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5757 SW 68 ST_PB-YEAR 2005 of sov7r U + IRCOR 7IT� � rp27 P L0R79 so CITY COMMISSION 6130 SUNSET DRIVE SOUTH MIAMI,FLORIDA 33143 305/663.6340 FAX 663-6348 June 9, 2005 14ECEIVED SUN 3 2005 Ray Eubanks `660 Department of Community Affairs Plan&DRi Processing 2555 Shumard Oak Boulevard Tallahassee, . FL 32399-2100 Dear Mr. Eubanks: Enclose please find two (2) original Development Agreements between the City of South Miami and South Miami Corporation. Please certify these two original agreements and send back to our office at the address listed above: On . April 13, 2005 we sent under separate correspondence an ' original agreement for your office files. If you have . any questions please contact Don O'Do='iely,. Planning Director at 305-663-6327 . Sincerely, on Nk gad Payne �� f�C� De ty City Clerk �- `� 5J SOUTH MIAMI&SOUTH MIAMI CORP. DCA#762DA 4 O � f: ? v INCOR90RATo - • 1927 r dORl9 CITY COMMISSION C/ (/ 6130 SUNSET DRIVE SOUTH MIAMI,FLORIDA 33143 305/663-6340 FAX 663-6348 April 13,2005 Valerie J.Hubbard,AICP, Director Department of Community Affairs Division of Community Planning 2555 Shumard Oak Boulevard Tallahassee,FL 32399-2100 Dear Ms.Hubbard: Enclosed please find the Development Agreement between the City of South Miami, Florida and South Miami Corporation.. If you have any questions please contact Don O'Donniley, Planning Director at 305-663- 6327. Si cerely, ' 1 Nken yne Deputy City Clerk DEVELOPMENT AGREEMENT _ BETWEEN THE CITY OF SOUTH MIAMI, FLORIDA AND SOUTE MIAMI CORPORATION THIS DRVELOPfMT AGREEMENT. ("Agreement°) is made as of March 15 2005 by and between THE CITY OF SOUTH MIAMI, FLORIDA a municipal corporation ("City") and SOUTH MIAMI CORPORATION ("Company") or its assignee. RECITALS WHEREAS, the Florida Local Government Development Agreement Act, set forth in sections 163 .3220 - 163 .3243, Florida Statutes, set forth in Exhibit "A" (the "Act") provides for the execution of development agreements for a term not to exceed ten (10) 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; and WHEREAS, the city commission of the City of South Miami has adopted Ordinance N85-05-182which implements the Act and permits the consideration and the adoption of this agreement; and WHEREAS, the Company owns approximately 4.5+/- acres, zoned HD-OV, described in Exhibit "B, ° (the "Property") ; and WHEREAS, the Company desires to construct a mixed use development encompassing retail, office and residential components described in Exhibit "C, " (the "Project") in the Hometown District Overlay zone within the City of South Miami. Page 1 of 17 SOUTH MIAMI&SOUTH MIAMI CORP. DCA#762DA NOW, THEREFORE, in consideration of the above recitals and the following covenants, terms and conditions the receipt and sufficiency of which are expressly acknowledged, the city and Company covenant and agree as follows: 1. Incorporation of Recitals. The recitals set forth above are true and correct and are incorporated herein by this reference. 2. Property. The Company owns the property as described in Exhibit "A" . 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 "D" . 3. 'Effective Date, Duration of Agreement. This agreement shall become effective after it has been recorded in the public records of Miami-Dade County and thirty (30) days after it is received by the Florida Department of Community Affairs (the "Effective Date") . This agreement shall terminate ten years from the effective date of this agreement, .unless otherwise extended or terminated as provided for herein or in the act. The maximum period of this agreement shall be ten (10) years from the effective date unless extended by mutual consent of all 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 "A" is to be utilized for the project described in Exhibit "C" : a mixed use residential, office and retail project .with a residential use not to exceed 108 dwelling units on Page 2 of 17 approximately 4.5 +/- acres. The project will include :`chamfered" corners where it abuts roadway intersections pursuant to Exhibit "C" . The occupied space of the 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 project shall not exceed four stories. Non-occupied space shall not exceed a maximum height of fifty six feet. The project shall be built in two .phases as follows: Phase I shall consist of Blocks "A" and "C" described in Exhibit "C Phase II shall consist of Block "B" described in Exhibit "C" . The overall development of the property shall be conducted in accordance.with the approved site plan on file at the City, (attached and incorporated as Exhibit;,AB") <f- 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 Page 3 of 17 Based on the projected residential population on the Property, Company agrees to pay for or provide . 8 acres of land acceptable to the City for a public park. In the alternative, the Company may provide a "substitute payment" based on the average sales price of residential property in the city over the last year. The Company's payment shall be placed in a special fund for spending on capital improvements to park and recreation facilities in the City. The Payment shall be made in one lump sum on or before a Certificate of Use and Occupancy is granted for the first residential unit on the Property. (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 required Miami-Dade County School Board school impact fees. Page 4 of 17 6. Concurrency. The City of South Miami has determined that the Company's performance under the Development 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 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 permit four drive- through teller lanes within the site. (b) Special Exception to provide 72.2% +/- lot <_ coverage. (c) Special Use permit to permit up to four restaurants with a maximum total of 13, 820+/- 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 Co.-vany shall meet all applicable building codes, land development regulations, ordinances and other laws. (b) The Company shall adhere to the requirements of all permits for the project. Page 5 of 17 (c) The Company shall develop the project in conformance with the parameters set forth in. this agreement. (d) All development shall be in accord with the site plan submitted with the special exception and special use applications, said site plan incorporated in Exhibit "C" . (e) The Company shall provide the Department of Planning with a temporary parking plan, including 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 permits 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 metered parking spaces adjacent to the Property which it occupies or uses. during the construction 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 Miami. This money shall be donated to the City, prior to the issuance of its first building permit. 9. Consistency. with City of South Miami Comprehensive Plan and Land Development Regulations. The city has adopted Page 6 of 17 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 "Mixed-Use Commercial/Residential (Four Story) " designation on the future land use map, and the HID-OV zoning district on the Official Zoning Atlas of the City of South Miami. Goal 2 of the Future Land Use Element identifies the defines 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, ordinances, codes and policies in existence at the time of the execution of the Development Agreement 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 or restriction shall not relieve the Company of the necessity of complying with the law governing said permitting requirements, conditions, terms or restrictions. Page 7 of 17 11. Permits, Conditions, Terms and Restrictions not Addressed. The failure of this agreement to address a particular permit, condition, term or restriction shall not relieve the Company or the city of the necessity of complying with the law governing said permitting requirements, conditions, 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 ordinances, policies and procedures of the City of South Miami concerning development of the property that are in existence as of the execution of this agreement shall govern the development of the property for the duration of i 1 the term of this agreemedt Ny' 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. 05-05-1A27attached. 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 Agreement if the other party commits or allows to be committed any material breach of this Development Agreement.. A "material breach" of this Agreement shall include, but not be limited to, a failure of either party to perform any material duty or obligation on its part for any thirty (30) consecutive day period. Neither party may terminate this Agreement on grounds of material breach of this Agreement unless it has provided written notice to Page 8 of 17 the other party of its intention to .declare a breach and to terminate this Agreement (the "Notice 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 (4 6) after receipt of notice. 15.. Assignment. This Development Agreement may not be assigned by the Company except to an affiliated entity, without the prior written consent of the City. Subject to the preceding sentence this Development 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 Force. 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 Property, or (3) proposals for leasing of retail space or employment opportunities associated with retail space located on the Property. 17. Joint Preparation. This agreement has been drafted with the participation of the city and Company and their Page 9 of 17 , .counsel, and shall not be construed against any party on account of draftsmanship. 18. Binding Effect. 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 are for convenience only and shall not be used to construe or interpret this agreement_ 20. Applicable Laws, 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 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 pre-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 Page 10 of 17 authority as a municipal corporation and political subdivision of the State of Florida. The Company therefore understands and agrees that any 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 complies with applicable laws including but not limited to building and zoning regulations and the conditions herein. 23. Authorization to Withhold Permits and Inspections. In the event .the Company is obligated to make payments or improvements under the terms of this Development 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 or 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 represents 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 approval by Company. (b) This Agreement has been properly executed, and constitutes Company's legal, valid and Page.11 of 17 binding obligations, enforceable against Company in accordance with its terms. (c) 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 not act in any way whatsoever, directly or indirectly, to cause this Agreement to be amended, modified, canceled, or terminated, except pursuant to its express terms, and shall take all actions necessary to ensure that this Agreement shall remain in full force and effect at all times. (e) Company has the financial capacity to pay or advance to the City all 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 any such breach or any subsequent breach of such covenant, agreement, term or condition. No covenant, agreement, term, or condition of Page 12 of 17 this Agreement and no breach thereof shall be waived, altered or modified except by written instrument. 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 existing or subsequent breach 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 OS-05-1, 2is agreement shall be reviewed annually on the anniversary of the effective date of this agreement. The Company, or its assign, shall submit an annual report at least 30 days prior to the annual review date. This report shall contain a section-by-section listing of what obligations have been met and the date finalized, as good faith compliance with the terms of 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 Development Agreement, the Agreement may be revoked or modified by the City. The obligation to submit an annual report shall conclude upon the date on which the agreement is. terminated. 28. Notices. Any notices or reports required by this agreement shall be sent to the following: For the City: City Manager City of South Miami Page 13 of 17 6130 Sunset Drive South Miami, Florida 33143 Copy to: Planning Director Planning and Community Development Department City of South Miami 6130 Sunset Drive South Miami, Florida 33143 For the Company: South Miami Corporation Attn: Donald F—Hunter, Vice President And Wade R. wacholz, counsel 5750 Sunset Drive South Miami, Florida 33143 Copy to: Wade R. Wacholz, Esq. Gislason & Hunter, LLP. P:O. Box 5297 Hopkins., Minnesota 55243-2297 W. Tucker Gibbs, Esq. 215 Grand Avenue Coconut Grove, Florida 33133 29. Exhibits. All exhibits attached hereto contain additional terms 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, applicable city ordinances and Florida law. 31. Entire 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 have been made orally or in writing. Each party affirmatively _Page 14 of 17 represents that no promises have been made to that party that are 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 evidence 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 by a 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 other 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 on a Saturday, Sunday or legal holiday, then in such event said date shall be extended to the next day which is not a Saturday, ' Sunday . or legal 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 constitute one and the same agreement. 35. Recordation. Within 20 days after the Development Agreement has been signed by both the Company and the City, Page 15 of. 17 the Applicant shall cause a copy of the Development Agreement to be recorded at the Applicant's expense in the registry of deeds in Miami-Dade County. 36. Abandonment of Fright-of-Way. The City agrees to abandon the right-of-way adjacent to the property to the buildable line. The Company 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 easement shall provide the City with clearance as provided in the Hometown Overlay District in the Land Development Code (10-feet minimum) . i00-`i. 2'F) PASSED AND DMY ADOPTED by the city commission of the City of South Miami, Florida, this 15th day of March 2005. ATTEST: APPROVED: TI CLERR y MA OR Jor READ AND APPROVED AS TO F'O&%I: -s CITY RNEY Page 16 of 17 AGREED TO thisl$th day of March, 2005 . Witnesses: SOUTH MIAMI CORPORATI PrinZ N 6,0vkt.6 President WWI Print Name m��. WIC fOt STATE OF PBORT COUITrY OF 1. e-OO ) The foregoing instrument was acknowledged before me this L714 L day of A AI L , 2005 by `diLU R W W1g+,Z,who is personally known to me or who produced as identification, on behalf of the corporation. My commission expires: "OMCUL SEAL" Cyndn E.Krri► Notary PatRW.Stake of Illinois SOUTH NUMVU&SOUTH MIAMI CORP. DCA#762DA Page 17 of 17 EXHIBITS Exhibit "A" Florida Local Government Development Agreement Act Exhibit "B" Legal Description Exhibit "C" Site Plan Concept Exhibit "D" Unity of Title rVf I � g o Florida Local Government Development Agreement Act 163.3220 Short title; legislative intent.-- (1) Sections 163.3220-163.3243 may be cited as the"Florida Local Government Development Agreement Act." (2) The Legislature finds and declares that: (a) The lack of certainty in the approval of development can result in a waste of economic and land resources.discourage sound capital improvement planning and financing.escalate the cost of housing and development and discourage commitment to comprehensive planning. (b) Assurance to a developer that upon receipt of his or her development permit or brownfield designation he or she may proceed in accordance with existing laws and policies.subject to the conditions of a development agreement.strengthens the public planning process.encourages sound capital improvement planning and financing.assists in assuring there are adequate capital facilities for the development.encourages private participation in comprehensive planning,and reduces the economic costs of development. (3) In conformity with in furtherance of.and to implement the Local Government Comprehensive Planning and Land Development Regulation Act and the Florida State Comprehensive Planning Act of 1972.it is the intent of the Legislature to encourage a stronger commitment to comprehensive and capital facilities planning.ensure the provision of adequate public facilities for development.encourage the efficient use of resources.and reduce the economic cost of development. (4) This intent is effected by authorizing local governments to.enter into development agreements with developers.subject to the procedures and requirements of ss. 163.3220- 163.3243. (5) Sections 163.3220463.3243 shall be regarded as supplemental and additional to the powers conferred upon local governments by other laws and shall not be regarded as in derogation of any powers now existing. History.—s. 19.ch.86.191:s.902.ch.95-147:s.8.ch.99-378. 163.3221 Florida Local Government Development Agreement Act; definitions.--As used in ss. 163.3220-163.3243: 1 (1) "Brownfield designation"means a resolution adopted by a local government pursuant to the Brownfields Redevelopment Act, ss. ;76.77-376.85. (2) "Comprehensive plan"means a plan adopted pursuant to the"Local Government Comprehensive Planning and Land Development Regulation Act." (3) "Developer" means any person.including a governmental agency, undertaking any development. (4) 'Development" means the carrying out of any building activity or mining operation. the making of any material change in the use or appearance of any structure or land. or the dividing of land into three or more parcels. (a) The following activities or uses shall be taken for the purposes of this act to involve "development": L A reconstruction,alteration of the size,or material change in the external appearance of a structure on land. 2. A change in the intensity of use of land,such as an increase in the number of dwelling units in a structure or on land or a material increase in the number of businesses. manufacturing establishments.offices.or dwelling units in a structure or on land. 3. Alteration of a shore or bank of a seacoast,river,stream,lake,pond,or canal. including any"coastal construction' as defined in s. 161.021. 4. Commencement of drilling,except to obtain soil samples.mining,or excavation on a parcel of land. 5. Demolition of a structure. b. Clearing of land as an adjunct of construction. 7. Deposit of refuse,solid or liquid waste.or fill on a parcel of land. (b) The following operations or uses shall not be taken for the purpose of this act to involve"development": 1. Work by a highway or road'agency or railroad company for the maintenance or improvement of a road or railroad track.if the work is carried out on land within the boundaries of the right-of-way. 2. Work by any utility and other persons engaged in the distribution or transmission of gas or water.for the purpose of inspecting,repairing,renewing,or constructing on established rights-of-way any sewers.mains,pipes. cables.utility tunnels, power lines. towers.poles.tracks.or the like. 2 I Work for the maintenance,renewal,improvement,or alteration of any structure. if the work affects only the interior or the color of the structure or the decoration of the exterior of the structure. 4. The use of any structure or land devoted to dwelling uses for any purpose customarily. incidental to enjoyment of the dwelling. 5. The use of any land for the purpose of growing plants.crops,trees.and other agricultural or forestry products.raising livestock. or for other agricultural purposes. 6. A change in use of land or structure from a use within a class specified in an ordinance or rule to another use in the same class, 7. A change in the ownership or form of ownership of any parcel or structure. 8. The creation or termination of rights of access.riparian rights,easements.covenants concerning development of land,or other rights in land. (c) "Development."as designated in an ordinance,rule. or development permit includes all other development customarily associated with it unless otherwise specified. When appropriate to the context."development" refers to the act of developing or to the result of development. Reference to any specific operation is not intended to mean that the operation or activity.when part of other operations or activities_is not development. Reference to particular operations is not intended to limit the generality of this subsection. (5) "Development permit" includes any building permit,zoning permit,subdivision approval,rezoning.certification.special exception,variance.or any other official action of local government having the effect of permitting the development of land. (6) "Governing body" means the board of county commissioners of a county. the commission or council of an incorporated municipality,or any other chief governing body of a unit of local government.however designated. (7) "Land" means the earth,water,and air,above,below,or on the surface, and includes any improvements or structures customarily regarded as land. (8) "Land development regulations"means ordinances enacted by governing bodies for the regulation of any aspect of development and includes any local government zoning. rezoning.subdivision. building construction, or sign regulations or any other regulations controlling the development of land. (9) "Laws" means all ordinances.resolutions.regulations. comprehensive plans, land development regulations.and rules adopted by a local government affecting the development of land. (10) "Local government"means any county or municipality or any special district or local governmental entity established pursuant to law which exercises regulatory authority over.and grants development permits for.land development. (11) "Local planning agency" means the agency designated to prepare a comprehensive plan or plan amendment pursuant to the "Florida Local Government Comprehensive Planning and Land Development Regulation Act." 0 2) "Person"means any individual,corporation. business or land rust.estate.trust. partnership.association.two or more persons having a joint or common interest. state agency.or any legal entity. (I")) "Public facilities" means major capital improvements.including,but not limited to. transportation.sanitary sewer.solid waste.drainage.potable water. educational..parks and recreational. and health systems and facilities. (14) "State land planning agency" means the Department of Community Affairs. History.—s.20.ch.86-191:s.4.ch.92-129:s. 9.ch.99-378. 1633223 Applicability.--Any local government may,by ordinance.establish procedures and requirements.as provided in ss. 163.3220-163.3243.to consider and enter into a development agreement with any person having a legal or equitable interest in real property located within its jurisdiction. History.—s.21.ch.86-l 91. 163.3225 Public hearings.-- (1) Before entering into. amending, or revoking a development agreement.a local aovernment shall conduct at least two public hearings.At the option of the governing body. one of the public hearings may be held by the local planning agency. (2)(a) Notice of intent to consider a development agreement shall be advertised approximately 7 days before each public hearing in a newspaper of general circulation and readership in the county where the local government is located. Notice of intent to consider a development agreement shall also be mailed to all affected property owners before the first public hearing. The day,time. and place at which the second public hearing will be held shall be announced at the first public hearing. (b) The notice shall specify the location of the land subject to the development agreement.the development uses proposed on the property. the proposed population densities.and the proposed building intensities and height and shall specify a place where a copy of the proposed agreement can be obtained. History.—s.22.ch.86-191. 4 163.3227 Requirements of a development,agreement— (1) A development agreement shall include the following: (a) A legal description of the land subject to the agreement.and the names of its legal and equitable owners: (b). The duration of the agreement: (c) The development uses permitted on the land,including population densities.and building intensities and height: (d) A description of public facilities that will service the development, including who shall provide such facilities:the date any new facilities,if needed.will be constructed: and a schedule to assure public facilities are available concurrent with the impacts of the development: (e) .A description of any reservation or dedication of land for public purposes: (f) A description of all local development permits approved or needed to be approved for the development of the land; (g) A finding that the development permitted or proposed is consistent with the local government's comprehensive plan and land development regulations: (h) A description of any conditions,terms,restrictions.or other requirements determined to be necessary by the local government for the public health.safety.or welfare of its citizens:and (i) A statement indicating that the failure of the agreement to address a particular permit. condition.term.or restriction shall not relieve the developer of the necessity of complying with the law governing said permitting requirements.conditions.term. or restriction. (2) A development agreement may provide that the entire development or any phase thereof be commenced or completed mrithin a specific period of time. History.—s.23.ch.86-19 1:s.3I.ch.9145. 163.3229 Duration of a development agreement and relationship to local comprehensive plan: The duration of a development agreement shall,not exceed 10 years. It may be extended by mutual consent of the governing body and the developer. subject to a public hearing in accordance with s. 163.3225.No development agreement shall be effective or be implemented by a local government unless the local government's comprehensive plan and plan amendments implementing or related to the agreement are 5 found in compliance by the state land planning agency in accordance with s. 163.3184.s. 163.3187. or s. 163.3189. History.—s.24.ch.86-191:s.32.ch.9145:s. 11.ch.92-129. 163.3231 Consistency with the comprehensive plan and land development regulations.—A development agreement and authorized development shall be consistent with the local government's comprehensive plan and land development regulations. History.—s.25.ch. 86-191. 163.3233 Local laws and policies governing a development agreement.-- (i) The local government's laws and policies governing the development of the land at the time of the execution of the development agreement shall govern the development of the land for the duration of the development agreement. (2) A local government may apply subsequently adopted laws and policies to a development that is subject to a development agreement only if the local government has held a public hearing and determined: (a) They are not in conflict with the laws and policies governing the development agreement and do not prevent development of the land uses. intensities.or densities in the development agreement: (b) They are essential to the public health.safety.or welfare.and expressly state that they shall apply to a development that is subject to a development agreement: (c) Thev are specifically anticipated and provided.for in the development agreement: (d) The local government demonstrates that substantial changes have occurred in pertinent conditions existing at the time of approval of the development agreement:or (e) The development agreement is based on substantially inaccurate information supplied by the developer. (3) This section does not abrogate any rights that may vest pursuant to common law. History.—s.26.ch.86-191. 163.3235 Periodic review of a development agreement.--A local government shall review land subject to a development agreement at least once every 12 months to determine if there has been demonstrated good faith compliance with the terms of the development agreement. For each annual review conducted during years 6 through 10 of a development agreement.the review shall be incorporated into a written report which shall be submitted to the parties to the agreement and the state land planning agency. The state land planning agency shall adopt rules regarding the contents of the report. provided 6 that the report shall be limited to the information sufficient to determine the extent to which the parties are proceeding in good faith to comply with the terms of the development agreement. If the local government finds.on the basis of substantial competent evidence.that there has been a failure to comply with the terms of the development agreement.the agreement may be revoked or modified by the local government. History.—s.27,ch.86-191:s. 12.ch.92-129. .163.3237 Amendment or cancellation of a development agreement.--A development agreement may be amended or canceled by mutual consent of the parties to the agreement or by their successors in interest. History.--s.28,ch.96-191. 1633239 Recording and effectiveness of a development agreement.--Within 14 days after a local government enters into a development agreement.the local government shall record the agreement with the clerk of the circuit court in the county where the local government is located. A copy of the recorded development agreement shall be submitted to the state land planning agency within 14 days after the agreement is recorded. A development agreement shall not be effective until it is properly recorded in the public records of the county and until 30 days after having been received by the state land planning agency pursuant to this section. The burdens of the development agreement shall be binding upon.and the benefits of the agreement shall inure to.all successors in interest to the parties to the agreement. History:—s.29.ch.86-191:s. 13.ch.92-129. 163.3241 Modification or revocation of a development agreement to comply with subsequently enacted state and federal law.--If state or federal laws are enacted after the execution of a development agreement which are applicable to and preclude the parties'compliance with the terms of a development agreement.such agreement shall be modified or revoked as is necessary to comply with the relevant state or federal laws. . History.—s.30.ch.86-191. 1633243 Enforcement.--Any party. any aggrieved or adversely affected person as defined ins. 163.3215(2),or the stale land planning agency may file an action for injunctive relief in the circuit court where the local government is located to enforce the terms of a development agreement or to challenge compliance of the agreement with the provisions of ss. 163.3220-163.3243. History.--s.31.ch.86-191. 7 LEGAL DESCRIPTION Lots 6, 7, 8 9, 40, 41, 42, 43, 44, 45, 53, 54, 55, 56, 5?, 58, 59, 60, 61, 62, 63, 64, 65, 66, 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 198 of the Public Records of Miami-Dade County, Florida. _amp s z � s N a_P,�, o _ I " I I c I ...�.. .[ 1 U � Q ti 8 e r 11/ � L_ lu Unity of Title t v- The undersigned is the owner of that property (the 2V -7�� "Property") described as: Lots 6, 7, 8, 9, 40, 41, 42, 43, 44, 45, 53, 54, 55, 56, 57, 581 59, 60, 61, 62, 63, 64, 65, 66, and the east 50 feet of Lots 51 and 52 of W.R. Larkins Subdivision according to the plat thereof recorded in Plat Book 3 at Page 198 of the Public Records of Miami-Dade County, Florida; and The undersigned recognizes and acknowledges that for the public health, welfare, safety or morals, and subject to the conditions set forth herein, the Property should not be divided into separate parcels owned by several owners so long as the same is put to the hereinafter use; and Pursuant to sections 20.7 .30 and 20-5.14, of the City Land Development Code (the "LDC") a unity of title is required 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. In consideration of the mutual agreements and covenants contained in the attached Development Agreement between the City of South Miami and the South Miami Corporation (the "Development Agreement") ; and For other good and valuable consideration, the undersigned hereby agrees to restrict the use of the Property' in the following manner: 1. That said Property shall be considered as one plot and parcel of land and that no portion of said plot and parcel .of land shall be sold, transferred, divided or assigned separately, except in its entirety as one plot or parcel of land. However this shall not prohibit the sale of portions of the Property as condominium units or the sale of portions consistent with the Development Agreement and approved site plan. 2. That this condition(s) , restriction (s) and limitation (s) shall be deemed a covenant running with the land, shall be recorded in the public Page. 1 of 2 ' s records of Miami Dade County, and shall remain in full force and effect and be binding upon the undersigned, their heirs and assigned until such time as the same may be released in writing by the Director of Planning; provided, however, that this Unity of Title may be released by the Director of Planning after approval of a site plan which meets all applicable City regulations. Signed, sealed, executed and acknowledged on this day of February 2005, at Miami, Florida SOUTH MIAMI COP"PATION Witnesses: Vice President Print Name Print Name WITNESSES Page 2 of 2 o�S�ury erooroano. t927 At6R19 CITY toMMISSION s March 10, 2009 Ray Eubanks Department of Community Affairs 2555 Shumard Oak Boulevard Tallahassee, FL 32399-2100 Dear Mr. Eubanks: Enclosed please find the Development Agreement between the City of South Miami and South Miami Corporation that was recorded on February 7, 2008 . Please certify this agreement If you have any questions please give me a call. Sincerely, Nken Payne Deput, City Clerk Encl. cc: Sandy Youkiiis, Acting Planning Director Luis Figueredo, City Attorney Jerry B. Proctor, Esq. >unset Drive • South Miami, Florida 3143-5093 • Tel: (305) 663-6340 • Fax: (305) 663-6348 E pe Home Contact Us E-Filing Services Document Searches Forms Help Previous on List Next on List Return To List Entity Name Search Events No Name History Subrrjit;;, Detail by Entity Name Florida Profit Corporation SOUTH MIAMI CORPORATION Filing Information Document Number 257697 FEI/EIN Number 366054632 Date Filed 04/05/1962 State FL Status ACTIVE Last Event REINSTATEMENT Event Date Filed 10/2412003 Event Effective Date NONE Principal Address 5750 SUNSET DRIVE P.O. BOX 1000 MIAMI FL 33143 Changed 07/21/1999 Mailing Address 5750 SUNSET DRIVE P.O. BOX 1000 MIAMI FL 33143 Changed 07/21/1999 Registered Agent Name &Address CT CORPORATION SYSTEM 1200 S. PINE ISLAND ROAD PLANTATION FL 33324 US Name Changed:06/18/1992 Address Changed:06118/1992 Officer/Director Detail Name&Address Title VPD SCRANTON, KENNETH E. 680 N LAKE SHORE DR CHICAGO IL 60611 Title AST KRCH, C http://www.swibiz.org/scripts/cordet.exe?action=DETFIL&inq_doc_number=25 7697&inq_-.. 5/8/2011 680 N. LAKE SHORE CHICAGO IL Title CD WIRTZ,W.ROCKWELL 680 N. LAKE SHORE DR. CHICAGO IL 60611 Title AST MOHLER, MAX 680 N. LAKE SHORE DR. CHICAGO IL Title S HUNTER, DONALD 680 N. LAKE SHORE DR CHICAGO IL 60611 Annual Reports Report Year Filed Date 2009 06/29/2009 2010 01/04/2010 2011 01/03/2011 Document images 01/03/2011 --ANNUAL REPORT Uiew image in PDF foemat : 01104/2010--ANNUAL REPORT 2�j�iew image inwPDF format ] 06129/2009 -ANNUAL REPORT., View image„in PDF format fix,; 02/01/2008--ANNUAL REPORT - :View arnage in:PDFformatr 01/29/2007—ANNUAL REPORT >Uew Image bra PDF#ocrnat ;o 01/2012006--ANNUAL REPORT View image m PDF format �hl 02/16/2005--ANNUAL REPORT �KEView trnage irn PDF format ^I 04/16/2004—ANNUAL REPORT L View image in.. .. format 10/2412003--REINSTATEMENTMUUiew image inaPDF formati4 02/07/2002--ANNUAL REPORT View image In PDF#orrnat , 01/31/2001 --ANNUAL REPORT ' View image m PDF format 07/31/2000___ANNUAL REPORT W Uiew image in A format 07/21/1999--ANNUAL REPORT .,; Uiew image m.PDF#ormat 01/20/1998--ANNUAL REPORT Uiew image rp PDF format . 08/08/1997—ANNUAL REPORT i mage�n PDF#ormat 0411511996--ANNUAL REPORT ,View�amage mdPDF#ormat ;; , 0510111995--ANNUAL REPORT Uiew arnage 1nFPDFfor---mat� 1 Note:This is not official record. See documents if question or conflict. - ..-..--------------- ----------- Previous on List Next on List Return To List Entity Name Search Events No Name History Submit http://www.sunbiz.org/scripts/cordet.exe?action=DETFIL&inq_doc_number=257697&inq_... 5/8/2011 f Horne .i Contact.us Document Searches E.-Filing Services Forms j Help � Ccpyng.tit.j and P.Iva:.;Dollbes State of Florida, De gal.ment of State http://www.sunbiz.org/scripts/cordet.exe?action--DETFIL&inq_doe—nuinber=257697&inq_... 5/8/2011 DCA SPECIAL ROUTING FORM: TO: JEFF BIELLING DATE: JUNE 20, 2005 163 DEVELOPA1 ffNT AGREEMENT FROM SOUTH MIAMI & SOUTH IMIAMI CO". DCA# 762DA The above community has-transmitted this development agreement pursuant to 163.3239, Florida Statutes. Please confirm by JUNE 30, 2005, whether the development agreement should undergo review. Review ?v i sc Not-Review Reviewer's Signature 6(z7lo� If you confirm that the development agreement should undergo further review please determine if the agreement is.consistent with the local governments comprehensive plan by JULY 6, 2005 'Consistent Inconsistent If you determine that the agreement is inconsistent with the local governments comprehensive plan, please prepare a staff memo and letter for Mail out by JULY 13, 2005 and return the package to PPT. .Mark Yelland/DCA/FLEOC To dodonniley @cityofsouthmiami.net 06/27/200511:01 AM *Paul Darst/DCA/FLEOC @fleoc,-Ray cc Eubanks/DCA/FLEOC@fleoc bcc Subject South Miami Corporation Agreement(DCA#762DA) Don: Following-up on our telephone conversation of earlier this morning, I've noted your statement that the subject development is in compliance with the City's proposed FLUM categories(i.e., re:commercial mixed-use requiring 2 out of 3 uses;one floor of three). Also,could I get a copy of your latest comp plan(and maps)from.you?Thanks,and it was nice chatting with you! Mark S.Yelland,AICP Florida Department of Community Affairs Division of Community Planning 2555 Shumard Oak Boulevard Tallahassee,Florida 32399-2100 mark.yelland@dca.state.fl.us 850.922.1790 Office 850.922.9881 Fax Please note: Florida has a very broad public records law. Most written communications to or from state officials regarding state business are public records available to the public and media upon request. Your e-mail communications may be subject to public disclosure. -Paul DamUDCA/FLEOC To -Mark Yelland/DCA/FLEOC @ fleoc 06/27/2005 09:45 AM cc bcc ~ Subject Re:Fw:DCA#762DA-City of South Miami® That's my understanding as well. I would probably check in with Don anyway,just to let him know you'll be reviewing some of his amendments etc,and then just ask if the proposgeAZLUM ggtea o all development allowed in the develann_ nt agreement. N Mark Yelland/DCA/FLEOC C�- V►il t yL 6�-Wb USq;—:: Mark Yelland/DCA/FLEOC { �v( IZ-t5 2 &4-- 3 0627/2005 09:31 AM To Paul DarsttDCA1FL <JSL �L cc Subject Fw:DCA#762DA-City of South Miami rr � ;&0 Paul: I awaited this answer prior to contacting the City(if that was in fact necessary). N w knowing the extent of our involvement in these agreements, I'm thinking that we do not have to do nything further-and assume that the City will ensure that development is consistent with its comp plan... w/ Z N ewv�-tk_ -Mark S.Yelland,AICP Florida Department of Community Affairs Division of Community Planning 2555 Shumard Oak Boulevard Tallahassee, Florida 32399-2100 mark-yelland@dca.state.fl.us 850.922.1790 Office 850.922.9881 Fax —Forwarded by Mark Yelland/DCA/FLEOC on 06/2712005 09:24 AM— Ray Eubanks/DCA/FLEOC 06/27/2005 09:21 AM To Paul Darst/DCA/FLEOC @fleoc Jeff 81e11ing/DCA1FLE0C @f1eoc,Mark cc Yelland/DCAIFLEOC @fleoc Subject Re:DCA#7620A-Cityof South Miami® Paul,No we normally do not send a receipt letter for these agreements. Most local governments send the agreement certified mail and that is their receipt. We did receive the agreement on 6/13/05. Ray Paul Darst/DCA/FLEOC q Paul Darst/DCA/FLEOC °aR 06/242005 04:31 PM To Ray EubankS/DCA/FLEOC @fleoc Jeff Bielling/DCA/FLEOC @fleoc,Mark cc Yellan d/DCA/FLEOC @fleoc Subject Re:DCA#762DA-City of South Miami Ray: Mark was really wanting to know if we had acknowledged receipt of the-development agreement by return mail--i.e.,if we had let them know we received it. Paul Please note: Florida has a very broad public records law. Most written communications to or from state officials regarding state business are public records available to the public and media upon request. Your e-mail communications may be subject to public disclosure. Ray Eubanks/DCA/FLEOC To -Mark Yelland/DCA/FLEOC @fleoc 06/24/200511:04 AM Paul Darst/DCA/FLEOC @fleoc, Jeff cc Bielling/DCA/FLEOC@fleoc bcc Subject Re:DCA#762DA-City of South Miami Mark,We do not normally certify a development agreement. I do not recall such a letter but it may have been in the main agreement recieved from South Miami on 6/13/05. The agreement was routed to Jeff. V am not sure if the review has been completed or not. You may want to coordinate with Jeff to see if he still has the file. Normally,the local government sends the agreement certified mail and they use that to determine the date the Department received the package. Ray Mark YellandfDCA/FLEOC Marls Yelland/DCA/FLEOC 0624/2005 07:48 AM To Ray Eubanks/DCA/FLEOC @fleoc cc Paul DarsVDCA/FLEOC @fleoc Subject DCA#762DA-City of South Miami Hi Ray. I was told I should check with you on whether you or your staff had already responded to a letter from the City of Miami dated June 9,2005 requesting us to certify a development agreement between the City and South Miami Corporation(the letter was from Nkenga Payne,Deputy City Clerk).Thanks Mark S.Yelland,AICP Florida Department of Community Affairs Division of Community Planning 2555 Shumard Oak Boulevard Tallahassee, Florida 32399-2100 mark.yelland@dca.state.fl.us 850.922.1790 Office 850.922.9881 Fax Please note: Florida has a very broad public records law. Most written communications to or from state officials regarding state business are public records available to the public and media upon request. Your e-mail communications may be subject to public disclosure. x STATE OF FLORIDA DEPARTMENT OF COMMUNITY AFFAI S "Dedicated to making Florida a better place to call home" JE BUSH THADDEU L.COHEN,AIA Gove Secretary June 23,2005 Of Ms.Nke y Ctv ��Deputy -J , City of South Mia 1 f 6130 Sunset Drive \=,pie South Miami,FloridDear Ms.Payne: The Departnity Affairs has reviewed your letter ted June 9,2005 and attached copies of the Development Agn the City annd South Miami Corpoz on.This letter transmits the requested certification of the twie of that Agreement With respecurren efforts to address a n er of major issues in its upcoming 2005 l� Evaluation and Appraisal Report,informati is not sufficient a point to determine whether this dev elopment would help alleviate the City's projected affo able housing n ds.Also,based on the attached Site Plan(Exhibit C) J'6 and Condition 5(b)of the Development Agree nt,it is no clear whether this development would help to fiM the City's desire to increase green and/or open spaces ithin a substantially developed urban center. We are impressed with your efforts to enhan community identity,create a better sense of place,and invigorate the economic and social vitality of South i ''s"main street"business center.The Department looks forward to the success of this and other projects woul help to attain those goals set forth as part of the City's comprehensive planning process.If you have any questions r need additional assistance,please contact Mark Yelland,AICP,Community Planner,at(850)9 -1790 or ma yelland@dcastate.fl.us. Sincerely, '.A Jeff Welling,AICP Regional Planning A strator JEB/my Enclosure �"G - /�C t ��G� j`� , -�" \ gill cc: Mr.Don onniley,AICP C�` tj 2555 SHUMARD OAK BOULEVARD - TALLAHASSEE, FLORIDA 32399-21 0 Phone: 850.488.8466/Suncom 278.8466 FAX: 850.921.0781/Suncom 291.0781 Internet address: htto://www.dca_state.fl.us CRITICAL STATE CONCERN FIELD OFFICE COMMUNITY PLANNING EMERGENCY MANAGEMENT HOUSING&COMMUNITY DEVELOPMENT 2796 Overseas Highway.Suite 212 2555 Shurrard Oak Boulevard 2655 Shumard Oak Boulevard 2555 Shumard Oak Boulevard Marathon,FL 33050.2227 Tallahassee,FL 323992100 Tallahassee,FL 32399-2100 Tallahassee,FL 32399-2100 (30S)289,2402 (650)46&2356 (8W)41134969 (650)488-7956 DEVELOPMENT AGREEMENT, CITY OF SOUTH MIAMI Date: 6/22/2005 Development agreement received 6/13/05 by DCA. CONFIRM BY JUNE 30 whether the agreement should undergo review. Submitted pursuant to § 163.3220- § 163.3243, "Florida Local Government Development Agreement Act,"which provides for execution of development agreements for a term not to exceed 10 years.to insurgthat_the law in effect at thetime .of the the development of land for the duration.,of the agreement. The South Miami Corporation owns 4.5 acres zoned HD-OV. Company desires to tau.--_ construct a mixed-use development with retail, office, and residential uses in the rr-Hometown District Overlay_.Zone in South Miami. The requirements for a development agreement: 163.3227 Requirements of a development agreement.— V (1)A development agreement shall include the following: - v (a)A,legal desozptjon of the land subject to the agreement, and the names of its legal and cri hH S equitable owners; vu;4ti au.1 See Exhibit B v^c Cv fxe av4e or (b)The duration of the agreement; ,�(L,�e 10 years from effective date(after it is recorded in fine public records of Miami-Dade County �,' e, u,S c,c and 30 days after it is received by the Department of CommunityAffairs). 163.3229 Duration of a development agreement and relationship to local comprehensive - J plan.--The duration of a development agreement shall not exceed,10 years.It may be_ ;::.. .. extended by_z utual cement of the gvyerning bgdy_and:.the deyelgper, subject to a public hearing in accordance with s. 163.3225.No development agreement shall be effective or be unplemented by a.local'government unless the local government's comprehensive plan and plan amendments implementing or related to the agreement are found in compliance by the state land planning agency in accordance with s..1 63-3184, S. 16_3.3187, ors. 163.3189. (c)The development uses permitted on the land,including population densities,and building intensities and height; �– 2,f do/ac Lq,Tr_ At A�Z- i `Mixed-.useresidential(notto,eTceed,1Q8-dwelling:unils);:.of fie,and retail developmenL..�e Exhibit C Building.b p hts not to exceed four storleq,pr 56 feet.unless otherwise-permitted by --the-South.Miami comprehensive plQa 9;-,#s Ignd deyelopmenLregIc:trons. What is that exception about?Is it capped at four stories or not?Agreement says attached Exhibit B contains"estimated"commercial square footage.But what about Office? (d)A description of public facilities that will service the development, including who shall provide such facilities;the date any new facilities,if needed,will be constructed; and a schedule to assure public facilities are available concurrent with the impacts of the development; (e)A description of any reservation or dedication of land for public purposes; (f)A description of all local development permits approved or needed lobe approved for the development of the land; i�{e•��eT��ti� (g)A finding that the development permitted orprppos� pppgjs enX with tie 1�,�.al.. r:�r cS��. c.j- government_s,compr he sit�e.pl�n and agd.dgy. lop ment;regulationsz 163.3231 Consistency with the comprehensive plan and land development regulations.-A rti`G development_agreement and authorized development shall be consistent with the local government's comprehensive plan and land development regulations. (h)A description of any conditions;terms,restrictions, or other requirements determined to be necessary by the local government for the public health,safety, or welfare of its citizens; and �- (i)A statement indicating that the failure of the agreement to address a particular permit, condition,term,or restriction shall not relieve the developer of the necessity of complying with the law governing said permitting requirements, conditions, term, or restriction. (2)A development agreement may provide that the entire development or any phase thereof be commenced or completed within a specific period of time. 163.3233(1)The local government's laws and policies governing the development of the land at the time of the execution of the development agreement shall govern the development of the land for the duration of the development agreement. ✓ (2)A local government may apply subsequently adopted laws and policies to a development that is subject to a development agreement only if the local government has held a public hearing and determined. 163.3235 Periodic review of a development agreement.--A local;government shall reviewland subject to,a development agreement at least once every 12 months xo.determine-if-there has been demonstrated.good faith,compliance with.the terms of the deelopmept agreement.For each annual review conducted during years 6 through 10 of a development agreement;the review shall be incorporated into a written report which shall be submitted to the parties to the agreement and the state land planning agency.The state land planning agency shall adopt rules regarding the contents of the report,provided that the report shall be limited to the information sufficient to determine the extent to which the parties are proceeding in good faith to comply with the terms of the development agreement.if the local government finds, on the basis of substantial competent evidence, that there has been a failure to comply with the terms of the development agreement, the agreement may be revoked or modified by the local government: 1� �, �� �Cf �.� cG:v�.��_1 'b-.cf c`. �cfry°tiw �� G� a o��.�. ;y��,;,�.:•� c��t�c*..::.�r�' . do :.{ �:.� S `�1 :. {t` �L',:4 ; G^ � 11r b�.� JtQ• -�0��1J y DCA SPECIAL ROUTING FORM: TO: BOB DENNIS DATE: MAY 30 2007 163 DEVELOP11ENT AGREEMENT FR OM.- SOUTH MIAMI & RR S 7' A VENUE LLC DCA# 920DA The above community has transmitted this development agreement pursuant to 163.3239, Florida Statutes. Please confirm by JUNE 14, 2007, whether the development agreement should Undergo review. Review � Not-Review Reviewer=s Signature If you confirm that the development agreement should undergo further review please determine if the agreement is consistent with the local governments comprehensive plan by JUNE 21, 2007 Consistent Inconsistent If you determine that.the agreement is inconsistent with the local governments comprehensive plan, please prepare a staff memo and letter for Mail out by JUNE 28, 2007 and return the package to PPT. (. toll? CITY COMMISSION 6130 SUNSET DRIVE SOUTH MIAMI,FLORIDA 33143 305/663-6340 FAX 663.6348 May 23, 2007 tv11111Y 2 9 2407 ; 3 Ray Eubanks Department of Community Affairs 255.5 Shumard Oak Boulevard Tallahassee, FL 32399-2100 Dear Mr. Eubanks: Enclosed please . find a copy of the Development Agreement between the City of South Miami and RRC 57th Avenue, LLC.. If you have any questions please contact Mr.. Julian Perez, Planning Director a call @ (305) 663-6327 . Sincerely, Nke Payne Depu City Clerk SOUTH MIAMI &RRC 57TH AVENUE DCA#920DA s+ ILIA loll 1111111111111111111111111 fill Ill! CFN 2007RO328885 DR Sk 25496 Pss 0047 - 51► (5935) RECORDED 03/3012407 15%02.31 HARVEY• RUVIN► CLERK OF COURT This instrument prepared by: MIAMI-DADE COUNTYP FLORIDA Jerry B.Proctor,Esq. Bilzin Sumberg Baena Price&Axelrod LLP 200 South Biscayne Boulevard,Suite 2500 Miami, Florida 33131-5340 (Space Reserved for Clerk of Court) UNITY OF TITLE This Unity of Title made and•executed this 1f)+*'1`day of IMam)n, 2007, by RRC 57th Avenue, LLC, a Florida limited liability company. WHEREAS, the undersigned is the Owner of that property described as: 6600-6640 SW 57 Avenue and 5757 SW 68 Street Folio No.: 09-4025-026-0010 Folio No.: 09-4025-026-0060 Folio No.: 09-4025-026-0020 Folio No.: 09-4025-026-0030 Legal Description: See Exhibit"A" attached and made a part hereof. Owner recognizes-and acknowledges that for the public health, welfare, safety or morals, the herein-described property should not be divided into separate parcels owned by several owners so long as the same is part to the hereinafter use, and In consideration of$10.00 and for other good and valuable consideration, Owner hereby agrees to restrict the use of the subject property in the following manner: That said property shall be considered as one plot, and parcel of land and that no portion of said plot and parcel of land shall be,sold, transferred, devised or assigned separately, except in its entirety as one plat or parcel of land: Owner further agrees that this condition, restriction and limitation shall be deemed a covenant running with the land and may be recorded, at Owner's expense, in . the Public Records of Miami-Dade County, Florida and shall remain in full force and effect and be binding upon the Owner, their heirs, successors, personal representatives and assigns and upon all mortgagees or lessees until such time as the same may be released in writing,` after approval by resolution passed and adopted by the City Commission, after public hearing, and executed by the City Manager and City Clerk. SOUTH NdANH& RRC 57TH AVENUE DCA# 920DA Book25496/Page47 CFN#20070328885 Page 1 of 5 I Unity of Title. Page 2 The release of the Unity of Title is contingent upon a cessation of the conditions and/or criteria which originally required the execution of the subject Unity of Title. [Execution Pages Follow] . 2 Book25496/Page48 CFN#20070328885 Page 2 of 5 Unity of Title Page 3 r«. Signed, witnessed, executed and acknowledged on this day of MOrdv, , 2007. IN WITNESS WHEREOF, RRC 57t" Avenue, LLC has caused these presents to be signed in its name by.its property officials. WITNESSES: RRC 57th Avenue, LLC By: University of Miami, a Florida not for profit corporation, its sole member By: j Print Name: Nam se ph T. atoll Title: enior Vice President for Business and Finance 4intme: STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADE T regoing instrument was acknowledged before me this a day of 200A7, by - Joseph T. Natoli as Senior Vice President for Busi of University of Miami, a Florida not for profit corporatiorr, the sole member of RRC 57th Avenue, a Florida limited liability co any, who (check one) ] are personally known to me *, or ( J . have produced 40RY.ation. PU t f rdMy Commissio n Expires: : ' NOTARY.PUBLIC-5r??E OF FWRIDA Melody M. Smith . - Commission#DD589811 Expires: OCT. 10,2010 3 SoNDFD THRU Ann--,Tnc 80NDU(G CO..INC Book25496/Page49 CFN#20070328885 Page 3 of 5 f � EXHIBIT"A° • Legal Descriptiop M of Tract 1, of the REwsED•PLAT OF FERNWOOD, according to the Plat thereof, �s • recorded in Plaf Book 35,at Page 72,of the Public Records of Miami-Dade County, Florida,less 1 :the South 475.657 feet of the West 100 fat,and less also the East 150•fact of the South 330 feet, ' and less also the South 125 feet of the West 175 feet of tho Bast 325 feet, and less*also the East 75 feet of the West 175 feet of the$oath 125 fectof said Tract. Parcel 2: • The Bast 75 feet:of the West 175,feet of the South 125 feet of Tcact'1, of REVISED PLAT OF lzmW*OOD, accolding to the Plat thereof, ts•recorded m Plat Book 35, ai Page 72, of the Public Records of Miami Dade County;Florida. Parcel 3: • • -! `The North 132 feet of the SE %4 of the.NE'/ of the SE '/+'of Sectior. 25, Township 54 South, Range 40 East,less the North 25 feet of the North 132 feet of the SE'/,of the NE'/ of the SE'A of Section 25,Township 54 South,Range 40 Bast. Parcel 4: Tbat part of the SE'/,of the NP,.%of the SE%4 of Section 25,Townsbip 54 South,Range 40 East; dcscn'bed as fellows: Begin at the-SE comer of said SE%of the NE V4 of the SE'/.;thence run West along the South Iline of said SE 1/4 of the NE%+ of t$e.SE%fora distance of 18 feet fox a Point of Beginning; thence nun North parallel to.the Pest line of said SE 1<of the NB'1,of'thc SE'/4 for a distance of 150 feet;thence rori West parallel to the Soutar line of said SE 1/4 of the NE'/ SE of the '/4 fora distance of 100 feet;thence run parallel to the East line of said SE'/+of the NE-1/4 of the SE Y4 for a distance of 150 foot to the South line of said SE V4 of the NB V4 of the SE '/4;thence run East along said South line of the SE of the NE%of the SE'/4 fora distance of 100 feet to the-Point' Of Beginning,less the South 25 feet for public road purposes -Parcel 5: The North 180 feet of the South 330 feet of the East 150.feet of Tract 1,of REVISED PLAT OP FERNWOOD, according to the Plat thereof, as recorded in Plat Book 35, at Page 72,•of the Public Records of Mia#Dade County,Florida. Parcel 6: ' { A portion of Tract 1, REVISED PLAT OF FERNWOOD, according to the Plat thGieoas recorded in Plat Book 35, at'Page 72, of'tbe Public Records.of Miami-Dade County, Florida, more partieWaily described as follows: ( That part of the'So>rthcast Quarter of the Notthcast Quarter of the Southeast Quarter of Section 25x Tovdabip 54 South,Range 44 Bast,described as follows j . .i Begin at the Southeast comer of Qum said Southeast Qu 'xr of Northeast Quarter of Southeast . MIAMI I2S S 979.17332426731 Book25496/Page50 CFN#20070328885 Page 4 of 5 { ORS K 25496 PG 0051 LAST PAGE Quartzr l 1 Quarter;thence run West along the South line of said of BBGINI�IINof CT: run, ° Southeast Quarter for a distance of 285 feet for P flleast Quarter 150 feet;' parallel to East line of said Southeast Quarter-of Northeast Quarter-Of Sour of Northeast Quarter of thence rvn West parallel to South line of said Southeast Qum Southeast Quarter 75'dl thence rua South parallel to thr,But line Of said Southeast Quarter of st Quarter of Southeast Quarter•150 feet to the-South lint of said Souilscast Qwmter of Northea Northeast Q=tDr of Sourtheast Quarter; thence East along said South line of the, Southeast Quarter of Ndrtheast Quarter of Southeast Quarter for a distance of 75 feet to the POINT OF BEGDJM NCI,LESS the South 25 feet for public road i MIAMI 125E979.1 7 3 3242 673 1 Book25496/Page51 CFN 420070328885 Page 5 of 5 CrH 2007RC328886 OR Bk 25493 Pss 0052 - 72i (21ais) RECORDED 03/3012007 15=02:31 HARVEY RUVIN► CLERK OF COURT HIAt1I-DARE COUNTY► FLORIDA This instrument prepared under the supervision: and when recorded return to: Jerry B.Proctor,Esq. Bilzin Sumberg Baena Price&Axelrod LLP 200 South Biscayne Boulevard (Space Reserved for Clerk) Suite 2500 Miami,Florida 33131-2336 DEVELOPMENT AGREEMENT ' This Development Agreement is made as of this !A " day ofAUYC4�k 2007, by and between The City-of South Miami, Florida, a municipal corporation ("City") -and RRC 57`" Avenue,LLC("Applicant"). Applicant hereby voluntarily makes, declares, and imposes on the property described below, this agreement running with the title to the land,which shall be binding on and shall inure to the benefit of the Applicant, successors and assigns, mortgagees, lessees, and against all persons claiming by, through, or under them until such.time as this Development Agreement ("Development Agreement")is released in writing as hereinafter provided; WHEREAS, Applicant owns the property in the City, .in Miami-Dade County, Florida, legally described on Exhibit "A", also known_as 66.00-6640 S.W. 57 Avenue and 5757 SW 68 Street(the "Property"), and 1-WEREAS, on July 22, 2004. Applicant filed an application with the'City to rezone the Property from T ODD (MU-4) (Transit Oriented Development District) to PUD-M (Planned Unit Development Mixed Use),and to obtain site plan approval(the"Application"), and 1• YEREAS, the Florida Local Government Development.Agreement Act, set forth in sections 163.3220 — 163.3243, Florida Statutes, (the "Act") provides for the execution of development avrcements 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. Tf1EREFORE, in consideration of the covenants, conditions, and promises herein contained, the receipt and sufficiency of which are expressly acknowledged, Applicant and the City hereby agree as follows: MIAMI 619310.15 7326021531 3/29;07 r Book25496/Page52 CFN#20070328886 Page 1 of 21 1. Permitted Usm Densities, and intensities. Pursuant to the provisions of Chapter 20, Land Development Regulations of the City of South Miami, the Property will be improved with the following: a. There shall be no more than 407 residential units on the Property. b. The Property shall also be developed with retail space and a leasing office. c. Development on the Property shall not exceed five (5) stories above grade, in height. d. Development of the Property shall be in accordance with the adopted master site plan on file at the City, including elevations, architectural features, and estimated commercial square footage pursuant to Section 20.3-7, City Code. e. Development of the Property shall be in one(1)phase. f. A building permif for development of the project must be applied for within 6 months of the date on which this final development agreement is signed, L notwithstanding the provisions of LDC Section 20-3.7(i), Expirations of PUD Approvals. 2. Public Facilities: In order to enhance public facilities in the City of South Miami,Applicant agrees to provide services in compliance with Section 204.1 of the Code of the City of South Miami,including: a. 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. a b. 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. c. Drainage services that comply with all re q uirements of the Florida Building Code prior to the occupancy of any buildings. . d. Based on the projected residential population on the Property, Applicant agrees to donate $928,000 in one lump sum as its responsibility for meeting park and recreation conclurency. Payment shall be made on or before receipt of the first building permit and shall include any interest or carrying cost.incurred by the City until receipt of the payment. Interest calculations are indicated on attached Exhibit "B", incorporated herein by reference. e. Traffic-Applicant will obtain necessary governmental approvals, and cause to have placed and operational a separate Ieft-turn, northbound entrance'lane on Red Road(SW 57 Avenue)into the northernmost proposed driveway on Red Road on the Property, prior to the occupancy of any buildings on the Property. In addition, Applicant will present plans within two (2) years after the recording of this IALA U 819310.15 7326021531 2 3129/07 Book25496/Page53 ' CFN#20070328886 Page 2 of 21 t Development Agreement to governmental authorities, including the Florida Department of Transportation, for beautification of the median area to consist of curb and gutter improvements and landscaping in the center of Red Road(SW 57 Avenue) directly south of the intersection of Red Road and Ponce de Leon Boulevard. Subject to approval of necessary permits by governmental authorities, Applicant will pay for and construct the beautification improvements. f. Housing—A requirement often percent(10%) of the units will rent to individuals or families in the moderate income segment of the affordable housing group. If the residential units convert to condominiums, ten percent (10%) of the units will be sold to individuals or families in the moderate income .segment of the affordable housing group. In analyzing.compliance with this paragraph, the City shall allow minor deviations resulting from short-term vacancies. Incomes shall be based on Area Median Income (AMI), as defined by the U.S. Department of Housing and Urban Development. Proof of Compliance with this requirement on an annual basis shall be provided in.-writing on or before January 15 of the following year tot In addition, the Applicant shall make a payment of$100,000 to the City on or before.the issuance of the first certificate of use and occupancy for the.development on the Property, to be placed in a City trust fund to assist in the development of low income housing in the 'City's Community Redevelopment Agency.area. 3. Taxes: Applicant agrees to pay all taxes to the City of South Miami in an amount equal to the annual Operating Millage Rate. If the Property Owner receives an exemption for paying. Operating Millage Taxes from Miami-Dade County-, the Property Owner-shall contribute an amount equal to the Operating Millage Taxes to the City of South Miami in any year that such exemption is granted.' This provision shall not abrogate any of the Property Owner's rights to file appeals of Tax Assessments for the Property, in accordance with the laws of Miami-Dade County. 4. Work Force: In an effort to enhance job opportunities for local citizens, Applicant agrees to give a preference to job applicants residing in South Miami. In order to maximize the pool of applicants from South Miami, the Applicant shall send notice to the Community Redevelopment Agency Director of the City Of South Miami, or a substitute .designee by. the City Manager, prior to or concurrent with the issuance- of any (1) bids for construction work on the .Property, (2) bids for temporary or permanent maintenance work on the Property, or (3) proposals for leasing of retail space on the Property. In regard to recruitment and employment, the Applicant shall demonstrate that it has used its best efforts to hire job applicants from the City of South Miami, provided such candidates are qualified for the positions in ,question. In addition, the Applicant shall hire two residents from the CRA district to assist the Applicant in providing construction services during the period of construction and development of the Property. Payment.for the positions shall be at Applicant's sole expense and shall be commensurate with.similar.job levels and responsibilities in comparable industries. MIAM1.819310.15 7326021531 3 I 3129/07 Book25496/Page54 CFN#20070328886 Page 3 of.21 5. Site Plan. a. Applicant shall retain stormwater drainage runoff on site in accordance with City regulations. b. Applicant shall provide on site security. As part of on site security to be provided by the Applicant, the Applicant shall monitor and keep operable the security gate to the proposed parking garage and make arrangements to assure emergency .access by public safety vehicles. C. The entrance at Levante Ave. shall be signalized and approaches installed based on approval by Miami-Dade County and the, State of Florida Department of Transportation. d. The exit for the driveway onto.SW 66 Street shall be designed and operated as a right turnout only driveway. The exit shall be closed with a gate to prevent turn out between the hours of 7:00 A.M.and 10:00 A.M.,Monday through Friday. e. Applicant shall provide a minimum of one(1)stop location on site for service by the HurryCane.shuttle. The shuttle stop locations shall not interfere with SW 57`h Avenue traffic. All HurryCane.shuttle passenger pick-ups shall be coordinated with the City of South Miami shuttle pick-ups to minimize traffic impacts. f. Applicant shall provide and maintain landscaping acceptable to.the City between the.FPL facility and the garage. The applicant must provide a row of 12' high trees with trunk circumferences not less than 6 inches on the City's property between the FPL facility and the South Miami Community Center. The row of trees to be located on the City's property•between the FPL facility and the South Miami Community Center shall be uniform in appearance and.consist of not less than 25 trees in the row. g. Applicant shall provide and maintain a six-foot high CBS wall 'between the project and the remaining service station. h. Employee parking shall be restricted to the garage and it shall be the developer's or his assign's responsibility to.submit with each occupational license.proof that'• employees are utilizing the assigned parking._ i. Applicant shall provide a master signage -plan for project identification, traffic, routing, and retail stores prior to final project approval by the'Environmental Review and Preservation Board(E.RPB).` j. Applicant shall limit on site lighting property edges to 2 foot-candles of intensity at an 18 inch height. Within six months of project completion the applicant is to provide a certified report on the mandated illumination level. k. Applicant is. to assure that the refuse service areas shall be large enough to accommodate adequate dumpsters. The final number and dimensions of service MIAMI 919310.15 7320021531 4 3/20117 Book25496/Page55 CFN#20070328886 Page 4 of 21 areas shall be mandated by the Environmental Review and Preservation Board (ERPB) at final approval stage and-adopted and incorporated as an exhibit to the r Development Agreement prior to final approval of the Development Agreement. I. All parking and street improvements placed on the public right-of-way on SW 57 Avenue by the Applicant shall be maintained with funds from a maintenance bond to be posted .prior to.permit issuance in accordance with rules of the Florida Department of Transportation. Proof of posting'of the bond shall be provided to the City. m. Applicant must limit the types of retail establishments in order to assure that the required parking does not exceed the initial retail parking allocation in the adopted master site plan. Applicant to provide the City an initial parking plan for retail stores and shall mainlainthe allocated number of spaces for each occupant. n. Applicant shall install all sidewalks as shown on the adopted master site plan. o. Applicant shall open up the paseo on the north side as shown on the amended site plan,as approved by the Planning Board, in order to break up the long facade.of the residential building. P. Applicant and the City shall agree on the number of locations of the loading zones prior to the final approval of the Development Agreement. The dimensions and' locations of the loading zones shall be attached as an exhibit to the Development Agreement. q. Applicant understands -and agrees that the City may eliminate the on-street parking spaces located on SW 66 Street. T. Applicant shall provide 1,001 parking spaces [which may be reduced in accordance with Condition #5q, requiring removal of on-street parking on SW 66 Street], through a combination of parking garage, a small surface lot, and on-site . street parking. s.. The Applicant will commit to participate in a joint working group with the First Methodist Church of South Miami and municipal, county and state agencies to devise a plan mutually agreeable to Applicant and the First United Methodist Church of South Miami, for pedestrian improvements and beautification for Red Road. Applicant will contribute the construction cost of specific pedestrian enhancements agreed upon by Applicant and the First United Methodist Church of South Miami. The Applicant will present plans for traffic permits indicating travel lanes of 10.5 feet on Red Road (SW 57 Avenue) and, if approved, will create an enhanced "landing zone" for pedestrians in the center of Red Road between the Propeny and the First United Methodist Church to the east, subject to the approval of Miami-Dade County and the State of Florida Department of Transportation. MIAMI 819310.15 7326021531 5 3;29%U7 Book25496/Page56 CFN'#20070328886 Page 5 of 21 t. The Applicant shall not exceed a noise level equal to the ambient background level at 10:00 P.M. at a location adjacent to the Property to be selected by the Planning Director; said location may change from time to'time. U. The Applicant shall obtain approval. from the City of a parking plan for construction workers prior to the issuance of a building permit. 6. Schools. In an effort to assist public schools located within the City, Applicant voluntarily agrees to donate $34,800 to the Miami-Dade County School Board ("School Board"), to be specifically earmarked for capital improvements at public schools Iocated in the City: The Applicant's donation shall be paid upon the issuance of a Certificate of Use and Occupancy for the first residential unit on the Property. Decisions shall be made jointly by the City and School Board,-and funds must be spent within two (2) years of the donation. In the event that no capital improvements can be identified or agreed upon for the expenditure of the funds within.the two year period,the Applicant's donation may be utilized to fund programs, purchase materials (such as additional computers) or in any manner that the School. Board and the City determines will enhance the curriculum and the students' attending the subject school's educational experience. Terms of the donation and student generation analysis are contained in the School Impact Review Analysis dated November 16, 2004, attached to this Development Agreement and hereby incorporated by reference. 7. , Unity of Title: Applicant shall submit a Unity of Title, pursuant to the requirements of Section 20-3.7(B)(1),City Code. NOW THEREFORE, the City,in consideration of the premises, hereby agrees as. follows: 8. Vesting. As long as the development on the Property is in compliance with this- Development Agreement, and all applicable laws, ordinances, codes, and policies . in existence at the time of the execution of the Development Agreement as well as other requirements imposed by the City'Commission upon the ratification of the rezoning or the site plan approval on the Property, the Property shall not be the subject of a downzoning 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 Master Plan. Any failure by this Agreement to address a particular pemlit, condition, term or restriction.shall not relieve the Applicant of the necessity of complying with-the law governing said permitting requirements, conditions, terms or restrictions. 9. Impact Fees. The Property shall not be subject to any new impact fees imposed by the City after the adoption of the Resolution approving this Development Agreement. MIAMI 819310.15 7326021531 6 3/29!07 Book25496/Page57 CFN#20070.328886 Page 6 of 21 10. Concurrence and Consistency. The Application together with the Applicant's performance under the Development Agreement satisfies the concurreney requirements, as delineated in Section 20-4.1, City Code. By execution-of this Agreement, the City acknowledges that the application for site plan approval meets all concurrency regulations enumerated in Section 20-4.1 of the City Code, and that the rezoning and site plan application and this Agreement are consistent with the City Comprehensive Plan and Land Development Regulations. Additional Requirements: 1]. Term of Agreement. The provisions of this Development Agreement shall become effective upon its recordation in;the public records of Miami-Dade County, Florida, and shall continue in effect for a period often (10)years after the date of such recordation, after which it may be extended by mutual consent of all legal and equitable owners of the Property, and the City of South Miami upon approval at a public hearing. A2. Annual Report and Review. It shall be the responsibility of Applicant to submit an annual report to the City sufficient to fulfill the requirements as stated in the provisions of the Act, and Ordinance No: 11-05-1833. This agreement shall be reviewed annually on the anniversary of the effective date of this agreement. Applicant, or its assign, shall submit an annual report at least 3.0 days prior to the annual review date. This report shall contain a section-by-section listing of what obligations have been met and the date finalized, as good faith compliance with the terms of 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 Development Agreement,.the City shall provide the Applicant with a fifteen(15) day written notice and opportunity to cure the non-compliance.. The Applicant shall have 45 days after the expiration of the 15-day notice period to begin to cure the non-compliance, after which the Agreement may be revoked or modified by the City. The obligation to submit an annual report shall conclude upon the date on which the agreement is terminated. 13. Modification. The provisions of this_Development Agreement may be amended, added to, derogated, deleted, modified, or changed from time to time by recorded instrument executed by the then owners of the Property and.the City. Any modifications to the Site Plan must comply with the regulations for amendment to PUD-M development contained in Chapter 20 of the City Land Development Code. 14. Enforcement. The City, its successor or assigns, and' the Applicant, its successors and assigns, shall have the right to enforce the provisions of this Development Agreement. Enforcement shall be by action at law or in equity against any parties or persons violating or attempting to violate any covenants, either to restrain violation or to recover damages or both. The prevailing party in the action or suit shall be entitled to recover, in addition to costs and MIAMI 819310-15 7326021531 7 1/2'9/07 Book25496/Page58 CFN#20070328886 Page 7 of 21 disbursements allowed by law, such sum as the court may adjudge to be reasonable for the services of its attorney. Attorney's fees payable under this paragraph shall not exceed 25%of the judgment. 15.. 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 Applicant, therefore understands and agrees that any official inspector of the City of South Miami, or its agents duly authorized, may have the privilege at any time during n'ormal working hours of entering and investigating the use of the premises to determine whether the Property complies with building and zoning regulations and the conditions herein. 16. Authorization to Withhold Permits and Inspections. In the event the Applicant(s)-is/are obligated to make payments or improvements under the terms of this Development Agreement andsuch 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 to grant any inspections, any approvals, or any certificates of occupancy with regard to that portion of the Property until such time'this Development Agreement is complied with. 17. Representations of the Applicant. Applicant represents 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 Applicant and do not require further approval by Applicant. .. b. This Agreement has been properly executed, and constitutes Applicant's legal, valid and binding obligations, enforceable against Applicant in accordance with its terms. C. There are no actions, suits or proceedings pending or threatened against or affecting Applicant before any court or governmental agency that would in any material way affect Applicant's ability to perform this Agreement. d. Applicant shall not act in any way whatsoever, directly or indirectly, to cause this Agreement to be amended, modified, canceled or terminated, except pursuant to its express terms, and shall take all actions necessary to ensure that this Agreement shall remain in full force and effect at all times. e. Applicant has the financial capacity to pay or advance in the City all fees and payments as required under this,Agreement. 18. Severability. If any provision of this Development Agreement or the application thereof to any person or . circumstances is held invalid, prohibited, or unenforceable for any reason, this the Development Agreement shalt be MIAMI 819310.15 7326021531 8 3/27:07 Book25496IPage59 CFN#20070328886 Page 8 of 21 ineffective only to such extent and the remaining provisions shall continue to be given full force and effect so far as possible. 19. Joint Preparation. This Agreement has been drafted with the participation of the City and Applicant and their counsel, and shall be construed• against the Applicant in issues of draftsmanship. The.captions of each article, section and subsection contained in this Agreement are for ease of reference only and shall not affect the interpretational meaning of this Agreement. Whenever the term "included" is used in this Agreement, it shall mean that the included items or terms are included without limitation as to any other items or terms which may fall within the listed category. 20. Binding Effect. 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. 21. Captions and Headings. Paragraph headings are for convenience only and shall not be used to construe or interpret this Agreement. 22. Applicable Laws,Jurisdiction, and Venue. This Agreement shall be governed by and interpreted, construed, and enforced in-.accordance with the intemal 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 exclusively in Miami- 'Dade County,Florida. 23. Notices. Any notices or reports required by this Agreement shall be sent to the following: For the City: City Manager City of South Miami 6130 Sunset Drive South Miami,Fl. 33143 Copy to: Planning Director Planning and Community Development Department City of South Miami , 6130 Sunset Drive South Miami,Fl. 33143 MIAMI 81931015 7326021531 9 3/29/07 Book254961Page60 CFN#20070328886 Page 9 of 21 For the Applicant: Irma Abella,Esq. General Counsel's Office University of Miami 1320 South Dixie Highway,Suite 150 Coral Gables, Fl. 33125 Copy to: Jerry B.Proctor,Esq. Bilzin Sumberg Baena Price&Axelrod LLP 200 So. Biscayne Boulevard,Suite 2500 Miami,.F1. 33131 24. Waivers. No failure or delay by Applicant 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 any such breach or any subsequent breach of such covenant, agreement, term or condition. No covenant, agreement, term, or condition of this Agreement and no breach thereof shall be waived, altered or modified except by written instrument. 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 existing or subsequent breach thereof. 25. 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 other than the authorized successors and assigns of the parties hereto. 26. Survival. Any covenant, term or provision of this Agreement which, in order to be effective, must survive the termination of this Agreement, shall survive any . such termination including.without limitation, paragraphs 2, 3 and 6 which shall survive this Agreement. 27. .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 on a Saturday, Sunday or legal holiday, then in such event said date shall be extended to the next day which is not a Saturday,Sunday or legal holiday. 28. Entire Agreement. This Agreement sets forth the entire agreement between the parties hereto . with respect to the subject matter hereof. All agreements; covenants, representations, and warranties, express or implied, oral or written, of the parties with respect to the subject matter hereof are contained herein. No other agreements, covenants, representations, or warranties, express or implied, oral or written have been made by any .party to the other with respect to the subject matter of this Agreement. All prior and contemporaneous conversations, MIAMI 819310.15 7326021531 10 3n_1/o7 Book25496/Page61 CFN#20070328886 Page 10 of 21 I discussions, negotiations, possible and alleged agreements and representations, covenants and warranties with respect to the subject matter hereof, are waived, . merged herein and superseded hereby. Each party affirmatively represents that no promises have been made to that party that are 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 evidence 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 by a written instrument duly executed by officers of both parties. 29. 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 constitute one and the same agreement. 30. Recordation. Within 20 days after the Development Agreement has been signed by both the Applicant and the City, the Applicant shall cause a copy of the Development Agreement to be recorded at the Applicant's expense in the registry of deeds in Miami-bade County. 31. Exhibits. All exhibits attached hereto contain additional terms of this Agreement and are incorporated herein by reference. 32. Effectiveness. .This.Development Agreement. shall become effective after.the approval of the applications for rezoning and site plan approval and the expiration of any appeal periods. The approval of the applications for rezoning and site plan approval and of the application for approval of this Development Agreement, shall not become effective until the Park donation is established and agreed upon by the Applicant and the City in accordance with Paragraph #2d. If the Park donation is not established in accordance with Paragraph #2d, the applications for rezoning, site plan approval, and approval of this Development Agreement shall be considered withdrawn without prejudice by the Applicant. IN WITNESS WHEREOF, these presents have been executed this C;T% day of _N1CLVV" ,2007. MIAMI 619311).15 7326021531 l l 3/29107 Book25496/Page62 CFN#20070328886 Page.11 of 21 - i ACKNOWLEDGMENT AND ACCEPTANCE BY CITY OF SOUTH MIAMI KNOW ALL MEN BY THESE PRESENTS that: The City of South Miami acknowledges and accepts- the foregoing Development Agreement and each and all of the terms and provisions contained therein, dated and attached hereto. DATED this day ofh�,2007. CITY OFSOUTH MIAMI By. Yvonne S,ler-McKinley " City Manager TTEST: • CLERK Maria M. Menendez STATE OF I ) )SS COUNTY OF - ) he foregoin instrument was acknowledged before me this day of 2007 by p� of the City of South Miami and attested to by Maria M. Menendez , City Clerk, of e City of South Miami who are ( )personally known to me or{ )produced a valid driver's license as identification. Notary Publi : Marla M.Menendez Sign Name: o y Print Name: r`earia M. Menendez My Commission Expires: Serial No. (None, if blank): [NOTARIAL SEAL) MARIA M.MENENDEZ IO "We MY COMMISSN C DO 271979 EXPIRES:binrcC1 16.2008 1�063.nprnRy f4 Abw�.f..n:--J Xax.Co. N,1nM191Q4 Q.-la_ X7326021531 12 3125/07 Book25496/Page63 CFN#20070328886 Page 12 of 21 IN WITNESS WHEQ„"OF, the'.undersigned party has agreed to this Development Agreement dated as of the Lf day of Ma .2007. RRC 57TH Avenue,LLC, a Florida. limited liability company Print Name: —Tr rACC By: University of Miami,a Florida non-profit corporation,its s e m tuber � 1 dy. l ame: Joseph. Natoli Print Name: 1f5�14 f Title: Senior ice President for Business and Finance STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me thiSl-day 0 2007,,by Joseph T. Natoli, as Senior Vice President for Business and Finance, of the versify of Miami,-a Florida non-profit corporation, the Sole Member of RRC 571h Avenue, LLC, a Florida limited liability company. Hg/She is pe� rsonall�known to me, or has produced a State of driver's license as identification. Sign Name: Print Name: My Commission Expires: Serial No. (none,if blank): f (NOTARY SEAL) NOTARY PUBLIC-STATE OF pLOR1DA Melddy M. Smith Commission#DDSE9811 Expires: OCT. 10,2010' BONDED THRU ATIAhM BONDING CO.,INC. MIAMI 819310.15 7326021531 13 3/28/07 SOUTH MIAMI& RRC 57TH AVENUE DCA#920DA Book25496/Page64 CFN#20070328886 Page 13 of 21 EXHIBIT"A" Legal Description Parcel 1: All of Tract 1, of the REVISED PLAT OF FERNWOOD, according to the Plat thereof, as recorded in Plat Book 35, at Page 72, of the Public Records of Miami-Dade County,Florida, less the South 475.657 feet of the West 100 feet, and less also the East 150 feet of the South 330 feet, and less also the South 125 feet of the West 175 feet of the East 325 feet, and less also the East 75 feet of the West 175 feet of the South 125 feet of said Tract. Parcel 2: Tile East 75 feet of the West 175 feet of the South 125 feet of Tract 1, of REVISED PLAT OF FERNWOOD,.according to the Plat Thereof, as recorded in Plat Book 35, at Page 72, of the Public Records of Miami-Dade County,Florida. Parcel 3: The North 132 feet of the SE '/4 of the NE '/4 of the SE `/4 of Section 25, Township 54 South, Range 40 East, less the North 25 feet of the North 132 feet of the SE I of the NE '/ of the SE '/4 of Section 25, Township 54 South,Range 40 East. Parcel 4: That part of the SE %4 of the NE %4 of the SE '/4 of Section 25,Township 54 South, Range 40 East, . described as follows: Begin at the SE corner of said SE %4 of the NE, '/4 of the SE '/; thence run West along the South line of said SE '/4 of the NE '/4 of the SE '/4 for a distance of 185-feef for a Point'of Beginning; thence run North parallel to the East line of said SE `/ of the NE '/4 of the SE ''/4 for a distance of 150 feet; thence run West parallefto the South line of said SE 1/4 of the NE `/4 of the SE '/ for a. distance of 100 feet; thence run parallel to the East line of said SE % of the NE '/4 of the SE 1/4 for a distance of 150 feet to the South line of said SE '/4 of the NE %4 of the SE '/4; thence run East along said South line of the SE '/4 of the NE '/4 of the SE '1/4 for a distance of 100 feet to the Point of Beginning, less the South 25 feet for public road.purposes. Parcel 5: The North 180 feet of the South 330 feet of the East 150 feet of Tract 1, of REVISED PLAT OF FERNWOOD, according to the Plat thereof, as recorded in Plat Book 35, at Page 72, of the Public Records of Miami-Dade County,Florida. Parcel 6: A portion of Tract 1, REVISED PLAT OF FERNWOOD, according to the Plat thereof, as recorded in Plat Book 35, at Page 72, of the Public Records of Miami-Dade County, .Florida, more particularly described as follows: That part of the Southeast Quarter of the Northeast Quarter of the Southeast Quarter of Section 25,Township 54 South, Range 40 East,described as follows: Begin *at the Southeast comer of said Southeast Quarter of Northeast Quarter of Southeast MIAMI 1258979.1 7332426731 Book25496/Page65 CFN#20070328886 Page 14 of 21 Quarter; thence run West along the South line of said Southeast Quarter of Northeast Quarter of Southeast Quarter for a distance of 285 feet for POINT OF BEGINNING; thence run North parallel to East line of said Southeast Quarter of Northeast Quarter of Southeast Quarter 150 feet; thence run. West parallel to South line. of said Southeast Quarter of Northeast Quarter of Southeast Quarter 75 feet; thence run South parallel to the East line of said Southeast Quarter of Northeast Quarter of Southeast Quarter-]50 feet to the South line of said Southeast Quarter of Northeast Quarter of Southeast Quarter, thence East along said South line of the Southeast Quarter of Northeast Quarter of Southeast Quarter for a distance of 75 feet to the POINT OF . BEGINNING,LESS the South 25 feet for public road. MIAMI 1258979.1 7332426731 Book25496/Page66 CFN#20070328886 Page 15 of 21 EXHMIT"B" PROPOSED— PARK CONCURRENCY Red Road Commons On or before the issuance of the first building permit for the Project, the Applicant will pay a Park and Recreation Concurrency fee (the "Park Fee") to the City of South Miami (the "City") of$928,000. This payment will-reserve sufficient park concurrency to satisfy the demand of up to 409 multi-family residential units to be developed on the Property and will be reserved as such for as long as-the "Development-Agreement"governing the Project remains in full force and effect. In addition to the Park Fee, the Applicant will pay an interest fee (the "Interest Fee")'to the City.for interest accruing after the City's approval of the Development Order for the Project on April 9, 2005. If the Interest Fee is paid on ' or before November 17, 2006, said Fee-is$43,173.60. If the Interest Fee is paid between.November 18, 2006 and February 17, 2007, said Fee is $53,164.20. If, the Interest Feb is paid between February 18, 2007 and May 17, 2007, said Fee is $58,826.40. If the lnterest Fee is paid between May 18, 2007 and August 17, 2007, said-fee is $64,403.40. If the lnterest Fee is paid between August 18, 2007 and November 17, 2007, said Fee is $69,895.20. ; MIAMI 11545.95.1 7000060147 Book25496/I?age67 CFN#20070328886 Page 16 of 21 "REVISED" SCHOOL IMPACT REVIEW ANALYSIS November 16, 2004 APPLICATION: Red Road Commons REQUEST: Development under the existing TODD (MU-4)zoning ACRES: 7.09 net acres LOCATION: 6600 and 6640 SW 57"i Avenue and 5757 SW 68'" Street, South Miami NUMBER OF UINITS: 143 units (Current TODD Zoning allows for 266 residential units. Developer Is proposing 409 residential units, thus generating a net density increase of 143 units) MSA: 5.3 =0.20 Multifamily ESTIMATED STUDENT POPULATION: 29 students` ELEMENTARY: 13 MIDDLE: 7 SENIOR: 9 SCHOOLS SERVING AREA OF APPLICATION: ELEMENTARY: Sunset Elementary-5120 S.W.T2 Street Coral Gables Elementary—450 Bird Road G.W. Carver Elementary—238 Grand Avenues MIDDLE: Ponce De Leon Middle-5801 Augusto St. SENIOR HIGH: Coral Gables Senior-450 Bird Rd. `Based on Census 2000 Information provided by Miami-Dade County Department of Planning and Zoning. 2'd D9GbS66SOE JWIWWd1d 31IS Wdeb:S *002 by oaa Book254961Page68 CFN#20070328886 Page 17 of 21 The following population and facility capacity data are as reported by the Office of Information Technology,as of September 2003: STUDENT FISH DESIGN %uTIL?1tT1oN NUMBER OF % UTILIZATION POPULATION CAPACITY FISH DESIGN PORTABLE FISH DESIGN PERMANENT CAPACITY STUDENT CAPACITY PERMANENT STATIONS PERMANENT AND RELOCATABLE Coal Gables 7581 457 162%/ 62 143%1 Elementary. 762' 163%' 1440W Sunhat Sementary 1,0821 734 147%/ 208 115%1 1,086 148%` 115% G.W.Carver 6011 1".Old 12S'i61 Eferrientery 6056 416 144V 126X• Ponce De Lean 1.5321 125%1 108%1 Middle 1,539' 1'2 126%' 198 108°6` Coral Gables Senior 3,6091 173%1 165YJ 3.618 2,092 173%1 95 185%* Increased student population as a result of the proposed.development Note: 1) The cumulative effect of other approved or proposed developments in the vIcIn4 Is not included as part of this analysis. 2) Figures above refl ect the Impact of the class sizes amendment 3) Pursuant to the Intedocal Agreement, Coral Gables Elementary, Sunset Elementary, G. W. Carver Elementary and Coral Gables Senior High schools meet the review threshold. ADDITIONAL SCHOOL INFORMATION: The following information was provided by school site personnel or other data sources In October 2003: Sunset Efementar9r Access to computers: in each classroom and Media Center- . daily access Capital Improvements since 1990: Classrooms and Media Center Recognition for Academic Achievement: Grade"A'. . Special Programs: Before-school care, Magnet programs. enrichment classes and after Lunch schedule: Begins at 10:30 a.m. —ends 1:00 p.m. Non-instructional space utilized for Instructional purposes: None Teachers required to floathravel. Fourteen teachers E'd 09G4S66SOE 9WIWWUld 31IS Wdei•=S b00Z bI 00a Book25496/Page69 CFN#20070328886 Page 18 of 21 i Coral Gables Elementart Access to computers: in each classroom(PK-5''grade), special computer labs and Media Center Capital Improvements since 1990: None Reoognition for Academic Achievement: "A+'Florlds School Special Programs: After-school care Lunch schedule: From 10:25 a.m. to 1:00. p.m. Non-instructional space utilized for Instructional purposes: Auditorium Lobby, ESOL pullout and CCHL pullout Teachers required to floatf(mvel:. Spanish S, Spanish SL, CCHL, ESOL, Art, Music G. W. Carver Elementery Access to computers: In each classroom and Media Center Capital Improvements since 1990: None Recognition for Academic Achievement: Grade "A` Special Programs: After-school tutoring Lunch schedule: Begins at 10:30 a.m.—ends at noon Non4nstructional space utilized for Instructional purposes: None Teachers required to float/travel: Music and Art. b 'd .09L4565SOE SWIWWUld 31I5 wd®4:S b00Z iT ��Q Book25496/Page70 CFN#20070328886 Page 19 of 21 Ponce De Leon Middle Access to computers: In each classroom, In special computer labs and Media Center Capital Improvements since 1990: Classrooms,Art/Music Suites and Science Labs Recognition for Academic Achievement: "B"school Special Programs: Magnet programs and Community and. Vocational classes Lunch schedule: Begins at 11:30 a.m. Non-instructional space utilized for Instructional purposes: None Teachers required to float/travel: Language Arts, ESOL, Math, Science and Geography Coral Gables Senior Hiah Access to computers: In each classroom, in special computer labs and Media Center t Capital Improvements since.19910: None Recognition for Academic Achievement: Sterling Challenge Special Programs: Magnet programs and Enrichment and Vocational classes Lunch schedule: Begins at 10:37 a.m. Non-instructional space utilized for Instructional purposes: None Teachers required to float/travel: Science, Math, Biology, ESE, History, Language Arts, ESOL, Business and Childcare S'd 09Lt+S66SOE OwI"wUld 311s Nd81+:S irooa bT oao Book25496/Page71 CFN#20070328886 Page 20 of 21 O` BFI 25496 PG 0072 LAST PAGE PLANNED RELIEF SCHOOLS IN THE AREA(information as of November 2004): School Status Occuoancv Date Coral Gables Senior High School Under design 2005-06 830-student stations addition (District will remove 310 existing student stations housed in portables , Providing a net increase of 520 student capacity.) JRE Lee conversion to elementary (786 student stations) Pre-Planning 2011 OPERATING COSTS: According to Financial Affairs, the average cost for K-12 grade students amounts.to $5,833 per student. The total annual operating cost for additional students residing in this development, if approved, would total$169,157. CAPITAL COSTS: Based on the State's November 2004 student station cost factors',. capital costs for the estimated additional students to be generated by the proposed development are: ELEMENTARY 13 x $ 13,452 = $174,876 MIDDLE 7 x $ 15,423 = $107,961 SENIOR 9.x $ 20,409 = $183,661 Total Potential Capital Cost $466,518 Based on Information provided by,the Florida Department of Education, Office of Educational Facilities Budgeting. Cost per student station does not Include land cost. 9 -d . 09GbSSssoe 9W1WWH1d 311S Wdsb:5 i,00Z 4i oila Book25496/Page72 CFN#20070328886 Page 21 of 21