3) Will mitigate any potentially adverse effects of the development through compliance with the conditions; (4) Will efficiently use necessary public facilities; (5) Will not negatively impact the environment and natural resources of the City; (6) The SAP will not adversely affect living conditions in the neighborhood; (7) The SAP will not adversely affect public safety; (8) Based on the record presented and evidence presented, the public welfare will be served by the SAP; and (9) Any potentially adverse effects arising from this development not limited to safety and security, fire protection, solid waste, heritage conservation and trees will be mitigated through compliance with the conditions of this SAP. Section 4. The SAP, inclusive of the Development Agreement, Regulating Plan and Design Guidelines, as approved, shall be binding upon the Applicant and any successors in interest. City of Miami Page 2 of 5 File Id. 11-00380ap1 (version: 3) Printed On: 1212112016 File Number: 11-00380ap1 Enacmrent.V:lnrber: 13369 Section 5. The amended application for SAP, which was submitted on January 7, 2013, and on file with the Hearing Boards Section of the Planning and Zoning Department, shall be relied upon generally for administrative interpretations and is incorporated by reference. Section 6. The City Manager is directed to instruct the Planning Director to transmit a copy of this Ordinance and attachments to the Applicant upon final approval. Section 7. The Findings of Fact and Conclusions of Law are made with respect to the amended SAP as described herein and in documents incorporated hereto. Section 8. The amended SAP for the "Brickell CityCentre" is granted and approved. Section 9. In the event that any portion or section of this Ordinance or the amended SAP is determined to be invalid, illegal, or unconstitutional by a court or agency of competent jurisdiction, such decision shall in no manner affect the remaining portions of this Ordinance or amended SAP which shall remain in full force and effect. Section 10. The provisions for this amended SAP, as approved, shall commence and become operative thirty (30) days after the final adoption of the Ordinance. Section 11. This Ordinance shall become effective immediately upon its final adoption and signature of the Mayor, following any applicable appeal period. {1} Section 12. The Zoning Ordinance and its corresponding Atlas are hereby amended and will modify "Appendix E: BRICKELL CITICENTRE SAP" of said Ordinance, as follows: APPENDIX E: "BRICKELL CITYCENTRE SAP" CONDITIONS Based on analysis and findings, the Planning Department recommends approval of the proposed amendment to the "Brickell CityCentre" SAP with the following conditions: 1) Meet all applicable building codes, land development regulations, ordinances and other laws and pay all applicable fees due prior to the issuance of any building permit. 2) Allow the Miami Police Department to conduct a security survey at the appropriate time, of BCCN2 , at the Department's discretion, and to make recommendations concerning security measures and systems; further submit a report to the Planning Department, prior to commencement of construction, demonstrating how the Police Department recommendations, if any, have been incorporated into the SAP, as amended, security and construction plans, or demonstrate to the Planning Director why such recommendations are impractical. 3) Obtain approval from, or provide a letter from the Department of Fire -Rescue indicating applicant's coordination with members of the Fire Plan Review Section at the Department of Fire -Rescue in review of BCCN2, owner responsibility, building development process and review procedures, as City of Miami Page 3 of 5 File Id. 11-00380ap1 (version: 3) Printed On: 1212112016 File Number: 11-00380ap1 Enacmrent.V:lnrber: 13369 well as specific requirements for fire protection and life safety systems, exiting, vehicular access and water supply. 4) Obtain approval from, or provide a letter of assurance from the Department of Solid Waste that BCCN2, now included in the SAP have addressed all concerns of the said Department prior to the obtaining a shell permit. 5) Comply with the Minority Participation and Employment Plan (including a Contractor/Subcontractor Participation Plan) submitted to the City as part of the Application for Development Approval, with the understanding that the Applicant must use its best efforts to follow the provisions of the City's Minority/Women Business Affairs and Procurement Program as a guide, as applicable. 6) Record the following in the Public Records of Miami -Dade County, Florida, prior to the issuance of any building permit: Declaration of Covenants and Restrictions for BCCN2, providing that the ownership, operation and maintenance of all common areas and facilities will be by the property owner or a mandatory property owner association in perpetuity; and Record in the Public Records a Unity of Title or a covenant in lieu of a Unity of Title if, applicable, subject to the review and approval of the City Attorney's Office. 7) Prior to the issuance of a shell permit, provide the Planning Department with a recorded copy of the documents mentioned in condition no. 6 above. 8) Provide the Planning Department with an amended temporary construction plan, inclusive of BCCN2, that contains the following: Temporary construction parking plan, with an enforcement policy; Construction noise management plan with an enforcement policy; and Maintenance plan for the temporary construction site; said plan shall be subject to the review and approval by the Planning Department prior to the issuance of any building permits and shall be enforced during construction activity. All construction activity shall remain in full compliance with the provisions of the submitted construction plan or other agreements and permits as applicable; failure to comply may lead to a suspension or revocation of this SAP. 9) Prior to the issuance of any building permit, the applicant shall provide the Planning and Zoning Department for review and approval: Environmental Impact Statement for amended SAP site, inclusive of BCCN2. Sufficiency Letter from the City of Miami, Office of Transportation for SAP site, inclusive of BCCN2. Final determination of Public School Concurrency and Capacity Reservation for all residential development within the SAP, inclusive of BCCN2. Conservation Assessment Report (project location is within an high Archeological Probability Zone) City of Miami Page 4 of 5 File Id. 11-00380ap1 (version: 3) Printed On: 1212112016 File Number: 11-00380ap1 Enacmrent.V:lnrber. 13369 Applicants shall work with City staff (Department of Capital Improvements, CIP) to identify a solution for potential conflicts that may arise between the proposed development of BCCN2 and the implementation / completion of the Greenway project on SE 5th Street. Prior to final approval of this amendment, the applicants shall work with City staff (Office of Transportation) to review alternatives addressing traffic flow throughout Brickell Avenue. 10) The "Brickell CityCentre" SAP includes a Development Review Process which addresses the build out of the individual projects as identified in the Regulating Plan. 11) If the project is to be developed in phases and/or individual specific projects, the Applicant shall submit an interim plan, including a landscape plan, which addresses design details for the land occupying future phases of this Project in the event that the future phases are not developed, said plan shall include a proposed timetable and shall be subject to review and approval by the Planning and Zoning Director. 12) The applicant shall meet conditions identified in this Ordinance, the "Brickell CityCentre" SAP and all applicable regulations from local, state and federal agencies. 13) The proposed SAP, inclusive of BCCN2, is located within the Downtown Development of Regional Impact (DDRI) area. DDRI fees will be calculated based on final program. DDRI credits for BCCN2 may be reserved upon approval of this amendment; but without exception, all fees must be paid prior to the issuance of any building permit. 14) Within 90 days of the effective date of this Ordinance, record a certified copy of the amended Development Agreement specifying that the Development Agreement runs with the land and is binding on the Applicant, its successors, and assigns, jointly or severally. CONCLUSIONS OF LAW: The "Brickell CityCentre" SAP, as approved, complies with the Miami Comprehensive Neighborhood Plan, is consistent with the orderly development and goals of the City of Miami, and complies with local land development regulations pursuant to the Zoning Ordinance Code. The proposed development does not unreasonably interfere with the achievement of the objectives of the adopted State Land Development Plan applicable to the City of Miami. Footnotes: {1} If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and aopted. If the Mayor vetoes this Resolution, it shal become effective immediately upon override of the veto by the City Commission. City of Miami Page 5 of 5 File Id. 11-00380ap1 (version: 3) Printed On: 1212112016 EXHIBIT A Subject Property Addresses, Folios & Legal Description Addresses 529 S. Miami Ave. 6 SE 5th St. 5 SE 6th St. 9 SE 6th St. 17 SE 6th St. 23 SE 6th St. 27 SE 6th St. Folios 01-0210-060-1270 01-0210-060-1280 01-0210-060-1290 01-0210-060-1300 01-0210-060-1310 01-0210-060-1320 01-0210-060-1330 Legal Description Lots 1 through 7, in Block 108 South, of S.L. & J.B. Patterson and J.F. & B.T. OLIVE SUBDIVISION, according to the Plat thereof, as recorded in Plat Book B, Page 77, of the Public Records of Miami -Dade County, Florida; LESS AND EXCEPT that portion of the above described parcel conveyed by Order of Taking recorded in Official Records Book 11810, Page 2274, of the Public Records of Miami -Dade County, Florida. {25443484;1}