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Res. No. 028-00-10921RESOLUTION NO.28-00-10921 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI,FLORIDA,RELATING TO THE SHOPS AT SUNSET PLACE;APPROVING AN EMERGENCY ACCESS EASEMENT AND A DECLARATION OF RESTRICTIVE COVENANTS;PROVIDING AN EFFECTIVE DATE. WHEREAS,theMayorandCityCommission of theCity of SouthMiami approvedResolutionNo.70-95-9619which,pursuanttoSpecificCondition20, requiresthe developer torecordadeclaration of restrictive covenant providing for the perpetualmaintenance of particular project improvements and,pursuant to Specific Condition 21,requires the developer to grant an access easement for emergency vehicles and personnel;and, WHEREAS,BakeryAssociates,Ltd.,thedeveloper,hasexecutedthe Declaration of Restrictive Covenants andthe Emergency Access Easement,which areannexedtothis resolution asApp.1andApp.2;and, WHEREAS,theMayorandCityCommissiondesiretoapprovethe declaration andto accept theeasement. NOW THEREFORE BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI,FLORIDA; Section1.TheDeclaration of RestrictiveCovenantsisapprovedandthe CityAttorneyisauthorizedtoexecutetheJoindertothe covenants. Section2.The Emergency AccessEasementisacceptedandtheCity Managerisauthorizedtoexecutethedocument. Additionsshownby underlining and deletions shownby ovorstrilcing. Section3.Ceitified copiesofthedeclaration,easementandthis resolution shallbe delivered to Bakery Associates,Ltd.,for recording inthe public records of Miami-Dade County,Florida. Section 4.This resolution shalltake effect immediately upon approval. PASSED AND ADOPTED this if day of February,2000. ATTEST:,APPROVED: CITY CLERK READ AND APPROVED AS TO FORM: 7 -g GkzMg^ CITY ATTORNEY Page2 of2 •zZJ^<C4<C4S MAYOR Commission Vote: Mayor Robaina: ViceMayorRussell:^ vea Commissioner Feliu: Commissioner Bethel: Commissioner Bass:Yea 5-0 Yea ^rffff^av. CITY OF SOUTH MIAMI INTER-OFFICE MEMORANDUM TO:Mayor and City Commission /">DATE:1/25/00S}DATE:1/25/00 * J C*t*AGENDA ITEM #" FROM:Charles 0.Scurr /JfaJCfi*Comm.Mtg.2/1/00CityManagerl//*^Shops At Sunset Place THE REQUEST A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI,FLORIDA,RELATING TO THE SHOPS AT SUNSET PLACE;APPROVING AN EMERGENCY ACCESS EASEMENT AND A DECLARATION OF RESTRICTION COVENANTS; PROVIDING AN EFFECTIVE DATE. BACKGROUND The Mayor and City Commission by Resolution No.70-95-9619,pursuant to Special ConditionNo.20,required the developer to record a declaration of restrictive covenant providing for the perpetual maintenance of particular project improvements and,pursuant to Specific ConditionNo.21,required the developer to grant an access easement for emergency vehicles and personnel. RESOLUTION NO.70-95-9619 A RESOLUTION OF THE MAYOR AND THE CITY COMMISSION OF THE CITY OF SOUTH MIAMI,FLORIDA,APPROVING THE SECOND APPLICATION FOR SPECIAL EXCEPTION BY SUNSET RED,LTD.FOR A MODIFIED PLAN OF DEVELOPMENT FOR THE BAKERY CENTRE, CONTAINING FINDINGS OF FACT,CONCLUSIONS OF LAW AND AN ORDER;PROVIDING AN EFFECTIVE DATE. WHEREAS,the applicant,Sunset Red,Ltd.,submitted an Application for a Special Exception,dated November 15,1994 (first application),for a project known as the Bakery Centre Redevelopment;and, WHEREAS,the City Commission,in accordance with the applicable requirements oflaw,approved the first application by Resolution No.134-94-9536,dated December 6,1994;and, WHEREAS,the applicant proposes a material change tothe previously approved plan of development andthe applicant submitted another Application fora Special Exception,dated April 14,1995 (second application);and, WHEREAS,the applicant seeksa special exception from the requirementsofthe Hometown District Overlay Ordinance,foundin Ordinance No.19-93-1545;and, WHEREAS,the City Commission is authorized by Ordinance No. 19-94-1569togranta special exception upon a demonstration by the applicant ofsatisfactionofthe criteria foundinSection20-7.51 ofthe City of South Miami Land Development Code;and, WHEREAS,the City Commission is.authorized to prescribe reasonable conditions,restrictions and limitations it deems necessary or desirable inorderto preserve and promote the intent of the Hometown District Overlay Ordinance;and, WHEREAS,the City of South Miami Planning Board,after appropriatelegalnotice,conductedapublichearingonApril25, 1995,and recommended approval(5to 0)ofthesecond Application for Special Exception;and, WHEREAS,on May 2,1995,the City Commission,after complying withallpertinentnoticerequirementsoftheFloridaStatutesand the City of South Miami Land Development Code and Code of Ordinances,conducted a quasi-judicial public hearing on the Application for Special Exception;and, WHEREAS,all procedural requirements of the laws of the State of Florida and the Land Development Codeof the City of South Miami have been met;and, WHEREAS,the City Commission,after weighing all the competent evidence presentedatthe hearing,hasdeterminedthat (1)the Application forSpecialExceptionshouldbegrantedand (2) approval of the application subject to the conditions and requirements specified in this Resolution will further the interests of the health,safety and welfare of the citizens and residents of,and businesses in,the City of South Miami. NOW,THEREFORE,BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI,FLORIDA: Section 1.Development Identification. (a)The name of the development is:THE BAKERY CENTRE. (b)The legal description of the property included in the Bakery Centre development is attached to this Resolution as Exhibit 1. (c)The name of the applicant is: Sunset Red,Ltd. c/o Michael Comras The Comras Company 1111 Lincoln Road Mall,Suite 510 Miami Beach,FL 33139 (d)The name of the authorized agent for the applicant is: Michael Comras The Comras Company 1111 Lincoln Road Mall,Suite 510 Miami Beach,FL 33139 (f)Application for Special Exception. (1)The proposed 699,984 ft.2 development includes: 397,000 ft.2 of retail space (including 47,000 ft.2 of restaurant space);80,000 ft.2of movie theater space for 4,600 seats;40,500 ft.2of residential space for 40 dwelling units;62,000 ft.2 of mall,service and miscellaneous space;120,484 ft.2 of exterior circulation space;and,580,615 ft.2 of parking garage for approximately 1,698 parking spaces.The development F.A.R.,not including the parking garage,is1.59. (2)The Application forSpecial Exception consistsof the application andallplansand other documents,that are annexed and made a part of this Resolution as Exhibit 2. Section 2.Findings of Fact,Conclusions of Law and Order. FINDINGS OF FACT. 1.The recitals in the Whereas clauses and the statements in Section 1 are incorporated intoandmadeapartof these findings of fact. 2.ThestaffreportfortheSunsetRed,Ltd.Special ExceptionApplication,datedApril 22,1995,providinga description of the development,evaluation and recommendations is annexed as Exhibit 3 and made a part of these findings of fact. 3.The property is located within the boundaries of the Hometown District and the requirements of the Hometown District Overlay Ordinance apply. 4.The proposed development is not in strict compliance with the requirements of the Hometown District regulations. 5.Based on the Application for Special Exception and the representations of the applicant,the applicant has satisfied its burden of demonstrating that: a.The proposed development contributes to,promotes and encourages the improvement of the Hometown District and catalyzes other development as envisioned in the Hometown District regulations. b.The proposed development is compatible with the land uses and development intensities prescribed by all applicable city regulations. c.The proposed development must possess integrity of design compatible with the design criteria established for the Hometown District and with the overall image of the City. d.The proposed development shall be designed in a manner that provides for effective management of traffic (vehicular and pedestrian),parking,lighting,noise and waste generated by the development,and management of the impacts of the development on public facilities and services. e.The proposed development doesnot expand the permitted uses within the Hometown District. f.Theproposeddevelopmentwillnothavean unfavorable effect onthe economy ofthe City of South Miami. g.The proposed development,when considered cumulatively with other development,both present and future,within the Hometown District,will not create excessive overcrowding or concentration of people orpopulation. 6.Further review andapprovalofdetaileddevelopmentplans and specifications isrequiredpriortoissuanceofanydevelopment permitstoassurecompliancewiththecriteriaforapproval contained in paragraph 5of this section. 7.Thedevelopmentwillbe integrated intothesurrounding area,promote pedestrian traffic along U.S.1,Sunset Drive and Red Road,facilitate pedestrian traffic betweenthe development andthe SouthMiami Metrorail Station,encourage pedestrian traffic between the development and business in the area,provide sufficient parking,provideaintegrationanda convenient spatial relationship between the residential use and parking and other uses,provide adequate internal circulation and functional valet parking,provide adequate open space and landscaping,and assure continuous maintenance of private common areas and facilities. 8.The development will impact the area ofthe downtown district,which is described as the Hometown District and delineated on the HD Regulating Plan.The applicant has committed to integrate the development into the Hometown District and has made adequate provision to mitigate the impacts on the streets in the area. 9.The development is consistent with the land use designations for the property specified in the City of South Miami Comprehensive Plan and the Hometown District Overlay District created by Ordinance No.19-93-1545. 10.The development is consistent with the applicable provisions of the City of South Miami Land Development Code,and it is within an authorized modification to a previously approved Development of Regional Impact by Resolution No.133-94-9534. 11.The development is consistent with the City of South Miami Comprehensive Plan and its Land Development Code. CONCLUSIONS OF LAW. 12.The applicant has met its burden to demonstrate that it is entitled to relief from strictcompliance with the requirements oftheHometownDistrict regulations.The burden ismet,inpart, bytherepresentationsofthedeveloperatthepublichearings on thefirstandthesecondapplications,andbytheconditionsinthe order which requirefurtherreviewandapprovalof detailed developmentplans and specifications toassure compliance with the criteria for approval contained in paragraph 5ofthissection. ORDER. 13.The application forSpecial Exception is granted subject to the conditions contained in the following Development Approval. Section 3.Development Approval. The modified development plan identified in Exhibit 2is approved subject to the following conditions: SPECIFIC CONDITIONS. 1.The Specific Conditions and the Statutory and General Conditions of the development approval in Resolution No.133-94- 9534 are incorporated into and made a part of this Resolution. 2.Building heights shall be limited to the heights shown on the drawings of building elevations submitted into evidence at the May 2,1995 hearing on the application. 3.As an incentive to increase the amount of residential use of the development,the applicant may expand the residential use from 40,500 ft.2 (approximately 40d.u.s)to 100,000 ft.2 (approximately 100 d.u.s).To accomplish an increase in the residential use,the increase in the total buildable area of the development by an amount corresponding to the area of the additional residential units and related common areas (e.g. hallways,walkways,parking)shall not be a material change requiring a new special exception.The expansion will be allowed by the City upon compliance with all other requirements of this Resolution and the Land Development Code,and upon demonstrating that sufficient parking is available. The applicant shall: 4.Provide for the functional integration of the development with the surrounding "hometown"town center.As guidelines for achieving functional integration,the applicant shall comply with the following: a.The architectural standards in Sections 20-7.15,20-7.16, 20-7.17,20-7.18,20-7.19,20-7.20,20-7.21,20-7.22,20-7.23, 20-7.24 and 20-7.25 of the Land Development Code,with such variations as may be approved by the Environmental Review and Preservation Board (ERPB)at the time of site plan and building permit review.Any variations to the architectural standards shall be the minimum necessary to maintain integrity of design.Roofs shall be white where feasible. Notwithstanding the site plan submitted with the second application,arcades shall beprovidedalong75%ofthe building frontage on Red Road. b.The street standards in Section 20-7.26 of the Land Development Code,with suchvariationsasare depicted on the plansin Exhibit 2ofthis Resolution.Any change inthe plans by the applicant that decrease variations from street standardsshallnotbeamaterialchange requiring a new special exception. c.Architectural and landscape elementsshallbe designed to createa harmonious relationship between development and the surrounding town center.This will allow for individual expression in design stylebut provide harmony through the use of common design elements. d.Loading docks,solid waste facilities,mechanical equipment,electrical vaults,closets or equipment shall not be located along,facing,or visible from U.S.1,Red Road, Sunset Drive,and 58th Avenue and the Metrorail system. 5.Provide for the physical integration of the residential use on Sunset Drive with the other permitted uses.As guidelines for achieving physical integration,the applicant shall comply with the following design criteria: a.A unified and well organized arrangement of buildings, service areas,parking,pedestrian and landscaped common areas shall provide for security and maximum comfort and convenience to occupants and visitors. b.Residential units shall be conveniently located in relation to parking areas. 6.Design and construct interior roadways to code requirements for width,strength,intersection geometry,and turning radii for fire and emergency rescue equipment.The interior roadways shall remain open and the applicant shall not construct principal buildings,accessory buildings,or structures in the roadways.The foregoing shall not preclude the use of reasonable limitations on use and access for the life,safety and welfare of the public and users.The applicant shall be responsible for the maintenance of the interior roadways,sidewalks and common facilitiesin good and clean condition.The applicant shall clean public sidewalks. 7.Provide for on-street parkingoninteriorroadways and on SunsetDrive and RedRoad,and unified signage,if justified and allowed. 8.Facilities and access routes for retail and restaurant deliveries,servicing,and maintenance shall be located in the interior of the development and arranged to prevent interference with pedestrian traffic. 9.Demonstrate that adequate parking is provided for the development.The applicant shall provide documentation acceptable to the Director of the City's Building,Zoning and Community Development Department that details proper functioning of on-site and off-site parking.The documents shall include,at a minimum, collection,stacking,gate operations and all aspects of valet operations.The documents shall be provided to the City and accepted by the Director prior to the issuance of the first building permit.The City shall retain a consultant to review the documents.Reimbursement of costs shall be paid by the applicant to the City prior to issuance of the permit.The Director shall certify that adequate parking is available asa requirement to issuing Certificates of Occupancy. 10.Provide day care services to meet the need of employees of businesses of the development.The applicant shall submit a report on the scope of need for day care services to the Director. The design for day care facilities shall be submitted for site plan review. 11.Design and construct improvements for pedestrian crossings across U.S.1 at the intersection with Sunset Drive.The design for the improvements shall be consistent with the improvements to Sunset Drive between that intersection and Red Road.The applicant shall be required to pay no more than $50,000.00.The improvements shall be completed,as evidenced by a Certificate of Satisfaction,not later than 1 year from the effective date of this Resolution. 12.Contribute $50,000.00 a year for the first two years and then $83,333 for the next three years to be used exclusively for design and improvement to streets,other than Sunset Drive,in the Hometown District.The City will provide funds to match the applicants'payments.The design of the improvements shall be compatible with the Hometown District developing regulations.The first payment shall be received not later than 1 year after issuing the first building permit.The unpaid balance shall be paid prior to issuance of the final Certificate of Occupancy for the development. 13.Comply with the Open Yard Space requirements of Sections 20-7.7,20-7.8 and 20-7.9 of the Land Development Code.The minimum 5%requirement applies to property owned or occupied by the applicant after satisfying dedication requirements. 14.Extend water mains to serve the development to provide an adequate supply of potable water and ensure sufficient pressure and flow capacity for fire hydrants,and relocate utilities on the property and in public rights-of-way,if needed,at no cost to the City. 15.Prohibit deliveries to the loading docks,street cleaning and solid waste removal between the hours of 5:00 p.m.and midnight. 16.Cooperate with the City of South Miami Police and Dade County Fire departments and Dade County Emergency Medical Services to incorporate reasonable and necessary security and safety measures soas to provide for adequate emergency medical services. 17.Provide adequate security for the safety of property and persons on the premises.Adequate security will be established by conducting a security audit by a qualified professional.The security audit shall consider all relevant factors,including physical design,types and level of lighting,control of points of ingress and egress to buildings and common areas,electronic surveillance,and numbers of officers and schedules for a security force.The applicant shall evaluate hiring off-duty police officers of the City of South Miami Police Department to provide security services.If requested by the City Manager,the applicant shall cooperate in establishing a special taxing district in the downtown area for security purposes. 18.Establish on-site parking policies and charges for parking facilities.The first full hour of parking shall be free to all users regardless of their destination.The applicant shall extend the same parking price benefits provided to project tenants to all of the Red/Sunset area merchants and their customers.The policies shall be subject to the approval of the City Manager. 19.To the end that full traffic _and pedestrian flow can be maintained on City right-of-ways during the course of construction, submit to and receive the approval of the Director ofa traffic maintenance plan for the entire construction period prior to the issuance of any building permits.The plan shall demonstrate that circulation can be maintained in relation to the various stages and sub-stages of the development.If traffic and pedestrian flow cannot be maintained as proposed,then staging shall be changed accordingly. 20.Record a Declarations and Restrictive Covenants in the public records of Dade County,Florida,providing for the perpetual maintenance of all internal and peripheral project roadways, sidewalks,lighting,landscaping,irrigation,parking facilities, exterior building facades,loading areas,solid waste facilities, mechanical equipment,and all other common areas and elements.The instrument shall run with the land and be binding on successors or 8 assigns.The instrument shallbe approved bythe City Attorney and recorded prior to the issuance of the first Certificate of Occupancy. 21.Record a Public Easement in the public records of Dade County,Florida,granting the City and other public authorities rights of access over and to the common areas and elements described in paragraph 2for the purpose of providing emergency medical,fire rescue,fire response,law enforcement,inspection, maintenance and other governmental functions.The instrument shall be approved by the City Attorney and recorded prior to the issuance of the first Certificate of Occupancy. 22.Record Deeds of Dedication in the public records of Dade County,Florida,for previously dedicated,but unrecorded,rights- of-way along Sunset Drive,Red Road and U.S.1.The instrument shall be approved by the City Attorney and recorded prior to the issuance of the first building permit. 23.Diligently continue construction under the project construction schedule,as modified from time to time,to completion of the development.The applicant shall deliver a copy of the construction schedule to the Director prior to the issuance of the first building permit.Copies of revised construction schedules shall be delivered to the Director quarterly. 24.Monitor and report on the effects of project traffic on the surrounding roadways in the Hometown District if requested by the City Manager after the issuance of the final Certificate of Occupancy.The report(s)shall include recommendations for roadway controls and improvements to the surrounding area and the internal streets of the project.The applicant shall be required to pay no more than $15,000.00 for monitoring (not including reimbursement to the City for consultant's fees).Internal project improvements shall be made at the cost of the applicant. 25.Complete a traffic and directional signage plan for vehicles and pedestrians,which shall be approved by the Director. The plan must be implemented prior to the issuance of the first Certificate of Occupancy. 26.Continuously monitor and facilitate the movement of vehicles and pedestrians on internal project roadways and at all points of ingress and egress.The applicant shall designate a Traffic Coordinator at the time it submits the traffic and directional signage plan. 27.Make public space available for not-for-profit groups and for public functions.The applicant's policy shall be provided to the Director prior to the issuance of the first Certificate of Occupancy. 28.Notifythe Director,DadeCountyandstate archeological officials at the Florida Department of State Division of Historical Resources within 24hoursofanyareawhere potentially significant historicalorarcheologicalartifactsareuncovered,andpermit state and local preservation officials to survey and excavate the site. 29.IfrequestedbytheCity Manager,cooperate with theCity in establishing a tax increment financing district. 30.Reimburse the City foritscosts directly resulting from theproceedings relating tothe Notice of Proposed Change,the Application forSpecialException,andfurther review ofplansand specifications,reports andstudies up tothe issuance of the final Certificate of Occupancy.Reimbursable costs include consultant's fees(urbandesign,traffic,parkingandotherasagreedto by the applicant),attorney's feesandusual costs (excepting feesand costs incurred in any judicialoradministrative adjudicatory proceedings brought bytheapplicantortheCity),reproduction, overtime secretarial,and other administrative costs.Reimbursable costs excludes payment fortime expended by salaried City officials.Invoices submitted by the City will be paid within 30 days. GENERAL CONDITIONS. 31.The City Manager may require further review by the PlanningBoardortheERPBwhenthemanagerbelievesthattheplans and specifications submitted with anapplicationforadevelopment permitdonot comply with thisdevelopmentapproval.TheCity Manager may require further approval by the City Commission when the manager determines that the plans and specification submitted with an application for development approval constitute a material changetothis approval ofthe Application for Special Exception, or,when a violation or failure ofa condition of development occurs. 32.The following changesshall constitute a material change to this development order: a.An increase in total gross buildable area,other than that allowed in paragraph 3. b.A decrease in total parking spaces provided on-site. c.An increase in theater seats. d.A decrease in the number of residential units from 40 d.u.s. 10 33.All applications for development approvals andpermits pursuantto this approval mustinclude complete elevations for entire facade andstreet frontage along streets or private roadways abutting and within the project. 34.All site plans entailing exterior construction must be reviewed by the ERPB pursuant to Section 20-5.11 of the Land Development Code. 35.TheApplicationfor Special Exceptionandtheplans enteredintotherecordattheMay 2,1995hearingareincorporated into this Resolution by reference and relied uponbytheCityin dischargingits statutory dutiesunderitsComprehensivePlanand LandDevelopment Code.Substantial compliance with the representations containedinthe Application for Special Exception andthe plans,andtheoral representations madebytheapplicant atthe hearings onthe first andthe second applications (in case ofadirectconflictbetween representations madebytheapplicant atthetwo hearings,which result solely from changes totheplan ofdevelopmentinthesecond application,therepresentationsmade atthesecondhearingonMay 2,1995 shall control),isacondition for approval unlesswaivedor modified inwritingbythe City. 36.ThisdevelopmentordershallterminateonDecember 31, 1999.The termination datemayonlybeextendedin accordance with therequirementsoftheLandDevelopmentCode. DEVELOPMENT ORDER. 37.ThisResolutionconstitutesalocaldevelopmentorder granting an Application for Special Exception.It includes (a)the application;(b)theexhibitsannexedandmadeapartofthis Resolution;and,(c)therecordofthe May 2,1995 hearing. a.This development order approvesgeneralsite plan and the proposeduses,magnitudeandintensityof development identified in the application. b.This development order is subject to the conditions and limitations contained in this Resolution. c.Thisdevelopmentorder requires furtherdevelopment approvals.Additional reviewof applications forbuilding permits shall beas required by this Resolution and Section 20-7.52 oftheLand Development Code (Procedure for Special Exception). d.This development order shall applytothe applicant,its successors,or assigns,and it shall be binding upon the real property described in Exhibit 1. 11 Section 4.Notices. NoticesrequiredunderthisResolutionshallbegiventothe interested parties at the following addresses: To the agent for the City of South Miami: City Manager City of South Miami 6130 Sunset Drive South Miami,FL 33143 Tothe agent for the Applicant: Michael Comras The Comras Company 1111 Lincoln Road Mall,Suite 510 Miami Beach,FL 33139 Noticesshallbedeemedgivenwhen (1)delivered tothe U.S. Postal Service for mailingby certified mailaddressedtotheagent showninthis section or (2)areceiptisissuedforahand- delivered notice.Notificationbytelefacsimileorother unauthorized meansshallnotbe effective.Achangeof address shall be effective when the agent receiving the notice of change signs areceiptevidencingactualreceiptofthe notice. Section 5.Conflicts. This Resolution shall supersede Resolution Nos.65-82-4065, 65-82-4065A,137-92-9342 and 134-94-9536.In the event ofany conflict between this Resolution and prior resolutions regarding the Bakery Centre development,this Resolution shall govern.The City shall take further action to rescind the PUD-M zoning for the property. Section 6.Severability. The sections,paragraphs,sentences,clauses and phrases of this Resolution,are severable,except any part of Section 3,and ifany phrase,clause,sentence,paragraph orsectionofthis Resolution shall be declared unconstitutional or is otherwise held invalid byacourtof competent jurisdiction,the determination shall not affect the remaining phrases,clauses,sentences, paragraphs and sections of this Resolution. 12 Section 8.Effective Date. This Resolution shall become effective on adoption. PASSED AND ADOPTED this 2nd day ofMay,1995 APPROVED: ATTEST: GtW CLERK i "v u READ ANp APPROVED AS TO FORM: CITY ATTORNEY EGG/egg Bakespax.res 12/7/94 MAYOR MAYORCARVER VICE MAYOR YOUNG COMMISSION BASS COMMISSIONER COOPER YEA r NAY YEA if NAY YEA /,NAY YEA //Olfav COJWtMiSSK^IER CUNNINGHAM YEA 13 MAY