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3THE CITY or PLEASANT LIVING To: FROM: Thru: DATE: SUBJECT: CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER-OFFICE MEMORANDUM The Honorable Mayor & Members of the City Commission Steven Alexander, City Manager Christopher Brimo AICP, Planning Director June 3, 2014 Agenda Item No.:--,-=-- A Resolution of the City of South Miami, Florida relating to the review and acceptance of the Annual Report of the South Miami Corporation (First National Bank of South Miami) on their proposed "Project Sunset" located at 5750 Sunset Drive. BACKGROUND: In March, 2005 the City Commission approved a mixed use project entitled "Project Sunset" located at 5750 Sunset Drive. The project is a unified development covering 2- 112 blocks (4.5 acres) in the Hometown District. It includes 108 residential units and 87,212 square feet of commercial space. The approval included the approval (by resolution) of two special exceptions to allow lot coverage and building square footage to exceed the maximums permitted and to allow four drive-though teller lanes where only two are permitted. A second item approved was an ordinance to accept a site plan for the project and a Development Agreement pursuant to Florida Statutes 163.3220- 163.3243. The project is not under construction. In 2008 the developer did initiate a process to change the project site plan, the special exceptions granted, and the Development Agreement itself. However, the developer did notify the City that the proposed changes have been put on hold. The Development Agreement, although adopted by the City in March 2005 was not signed (executed) by both parties until December 26, 2007. The maximum period of the Development Agreement is 10 years from the effective date. This agreement was further updated on December 4, 2012 following a public hearing. The City Commission approved an amended development agreement, and on February 27, 2013, this revised development agreement was recorded and is listed as Exhibit "B" (2) of the backup material. South Miami Corporation Annual Report -5750 Sunset Drive May 28, 2014 Page 2 of 2 The 2013 Annual report was submitted to the City on May 13, 2014 by Mr. Jerry Proctor, Esq., representing the developer, South Miami Corporation. The report concludes that all of the obligations set forth in the Development Agreement are met and that due to economic and market considerations the project has not commenced. The executed Development Agreement and amendments are attached. The annual report must be reviewed by the City Commission at a public meeting. The City Commission may accept the report or if there is a finding by the Commission that there has been a failure to comply with the terms of the Development Agreement, the Agreement may be revoked or modified by the City. RECOMMENDATION: The submitted report IS In compliance with the terms of the Agreement and it is recommended that the report be accepted by adoption of the attached resolution. ATTACHMENTS: letter from Mr. Jerry Proctor, Esq. Development Agreement and Amended Agreement Resolution RESOLUTION NO. ________ _ 2 3 A Resolution of the City of South Miami, Florida relating to the 4 review and acceptance of the Annual Report of the South Miami 5 Corporation (First National Bank of South Miami) on their proposed 6 "Project Sunset" located at 5750 Sunset Drive. 7 8 9 WHEREAS, in March, 2005 the City Commission approved a mixed use project 10 entitled "Project Sunset" located at 5750 Sunset Drive, which project is a unified development 11 covering 1-112 blocks ( 4.5 acres) in the Hometown District and includes 108 residential units and 12 87,212 square feet of commercial space.; and l3 14 WHEREAS, a Development Agreement was executed between the City of South Miami 15 and the South Miami Corporation by the adoption of Ordinance No. 05-05-1827 in March 2005 16 and is legally considered effective for a maximum period of 10 years from the effective date of 17 February 7, 2008; and 18 19 WHEREAS, the Development Agreement includes the requirement (Section 27, p.l3) that 20 the developer submit an annual report 30 days before the anniversary of the effective date which 21 report is a status report showing that obligations have been met and that there has been compliance 22 with the provisions of the Agreement.; and 23 24 WHEREAS, on December 4, 2012 following a public hearing, the City Commission 25 approved an amended development agreement; and 26 27 WHEREAS, on February 27,2013, the revised development agreement was recorded and is 28 attached as Exhibit "B" (2); and 29 30 WHEREAS, the annual report submitted to the Planning & Zoning Department on May 13, 31 2014 in accordance with the Development Agreement, must be reviewed by the City Commission at 32 a public meeting and the City Commission may accept the report or if there is a finding by the 33 Commission that there has been a failure to comply with the terms of the Development Agreement, 34 the Agreement may be revoked or modified by the City. 35 36 NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY 37 COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA: 38 39 Section 1. The 2013 Annual Report of the South Miami Corporation (First National Bank of 40 South Miami) on their proposed "Project Sunset" located at 5750 Sunset Drive as required by Section 41 27 of the Development Agreement is hereby ________ _ 42 43 44 45 46 47 48 Section 2. This resolution shall be effective immediately upon being approved. PASSED AND ADOPTED this __ , day of ___ , 2014. I 2 3 ATTEST: APPROVED: 4 5 6 7 CITY CLERK MAYOR 8 9 10 II READ AND APPROVED AS TO FORM, COMMISSION VOTE: 12 LANGUAGE, LEGALITY AND Mayor Stoddard: 13 EXECUTION THEREOF Vice Mayor Harris: 14 Commissioner Liebman: 15 Commissioner Welsh: 16 Commissioner Edmond: 17 CITY ATTORNEY Bilzin SUlnberg ATTOf(,\j YS t, L/\'N Via Hand Delivery Mr. Christopher Brimo, AICP Planning Director City of South Miami 6130 Sunset Drive South Miami, Florida 33143 May 9,2014 Jerry B. Proctor, Esq. Tel 305.350.2361 Fnx 305.351.2250 jproctor@bilzin.com Re: South Miami Corporation Dear Mr. Brimo: Property: 5750 Sunset Drive and 1-112 blocks to the south and southwest, City of South Miami Tax Folio Numbers: 09-4036-022-0060, 09-4036-022-0070, 09- 4036-022-0400, 09-4036-022-0410, 09-4036-022-0450, 09-4036- 022-0420, 09-4036-022-0430, 09-4036-022-0320, 09-4036-022- 0310, 09-4036-022-0300, 09-4036-022-0330, and 09-4036-022- 0290 Annual Report of Development Agreement This law firm represents the owner, South Miami Corporation ("Owner"), of the property located at 5750 Sunset Drive and the 1-1/2 blocks to the south and southwest, South Miami, Florida ("Property"). The Property includes the twelve (12) folio numbers referenced above, and includes the headquarters of the First National Bank of South Miami. The Owner and the City of South Miami ("City") entered into a Development Agreement ("Agreement") related to the development of the Property. The Development Agreement, a copy of which is attached as Exhibit "A", was approved by the City Commission and was recorded in the Public Records on February 7, 2008. On December 4, 2012, by public hearing approval of the City Commission, an Amended Development Agreement (the "Updated Development Agreement") was approved. The revised Development Agreement was recorded on February 27, 2013 and is attached as Exhibit "B". In accordance with Section 27 of the Updated Development Agreement, the Owner is required to submit an Annual Report to the City. Please accept this correspondence as the Annual Report. 1. Use of Property. The Owner received approval by the City Commission in 2005 (the "2005 Application") for a mixed use development consisting of retail and off~e space and residential units at a maximum building height of 56 feet. The terms for approval are described in the Updated Development Agreement, and remain in full force and effect. Development of the Property under the approved plans has not commenced since the recordation of the Agreement, due to economic and market considerations. In the BILZIN SUMBERG BAENA PRICE & AXELROD LLP MIAMI 4163124.176813/29325 1450 Brickell Avenue, 23rd Floor, Miami, FL 33131-3456 lei 305.374.7580 ICax 305.374.7593 www.bilzin.com Page 2 May 9,2014 interim, the Property is used as a Bank and for off-street parking, which provides a public benefit. 2. Commitments: The Owner intends to comply with all permitting and infrastructure requirements enumerated in the Updated Development Agreement. 3. Compliance: The 2005 Application meets all concurrency requirements, pursuant to Section 6 of the Updated Development Agreement, and is consistent with the City of South Miami Comprehensive Plan, pursuant to Section 9 of the Updated Development Agreement. The Owner continues to keep tax payments current; the cumulative 2013 tax payments to Miami-Dade County were $366,581.21. 4. Assignment: The Owner has not assigned the Development Agreement to another entity and is in compliance with Section 15 of the Updated Development Agreement. 5. Owner's Representations. The Owner affirms the representations made to the City in Section 24 of the Updated Development Agreement. In summary and as documented above, the Owner has met or commits to satisfying all of the obligations set forth in the Updated Development Agreement. Thank you for your attention to this matter and please do not hesitate to contact me if you have any questions or require any additional information. Sincerely, ~o!~ JBP:id cc: Thomas Pepe, Esq., City Attorney Bruce MacArthur MIAMI 4163124.1 76813/29325 BILZIN SUMBERG BAENA PRICE & AXELROD LLP 2 ",' . -.. P1M!:LOPKilNT ~~~ BE'1'W£EN 'rIm Cl:"n or sotrfa HIAK% r J'LORID~ l\Nl) SOl1.l'~ IjtLMa Co!u?oRA~ION '.tHIS PK'lKLOPMJC1f.l! ~ ("llfill:eement.") is made as of .ta.eh ___ , ~Q9i June 1~1 2~O~ by and between ~HE CITY O~ SOOTH MIAMI, FLORIDA a mnnic:!.pal oo.rpol'.'at.!on ("C;l,ty") and SOUTH MlAMl CORPORATION {~Company") Qr its assi9n~e. 'RBCX~S ~t the Florida Looal GovGtn~ent Oevelopment ~;~eem$nt ~ct, set fo~th in eeQtion& 163.32~O -16~.324~, l"lorida Statutes, sat forth in E~hibit I'A" (the "Act") provides for the execution of development ~9~e~nts fo~ a term pot to exceed ten (10) yea~s to insure t~t the law in effect at t~e time of the eX$o~tiQn ~! the development agreemet1t shall 90vern th.e development of the land for the du~atiQn of the aqreement; and waEREAS, tha city commis&ion of the City of South Miami h~s ~dopted Ordinance No. g5~05~1~~! which implements the ~ct and permits th~ co~aiderat~Qn and the adoption of thi$ aqre~mentl and mQ£~t the Company QW.!')/; apptoximately 4.S+/w <.1,Qretl, ~onad ffP-OV, Q$$cX'ib'ed in t'xb,ll::l.it "~, tI (th. "l'roPfJX'tyll) I and ~, tne Company desirea to construct a mixed U$e develOpment encQ~passin9 retail l office ~nd r~idential components (ielSc:r:ibed in Sl'>hib;Lt \Ie," Ithe "Project") in thtll Hometown District Overlay Zone within the City of south Miam:!., Page 1 of 3.7 Book26203/Page1380 CFN#200e0104490 Page 1 of 22 .. _--._-•••• 'w'" ...... -, ... """ -............ -----.... __ .. -. ..... -_._ .,_ .... -__ ._ ..... ~' •• ' ~~ ..... _ .... 04"'_"'~ _ .......... 1_ ... ' .. _ ~",-. ,._-...... _ .... , ~ ..... ,., ...... " •.•.• , •.• , ...... " ............ '.-1 .... .,.,' .•. ,.,,_ ........ '"~ ..... __ .. ~ .... _. ", NOW, ~~RE, in considexation of th~ above racitals I,md the following cQvenanttll te;rms ano condit.icns the reoeipt and sufficiency of which a~e eKpreesly acknowledq$d, tbe city and Company covenant and agree as followa~ 1, In~Q~~at1on of ~Qit&l •• The rec1tala set forth above are true and con'eat and are inoQrporated herein by this refe:t:enoe. 2. ~~op.rty. The Company cwn~ the property as desadbed in. Exhibit "A".' 'rhiG pxope:r.ty b deemed to :be one unified parcel and is a~bjsot to the unity of t~tl& p~r$~ant to the requiram&ntG of seotions 20.7.30 and ~O- 5.14 of the City Land. DevEllopment Code (the "t.DCII)· att~ched he:retC> a:l Exhibit "0". 3. ~f£.QtivG Da~A; ~ation of A9r.~nt. ~his agreement shall beoome effective after it has been reoorded in the public records of Miami~Dade county and thirty (30) days afte~ it is received by the Fiorida D~partment of Comml,1nit:y l\ttairs (t.he ":effective Patatil. This ag;teement shall terminate teo years f~om the e~tective Qate of thi$ ~greement, unles& otherwise ext~nded or terminated a$ p:r:ovided foX' herein or in the' ~ot. The maximum petioc1 Q~ this $qreeme,nl!. shall ~ ten (10) yelilX'S fl:om the effectil1e ~ate Unl$$8 extended by mut~al OQnsent of All legal and equ:!.tabl.,e owners of the Propert.y and the cit.y upon apPl;oyal at a p\.\bl.:l.c hearing, M provided in the a.ot. 4. 11.IJ8 ot'· l'ropar\:;y. 'J:he prope.l:ty described in J!1)\hs'bit \\1\." is to be utilized for the projeot descri:Qed .in li:xhibit "e": a m:h.ed use rlisidential, offi-oe and retail pxoject with ~ residential use not to ~~ceed 108 owelliog units on 8ook26203/Page1381 CFN#20080104490 Page 2 of 22 .' , ',' app~oximately 4.5 +1-acr.es. The pxoJect wiLl inolude "chamfer$d" coxnQ~a wl'le:r:e ~t abuts l:oadway inte.rpseotion~ pU:J;l>uant to Ex.hibit "C", 'Xhe oooupied space of the project will not exceed fo~r $to~ies Qr fifty six (56) feet in height un16$s otherwi$e permitt,Bd by the South Miami comp~ehen$ive plan ox its land development rS9ulations, The tots.l of oocupied spaoe of t:na project shall not ex.ceed fo'\.!l:' stories. Non-?cCupied sPace shall not exoea4 a ma~j..m'Um heigh.t. of f~:ty aix feet. Th(ll project snail be built in two phaa~s a~ follows: • Phase t ~hall. ~Qt'l.9ht of Blocxs "AN ano ~."8.: d~3ed.bed in EJlhibit "e". • Phase IX ehalL QQna~st of Block ~ ~g:.d~50r1bed ;l.n Exhibit "e". " ,~ ~ ,rtJaY., IIilUlQ.t to ~l~t ... ~ davel.2p!!!nt e~~ in one li?hal!!.! ", • 'tn. ~ --1, ~l • .;:t to ut.~U~u 81Do); "elf aa ! ~rm b~ f.d.li~. dth c!¥'+~*th~01::I® l-.nu. (not. to uff~.4 ... ~QU: lanfl.) which ..l.~cility ahal.l btl :r:~d :gpqn tho i!IJUAno. o.f tlua Cutg!pata of ocem'"OC :fO:t' -en. ~ ;f.~~Utz: em 810011; IIAII._ The OV$l:all .Q.e'\,l'eJ.opm~nt of tM propert.y shall. be oopductad in accordanoe with the ~pprov~d sitG plan on file t\ t ~he City I (at ta.oh~d and inoorpon ted. flU Exhib1 t "all) includin9 elevat1pns, a~Qh1t$at~~~l f~at~4es and ~$timateQ commercial square footage pU~Buant to Section 20.3-7, of the )'..DC. S, :eubUc FaoUi U •• S.:r;v;i.llIjI' th. 1JJ:ojoct. In oro.e.:l: to enhance publ1c faciUti~l!! in the Cit'y 01: SQuth Millllt,i, the Page :l of 11 8ook26203/Page1382 CFN#20080·104490 Page 3 of 22 '.' comp~ny a~raea to p~ovid~ the aervices listed below in compHance with Sect10n 20~4.J. of the LOC, includ1n9'1 ta! goad"ayl'J An operat~Qnal traffic st~dy wa~ oondu~ted. by the city and the Company 9grQe~ to the recommendations of oity st~ff as set forth in tbe.U: staff report whioh recommenoations are inco~orat~ herein by ~afe~ence. (b) parks and Recreat~ B&$~d on ~he ~:ojeoted ~aaidentl.l population on th.e ?lloperty, Company oql'eea ~o '6)' .... U p.ell,'£H i 9 ael1u oj J:a"'~ &eeept&l>h 'U 'elile. 0;'111' ... a .. ,""~iU,e ,a. a, ; ihl ~ .. &. ahelu\.,j,\,e., 4ift$ 1iI,,~an,,' 11\4)' , .. e¥i" II: .» nl,,, •• '".e '1!~'M~l'Iv)! e&eell eft !>le IW~ .... "'Ethe , •• 8'6 e! i!~d1!l!MW.&l ~rll!teoltll~ ifl aha eU5' f)"MlIt 'fa)!,!!! l:1:Ui~ ~It"'-$';;e Q~~~~. fj.,eymef)b' fI~&iLil lt~ ,*~ee:1i ~~ a .. ,u4al i'ttI\Q ·h¥ "p.""db~ .. ef! 1!I~"iha.· 'lIIf-eWlWefl1U, ee !II/illtl, iln6 !'!!Ie.e,,~i~1\ heiH~e~ '" ~~e G,ey. ih$ P~~eft~ e~a~l be made ~I\ ~ne i~ av~ e~ ,e~-be*~~~ 4 C~~ifie6&e ef ~5e ~~~ e8e~M:"'r "$ ~lta1\\;(tEi 6&:11: 'he !bla~ t'eeloaeI'iH~' 'tIfIi b "'1'\ tit" t'lnpet'tYT""to dona..... ~232 I 1)00 in pne 1!:'JI!W .~ ,'" it.",ree.ecmaibilit.t, for ~.tl!!S 2ar~ and ~Qr.a~on oonCU%~~. P~t ~.~t !?! -made on or blafore ~~;Lpt. o'L tha Ur-!t:. J)uUd:f.J'!.Sl e!mi.t. and _!all inc::~~ lIAr i1'1terut or c:ar=ririll cost 1n~.d & the CU;;lt' unth .t:ac~pt 0' the Pilent." te} Sanitar~ S.we~~ Water and Sow'ar se;l:v:l.ees tOil!; comply w:J.1:.he.ll requirements of Miami~D~~e Co~nty fQ~ any b~Hdin9' p:d.or to is~ua.n(:e Qf a :fin~l Certifioate at Vae an~ Occupanoy. Book26203(Page1S83 CFN#20080104490 Page 4 of22 td) solid ~Illlte Solid Waste services that comply .requ:L~ement8 of Mir;lmi-Dade County builtUng prio~ to issuanee of Certificate of uee anct Occupancy, Ie} Schools with aU foJ:' any • a final 'J.'he company corom1 ts to pay \lp(i)n the ilssuance of the initial certi:ficate of oCO\lpanoy any requited Miami-Dade County School Board sChool impaot fees, 6. Concu:~.nQY, the C~ty of South Miami has dete~mined that the Company' S pe~to.rmanoe unde:r the Development 1I.greament sat isfies t.he ooncurrancy requi:cement$y as delineated. In Section 20-4.1, C1ty Code. ay Bxecutioll of t.his Agreement, the City <l.cknowJ.edges that t.he application for <lite plan approval meets all ClOJ')Qu.u;ency regulations enumerated in section 20-4.1 of the Ci~y Code, and that the site '. pl.an applic~tion and 'Chis Aq;ceeTfl('lnt axe consi.stent with the City Comprehen5ive Plan and Land Development Regulations. 1, F.~t~. me permits pralimin~rily 1dentif.ied $$ necee~aty for development of the projeot are descripsQ as follow8 ; (al Special ~~~ept1on to permit four dr1ve- through teller lanes ~ithip the site. (b) special Ex.oCetption to provide 72,2% +1-lot coverage. \e) Spacial U$0 permit to permit up to tour ~estaurants with a ma~imum tutal of l3re20+/~ squara feet w:tth paJ::'Kin9' to Pe BUpp),it;!c\ :t'rom i.lny Page!) of l7 8ook26203/Page1384 CFN#200B0104490 Page 5 of 22 -, .... _-_ .... ---._---_ .. --~---... -~.,.-. " exoea5 pa~kinq within the site, Retail and restaurant parkin9 shall be mark~d and $1qned. 8. n8V.~~nt Conditione, The folloWin9 conditions shall ~pply to the deveLopment' of the p~Qject' (a) 'l'ha Company ehal.l meet all applioable building codes 4 land <:ievelopment re9\11at;;\'ons/ ordinances an~ other la~s, (h) The Company shall ao.here to the J:equirements of all pexmits ~O~ the P~Oj~ct, Ie) ~he Company shall develop tbe p~oje.Qt ~n conformanoe with tho param~tera set fo~th in this I!q.l:eem&nt. (d) All development shall be in ('.lecoX'd with the !lite pl.a.n s'Uprnitted with the' special e~cept:l.on ~nd special use ~pplicationst said site pAan incorpor;at(;lQ ir1 E~hipit "C", {e) The Company Sh;;ll:\, provide tM Depattment of ~lann1n9 with a tempora~y pa~Kin9 p~anl including .m operational plan / which address~s construction employee pax-king du:rinQ tl:ltf conat:r:uctiQfl 'pedod / said pl;:m &h.e.ll include an eniQ2:cernent plan and shall be S\l~j act tot) the tevl-ew ana approval by the planninq di:t:e¢to:/: pdoX' to t.he ,1uuance of any buildinQ permits and 5ball be anfo~oed d~tin9 const:ruction act 1'v:l.1; Y • f) Al.l. c6nc;iitions impoaec;\ by the City Co!!ltnia:9i.on shall be inoorporAted in this Development -I\'ilreement, q) Company sha.ll reiwbuue tne City it-a lost parking revenue 1;;;om ~ny me\;e:red parkin<;, spaces rage u of 1.7 Book26203/Page1385 CFN#20080104490 Page 6 of 22 . \ . . ', adjacent to the Property which it oocupies O~ uses du~1ng the construction pe~iod. h) The Company shall do~at~ to a city trust fund ~40,OOO.OO to be used by the city for txaf£1c calmtng or other tr.Qffio m1ti9atlon pxogram~ w1tn~n the City of South Miami. Thta money ~hall be dOl\at~d t.o the City , prio;!;' to the issuance of its fir~t p~ildin9 permit. 9. CQod.ster!.cy If.t.th City of 8Q\ttl'l M£u:l. COq):r:ebenlliive »lan ana ~ Dov.lo~nt ~9UlattQni, me city hae adopted a cO~.t'ehenBive Plan and Lanti. Pevel.opment R~9\;llat1ons in aooordance with Chapter lS3/ ~art III Florida Statutes. ~ne city findiJ that the project is-con/listellt with th~ cityl s comprehendve plan and the c;lty' s land development .regulations. The proj eot, lS Jl\~~edulie relSidential, of;ficfl ~nd retail development, a~ set tQ~th herein, is conaistent with the "Mixed-Usa Comme:toial/Resid.ent,j.al (Four stOl:Y) 11 de8~9nation on the f~ture land use mapi and tne »n~ov zoning distriot on the Official zoning Atla~ of tne City of South ~iami. Goal 2 of th~ Futu~e Mand Usa Element identifies t~e deUne~ the borne town dist.x:ict which Qons:!..sts ot the \'Hometo~l'l \)~.\Jt:rit:t Oveday ~one, " aa dst1n~~ in ~rticle VII, s~ctions ~O"7.1 tbrouqh 20-1.52 ot tbe city's land development ~e~lat~ona. 10, V •• ting. '\5 10119' ae the development on the Proparty ill In compliance! wHh this Deve).opment Ag;raement, and all appl1cabl& 1awQr ox~inances, cOdes and polioies in existence at th~ time of tile execution of the Devf31opmen1,: A<Jraement as well as other ~eqt;l.it'em$nt~ ;i.lllpotSed by the City Commission upon tbe ,:atiUcatiQn ot' the 8,ite plan approval !'age I of 17 Book26203/Page1386 CFN#200e010449Q Page 7 of 22 •• '''' , .. , .. ,... . ", .• -. -,,"_",,' .. _ ,._ ... '. ,_._.M, _.,._ .... w_ .............. " ..... _--._ .. _~ ... .. on the Ptoperty, the PtQpe~ty shall not be the 6~bject of a down zQninq. application by the City ~od shall not be subject to any devel.opment moratorlum, t:~ferenda action, ordinances, poliqie!!1 or procedures enaoted by the City that limits the development ¢ontempl~ted by this Agreement ... nd depic:tad in the siU plan, 'Any bU\lre by this Agreement to address a partic1J.la:t: pem1t f ClonQi tion, term or teat~tct1on Bnall not rel~eve t~e Company of the neaeu;l.t.y of oomplying with the law 90verning eaid ?e~mitt~n9 requiremento, Qond~tiQner t~rme or rest~iotione, 11. Pe=!t:.., Ctll:ldii;i.gnll, 'to=. and JUlst:d.etiotls not Addr ••• a~. The failu~e 0: this agreement to addtess a particular permit, Ct:!ndition, term or restriot1.on shall ~ot relieve the Compa~y or the city of the nece~sity of complyin9 with toe law <Joverning aaid permittiP'g ~equ~~ement8, oQndit~¢ns, tetm$, or r~attiction$. 12. Duzation of Pe~ta. Th~ Oompany aQ~nowledges that this a9l:'e~~ent does not 6~tend the duration of ~ny permits or approvals. 13, MCl" Govexnill9 DlIIv.-lopm.a»t Qf the. PxoPit:tty. Tl1~ ordinances, polioies and P~Qc~d.l.lr"a of the cit~ Qf South ~il!.1l\.i conoel=ning developm(tnt of the property t;:nat. ",u .1.n existence a4 ot the execution at this agreement $ha~l g'ove'cn the development. of th'l' p:t'operty for the dura tio.n of the term of this agreement No ~ube.equ&¥ltly adopted ordi.nanC6$r polioies, 01:' p".ocedlJ~es shal.1 apply to the p:coperty e.:Kc~pt in accordance w1th the prQvisions of section 163.3233 (2), Florida. Statutes, <md O~dinanoe No. 05~05-1a2~, ·as attach$d. I?age a of ).7 Book26203/Page1387 CFN#20080104490 Page 8 of 22 . ~. t',' 14. !t'.~l\atiOA. This agreement may. be termin~t;e(.\ by mutual written oonsent of the oity and COll\Pany, aubject to the te~ms and conditions he~ein. Either party may texm1nate this Agteemept if the oth~r pa.tty oommits 0,1; allow$ to be COl'llll\itted any mated.al b;rl;!ach of this Davl;lopment. Agreement. PI "material breaoh" of this Agl;'eement allall include, but not. be limited tO I a fa.il\\re of e:l.tl'le~ party to par form a~y mater1al Quty or obli~ation on ~ts part for any thirty (3D) oonsec'IlUve day perioQ. Neither party ma.y terminate t.his Aguement on ql:o'UnOs of materi.al breach of this A9uement unleas it halll provided written not1c~ to tha othn party of :!.ttl intant;l.on to' deolaX'e a. b~each and to terminate tl1ifi' Aq3:eement (the "Nat.:!.oe to 'l'(lrmioatcs") and the bl:eaoh:l.n9 pat'ty thereatte:c fails to cure 01: take :>teps to substantial.ly cure. tI:e breach within sigty (60) days followinq the. receipt of suoh Notica to ~er~1nate; with the e~ception ot monetary brea¢hes which sh~ll be cur.ed within thil:ty (30) afte:r :teceipt of notice. 15. A1J.:i.9llJlIoltnt. Thia Devel.opment Aq;,eameJlt may riot be "'~l3i9'!1.W by the Company ex.oapt to an affiliated entity I without tile p.dol: wdtt.en oonsent of the City. Subject to cnfl ptaoedln9 sentenoe tll'is PeV~lCipmElnt A9reement shall be binding I)pon the 8QCC~$I!H>~fl, assigns, and rep:resentative.s of th~ parties hereto. An affiliated entity is an entity of which South Miami corpora~ion or a majority of 1~s ahareholders r diX'~ctl:y or indirectly owns at leaat 51% of the beneficia1 interest. 16. Work 1!'o~o.. Tba. Company a.gr~'l,'Is to use its best efforts to enhanoe job oppo~t~nitie~ for local citi~ens in connection with the p~oje~t. ~Q that end and in orde~ to Palle 9 of 17 Book26203/Paga1388 CFN#20080104490 Page 9 of 22 . "--.. , ---.. _ .. " ~"''''''----'--...... , ..... -.. ". ___ .. ~',,, ....................... _u ..... ". ' .. '. ,,_w ...... ___ .M .. .. "'1<' maximize job opp();rtunitie.s fot: applioants f,roro South Miami I the Company shall Bend notice to the Communi ty Redevralopment Al1ftl\oy Oil:actor of the Cit1 of South Mhmi, or a. $ubst~tute tle~i9'nee by the City Manager, regarding employment opport~nitiea rel~ted to any, (1) con$t~uotion work on tne ~);op~rty, (2) temporary OJ': pe:r.manent m«intenanoe work on the Property, or (3) propo$als for leasing ot retail space Ot' employment opportunities associated with retail apace ~ooated on the p~operty, 17. J¢i~t »~.p&~.ticn. Thie aqr~ement has been drafted with the pat'ticipation of the city and Company f:!.nd their Qounsel, a.nd shall not be oon:;tru$Q against any party on acoount of draftsmafl$hip. 18. ~1ndin9 8ff.ct. The burdens of th~s a9~eeme~t $hall be binding upon, and the benefits of this agreement. shall inure .to, all :51u.ccesso:rs in intere.st to the {larti~s of this ag~eement. 19. CaJ?U,on8and U •• di"g.. l?aragrapl'l he(ldinqs are fo): convenienQQ only ~nd ~hall not be osed tQ constxu$ or inte~p~et thi5 agreement. 20. ~lic:ebl. l-,:H" / JU~bo;U.OUont imcl V.rtuQ. ~his a9:teement ~hAll be Q()vElx.'ned by ilnd J..nt~xpreted, con6tt'\l$d, ~nd Gnforcad in acao~aanQa with the internal l~wB of li'l.or;l.da withoQt rega;r:d to p:r:3.I"l'l:iples of oonUicts of law. This agreement m~y be entol:Qed as p~ovided l63,3243, ~lo~ida Statuta$T Venue tor any pertaining to the subjQct matt~r pe~eof axclu$iv~ly ~n Miami-Dade County Elori~a. Page 10 of 17 Book262Q.3/Page1389 CFN#20080104490 in Section litigation shall be Page 10 of22 ~: . 21, "nfor~nt. In any liti9ation aria~ng out o~ thi$ ag~eement, the prevailing ~~rty shall be entitled to tecover its ooste anct attorneys feaa, Attorney'e fees pay~ble undeX' this paragraph shall not eKceed 25% of the amount of damages awarded to the. prevail1nq party und no pa.:rty shal .. 1. be entitled to pre~judgment interest. In any injuootiveor other action not ae~ld.n9 damages under t.hls paraq.raph, llilgal feet> may oe awarded in the d16cntiQn of the court, but Shall be rea$ot)"ble and shall not exce~d an nourly rate of $300.00 por hour. U I :txU'?8ation. Notliing in tll is A9reell\Aitnt sh~ll bli construed to waive ot' Um:l.t t:he City':! 90vernmentell. al,1thority as ~ munioipa.l corporation and. political, subdivision of the State ot FlQrida, Tne Coropany theJ:efora uno.erstands and agrees tnillt aoy official l.nspecto:t' of t.ne City of SO\'lth Mial\\i, o~ its agent$ duly autho:rized/ h.av~ the .right to enter/ inspect and inve$tig'ate all ?'.ct:j.v.:lths on the premi:.;e$ to detel'm~ne whetnel: the Property oomplies with applicable laws inoluding but not limited to ~uilding ~nd zoning regulations and the oonditio~~ here1n. 23, Au~bo~1matio~ to W!thhola PQ~tu and Inpp.Qt1Qn~, In the evsnt the Company i.e Clbliqatecl to rnl1ke paymentll o.\;' improvements unde~ th. term$ of thi$ Development A9~eement and such payments are not made as required, or suoh improvements are not made CIS required, in addition to any otner remedtes available, the City of South Miami is hel:~by .,uUlorized to withbold any further ptll'.'mit.s on the po;cti~n o;f' the Vropcrty failing to comply w;l. ttl. this Development Agreement, ~l?pr.ovala, and rQ:f.'Usl) any inspections or grant any with regard to that port~on of the Property Page 11 of. l.? Book2620~/Page1390 CFN#20080 1 04490 Page 11 of 22 .... ----·-_~ ______ ·_ ....... _ ............. ~.u." .............. ,,~,. ____ .... _ . until such time thie Development ~greement ia complied with. 24" ,l\ep~ •• enta.t:Lonli of tho COlIIpl'1ny. 'l'h~ COJilPany rep~esents, to the city aa followsl (a) ?'he 8y.eollt..!.on f delivery and ped~r1I\anoe of thls Ag~eement and all othe~ ins~rvrnent$ and a9'reelllent~ executed in connection witn this Aqreement have been p.ropel;'ly authQ:cizea by the Coltr,Peny and do not rec;r.lire f'Uxther l\ppro\Ta~, by Company. (b} Tbls Agreemlilnt hae bean pxopedy f)xeQ'\)teo, and constitutes Company' (I J.e9a1, valid. a'l')c;i binding obligilt,~9nsl en:f()rceable ,.gainl)t company in a~oordance wi~h its terms. Le) Tbere are no actions, ~u;l.t$ or p:toceeding8 pending' or th:re8ten~ct against Qr aUaoUn9" Comp.my before any court or 90YI.'lt'1lmental agency that would in any matexiCl:l way affect cotnp~nyr a ability to pe~fotm thi~ Agr$ement. (d) CQ~any ~hal1 not act in any way whatsoever, dil::ectly or inctir~atly, to cause t)l;ls }\9l:'eem~nt to bEl amepQ.eQ./ ,mod;i:f:ied, canceled, or !;eJ;m:\.nated t except p\I;ts\l.ant to ita Glxpress te:J:mst ~nd shall' take all aoUona neoeasaty to ensure that this Agreement $hall. xemdn in fulJ. fo;toa anQ effeot at 411 times. (el Company has the financial oapacity to payor advance to the C~ty all fees and payments as r~quired under this Ag~eernent. Book26203/Page1391 CFN#20080104490 Page 12 of 22 25. S~e~ability. In the ev~nt that ~ny of the covenants I ClgreemenU I terms, o:r: provisions contained in .. this ag'l:'eement shall he invalld( ili<!qal, or unenforoeable in a:ny respect, I;.be validity of the :cema.ininq covenants, aqreements, te~sf or provisions contained herein shall be ,in no way affected, prejudio~d; or diettll:bea tberel:>y. 26. Waiver.. No failure ot delay by Company or the City to insist ~pon the atrict pa~formanc~ of any covenant, agreement, te~m or copditiQn Of this Agreement, o:c to exen:cililEl any :r:iqht or remody OOnl!l\ilquent upon the breaoh therfllof, shall constitute a wa1 ve:c of any such breaob Qr ~.t'lY 8UQSaquent b.r:fI&oh of s\Jch oovEinant, Ii <;1t'eemGl'lt , term 0): oondition. No cl)venant l agreement, term, or condition of this Agreement and ~o breaoh thereof shall be waived, aLtered or modified 'except by written instrument. No waiver of any l:>reaQh shall a~£ect: or $lte:r: th.\..ll }\gl:eemant, but eaoh and ~very c9Venantt agreemantl term and condl tion pf this 1\9're~ment shall continue in full force an(Jef'fect wHh respect to any other then existing or subsequent breaoh thereo!. 27. Ann~~l ~~o~t ~d RevlQw, It sh~ll he the reapons:!.pility of the Company to $~bm~t an annual r$port t~ the C.ity sufficient to fulfill t)).Q tequh'ernants as. ete.teQ :in the provisions of Beoti9n ~63.32S5, Flodda Stllitutes, and ordinance NO. O~ .. I)~-200!. 'rhis agreement shall be reviewed annually <>1'1 the. anni v~:t:~ary o,f' the effective date of t.his a9reement. The Company, or its assignJ shall Bubmj,t an annual report at ~east 30 d.ays prior to the annual rev.taw date. '!'his repo);t shl;\ll contain ~ seotion-by-eection listin\j' of what oi>l.!gatione have P<:€ll"l met and the date £'at;JE! 13 of 17 Book26203/Page1392 CFN#20080104490 Page 13 of 22 find.i.zed, as qood t'ai~h. oomplianae w;tth the teTI1l$ of tn« a9:).';e(;lment. Tbe city ol;imm;'~sion aha 1]. t'f;!IViflW thG annual report at ~ publ.;l.o meeting. I-f the City COJIlmiadon :finds, on· the basis of substantia.). competent I!videnoe, that thel:'e has been a failure to comply with the terms Of the Development Agreement, the Agreement may be revoked or modified by the C1ty_ The obligation to s'l.lbmit &n' annual ~epQrt ah~ll conclude upon the date on whioh the ~9reement is terminate~, 28. NQtic.8. Any not1~es o~ repo~t~ requ~red by this aq~~Gmen~ shall be $ent to the follpWin91 For the 0;1. ty I Copy to; Copy (:Q: Book26203/Page1393 C;ity Manaqe:r City of South Miami 6130 sunset D~iva South Miami,. Florida 33143 Planning pirecto. Plann~ng ~nd Community Development Department City of South Mi~ 6130 sunset D~iva South Miami, rlo~1da 33143 South Miami Corporation Attn: ~on~ld r. Hunter, Vioe Pnej.de.nt A~lci Wade ll.. WIl,Qhoh, counsel 5750 sun sst Otive South Miami, rlc4iQ~ 33143 Wade R. Wacholz, E~q. Gi8l~~on ~ Hunter{ LLP. l?O. Box 5297 aopkina, M~nnesota 5S243 w 2297 W. Tuoker Gibbs, Esq. 215 Gr~nd hvenue COQonut Grove, Florida Page 14 of 17 CFN#20080 104490 33133 Page 14 of 22 ....... ,. ,,-. ". ~""""'-'-"'"--'----"""'''''''--'---.... ~-.. -...... ---.......,... ........ -....-..-... ____ ............. __ • __ •••.......... 11 ......... " ••••• ", ... ~ '''''' . . ' . . , ' 29. E:Kb:l.bitli. 1.11 elth:l.bit;,s attached heJ;~to oonta.l.n add;i,t.t.onal terms of this l!Il]):ee1l'lent and art;) :l.noorpo:r:ated he:e-eill l)y z:eference. 30. ~ndment. ~his agteement may be amended by mutual written consent of the city and Company SD lQPg as th~ amenQmeot meete the raqui:l:el1lenta of the act, applicable city ot'dinOlMes a.nd U'loridalaw, :U, ~t:i.xe W1:0~t, orhit; al]l:eement repreaen ts the enti;r.e a9t"EH:lml.'tnt and. no P:C;'o:c or pJ:e$ent IlgreemEl:rlts or reprefJel'ltaUona ahall be b;\.ndio9' I.lpon either the city OJ: Company, unless speoifi~all~ inoorporated he~ein by refe~en~e, whethe~ s~ch pr.ior ptesent aqreemante have been mad~ orally ox in 'Wdtin9. Ea.ch patty affirme.ti\Tf;lly rep';-Baentll tha.t no prom1.ees have bElen made to that; P<lrt:y that are not contained ~n this Ag~eement, and the Exn~hits, and $t1pulatas that ~o evidenoe of any pxomisea not oOlltained in th.is Agreement, and the Exhibits 4 shall be admi tted into' evidence on i till bebalf.. rhis 1\gnemant shall not be $\lpplemented, amended. or mod:lfield by any cou)';se of dealinq, e;lQuxae of peJ:foX'TrlflnCe QJ: uses Qf trade and may only be emended or modified by a written ;l.n~tl','ument duly executed b¥ officer~ of both pa:rt1e~. 32. 'fh$.r<1 ~&l:t:Y 3U'I.Gno;i.ary. !l'hh A9:r:~ement h ~~c11.:lsiv&ly fot' the bet1efit of the partias bereto and thai~ A:eHUates anc1 it rnay not. be enfo.l:oed by iiiIlY p~rt:y o\:.her than the partie.') to this i\9x:eem~nt and I.lhall not 9iva J;'be to liability to any third. party cthar than the autho:dzect ,9uccesaors end. aS$;i.~m; of the paa:-Ues hereto. 33. ~er1od. o~ ~i=Q. Wheneve~ any det~rm1nat~on is to be ma<;ie 02; action :\.$ to be taken on a date a;Pelcified in P~ge 15 of l. 7 Book26203/Page1394 CFN#20080104490 Page 15 of 22 . ~ __ ."~_ ... __ ..... _ ..... _ ..... ,, .... _ .... _ ~"""no ...... ~ _______ .• ,._"r·· -__ . -......... " .... .................. '" ••. ""'._ ... ".,r-•. ,..,...,....-.-'~·."'I.·,.· ...... , .... -_ ... _. ~. , this jl\qreement, if such date shali tall on. a Saturday, Sunday OJ: J.ega.l hOl.:l.day, then in such eveklt sa;i.d date shaH be ~)(tehded to th.e next day wM.oh is not lJ Saturda:<h S\lnday or legal holiday. 34. counte~art.. This A~reement may be execut~d (including by faolJilnil~) in one or mox-e counterparts/ and by the different paJ:'t:l.es he::etc in sepat'ate QQunte~arta, eacll of which when executed shall be deeml!d to be an Qt'ig-.i.nal h\lt all of \'Ihion taken toglJtner $h~ll conllJtitute on~ and the same aqreement. 3!!l .. ~c:ord4t1on.Nithj.n 20 da.ys after th.e Pevelcpmtllnt lIqreememt has beltt\ signed. l:ly both the Company and. th~ C1ty, the Applicant aill!lU cause a copy aithe Dove lopmliln t Agreement to be reco::-ded. at the Applicant I IS expensa· in the registry of deeds in Miami-Oade County. 36. AbandonJJ8nt ot ru.9bt-of-Way. 'fne C;lt~ agrees to abandon the right.-of-way ~djacent to the p:rope:rty to the buildable line. The Company ahall ocntempQ:r;aneously grant to the Ci.ty an e8~ement hom the t'ight·o!-way adjacent to th.e p~op~~ty to the buildable line for all future need~ of. the Ci\::,'. 'ro en$ure thillt the p:toposeQ $t:ructuu doee not . interfere with the City's futu:t'$ needs, any permanent $truQt~re e~tending out OV~~ the City'~ easemont shall prQv.ide the City with clear~noe as prov~ded in the Hometown overlay District in the Land Development Code (lO~!.'~et minimum) . J?age l.6 of 1"1 Book26203/Page1395 CFN#20080104490 Page 16 of22 , , City Of south lUiuni. li'lorida r this', day o~ 200 . . J?MInm MID DULY ADOl"'1'lID by th~ ~).&sion of t~he . 11tf,· ~ /l.(I(/ S~A'l'E Oi' ~LQ~'J:gA:r 1.1.1 1\1'" ~ ) l C01JNT~ 'OF UfJdU eAGlE <!OOK, ) The foregoln~ inattument wa~ ~oknowle~ged befo~e me tht6 ~ day of Pe.c.t.""I'!>Vb, , 200'-"by ~ €,OqSW.ft.L ~/~ who :1,$ perS.~l~own to me. O~ who p~Qduoed --=--.~ __ .:.;:;:::,._-:--__ ~-.-a$ identificat;lon, on behalf of the corporation. ~y commission expires; I't £...",1--4-) Page 17 of 17 Book26203/Page1396 CFN#200e0104490 Page 17 of 22 , " ............ -""" -'-'---'~--"--------'---'-'-~'- ORDlNANCENO.J5-0S .. 182,7 AN ORDlNANCJC OF nm MAYOR AND CITY COMMlSSION OF 'nlE CITY OF SOUTB MIAMI, FLORIDA ADonING A DEVELOPMENT AGREEMENT PURSUANrr TO FLORJl)A STATE STA'rUE 163.3221, FOR A tJNImED DEVELOPMENT PROJECl' KNOWN AS «PROJECT SUNSET" WIDeR WILL INcttJD)J; 'l'lIREE Bt1ILDINGS UP TO FOUR (4) STOlUES IN HEIGHT AND TfJE :F'OLl..OWlNG USES: 108 MVLTI·FAMU..Y· RltBIDlGN'I1AJ... UNITS, RlilTAlL OSES, OFFICE US:ES, RJ3:STAlJR..ANTS, BAM{ Al'll) l'AlUONG GA.M.GES; ALI, FOR PROPERTY I"QCA'l"ED OENEl~LY AT 5750 STJNSET DRIVE AND I;.EGALLY J)ESClUBED AS I,..OTS 6 TlIR.lJ ~, 40 Tl:IJ,tU 45, .53 TWX] 66 mcr.;f,JslVlS AND nm EAST 50 FEET OF LOTS 51 ANl> 52, OF W. A. LAlUONS stml>lVISlON ACCOIIDING '1'0 THE PLAT THEREOF RECORDED IN PLAT BOOK 3 AT PAGE 19~ OF TIlE PUBLIC RECORDS OF MlAMl .. DAD:E COUNTY; :PROVID)N'G FOR. SEVERABILrrY; PROVIDING :FOn. OlIDJNANCES IN CONFLIct; A.Nl) l'ROVlDlNG AN EFFECl'IVE DATE wmtREAS, in 200S the South Miami CorpOra.t:illll is requ¢Sthlg lIpproVal -of B Oevel~tnCnt Agte~ent for a 4.5 aOl'e proposed ullltied develop);llent to 1>0 oalled "Project SUlJSet" wblch will inolude a total of 108 dwelllilg units aud 87,212 square feet of commc:rolalspaoe on property located generally at 5750 Sunsef Drlv~ and legally de80rlbed as Lots 6 fimt 9,40 fum 45. 53 tluu 66 mclusive and the east .50 teet of Lots 5] and 52 nfW. A. Larkins SIlbQivisiou according to (hE! plat thereoireoorded in pM book "at pllge 198 of the publicrccords ofMiami·Pade COlUlty j and I/- o 'V\IlIER.EAS, tho City CommIssion. at its March 1. 2005 meeting adopted a resolution Idlowing two special cxoepuona and adopted a 5p~i!!l \1&0 )':CSolutioP, peflIlitting the location of four re~laUl'1lPts in the unified development; and WJmREAS, the FlOOda Looal GoveJ'lUlle<lt DeveloPJllent Agreement Ac~ aet forth in sections 163.3220·163.3243, Florida Stntutes, provIdes forthe ex.ecution ofdevelopIMIlt I;lgreements to ipSUfe that the JllW nnd mgulations m «feet lit the time) oftbe execution of tIllJ devel()pm<mt ngree~nl shall govern the developmemt oftbc land for the duration Qftbe agreel'Ill.mt; lind waEREAS. the South MJam.t CorporaUoobas lltOposl:d th~ e-.x«lUtioo of A d~"elopmeot agrocw"nt witll th.c City of South MiaIfli pertai.:nmg t\) the ~ed \ISO project entitled ''ProJect. S~\ll$~t" whioh flWe<mleut would st:~ forth all 0 f the condl,tloulJ lind commitments ICquire<t by th~ CUy r~ru1ting frQll.l the appfoVlll of \.hl'l speclal ellception lind $p~a1ll$e XTiquestll; Md WJ:J.EJ.tEAS 1 the Planning l3oar<1 at a moeting Oll lJebruary 22.. ZQOS after /I pu1;lUc beariIJ$. adopted n motion by a vote t>f 4 aye 1 nay recommemding approval of the proposed Development Agreement subject to specific xtVislons and conditions, Which have been. included in the draft agreemen1; and WllEREAS, the Mayor aDd City Commission of the City of SO\.lfh, Miami desire to aooept the rccommeudation oftho Plauniug Board, NOW, TE£.EREFOlm, BE IT OJIDAll'\ED BY TlD!: MAYOn AND 'I'BE crn COMMISSION OF TIlE Cl."f)!' OF SOUTE MIAMl, FLORIDA: BOok26203/Page1397 CFN#20080104490 Page 18 of 22 •. ~ ........ ..,. "~'r" "'~"'_"~ ..... " •• _ ... _,....., ................ __ .. _~_ ............ _, ... , .. __ • # ' .. . Ord. ~o. 05-05~1a27 2 ~1l1ified dllVelopment to ~ called "ProjOQt Suoset" which 'IVil1 include a mUll of \ 08 dwel!lng \'I1'l1u; tm'.l 87,212 squrue feet of GlOImtI8rciftl space on property located genera.lly at 5750 Sunaet Driv~ and legally dQsoribed aJi Lots 6 tbtu 9t 40 tiw45, 53 thru 66 inclusive and tho cast 50 feet afLats 51 and S2 of W, A.. LarJd.ns subdivls{ou II.ccotding to the plat i:lwreof recorded in Plat Book 3 Ilt page 198 of the public records of Miami-Dade County is approved. . Seetion l If any section, olause. sentence, OJ" pllrase of this otdJn~ is fot any reason held invalid or . unconstitutional by a QOurt of competent jurisdiction. this holding shall not affect th~ validity of the remaining portions ofthiR onl.inancc .. . . Sectigl1l All ordinances 01," pm1s of ordinances in conflict with tM provfllions of this ordinance ar~ hereby repeaJed. . §ection 4 This ordinance sball ~e effective iO)l)ledJ.ately after th\!: adoption oocof. 11 ASSW AND ADOPTED this . l§"""f4 day of M ~ .2005 APPROVED; J It &lading -3/1/05 2~ ailing-3/15/0S E:\Comm Itoms\200S\3.1-<ls\DoVl:!.optuelll Agreemont Bank Or<idoo COMMISSION VOTE: .Mayo:r R;u~ll: Vi~ MaYQr Palmer: " Co:m.miGsioner Wisoom be: CQmmimrl.onw: Birts.cooper: CollllllissiOllet' Sh<mlJ' 4rl1 Yea :Cea Yea Yea Nay 8cok26203/Page1398 CFN#200B0104490 Page 19 of 22 ................ , ......... "'" , •. " ............. , ............. ~ ................... ,..,." ..... """~,..~ __ ~ ____ "_H.~_ .. ___ .... _~ ..... "._ ...... "" ............ of -.•••• ,.,... .. ~. " I OlU>lNANCE NO. -1.~~OS-1 640 AN OlIDlN.A,NClC OF TBl!: J¥f,A)(OR AND ern: eOMMlSSION OF THE CI'l'Y OF soum Ml.A.l\U, YLOlUDA AMlllNDING T11J!, IJEVELOPM:ENT AGR.EEMENT ADOPTED AS PART OF ORDINANCE NO. 05-05-18l7 'Wmc:a Al'P:ROV,IID TJlE l)mr.gWPMENT AGREEMENT FOR A lJNlFIED DEVELOPMENT PROJECT :KNOWN AS .IPROJECT S'(JNSETI~ LOCATED GENEEALLY AT 5750 SUNSET DRIVE AND r,.EGALLY DESClUBED.AS LOTS 6 mRU 91 40 TERV 45,53 TRRU 66 INCLl1SIVE AND 'nm EAst 5{) F.\l:JilT orwl's 51 AND 52. OF W. A, LAlUQNS 8WDlVlSION AOCOlU>lNG 7:0 'I'B.E 'PLAT 'I'.IlEJUOC))! m:COlillEJ) IN FLAT nOOK 3 AT PAGE 11lS OF nm PUBLIC RECORDS 0, MI...4MI~D.ADE CO,UNTYj THE PURPOSE OF ~ AMENDMllNT IS TO AtJTlIORl'ZE T:a:E ADMJNISTRATrON 'X'O PROVIDE A SPEClF.[C .AM:ovm OF l>A.1U( A.Nl> OPEN SPACE CONct1R.R:ENCY J!Al'MENT TO'TIIE CITY, AMENDING THE DATE FORPA"Y.Ml!Fl',AND ADJUSTING THE PllASlNG OF nm DEVELOPMENTi )?:ROVlDlNG ]'OR SEVERABlLlTYI PROVIDING FOR ORDn"fANCES IN CONFLICT; AN)) PROVIDING AN .EJrFEcn:v:E ;PATE 'W.flJUUM.S" the City Comntl.ss!OlI \lot its Ms.rrth 11 2005 special mOO'till.g approved.' spwia.! except!onfl to pmnlt ''Proje~t Sunset", s. \l.tJ.I.5od m.lxed '!lie (kvolopment consisting of r¢slde)'1t;1aJ. officii! md ret:ail uses gen ersUy located at 5750 Sunset !?rive; fIUd WF.O:CJ.tEAS, the Cil,y CollUllission at ita March. 15, .2.005 . .meeting adopted OrdinllllO<> No. O~ 05-1821 approving I\. DewlopmOll.t Agreement bm,woen 1he City and the dlweloper, the South Miami . Corpo.ation for Projl'ct Sunsot; IIl1d . WE1j!lUlJAS, SeotiOn 4 of the Development Agrec.ment entitled "Use. of Property" sets forth Il. phasjpg schedule for the dcvclopmont of the projeclj lllJd WlmR'lCAS. the Admilrl$tnltioo hils noW negotiated an Imlended pbusblg sohedule whioh ~hould IedU~ the impact oftha deve1opm!lllt program on traffio Il.Ild p~ hl1he area; and . . ' 'WHEREAS, Section 5 (b) of the Developmellt Agreement enittled "Public Facilities Serving; th~ Frojeof' provld~D. n formula for deten/llnwg the amount and ti.m~g of a pule and open SPI1\l6 concurrenqy payme.ttt ~ be made by tho dcvoloper·tcth~ City; IUId W'HERElA.S1 the Administratlon bEls now negotiatoil a speolfio /UlIount and rev5aed. 'tlmtns Qf thil park and oper. Spl\O~ conOUlTOll\)' payment to be made by the developer tQ the City; IUld . W£IJ£l.Ut.A$, the ).31anning !sOlll'el ata sl'~tllllli.CetJng .Its May 10, ZOOS m~tlug after 1\ publio hcurlng. adopted a. motion by a 'VPte of S aye 0 nlly recomm~ndmg a.pproval of the propos~d IImll'lldtnent to the DtlveloprnWlt Agremnellt. NOW t 'lmREFOR'Et BE n OlIDAINED BY THE MAYOR AND TIm CITY COMMISSION OF 'I'IU: CITY OF SOtrrli MlAMII FLORIDA: . l5!,cfion ~ ,Tb.at 6eotiOll 4 mti11ed (row of Property". of tbfl DevI,'Ilopment Agrc.ement betw~m th~ City lind the SOltth MiIUl\! Col:yoratiou for l'rf>Joot S\m$¢t Il.dopted by Ordilmooe No. 05-05-1827 at. the March 15, 2005 City Commission meeti.r.l& ia h~rQby ~ended to readt 4. "The of Properly. 'l"be property descri'bc:d i.n E'lrhlb!t "A" It to be utilized for the project descrlbQd. in. Exhibit «c": a roix«:d use r~sjd¢;!ltW., offioe /l.Ild retail projeot with a mldential U$O Book26203JPage1399 CFN#20080 1 0449Q Page 20 of 22 . , ....... .-..... -----... , .......... -..--.... -y~-................... " ... --•••••.• " .... ,-............ ~ ........ _ ...... , '-M·_·'r' "_' __ ...... , .... , .. _ ,, __ .' •• _ .. _.~_,. ........ _ ......... ~"" ~" ... _ .... ' .~., .• ~ •• ",. __ 6'rd. '~o, , 6-0S-H>40 I 2- 3 not to e"c~ 108 dwelling units on approximately 4.5 +/~ acres. The project will include 4 "chamfered" conters Whero it Rhuts roadway mter,sections plU'flU!illt to Exhibit "C". The occupied 5 space of the projoot wID Det exceed foW' stories or fifty six, (56) feet in hoight unless otherwi~e 6 permltt('.ci hy the South Miami oompreu.enllive plan or its land dcvWopmcnl regulatioml. The total of 7 occupied space of the project IIhnll )'lot 1iXtlee(!. fout stories. Non~)cd spa(le shfdllJot exceed a 8 maximum hoight of fifty six feet. Th~ project sJ»lU be built in two phll&l.m Il$ follows: 9 • Phase I shall conlli$t ofBlooks "Alt and ~!Ie descdbed in Exhibit "C". 1 0 • Phase I1ahall COPJlIst ofBlock~ ~ described in Bxbibit I'C". tl • De COlJ1l!anY mil): elect"to impiemsnt tlfe development pl!!.n in~ , lZ ebastt 13 • 'rhe Cowpany ~p~ elect to 1fl;iUi;~ Block ,"ell an a templ2!!!..:r:Y. bal!li 14 f!sIY~ with d.rfve:throug~ lllBe~ !,l!tl 10 exceed (su.r: IJ!D<!-s) whi~ 1 S !asUlty §haI'J he: tllwgved MPOD the issuanoe of the ~ertificate of 16 Qceupancy for the BA:qJ< (ae!Uty on Block "~". 17 18 The ove!I"a11 dwelopment of the pro:p~rty shall be conducted in accordance with the 19 approved site plan on file at the City, (at:taehed and incorpora.ted as Exhibit "C") 20 inclu4iJ;.ig elevutlons. arcbitectural featurce and estimated commercial sqmu'e footage 21 P~ll'suant to Sectiou20.3.·7, of the LOC." . 22 Z3 ~p,n 2 .Tha.t Section 5(b) entitled "Puhllc. Facilitle$ Serving the Project" of the Devolopwf.Wt 24 Agreeanent between the City and the South Mi~nrl (',.orporation for :P~ Sunnet adopted 1:>y Ordinance 25 No. OS..()S¥ 182? ,at the M.arcb 1.5, 200S City Commission meeting, is hereby lUlIended to read:. 26 27 S, r~'Publle Facilities Serving the Project 28 29 * .. 'it '*"'* 30 p) P!ltJg: eng ~QD 31 Based on the projected residential populatIon on the Property, Company I:Igrees l;a 'flay r~ 32 jl1eviee .g iHi'8i! efle;,tll lfli"~ tEl ~ City ~a I'M"\) ~m-lt, ~&ti"'Il) the Ce~ )3 tllily ,l!'a't4ili ~ "W~8fitIM PWletlilfl\" 1I~i9 ea ~~~ saletl ]tlt8f.l 9' nl;l~~.~' in 34 ~"t)I ~w *,1) l~tY"l'l!flte geftipaij~,ae'Ili).filli" ahal*,\'l~~ ill ~j&J ~dnfer ~ea:4ifi! )5 aft 8~.l.mpI.'e·lem~1'8fk _Ii f8~matl#tfle m Q\i Gl!t,; ~ ~.a8:H ee ffiaoH 36 ~ .fijmp fl. eft er40f9pe-e ~erikSeM ef \fae' .Ii I Qeeu'~lI {JI'flBt€li. 4'&, ,theoo-R~ 37 f'il6~et~~$ !fie Pf'II:fI8l"t;'r.!O d()nat~ ma.9QO 1lu.pth'l!1p stim as i~$ nswl!1&llJ~ 38 1l,1eo!fng paJ'lli e.nd rt£:rAAt1~ ~()ncurt!m~' Fal!lnont snall be made o~l?n resce1ut oj 39 the :tirst ~uildIng permit rold shan Include any inMs~ or c!tmng cQs, incurred by tile 40 Cit;: ,mtilreonipt Qf the p@.y!!!ent. ~~ • 4) 4:2- 43 S~tion 3" ll'iUlY section, oIa~ sentence, or phrase of this ordItlJUlCII is for wy reason held invali d Of 44 uuQOnstiMional by fl court of competent Jurisdiction, thls holding shall not affect the validity of the 45 nmlilinillg portions of this ordiD!U'ICe. 46 47 SecQt>D '.1 All ordinan~~ or parts of ordins:nres l;Q QO!l£lict with the provisions of this ordioanl;',e are 48 hereby repealed. 49 Book26203/Page1400 CFN#20Qa0104490 Page 21 of 22 -----.. -,--~-,-~-, .. , .. " .... , ,,, .. -,,~ ... ' ., ......... -......... "., ... · . , .. No. 1 a-05~' 840 PASSEDAlIDADOpnnHhis.11""1lt da:)'of ~.200S ATTEST: APFROVED: ~~G.~ lit Reading-6/7/05 Z1Ul lMIadlng-6/14 / 0 5 REIl~~~~W...p AS TO FORM: COMMISSION YOm: MIlYor Russoll: Vico Mayor Pillnum Conunfsdone4' WlGoombe>1 COlUIllissioner Bhts~Coop~r: Comxniuiooer Shern:r New wording u'I1de.rlinea,' wording to Of! r~moved tndlcat~rl b)l sfrlJr.ethrough 4 .. 0 Ye~ absent '{$~ Yea Yea Book26203/Page140 1 CFN#20080104490 Page 22 of 22 L!GAL DESCEUP'r:tON Lots,6, 7/ 8, 9, 40, 41, 42, 43, 44, 45, 53, 54, 55, 56, 5i, 58, 59, 60, 61, 62, 63, 64, 65, 66, and the ea.st 50 feet of Lots 51 and 52 of W.A. Larkins Subdivision according to the plat thereof recorded in ~lat Book 3 at Paqe 198 of the Public Records of Miami-Dade County,' Florida. ..' .. \ , ., I .. ,' ... EXHIBIT "A" .- ORDINANCE NO. 05-05-1827 .~N ORDINANCE OF THE MAYOR AND CITY COMMlSSION OF THE CITY QF SOUTH MIAMI, FLORIDA ADOPTING A DEVELOPMENT AGREEMENJ PURSUANT TO FLORIDA STATE STATUE 163.3221. FOR A UNfFIf,D DEVELOPMENT PROJECT KNOWN AS "PROJECf SUNSET" WHlCH WILL INCLUDE THREE BUILDINGS UP TO FOUR (4) STORrES IN HEIGHT AND THE FOLLOWING USES: 108 MVLTI-FAlillLY RESIDENTIAL UNITS, RETAn., USES, OFFICE USES, RESTAURANTS! BANK .AND PAR.lGNG GARAGES; ALL FOR PROPERTY LOCATED GENERALLY AT 5750 SUNSET DRIVE AND LEGALLY DESCRIBED AS LOTS 6 TBRU 9, 40 THRU 45,53 THRU 66 INCLUSIVE AND THE EAST 50 FEET OF LOTS 51 AND 52 OF W. A. LARKINS SUBDIVISION ACCORDING TO THE PLAT THEREOF RECORDED IN PLAT BOOK 3 AT PAGE 19~ OF THE PUBLIC RECORDS OF M1AMI-DADE COUNTY; PROVIDING FOR SEVERABILITY; PROVIDING FOR ORDINANCES IN CONFLIcr; .Al\'U PROVIDING AN EFFECTIVE DATE \VHEREAS, in 2005 the South Miami Corporation is requesting approval ·of a Development Agreement for a 4.5 acre proposed unified development (0 be called "Project Sunset" which will include a total of 108 dwelling units and 87.212 square feet ofcori:unercial space on property located generaDy at 5750 Sunset Drive lU1d legally dc-.scribed as Lots (j tbru 9,40 tbm 45, 53 thm 66 inclusive nnd the enst 50 feet of Lots 5] and 52 ofW, A Larkins sutxliviston according to the pJat th~reof recorded in plat book 3 at page 198 of the public records of Miami-Dade Couuty i and ~ . WHEREAS, the City Commission at its March I, 2005 meeting adopted a resolution allowing two special exceptions and adoptod a speci.al use resolution permitting the location of four restaurants in the unified development; and '\-Y1IEREAS, the Florida Local Government'Development Agreement Act, set forth in sections 163.3220· 1 63 .3243, Florida Statutes, provides for the execution of development agreements to insure that the law n.nd regulations in effect at the time of the execution of the development agreement shall govern the development ofthc land fonbc durntion of the !1grcement; and WHEREAS, the South Miaro.i Corpol1ltion has proposed the execution of a development agreement with the City of South Miami pertai.n.i.ng to tho mixed use project entitled "Project Sunset" which agrev-ment would set fort.~ ail of the conditions and ccmmibnents required by the City resulting from the approval of the spcciul exception and special use requests; and 'WEIEREAS, the Planning Board nt a meeting 011 February 22, 2005 after a public bearing. adopted a motion by a vote of 4 aye 1 nay reoommending approval of the proposed Development Agreement subject to specific revisions and conditions, which have been included in the draft agreement; and WHEREAS, the Mayor and City Commission of the City of South Miami desire to accept the recommendation of the Planning Board. NOW, THEREFORE, BE IT ORDAll'-.'ED BY THE J\1.AYOR AND THE CITY COMMISSION OF THE CITY OF SOUTB.' MIAMI, FLORIDA.: Section 1 That a Development Agreemen~ attached as Exhibi1 "AU I\~ amended' dy.rjng \be Mgeh 15, 2QQS public hearing, and dated March 15, :2 005 between til.; City of South Miami, Florida, and the South Miami Corporation pertaining to a 4.5 acre proposed EXHIBIT "B" . ' . Ord. No. 05-05-1827 2 unified development to be called "Project Sunset" which will -include It total of lOS dwtlling units and 87,212 square feet of commercial space on property located generally at 5750 Sun&et Drive and legally descn'bed as Lots 6 thru 9, 40 thru 45, 53 thru 65 inclu.sive and the east 50 feet of Lots 51 and 52 of W, A. Larkins subdivision according to the plat th=reof recorded in Plat Book 3 at page 198 of the public records ofMiam.i~D!lde COWlty is approved. . Sectlonl If any section, olause. sentence, or 'Phrase ofthls ordlnance is for any reason held invalid or unconstitutional by a oourt of ocmpetentjurisdiction. this holding shaU not affect the validity of the remaining portions of this ordinance. . . Section~ All orclinMces or parts of ordine.nces in conflict with the provisions of this ordinanoe are hereby repealed. . Section 4 nus ordin2.Ilce shall be effective immediately after the adoption hereof. P.A.SSED AND ADOPTED this (S-~ day of 1"v1~, 200S A TIEST: ..A.PPROVED: ~a.:.a~ '-27LYcd!&u \errlfCLERK ~;:;r ~I 111 Reading -3 /' ! 0 5 2><l ading -3/15/05 COMMISSION VOTE: 4-1 Mayor Russell: Yea Vioe Mayor Palmer: Yea Commissioner Wiscombe: Yea Commissioner Birts-Cooper: Ye a Commissioner Sherar Nay Jx. tacbrnent: Exhlbit"A" Development Agreement E:\Cornm 11em~\2005\3-1-05\DeveioplIlent Agreement Bank Ord.doc t, '\ Ord. No. 18-05-1840 , , , Section 5 This ordinance shall be effeotive immediately after the adoption hereof. \: . .I l' PASSED AND ADOPTED this '11-u.. day of .~ .2005 ATTEST: APPROVED: Qr)Q,.;.. GL ~ CITY CLERK ~ 111 Reading -6/7 I 0 5 2nd Reading -6/14 / 05 COMMISSION VOTE: ~VEDAS rOFORM L26=~ ~ .. ,./ TY A TIORNEY ,'/ Mayor Russell: Vice Mayor Palmer: Commissioner Wisccmbe: Commissioner Birts..cooper: Commissioner Shernr New wording underlined: wording to be remove.d indicated by strikethrough \\MCQRUFNJ..ANND>lOICOI:l1TllttmS\2005\6-7.05\Development Ag!'=/lnt Project Sun.lel Ord,(\OC 3 4-0 Yea al:>sent Yea Yea Yea I- l..l- « ~ ·0 .. , .. I I u"~w..' ~rrj-F-ri: ~ I f 11 'I J. i ~ IP I ! I I ~ I: l.,..-L.I1 ~ I ~ .. L~ ! tt.... •• f(t'..!~ •• EXHIBIT tiC" I jh, . Q II .~ :i ···~iJ ..:. +.J ·fr ~ ~ ~ en ~ !. " 1111111:11111111111111111111111111111111111111 CFN 20~3R0155608 Or.:e,k 28507 F'l1li 0870 -887i (18tll:ls~ RECORDED 0/./27 10;.\-7=26 . H?l[iVn RI;JVHh OF COURT I'1XAMI'-OADE OA AMENPEDDEVELQpMENTAGBEEMENT BETWEEN , THE CITY OF SOUTH MIAMI. FLORIDA AND SOUTH MIAMI CORPORATION THIS AMENDED DEVELOPMENT AGREEMENT ("Agreement") is made as of on /374 day of -1-...el--. 2013 by and between the CITY OF SOUTH MIAMI) FLORIDA a municipal corporation ("City") and SOUTH MIAMI CORPORATION ('tCompany") or its assignee. RECITALS WHEREAS, the City C?ommission of the City of South Miami adopted Ordinance No. 05-05- 1827 (attached as Exhibit "Bot)which implemented the Florida Local Government Development Agreement Act("the Act") and permits the consideration and the adoption of this agr.eement; and WHEREAS, the Company owns approximately 4·.5+1-acres, zoned HD~OV, described in Exhibit "A, II (the "Property"); and WHEREAS, the Company desires to construct a mixed use development enc0mpass~g retail, office and residential components (the "Project') described .in site plan on file with the City in the Hometown District Overlay Zone within the City of South Miami. WIiEREAS, the City has concerns regarding the original DeveI<:>pment Agreement that was dated March 15.2005. fully executed <:>n April 6, 2005 but which was never recorded; and WHEREAS, the City and the Company amended the March 15, 2005 Development Agreement and this revised Development Agreement was dated June 14, 2005 and which was eventually recorded as required by statute; however, the "amended't development agreement was recorded as the original development agreement and it was not titled as an amended development agreement; and WHEREAS, the City has concerns regarding the signing and recording of the June 14. 2005 Development Agreement; and WHEREAS, the Company and the City desire to settle the concerns of the City by entering into thIs Amended Development Agreement; and MIAMI 3293183.3 76813/29325 1 EXHIBIT "B!! l'/...) \ , .' -~i~ ... ;~· WHEREAS, the Florida Local Government Development Agreement Aat. sections 163.3220- 163.3243, Florida Statutes, (the" Act tl ), in effect on the date oftheCity passed and adopted aresolution agreeing on the terms of the origina:J Development Agreement, provided for the execution of development agreements for a term not to exceed ten (1'0) years to insure that the law in effect at the time of the execution of the development agreement shall govern the development of the land for the duration of the agreement. NOW, THEREFORE, in consideration of the above recitals and the followingcQvenants, teons and conditions the receipt and sufficiency of which are expressly acknowledged, the City and Company covenant and agree as follows: 1. IncorporatioD of Recitals. The reoitalsset forth above are true and oom~ct and are incorporated herein by this reference. 2. Property. The Company owns the property as described in Exhibit "N. This property is deemed to be one unified parcel and is subject to the unity of title pursuant to the requirements of sections 20-7.30 and 20~5.14 of the City Land Development Code (the "LDC") attached hereto as Exhibit "0", 3. Effective Date; Duration of Agreement. This Agreement shall be effective as of June 14, 2005 (the ItEffective Date"), the date that the City passed and adopted a resolution agreeing to the terms and conditions of the first Amended Development Agreement. This Agreement, as currently amended, shall terminate ten years fl:om the Effective Date of this Agreement, unless otherwise extended or tenninated as provided for herein or in the act. The maximum period of this agreement shall be ten (10) years ITom the Effective Date unless extended by mutual consent of aU legal and equitable owners of the Property and the city upon approval at a public hearing, as ,provided in the Act. 4. Use of Property. The property described in Exhibit UN is to be utilized for the project described in the site plan on file with the City: a mixed use residential, office and retail project with a residential use not to exceed 108 dwelling units on approximately 4.5 plus or minus acres. The project will inclUde "chamfered" comers where it abuts roadway intersections pursuant to the site plan on file witb. the City. The occupied space ofthe project will not exceed four stories or fifty six (56) feet in height unless otherwise permitted by the South Miami comprehensive plan or its land development regulations. The total of occupied space of the projectshaU not exceed four stories. Non,occupied space shall not exceed a maximum height of fifty six feet The project shall be buHt in two phases as follows: • Phase I shall consist of Blocks l1A" and"B" described in Exhibit "C", . MIAMI 3293183.3 76813/29325 2 I I' I • Phase II shall consist of Block nc" described In Exhibit "C" . '. The Company may elect to implement the development plan in one phase. • The Company may elect to utilize Block flC" as a temporary bank facility with drive-through lanes (not to exceed four lanes) which facility shall be removed upon the issuance of the Certificate of Occupancy for the Bank facility on Block "A". The overall development of the property shall be conducted in accordance with the approved site plan on file at the City, including elevations, architectural features and estimated commercial square footage pursuant to Section 20.3-7) of the LDC. 5. Public Facilities Serving the Project. In order to enhance public facilities in the City of South Miami, the Company agrees to provide the services listed below In compliance with Section 20-4.1 of the LDC, including; (a) Roadways An operational traffic study was conducted by the city and the Company agrees to the recommendations of city staff as set forth in their staff report which recommendations are incorporated herein by reference. (b) Parks and Recreation Based on the projected residential population on the Property, Company agrees to donate $232,000 in One lump sum as its responsibility for meeting park and recreation concurrency. Payment shall be made on or before receipt oftbe fIrst building permit and shall include any interest or carrying cost incurred by the City until receipt of the payment. (c) Sanitary Sewers Water and Sewer services that comply with all requirements of Miami-Dade County for any building prior to issuance of a final Certificate of Use and Occupancy. (d) Solid Waste Solid Waste services that comply with all requirements of Miami-Dade County for any building prior to issuance of a final Certificate of Use and Occupancy. (e) Schools The Company commits to pay upon the issuance of the initial certificate .of occupancy any requir(;d Miami-Dade County School Board school impact fees. 6. Concurrency. The City of South Miami has determined that the Company's perfonnance under the Agreement satisfies the concurrency requirements, as delineated in Section 20- 4.1, City Code. By execution of this Agreement, the City acknowledges that the application for site MIAMI 3293183.3 76813/29325 3 I I' ! " plan approval meets all concurrency regulations enumerated in Section 20-4.1 of the City Code. and that the site plan application and this Agreement are consistent with the City Comprehensive Plan and Land Development Regulations. 7. Permits. The permits preliminarily identified as necessary for development of the project are described as follows: (a) Special Exception to pennit four drive-through teller lanes within the site. (b) Special Exception to provide 72.2% +/·lot coverage. (c) Special Use permit to pennit up to four restaurants with a maximum total of 13,820+I-square feet with parking to be supplied from any excess parking within the site. Retail and restaurant parking shall be marked and signed. 8. Development Conditions. The following conditions shall apply to the development of the project: (a) The Company shall meet all applicable building codes, land development regulations, ordinances and other laws. (b) The 'Company shall adhere to the requirements of all pennits for the project (c) The Company shall develop the project ill conformance with the parameters set forth in this agreement. Cd) All development shall be in accord with the site plan submitted with the special exception and special use applicatiolls, said site plan on file with the City. (e) The Company shall provide the Department of Planning with a temporary parking plan, inoluding an operational plan, which addresses construction employee parking during the construction period, said plan shall include an enforcement plan and shall be subject to the review and approval by the planning director prior to the issuance of any building penn its and shall be enforced during construction activity. (f) All conditions imposed by the City Commission shall be incorporated in this Development Agreement (g) Company shall reimburse the City its lost parking ,revenue from .any metel'ed parking spaces adjacent to the Property whicll it occupies or uses during the constmction period. (h) The Company shall donate to a city trust fund $40;000.00 to be used by the city for traffic calming or other traffic mitigation programs within the City of South Mianli. This money shall be donated to the City, prior to the issuance of its first building perm it. MIAMI 3293183.376813/29325 4 ), I .. 9. Consistency with City of South Miami Comprehensive Plan and Land Development Regulations. The city has adopted a Comprehensive Plan and Land Development Regulations in accordance with Chapter 163, Part II, Florida Statutes. The city finds that the project is consistent with the city's comprehensive plan and the city's land development regulations. The project, a mixed use residential, office and retail development, as set forth herein, is consistent with the HMixed-Use CommerciallResidential (Four Story)1' designation on the future land use map, and the HD-OVzoning district on the Official Zoning Atlas of the City of South Miami. Goal 2 of the Future Land Use Element identifies the home town district which consists of the "Hometown District Overlay Zone," as defined in Article VII, sections 20-7.1 through 20-7.52 of the city's land development regulations. 10. Vesting. As long as the development on the Property is in compliance with this Development Agreement,and all applicable laws, ordinanoes, codes and policies in existenoeon June 14, 200S as well as other requirements imposed by the City Commission upon the ratification of the site plan approval on the Property, the Property shall not be the subject of a down zoning application by the City and shall not be subject to any development moratorium, referenda action, ,ordinances, policies, or procedures enacted by the City that limits the development contemplated by this Agreement and depicted in the site plan. Any failure by this Agreement to address a particular permit, condition, term 01' restriction shall notrel1eve the Company of the necessity of complying with the law governing said permitting reqUirements, conditions, terms orrestrictioDs. 11. Permits, Conditions, Terms and RestrictiQDS not Addressed. The failure of this agreement to address a particular permit, condition, ternl or restriction shall not relieve the Company or the city of the necessity of complying with the law governing said permitting requirements, oonditions, terms, or restrictions. 12 • Duration of Permits. The Company acknowledges that this agreement does not extend the duration of any permits or approvals. 13. Law Governing Development of the Property. The ordinanoes, policies and procedures of the City of South Miami concerning development of the property that are in existence as of the Effective Date of this agreement shall govern the development of the property for the duration ofthe tenn of this agreement No subsequently adopted ordinances, policies, or procedures shall apply to the property except in accordance with the provisions of section 163.3233 (2), Florida Statutes, and Ordinance No. 05·05·1827. as attached. 14. Termination. This agreement may be terminated by mutual written consent of the city and Company, subject to the terms and conditions herein. Either party may terminate this MIAMI 3293183.376813/29325 5 I Agreement if the other party commits or allows to be committed any material bre,ach of this Agreement. A "material breach" of this Agreement shall incilude, but not be limited to" a failure of either pruty to perform any material duty or obligation on its part for any thirty (30) consecutive day period. Neither party may tenninate this Agreement on grounds of material breach of this Agreement unless it has provided written notice to the other party of its intention to declare a breach and to terminate this Agreement (the IINotice to Terminate") and the breaching party thereafter fails to cure or take steps to substantially cure the breach within sixty (60) days following the receipt of such Notice to Terminate, with the exception of monetary breaches which shall be cured within thirty (30) days after receipt of notice. JS. Assignment. This Agreement may not be assigned by the Company except to an affiliated entity. without the prior written consent of the City. Subject to the preced'ing sentence this Agreement shall 'be binding upon the successors, assigns, and representatives of the parties hereto. An affiliated entity is an entity of which South Miami Corporation or a majority of its shareholders, directly or indirectly owns at least 51 % of the beneficial interest. 16. Work Foree. The Company agrees to use its best efforts to enhance job opportunities for local citizens in connection with the project. To that end and in order to maximize job opportunities for applicants from South Miami, the Company shall send notice to the Community Redevelopment Agency Director of the City of South Miami, or a substitute designee by the City Manager, regarding employment opportunities related to any (1) construction work on the Property, (2) temporary or permanent maintenance work on the Propelty, or (3) proposals for leasing of retail space or employment opportunities associated with retail space located on the J>roperty. 17. Joint Preparation. This Agreement has been drafted with the particIpation of the city and Company and their counsel, and shall not be-construed against any party on account of draftsmanship. 18. Binding Affect. The burdens of this Agreement shall be binding upon, and the benefits of this agreement shall inure to, all successors in interest to the parties of this agreement. 19. Captions and Headings. Paragraph headings ate for convenience only and shall not be used to construe or interpret this Agreement. 20. Applicable IJaws, Jurisdiction, and Venue. This Agreement shall be governed by and interpreted, construed, and enforced in accordance with the internal laws of Florida without regard to principles of conflicts of law. This agreement may be enforced as provided in Section 163.3243, Florida Statutes, Venue for any litigation pertaining to the subject matter hereof shall be MIAMI 3293183,376813/29325 6 I !' I I r I , exclusively in Miami"Dade County Florida. 21. Enforcement In any litigation arising out of this agreement, the prevailing party shall be entitled to recover its costs and attorneys fees. Attorney's fees payable under this paragraph shall not exceed 25% of the amount of damages awarded to the prevailing party and no party shall be entitled to pm· judgment interest. In any injunctive or other action not seeking damages under this paragraph, legal fees may be awarded in the discretion of the court, but shall be reasonable and shall not exceed an hourly rate of $300.00 per hour, 22. Inspection. Nothing in this Agreement shall be construed to waive or limit the City's governmental authority as a municipal corporation and political subdivision of the State of Florida. The Com.pany therefore understands and agrees that atly official inspector of the City of South Miami, or its agents duly authorized, have the right to enter, 'inspect and investigate all activIties on the premises to determine whether the Property oomplies wIth 'applicable laws including 'but not limited to building and zoning regulations and thecollditions herein. 23. Authorization to Withhold Permits and Inspections. In the event the Company is obligated to make payments Qf improvements under the terms of this Agreement and such payments are not made as required, or such improvements are not made as required, in addition to any other remedies available, the City of South Miami is hereby authorized to withhold any further permits on the portion of the Property failing to comply with this Development Agreement, and refuse any inspections 0)' grant any approvals, with regard to that portion of the Property until such time this Development Agreement is complied with. 24. Representations of the Company. The Company repr~sents to the City as follows: (a) The execution, delivery and performance of this Agreement and all other instruments and agreements executed in connection with this Agreement have been properly authorized by the Company and do not require further a})proval by Company . (b) This Agreement bas been properly executed, and constitutes Company's legal, valid and binding obligations, enforceable against Company in accordance with its terms. (0) There are no actions, suits or proceedings pending or threatened against or affecting Company before any court or governmental agency that would in any material way affect Company's ability to perform this Agreement, (d) Company shall notaot in ~l1Y way whatsoever, directly or indirectly, to cause this Agreement to be amended, modified, canceled, or terminated, except pursuant to its express terms, and MIAMI 3293183.376813/29325 7 shall take allactiol1s necessary to ensure that this Agreement shall remain tn full force and .effect at all times. (e) Company has the financial capacity to payor advance to the City aU fees and payments as required under this Agreement. 25. Severability. In the event that any of the covenants, agreements, terms, or provisions contained in this agreement shall be invalid, illegal, or unenforceable in any respect, the validity of the remaining covenants, agreements, terms, or provisions contained herein shall be in no way affected, prejudiced, or disturbed thereby. 26. Waivers. No failure or delay by Company or the City to insist upon the strict performance of any covenant, agreement, term or condition of this Agreement, or to exercise any right or remedy consequent upon the breach thereof, shall constitute a waiver of lUly such breach or any subsequent breach of such covenant, agreement, term or condition. No covenant, agreement, telm, or condition of this Agreement a~d no breach thereof shall be waived, altered or modified except by written instmment. No waiver of any breach shall affect or alter this Agreement, but each and every covenant, agreement, term and condition of this Agreement shall continue in full force and effect with respect to any other then ex.isting or subsequentbl'each thereof. 27. Annual Report and Review. It shall be the responsibility of the Company to submit an annual report to the City sufficient to fulfill the requirements as stated in the provisions of Section 163.3235, Florida Statutes, and Ordinance No. 05-05-2005. This agreement shall be reviewed annualIy on the anniversary of the Effective Date ofthis Agreement. The Company, OJ' its assign, shall submit an annual report at least 30 days prior to the-annual review date following the first AIUlual report submitted in 2012 which slu,U he filed 30 days following the execution of this Amended Development Agreement, if not already submitted. AU annual reports shall contain a section-by-section list!ngof what obligations have been met and the date finalized, as good faith compliance with the terms of the agreement. The city commission shall review the annual report at a public meeting. If the City Commission finds, on the basis of substantial competent evidence, that there has been a failure to comply with the termS of the Agreement, the Agreement may be revoked or modified by the City. The obligation to submit an annual report shaH conclude upon the date on which the agreement is tenninated. MIAMI 3293183.3 76813/29325 8 I .' 28. following: Notices. Any notices or reports required by this Agreement shall be sent to the For the City: Copy to: For the Company: Copy to: City Manager City of South Mlami6130 Sunset Drive South Miami, Florida 33143 Planning Director Planning and .Zoning Department City of South Miami 6130 Sunset Drive South Miami. Florida 33143 South Miruni Corporation Attn: Bruce W. MacArthur, Chainnan of the Board 5750 Sunset Driv.e South Miami, Florida 33143 And Nadine Heidrich Chief Financial Officer Wirtz Corporation 680 N. Lake Shore Drive Suite 1900 Chicago, Illinois 60611 Jerry B. Proctor, Esq. Bilzin Sumberg Baena Price & Axelrod LLP 1450 Brickell Ave., Suite 2300 Miami. Florida 33131-3456 29. Exhibits. All exhibits attached hereto contain additional tenus of this Agreement and are incorporated herein by reference. 30. Amendment. This Agreement may be amended by mutual written consent of the city and Company so long as the amendment meets the requirements ·of the act, applioable city ordinances and Florida law. 31. Enth'e agreement. This Agreement represents the entire agreement and no prior or present agreements or representations shall be binding upon either the city or Company, unless specifically incorporated herein by reference, whether such prior present agreements hav.e been made orally or in writing. Eaoh party affirmativoly represents that no promises have been made to that party MIAMI 3293183.376813/29325 9 I ~ , .' , that al'e not contained in this Agreement,and the Exhibits, and stipulates that no evidence of any promises not contained in this Agreement, and the Exhibits, shall be admitted into ev.idence on its behalf. This Agreement shall not be supplemented, amended or modified by any course of dealing, course of performance or uses ·of trade and may only be amended or modified bya written instrument duly executed by officers of both parties. 32. Third Party Beneficiary. This Agreement is exclusively for the benefit of the parties hereto and their Affiliates and it may not be enforced by any party other than the parties to this Agreement and shall not give rise to liability to any third party oth.er than the authorized successors and assigns of the parties hereto, 33. Periods of Time. Whenever any determination is to be made or action is to be taken on a date specified in this Agreement, if such date shall fall ona Saturday~Sunday or legal holiday, 'then in such event said date shall be extended to the next day which is nota Saturday, Sunday or Jegal holiday. 34. Counterparts. This Agreement may be executed (including by facsimile) in one or more counterparts, and by the different parties hereto in separate counterparts, each of which when executed shall be deemed to be an original but all of which taken together shall oonstitute one and the same agreement. 35. Recordation. Within 20 days after the Amended Development Agreement has been signed by both the Company and the City, the City shall cause a copy of the Amended Development Agreement to be recorded at the Cityls expense in the registry of deeds in Miami~Dade County. 36. Abandonment of Right-or-Way. The City agrees to abandon the l'ight-of-way adjacent to the property to the buildable line. The Compan,), shall contemporaneously grant to the City an easement from the right-of-way adjacent to the property to the buildable line for all future needs of the City, To ensure that the proposed structure does not interfere with the City's future needs, any permanent structure extending out over the City's easemelltshall provide the City with clearance as provided in the Hometown Overlay District in the Land Development Code (10-feet minimum). PASSED AND DULY ADOPTED by the ChyCommissionofSouth Miami, Florida, this 4th day of December, 2012. MANAGER ATED: *2 -rJ-I J MIAMI 3293183.376813/29325 10 I I ! I I , AGREED TO this /3 dayof\~ ,2012. « Witnesses: L IV p@, /rJ. D/Z1:.1{h):ia.{J Print Name (/V I.!T1tI A= )( . 8~ U'PY- Print Name STATE OF ILLINOIS ) )S8: COUNTYOFCOOK __ _ ) \ SOUT~ MIAMI CORPORATION .. ,,,\:~ .. ".'" ", .r'''-"'~~' ,"-""~,'-~~'" , resident J \/ The foregoing instrument was acknowledged befor:~ me this I ~ j I~ day of DE~ E 'K\@;,'IE"~012, by 'w, lZ..~~'LWI.:\.,"-IJ\.~'\HefShe.is personally known to me or produced as identifioation, My Commission Expires: OFFICIAL SEAl. CYNTHIA E KRCH NOTARVPUBUO. STATe OF ILLINOIS MY COMMISSION EXPIRES 0!II2SIE016 MJAM13293183.376813/2!>32S Sign Name: t~~CI (, \~--J~ Print Name: L-3lf(~).'{4 ,~ . tC~4-\ NOTARY PUBLIC Serial No. (none, ifblank): ______ _ [NOTARIAL SEAL] 11 ), I .. --:-~ .. ,' '/ Lots,6, 7, B, 9, 40, 41, 42,43, 44, 45, 53, 54, 55,56,· Sit sa, 59, 60, 61,62, 63, 64, 65, 66, a.nd the east SO feet of Lots Sl a.nd 52 ofW .A. Larkins Subdivision according to the plat thereof recorded in Plat Book 3 at Page 198 of tne Public Reoords of Miami-Dade County,' Flodda. *" :-•••. l":,' •• ,,,;·t.;.. "\",~ ..• :; • • ',:t"' .. f\ • . . :, " . '. " :' . ," , " .. EXHIBITIPA" .. : .. ,,- ORDINANCE NO. 05·05 .. 1627 .W ORDINANCE OF THE MAYOR AND CITYCOMMXSSION OF THE CITY , qF SOUTa MIAMIt FLORIDA ADOPTING A DEVltLOPMENT AGREEMENT PURSUANT TO FLORIDA STATE STATUE 163.3121. FOR A TJNIFIV:D DEVELOPMENT PROJECT KNOWN AS "PROJECT SUNSET" WHICH WILL 'lNCL1JDE THREE BUILDINGS UP TO FOUR (4) STOlU'ES IN HEIGHT AND THE FOLLOWING lJSES: 108 MULTI-FAMILY RESIDENTIAL UNITS, RETAIL DSES, OFFICE 'OSES. RESTAtJRANTS 1 BANK AND PA.RKING GARAGES; ALL FOR PROPERTY LOCATED GENERALLY AT 5750 SUNSET DRIVE AND LEGALLY DESCRIBED' AS ,LOTS 6 TIIRU 9, 40 THRU 45, ,53 THRU 66 INCLUSIVE AND THE EAST SO FEET OF LOTS 51 AND 52 OF W. A. LARKINS SUBDMsrON ACCORDING TO TRE PLAT THEll.EOF RECORDED IN PLAT BOOK:5 AT PAGE 19~ OF TIm PUBLIC ltECORDS OF MlAMl .. DAOE COUNTY; PROVIDING FO'R.SEVERABILITYi PROVIDING FOR OlU>INANCES IN CONFLlcr; ANDPROVIDtNG AN EFFECTIVE DATE WREREAS, in 2005 the South MiamI. Corporation is requesting approval 'of a Development Agreement for a 4.5 acre proposed unified development to be called "Project Sunset" wruch will 'include a total of 108 dWelling units and 87,212 square feet of corImmrcial space on property located genemJJy at 5750 Sunset Drive and legally desenbed. as Lots 6thru 9, 40 tluu 45. 53thru 66 inclusive nnd the el.lSt 50 feet of Lots 51 and 52 cfW, A. Larldns subdivisLon according to the plat th.ereofrooordedin plat b~ok 3 at page 198 of the pubUc record$ of Miami· Dade County; and <t- . w:aEREAS, the City Commission at its March 1,2005 meeting adopted a resolution allowing two special exceptions and adopted a special use resolution pennitting the location 0 ffour restaurants in the unifieddcvelopmenlj and WHEREAS, the Florlda Local Government . Dcvelopment Agreement Act, sef forthinsectioos 163.3220·!63.3Z43, Florida Statutes, provides for the execution ofdevelopll1entll,greemeuts to insure that the law and regulations In effect at the time of the execution of the development agreement shall govern the development of the llUU1 f'onbe.duratioo of the "'gl'oomenti and WHEREAS, the South Miami Corporation has proposed the exeeu.tlon of a development agreement with the City of South Miami pertalr.ing to tho mixed use project entitled "Project Sunset tt whioh agreement would set forth all of the conditions and. ootlllllitments required by the City tesulting from the approval of tlle special exception and special 'use requests; and '\\rs:EREAS, the Pltuming. Board at a meeting on February 22, 2005 after a public bearing, adopted a motion bya VO~ of 4 aye 1 nay recmnrneoding approval of the proposed Development Agreement subject to specific revisions and conditlons, which have been included in the draft agreement; and 'WHEREAS1 the Mayor and City Commission of the City of South Miami desire to accept the recommendation of the Planrring Board. NOW, THEREFORE, BE IT ORDAINED BY THE M,.t..YOR AND TBECITY COMMISSION OF THE ClTI.' OF SOUTII~ FLORIDA: Sectiol:! 1 TI!at a Development Agreement, attached as Ewbit "A" as amended' duripg the Marol1 l.~, 2QQS pubUc hearinl!. and dated March 15 f 2Q05 ~etween !h~ Ciiy of South ~arni, Florida, and the South M.iamiCorporation pertaining toa 4.5 acre proposed EXHIBIT tlB" I "6rd. No. 05-05-1621 unified development to 'be caUed "Projeot Sunset" wb.\ch will iJ:leiude a total of lOS dwdlinguniu and 87,212 square feet of commeroial space on property looatedieneta11y at 5750 Sunset Drive and 1eStIly descnOed as Lots 6 thru 9, 40 thru 45, S3 tbru 65 inolusive md the .east SO feet of Lots 51 and. 52 of W, A, LarkinssUbdiviston according to the plat thereof recorded in Plat Book 3 at page 198 of the public recor<h ofMiaml"Pflo" COUllty iii llPproved. . Section Z If any section. olause, sentence, or 'Phrase aftbis ordinance is for any reason h.eld invalid or unconstitutional by a courtofcompetentjurisdiotion, this holding sha1hot:a:ffeet the validity of the remaining portions of this ordinance. . ' Seetion 3 All ordinances or pllrtS of ordinances in confliot With. th~ provisiOllS of this ordinance are hereby repealed. . Section 4 This ordimmce shallbe effective immediately after the a(l.optionhe;reof. PASSED AND ADOPTED this A'I"'I'EST; lfi~. day of M~, 2005 jJ)PROVED: ~~a nAA_1A_O_ 'ei1CLERKI'~ 111 Reading -3 / 1 / 0 5 2M eading-3/15 /05 hm~t: 'Exhibit"A" Development Agreement E:\Cotmn l1e)ll.~\2005\3 ·l.OS\Deve1opment Agreelllellt Bank OrQ;do~ COMMISSION VOTE: 4-1 Mayor Russell: Yea Viol> May.or Palmer: .. Yea CoItlIl1issioner Wiscombe: Yea COmmis:noner Birts-Cooper: ¥ e a COmnUssiener Sherat' Nay i I !' 14 t" Ord. No. 18-05 .. 1840 S6ction 5 Thls ordinari.ce shall be'cffcotive un:nediatelY after the adoption hereof • . \: ,' ... '1. 1: ArrEST: Al'PROVED: ar)~(1~ CrrYCLERK ~ 1" Reading -6/7 I 0 5 2" ~a.d!.ng -5/' 41 0 5 COMMISSION VOr.:B: Mayor Russell: Vice Mayor Palmer: CollUllissioner WiscolIl.be: Commissioner Birts..coopor: Commissioner Sherar New wording underlined: wording (0 be removed tndioated by strikethrough 3 4-0 Yea. absent Yea ~ea Yea I I " .' . l- LL « 0::: . -0 . . ' , .. I I' I I I '4> EXHIBIT "C" '. \ .. M'unicode Page 1 of l 20wS.14 .. Certificates of occupancy. (A}Cortifioate Required. No land shall be used or occupied and no structure shall be altered, erected, moved, used or changed until a certlflcate of occupancy has been Issued by the building and zoning department stating that the structure or usecompltes with this Code and the Building Code. (8) Prooedures. (1) A certificate of occupancy shall be Issued only after construction has been completed and finallnspeotions have been conducted and approved. (2) A certificate of occupancy shall be Issued within ten (10) working days after completion of construction of s\Jch structure. subject to; (a) Inspection by the building official to de\ermlne compllanoe with all applloable provisions of this Cods; and (b) Compliance with the Building Code end ali other applloable regulations. (3~ In the event of a question concerning the legality of a use, lhe director may require affidavits and such other Information as deemed neoessary before Issuance of a certificate of occupancy. (4) A reoord of all certificates of occupancy shall be kept on file In the building and zoning department. EXHIBIT liD" , . '-.. --.. _ ....... , .. http://library.municode.com/print.aspx?h=:&clientID= 12667 &HTMRequest=http%3a%2f... l2/20/2012 ,. MUnicode OR Bi{ 2S!:';;07 F'G 0887 LAST PAGE Page lofl 20·7.30· Unity of Title required. (A) A Unity ofTllle, as setforth In Seotlon 20~5,16, Is required for all platted lots In any development projeot within the HD If any of the following conditions exist: (1) If a development project Is to be built on two (2) or more abutting platted lots; (2) If the permitted density of a development project is based upon the averaging of two (2) or more platted lots either abutting or located on the opPosite sides of a public 'right -of-way or alley; (3) If the required parking for a development project is lOcated on a lot other than on the site whloh Is generating the required parking. (Oro. No. 23-99-1a97. § 4. 1H~99; Oro. No. O~·07·1906,§ 1, 2-2()..07; Oro. No.25-10-20~.O, § 2, 9-7-10) http://library.municode.com/print.aspx?h=&clientID= 12667 &HTMRequest=http%3 a%2f... 12/20/2012 I I ,Municode Page 1 of I 20·5.14. Certificates of occupancy. (A) Certifioate RequIred. No land shall be used or occupied and no structure shall be altered, erected, moved, used or changed until a certificate of occupancy has been Issued by the building and zoning department stating that the structure or use complies with this Code and the Building Code. (9) Procedures. (1) A certificate of occupancy shall be Issued only after construction has been completed and final inspections have been conducted and approved. (2) A certificate of occupancy shall be issued within ten (10) working days after completion of construction of such structure, subject to: (a) Inspection by the building official to determine complianoe with all applicable provisions of this Code; and (b) Compliance with the Building Code and all other applicable regulations. (3) In the event of a question cOl1ooming the legality of a use, the director may require affidavits and such other information as deemed necessary before Issuance of a certificate of OCCU pancy. (4) A record of all certificates of occupancy shall be kept on file in the building and zoning department. EXHIBIT"D" http://library.municode.com/print.aspx7h=&clientID~ 12667 &HTMRequest=http%3a%2f... 12/20/2012 Mimicode OR BK 28507 PG 0887 t,,,AST PAGE Page 1 of 1 20·7.30 -Unity of Title required. (A) A Unity of Title, as set forth In Section 20-5.16, Is required for all platted lots In any development project within the HD If any of the following conditions exist: (1) If a development project Is to be built on two (2) or more abutting platted lots; (2) If the permitted density of a development project is based upon the averaging of two (2) or more platted lots either abutting or located on the opposite sides of a public right -of-way or alley; (3) If the required parking for a development project is located on a lot other than on the site which is generatlng the required parking. (0 rd. No. 23-99-1597. § 4.11·15-99; Orc!, No. 05-07-1906, § 1, 2-20-07; Oro. No. 25-10-2050, § 2.9-7-10) http://library,rnunicode.com/print.aspx?h=&clientID=12667&HTMRequest=http%3a%2f... 12/2012012