HomeMy WebLinkAbout07-29-16 CC SR Exhibit Development AgreementDRAFT: April 19, 2016
This Instrument Was Prepared By,
Record and Return To:
Iris Escarra
Carlos R. Lago
Greenberg Traurig, P.A.
333 S.E. 2"6 Avenue
Suite 4400
Miami, Florida 33131
(Reserved)
DEVELOPMENT AGREEMENT BETWEEN THE
CITY OF MIAMI, FLORIDA AND MANNIGAN
HOLDINGS, LLC, MEGAN HOLDINGS, LLC,
MELANIE HOLDINGS, LLC, MILANA HOLDINGS,
LLC, MILLIE REALTY, LLC, MIZRACHI HOLDINGS,
LLC, WYNWOOD HOLDINGS, LLC, 2294 NW 2ND
AVENUE REALTY, LLC, MALUX REALTY, LLC,
AND MAPTON HOLDINGS, LLC, REGARDING
APPROVAL OF THE MANA WYNWOOD SPECIAL
AREA PLAN AND RELATED DEVELOPMENT
This is a Development Agreement ("Agreement") made this day of ,
2016 by and between Mannigan Holdings, LLC, a Delaware limited liability company,
Megan Holdings, LLC, a Delaware limited liability company, Melanie Holdings, LLC, a
Delaware limited liability company, Milana Holdings, LLC, a Delaware limited liability
company, Millie Realty, LLC, a Delaware limited liability company, Mizrachi Holdings,
LLC, a Delaware limited liability company, Wynwood Holdings, LLC, a Florida limited
liability company, 2294 NW 2ND Avenue Realty, LLC, a Delaware limited liability
company, Malux Realty, LLC, a Delaware limited liability company, Mapton Holdings,
LLC, a Delaware limited liability company (collectively, the "Developer"), and the City of
Miami, Florida, a municipal corporation and a political subdivision of the State of Florida
(the "City") (the Developer and the City are together referred to as the "Parties").
WHEREAS, the Developer is the fee simple owner of approximately 23.483 acres
+/- of land located in the Wynwood neighborhood of the City of Miami; and
WHEREAS, the properties are generally bounded by NW 22nd Street on the south,
specific parcels fronting NW 24th Street on the north, NW 2nd Avenue on the east, and NW
6th Avenue on the west, within the jurisdictional boundaries of the City (collectively the
"Property"); a map and legal descriptions of which are attached as Exhibit "A"; and
WHEREAS, the Property is currently underutilized and consists mostly of
vacant and underdeveloped lots; and
WHEREAS, the Property is located in an Empowerment Zone for which the
City envisions redevelopment through strong partnerships to encourage economic
revitalization and sustainable community development; and
WHEREAS, during recent years Wynwood has undergone an urban transformation
that has revitalized the neighborhood into a world-renowned hub for the visual, performance
and culinary arts, as well as the technology and fashion industries; and
WHEREAS, the revitalization of Wynwood is consistent with the City's vision to
foster a vibrant artistic and entrepreneurial community that will attract residents, visitors and
businesses alike; and
WHEREAS, the Developer wishes to contribute to the revitalization of Wynwood
and surrounding areas by redeveloping the Property into a pedestrian -oriented project with
an eclectic mix of uses that integrates future mass transit options and makes Wynwood a
premier center for art, entertainment, culture, technology and other creative enterprises; and
WHEREAS, the current status of the Property is inconsistent with the City's
vision for Wynwood and wishes to encourage development of the Property; and
WHEREAS, Wynwood is identified as an area of need by the City's Parks and
Open Space Master Plan; and
WHEREAS, the Developer wishes to contribute to Wynwood by providing
approximately 3.86 acres of Open Space at the Property including the development of a
centralized programmed public Open Space; and
WHEREAS, the Property is currently designated General Commercial on the City's
Future Land Use Map, according to the Miami Comprehensive Neighborhood Plan
("Comprehensive Plan"); and
WHEREAS, the Property is currently zoned D1 Work Place ("DI") and T5-0 Urban
Center Zone ("75-0") with a Neighborhood Revitalization District NRD-1 Overlay,
according to the Miami 21 Zoning Code ("Miami 21 "); and
WHEREAS, the City and the Developer seek to rezone the Property from D1 and
T5-0 to Mana Wynwood Special Area Plan with a Neighborhood Revitalization District
NRD-1 Overlay, having T5-0, T6 -8a-0, T6 -8b -O and T6-12-0, as described in the Mana
Wynwood Concept Book (the "Concept Book") attached hereto and incorporated herein
as Exhibit "B", in order to facilitate redevelopment within the area and to effectuate the
Parties' goals and vision for Wynwood; and
WHEREAS, Miami 21 outlines a process that allows parcels of more than nine (9)
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, this master planning process is known as a "Special Area Plan"
("SAP"), pursuant to Section 3.9 of Miami 21; and ,
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WHEREAS, on July 17, 2015, the Developer filed an application with the City for
approval of a SAP in order to develop the Property as a mixed-use development consisting of
various uses, including but not limited to residential, lodging, commercial (including retail,
entertainment, and restaurant), educational, civic, and office uses (including showroom
space, media and technology production), along with other related amenities, as may be
amended (the "Project"); and
WHEREAS, the City and the Developer desire for development of the Mana
Wynwood SAP to proceed in a manner that is consistent with the Comprehensive Plan,
Miami 21, and the City Charter; and
WHEREAS, as a condition to the approval of the Mana Wynwood SAP, the
Developer and City must enter into a Development Agreement pursuant to Section 3.9.1(f)
of Miami 21; and
WHEREAS, Chapter 163, Sections 163.3220-163.3243, Florida Statutes (2015),
"The Florida Local Government Development Agreement Act", as amended from time to
time, authorizes and provides for local governments to enter into development agreements
with any person or entity having a legal or equitable interest in real property located within
its jurisdiction; and
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; and
WHEREAS, the City Commission pursuant to Ordinance No. 16- ,
adopted , has authorized the City Manager to execute this
Agreement upon the terms and conditions set forth below, and the Developer has been duly
authorized 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:
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.
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 the Developer, 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.
3. Definitions. Capitalized terms which are not specifically defined herein shall have
the meaning given in Miami 21.
"Agreement" means this Development Agreement between the City and the
Developer.
"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.
"City Charter" means the municipal Charter of the City of Miami.
"City Code" or "Code" means the City of Miami Code of Ordinances.
"City Manager" means the City Manager or his or her designee.
"Comprehensive Plan" means the comprehensive plan known as the Miami
Comprehensive Neighborhood Plan, adopted by the City pursuant to Chapter 163,
Florida Statutes (2015), meeting the requirements of Section 163.3177, Florida
Statutes (2015), Section 163.3178, Florida Statutes (2015) and Section
163.3221(2), Florida Statutes (2015), which are 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 (3) or more parcels and such other activities described in Section
163.3221(4) Florida Statutes (2015).
"Development Permit" includes any building permit, zoning permit, subdivision
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approval, rezoning, certification, special exception, variance, or any other official
action of local government having the effect of permitting the development of land.
"Encroachment" includes any area over which the Developer shall have an
encroachment or any area which are public right-of-ways including, without
limitation, air rights over or under a designated right-of-way. The Developer shall
in such instance separate and apart from this Agreement be required to comply with
the Miami -Dade County Public Works Manual and obtain such approvals, permits
and enter into such other agreements as is required by the City Code and other
applicable laws and regulations .
"Effective Date" means the date of recordation of the executed, original version of
this Agreement.
"Existing Zoning" is (a) Miami 21 Code, May 2015, specifically including the
Mana Wynwood SAP Regulating Plan (the "Regulating Plan"), attached hereto and
incorporated herein as Exhibit "C", and Concept Book, and related modifications
to the Transect designations of properties within the SAP Area; and (b) the
provisions of the City Charter and Code which regulate development, as amended
through the Effective Date.
"Fire Rescue Impact Fee" shall mean the applicable fire impact fee imposed by and
calculated by the City of Miami for the Project under Section 13-10 of the City of
Miami Code of Ordinances.
"Fire Station Improvements" means the construction of the Mana Wynwood Fire
Station consisting of approximately 11,000 square feet of gross building area for a
Fire -Rescue facility to be developed by Developer for the exclusive use of the City of
Miami Fire Department.
"Impact Fees" means a fee imposed by any local government or agency based upon
the new development's proportionate share of the average cost of new development
including impact fees imposed by Miami -Dade County, the City of Miami and the
Miami -Dade County Public School System, as applicable.
"Impact Fee Credit" means the credit applied by the City to satisfy the applicable
pro -rated portions of the following : (1) Fire Rescue Impact Fees for the Project, as
set forth in Section 13-10 of the City Code; (2) Impact Fees generated by the
development of the Fire Station Improvements on the Property, as set forth in
Sections 13-9 thru 13-12 of the City Code; and (3) Park Impact Fees for the Project,
as set forth in Section 13-12 of the City Code.
"Land" means the earth, water, and air, above, below, or on the surface and
includes any improvements or structures customarily regarded as land.
"Land Development Regulations" shall be as defined in Section 62-11 of the City
Code of Ordinances and includes the City's Comprehensive Plan regulations and
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Miami 21.
"Miami 21" means City Ordinancel3114 as amended, through the Effective Date.
"Laws" means all ordinances, resolutions, regulations, comprehensive plans, land
development regulations, and rules adopted by a local government affecting the
development of land.
"Park Impact Fee" means the applicable parks and recreation impact fee imposed
by and calculated by the City of Miami for the Project under Section 13-12 of the
City of Miami Code of Ordinances.
"Planning Director" means the Director of the City's Planning and Zoning
Department or his or her designee.
"Property Interest" means any interest or rights in real property or appurtenances
of the Property, including but not limited to, fee simple, leasehold, master
covenants, condominium, transferable development rights, air rights, easements,
and licenses, however acquired, including any interests or rights in real property
acquired through ground lease(s) in an arm's length conveyance, foreclosure, deed
in lieu of foreclosure, or any other realization on a security interest in real property.
"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.
"Public Open Spaces" collectively means those certain areas assigned by
Developer within the SAP Area for Open Space, centralized public Open Space
and Civic Space Type purposes and consisting of a minimum of approximately two
hundred nineteen thousand four hundred and thirty three (219,433) square feet of
area. The Public Open Spaces shall generally be unimproved by permanent
buildings, open to the sky and reserved for public use, as further provided and
modified by this Agreement, the Concept Book and the Regulating Plan.
"SAP Area" means the properties which comprise the Mana Wynwood SAP as
depicted on the boundary map and legal descriptions attached as Exhibit "A".
"Special Area Plan" or "SAP" refers to the Maria Wynwood Special Area Plan,
including the Regulating Plan and Concept Book.
"Zone, East" or "East Zone" means those lots and/or properties encompassed
within the SAP Area and generally located east of NW 5th Avenue, as depicted and
described in the Concept Book.
"Zone, West" or "West Zone" means those lots and/or properties encompassed
within the SAP Area and generally located west of NW 5th Avenue, as depicted and
described in the Concept Book.
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4. Pu rpose. The purpose of this Agreement is for the City to authorize the Developer to
redevelop the Property pursuant to the Mana Wynwood SAP. This Agreement will
establish, as of the Effective Date, the land development regulations that will govern
the development of the Property, thereby providing the Developer with additional
certainty during the development process. This Agreement satisfies the requirements
of Section 3.9.1(f), Miami 21.
5. Intent. The Developer and the City intend for this Agreement to be construed and
implemented so as to effectuate the purpose of the Regulating Plan and Concept
Book, this Development Agreement, the Comprehensive Plan, Miami 21, the City
Charter, the City Code, and the Florida Local Government Development Agreement
Act, Sections 163.3220-163.3243, Florida Statutes (2015).
6. Legal Description of Land{ Names of Legal Owners, Applicability. This
Agreement only applies to the SAP Area, as identified and legally described
in Exhibit "A". The Property's legal and equitable owners are listed along with the
legal descriptions in Exhibit "A."
7. Term of Aereement. 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 public
hearing(s), pursuant to Section 163.3225, Florida Statutes (2015). 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.
8. Zoning Permitted Development Uses, Building Densities and Intensities.
(a) Marla Wynwood SAP Designation. The City has designated the Property as
"Mana Wynwood SAP" on the official Zoning Atlas of the City, pursuant to the
applicable procedures in Miami 21. The Regulating Plan and Concept Book
provide for any deviations from the underlying regulations of Miami 21. In
approving the Mana Wynwood 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.
(b) Density, Intensity, Uses and Building Heights.
As of the Effective Date and pursuant to the Mana Wynwood SAP,
the density and intensity proposed for the SAP are permitted by the
Existing Zoning and are consistent with the Comprehensive Plan.
ii. As of the Effective Date and pursuant to the Mana Wynwood SAP,
the Uses proposed for the SAP are permitted by the Existing Zoning
and are consistent with the Comprehensive Plan.
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iii. As of the Effective Date and pursuant to the Mana Wynwood SAP,
the Heights proposed for the SAP are permitted by the Existing
Zoning and are consistent with Miami 21 and the densities are
consistent with the presently adopted Comprehensive Plan.
iv. Nothing herein shall prohibit the Developer from requesting a
change of zoning, pursuant to Article 7 of Miami 21, to increase
the density or intensity of development permitted by the Existing
Zoning, by amendment of the Mana Wynwood SAP and this
Agreement.
9. Prohibition on Downzonin .
(a) The Comprehensive Plan, this Agreement, and the Mana Wynwood SAP shall
govern development of the SAP Area for the duration of the Agreement. The
City's Laws and policies adopted after the Effective Date may be applied to the
SAP Area only if the determinations required by Section 163.3233(2), Florida
Statutes (2015) have been made after thirty (30) days written notice to the
Developer and after a public hearing or as otherwise provided herein.
(b) Pursuant to Section 163.3245(3), Florida Statutes (2015), this prohibition on
downzoning supplements, rather than supplants, any rights that may vest to the
Developer under Florida or Federal law. As a result, the Developer reserves the
right to challenge, and the City reserves the right to enact, any subsequently
adopted changes to land development regulations which are in conflict with this
Agreement 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 (2015).
10. Future Develo went Review. Future development within the SAP Area shall
proceed pursuant to the Regulating Plan and Concept Book attached hereto. The
criteria to be used in determining whether future development shall be approved are:
consistency with the Comprehensive Plan, Miami 21, this Agreement, and
substantial compliance with the Mana Wynwood SAP, as applicable.
11. )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 the
Developer agree that the Developer will comply with the intent and requirements of
Chapter 17 of the City Code, by performing tree replacement as follows.
(a) Off-site replacement_ trees. Notwithstanding the requirements of Section
17-6(e) of the City Code, where tree replacement within the SAP Area is not
possible, the Developer may perform tree replacement on public property in the
following order of priority: (i) within the SAP Area's Public Open Space; (ii)
within a one (1) mile radius of the SAP Area; or (iii) within any City park
subject to approval by the City. Particular emphasis shall be paid to tree
replacement along NRD-1 corridors and thoroughfares as identified by the
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NRD-1 Street Masterplan. The Developer further agrees to work with the
Wynwood Business Improvement District (BID) to identify locations for, and
coordinate the placement of said replacement trees. The City further agrees to
facilitate the permitting and planting of replacement trees on all publicly owned
property within the SAP Area, within a one (1) mile radius of the SAP Area and
within City parks. The Developer agrees to water, trim, root, prune, brace, or
undertake any other necessary maintenance of the trees it plants, as may be
required by the City's Public Works Department, for the term of this
Agreement. The Developer further agrees to warrant each off-site replacement
tree for one (1) year after the date of installation. The Developer shall be
responsible for the adequate maintenance and care of such trees for the term of
this Agreement.
(b) SAP Area tree installation, maintenance and guarantee. For all trees placed
within the SAP Area, the Developer shall install any needed irrigation and
corresponding water meters to support the growth of trees located within the
right-of-way. The Developer shall agree to water, trim, root, prune, brace, or
undertake any other necessary maintenance as may be required for trees located
within the SAP Area for the term of this Agreement. The Developer further
agrees to warrant each SAP Area tree for one (1) year after completion of the
installation.
(c) Tree replacement chart. The tree replacement chart below, shall be used to
determine whether the Developer has satisfied the tree replacement
requirements for any particular parcel of land as set forth in Section 17-6(a) of
the City Code. The chart below shall replace and supersede Chart 17.6.1.1 in
the City Code.
Tree Replacement Chart
Total diameter of tree(s) to be
Total inches of replacement DBH
removed sum of inches at DBH
required (12' minimum tree hei ht)
211-311
211
411-611
4"
7"-12"
8"
13"-18"
12"
1911-2411
16"
2511-3011
20"
31 "- 36"
24"
3711-4211
28"
4311-4811
32"
4911-6011
40"
To determine whether the replacement requirements have been satisfied, calculate
the total sum in inches of the diameter of the trees removed. The size of the
replacement trees diameter at breast height (DBH) must equal the total inches of
replacement DBH set forth in the above chart. Diameter measurement shall be
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rounded up to the nearest inch. If the sum of the diameter of trees to be removed
exceeds a total of 60 inches, the additional inches shall be added cumulatively
from the top of the chart, down to the bottom of the chart, to calculate the number
of DBH for replacement trees.
(d) Tree installation. The Developer shall install trees opportunistically within the
public right-of-way, subject to approval by the City.
12. Street Closure and Vacation. A critical element to the success of the SAP Area's
Pubic Open Space is increasing the pedestrian connectivity along the East Zone and
West Zone. In accordance with Chapter 55 of the City Code, the Developer intends to
seek the vacation and closure of various right-of-ways located in the SAP Area
including those certain portions of right-of-way consisting of NW 22nd Lane in the
East Zone and NW 23rd Street in the West Zone.
13. Job Creation and EmolUment Opportunities. Generally, the Developer 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 businesses within the SAP Area.
(a) ConstructionnEmployment. The Developer shall use best efforts to work with
the City on the following areas:
i. Job Sourcing. The Developer shall require its general contractor(s)
to use best efforts to work with the City's Miami Works Initiative to
source job opportunities for both skilled and unskilled laborers
seeking employment opportunities within the construction industry.
ii. Community Business Enterprise ("CBE"), Community Small
Business Enterprise ("CSBE"), and Small Business Enterprise
("SBE") Participation. The Developer shall require its general
contractor(s) to assign a minimum of five percent (5%) of the
construction contract value to subcontractors whose firms are
certified by Miami -Dade County as CBEs. See, Chapter 18, Article
III, City Code, and the City Procurement Ordinance, for a general
reference to this program.
iii. Local Workforce Participation. The Developer shall require its
general contractor(s) to employ a minimum of five percent (5%) of
on-site labor from persons residing within the corporate municipal
boundaries of the City. See, Chapter 18, Article III, City Code, and
the City Procurement Ordinance, for a general reference to this
program.
(b) Other Employment. The Developer anticipates that the Project will generate a
significant number of employment opportunities in the following sectors:
media and technology, hospitality, retail, trade, exhibition, education and the
arts. The Developer shall use best efforts to work with local schools and local
and/or state economic development entities to place qualified program
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graduates and participants in employment opportunities within the SAP Area.
The Developer will work with the district Commissioner, City staff and the
Wynwood BID to gather recommendations on how to best implement
construction employment and will furnish quarterly reports on the status of its
effort to identified City officials.
14. Public Benefits.
(a) Public 012en Spaces. As consideration for certain modifications to standards set
forth in the City's land development regulations, the Developer hereby agrees
to provide public open spaces in the SAP Area in excess of the minimum Open
Space requirements of Miami 21, as follows:
Public Open Spaces. The Developer agrees to provide a minimum of
approximately two hundred nineteen thousand four hundred and thirty three
(219,433) square feet of area in the East and West Zones of the SAP Area of
Open Space, centralized Open Space and Civic Space Type (collectively,
the "Public Open Spaces"), in substantial accordance with this Agreement,
the Regulating Plan and Concept Book. The Public Open Spaces shall
encompass and consist of the following:
a) Open Space. Developer assigns a minimum of
approximately fifty eight thousand two hundred eighty
seven (58,287) square feet of area as Open Space in the
East and West Zones of the SAP Area, in substantial
accordance with this Agreement, the Regulating Plan
and Concept Book.
b) Centralized Open Space. Developer shall design and
program a centralized public Open Space consisting of
a minimum of approximately one hundred ten thousand
(110,000) square feet of area in the East and West Zones
of the SAP Area (the "Centralized Open Space") (also
referred to as the "Mana Commons"), in substantial
accordance with this Agreement, the Regulating Plan
and Concept Book.
c) Civic Space Tyne. The Developer assigns a minimum
of approximately fifty one thousand one hundred forty
six (51,146) square feet of area in the East and West
Zones of the SAP Area to Civic Space Types (the
"Civic Space"), in substantial accordance with this
Agreement, the Regulating Plan and Concept Book.
The Developer may be allowed to temporarily restrict
access to a portion of the Civic Space for temporary and
special events, including those events described in
Section 19 of this Agreement. However, at all times a
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minimum of five percent (5%) of the total area of the
SAP Area, including the Public Open Spaces, shall be
open and accessible to the public.
ii. The general location and dimensions of the Public Open Spaces shall be
substantially in accordance with this Agreement, the Regulating Plan and
Concept Book, or, as otherwise mutually agreed by the Developer and the
City.
iii. The Developer shall not be required to dedicate or reserve any land within
the Property.
iv. The Developer will retain ownership of the Public Open Spaces but shall
allow public access to the Public Open Spaces as provided in this
Agreement.
v. From time to time, the Developer may sponsor or similarly partner with
organizations to hold temporary and special events in the SAP Area,
including in and around the Public Open Spaces pursuant to the terms and
requirements of this Agreement, the Regulating Plan and the applicable
provisions of the Code and applicable permitting and regulatory
requirements.
vi. The Developer shall maintain and operate the Public Open Spaces,
including pursuant to any applicable maintenance standards as mutually
agreed by the City and Developer.
vii. The Developer shall provide the Public Open Spaces in phases or portions
of phases in substantial accordance with the Mana Wynwood SAP phasing
schedule provided in Sheet Al -12 of the Concept Book.
viii. Public Open Space Improvements. The Developer shall make certain
public improvements to the Centralized Open Space and Civic Space,
including but not limited to: paving, hardscaping, landscaping, utilities and
infrastructure improvements, public art, lighting and seating ("Public Open
Space Improvements"). The final design of the Public Open Space
Improvements shall be reviewed by the Wynwood Design Review
Committee (WDRC) and approved by the Planning Director prior to
issuance of a building permit for such improvements.
Temporary Oen Space Improvements. Temporary improvements
to the Centralized Open Space will be provided in Phases 2 and 3
in the East Zone of the SAP Area. Such temporary improvements
are described in the SAP Public Improvements Phasing Schedule
and include but are not limited to: painted finish surfaces with
artistic patterns, planting features and pop-up artistic type seating
areas as also depicted in the Concept Book. The design of these
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Temporary Open Space Improvements shall be reviewed and
approved by the Planning Director.
ii. Phasing of Public Open Space Improvements. The Developer shall
complete improvements and enhancements to the Centralized
Open Space and Civic Space in substantial accordance with the
SAP Public Improvements Phasing Schedule attached hereto
as Exhibit "D". The Public Open Space Improvements shall be
completed in phases or portions of phases in substantial
accordance with the SAP Public Improvements Phasing Schedule.
The proportionate share of the construction of the Public Open
Space Improvements shall be calculated prior to the issuance of
each vertical building permit for each phase or portion of phase of
the Project. The design of all Public Open Space Improvements,
including temporary improvements, shall be reviewed by the
WDRC and approved by the Planning Director prior to the
commencement of Phase 2.
iii. Final Public Open Space Improvements. At the completion of
Phase 3, one hundred percent (100%) of the Public Open Space
Improvements in the East Zone shall be completed and finalized.
At the completion of Phase 4, one hundred percent (100%) of the
Public Open Space Improvements in the West Zone shall be
completed and finalized.
(b) Street Right -of --Way and Landscape Improvements. The Developer shall
landscape and construct improvements to certain right-of-ways immediately
fronting properties within the SAP Area (NW 5th Ave, NW 6th Ave, NW 2nd
Ave, NW 24th Street, NW 22nd Street, NW 23rd Street) and certain portions
of the right-of-way fronting non -SAP properties (NW 24th Street), in phases
or portion of phases in substantial accordance with the SAP Streetscape Plan
of the Concept Book and the SAP Public Improvements Phasing Schedule
attached hereto as Exhibit "D". Such improvements shall include but not be
limited to: sidewalks designed to accommodate increased pedestrian activity;
bicycle routes; landscaping, paving and hardscape improvements; right of
way improvements; art; utilities, telecommunications, and infrastructure
improvements; thoroughfares; and streetscape. In order to further foster a
uniform aesthetic between the SAP Area and surrounding areas, the
Developer agrees to coordinate landscaping and right-of-way design and
improvements with the Department of Public Works, Wynwood BID and
NRD-1 Streetscape Design, including Shared Streets as identified in the
Concept Book. The proposed right-of-way improvements described herein
shall be reviewed and approved by the City's Planning Department and
Zoning Department, and Public Works Department.
(c) Parks Impact Fee Credit Agreement. The Parties agree that in consideration of
the Developer's contribution of the Public Open Spaces and construction of the
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Public Open Space Improvements, the City will grant the Developer credit
against the impact fees due for the Mana Wynwood SAP as provided below:
i. Parks Impact Fee Credit. The City finds that the Developer's
contribution of the Public Open Spaces and related improvements
provide more land, Open Space, enhancements, landscape and
hardscape features than necessary to accommodate the demand for park
and recreation facilities generated by the residential component of the
Mana Wynwood SAP. Accordingly, the City shall review Developer's
impact fee petition and may grant the Developer credit in the
ascertainable amount of the Developer's contribution against the Parks
Impact Fees otherwise due for the overall development of the SAP
Area, as provided in Section 13-12 of the City Code.
(d) Mana Wynwood Fire Station Improvements. As consideration for certain
modifications to standards set forth in the City's land development regulations,
the Developer hereby agrees to construct a new fire station, within the SAP
Area or off-site within two thousand (2,000) feet of the SAP Area, for the
exclusive use and benefit of the City and its residents and to lease the fire
station to the City, subject to substantial accordance with the terms and
conditions set forth in this Agreement (the "Mana Wynwood Fire Station
Improvements"). The Mana Wynwood Fire Station Improvements shall be
completed prior to the construction of four million five hundred thousand
(4,500,000) square feet of new Floor Area or FLR within the SAP Area. The
City Manager is hereby authorized to administratively negotiate and execute
agreements with the Developer for the location, design, construction, and lease
of the Mana Wynwood Fire Station pursuant to the terms provided herein and
in substantial accordance with the following:
i. Fire Station Improvement Development Parameters. The
Developer's construction of the Mana Wynwood Fire Station shall be
limited to the structure containing the Mana Wynwood Fire Station,
assigned ,reserved and dedicated parking spaces consisting of not less
than 16 parking spaces for such facility, and reasonable utilities and
telecommunications . Construction of the Mana Wynwood Fire Station
shall not include any other property, amenities or equipment not
mentioned or implied in this Agreement; provided, however, that
incidental and supplemental amenities or equipment may be included if
mutually agreed upon by the City and Developer. Construction of the
Mana Wynwood Fire Station shall meet the following minimum
requirements, as permitted by the City:
a. Intensity. The building Floor Area for the Mana Wynwood Fire
Station shall not exceed eleven thousand (11,000) gross square
feet (inclusive of mechanical and common areas).
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b. Parking. A total of sixteen (16) assigned or dedicated on-site
parking spaces shall be provided for the use of the Mana
Wynwood Fire Station.
c. Utilities. The Developer shall provide reasonable utilities
including water lines, sewer lines, electric service, telephone
service, and telecommunication and information technology
lines in a sufficient operational state required to support the
Mana Wynwood Fire Station.
d. The Fire Station and the 16 reserved and assigned parking
spaces will be leased to the City in a Lease Agreement in a form
acceptable to the City Manager, the Planning Director, and the
Director of Real Estate and Asset Management ("Dream") , and
the City Attorney as to legal form , for a term of not less than
ninety nine (99) years at a rent of no more than ten (10) dollars a
year. The City will not be assessed any taxes, assessments,
charges, dues , fees impositions or similar costs for its use of this
property as a Fire Station which it is agreed serves a valid
municipal public purpose.
(e) NRD-1 Public Benefits Contributions. The development of the Project will
utilize the City's Public Benefits Program for the purposes of obtaining bonus
Height, as permitted under Section 3.14 of the Regulating Plan, through the
contribution of certain public benefits including:
Contribution to the NRD-1 Public Benefits Trust Fund, as required
by Section 3.14.6(c) of the Regulating Plan. A minimum of
thirty-five percent (35%) of these cash contributions made to the
NRD-1 Public Benefits Trust Fund to be allocated towards
affordable/workforce housing pursuant to Section 62-645(d) of the
City Code shall be satisfied or allocated to development of
Affordable/Workforce Housing within the SAP Area.
ii. The completion of certain improvements and enhancements as
follows: Public Open Space Improvements, the Mana Wynwood
Fire Station Improvements and Street Right of Way and Landscape
Improvements, as described herein (collectively, the "SAP Public
Improvements"). The Planning Director has the authority to
replace, allocate, shift and modify the Developer's Public Benefits
contributions and SAP Public Improvements Phasing Schedule,
including the approval of additional contributions. Following ten
(10) years from the Effective Date, in the event the Project and/or
approved Public Benefit contributions have not been completed,
the Planning Director shall have the authority to abandon the Mana
Wynwood SAP Public Benefits Program and require the
Developer to tender direct Public Benefit contribution payments to
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the NRD-1 Public Benefits Trust Fund for the provided benefit
Height.
15. Mana Wynwood Fire Station.
(a) Development Entitlements,. The City, as applicant, shall apply for and
diligently pursue any and all zoning, land use and/or other approvals and
entitlements with the City, County and other governmental agency required to
permit the development and use of the Mana Wynwood Fire Station. The City
shall take any other reasonably necessary administrative action as required to
permit the Community Support Facility use for the development of the Mana
Wynwood Fire Station, including but not limited to, land use amendments,
Waiver, Warrant, Exception or Variance ("Fire Station Approvals"). All Fire
Station Approvals are subject to the processes required by state and local laws,
and may require public hearings, and nothing in this Agreement shall be
construed as a waiver of the City's governmental or police powers with regard
to the Fire Station Approvals.
(b) Marta Wynwood Fire Station Lease. The Developer will retain ownership of the
Mana Wynwood Fire Station but shall grant the City an exclusive leasehold
interest ("Lease Agreement") for the use and occupation of the Mana
Wynwood Fire Station. The Developer and the City shall enter into a Lease
Agreement to assign their respective responsibilities and obligations for the use
and occupation of the Mana Wynwood Fire Station. The City Manager and the
Developer shall execute a Lease Agreement in substantial accordance with the
following terms:
Rate. The Lease Agreement shall set an annual rate of ten dollars
($10.00) payable to the Developer by the City on a predetermined date.
ii. Occupancy. The City will be permitted to take possession of the Mana
Wynwood Fire Station upon issuance of a Temporary Certificate of
Occupancy by the City and pursuant to the execution of the Lease
Agreement.
iii. Term. The Lease Agreement shall expressly be for an initial term of
one hundred (100) years with two subsequent automatic extensions for a
period of ninety-nine (99) years each.
iv. Nuisance. The Lease Agreement shall expressly prohibit the use of
sirens by incoming and outgoing Fire Department service vehicles in
order to avoid disturbance and nuisance to visitors, tenants, residents
and neighbors.
V. Parking. The Lease Agreement shall dedicate or assign sixteen (16)
parking spaces for the exclusive use of the Mana Wynwood Fire
Station.
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vi. Condominium or Other Forms of Ownership. The Lease Agreement
shall expressly reserve the Developer's right to convert the SAP Area,
or parts thereof, including the Mana Wynwood Fire Station, to a
condominium or other collective form of ownership subject to a master
covenant at any time. The City hereby expressly agrees and grants its'
prospective consent to permit the conversion of the SAP Area,
including the Mana Wynwood Fire Station, to a condominium or other
collective form of ownership subject to a master covenant. In the event
that a portion of the SAP Area or Mana Wynwood Fire Station is to be
converted to a condominium or other collective form of ownership, the
Developer shall convey and the City shall accept the Mana Wynwood
Fire Station in fee simple to the City in exchange for consideration of a
one-time payment often dollars ($10.00) by the City.
vii. Utilities and Ongoing Expenses. The City shall be responsible for the
payment of all utilities (including but not limited to electricity, water
and sewer services) whether private or public, and operational expenses
(including but not limited to maintenance costs) directly serving and
solely attributable to the use of the Mana Wynwood Fire Station.
Separate meters shall be installed by the Developer for electrical and
water utilities for the Mana Wynwood Fire Station, at Developer's sole
cost and expense. The City shall provide and have collected its own
dumpster for solid waste removal.
viii. Impact Fees. The Developer shall not be required to pay any Fire
Impact Fees to the City for the areas dedicated to the Mana Wynwood
Fire Station.
ix. Taxes. The City's use of the Mana Wynwood Fire Station is solely for
the specific, exclusive municipal public purpose and essential public
service of providing a Fire -Rescue Station for the Wynwood area and is
not subject to ad -valorem taxation. In the event the County assesses
ad -valorem taxes against the Mana Wynwood Fire Station, the
Developer will cooperate with the City to ensure that no taxes are
assessed against the Mana Wynwood Fire Station and shall take
appropriate action to ensure that the Mana Wynwood Fire Station
remains tax exempt, including the conveyance of the Mana Wynwood
Fire Station to the City. Notwithstanding anything provided in this
Agreement, in no event shall the Developer and its' successors, transfer
and/or assigns be responsible for payment of any taxes assessed for the
Mana Wynwood Fire Station only, once the City has taken possession
of the Fire Station.
X. The Fire Station and the 16 reserved and assigned parking spaces will
be leased to the City in a Lease Agreement in a form acceptable to the
City Manager, the Planning Director, and the Director of Real Estate
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and Asset Management ("DREAM"), and the City Attorney as to legal
form.
xi. The Developer shall timely construct, at its own cost, and complete the
Fire Station substantially in accordance with plans approved by the City
Manager, Planning Director and Fire Chief, which will be on file with
the City and deemed as being incorporated by reference herein. The
Developer will undertake the construction in accordance with all
Florida Building Code, City Code, Miami2l requirements, and in
compliance with all applicable permitting and regulatory requirements
(c) mire Impact fee Credit Agreement. The Parties agree that in consideration of
the Developer's construction and lease of the Mana Wynwood Fire Station, the
City will grant the Developer credit against the impact fees due for the Mana
Wynwood SAP as provided below:
Fire Impact Fee Credit. The City finds that the Mana Wynwood Fire
Station adds sufficient capacity to the City's fire and rescue system to
accommodate the demand generated by development of the SAP Area.
Accordingly, the City shall review Developer's impact fee petition and
may grant the Developer credit in the amount of the Developer's
ascertainable contribution against the Fire Impact Fee otherwise due for
the overall development of the SAP Area including any residential,
commercial, or other component of the Mana Wynwood SAP, as
provided in Section 13-10 of the City Code.
(d) Public Benefit. The Parties agree that in the event that the City does not obtain
the rights to permit the development of the Fire Station, the Parties will
negotiate a substitute, comparable public benefit to serve in lieu of the Fire
Station. Any amendment to this Agreement must be done in accordance with
the procedures set forth in Florida Statutes and City laws and regulations. The
City does not waive its police power, and nothing in this paragraph shall be
construed to waive or abrogate the City's police power with regard to the
review and approval or disapproval of this Agreement or an amendment to this
Agreement.
16. Valet Parking. The Developer intends to establish a uniform valet system to service
the SAP Area generally. In accordance with Sections 35-305 and 35-306 of the City
Code, as amended, the maximum allowed valet permits may be issued for the
operation of a valet parking area on the same side of the block where the permit
applicant is the operator of the uniform valet system.
17. Parking Management Program. Parking within the SAP Area shall be
implemented through a parking management program. The parking management
program shall track existing and anticipated parking through an interactive
spreadsheet maintained by the Planning Director (the "Parking Management
Program"). Parking usage shall be debited from the total parking pool available
18
within the SAP Area. Parking availability shall be added to the total parking pool
available within the SAP Area. The Parking Management Program shall incorporate
the parking plans attached hereto as Exhibit "E". The numbers and figures provided
in the Parking Management Program may be revised and updated accordingly from
time to time by the Planning Director including at such times as certain interim
parking is discontinued and permanent parking becomes available.
(a) Interim Parking. For the purposes of accommodating the phased
development of the Project, interim and temporary parking on conditionally,
unimproved and partially improved lots by valet service shall be permitted in
order to satisfy required parking under Miami 21 and the Regulating Plan.
Notwithstanding the requirements of Sections 62-543 and 62-544 of the
Code, interim parking shall be permitted in the SAP Area without having to
comply with permanent parking requirements on the proposed interim lots
identified in the Parking Management Program. The Planning Director shall
approve the design of the interim parking lots prior to issuance of a building
permit for improvements. In the event that valet service is no longer provided
for interim parking in the SAP Area, the Developer shall comply with the
applicable parking requirements.
(b) llernnanent Parkiii . The Developer shall construct permanent parking
facilities to serve the SAP Area by the completion of Phase 3 or prior thereto,
in compliance with the parking requirements of the Regulating Plan
("Permanent Parking Facilities"). Permanent Parking Facilities may consist
of centralized parking facilities and/or structured parking facilities as
accessory and/or principal uses.
18. Alcoholic 11eve -are Sales. The Property is located within the Mana Wynwood SAP
T5-0, T6 -8a-0, T6 -8b-0, and T6-12-0 Transect Zones, as depicted in Miami 21 and
the Mana Wynwood SAP.
(a) Retail Specialty Center Desi ung, ation. Pursuant to Chapter 4 of the City Code,
two (2) retail specialty centers are hereby designated for properties located
within the SAP Area. The West Zone Retail Specialty Center shall consist of
all properties located within the West Zone of the SAP Area. The East Zone
Retail Specialty Center shall consist of all properties located within the East
Zone of the SAP Area. The maximum number of establishments selling
alcoholic beverages permitted within retail specialty centers in the SAP Area
shall not exceed five (5) per individual retail specialty center, exclusive of
any bona fide, licensed restaurants where the sale of alcoholic beverages is
entirely incidental to and in conjunction with the principal sale of food (e.g.
bona fide, licensed restaurants with a 2 -COP, 2 -COP SRX, 4 -COP, 4 -COP
SRX, or equivalent license). Alcoholic Beverage Service Establishments are
permitted within the SAP Area as provided in Article 4, Table 3 of the
Regulating Plan. Notwithstanding the requirements of Sections 4-7 and 4-10
of the City Code, restrictions relating to the maximum number and location
of alcoholic beverage establishments, including but not limited to, required
distances from churches, residential districts, schools and other alcoholic
19
beverage establishments, whether within or outside the SAP Area, shall not
be applicable to establishments within the SAP Area.
19. Temporary Uses. Temporary uses within the SAP Area shall be governed by the
laws and regulations of the City, including Chapter 62 of the City Code.
Additionally, temporary food and beverage sales within temporary structures located
in the T5-0 properties fronting NW 2nd Avenue shall not be permitted without the
consent and approval of the Director of the Wynwood Business Improvement
District, which shall not be unreasonably withheld or refused. .
20. Ph=ased Development. The Developer and the City agree that the Project may be
developed by multiple parties in multiple phases over the life of the Project.
(a) PhasedDevelopment of West Zone.
A building permit for the development of a Building located in the
West Zone exceeding twelve (12) Stories and up to sixteen (16)
Stories in Height may not be issued until Developer has completed
or obtained a building permit for the development of a minimum of
twenty-five percent (25%) of the total permitted Base FLR in the
East Zone.
ii. A building permit for the development of a Building located in the
West Zone exceeding sixteen (16) Stories and up to twenty (20)
Stories in Height may not be issued until Developer has completed
or obtained a building permit for the development of a minimum of
thirty percent (30%) of the total permitted Base FLR in the East
Zone.
iii. A building permit for the development of a Building located in the
West Zone exceeding twenty (20) Stories and up to twenty-four (24)
Stories in Height may not be issued until Developer has completed
or obtained a building permit for the development of a minimum of
thirty-five percent (35%) of the total permitted Base FLR in the East
Zone.
(b) Phased Development of Cast Zone. Residential development (excluding
Lodging and Affordable/Workforce Housing) within the East Zone shall not
exceed twenty-five percent (25%) of the total permitted residential density for
the East Zone for a period of seven (7) years from the Effective Date of this
Agreement. No other restrictions on residential development shall apply
following the expiration of this time period.
21. Maintenance of Artwork. Developer covenants that it shall provide all maintenance
necessary to preserve artwork provided on building's facades located in the SAP
Area in good condition and in accordance with established procedures for the
maintenance and conservation of artwork. Should any such building containing
artwork be declared to be either a common area or a common property to be
maintained by a condominium, master, or homeowner's association organized,
20
existing, and recognized to be in good standing under applicable State of Florida laws
(the "Governing Association"), such Governing Association shall be responsible, as
successor to the Developer, for all of the maintenance obligations under this
provision.
22. Compliance With Fire/Life Safety Laws. The Developer shall at all times in the
development and operation of the Project comply with all applicable laws,
ordinances and regulations including life safety codes to insure the safety of all SAP
Area and City residents and guests. Specifically and without limitation, the
Developer will install and construct all required fire safety equipment and water lines
with flow sufficient to contain all possible fire occurrences.
23. Formation of' Community Development District. In the event the creation of a
Community Development District ("CDD") is approved for the Project, the CDD
may assume the Developer's responsibility under this Agreement without the City's
approval ("Assumption"). Notice of the Assumption, including copies of the
executed documents memorializing the Assumption, shall be provided to the City as
detailed in this Agreement.
24. Local Development Permits. The Project may require additional permits or
approvals from the City, County, State, or Federal government and any division
thereof. Subject to required legal process and approvals, the City shall make a good
faith effort to take all reasonable steps to cooperate with and facilitate all such
approvals. Such approvals include, without limitation, the following approvals and
permits and any successor or analogous approvals and permits:
(a) Waiver(s), Warrant(s), Exception(s), Variances, or SAP Permits;
(b) Subdivision plat and/or waiver of plat approvals;
(c) Public Works approvals;
(d) Street Vacations and Closures;
(e) Covenant or Unity of Title acceptance and the release of any existing unities,
covenants or Declarations of Restrictions;
(f) Water and Sanitary Sewage Agreement(s);
(g) Paving and Drainage Plans and Permits;
(h) Tree Removal Permits;
(i) Demolition Permits;
0) Environmental Resource Permits;
21
(k) Miami -Dade Transit approvals;
(1) Federal Aviation Administration and Miami -Dade Aviation Department
determination(s) and approval(s);
(m) Right of Way Encroachment permits or licenses;
(n) Miami Parking Authority approvals;
(o) Any other official action of the City or other government agency having the
effect of permitting development within the SAP Area;
(p) Building permits;
(q) Certificates of use and/or occupancy;
(r) Stormwater permits; and
(s) Any other official action of the City, County, or any other government agency
having the effect of permitting development of the SAP Area.
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 in the SAP
Area 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.
25. Necessity ofComplying with Regulations Relalive to Development Permits. The
Developer 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 the Developer of the necessity of complying with the regulation
governing said permitting requirements, conditions, fees, terms, licenses, or
restrictions. Pursuant to Section 163.3241, Florida Statutes (2015), if state or federal
laws are enacted after the execution of this Agreement which are applicable to and
preclude the parties' compliance with the terms of this development agreement, this
Agreement shall be modified or revoked as is necessary to comply with the relevant
state or federal laws.
26. ConsistencV with Comprehensive Plan. The City finds that development of the
SAP Area is in conformity with the Existing Zoning and is consistent with the
Comprehensive Plan. As of the Effective Date, the Developer is conducting an
extensive analysis of the Public Facilities available to serve the Project. In the event
that the Existing Zoning or the Comprehensive Plan requires the Developer to
provide additional Public Facilities to accommodate the Project, the Development
will provide such Public Facilities consistent with the timing requirements of Section
163.3180, Florida Statutes (2015). The Developer shall be bound by the City impact
fees and assessments in existence as of the date of obtaining a building permit, per
22
Chapter 13 of the Code, except as modified by the terms of this Agreement including
any waiver of impact fees expressly approved herein.
27. Cooperation, Expedited Permitting and Time is of the Essence. 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 the Developer in achieving its development and construction
milestones. The City will accommodate requests from the Developer'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 the Developer 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.
Notwithstanding the foregoing, the City shall not be obligated to issue development
permits to the extent the Developer does not comply with the applicable requirements
of the Existing Zoning, the Comprehensive Plan, this Agreement and applicable
building codes.
28. 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 this Agreement.
(b) Nothing herein shall prohibit an increase in the density or intensity of development
permitted on the Property in a manner consistent with (1) the Existing Zoning
and/or the Comprehensive Plan, (2) any zoning change subsequently requested or
initiated by the Developer in accordance with applicable provisions of law or (3)
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 the Developer or its
successors or, assigns to continued development of the Property in conformity
with Existing Zoning and all prior and subsequent approved development permits
or development orders granted by the City.
29. Miami Trolley. The Developer acknowledges that the City is currently planning to
extend its trolley system further into Wynwood and that this expansion may traverse
or abut the SAP Area. The Developer agrees to cooperate with the City so that any
portion of the trolley route which runs through or is adjacent to the SAP Area can be
23
accommodated within the dedicated public rights-of-way. The City agrees to
evaluate whether at least one (1) trolley stop can be incorporated into the Project.
30. Annual. Report and Review.
(a) This Agreement shall be reviewed by the City annually on the anniversary of the
Effective Date of this Agreement. The Developer, or its assign, shall submit an
annual report to the City for review at least thirty (30) days prior to the annual
review date. The report shall contain a section by section listing of what obligations
have been met and the date finalized as good faith compliance with the terms of this
Agreement. The City Manager shall review the annual report and accept if found to
be in compliance.
(b) If the City finds, on the basis of substantial competent evidence that there has been
a failure to comply with the terms of the agreement, the City shall provide the
Developer with a fifteen (15) day written notice and an opportunity to cure the
non-compliance. The Developer shall have forty five (45) days after the expiration
of the fifteen (15) day notice period to begin to address or cure the non-compliance,
after which the Agreement may be revoked or modified by the City Commission
following two (2) duly noticed public hearings. The obligation to submit an annual
report shall conclude upon the date on which the Agreement is terminated.
31. Notice. 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, Florida 33133
With copies to:
City Attorney
Miami Riverside Center
444 S.W. 2nd Ave., 9th Floor
Miami, Florida 33130
24
To the Developer:
Mr. Moishe Mana
Mannigan Holdings, LLC
215 Coles Street
Jersey City, New Jersey 07310
With copies to:
Greenberg Traurig, P.A.
Iris Escarra, Esq.
Carlos R. Lago, Esq.
333 SE 2nd Avenue
Suite 4400
Miami, Florida 33131
Any Party to this Agreement may change its notification address(es) by providing written
notification to the remaining parties pursuant to the terms and conditions of this section.
32. Joinder.
a) If the Developer, its successor or assigns, acquires fee simple title to a property
not included in this Agreement subsequent to the Effective Date, the Developer
may incorporate such property into this Agreement, subjecting it to the rights
and obligations established hereunder, provided that the Developer executes the
Joinder Form and Acknowledgement of Joinder attached hereto as Exhibit "F".
Once executed, the Developer shall record the executed Joinder Form in the
public records of Miami -Dade County and file same with the City Clerk.
b) The Parties agree that any property which is incorporated into the Agreement
through this Joinder provision shall be subject to the Existing Zoning, the
Comprehensive Plan and the terms of this Agreement. In the event that the City
does not afford any subsequently incorporated property with the protections of
the Existing Zoning, the Comprehensive Plan and the terms of this Agreement,
the City will be deemed to have breached this Agreement.
c) Nothing herein shall prohibit the Developer from objecting to any policy which
would not afford a subsequently incorporated property within the SAP Area as
defined herein which is included in this Agreement by an Amendment with the
protections of the Existing Zoning, the Comprehensive Plan and the terms of
this Agreement, as applicable.
33. Enforcement. The City, its successor or assigns, and the Developer shall have the
right to enforce the provisions of this Agreement. Enforcement shall be by action at
law or in equity against any parties or persons violating or attempting to violate any
25
covenants, either to restrain violation or to recover damages or both. The prevailing
party in the action or suit shall be entitled to recover, in addition to costs and
disbursements allowed by law, such sum as the court may adjudge to be reasonable
for the services of its attorney.
34. Modification. In accordance with the Concept Book and this Agreement, the Project
may be developed in phases. This Agreement may be modified, amended or released
as to any phase, or any portion thereof, by a written instrument executed by the, then,
owner(s) of such phase provided that the same is also approved by the City. Any
application related to a particular phase, or any portion thereof, shall only require the
consent, acknowledgment and/or joinder of the then owner(s) of such phase. In the
event that there is a recorded homeowners, master, condominium and/or other
association covering the property, any phase or any portion thereof, said association
may (in lieu of the signature or consent of the individual members or owners), on
behalf of its members and in accordance with its articles of incorporation and
bylaws, consent to any proposed modification, amendment, or release by a written
instrument executed by the association. Any consent made pursuant to a vote of an
association shall be evidenced by a written resolution of the association and a
certification executed by the secretary of the association's board of directors
affirming that the vote complied with the articles of incorporation and the bylaws of
the association. For purposes of this Agreement, references to "condominium
association" or "association" shall mean any condominium or other association or
entity, including master association, as applicable, which governs any portion of the
Property.
35. Authorization to Withhold Permits and Inspections. In the event the Developer is
obligated to make payments or improvements under the terms of this Agreement or to
take or refrain from taking any other action under this Agreement, and such
obligations are not performed as required, in addition to any other remedies available,
the City is hereby authorized to withhold any further permits, and refuse any
inspections or grant any approvals until such time this Agreement is complied with.
36. 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 the Developer 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.
m
37. Severability. Invalidation of any of these covenants, by judgment of court in any
action initiated by a third party, in no way shall affect any of the other provisions of
this Agreement, which shall remain in full force and effect.
38. No Oral Change or Termination. This Agreement and the exhibits and
attachments constitute the entire agreement between the Parties with respect to the
components of the Mana Wynwood SAP discussed herein. This Agreement
supersedes any prior agreements or understandings between the Parties with respect
to the subject matter hereof. 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 and after two (2) public hearings before the City
Commission. This Agreement cannot be changed or terminated orally.
39. Compliance with Applicable Law. Subject to the terms and conditions of this
Agreement, throughout the term of this Agreement, the Developer shall comply with
all applicable federal, state, and local laws, rules, regulations, codes, ordinances,
resolutions, administrative orders, permits, policies and procedures, and orders that
govern or relate to the respective Party's obligations and performance under this
Agreement, all as they may be amended from time to time.
40. Voluntary Compliance. The Parties agree that in the event all or any part of this
Agreement is struck down by judicial proceedings or preempted by legislative
action, the Parties shall continue to honor the terms and conditions of this
Agreement to the extent allow by law.
41. Representations; Representatives. Each Party represents to the other that this
Agreement has been duly authorized, delivered, and executed by such Party with the
legal authority to do so and therefore this Agreement constitutes the legal, valid, and
binding obligation of such party, enforceable in accordance with its terms.
42. 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 (other than any remedy which may be available at law or in equity
which permits the termination of this Agreement), except where otherwise expressly
provided.
43. Events of Default.
(a) The Developer shall be in default under this Agreement if any of the following
events occur and continue beyond the applicable grace period: the Developer fails
to perform or breaches any term(s), covenant(s), or condition(s) of this Agreement,
which breach 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 the Developer shall
27
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(s), covenant(s), or condition(s) of this Agreement and such
failure is not cured within thirty (30) days after receipt of written notice from the
Developer 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 any party. The Parties may pursue appropriate
remedies in bankruptcy to compel the bankrupt or its representative to assume the
Agreement. Notwithstanding the foregoing or anything contained in this
Agreement to the contrary, (i) a default by any successor(s) or assignee(s) of the
Developer of any portion of this Agreement shall not be deemed to be a breach by
(A) the Developer, or (B) any other successor or assignee of the Developer; and (ii)
a default by the Developer under this Agreement shall not be deemed to be a breach
by any successor(s) or assignee(s) of the Developer of their respective rights,
duties, or obligations under this Agreement. For purposes of clarity, the Project
may be developed by multiple parties in multiple phases over the next several
years. Any actual or alleged default by a developer of a portion(s) or phase(s) of the
Project, including, but not limited to, the Developer, shall not cause, nor be treated,
deemed, or construed as a default by another developer or Party with respect to any
other portion(s), phase(s), or component(s) of the Project.
44. Remedies Upon Default.
(a) Neither party may terminate this Agreement upon the default of the other party, but
shall have all of the remedies enumerated herein.
(b) Upon the occurrence of a default by a party to this Agreement not cured within the
applicable grace period, the Developer 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.
45. Assignment or Transfer. This Agreement shall be binding on the Developer and its
heirs, successors, and assigns, including the successor to or assignee of any Property
Interest. The Developer, at its sole discretion, may assign, in whole or in part, this
Agreement including 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. The City shall be notified in
28
writing within thirty (30) days after any assignment or transfer.
46. Obligations Surviving Termination Hereof. Notwithstanding and prevailing over
any contrary term or provision contained herein, in the event of any lawful
termination of this Agreement, the following obligations shall survive such
termination and continue in full force and effect until the expiration of a one (1) year
term following the earlier of the effective date of such termination or the expiration
of the Term: (i) the exclusive venue and choice of law provisions contained herein;
(ii) rights of any party arising during or attributable to the period prior to expiration
or earlier termination of this Agreement; and (iii) any other term or provision herein
which expressly indicates either that it survives the termination or expiration hereof
or is or may be applicable or effective beyond the expiration or permitted early
termination hereof.
47. Lack of Agency Relationship. Nothing contained herein shall be construed as
establishing an agency relationship between the City and the Developer and neither
the Developer nor its employees, agents, contractors, subsidiaries, divisions,
affiliates or guests shall be deemed agents, instrumentalities, employees, or
contractors of the City for any purpose hereunder, and the City, its contractors,
agents, and employees shall not be deemed contractors, agents, or employees of the
Developer or its subsidiaries, divisions or affiliates.
48. Suceessor{si, Assigns, and Designees. The covenants and obligations set forth in
this Agreement shall extend to the Developer, its successor(s) and/or assigns.
Nothing contained herein shall be deemed to be a dedication, conveyance or grant to
the public in general nor to any persons or entities except as expressly set forth
herein.
49. Third -Party Defense. The City and the Developer 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 (2011), (ii) a petition for writ of certiorari, (iii) an action
for declaratory judgment, and/or (iv) any claims for loss, damage, liability, or
expense (including reasonable attorneys' fees). The City and the Developer shall
promptly give the other written notice of any such action, including those that are
pending or threatened, and all responses, flings, and pleadings with respect thereto.
50. Amendment or Termination by Mutual Consent. This Agreement may not be
amended or terminated during its term except by mutual agreement of the Developer
and its successors and assigns, and the City in writing. Prior to amending or
terminating this Agreement, the City Commission shall hold two (2) duly noticed
public hearings
51. No 'Third -Party Beneficiary. No persons or entities other than the Developer and
the City, permitted successors and assigns, shall have any rights whatsoever under
this Agreement.
29
52. Recording. This Agreement shall be recorded in the Public Records of Miami -Dade
County, Florida at the Developer's expense and shall inure to the benefit of the City.
A copy of the recorded Development Agreement shall be provided to the City Clerk
and City Attorney within two (2) weeks of recording.
53. No Conflict of Interest. The Developer agrees to comply with Section 2-612 of the
City Code as of the Effective Date, with respect to conflicts of interest.
54. Counterparts. This Agreement may be executed in two (2) or more counterparts,
each of which shall constitute an original but all of which, when taken together, shall
constitute one and the same agreement.
55. Estoppel Certificate. Upon request by any Party to this Agreement, the other Party
or its duly authorized representative will deliver to the requesting Party, within thirty
(30) days after such request is made, a certificate in writing certifying (a) that this
Agreement is unmodified and in full force and effect (or if there have been any
modifications, a description of such modifications and confirmation that this
Agreement as modified is in full force and effect); (b) that to the best knowledge of
such Party, the requesting Party is not, at that time, in default under any provision of
this Agreement, or, if in default, the nature thereof in detail; (c) to the best knowledge
of such Party, whether such Party has a claim against any other Party under this
Agreement, and, if so, the nature thereof and the dollar amount of such claim; and (d)
such other matters as such requesting Party or its lender may reasonably
request. Each Party further agrees that such certificate shall be in a form reasonably
acceptable to the City Attorney and may be relied upon by (1) any prospective
purchaser of the fee or mortgage or assignee of any mortgage on the fee of the
Property or any portion thereof and/or (2) any prospective or existing lender of
Developer as identified by Developer in its request therefore. A five hundred
($500.00) regulatory administrative fee must be paid to the City at or prior to the time
of requesting an Estoppel Certificate from the City.
NOW, WHEREOF, the City and the Developer have caused this Agreement to be duly
executed.
[Execution Pages for the City and the Developer Follow]
30
IN WITNESS WHEREOF, these presents have been executed this day of
.2016.
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
)SS
COUNTY OF MIAMI-DADE)
Mannigan Holdings, LLC, a
Delaware limited liability company
By:_
Name:
Title:
The foregoing instrument was acknowledged before me this day of 2016, by
as of Mannigan Holdings, LLC, a Delaware limited
liability company. Personally Known or Produced Identification
Type of Identification Produced
NOTARY SIGNATURE
Print or Stamp Name:
Notary Public, State of Florida
Commission No.: N/A
My Commission Expires:
31
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
)SS
COUNTY OF MIAMI-DADE)
Megan Holdings, LLC, a Delaware
limited liability company
By:
Name•
Title:
The foregoing instrument was acknowledged before me this day of 2016, by
as of Megan Holdings, LLC, a Delaware limited
liability company. Personally Known or Produced Identification
Type of Identification Produced
NOTARY SIGNATURE
Print or Stamp Name:
Notary Public, State of Florida
Commission No.: N/A
My Commission Expires:
32
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
)SS
COUNTY OF MIAMI-DADE)
Melanie Holdings, LLC, a Delaware
limited liability company
By:_
Name:
Title:
The foregoing instrument was acknowledged before me this day of 2016, by
, as of Melanie Holdings, LLC, a Delaware limited
liability company. Personally Known or Produced Identification
Type of Identification Produced
NOTARY SIGNATURE
Print or Stamp Name:
Notary Public, State of Florida
Commission No.: N/A
My Commission Expires:
33
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
)SS
COUNTY OF MIAMI-DADE)
Milana Holdings, LLC, a Delaware
limited liability company
By:
Name:
Title:
The foregoing instrument was acknowledged before me this day of 2016, by
, as of Milana Holdings, LLC, a Delaware limited
liability company. Personally Known or Produced Identification
Type of Identification Produced
NOTARY SIGNATURE
Print or Stamp Name:
Notary Public, State of Florida
Commission No.: N/A
My Commission Expires:
34
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
)SS
COUNTY OF MIAMI-DADE)
Millie Realty, LLC, a Delaware
limited liability company
By:
Name:
Title:
The foregoing instrument was acknowledged before me this day of 2016, by
as of Mille Realty, LLC, a Delaware limited liability
company. Personally Known or Produced Identification
Type of Identification Produced
NOTARY SIGNATURE
Print or Stamp Name:
Notary Public, State of Florida
Commission No.: N/A
My Commission Expires:
35
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
)SS
COUNTY OF MIAMI-DADE)
Mizrachi Holdings, LLC, a Delaware
limited liability company
By:
Name:
Title:
The foregoing instrument was acknowledged before me this day of 2016, by
as of Mizrachi Holdings, LLC, a Delaware limited
liability company. Personally Known or Produced Identification
Type of Identification Produced
NOTARY SIGNATURE
Print or Stamp Name:
Notary Public, State of Florida
Commission No.: N/A
My Commission Expires:
36
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
)SS
COUNTY OF MIAMI-DADE)
Wynwood Holdings, LLC, a Florida
limited liability company
By: —
Name:
Title:
The foregoing instrument was acknowledged before me this day of 2016, by
, as of Wynwood Holdings, LLC, a Florida limited
liability company. Personally Known or Produced Identification
Type of Identification Produced
NOTARY SIGNATURE
Print or Stamp Name:
Notary Public, State of Florida
Commission No.: N/A
My Commission Expires:
37
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
)SS
COUNTY OF MIAMI-DADE)
2294 NW 2ND Avenue Realty, LLC,
a Delaware limited liability company
By:
Name:
Title:
The foregoing instrument was acknowledged before me this day of 2016, by
, as of 2294 NW 2ND Avenue Realty, LLC, a
Delaware limited liability company. Personally Known or Produced
Identification
Type of Identification Produced
NOTARY SIGNATURE
Print or Stamp Name:
Notary Public, State of Florida
Commission No.: N/A
My Commission Expires:
38
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
)SS
COUNTY OF MIAMI-DADE)
Malux Realty, LLC, a Delaware
limited liability company
By:`
Name:
Title:
The foregoing instrument was acknowledged before me this day of 2016, by
, as of Malux Realty, LLC, a Delaware limited
liability company. Personally Known or Produced Identification
Type of Identification Produced
NOTARY SIGNATURE
Print or Stamp Name:
Notary Public, State of Florida
Commission No.: N/A
My Commission Expires:
39
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
)SS
COUNTY OF MIAMI-DADE)
Mapton Holdings, LLC, a Delaware
limited liability company
By:_
Name:
Title:
The foregoing instrument was acknowledged before me this day of 2016, by
, as of Mapton Holdings, LLC, a Delaware limited
liability company. Personally Known or Produced Identification
Type of Identification Produced
NOTARY SIGNATURE
Print or Stamp Name:
Notary Public, State of Florida
Commission No.: N/A
My Commission Expires:
all
CITY OF MIAMI, FLORIDA
LOW
ATTEST:
LOW
Daniel J. Alfonso, City Manager
Todd B. Hannon, City Clerk
APPROVED AS TO LEGAL FORM AND CORRECTNESS:
LIN
Victoria Mdndez, City Attorney
41
EXHIBIT A
DRAFT DATED 4/19/2016
EXHIBIT A
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A R C H I T E C T S 1 71.1 ,77
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Fell
Owner
Address (Folio No.)
Legal Description
MIA 1849759890
Exhibit "A"
Legal Descrilntions ofProgerty
Mannigan Holdings, LLC
318 NW 23 ST (01-3125-074-0010)
That portion of Tract A, and Tract B, of
WYNWOODINDUSTRIAL COMPLEX, according to the Plat
thereof, as recorded in Plat Book 149, Page 85, of the Public
Records of Miami -Dade County, Florida, more particularly
described as follows:
Beginning at the Northwesterly corner of said Tract A; thence run
N 89155'00" E along the North line of said Tract A, for a distance
of 600.00 feet to the Northeast corner of said Tract A; thence run
S 00°02'00" W for a distance of 87.75 feet; thence N 89°49'46" E
for a distance of 14.14 feet; thence run S 00106'34" E a distance of
84.98 feet; thence run S 89148'40" W for a distance of 232.96 feet;
thence run N 00002'00" E, for a distance of 85.06 feet; thence run
S 89149'46" W to a point on the Westerly line of said Tract A, for
a distance of 381.40 feet; thence run N 00102'00" E along the West
line of said Tract A, for a distance of 88.66 feet to the POINT OF
BEGINNING.
TOGETHER WITH:
Commence at the Northeast corner of said Tract A; thence run S
00102'00" W, along the Easterly line of said Tract A, for a
distance of 87.75 feet; thence run N 89149'46" E, along the
boundary line of said Tract B, for a distance of 14.14 feet; thence
run S 00106'34" E, along the Easterly line of said Tract B, for a
distance of 114.85 feet to the POINT OF BEGINNING; thence run
S 00006'50" E, for a distance of 50.00 feet; thence run S 89048'40"
W, for a distance of 62.27 feet; thence run N 00006'50' W, for a
distance of 50.00 feet; thence run N 89148'40" E, for a distance of
62.27 feet to the POINT OF BEGINNING.
TOGETHER WITH:
Commence at the Northwesterly corner of said Tract A; thence
run N 89°55'00" E along the North line of said Tract A, for a
distance of 489.28 feet; thence run S 00006'35" E, for a distance of
212.81 feet to the POINT OF BEGINNING; thence run S 00106'35
E, for a distance of 40.00 feet; thence S 89048'40" W, for a
distance of 22.29 feet; thence run S 00106'35" E, a distance of
75.32 feet; thence S 89048'40" W, for a distance of 65.05 feet to the
point of curvature of a circular curve to the left; thence run along
said curve concave to the Southeast, having for its elements a
radius of 25.00 feet, a central angle of 89°55'10", for an are
distance of 39.23 feet; thence run S 90000'00" E, for a distance of
58.70 feet; thence run N 00106'30 W, for a distance of 99.71 feet;
thence run N 90°00'00" W, for a distance of 117.96 feet; thence
run N 00000100" E, for a distance of 40.00 feet; thence run N
89048'40" E, for a distance of 288.89 feet to the POINT OF
BEGINNING.
TOGETHER WITH:
Commence at the Southeast corner of said Tract A; thence run S
90°00'00" W, along the South line of said Tract A, for a distance
of 70.00 feet to the POINT OF BEGINNING; thence continue S
90100'00 W, along the South line of said Tract A, for a distance of
100.00 feet; thence run N 00°06'30" W, for a distance of 135.00
feet; thence run N 90°00'00" E, for a distance of 100.00 feet;
thence run S 00106'30" E, for a distance of 135.00 feet to the
POINT OF BEGINNING.
Exhibit "A"
Legal Descriptions of Property
Owner Megan Holdings, LLC
Address (Folio No.) 2380 NW 5 AVE (01-3125-074-0030)
Legal Description A portion of the Southwest 1/4 of Section 25, Township 53
South, Range 41 East, Miami -Dade County, Florida, being
more particularly described as follows:
BEGINNING at a point 5.00 feet North of the Southwest
corner of Lot 8, Block "A" of "J.A. Dann's Second
Addition", according to the Plat thereof, as recorded in Plat
Book 3, Page 25, of the Public Records of Miami -Dade
County, Florida; thence run North 00 degrees 06 minutes 57
seconds West for a distance of 138.72 feet; thence run
South 89 degrees 48 minutes 58 seconds West, for a
distance of 240.11 feet; thence run North 00 degrees 06
minutes 35 seconds West for a distance of 200.27 feet; thence
run North 89 degrees 48 minutes 40 seconds East, for a
distance of 146.88 feet; thence run North 00 degrees 06
minutes 34 seconds West, for a distance of 40.00 feet;
thence run North 89 degrees 48 minutes 40 seconds East,
for a distance of 463.31 feet to the Point of Curvature of
a circular curve to the right; thence continue Southeasterly,
along said circular curve, having a radius of 25.00 feet,
through a central angle of 90 degrees 04 minutes 52 seconds
and an arc distance of 39.31 feet to the Point of Tangency;
thence run South 00 degrees 06 minutes 28 seconds East,
for a distance of 65.30 feet to the Point of Curvature of a
circular curve to the right thence continue Southwesterly
along said circular curve, having a radius of 25.00 feet,
through a central angle of 89 degrees 55 minutes 08 seconds
and an are distance of 39.23 feet to the Point of Tangency;
thence run South 89 degrees 48 minutes 40 seconds West,
for a distance of 27.33 feet; thence run North 00 degrees 06
minutes 29 seconds West, for a distance of 75.00 feet;
thence run South 89 degrees 48 minutes 40 seconds West,
for a distance of 62.29 feet; thence run South 00 degrees
06 minutes 29 seconds East, for a distance of 75.00 feet;
thence run South 89 degrees 48 minutes 40 seconds West,
for a distance of 62.29 feet; thence run South 00 degrees 06
minutes 19 seconds East, for a distance of 125.01 feet;
thence run South 89 degrees 48 minutes 58 seconds West
for a distance of 68.18 feet; thence run South 00 degrees 06
minutes 46 seconds East, for a distance of 139.20 feet,
thence run North 90 degrees 00 minutes 00 seconds West,
for a distance of 150.03 feet to the POINT OF BEGINNING.
MIA 1849759890
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
MIA 1849759890
Exhibit "A"
Legal Descriptions of Property
Melanie Holdings, LLC
550 NW 24 ST (01-3125-046-0050)
Lots 5 through 26, Less Lot 11 and Less the South 41 feet of
the North 91feet of Lot 21, all in Block 1, of MORRIS PARK,
according to the map or Plat thereof, as recorded in Plat Book
7, Page 39, of the Public Records of Miami -Dade County,
Florida.
Melanie Holdings, LLC
567 NW 23 ST (01-3125-046-0150)
The North 42 feet of the South 93.2 feet of Lot 21, Block 1, of
MORRIS PARK, according to the Plat thereof, as recorded in
Plat Book 7, Page 39, of the Public Records of Miami -Dade
County, Florida.
Melanie Holdings, LLC
2380 NW 5 AVE (01-3125-046-0010)
Lots I, 2 and 4, Block 1, of MORRIS PARK, according to the
Plat thereof, as recorded in Plat Book 7, Page 39, of the Public
Records of Miami -Dade County, Florida.
Melanie Holdings, LLC
2330 NW 5 AVE (01-3125-046-0030)
Lot 3, Block 1, of MORRIS PARK, according to the Plat
thereof, as recorded in Plat Book 71 Page 39, of the Public
Records of Miami Dade County, Florida.
Melanie Holdings, LLC
2324 NW 5 AVE (01-3125-046-0250)
Lot 30, Block 1, of MORRIS PARK, according to the Plat
thereof, as recorded in Plat Book 7, Page 39, of the Public
Records of Miami -Dade County, Florida.
Exhibit "A"
Legal Descriptions of Property
Owner Melanie Holdings, LLC
Address (Folio No.) 2320 NW 5 AVE (01-3125-046-0240)
Legal Description Lot 29, Block I, of MORRIS PARK, according to the Plat
thereof, as recorded in Plat Book 7, Page 39, of the Public
Records of Miami -Dade County, Florida.
Owner Melanie Holdings, LLC
Address (Folio No.) 2321 NW 5 AVE (01-3125-046-0230)
Legal Description Lot 28, Block 1, of MORRIS PARK, according to the Plat
thereof, as recorded in Plat Book 7, Page 39, of the Public
Records of Miami -Dade County, Florida.
Owner Melanie Holdings, LLC
Address (Folio No.) 2308 NW 5 AVE (01-3125-046-0220)
Legal Description Lot 27, Block 1, of MORRIS PARK, according to the Plat
thereof, as recorded in Plat Book 7, Page 39, of the Public
Records of Miami -Dade County, Florida.
Owner Melanie Holdings, LLC
Address (Folio No.) 490 NW 23 ST (01-3125-034-0670)
Legal Description Lots 71, 72 and 73, less the North 10.00 feet of CORRECTED
MAP OF SPAULDING SUBDIVISION, according to the Plat
thereof, as recorded in Plat Book 3 Page 161, of the Public
Records of Miami -Dade County, Florida.
Owner Melanie Holdings, LLC
Address (Folio No.) 518 NW 23 ST (01-3125-035-0550)
Legal Description Lot 26, Block 4, of NORTHWEST SEVENTH AVENUE
ADDITION according to the Plat thereof, as recorded in Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
MIA 1849759890
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
MIA 1849759890
Exhibit "A"
Lezal Descriptions of Property
Melanie Holdings, LLC
514 NW 23 ST (01-3125-035-0560)
Lot 27, Block 4, of NORTHWEST SEVENTH AVENUE
ADDITION according to the Plat thereof, as recorded in Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Melanie Holdings, LLC
508 NW 23 ST (01-3125-035-0570)
Lot 28, less the Easterly 7.5 feet and less the Southerly 33 feet,
Block 4, of NORTHWEST SEVENTH AVENUE ADDITION,
according to the Plat thereof, as recorded in Plat Book 7, Page
36, of the Public Records of Miami -Dade County, Florida.
Melanie Holdings, LLC
587 NW 22 ST (01-3125-035-0710)
Lot 28, less the Easterly 7.5 feet and less the Southerly 33 feet,
Block 4, of NORTHWEST SEVENTH AVENUE ADDITION,
according to the Plat thereof, as recorded in Plat Book 7, Page
36, of the Public Records of Miami -Dade County, Florida.
Melanie Holdings, LLC
435 NW 22 LN (01-3125-070-0090)
Lot 1, Block 2, of MIAMI FASHION CENTER SECTION 1,
according to the Plat thereof, as recorded in Plat Book 121, at
Page 57 of the Public Records of Miami -Dade County, Florida.
Exhibit "A"
Legal Descriptions of Property
Owner Milana Holdings, LLC
Address (Folio No.) 500 NW 23 ST (01-3125-035-0580)
Legal Description Lot 42 and Lot 43, less West 2.5 felit, Block 4, of
NORTHWEST SEVENTH AVENUE ADDITION, according
to the Plat thereof, recorded in Plat Book: 7, at Page 36, of the
Public Records of Miami -Dade County, Florida.
Owner Milana Holdings, LLC
Address (Folio No.) 2240 NW 5 AVE (01-3125-035-0590)
Legal Description The South 33 feet of Lots 28 and 29, Block 4, of NORTHWEST
SEVENTH AVENUE ADDITION according to the Plat
thereof, as recorded in Plat Book 7, Page 36, of the Public
Records of Miami -Dade County, Florida.
Owner Milana Holdings, LLC
Address (Folio No.) 2222 NW 5 AVE (01-3125-035-0600)
Legal Description Lot 30, Block 4, of NORTHWEST SEVENTH AVENUE
ADDITION according to the Plat thereof, as recorded in Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Owner Milana Holdings, LLC
Address (Folio No.) 2270 NW 5 AVE (01-3125-035-0610)
Legal Description Lot 31, Block 4, of NORTHWEST SEVENTH AVENUE
ADDITION according to the Plat thereof, as recorded in Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Owner Milana Holdings, LLC
Address (Folio No.) 511 NW 22 ST (01-3125-074-0050)
Legal Description Tract F, WYNWOOD INDUSTRIAL COMPLEX, Plat Book
149, Page 85, Public Records of Miami -Dade County, Florida.
MIA 1849759890
Owner
Address (Folio No.)
Legal Description
MIA 1849759890
Exhibit "A"
LMaa Descriptions of Property
Milana Holdings, LLC
583 NW 22 ST (01-3125-035-0700)
Lot 41, Block 4, of NORTHWEST SEVENTH AVENUE
ADDITION according to the Plat thereof, as recorded in Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Exhibit "A"
Legal Descriptions of Property
Owner Millie Realty, LLC
Address (Folio No.) 2400 NW 5 AVE (01-3125-057-0011)
Legal Description Lot 4, Less the North 10 feet thereof, FIRST ADDITION TO
GREENWOOD SUBDIVISION, according to the Plat
thereof, as recorded in Plat Book 7 , at Page 5 0 , of the
Public Records of Miami -Dade County, Florida.
Owner Millie Realty, LLC
Address (Folio No.) 535 NW 24 ST (01-3125-000-0200)
Legal Description Commence at the Southeast comer of the North '% of the South
% of the Northwest '/a of the Southwest '/a of Section 25,
Township 53 South, Range 41 East thence West parallel to
Northwest 24th street 199 feet for the point of beginning of the
tract of land hereinafter described thence North parallel to
Northwest 5th Avenue 175 feet; thence West parallel to
Northwest 24th Street 110 feet; thence South parallel to
Northwest 5th Avenue 175 feet; thence East parallel to
Northwest 24th Street 110 feet to the point of beginning; said
property lying and being in Miami -Dade County, Florida.
Commence at the Southeast comer of the North 1/2 of the
South 1/2 of the Northwest 1/4 of the Southwest 1/4 of Section
25, Township 53 South, Range 41 East; thence West along the
South line of the North 1/2 of the South 1/2 of the Northwest
1/4 of the Southwest 1/4 of said Section 25 for a distance of 199
feet for a point of beginning; thence run North and parallel to
the center line of Northwest 5th Avenue for a distance of 25.47
feet to a point thence West along a line parallel to the South
line of the North 1/2 of the South 1/2 of the Northwest 1/4 of
the Southwest 1/4 of said Section 25 for a distance of 110 feet
more or less to a point; thence run South along a line parallel
to the center line of Northwest 5th Avenue for a distance of
25.42 feet to a point on the South line of the North 1/2 of the
South 1/2 of the Northwest 1/4 of the Southwest 1/4 of said
Section 25; thence run East along the South line of the North
1/2 of the South 1/2 of the Northwest 1/4 of the Southwest 1/4
of Section 25 for a distance of 110 feet to the point of beginning
excepting, however, that part of the above described area upon
which any portion of the existing building has been
constructed and now occupies estimated to be two-tenths of a
foot, more or less, along the South side of said building.
Owner Millie Realty, LLC
Address (Folio No.) 545 NW 24 ST (01-3125-057-0150)
MIA 1849759890
Legal Description
Owner
Address (Folio No.)
Legal Description
MIA 1849759890
Exhibit "A"
Le al Descriptions of Pro err
The Easterly 20 feet of Lot 16 of FIRST ADDITION TO
GREENWOOD SUBDIVISION, according to the Plat thereof
as recorded in Plat Book 57, Page 50, of the Public Records of
Miami -Dade County, Florida.
Millie Realty, LLC
555 NW 24 ST (01-3125-057-0140)
Lot 16, Less the East 20 feet thereof, of FIRST ADDITION TO
GREENWOOD SUBDIVISION, according to the Plat thereof,
as recorded in Plat Book 57, Page 50, of the Public Records of
Miami -Dade County, Florida.
Exhibit "A"
Leel Descriptions or Property
Owner Mizrachi Holdings, LLC
Address (Folio No.) 394 NW 24 ST (01-3125-034-0300 and 01-3125-034-
0310)
Legal Description Lots 31 and 32, less the North 5 feet of SPAULDING
SUBDIVISION according to the Plat thereof, as recorded
in Plat Book 3, at Page 161, of the Public Records of Miami
- Dade County, Florida.
Owner Mizrachi Holdings, LLC
Address (Folio No.) 375 NW 23 ST (01-3125-034-0640)
Legal Description Lot 65, corrected map of SPAULDING SUBDIVISION
according to the Plat thereof, as recorded in Plat Book 3, at
Page 161, of the Public Records of Miami - Dade County,
Florida.
MIA 1849759890
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
MIA 1849759890
Exhibit "A"
Legal Descriptions of Property
Wynwood Holdings, LLC
590 NW 23 ST (01-3125-035-0440)
Lots 15 and 16, Block 4, NORTHWEST SEVENTH AVENUE
ADDITION, according to the Plat thereof, as recorded Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Wynwood Holdings, LLC
580 NW 23 ST (01-3125-035-0450)
Lot 17, Block 4, NORTHWEST SEVENTH AVENUE
ADDITION, according to the Plat thereof, as recorded Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Wynwood Holdings, LLC
564 NW 23 ST (01-3125-035-0470)
Lots 18, 19, and 20, Block 4, NORTHWEST SEVENTH
AVENUE ADDITION, according to the Plat thereof, as
recorded Plat Book 7, Page 36, of the Public Records of
Miami -Dade County, Florida.
Wynwood Holdings, LLC
550 NW 23 ST (01-3125-035-0490)
Lot 21, Block 4, NORTHWEST SEVENTH AVENUE
ADDITION, according to the Plat thereof, as recorded Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Wynwood Holdings, LLC
540 NW 23 ST (01-3125-035-0510)
Lot 22, Block 4, NORTHWEST SEVENTH AVENUE
ADDITION, according to the Plat thereof, as recorded Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Exhibit "A"
LeLyal Descriptions of Property
Owner Wynwood Holdings, LLC
Address (Folio No.) No ADDRESS (01-3125-074-0040)
Legal Description Tract D, of WYNWOOD INDUSTRIAL COMPLEX,
according to the Plat thereof, as recorded In Plat Book 149,
Page 85 of the Public Records of Miami -Dade County, Florida,
more .particularly described as follows:
BEGIN at the Northwest corner of said Tract D; thence North
89° 50' 00" East along the North line of said Tract D, being
also the South Right -of -Way line of N.W. 23rd Street, a
distance of 77.53 feet; thence South 001 01' 09" West along the
East line of said Tract D, a distance of 119.90 feet; thence
South 89149'37" West along the South line of said Tract D, a
distance of 77 .52 feet; thence North 00100; 48" East along the
West line of said Tract D, a distance of 119.91 feet to the
POINT OF BEGINNING.
Owner Wynwood Holdings, LLC
Address (Folio No.) 524 NW 23 ST (01-3125-035-0540)
Legal Description Lot 25, Block 4, NORTHWEST SEVENTH AVENUE
ADDITION, according to the Plat thereof, as recorded Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Owner Wynwood Holdings, LLC
Address (Folio No.) 521 NW 22 ST (01-3125-035-0640)
Legal Description Lot 34, Block 4, NORTHWEST SEVENTH AVENUE
ADDITION, according to the Plat thereof, as recorded Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Owner Wynwood Holdings, LLC
Address (Folio No.) 527 NW 22 ST (01-3125-035-0650)
Legal Description Lot 35, Block 4, NORTHWEST SEVENTH AVENUE
ADDITION, according to the Plat thereof, as recorded Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
MIA 1849759890
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
Owner
Address (Folio No.)
Legal Description
MIA 1849759890
Exhibit "A"
Legal Descr )tions_ of Property
Wynwood Holdings, LLC
537 NW 22 ST (01-3125-035-0270)
The East 37.5 feet of Lot A, Block 4, NORTHWEST
SEVENTH AVENUE ADDITION, according to the Plat
thereof, as recorded Plat Book 7, Page 36, of the Public
Records of Miami -Dade County, Florida.
Wynwood Holdings, LLC
545 NW 22 ST (01-3125-035-0660)
Lot 36, and the West 2.5 feet of Lot A, Block 4, NORTHWEST
SEVENTH AVENUE ADDITION, according to the Plat
thereof, as recorded Plat Book 7, Page 36, of the Public
Records of Miami -Dade County, Florida.
Wynwood Holdings, LLC
549 NW 22 ST (01-3125-035-0670)
Lot 37, Block 4, NORTHWEST SEVENTH AVENUE
ADDITION, according to the Plat thereof, as recorded Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Wynwood Holdings, LLC
557 NW 22 ST (01-3125-035-0281)
Lot 38, Block 4, NORTHWEST SEVENTH AVENUE
ADDITION, according to the Plat thereof, as recorded Plat
Book 7, Page 36, of the Public Records of Miami -Dade County,
Florida.
Wynwood Holdings, LLC
563 NW 22 ST (01-3125-035-0690)
Lots B, 39: and 40, Block 4, NORTHWEST SEVENTH
AVENUE ADDITION, according to the Plat thereof, as
recorded Plat Book 7, Page 36, of the Public Records of
Miami -Dade County, Florida.
Exhibit "A"
Legal Descriptions Of Property
Owner 2294 NW 2ND AVE Realty, LLC
Address (Folio No.) 2294 NW 2 AVE (01-3125-034-0880)
Legal Description The North 1/2 of Lots 94 and 95, of SPAULDING'S
SUBDIVISION OF THE SOUTH WOODLAWN TRACT,
according to the Plat thereof, as recorded Plat Book 3, Page
161, of the Public Records of Miami -Dade County, Florida.
Owner Malux Realty, LLC
Address (Folio No.) 2337 NW 5 AVE (01-3125-057-0011)
Legal Description Lots 26, 27, 28, 29 and 30, less the North 10.00 feet and Lots
66, 67, 68, 69 and 70, less the South 10.00 feet in Block 19,
of CORRECTED MAP OF SPAULDING SUBDIVISION,
according to the plat thereof, as recorded in Plat Book 3, Page
161, of the Public Records of Miami -Dade County, Florida.
Owner Mapton Holdings, LLC
Address (Folio No.) 205 NW 22 LN (01-3125-044-0010),251 NW 22 LN (01-
3125-044-0020), 270 NW 23 ST (01-3125-034-0830), 2268
NW 2 AVE (01-3125-034-0890)
Legal Description The following parcels, all being located in the SE 1/4 of the SW 1/4 of
Section 25, Township 53 South, Range 41 East in Miami -Dade
County, Florida:
Lot 1 of Block 1, of an unrecorded Plat of the FIRST ADDITION
OF WEAVER'S SUBDIVISION, Dade County, Florida, being
otherwise described as follows: Lot 1 West 62.27 feet of the East
87.17 feet of the North 85 feet of SE 1/4 of the SW 1/4, less the East 5
feet thereof and less the south 10 feet thereof.
Lots 2, 3, 4, 5, 6, 7, and 8, Block 1 inclusive, of an unrecorded Plat of
FIRST ADDITION TO WEAVER'S SUBDIVISION, Dade County
Florida, more fully described as follows: Beginning at a point 87.27
feet West of the Northeast corner of the SE 1/4 of Section 25,
Township 53 South, Range 41 East, Dade County, Florida; thence
run West 435.89 feet to a point; thence run South 85.00 feet to a
point; thence run East 435.89 feet to a point; thence run North 85.00
feet to the point of beginning, less the South 10 feet thereof.
Lots 86 through 93, both inclusive, of corrected map of
SPAULDING'S SUBDIVISION, according to the Plat thereof
recorded in Plat Book 3, Page 161 of the Public Records of Dade
County, Florida, less the North 5 feet thereof.
The South Half of Lots 94 and 95 of corrected map of
SPAULDING'S SUBDIVISION, to the Plat thereof recorded in
Plat Book 3, Page 161, of the Public Records of Dade County,
Florida, less a strip of land 5 feet in width off the East side thereof.
MIA 184975989vl
EXHIBIT B
Concept Book
EXHIBIT C
Regulating Plan
EXHIBIT D
DRAFT DATED 4/19/2016
EXHIBIT D
WESTI EAST
NW 24th Si
I �
Phase I
NW 2SM SI
NW 21st TEN
NW 25th S!
NW 2/m S!
NW 22nd ST
i
MANA WYNWOOD SAP
DEVELOPMENT AGREEMENT
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DRAFT DATED 4/19/2016
EXHIBIT D
WEST I EAST
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DEVELOPMENT AGREEMENT
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Mana Wynwood SAP Phases
Phases
tntAf a Mar. FlR Max. Density Minimum Percentage of Total Minimum Percentage of Civic
SF AmRfOpen Space per Phase Open Space per Phase
Phase ONE
TOTAL 1 56 656 Sr 1.30 wsis—Fiqs 6;731 sf Q SF
Partial improvements facing NW 23rd, 24th Street, and NW 5th Avenue will be provided
Public Streetscape
Open Space
Roadway and Sidewalk Improvements
Off-site Water& Sewer
Street Art
TOTAL
Io
$
127,050.00
$
731,611.57
$
510,868.50
$
586,109.99
$
7,800.00
t
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Open Space
Open Space - Completed
Streetscape
Streetscape - Completed
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EXHIBIT D
MANA WYNWOOD SAP
DEVELOPMENT AGREEMENT
WEST EAST
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441: '15%
During the construction of this phase, the min. percentage of improvements of
the Open Space is to be provided as per Matrix of improvements of open space as per sheet Al -12
of the Concept Book.
Temporary improvements will include painted finish surfaces with artistic patterns,
pop-up artistic type seating areas, temporary parking.
Partial improvements facing NW 22nd Street will be provided
Public Streetscape
Open Space
Roadway and Sidewalk Improvements
Off-site Water& Sewer
Street Art
TOTAL
$ 646,800.00
$ 2,473,818.44
$ 1,983,564.00
$ 2,240,640.00
$ 52,800.00
S 7.397.622.44
Open Space
Open Space - Completed
Streetscape
Streetscape - Completed
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EXHIBIT D
WEST I EAST
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MANA WYNWOOD SAP
DEVELOPMENT AGREEMENT
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Mana Wynwood SAP Phases
Phases Lot Ikea FLR Mak. flenskty Minimum Percentage of Total Minimum Percentage of Civic
Max.
SF Acres units Open Space per Phase Open Space per Phase
Phase THREE
TOTAL 233,101 SF I S.35 1 3,653.666 1103 50;386 SF 17,901 SF
During the construction of this phase, the min. percentage of improvements of
the Open Space is to be provided as per Matrix of improvements of open space as per sheet Al -12
of the Concept Book.
Fully improved open space is to be located during the completion of this phase.
At the end of this phase, 100% of the Mana Commons East is to be provided
as a permanent design
Partial improvements facing NW 23rd and NW 5th Avenue will be provided
Phase 3: Public Benefits
Public Streetscape
$
451,050.00
Open Space
$
5,316,664.51
Roadway and Sidewalk Improvements
$
1,346,151.00
Off-site Water& Sewer
$
1,120,702.00
Street Art
$
30,660.00
Relocate FPL Lines
$
3,117,000.00
TOTAL
$
11,382,227.51
Open Space
Open Space - Completed
10 Streetscape
Streetscape - Compleled
ozam=Phasing Schedule
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MANA WYNWOOD SAP
DEVELOPMENT AGREEMENT
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Mana Wynwood SAP Phases
Phases
Lot Area Max. FLR Max. Density Minimum Percentage of Total Minim=5F
Sf Anres unt[s Open Space per Phase Op
Phase FOUR • . IOTA! 323,499 SF 7.44 4,105,193 1,114 33,657 SF
During the construction of this phase, the min. percentage of improvements of
the Open Space is to be provided as per Matrix of improvements of open space as per sheet Al -12
of the Concept Book.
Fully improved open space is to be located during the completion of this phase.
Partial improvements facing NW 22nd, 24th Street, NW 5th, and 6th Avenue will be provided
At the end of this phase, 100% of the Mana Commons West is to be completed
as a permanent design
Public Streetscape
$
812,250.00
Open Space
$
2,506,448.86
Roadway and Sidewalk Improvements
$
3,617,860.00
Off-site Water& Sewer
$
4,020,360.00
Street Art
$
44,580.00
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Open Space - Completed
Streetscape
( Streetscape - Completed
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EXHIBIT D
WEST I EAST
MANA WYNWOOD SAP
DEVELOPMENT AGREEMENT
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At the end of this phase, all open space provided will be fully improved
Partial improvements facing NW 24th Street and NW 5th Avenue will be provided
Public Streetscape $ 60,000.00
Open Space $ 305,787.71
Roadway and Sidewalk Improvements $ 161,200.00
Offsite Water& Sewer $ 152,000.00
Street Art $ 5,460.00
S 884.447.71
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Open Space - Completed
Streetscape
Streetscape - Completed
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At the end of this phase, all open space provided will be fully improved
Partial improvements facing NW 24th Street and NW 5th Avenue will be provided
Public Streetscape $ 60,000.00
Open Space $ 305,787.71
Roadway and Sidewalk Improvements $ 161,200.00
Offsite Water& Sewer $ 152,000.00
Street Art $ 5,460.00
S 884.447.71
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Open Space - Completed
Streetscape
Streetscape - Completed
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EXHIBIT E
DRAFT DATED 4/19/2016
EXHIBIT E
NW 22W SI
NW 21st FEe
Phased Parking Properties
WEST I EAST
NW 251n Sl
NW 241h Sr
NW 23rd SI
MANA WYNWOOD SAP
DEVELOPMENT AGREEMENT
NW 22nd S1
SP -1
s
23,25
8,638 SF
ya,
* 43
SP -2
26.27
13,245 SF
66
SP -3
29.30,31,32
22,7785F
114
SP -4
33,34,35,36.37
18.0005F-
90
SP -5
45,46,47,48,49
45,000 SF
225
SP -6
51
39.599 SF
198
SP -7
9,50
17,233 SF
86
SP -8
1
176,717 SF
703
SP -9
4,5.7.8,
58,8505F
294
_ SP -10
213 _
177,9805F
890
SP -11
39,40
18.676 SF
93
SP -12
41,42
11,250 SF
56
SP -13
18,19
80,4105F.
402
SP -14
120.1806
SF
45
SP -15
11
4,875 SF
24
SP -16
9,50
17,233 SF
86
3.417
'forking count determined by dividing total vacant lot area by 200 SF
to be administered by valet operator
Temporary ftrking Cap.
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DRAFT DATED 4/19/2016
EXHIBIT E
WESTI EAST
NW 2SM Sr
NW 241A SI NW 241h SI
W.23rdSr
NW 22nd Sl - - - - - - -
+ _ NW22MSr
NW 21st ILA -
Phase ONE Spaces Lot Area
' Parking 384 89,600 SF
r
TOTAL.0- SF
Self Park - Improved Parking Lots for Phase 1
*Parking to be provided in centralized above ground or underground
structure or within building to be constructed by the completion of
Phase 3.
MANA WYNWOOD SAP
DEVELOPMENT AGREEMENT
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R C H I T E C T 5 r ?oz 171
DRAFT DATED 4/19/2016
EXHIBIT E
WESTI EAST
NW 2uh ST
NW 22M SI
NW 2+sr TER
s
MANA WYNWOOD SAP
DEVELOPMENT AGREEMENT
NW 2Ld ST
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� I N
- 1
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r r
NW 22M ST
Proposed Parking*
East Zone New Structured Parking 14,598 Spaces
JWJ West Zone New Structured Parking 3,885 Spaces
All numbers may be subject to change.
, Phased Parking
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NW 24M ST
NW 241h
NW 22M SI
NW 2+sr TER
s
MANA WYNWOOD SAP
DEVELOPMENT AGREEMENT
NW 2Ld ST
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- 1
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r '
r r
NW 22M ST
Proposed Parking*
East Zone New Structured Parking 14,598 Spaces
JWJ West Zone New Structured Parking 3,885 Spaces
All numbers may be subject to change.
, Phased Parking
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A R C H I T E C T S + sos s:7 •sn H ,.,,., :r«�.�h <�m
EXHIBIT F
Exhibit "F"
ADDITIONAL PROPERTY TO DEVELOPMENT
AGREEMENT JOINDER FORM AND ACKNOWLEDGEMENT
OF JOINDER
This ADDITIONAL PROPERTY TO DEVELOPMENT AGREEMENT JOINDER
FORM ("Joinder Form") is executed this day of 20_ by the
undersigned entity.
RECITALS
WHEREAS, the City has entered into a Development Agreement dated
20, and recorded in the public records of Miami -Dade County, Book , Page
(the "Development Agreement") with the Developer as defined therein; and
WHEREAS, the Development Agreement secures certain benefits and obligations for
the mutual benefit of the City and the Developer, as set forth in the Development Agreement;
and
WHEREAS, the Development Agreement allows joinder of additional properties, when
said Developer acquires fee simple title to a Property not included in the Development
Agreement subsequent to the Effective Date of the Development Agreement; and
WHEREAS, the Development Agreement requires that Developer execute this joinder
form in order to incorporate any additional property into the Development Agreement; and
WHEREAS, the undersigned desires to enjoy the benefits conferred upon the Developer
under the Development Agreement, and in consideration for such benefits agrees to be bound by
the obligations imposed therein upon the Developer; and
WHEREAS, the undersigned owns property or a property interest in the Maria
Wynwood District, more particularly described in Exhibit " " attached hereto.
NOW THEREFORE, in consideration of the benefits conferred upon any Developer by
the aforementioned Development Agreement, and certifying that the above recitals are true and
correct, and incorporating such recitals herein, the undersigned does hereby execute this Joinder
Form and becomes an incorporated property pursuant to the Development Agreement.
There undersigned shall assume all of the benefits, and be bound, comply with, and
perform all of the obligations, as set forth in the Development Agreement and as applicable to
the property which the undersigned owns upon the adoption of a Zoning Atlas amendment to
Miami 21 designating the Mana Wynwood Special Area Plan. The undersigned shall be
obligated to the City for the benefit of the City, and the City shall have all rights and remedies set
forth in the Development Agreement to enforce the terms of the Development Agreement against
the undersigned, to the extent applicable to the property owned by the undersigned.
MIA 1850048120
The undersigned also hereby represents that it has full power and authority to execute this
Joinder Form, and certifies to City that none of its owners or officers, nor any immediate family
member of any of such owners or officers, is also a member of any board, commission, or
agency of the City.
WITNESS
Print Name:
Print Name:
STATE OF FLORIDA )
SS:
COUNTY OF MIAMI-DADE )
[COMPANY/CORPORATION NAME]
By:
Print Name:
Title:
The foregoing instrument was acknowledged before me this _
20 by the
a
personally known to me or has produced
MIA 1850048120
day of
of
such person being
as identification.
NOTARY PUBLIC, State of Florida
Print Name:
Commission Number:
My Commission Expires:
The City hereby acknowledges and consents to the joinder of the above signatory as an
additional property to the Development Agreement.
IN WITNESS hereof the Parties have caused this Joinder Form to be duly entered into
and signed as of the date written above.
CITY OF MIAMI, a municipal corporation
located within the State of Florida
By:
Daniel J. Alfonso
City Manager
APPROVED AS TO FORM AND CORRECTNESS:
By:
Victoria Mdndez
City Attorney
Witnesses:
Print Name:
Print Name:
STATE OF FLORIDA )
) SS:
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged before me this day of
20, by Daniel J. Alfonso, in his capacity as City Manager, on behalf of the City of Miami, a
municipal corporation, who is personally known to me or who has produced
as identification.
NOTARY PUBLIC, State of Florida
Print Name:
Commission Number:
My Commission Expires:
MIA 1850048120