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5870 SW 70 ST_HOMETOWN STATION 1998 HOMETOWN STATION CONSTRUCTION PHASE TRAFFIC ANALYSIS Prepared for MASVIDAL PARTNERS, INC. 201 ALHAMBRA CIRCLE SUITE 700 CORAL GABLES, FLORIDA 33134 Jackson M. Ahlstedt, P.E. 46 N.W. 94th Street Miami Shores, Florida 33150 (305) 754-8696 September 2004 L � ;Jackson I4S.Ahlstoddt, P.E. f'J Florida Registrat"on #28258 TABLE OF CONTENTS 1.0 INTRODUCTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 2.0 PURPOSE OF STUDY . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . 3 3.0 STUDY AREA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 4.0 EXISTING CONDITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 41 EXISTING ROADWAY CONDITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . 5 4.2 EXISTING TRAFFIC COUNTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . 9 4.3 PREVAILING TRAFFIC CONDITIONS . . . . . . . . . . . . . . . . . . . . . . . . . 15 4.4 MASS TRANSIT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 4.5 EMERGENCY SERVICES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 4.6 ON-STREET PARKING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 4.7 PEDESTRIANS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 4.8 EXISTING INTERSECTION LEVELS OF SERVICE . . . . . . . . . . . . . . . 16 5.0 PROGRAMMED AND PLANNED ROADWAY IMPROVEMENTS . . . . . . . . . . 19 6.0 CONSTRUCTION PHASE TRAFFIC ROUTING . . . . . . . . . . . . . . . . . . . . . . . 19 6.1 SCHEME A . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 6.2 SCHEME B . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 7.0 FUTURE TRAFFIC CONDITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 8.0 CONCLUSIONS AND RECOMMENDATIONS . . . . . . . . . . . . ... . . . . . . . . . . 27 LIST OF TABLES TABLE 1 YEAR 2003 AVERAGE ANNUAL DAILY TRAFFIC (AADT) VOLUMES IN VEHICLES PER DAY(VPD) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ TABLE 2 YEAR 2003 WEEKLY ADJUSTMENT FACTORS . . . . . . . . . . ... . . . . . . . . . . . . . . . . . . . . . . 11 TABLE 3 YEAR 2003 WEEKLY AXLE ADJUSTMENT FACTORS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 TABLE 4 SEASONAL ADJUSTMENT FACTORS . . . . . . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 TABLE 5 ANNUAL AADT GROWTH RATES VOLUMES IN VEHICLES PER DAY(VPD) . . . . . . . . . . 2Z LIST OF FIGURES FIGURE 1 PROJECT LOCATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 FIGURE 2 STUDYAREA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . 4 FIGURE 3 EXISTING TRAFFIC CONTROL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 FIGURE 4 EXISTING MACHINE COUNT DATA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 FIGURE 5 YEAR 2004 AVERAGE WEEKDAY PEAK HOUR INTERSECTION VOLUMES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 FIGURE 6 EXISTING AM & PM PEAK HOUR INTERSECTION LEVELS OF SERVICE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 FIGURE 7 SCHEME A AM & PM PEAK HOUR INTERSECTION VOLUMES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 FIGURE 8 SCHEME A AM & PM PEAK HOUR INTERSECTION LEVELS OF SERVICE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 FIGURE 9 SCHEME B AM & PM PEAK HOUR INTERSECTION VOLUMES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 FIGURE 10 SCHEME B _ AM & PM PEAK HOUR INTERSECTION LEVELS OF SERVICE . . . . . . . . . . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . 25 EXECUTIVE SUMMARY The Hometown Station project is a multi-phased mixed use development. The site is located in the City of South Miami on the north side of SW 72nd Street east of SW 59th Place. To maximize the safe construction of the first phase of the proposed Hometown Station project it is necessary to modify access to the South Miami MetroRail Station and temporarily narrow the width of SW 59th Place. The first phase of the project is ready to begin construction. It is anticipated that construction will be completed within a 2 year construction period. Allowing for a possible six month overrun, it is anticipated that changes to traffic patterns in the area could remain in effect through the end of 2006. Analyses of various circulation options, alternatives and schemes has resulted in the recommendation that SW 59th Place be temporarily narrowed to provide one lane northbound. Southbound traffic, currently on SW 59th Place, and desiring to access Sunset Drive, would be re-routed via SW 70th Street and SW 61st Avenue (Scheme B). Elements of the plan include: • Signing at the intersection of SW 70th Street and SW 59th Place directing traffic westbound on SW 70th Street and indicating that southbound SW 59th Place south of SW 70th Street was for local traffic; • Signing at the intersection of SW 70th Street and SW 61st Avenue directing southbound SW 59th Place traffic southbound on SW 61st Avenue; and, • Signing and barricades at the intersection of SW 59th Place and SW 71st Street - - directing-southbound traffic on SW 70th-Streefan indicating that southbound SW 59th Place must either turn left into the garage or right onto SW 71st Street. In addition: • Space should be provided to permit emergency service vehicles to serve the building at 5975 Sunset Drive; • The west garage entrance should be opened and the internal circulation in the garages modified to provide access to the pick-up/drop-off area of the South Miami MetroRail Station; and, • MetroBus access to the South Miami MetroRail Station should be provided via a temporary driveway connecting to southbound South Dixie Highway. Finally, the Miami-Dade Public Works Traffic Signal Division should be contacted to advise them of the possible need for signal timing modifications at the intersection of SW 70th Street and SW 59th Place. Implementation of this construction phase traffic plan should result in minimal impacts on traffic in the area of the project. 1.0 INTRODUCTION The first phase of the Hometown Station project is to be constructed in the area south of the existing garages. The construction occurs in the area of the South Miami MetroRail Station which includes the entrance driveway serving the bus facilities, public pick-up/drop-off area, and ADA parking. These driveways can not remain in operation during construction. The construction site abuts SW 59th Place. Because the design of the building creates an arcade along the east side of SW 59th Place; for reasons of safety, it is desirable during construction to narrow SW 59th Place. The proposed structure will be•8 stories high and will be located 18" behind the back of curb on SW 59th Place. Closing a portion of the street will create a buffer between traffic and construction activity. This buffer will permit access for construction vehicles, allow for the erection and maintenance of scaffolding and facilitate the safe construction of the facade of the building. For purposes of this traffic analysis, it has been anticipated that traffic will be impacted until the end of 2006. JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 1 MILLER RD NTS D w SW 64th ST W J w IA SW 68 ST t y 3 SW 70th ST SUNSET DR o SW 71 STH g PR JECT Q SW 80th ST J� C w w SNAPPER CR=-EK XPWY Q Q D Z c Ln KENDALL DR N N 0 g 0 J FIGURE 1 PROJECT LOCATION JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 2 '2.0 PURPOSE OF STUDY. The primary purpose of this study is to identify a reasonable method for addressing traffic circulation in the immediate area of the project during construction. This has been accomplished by: • Field observation of existing traffic conditions; •- Discussions with Miami-Dade Transit; • Discussions with Miami-Dade Fire Department; and, • Conducting intersection level of service analyses. 3.0 STUDY AREA The initial study area's boundaries were defined to include: SW 56th Street (Miller Drive) as the northern boundary, SW 88th Street(Kendall Drive) as the southern boundary, SW 57th Avenue(Red Road) as the eastern boundary, and SR 826 (Palmetto Expressway) as the western boundary. These can be seen on Figure 1. As alternatives were considered; due to the very localized impact of the construction, a smaller, more compact area for detailed analysis was identified. Figure 2 shows the more compact impact area. The intersections which are most significant to the project include: • SW 59th Place and SW 70th Street • _SW 59th Place and SW 72nd Street (Sunset Drive) • SW 61 st Avenue and SW 70th Street • SW 61st Avenue and SW 72nd Street The roadway links which are most significant to the project include: • SW 70th Street from SW 62nd Avenue to US-1 • SW 71st Street from SW 59th Place to SW 61st Avenue • SW 59th Place from SW 64th Street to SW 72nd Street (Sunset Drive) • SW 61 st Avenue from SW 69th Street to SW 72nd Street (Sunset Drive) JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 3 SW 64th St n. 7 c: ,,sw ssa,-sc ) 1 � a: t! - 60th st sw ..., I . a, 1 S W St VY V.V 706S �,, 1 As 4 w � 4 SW 72nd_St _(S ,nst Q ,` , , 6 r ,l 1 . `r V' `.r. W - ejt T.- - En - y 1 t ( T: Skl 1' t{ { ✓ rA LID{, 1. POST OFFICE 2. LARKIN HOSPITAL 3. CITY HALL 4. METRORAIL STATION 5. SOUTH MIAMI HOSPITAL 6. SHOPPES AT SUNSET 7. UNIVERSITY OF MIAMI 8. VALENCIA APARTMENT HOMES 9. 5975 SUNSET DRIVE FIGURE 2 STUDY AREA JACKSON M.AHLSTEDT,P.E. HOMETOWN STATION September 20, 2004 Page 4 4.0 EXISTING CONDITIONS The area of immediate impact was surveyed to observe existing traffic conditions, identify parking locations, identify traffic count locations, and to collect traffic count data. 4.1 EXISTING ROADWAY CONDITIONS This section describes the characteristics of selected roadways in the study area. Key roadways impacted by the construction include SW 59th Place, SW 61st Avenue, SW 70th Street, SW 71 st Street, and SW 72nd Street (Sunset Drive). SW 59TH PLACE SW 59th Place is a two lane roadway. It is classified as a local roadway. SW 59th Place begins at SW 72nd Street (Sunset Drive) on the south and terminates at SW 64th Street on the north. Traffic on SW 59th Place is controlled by the following: • A southbound stop sign at SW 72nd Avenue; • A traffic signal at the intersection with SW 70th Street;, _ • A four-way stop at the intersection with SW 68th Street; and, ` • A northbound stop sign at SW 64th Street. Southbound traffic on SW 59th Place at is required to turn right at Sunset Drive. The pavement width on SW 59th Place between SW 71st Street and Sunset Drive is approximately 36'. There is a concrete traffic separator on SW 59th Place between the _____ entrance to t�etroRail Station_and Sunset_Dri_v_-e _-- There are no parking spaces on either side of SW 59th Place between SW 71 st Street and Sunset Drive. In fact, this section of SW 59th Place is signed to prohibit stopping and standing. SW 61ST AVENUE SW 61 st Avenue runs between SW 69th Street on the north and SW 72nd Street on the south. It is classified as a local roadway. Traffic on SW 61 st Avenue is controlled by the following: • A northbound stop sign at the intersection with SW 72nd Street; • Stop signs at the intersection with SW 70th Street; and, • A southbound stop sign at the intersection with SW 72nd Street. The pavement width on SW 61 st Avenue between SW 70th Street and SW 71 st Street is approximately 34�'. JACKSON M.AHLSTEDT,P.E. HOMETOWN STATION September 20,2004 Page 5 Except for a short distance south of SW 71 st Street where the pavement width is reduced to approximately 2tf; the pavement width on SW 61 st Avenue between SW 71 st Street and Sunset Drive is approximately 36'. ' There are metered on-street parking spaces on either side of SW 61st Avenue between SW 70th Street and Sunset Drive. Lane striping is basically non-existent, however, allowing for on street parking,the through lanes are approximately 11' wide throughout the length of the street between SW 70th Street and Sunset Drive. � - SW 70TH STREET SW 70b Street is a two lane roadway with turn lanes at major intersections. Traffic on SW 70th Street is controlled by the following: • A traffic signal at the intersection with US-1; • A traffic signal at the intersection with SW 59th Place; A traffic signal at the intersection with SW 62nd Avenue; and, A stop sign at the intersection with SW 63rd Court. SW 70th Street is signed to provide the eastbound Sunset Drive to northbound US-1 left turn movement. SW 71ST STREET SW 71 st Street runs between SW 59th Place on the east and SW 61 st Avenue on the -_..-_west._lt-is_classified-as-a.local-roadway--Traff c-on-SW--7-1-st Street is-controlled-by-th-e following: An eastbound stop sign at the intersection with SW 59th Place; and, • A westbound stop sign at the intersection with SW 61st Avenue. In general, the pavement width on SW 71 st Street between SW 59th Place and SW 61 st L Avenue is approximately 34'. However, at its narrowest points the pavement is only 25' wide. There are metered on-street parking spaces on either side of SW 71st Street between SW 59th Place and SW 61 st Avenue. Lane striping is basically non-existent,however, allowing for on street parking,the through lanes are approximately 11' wide throughout the length of the street between SW 59th Place and SW 61 st Avenue. JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 6 SW 72ND STREET (SR 968/SUNSET DRIVE) Sunset Drive is a state maintained four lane divided roadway with striped median between US-1 and SW 62nd Avenue. Eastbound left turn lanes are provided at the intersections with SW 59th Place and SW 61 st Avenue. The eastbound left turn lane at SW 59th Place is approximately 100' long. At, SW 61st Avenue,, the eastbound left turn lane is approximately 100' long. Traffic signals are located at US-1 and SW 62nd Avenue. The posted speed limit is 35 mph. Existing traffic control in the area is graphically summarized in Figure 3. JACKSON M.AHLSTEDT,P.E. HOMETOWN STATION September 20,2004 Page 7 010 W W®to 2 z v z Lu wo W a a a z 94 `° So � N N NTS FIGURE 3 EXISTING TRAFFIC CONTROL JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 8 4.2 EXISTING TRAFFIC COUNTS There are 3 existing Florida Department of Transportation (FDOT) traffic count locations near the project. Data for these traffic count locations is summarized in Table 1. TABLE 1 YEAR 2003 AVERAGE ANNUAL DAILY TRAFFIC (AADT) VOLUMES IN VEHICLES PER DAY (VPD) gg-g t3f" PSEG y�ti� rm y ✓3W ff..r2c . ' raw tots s ass 24l �}�_ ���?r ''� .ek,4ds�t,`},tlr'X}ro rt`- $�ke{£.yg��e Y 9K '3ti'�t'e. k � . 7��bjk�2"s-s*h'�a.� F a2"'��4'°�".�y s`r§h`S' ,'�����t"�`'`�X3'3" �`�.'�• 'dx 3' _�,�.'�"k'&� 5.��`w{i�5'c ���%�4k�,.��l..tr�rar�y £{�c'.. Y�ra�,� s✓i fft �u.�'L"' .'�.,,z�d tF., 1,"��7' w:��`3s,�, ,,.h F.�-ix£•,y;.Y�.yw{..,t�!.a,��' ..i yatu,,Yi�i�y„�da x -tl,^? ''� j 'l¢¢CF``3„a ���.� rfi _`��s f� � ��,]4'�+�'4b`.'i' AS+sa�t 2:*:�. rffrrzti 13� (yA"",�aYtf�''� 'c��'j�T S.A�s3th�y�r�'.i�a� alvA�a�$^,�d,..e:'£ •c r� ;'Y �'�cK���+�` - ? -,i �4','t�.Cr:% U3 �:Y.4"'qN b ..i.R:uS: f rnV,rT,�.�i_YvE�`5}' �. -(a K Y}1�..3JY'.:. V� 7k�.1,.4 T i7 M. 1 ..-'L�k YC - ' 4,.�i/.✓{ < J 34 SR 959/RED RD/SW 57.AVE, 200' NB 11,000 SB 11,000 22,000 NORTH OF SR 5/US-1 127 SR 5/US-1, 200' SOUTH OF SR NB 45,000 SB 44,000 89,000 959/RED RD/SW 57 AVE 70 SR 986/SUNSET DR, 200'WEST OF EB 13,000 WB 14,000 27,000 SR5/US-1 Source: Florida Department of Transportation, Transportation Statistics Office. Original 24 Hour machine traffic counts were taken the week of July 26, 2004 at the following locations: SW 59th Place between SW 70th Street and SW 7�st Stree • SW 59th Place between SW 71 st Street and SW 72nd Street • SW 61 st Avenue between SW 70th Street and SW 71 st Street • SW 61 st Avenue between SW 71 st Street and SW 72nd Street • SW 71 st Street between SW 59th Place and SW 61 st Avenue • Garage exit on SW 59th Place The count program provided machine traffic counts (without vehicle classifications) summarized every 15 minutes for a 24-hour period. The machine count data is summarized in Figure 4'. JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20, 2004 Page 9 NTS SW 70TH ST ¢a Qa Qa oga a== jL a== 0-0- mN0 timed 00 w 4tMO NMO 'dMM �N'- 1178 VPD v-V co N W 97 VPH (AM) Q 158 VPH(PM) E—' SW 71 ST ST 465 VPD ^ ^ 74 VPH(AM) a _a a Q a 49 VPH(PM) a== a d a> >> �r�m 00Nti O0i><O 00> It Lo J LO 04 co CDN►° d 0 Lo SUNSET DR can 1284/727=AM/PM PEAK HOUR TRAFFIC(VPH) FIGURE 4 EXISTING MACHINE COUNT DATA JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20, 2004 Page 10 Turning movement counts were obtained as follows: • At the intersection of SW 61 st Avenue and SW 72nd Street, on Wednesday, July 28, 2004 between 7:00 AM and 9:00 AM and between 4:00 PM and 6:00 PM. • At the intersection of SW 61 st Avenue and SW 71 st Street, on Wednesday, July 28, 2004 between 7:00 AM and 9:00 AM and between 4:00 PM and 6:00 PM. • At the intersection of SW 59th Place and SW 71 st Street, on Thursday, July 29, 2004 between 7:00 AM and 9:00 AM and between 4:00 PM and 6:00 PM. • At the intersection of SW 59th Place and SW 70th Street, on Wednesday, August 4, 2004 between 7:00 AM and 9:00 AM and between 4:00 PM and 6:00 PM. • At the intersection of SW 61 st Avenue and SW 70th Street, on Thursday, August 5, 2004 between 7:00 AM and 9:00 AM and between 4:00 PM and 6:00 PM. This information is summarized in Figure 5. Weekly Volume Factors Weekly volume factors used to adjust raw count data to Average Weekday Traffic(AWDT) volumes were obtained from FDOT records for the year 2003. Rather than using county- wide factors, Miami-Dade County South factors were used. These factors are shown in Table 2. TABLE 2 YEAR 2003 WEEKLY ADJUSTMENT FACTORS WEEK; BEGIN DATE END DATA FACTOF2' 30 7/20/03 7/26/03 1.02 31 7/27/03 8/2/03 32 8/3/03 8/9/03 1.02 33 8/10/03 8/16/03 1.02 Source: Florida Department of Transportation, Transportation Statistics Office. Axle Adjustment Factors Weekly axle adjustment factors to adjust raw count data to Average Daily Traffic (ADT) volumes were obtained from FDOT records for the year 2003. Rather than using county- wide factors, factors for SR 986 (Sunset Drive) were used. These factors are shown in JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20, 2004 Page 11 Table 3. TABLE 3 YEAR 2003 WEEKLY AXLE ADJUSTMENT FACTORS WEEK E_IN. D: TE END DATE FACTOR 30 7/20/03 7/26/03 0.97 31 7/27/03 8/2/03 0.97 32 8/3/03 8/9/03 0.97 Source: Florida Department of Transportation, Transportation Statistics office. Axle adjustment factors are applied to raw machine traffic count data to determine the number of vehicles. The combined effect of applying the weekly adjustment factor and the axle adjustment factor would be to reduce the raw counts by approximately 1%. This would yield Average Weekday Vehicular Volumes. Peak Season Adjustment Factors Peak season adjustment factors were obtained from FDOT records for the years 2001 through 2003. Consistent with the FDOT 2002 Quality/Level of Service Handbook, the _rnedian__weekly_factor for_the__thirteen highest consecutive weeks Of the_year_(the peak season) for each of the three years was determined. The peak season adjustment factor was determined to be 1.017. These factors are shown in Table 4. JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20, 2004 Page 12 TABLE 4 SEASONAL ADJUSTMENT FACTORS YEAR FACTOR 2001 1.025 2002 1.016 2003 1.009 MEDIAN 1.017 Source of yearly data: Florida Department of Transportation, Transportation Statistics Office. The significance of the peak season adjustment factor is that it shows that there is.less than a 2% difference between average annual daily traffic and peak season traffic. This is well within the ability to accurately measure and/or estimate traffic volumes. The roadways in question are not seasonal roadways and average annual weekday conditions are not significantly different than peak season conditions. This traffic count data, adjusted to reflect peak hour volumes for Average Annual Weekday Traffic conditions is summarized in Figure 5. JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 13 NTS +17/85 o r� .n O O 1/4 N ,N M ° o ° 113/269 138/364 12/40 12/40 33/205 SW 70TH ST 1/4 96/51 92/173_ 307/136 —� ti 1317 M 11/17 Lo Lo Go N et 0/28 N ' 6/19 0/31 15/97 �1/55 SW 71 ST ST W 19/14 � J a Lo 9/19 = N Ln M co M Lo O O Ln 29/8 m M N r- ch �— . 511/1271 SUNSET DR 240/35 1284!727 12841727 =AM/PM PEAK HOUR TRAFFIC (VPH) FIGURE 5 YEAR 2004 AVERAGE WEEKDAY PEAK HOUR INTERSECTION VOLUMES JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 14 4.3 PREVAILING TRAFFIC CONDITIONS This section describes the traffic conditions on selected roadways and at selected intersections in the study area. SW 59TH PLACE Traffic flow on SW 59th Place is good. During AM peak hours northbound traffic on SW 59th Place was noted to queue back from the signal at SW 70th Street. Often this queue reached to Sunset Drive. During PM peak hours southbound traffic on SW 59th Place was noted to queue back from the stop sign at Sunset Drive. Often this queue reached to SW 71 st Street and at times reached as far north as NW 70th Street. SW 61st AVENUE Due to minimal amounts of traffic, traffic flow on SW 61st Avenue is good. During peak hours it appears that this roadway is used as an alternative to SW 59th Place. SW 70TH STREET Traffic flow on SW 70th Street is,good. Peak hour queues are created at the intersection with US-1. SW 71st STREET Due to minimal amounts of traffic, traffic flow on SW 71st Street is good. Some minor operational difficulties were noted during peak hours immediately west of the intersection with SW 59th Place.-These-conditions were a result of traffic using the garage-in-the--------- southeast corner of the intersection of SW 71st Street and SW 59th Place. Its should also be noted that'SW 71st Street provides curb side service for the Best Western Hotel on the north side of the street. SUNSET DRIVE Traffic flow on Sunset Drive is good. Queues typically occur at the signalized intersections. In addition, queues routinely occur in the eastbound left turn lanes serving SW 59th Place and SW 61 st Avenue.' JACKSON M.AHLSTEDT,P.E. HOMETOWN STATION September 20;2004 Page 15 4.4 MASS TRANSIT MetroBus routes 37, 48, 52, 57 and 72 access the South Miami MetroRail Station. Currently this access is via SW 59th Place. However, during construction, it will be impossible to maintain this access. On a temporary basis MetroBus access to the station will be via southbound South Dixie Highway. This solution was developed in consultation with the Miami-Dade Transit Agency. A copy of their letter addressing this solution is included in the supporting documentation appendix to the report. Miami-Dade Transit advises that during peak hours 6 buses per hour access the station by traveling southbound on SW 59th Place. 4.5 EMERGENCY SERVICES A Miami-Dade County fire station is located on the south side of SW 70th Street east of SW 59th Place. The developer contacted the fire station. The rerouting of outbound emergency service vehicles from the southbound section of SW 59th Place between SW 71st Street and Sunset Drive does not appear to pose any major problems. It was reported that on a number of occasions emergency services vehicles are called to the building located at 5975 Sunset Drive. This was given consideration in developing the proposed construction phase traffic plan. 4.6 ON-STREET PARKING There are no parking spaces on either side of SW 59th Place between SW 71 st Street and Sunset Drive. In fact, this section of SW 59th Place is signed to prohibit stopping and -----standing:-- - — - 4.7 PEDESTRIANS Little pedestrian activity was noted in the immediate vicinity of the construction. 4.8 EXISTING INTERSECTION LEVELS OF SERVICE AM and PM peak hour levels of service at each of the selected intersections was analyzed using the Highway Capacity Manual (HCM) 2000 methodology based Highway Capacity Software, HCS Version 4.1d. The results of these analyses are shown in Figure 6. As can be seen, level of service issues occur during the PM peak hour for the following • The westbound approach (garage exit) at the intersection of SW 71st Street and SW 59th Place; and, • The eastbound to northbound left turn at the intersection of SW 71 st Street and SW JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 16 59th Place. Field observations indicate that the issues identified above involve relatively minor traffic volumes and are mitigated by the fact that, during times of peak activity, the southbound queue on SW 59th Place usually leaves enough of a space for the minor street traffic to maneuver across or into the traffic stream. JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 17 NTS a A/A B/C SW 70TH ST A/A B/B 5 C/B m U C Q BB /F SW 71 ST ST W D/E I- A/B a � J a. U 2 LL rn m Lo �— SUNSET DR c/) B/B A/B=AM/PM PEAK LEVEL OF SERVICE FIGURE 6 EXISTING AM & PM PEAK HOUR INTERSECTION LEVELS OF SERVICE JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 18 5.0 PROGRAMMED AND PLANNED ROADWAY IMPROVEMENTS The February 5, 2005 draft of the Miami-Dade Transportation Improvement Program (TIP), 2005-2009, was reviewed and it was determined that there were no programmed transportation improvements in the area which needed to be considered in developing the proposed traffic routing plan. 6.0 CONSTRUCTION PHASE TRAFFIC ROUTING This section describes the process leading to the selection of a preferred plan for routing traffic during construction of the project. The first step taken was to identify options for routing traffic and select a preferred option. The second step was to identify alternatives within the preferred option and select a preferred alternative. The third,and final step,was to develop one or more schemes for implementing the preferred alternative. Initially, a number of options for routing traffic during construction were given consideration. These included: • Maintaining two narrow lanes on SW 59th Place between SW 71st Street and Sunset Drive; Complete closure of SW 59th Place between SW 71st Street and Sunset Drive; and, • Maintaining at least one lane of traffic on SW 59th Place between SW 71st Street and Sunset Drive. The option which maintained two narrow lanes was eliminated because it did not adequately address the safety considerations associated with construction. The option which closed SW 59th Place between SW 71st Street and Sunset Drive was eliminated because it created unnecessary problems for traffic on Sunset Drive. The option which maintained at least one lane of traffic on SW 59th Place between SW 71 st Street and Sunset Drive was selected as the preferred option. Two alternatives were identified within this acceptable option. The first alternative maintained one lane southbound on SW 59th Place between SW 71st Street and Sunset Drive. The second alternative maintained one lane northbound on SW 59th Place between SW 71st Street and Sunset Drive. After considering the two alternatives, the second alternative was identified to be the preferred alternative because it results in no change in traffic patterns on Sunset Drive, and thus,would be the easiest for drivers to adapt to. A drawback to this alternative is that it creates a head-on condition with southbound traffic on SW 59th Place at SW 71 st Street. This should be addressed with proper signing and pavement marking. Two schemes were developed to implement the preferred alternative. The following sections provide an analysis of these two potentially viable schemes. Both schemes make JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 19 the section of SW 59th Place between Sunset Drive and SW 71st Street one-way northbound. 6.1 SCHEME A Scheme A proposes to maintain northbound traffic on SW 59th Place between Sunset Drive and SW 71 st Street. Southbound traffic on SW 59th Place, north of SW 71 st Street, desiring to go to Sunset Drive would be routed west on SW 71st Street and south on SW 61 st Avenue. The estimated traffic pattern created by this scheme is shown in Figure 7. The Highway Capacity Manual (HCM) 2000 methodology based Highway Capacity Software, HCS Version 4.1 d was again used to analyze the AM and PM peak hour levels of service at each of the intersections impacted by the scheme. The results are shown in Figure 8. As can be seen, level of service issues occur during the PM peak hour for the following • The westbound approach(garage exit) at the intersection of SW 71st Street and SW 59th Place; • The eastbound approach at the intersection of SW 71st Street and SW 61st Avenue; and, • The southbound approach at the intersection of SW 61stAvenue and Sunset Drive. The key drawback with Scheme A is that it relies on SW 71st Street to handle the southbound traffic on SW 59th Place during the PM peak hour. SW 71st Street provides ------ -- - --access--to--the--.parking--structure- serving the-office-_b-uilding.-._at_5.97-5_S-unset___Drive.._._In_-__________-_ addition, SW 71st Street provides curbside service to the Best Western Hotel. From a practical standpoint, if'Scheme A were implemented, in time some traffic would likely divert over to SW 61 st Avenue via SW 70th Street. This is consistent with Scheme B. JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 20 NTS M M 37/85 Lo N a o 0 1/4 N 113/269 138/364 �- 12/40 . SW 70TH ST 3 1/4 96/51 292/173_ 307/136 ti 13/7 r`Oi r- 11/17 n cq N o co o Ln N ti Lo 00 N r r 01 N 6/19 o/2a 107/706 4(-- 1/86 SW 71 ST ST W 19/14 > co Lo I.- 4/4 I I t r t 0 m --- -- .....- --- - ---� -M------- -------- ------ -----._..,._. ------------- N-C3 M- J ti CL o _ Ln 29/8 �-420/662 SUNSET DR cl) 240/35 _---+ 284827 —� 1284/727 =AM/PM PEAK HOUR TRAFFIC (VPH) FIGURE 7 SCHEME A AM & PM PEAK HOUR INTERSECTION VOLUMES JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 21 NTS a B/C AIA T B/C SW 70TH S A!A BIB C/B U m 0o U a B/E 'a .DIE SW 71ST ST �— W D/D Q Q I- C/B —� Q � J LL a Lo U = �— SUNSET DR c/) B/A '—� A/B =AM/PM PEAK LEVEL OF SERVICE FIGURE 8 SCHEME A AM & PM PEAK HOUR INTERSECTION LEVELS OF SERVICE JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 22 6.2 SCHEME B Scheme B proposes to maintain northbound traffic on SW 59th Place between Sunset Drive and SW 71 st Street. Southbound traffic on SW 59th Place north of SW 70th Street and westbound traffic on SW 70th Street east of SW 59th Place, desiring to go to Sunset Drive, would be routed west on SW 70th Street and south on SW 61st Avenue. SW 59th Place would be signed to remain open to local traffic. The estimated traffic pattern created by this scheme is shown in Figure 9. The level of service at each intersection impacted by this scheme is shown in Figure 10 . The Highway Capacity Manual (HCM) 2000 methodology based Highway Capacity Software, HCS Version 4.1d was again used to analyze the AM and PM peak hour levels of service at each of the intersections impacted by the scheme. The results are shown in Figure 10. As can be seen, level of service issues occur during the PM peak hour for the following • The westbound approach (garage exit) at the intersection of SW 71st Street and SW 59th Place; • The southbound approach at the intersection of SW 61st Avenue and Sunset Drive; • The westbound through plus right turn movement at the intersection of SW 70th Street and SW 59th Place; • The northbound approach at,the intersection of SW 61st Avenue and SW 70th Street; and, • The southbound approach at the intersection of SW 61st Avenue and SW 70th Street. It appears that issues at the in of SW 70th Street and SW 59th Place can be resolved with a minor re-timing of the traffic signal. The key drawback with Scheme B is the reduction in level of service at the intersection of SW 61 st Avenue and SW 70th Street. The southbound approach to that intersection has very little PM peak hour volume. During the PM peak hour the northbound left turn volume is of greatest concern. In all Likelihood increased northbound delay during the PM peak hour will merely result in a minor dispersion of some of this traffic to SW 59th Place and SW 61st Court. JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 23 NTS LQ OD qt ti 37/85 L o 114 o Lo d ao N M 146/458 �--138/364 �-- 98/579 17/21 SW 70TH ST y f 1/4 96151 292/173 307/136 —� ti 13/7 m 11/17 N cl Ln Go 00 N N (o . N N r r 6/19 0/28 21/167 1/86 SW 71ST ST W 19/14 > m P- 4/4 v w ao th Lo M N M CA d ti cCD0 = Lo LA 420/662 SUNSET DR Lo 240/35 1284/727 1284/727 =AM/PM PEAK HOUR TRAFFIC ,(VPH) FIGURE 9 SCHEME B AM &.PM PEAK HOUR INTERSECTION VOLUMES JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20, 2004 Page 24 NTS D Q � a `- � �B/F(D) A/A SW 70TH ST fB/c A/A t r LL C/B Im 4 � Q Q B/C Q E_ D/E SW 71 ST ST j —)o. j D/D C/B —� m N a U 2 Lo �— SUNSET DR c/) B/A A/B=AM/PM PEAK LEVEL OF SERVICE (A) = PM PEAK LEVEL OF SERVICE WITH MODIFIED TIMING FIGURE 10 SCHEME B AM & PM PEAK HOUR INTERSECTION LEVELS OF SERVICE JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 25 7.0 FUTURE TRAFFIC CONDITIONS Future peak season traffic condition's were analyzed for the preferred alternative thru the end of 2006. A total increase of 10% was applied to the existing intersection volumes. This 10% accounts for a 2% peak season adjustment factor and 3% per year growth in area traffic. Historical FDOT traffic,count data indicates a growth of 1.21% per year rate since 1994. In the process of developing this growth rate specific consideration was given to the following projects: • The recently opened Valencia Apartment Homes (294 DU); • The recent decision on the photography studio at 7090 SW 59th Place; • The advertised potential 10;000 SF office building site in the northeast corner of the intersection of SW 71st Street and SW 61st Avenue; • Construction around South Miami Hospital; and, • The University of Miami University Village project east of Red Road and north of SW 64th Street. Of these projects the Valencia Apartment Homes which could add 148 vph in the AM peak hour and 179 vph in the PM peak hour is by far the most significant. Fortunately, that project creates the vast majority of its traffic opposite to the existing peak hour traffic in the area. So, in the AM peak hour when the.northbound volume on SW 59th Place is heavier, the Valencia adds most of its traffic in the southbound direction. Similarly, in the PM peak hour when the southbound volume on SW 59th Place is heavier, the Valencia adds most of its traffic in the northbound direction. _._._._.________.-_The_..photog rap hy studio_at.709Q.SW__5.9th...P_l ace.shou.ld.have_negligible_impact on_traff.c__ in the area. The possible 10,000 SF office building would add 15 or 16 peak hour vehicle trips to the area. However, the current owners of the property have advised the developer of the Hometown Station project that there are no plans for construction at this time. The construction around South Miami Hospital would tend to add traffic in the minor direction during the peak hours. The University Village project would have likely have limited impact in the area. The growth rate of 10% was applied to the 2004 intersection volumes in order to achieve 2006 traffic volumes. JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 26 TABLE 5 ANNUAL AADT GROWTH RATES VOLUMES IN VEHICLES PER DAY (VPD) FDOT LOCATION 1 X94 199 x ,' it Y Y ) y v�+ i>k .....+ S„HYr y4F>d. f6 ,ei ,d;e r ;,.. 1, nr.- x�`J A 3;? 'tjt.,.,ti'y S,a,; cF Z: 'I^• , .._r',<'$'r. r."� £y� t �,e.u.,' r ! 34 SR 959/RED RD/SW 57 AVE; 20,800 27,500 22,000 0.63% 200' NORTH OF SR 5/US-1 127 SR 5/US-1, 200' SOUTH OF SR 79,500 89,000 89,000 1.26% 959/RED RD/SW 57 AVE 70 SR 986/SUNSET DR, 200' 23,500 21,800 27,000 1.55% WEST OF SR5/US-1 TOTAL 123,800 138,300 138,000 1.21D/o Source: Florida Department of Transportation, Transportation Statistics Office. These volumes were then used to check the critical intersections impacted by the preferred traffic routing. It was concluded that the projected 10% increase would not materially impact the levels of service. 8.0 CONCLUSIONS AND RECOMMENDATIONS The recommended option for routing traffic during construction of the Hometown Station _project-is to_reduce_S_W_59th_P__lace_to_one-lane-between_SW7.1st-Street-and-Sunset-Drive.- -----.---.--- For that option, the recommended alternative is to maintain one lane northbound on SW 59th Place between SW 71 st Street and Sunset Drive. The recommended scheme for implementing this alternative is Scheme B. That scheme uses SW 61 st Avenue to replace the southbound portion of SW 59th Place between SW 70th Street and Sunset Drive. As they do today, local traffic would continue to use the two-way section of SW 59th Place between SW 70th Street and SW 71 st Street. During the critical PM peak hours, the level of service for the southbound right turn at the intersection of SW 61 st Avenue and Sunset Drive will be similar to the level of service of the southbound right turn at the existing intersection of SW 59th Place and Sunset Drive. Operationally, there might actually be some improvement due the fact that SW 61 st Street is located farther away from South Dixie Highway. The maintenance of traffic plan should include: JACKSON M.AHLSTEDT,P.E. HOMETOWN STATION September 20, 2004 Page 27 i • i Opening of the west garage entrance and the internal modifications to circulation in the garages to provide; access to the pick-up/drop-off area of the South Miami MetroRail Station; MetroBus access to the South Miami MetroRail Station should be provided via a temporary driveway connecting to southbound South Dixie Highway; • Space should be provided to permit emergency service vehicles to serve the building at 5975 Sunset Drive; • Signing at the intersection of SW 70th Street and SW 59th Place directing traffic westbound on.SW 70th Street and indicating that southbound SW 59th Place south of SW 70th Street was for local traffic; • Coordination with the Miami-Dade Public Works Traffic Signal Division to determine if signal timing modifications are appropriate at the intersection of SW 70th Street and SW 59th Place; • Signing at the intersection of SW 70th. Street and SW 61st Avenue directing southbound SW 59th Place traffic southbound on SW 61st Avenue; and, • Signing and barricades at the intersection of SW 59th Place and SW 71st Street directing southbound traffic on SW 70th Street and indicating that southbound SW 59th Place must either.turn left into the garage or right onto SW 71st Street. i JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page 28 SUPPORTING DOCUMENTATION ,]uly 29, 2004 VIA FACSIMILE to 305-442-7 6 and.U.S. Mail Hometown Station, Ltd. (Tenant) Na Masvidal Partners,Inc. J Attention: Mr, flank Marks. tot Alhambra Circle, Suite 700 Miami, FL 33134 Re: South Miami Lease,as amended Joint Development(MDHA.)i I Pre-CDastruction Temporary Mebubus Ingress beLtiveeu US t and StmUou Bus Uys i)PAr Vr Markv As you kDow, at three South Miami field and pre-construction meetings. held with Hometown and Miami-Dade Transit (MDT; between Mamh end .hrne, 2oo4, a temporary bus entrance from U$i xis proposed by Hometown for the i8-month const:uction period. The Hometown proposal w-as reviewiad by Niffr satety, engineering, planning and Bus Qlierations staff who approved the concept as a viable nitcrnative during oonctruction. j They approved the concept-%vith two concerns: FDOT approval for the iTSi acce59 and possible additional time Me�trobusles would need to negotiate the acrditional distance(s), especinEy during peak hours. A time and motion study was undertaken by Hometown to verify justowl ang i�woulzl tatte.--3'lierses�rrave�c-tom reasonabl —arlrlBus Operations subwequently altered their August 2004 lineup for Metrobus routing at. SuuLil Miami Stativu Lu resilvct the increased times. In early ,.luly, drawings--ho-v%ing the latest schematic of fte "Temporary Driveway MDTA Bus Entrance" were provided to MDT for review. I am following up with staff for their wmments and will advise you soon. Also proposed by Hometown and accepted by MDT was the elimination of the westernmost bus bay for the temporary driveway and the construction of a new bus bay to be located just west of the pedestrian entrance between the Metrorail station and the front parldng garage. This too was accepted by staff, especilatly Bus Operations,because the mvv Lay will be closer to the station entrance. Tlhcy have asked me to keep them well advised durinx construction zo that they can"make the best out of what is available during the construction of th .bns bay,"wiTich I Ail: do with your help. Sincerely, Carolyn P,ead Staphee p.Clalrk Centcr, III Nottlrwest First Stroet-Saite 91o, Miarr,i, FL 33128-1999 TECHNICAL APPENDIX HCS2000: Signalized Intersections Release 4 .1d Analyst: J. AHLSTEDT Inter. : 4686 Agency: Area Type: All other areas Date: 8/9/2004 Jurisd: Period: AM PEAK HOUR j Year : EXISTING Project ID: HOMETOWN STATION E/W St: SW 70TH ST N/S St: SW 59TH PLACE SIG I ALIZED INTERSECTION SUMMARY Eastbound I' Westbound I Northbound I Southbound I L T . R ll L T R I L T R I L T R I I I I I No. Lanes I 1 1 0 I 1 1 0 I 1 1 0 I 0 1 0 I LGConfig I L TR I L TR I L TR I LTR Volume 196 307 11 j33 113 37 15 211 466 134 52 27 1 Lane Width 110.0 11.0 110.0 11.0 110.0 11.0 1 11.0 I RTOR Vol I 0 I 0 I 0 i 0 I I Duration 0.25 Area Type: All other areas Signal Operations Phase Combination 1 2 j 3 4 1 5 6 7 8 EB Left A I NB Left P Thru A I Thru P Right A ' I Right P Peds I Peds WB Left A I I SB Left P Thru A I Thru P Right A I Right P Peds I I Peds NB Right I EB Right SB Right I WB Right Green 16.4 I 33.6 Yellow 4 .0 ( 4.0 All Red 1.0 1.0 Cycle Length: 60.0 secs -----_-_.--_ --- -----..___-Inters�-ction P.e-rformance--Summary Appr/ Lane Adj Sat : Ratios Lane Group Approach Lane Group Flow Rate Grp Capacity (s) v/c g/C Delay LOS Delay LOS Eastbound L 306 1118 I 0.39 0.27 18.5 B TR 459 1678 0.81 0.27 31.0 C 28.0 C Westbound J L 155 567 0.29 0.27 18.2 B TR 442 1617 i 0.39 0.27 18.3 B 18.3 B Northbound L 634 1132 i 0.02 0.56 5.9 A TR 850 1518 0.86 0.56 22.5 C 22.2 C i Southbound LTR 675 1206 ! 0.23 0.56 7.5 A 7.5 A Intersection Delay = 22.0 (sec/veh) Intersection LOS = C JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-1 HCS2000: Signalized Intersections Release 4 .1d Analyst: J. AHLSTEDT Inter. : 4686 Agency: Area Type: All other areas Date`. 8/9/2004 Jurisd: Period; PM PEAK HOUR Year EXISTING Project ID: HOMETOWN STATION E/W St: SW 70TH ST N/S St: SW 59TH PLACE SIGNALIZED INTERSECTION SUMMARY Eastbound I . Westbound I Northbound I Southbound I L T R I L T R I L T R I L T R I I I I I I No. Lanes I 1 1 0 1 1 1 0 I 1 1 0 I 0 1 0 I LGConfig I L TR I L TR 1 L TR I LTR 1 Volume 151 136 17 1205 269 85 113 137 211 134 379 107 1 Lane Width 110.0 11.0 110.0 11.0 110.0 11.0 1 11.0 I RTOR Vol 1 0 1 0 1 0 I 0 I Duration 0.25 Area Type: All other areas Signal Operations Phase Combination 1 2 3 4 1 5 6 7 8 EB Left A ( NB Left P Thru A I Thru P Right A i Right P Peds i Peds WB Left A I SB Left P Thru A I Thru P Right A I Right P Peds I Peds NB Right I EB Right SB Right I WB Right Green 19.9 30.1 Yellow 4 .0 4.0 All Red 1.0 1.0 Cycle Length: 60.0 secs __._.__...__-.----------intersect-ion--Performance--Summary------------- ---- - ---- - ---- - - ---- ---- Appr/ Lane Adj Sat Ratios Lane Group Approach Lane Group Flow Rate Grp Capacity (s) V/c g/C Delay LOS Delay LOS Eastbound L 212 639 0.29 0.33 15.6 B TR 547 1648 0.31 0.33 15.3 B 15.4 B Westbound L 371 1118 0.66 0.33. 21.4 C TR 539 1625 0.72 . 0.33 22.3 C 21.9 C Northbound L 334 665 0.06 0.50 8.0 A TR 771 1536 0.52 0.50 12.6 B 12.4 B Southbound LTR 783 1560 0.76 0.50 18.9 B 18.9 B Intersection Delay = 18.D (sec/veh) Intersection LOS = B JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-2 HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: AM PEAK HOUR Intersection: 70S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION East/West Street: SW 70TH ST North/South Street: SW 61 AVE Intersection Orientation: EW1 Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Eastbound Westbound Movement '1 2 3 14 5 6 L T R I L T R Volume 1 292 13 12 138 1 Peak-Hour Factor, PHF .0.25 0.95 0.65 0.43 0.84 .0.25 Hourly Flow Rate, HFR 14 307 20 27 164 4 Percent Heavy Vehicles 3 -- -- 3 - -- Median Type/Storage Undivided / RT Channelized? j Lanes 0 1 0 0 1 0 Configuration LTR LTR Upstream Signal? No No Minor Street: Approach Northbound Southbound Movement 7 8 9 I 10 11 12 L T R I L T R Volume j10 13 140 0 . 0 0 - --... -Peak Houma Factor,-pH.F.._.-..._.__�--0:5fl----0:-65 ...__..0,93 -- --1-�00- 1 00-------I_00----.- -- ---------- .-- Hourly Flow Rate, HFR 120 20 150 0 0 0 Percent Heavy Vehicles 3 3 3 3 3 3 Percent Grade (°s) 0 0 Flared Approach: Exists?/Storage No / No / Lanes 0 1 . 0 0 1 0 Configuration LTR LTR i Delay, Queue Length, and Level of Service Approach EB WB Northbound Southbound Movement 1 :4 1 7 8 9 I 10 11 12 Lane Config LTR LTR I LTR I LTR v (vph) 4 '27 190 0 C(m) (vph) 1404 .1227 633 v/c 0.00 0.02 0.30 95% queue length 0.01 '0.07 1.26 Control Delay 7.6 .8.0 13.1 LOS A A B Approach Delay 13.1 Approach LOS B JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-3 HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: PM PEAK HOUR Intersection: 70S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION East/West Street: SW 70TH ST North/South Street: SW 61 ;AVE Intersection Orientation: EW Study period (hrs) : 0.25 I Vehicle Volumes and Adjustments Major Street: Approach Eastbound Westbound Movement !1 2 3 1 4 5 6 L T R I L T R Volume 4 173 7 40 364 4 Peak-Hour Factor, PHF ' 1.00 0.97 0.44 0.81 0.83 0.50 Hourly Flow Rate, HFR 4 178 15 49 438 8 Percent Heavy Vehicles 3 -- -- 3 -- -- .Median Type/Storage Undivided / RT Channelized? Lanes 0 1 0 0 1 0 Configuration LTR LTR Upstream Signal? No No Minor Street: Approach Northbound Southbound Movement 7 8 9 1 10 11 12 L T R I L T R Volume 36 7 11 0 6 5 Peak Hour Factor,. PHF 0.58 0.58 0.55 1.00 0.50 0.63 Hourly Flow Rate, HFR 62 12 19 0 12 7 Percent Heavy Vehicles 3 3 3 3 3 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage No / No / Lanes 0 1 0 0 1 0 Configuration LTR LTR Delay, Queue Length, and Level of Service Approach EB WB Northbound Southbound Movement 1 4 1 7 8 9 1 10 11 12 Lane Config LTR LTR I LTR 1 LTR v (vph) 4. 49 93 19 C(m) (vph) 1109 1374 354 393 v/c 0.00 0.04 0.26 0.05 95% queue length 0.01 0.11 1.04 0.15 Control Delay 8.3 7.7 18.8 14.6 LOS A A C B Approach Delay 18.8 14.6 Approach LOS C B JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-4 HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: AM PEAK HOUR Intersection: 71S59P Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION East/West Street: SW 71ST ST North/South Street: SW 59TH PL Intersection Orientation: NS Study period (hrs) : 0.25 I i Vehicle Volumes and Adjustments Major Street: Approach Northbound Southbound Movement 1 2 3 4 5 6 ' L T R L T R Volume 37 685 114 24 Peak-Hour Factor, PHF 0.69 0.88 0.80 0.46 Hourly Flow Rate, HFR 53 778 142 52 Percent Heavy Vehicles 3 -- -- -- -- Median Type/Storage Undivided / RT Channelized? Lanes 0 1 1 0 Configuration LT TR Upstream Signal? No No Minor Street: Approach Westbound Eastbound Movement 7 8 9 10 11 12 L T R L T R _Volume 1 0 6 19 9 Peak Hour Factor, PHF 0.25 1.00 1.00 0.68 0.50 Hourly Flow Rate, HFR 4 0 6 27 18 Percent Heavy Vehicles 0 0 0 3 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage No Lanes 0 1 0 1 1 Configuration LTR L R I Delay, Queue Length, and Level of Service Approach NB SB Westbound Eastbound Movement .1 .4 7 8 9 10 11 12 Lane Config LT LTR I L R v (vph) 53 10 27 18 C(m) (vph) 1373 276 189 874 v/c 0.04 0.04 0.14 0.02 95% queue length 0.12 0.11 0.49 0.06 Control Delay 7.7 18.5 27.2 9.2 LOS A C D A Approach Delay 18.5 20.0 Approach LOS C C JACKSON M.AHLSTEDT,P.E. HOMETOWN STATION September 20,2004 Page TA-5 HCS2000: Unsignalized Intersections Release 4 .1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/21004 Analysis Time Period: PM PEAK HOUR Intersection: 71S59P Jurisdiction: Units: U. S. Customary Analysis Year: EXISTIING Project ID: HOMETOWN STATION East/West Street: SW 71ST ST North/South Street: SW 59TH PL Intersection Orientation: NS Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Northbound Southbound Movement 1 2 3 14 5 6 L T R I L T R I Volume 24 285 567 48 Peak-Hour Factor; PHF 0.75 0.87 0.87 0.84 Hourly Flow Rate, HFR 32 327 651 57 Percent Heavy Vehicles 3 -- -- - -- Median Type/Storage ;Undivided / RT Channelized? Lanes 0 1 1 0 Configuration LT TR Upstream Signal? No No Minor Street: Approach I Westbound Eastbound Movement 17 8 9 I 10 11 12 L T R I L T R Volume _ ._ .. 155 31 _. 28 14 _.... 19._ Peak Hour Factor, PHF 1 0.56 0.83 0.75 0.44 0.63 Hourly Flow Rate, HFR 198 37 37 31 30 Percent Heavy Vehicles 0 0 0 3 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage No Lanes 0 1 0 1 1 Configuration LTR L R i Delay, Queue Length, and Level of Service Approach NB +SB Westbound Eastbound Movement 1 A 17 8 9 I 10 11 12 Lane Config LT I I LTR I L R v (vph) 32 I 172 31 30 C(m) (vph) 886 219 147 449 v/c 0.04 0.79 0.21 0.07 95% queue length 0.11 5.61 0.76 0.21 Control Delay 9.2 63.4 35.9 13.6 LOS A F. E B Approach Delay 63.4 24.9 Approach LOS F C JACKSON M.AHLSTEDT,P.E. HOMETOWN STATION September 20,2004 Page TA-6 HCS2000: Unsignalized Intersections Release 4 .1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: AM PEAK HOUR Intersection: 71S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION East/West Street: SW 71ST ST North/South Street: SW 61FAVE Intersection Orientation: NS Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Northbound Southbound Movement 1 2 3 1 4 5 6 jL T R I L T R Volume 193 45 11 20 Peak-Hour Factor, PHF I 0.81 0.69 0.69 0.71 Hourly Flow Rate,. HFR 238 65 15 28 Percent Heavy Vehicles -- -- 3 -- -- Median Type/Storage ' Undivided / RT Channelized? Lanes 1 0 0 1 Configuration TR LT Upstream Signal? No No Minor Street: Approach Westbound Eastbound Movement 7 8 9 I 10 11 12 L T R I L T R Volume 15 6 Peak Hour Factor, PHF 0.54 0.50 Hourly Flow Rate, HFR 27 12 Percent Heavy Vehicles 3 3 Percent Grade (o) 0 0 Flared Approach: Exists?/Storage No Lanes 0 0 Configuration LR i Delay, Queue Length, and Level of Service Approach NB SB Westbound Eastbound Movement 1 4 1 7 8 9 I 10 11 12 Lane Config ILT I LR v (vph) 15 39 C(m) (vph) 1252 686 v/c 0.01 0.06 95% queue length 0.04 0.18 Control Delay 7.9 10.6 LOS A B Approach Delay 10.6 Approach LOS B JACKSON M.AHLSTEDT,P.E. HOMETOWN STATION September 20,2004 Page TA-7 HCS2000: Unsignalized Intersections Release 4 .1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: PM PEAK HOUR Intersection: 71S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION East/West Street: SW 71ST ST North/South Street: SW 61IAVE Intersection Orientation: NS Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach i Northbound Southbound Movement j1 2 3 14 5 6 L T R I L T R Volume 44 6 6 47 Peak-Hour Factor, PHF 0.72 0.50 0.50 0.68 Hourly Flow Rate, HFR 61 12 12 69 Percent Heavy Vehicles -- -- 3 - -- Median Type/Storage Undivided / RT Channelized? Lanes 1 0 0 1 Configuration I TR LT Upstream Signal? No No r Minor Street: Approach I Westbound Eastbound Movement 7 8 9 I 10 11 12 L T R I L T R Volume 97 19 Peak Hour Factor, PHF 0.88 0.68 Hourly Flow Rate, HFR 110 27 Percent Heavy Vehicles 13 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage No Lanes 0 0 Configuration i LR Delay, Queue Length, and Level of Service Approach NB SB Westbound Eastbound Movement 1 4 17 8 9 I 10- 11 12 Lane Config ALT I LR v (vph) 12 137 C(m) (vph) 1520 851 v/c 0.01 0.16 95% queue length 0.02 0.57 Control Delay 7.4 10.0+ LOS A B Approach Delay 10.0+ Approach LOS B JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-8 i HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: AM PEAK HOUR Intersection: 72S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION East/West Street: SW 72ND ST North/South Street: SW 61! AVE Intersection Orientation: EI Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Eastbound Westbound Movement 1 2 3 1 4 5 6 L T R I L T R I Volume 240 1284 511 29 Peak-Hour Factor, PHF 0.85 0.95 0.80 0.41 Hourly Flow Rate, HFR 282 1351 638 70 Percent Heavy Vehicles 3 -- -- -- -- Median Type/Storage TWLTL / 1 RT Channelized? Lanes 1 2 2 0 Configuration L T T TR Upstream Signal? No No Minor Street: Approach Northbound Southbound Movement 7 8 9 1 10 11 12 i L T R I L T R i Volume 11 23 Peak Hour Factor, PHF 0.55 0.64 Hourly Flow Rate, HFR 19 35 Percent Heavy Vehicles 3 3 Percent Grade (%) 0 0 Flared Approach: Exists?/Storage / No / Lanes 0 0 Configuration LR Delay, Queue Length, and Level of Service Approach EB � WB Northbound Southbound Movement 1 4 17 8 9 1 10 11 12 Lane Config L j I I LR v (vph) 282 54 C(m) (vph) 880 255 v/c 0.32 0.21 95% queue length 1.39 0.78. Control Delay 11.0 22.9 LOS B C Approach Delay 22.9 Approach LOS C JACKSON M.AHLSTEDT,P.E. HOMETOWN STATION September 20,2004 Page TA-9 i HCS2000: Unsignalized Intersections Release 4 .1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. Date Performed: 8/10/2004 Analysis Time Period: PM PEAK HOUR Intersection: 72S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION East/West Street: 3W 72ND ST North/South Street: SW 61 AVE Intersection Orientation: EW Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Eastbound Westbound Movement ' 1 2 3 14 5 6 L T R I L T R Volume 35 727 1271 8 Peak-Hour Factor, PHF 0.71 0.91 0.96 0.67 Hourly Flow Rate, HFR 149 798 1323 11 Percent Heavy Vehicles 3 -- -- -- - Median Type/Storage TWLTL / 1 RT Channelized? Lanes 1 2 2 0 Configuration L T T TR Upstream Signal? No No Minor Street: Approach Northbound Southbound Movement 7 8 .9 1 10 11 12 L T R I L T R Volume 15 159 Peak Hour Factor, PHF 0.63 0.87 Hourly Flow Rate, HFR 23 182 Percent Heavy Vehicles 3 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage / No / Lanes 0 0 Configuration LR Delay, Queue Length, and Level of Service Approach EB WB Northbound Southbound Movement 1 4 1 7 8 9 1 10 11 12 Lane Config L 1 I LR v (vph) 49 205 C(m) (vph) 508 341 v/c 0.10 0.60 95% queue length 0.32 3.71 Control Delay 12.8 30.3 LOS B D Approach Delay 30.3 Approach LOS D JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-10 HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: AM PEAK HOUR Intersection: 71-S59P Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION SCHEME A East/West. Street: SW 71ST ST North/South Street: SW 59TH PL Intersection Orientation: NS Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Northbound Southbound Movement 1 2 3 ( 4 5 6 L T R L T R Volume 137 722 35 29 110 Peak-Hour Factor, PHF 0.69 0.88 0.85 0.78 0.80 Hourly Flow Rate, HFR 53 820 41 37 137 Percent Heavy Vehicles 3 -- -- 3 -- -- Median Type/Storage Undivided / RT Channelized? No Lanes 0 1 0 1 1 Configuration i LTR L R Upstream Signal? No No Minor Street: Approach Westbound Eastbound Movement 7 8 9 10 11 12 L T R L T R Volume 1 0 19 4 Peak Hour Factor, PHF 0.25 1.00 0.68 0.50 Hourly Flow Rate, HFR 4 0 27 8 Percent Heavy Vehicles 0 0 3 0 Percent Grade M 0 0 Flared Approach: Exists?/Storage No Lanes 1 0 1 1 Configuration TR L T Delay, Queue Length, and Level of Service Approach NB SB Westbound Eastbound Movement 1 4 7 8 9 10 11 12 Lane Config LTR L TR L T v (vph) 53 37 4 27 8 C(m) (vph) 1441 776 175 190 204 v/c 0.04 0..05 0.02 0.14 0.04 95% queue length 0.11 0.15 0.07 0.49 0.12 Control Delay 7.6 9.9 26.1 27.1 23.4 LOS A A D D C Approach Delay. 26.1 26.2 Approach LOS D D JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-11 HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: PM PEAK HOUR Intersection: 71S59P Jurisdiction: Units:. U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION - SCHEME A East/West Street: SW 71ST ST North/South Street: SW 59TH PL Intersection Orientation: NS Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Northbound Southbound Movement 1 2 3 1 4 5 6 L T R I L T R Volume 24 309 38 28 587 Peak-Hour Factor, PHF 0.75 0.87 0.77 0.75 0.87 Hourly Flow Rate, HFR , 32 355 49 37 674 Percent Heavy Vehicles 3 -- - 3 -- -- Median Type/Storage Undivided / RT Channelized? No Lanes 0 1 0 1 1 Configuration , LTR L R Upstream. Signal? No No Minor Street: Approach Westbound Eastbound Movement 7 8 9 1 10 11 12 L T R I L T R Volume 86 28 14 4 Peak Hour Factor, PHF 0.83 0.75 0.44 0.95 Hourly Flow Rate, HFR 103 37 31 4 Percent Heavy Vehicles 0 0 3 0 Percent Grade M 0 0 Flared Approach: Exists?/Storage No Lanes 1 0 1 1 Configuration TR L T Delay, Queue Length, and Level of Service Approach NB SB Westbound Eastbound Movement 1 4 1 7 8 9 1 10 11 12 Lane Config LTR L 1 TR I L T v (vph) 32 37 140 31 4 C(m) (vph) 912 1149 216 199 415 v/c 0.04 0.03 0.65 0.16 0.01 95% queue length 0.11 0.10 3.91 0.54 0.03 Control Delay 9.1 8.2 48.0 26.4 13.8 LOS A A E D B Approach Delay 48.0 25.0- Approach LOS E C JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-12 HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: AM PEAK HOUR Intersection: 71S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION - SCHEME A East/West Street: SW 71ST ST North/South Street: SW 61 AVE Intersection Orientation: NS Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Northbound Southbound Movement 1 2 3 14 5 6 L T R I L T R Volume 193 45 11 20 Peak-Hour Factor, PHF ! 0.81 0.69 0.69 0.71 Hourly Flow Rate, HFR 238 65 15 28 Percent Heavy Vehicles -- -- .3 -- -- Median Type/Storage Undivided / RT Channelized? ` Lanes 1 0 0 1 Configuration TR LT Upstream Signal? No No Minor Street: Approach Westbound Eastbound Movement 1 7 8 9 1 10 11 12 L T R 1 L T R Volume 107 6 Peak Hour Factor, PHF 0.90 0.50 Hourly Flow Rate, HFR 118 12 Percent Heavy Vehicles 3 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage No Lanes 0 0 Configuration LR Delay, Queue Length, and Level of Service Approach NB SB Westbound Eastbound Movement 1 4 1 7 8 9 1 10 11 12 Lane Config LT 1 LR I v (vph) 15 130 C(m) (vph) 1252 665 v/c 0.01 0.20 95% queue length 0.04 0.72 Control Delay 7.9 11.7 LOS A B Approach Delay 11.7 Approach LOS B JACKSON M.AHLSTEDT,P.E. HOMETOWN STATION September 20,2004 Page TA-13 HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: PM PEAK HOUR Intersection: 71S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION - SCHEME A East/West Street: SW 71ST ST North/South Street: SW 61 AVE Intersection Orientation: NS Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Northbound Southbound Movement l 2 3 14 5 6 L T R I L T R Volume 44 6 6 47 Peak-Hour Factor, PHF 0.72 0.50 0.50 0.68 Hourly Flow Rate, HFR 61 12 12 69 Percent Heavy Vehicles -- -- 3 -- -- Median Type/Storage Undivided / RT Channelized? Lanes 1 0 0 1 Configuration TR LT Upstream Signal? No No Minor Street: Approach Westbound Eastbound Movement 7 8 9 I 10 11 12 L T R I L T R Volume X706 19 Peak Hour Factor, PHF i 0.90 0.68 Hourly Flow Rate, HFR 784 27 Percent Heavy Vehicles 3 3 Percent Grade (o) 0 0 Flared Approach: Exists?/Storage No Lanes 0 0 Configuration LR Delay, Queue Length, and Level of Service Approach NB SB Westbound Eastbound Movement 1 14 17 8 9 I 10 11 12 Lane Config LT I LR v (vph) 12 811 C(m) (vph) 1520 827 v/c 0.01 0.98 95% queue length 0.02 16.47 Control Delay , 7.4 49.0 LOS A E Approach Delay 49.0 Approach LOS E JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-14 HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: AM PEAK HOUR Intersection: 72S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION - SCHEME A OR B East/West Street: SW 72ND ST North/South Street: SW 611 AVE Intersection Orientation: EW Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Eastbound Westbound Movement 1 2 3 14 5 6 L T R I L T R Volume 240 1284 420 29 Peak-Hour Factor, PHF 0.85 0.95 0.80 0.41 Hourly Flow Rate, HFR 282 1351 524 70 Percent Heavy Vehicles 3 -- -- -- -- Median Type/Storage TWLTL / 1 RT Channelized? Lanes 1 2 2 0 Configuration I L T T TR Upstream Signal? No No Minor Street: Approach Northbound Southbound Movement 7 8 9 I 10 11 12 L T R I L T R Volume 11 114 Peak Hour Factor, PHF 0.55 0.90 Hourly Flow Rate, HFR i 19 126 Percent Heavy Vehicles 3 3 Percent Grade M 0 0 Flared Approach: Exists?/,Storage / No / Lanes 0 0 Configuration LR Delay, Queue Length, and Level of Service Approach EB WB Northbound Southbound Movement 1 4 I 7. 8 9 ) 10 11 12 Lane Config L I ( LR v (vph) 282 145 C(m) (vph) 971 445 v/c 0.29 0.33 95% queue length 1.21 1.40 Control Delay 10.2 17,0 LOS B C Approach Delay 17.0 Approach LOS C JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-15 i HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: PM PEAK HOUR Intersection: 72S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION - SCHEME A OR B East/West Street: SW 72ND ST North/South Street: SW 61 AVE Intersection Orientation: EW Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Eastbound Westbound Movement 1 2 3 14 5 6 L T R I L T R Volume ; 35 727 662 8 Peak-Hour Factor, PHF 0.71 0.91 0.96 0.67 Hourly Flow Rate, HFR 49 798 689 11 Percent Heavy Vehicles 3 -- -- -- -- Median Type/Storage TWLTL / 1 RT Channelized? Lanes 1 2 2 0 Configuration L T T TR Upstream Signal? No No Minor Street: Approach Northbound Southbound Movement 7 8 9 I 10 11 12 L T R I L T R Volume 15 768 Peak Hour Factor, PHF 0.63 0.90 Hourly Flow Rate, HFR 23 853 Percent Heavy Vehicles 3 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage / No / Lanes 0 0 Configuration LR Delay, Queue Length, and Level of Service Approach EB WB Northbound Southbound Movement 1 . 4 1 7 8 9 1 10 11 12 Lane Config L 1 I LR v (vph) 49 876 C(m) (vph) 886 624 v/c 0.06 1.40 95% queue length 0.18 39.76 Control Delay 9.3 210.7 LOS A F Approach Delay 210.7 Approach LOS F JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-16 HCS2000: Signalized Intersections Release 4 .1d Analyst: J. AHLSTEDT Inter. : 4686 Agency: Area Type: All. other areas Date: 8/9/2004 Jurisd: Period: AM PEAK HOUR Year EXISTING Project ID: HOMETOWN STATION - SCHEME B E/W St: SW 70TH ST t N/S St: SW 59TH PLACE SIGNALIZED INTERSECTION SUMMARY Eastbound I Westbound I Northbound I Southbound I L T R I L T R I L T R I L T R I I d I I I No. Lanes . I 1 1 0 jI 1 1 0 1 1 1 0 I 0 1 0 I LGConfig I L TR it L TR I L TR I LTR I Volume 196 307 11 1117 146 37 15 211 466 134 25 80 I Lane Width . 110.0 11.0 1110.0 11.0 110.0 11.0 I 11.0 I RTOR Vol 1 0 II 0 I 0 I 0 I I Duration 0.25 AreaiType: All other areas 1 Signal Operations Phase Combination 1 2 3 4 1 5 6 7 8 EB Left A I I NB Left P Thru A I Thru P Right A I I Right P Peds I I Peds WB Left A I SB Left P Thru A I Thru P Right A I Right P Peds I Peds NB Right I EB Right SB Right I WB Right Green 16.4 33.6 Yellow 4.0 4.0 All Red 1.0 1.0 Cycle Length: 60.0 secs Intersection Performance Summary Appr/ Lane Adj Sa,t Ratios Lane Group Approach Lane Group Flow Rate Grp Capacity (s) , v/c g/C Delay LOS Delay LOS Eastbound L 285 1041 0.42 0.27 18.9 B TR 459 1678 I 0.81 , 0.27 31.0 C 28.1 C Westbound L 155 567 0.15 0.27 17.0 B TR 445 1629 0.46 0.27 18.9. B 18.7 B Northbound L 609 1087 0.02 0.56 5.9 A TR 850 1518 0.86 0.56 22.5 C 22.2 C I Southbound j LTR 682 12171 0.30 0.56 8.1 A 8.1 A f Intersection Delay = .21.7 (sec/veh) Intersection LOS = C JACKSON M.AHLSTEDT,P.E. I HOMETOWN STATION i September 20,2004 Page TA-17 I HCS2000: Signalized Intersections Release 4 .1d Analyst: J. AHLSTEDT Inter. : 4686 Agency: Area Type: All other areas. Date: 8/9/2004 Jurisd: Period: PM PEAK HOUR i Year : EXISTING Project ID: HOMETOWN STATIONi SCHEME B E/W St: SW 70TH ST . I NIS St: SW 59TH PLACE SIGNALIZED INTERSECTION SUMMARY I Eastbound II Westbound I Northbound I Southbound I I L T R I L T R I L . T R I L T R I No. Lanes 1 1 1 0 I 1 1 0 I 1 1 0 I 0 1 0 1 LGConfig I L TR I L TR I L TR I LTR I Volume 151 136 17 121 458 85 113 137 211 134 38 457 1 Lane Width 110.0 .11.0 j10.0 11.0 110.0 11.0 1 11.0 RTOR Vol 1 0 I 0 1 0 I 0 I Duration 0.25 Area Type: All other areas I Signal Operations Phase Combination 1 2 3 4 1 5 6 7 8 EB Left A I NB Left P Thru A I Thru P Right A I Right P Peds I Peds WB Left A I SB Left P Thru A 1 Thru P Right A I Right P. Peds I Peds NB Right I EB Right SB Right I WB Right Green 22.5 27.5 Yellow 4.0 4.0 All Red 1.0 1.0 Cycle Length: 60.0. secs Intersection Performance Summary Appr/ Lane Adj Satl Ratios Lane Group Approach Lane Group Flow Rate Grp Capacity (s) I V/c g/C Delay LOS Delay LOS Eastbound L 120 310 I 0.51 0.38 18.0 B TR 618 1648 ! 0.28 0.38 13.3 B 14.6 B Westbound i L 419 1118 0.06 0.38 12.0 B TR 618 1647 0.96 0.38 44.0 D 42.7 D Northbound L 273 595 0.07 0.46 9.6 A TR 704 1536 0.57 0.46 15.3 B 15.1 B Southbound LTR 652 1422 0.96 0.46 43.4 D 43.4 D Intersection Delay = 33.3 (s.ec/Veh) Intersection LOS .= C JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-18 i j HCS2000: Signalized Intersections Release 4 .1d Analyst: J. AHLSTEDT Inter. : 4686 Agency: Area Type: All other areas Date: 8/9/2004 Jurisd: Period: PM PEAK HOUR Year EXISTING Project ID: HOMETOWN STATION - SCHEME B E/W St: SW 70TH ST N/S St: SW 59TH PLACE SIGNALIZED INTERSECTION SUMMARY I Eastbound I Westbound I Northbound 1 Southbound 1 L T R I L T R I L T R I L T R 1' I I I I I No. Lanes I 1 1 0 I 1 1 0 1 1 1 0 I 0 1 0 LGConfig I L TR 1 L TR I L TR 1 LTR 1 Volume 151 136 17 121 458 85 113 137 211 134 38 457 1 Lane Width 110.0 11.0 110.0 11.0 110.0 11.0 1 11.0 1 RTOR Vol 1 0 I 0 1 0 I 0 I Duration 0.25 Area Type: All other areas Signal Operations Phase Combination 1 2 3 4 1 5 6 7 8 EB Left A 1 NB Left P Thru A 1 Thru P Right A 1 Right P Peds 1 Peds WB Left A 1 SB Left P Thru A ( Thru P Right A 1 Right P Peds I Peds NB Right 1 EB Right SB Right 1 WB Right Green 19.9 30.1 Yellow 4.0 4.0 All Red 1.0 1.0 Cycle Length: 60.0 secs Intersection Performance Summary Appr/ Lane Adj Sat Ratios Lane Group Approach Lane Group Flow Rate Grp Capacity (s) v/c g/C Delay LOS Delay LOS Eastbound L 120 328 0.51 0.33 19.7 B TR 547 1648 0.31 0.33 15.3 B 16.4 B Westbound L 371 1118 0.07 0.33. 13.8 B TR 546 1647 1.08 0.33 82.7 F 80.0- E Northbound L 319 635 0.06 0.50 8.1 A TR 771 1536 0.52 0.50 12.6 B 12:4 B Southbound LTR 714 1424 0.88 0.50 28.0 C 28.0 C Intersection Delay = 39.9 (sec/veh) Intersection LOS = D JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-19 HCS2000: Unsignalized Intersections Release 4.ld TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: AM PEAK HOUR Intersection: 70S61A Jurisdiction: Units: U. S. Customary Analysis Year: SCHEME B Project ID: HOMETOWN STATION East/West Street: SW 70TH ST North/South Street: SW 61 AVE Intersection Orientation: EW Study period (hrs) : 0.25 Vehicle.' Volumes and Adjustments Major Street: Approach Eastbound Westbound Movement 1 2 3 14 5 6 L T R I L T R Volume 1 292 13 98 138 1 Peak-Hour Factor, PHF 0.25 0.95 0.65 0.90 0.84 0.25 Hourly Flow Rate, HFR 4 307 20 108 164 4 Percent Heavy Vehicles 3 -- -- 3 -- -- Median Type/Storage Undivided / RT Channelized? Lanes 0 1 0 0 1 0 Configuration LTR LTR Upstream Signal? No No Minor Street: Approach i Northbound Southbound Movement 7 8 9 I 10 11 12 L T R I L T R Volume 10 13 140 0 0 0 Peak Hour Factor,. PHF 0.50 0.65 0.93 1.00 1.00 1.00 Hourly Flow Rate, HFR 20 20 150 0 0 0 Percent Heavy Vehicles 3 3 3 3 3 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage No / No / Lanes 0 1 0 0 1 0 Configuration LTR LTR Delay, Queue Length, and Level of Service Approach EB WB Northbound Southbound Movement 1 4 17 8 9 I 10 11 12 Lane Config LTR LTR I LTR I LTR v (vph) 4 108 190 0 C(m) (vph) 1404 1227 572 ' v/c 0.00 • 0.09 0.33 95% queue length 0.01 0.29 1.45 Control Delay 7.6 8.2 14.4 LOS A A B Approach Delay 14 .4 . Approach LOS B JACKSON M.AHLSTEDT,P.E. HOMETOWN STATION September 20,2004 Page TA-20 HCS2000: Unsignalized Intersections Release 4 .1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: PM PEAK HOUR Intersection: 70S61A Jurisdiction: Units: U. S. Customary , Analysis Year: SCHEME B Project ID: HOMETOWN STATION East/West Street: SW 70TH ST North/South Street: SW 61 AVE Intersection Orientation: EW Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach' Eastbound Westbound Movement 1 2 3 1 4 5 6 L T R 1 L T R Volume 4 173 7 579 364 4 Peak-Hour Factor, PHF 1.00 0.97 0.44 0.90 0.83 0.50 Hourly Flow Rate, HFR 4 178 15 643 438 8 Percent Heavy Vehicles : 3 -- -- 3 -- -- Median Type/Storage Undivided / RT Channelized? Lanes 0 1 0 0 1 0 Configuration LTR LTR Upstream Signal? No No Minor Street: Approach Northbound Southbound Movement 7 8 9 1 10 11 12 L T R I L T R Volume 36 7 11 0 6 5 Peak Hour Factor, PHF 0.58 0.58 0.55 1.00 0.50 0.63 Hourly Flow Rate, HFR 62 12 . 19 0 12 7 Percent Heavy Vehicles 3 3 3 3 3 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage No / No / Lanes 0 1 0 0 1 0 Configuration LTR LTR Delay, Queue Length, and Level of Service Approach EB WB Northbound Southbound Movement 1 4 1 7 8 9 1 10 11 12 Lane Config LTR LTR I LTR 1 LTR v (vph) 4 643 93 19 C(m) (vph) 1109 1374 21 37 v/c 0.00 0.47 4.43 0.51 95% queue length 0.01 2.57 11.92 1.77 Control Delay 8.3: 9.9 1916 178.5 LOS 1A A F F Approach Delay 1916 178.5 Approach LOS F F JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-21 HCS2000: Unsignalized Intersections Release 4 .1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: AM PEAK HOUR Intersection: 71S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION - SCHEME B East/West Street: SW 71ST ST North/South Street: SW 61 AVE Intersection Orientation: NS Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Northbound Southbound Movement 1 2 3 14 5 6 L T R I L T R Volume 193 45 11 106 Peak-Hour Factor, PHF 0.81 0.69 0.69 0.90 Hourly Flow Rate, HFR 238 65 15 117 Percent Heavy Vehicles -- --. 3 -- -- Median Type/Storage Undivided / RT Channelized? Lanes 1 0 0 1 Configuration TR LT Upstream Signal? No No Minor Street: Approach;' Westbound Eastbound Movement, 7 8 9 I 10 11 12 L T R I L T R Volume 21 6 Peak Hour Factor, PHF 0.90 0.50 Hourly Flow Rate, HFR 23 12 Percent Heavy Vehicles 3 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage No Lanes 0 0 Configuration LR Delay, Queue Length, and Level of Service Approach NB SB Westbound Eastbound Movement 1 4 1 7 8 9 I 10 11 12 Lane Config LT 1 LR v (vph) 15 35 C(m) (vph) 1252 635 v/c 0.01 0.06 95% queue length 0.04 0.17 Control Delay 7.9 11.0 LOS A B Approach Delay 11.0 Approach LOS B JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September.20,2004 Page TA-22 HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY t Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: PM PEAK HOUR Intersection: 71S61A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION - SCHEME B East/West Street: SW 71ST ST North/South Street: SW 61 AVE Intersection Orientation: NS' Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Northbound Southbound Movement 1 2 3 1 4 5 6 L T R I L T R Volume 44 6 6 586 Peak-Hour Factor, PHF 0.72 0.50 0.50 0.90 Hourly Flow Rate, HFR 61 12 12 651 Percent Heavy Vehicles -- -- 3 -- -- Median Type/Storage Undivided / RT Channelized? Lanes 1 0 0 1 Configuration TR LT Upstream Signal? No No Minor Street: Approach Westbound Eastbound Movement 7 8 9 10 11 12 L T R L T R Volume 1.67 19 Peak Hour Factor, PHF 0.90 0.68 Hourly Flow Rate, HFR 185 27 Percent Heavy Vehicles 3 3 Percent Grade M 0 0 . Flared Approach: Exists?/Storage No Lanes 0 0 Configuration LR Delay, Queue Length, and Level of Service Approach NB SB Westbound Eastbound Movement 1 4 17 8 9 I 10 11 12 Lane Config LT I LR v (vph) 12 212 C(m) (vph) 1520 411 v/c 0.01 0.52 95% queue length 0.02 2.87 Control Delay 7.4 22.7 LOS A C Approach Delay. 22.7 Approach LOS C JACKSON M.AHLSTEDT, P.E. HOMETOWN STATION September 20,2004 Page TA-23 HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: AM PEAK HOUR Intersection: 72S61AI Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION - SCHEME A OR B East/West. Street: SW 72ND ST North/South Street: SW 61 AVE Intersection Orientation: IW Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Eastbound Westbound Movement 1 2 3 14 5 6 I L T R 1 L T R I Volume 240 1284 420 29 Peak-Hour Factor, PHF 0.85 0.95 0.80 0.41 Hourly Flow Rate, HFR 282 1351 524 70 Percent Heavy Vehicles 3 -- -- -- -- Median Type/Storage TWLTL / 1 RT Channelized? Lanes 1 2 2 0 Configuration L T T TR Upstream Signal? No No Minor Street: Approach . Northbound Southbound Movement 7 8 9 1 10 11 12 L T R I L T R Volume 11 114 Peak Hour Factor,, PHF 0.55 0.90 Hourly Flow Rate, HFR 19 126 Percent Heavy Vehicles , 3 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage / No / Lanes 0 0 Configuration LA Delay, Queue Length, and Level of Service Approach EB WB Northbound Southbound Movement 11 4 1 7 8 9 1 10 11 12 Lane Config I I L•R v (vph) 282 145 C(m) (vph) 971 445 v/c 0.29 0.33 95% queue length 1.21 1.40 Control Delay 10.2 17.0 LOS I B C Approach Delay I 17.0 Approach LOS C I JACKSON M.AHLSTEDT,IP.E. HOMETOWN STATION September 20,2004 Page TA-24 HCS2000: Unsignalized Intersections Release 4.1d TWO-WAY STOP CONTROL SUMMARY Analyst: J. AHLSTEDT Agency/Co. : Date Performed: 8/10/2004 Analysis Time Period: PM PEAK HOUR Intersection: 72561A Jurisdiction: Units: U. S. Customary Analysis Year: EXISTING Project ID: HOMETOWN STATION - SCHEME A OR B East/West Street: SW172ND ST North/South Street: SW161 AVE Intersection Orientations EW Study period (hrs) : 0.25 Vehicle Volumes and Adjustments Major Street: Approach Eastbound Westbound Movement 1 2 3 14 5 6 L T R I L T R Volume 35 727 662 8 Peak-Hour Factor, PHF 0.71 0.91' 0.96 0.67 Hourly Flow Rate, HFR I 49 798 689 11 Percent Heavy Vehicles I 3 -- -- -- -- Median Type/Storage TWLTL / 1 RT Channelized? Lanes 1 2 2 0 Configuration L T T TR Upstream Signal? No No Minor Street: Approach Northbound Southbound Movement 7 8 9 I 10 1.1 12 I L T R I L T R I Volume ; 15 768 Peak Hour Factor, PHF ; 0.63 0.90 Hourly Flow Rate, HFR ; 23 853 Percent Heavy Vehicles 3 3 Percent Grade M 0 0 Flared Approach: Exists?/Storage / No / Lanes i 0 0 Configuration LR Delay, Queue Length, and Level of Service Approach EB WB Northbound Southbound Movement 1 4 17 8 9 I 10 11 12 Lane Config i I I LR v (vph) 49 876 C(m) (vph) 1886 624 v/c 10.06 1.40 95% queue length j0.18 39.76 Control Delay 1.9.3 210.7 LOS A F Approach Delay 210.7 Approach LOS 1 F I _ JACKSON M.AHLSTEDT,P:E. HOMETOWN STATION September 20,2004 l Page TA-25 I ff� sovr�4 11// South Mimi � 1.Amelia C' v ; 6130 Sunset Drive South Miami, Florida 33143-5093 . pro'tar Tel: (305) 666-2510 • Fax: (305) 663-6345 • E-Mail: mdavis @cityoisouthmiami�.net 2001 Maria V. Davis February 25, 2004 oity Manager, Roosevelt Bradley,Director Miami-Dade Transit 111 NW l" Street, 9th Floor Miami, Florida 33128 Re: South Miami Pedestrian Overpass Dear Mr. Roosevelt: This is to confirm the formal transfer of the South Miami Pedestrian Overpass (above U.S. 1 and connecting the South Miami Metrorail Station to the City of South Miami business district)to the Miami-Dade Transit Agency. We do not wish to turn over our PTP funding at this time. We will,however, continue to seek alternative funding to cover our costs in this project. In that light, we would like to get the latest projections for the costs for each phase of the project as well as the total costs and along with timeframe projections. We would also like to get an idea of what portion of the project can be accomplished with the funding currently available. The fact that we are transferring this project to your agency doesn't mean, of course, that we on Public Works Director Ajibola Balogun as our representative for the project. His phone number is 305-668-7206. Thank.you for your interest and your assistance in providing this needed safety and convenience feature to our residents and those with an interest in utilizing the Metrorail to access the City of South Miami's downtown district. Sincerely, , Maria V. s ` City.Manager MVD/ceb c.c.: Ajibola Balogun, Ronald O'Donniley M I A M I - D A D E February 12 2004 Ms.Maria V. Davis City Manager City of South Miami 6130 Sunset Drive South Miami, Florida 33143 Subject: South Miami Pedestrian Overpass Dear Ms. Davis: Miami-Dade Transit (MDT) is reinitiating efforts to develop a pedestrian crossing/overpass above U.S. 1, connecting the South Miami Metrorail Station to the City of South Miami municipal business district. In order to expedite this project and commit currently available funds, MDT is recommending that you provide us with a letter confirming the formal transfer of this project to our agency. That action will allow MDT to manage the project with funding provided from a Federal Transit Administration (FTA) grant of $1 million, a Florida Department of Transportation (FDOT) Joint Participation Agreement of $450,000 rye gF --a ended—for the-f'it�v—of—South=M-iami),=and=local—funding—o-$2--nillio-n ----- provided from the People's Transportation Plan (PTP). Additionally, local funds you have available from the PTP may also be used to support this project. If you have any informational material and/or previous designs for this project that would assist us,please provide that to us as well. If required, your staff and the MDT staff may also prepare an interlocal agreement to assign management of the project to the County. Initially, however,your confirmation of this transfer to MDT by means of a formal letter will allow us to meet some approaching critical time frames regarding existing funding sources. Upon receipt of your letter, MDT will request preparation of a JPA with FDOT, amend the short range transportation plan, and provide for inclusion of the project in the Transportation Development Program, thereby guaranteeing retention of the currently . available funding. Since we have a very short turnaround time to allow for this to occur, I urge you to respond post haste. Stephen P. Clark Center, 111 Northwest First Street, Miami, Florida 33128-1999 Ms. Maria V. Davis City Manager City of South Miami Page 2 We look forward to hearing from you very soon and to coordinating with your staff. If you have any questions,please contact Mario G. Garcia at(305)375-1193. Sincerely, oosevelt Br ey Director C: Mario G. Garcia (MDT). Alberto Par us (MDT) Ajibola Balogun (South Miami) Greg Perry(South Miami) MIAMI DAILY BUSINESS REVIEW Published Daily except Saturday,Sunday and Legal Holidays Miami,Miami-Dade County,Florida STATE OF FLORIDA NOTICE OF PUBLIC HEARING COUNTY OF MIAMI-DADE: CITY OF SOUTH MIAMI PLANNING AND ZONING DEPARTMENT Before the undersigned authority personally appeared 6130 SUNSET DRIVE;SOUTH MIAMI,FLORIDA 33143 O.V. FERBEYRE,who on oath says that she is the PHONE:(305)663.6326;FAX N(305)666-4591 S '°ER:':SOP,,Legal Notices c!the Miami Daily Business On Tuesday,April 30,2002 at 7:30 P.M.,the City of South Miami Plan- Review f/k/a Miami Review,a daily(except Saturday,Sunday ning Board will conduct Public Hearings in the City Commission Cham- and Legal Holidays)newspaper,published at Miami in Miami-Dade bers at the above address on the following: County, Florida;that the attached copy of advertisement, being a Legal Advertisement of Notice in the matter of PB-01-020 Applicant: Hometown Station Ltd. Request: A RESOLUTION OF THE MAYOR AND THE CITY COM- CITY OF SOUTH MIAMI PUBLIC HEARING MISSION OF THE CITY OF SOUTH MIAMI,REGARDING: APRIL 30,2002-PB-01-020, ETC. (1)A REQUEST OF HOMETOWN STATION LTD.,FOR AP- PROVAL OF MASTER PLAN DEVELOPMENT STAN- in the XXXX Court, DARDS FOR THE SOUTH MIAMI STATION OF THE RAPID was published in said newspaper in the issues of TRANSIT ZONE; THE PROPERTY BEING LOCATED WITHIN A MIAMI-DADE COUNTY ZONING DISTRICT EN- 04/19/2002 TITLED "STAGE I FIXED-GUIDEWAY RAPID TRANSIT SYSTEM-DEVELOPMENT ZONE"; AND (2) PRESENTA- TION OF PROPOSED CONCEPTUAL PLANS TO CON- STRUCT A MIXED-USE DEVELOPMENT ADJACENT AND Affiant further says that the said Miami Daily Business ATTACHED TO THE SOUTH MIAMI METRORAIL STA- Review is a newspaper published at Miami in said Miami-Dade TION. County, Florida and that the said newspaper has heretofore been continuously published in said Miami-Dade County, PB-02-003 Florida,each day(except Saturday,Sunday and Legal Holidays) Applicant: Michael Miller and has been entered as second class mail matter at the post Request AN ORDINANCE OF THE MAYOR AND CITY COMMIS- SION OF THE CITY OF SOUTH MIAMI,FLORIDA,RELAT- office in Miami in said Miami-Dade County, Florida,for a ING TO A REQUEST TO AMEND THE OFFICIAL ZONING period of one year next preceding the first publication of the MAP OF THE CITY OF SOUTH MIAMI BY-CHANGING THE attached copy of advertisement;and affiant further says that she ZONING USE DISTRICT FROM THE "NR", NEIGHBOR- ---- -has neither-oaid noLpromised-any-person--firm-or-cornorntinn ---- --unnn R n7�-gfSTRiCT 7G1=SR";SPECtAtT any discount, bate,co 'on or refund for the purpose DISTRICT FOR PROPERTY LOCATED AT 6610-6796 SW' of securing Is ad v sement or publication in the said 62nd AVENUE; PROVIDING FOR SEVERABILITY; PRO-' newspa r. VIDING FOR ORDINANCES IN CONFLICT;AND PROVID- ING AN EFFECTIVE DATE. AI interested parties are urged to attend.Objections or expressions of approval may be made in person at the hearing or filed in writing prior to or orn and subscr' his at the hearing.The Planning Board reserves the right to recommend to the City Commission whatever the board considers in the best interest for the area involved.Interested parties requesting information are asked to 19 day IL D. 2 2 contact the Planning and Zoning Department by calling 663-6326 or writ- e ing to the address indicated above. You are hereby advised that if any person desires to appeal any deck IEEE sion made with respect to any matter considered at this meeting or hear- MY COM1a�lON#CC 885640(SEAL) in g,such person will need a record of the proceedings,and for such ur- EXPIRES:Match 4,2004 9 P P 9 P -� pose may need to ensure that a verbatim record of the proceedings is • •° ded Thru Notary Pjblic Underwriters O.V. FERBEYRE per made,which record includes the testimony and evidence upon which the appeal is to be based (F.S. 286.0105). Refer to hearing number when making any inquiry. 4/19 02-3-37/255616M BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD • MIAMI, FLORIDA 33131-2336 TELEPHONE: (305)374-7560 • FAX:(305)374-7593 E-MAIL: INFOOBILZIN.COM •WWW.BILZIN.COM BROWARD:(954)356-0030 JERRY B. PROCTOR, ESQ.,P.A. Direct Dial (305) 350-2361 Email: JProctor.@Biizin.com j November 16, 2001 Mr. Richard Lorber Planning Director City of South Miami 6130 Sunset Drive South Miami,Florida 33143 Re: South Miami Transit Station/Development Standards I Dear Mr. Lorber: Enclosed please find a copylof the Rapid Transit signage guidelines referenced in the Development Standards for the South Miami Transit Station. If you have any questions,please call me. j i Yours very truly, i Jerry B. Proctor JBP:id ; Encl. cc: Pablo Lupinacci (w/encl.) I \74913\15884\#537547 v 1 11/16/01 10:13 AM 1 3 §33-121.16 DADE COUNTY CODE Sec. 33.121.16. Penalty. (b) Applicable regulations shall mean any per. tinent zoning,building or other regulations in of Any person violating any of the provisions of fect in the incorporated or unincorporated areas this division shall be punished by a fine not to of Dade County or the State of Florida. exceed five hundred dollars($500.00)or by impris- onment in the County Jail for a period not to ex- (c) Protected areas shall mean all property in ceed sixty (60) days, or by both such fine and im- Dade County within three hundred {300) feet of prisonment,in the discretion of the County Court. the right-of-way of any Rapid Transit System right- Any continuing violations of the provisions of this of-way. division may be enjoined and restrained by injunc- (d) Sign shall mean any display of characters, tive order of the Circuit Court in appropriate pro- letters, illustrations or any ornamentation de- ceedings instituted for such purpose. signed or used as an advertisement, announce- (Ord. No. 63-26, § 1, 7-2-63) ment or to indicate direction. Sec. 33.121.17. Repeal clause. (e) Erect shall mean to construct,build,rebuild (if more than fifty (50) percent of the structural (a) All County and municipal ordinances, members involved), relocate, raise, assemble, County and municipal resolutions,municipal char- place, affix, attach, paint, draw, or in any other ters,special laws applying only to Dade County or manner bring into being or establish. any municipality in Dade County,or any general laws which the Board of County Commissioners is (fl Temporary sign shall mean signs to be authorized by the Constitution to supersede, nul- lify, erected on a temporary basis,such as signs adver- lify, modify or amend, or any part of such ordi- tising the sale or rental of the premises on which nance, resolution,charter or law, in conflict with located; signs advertising a subdivision of prop. .. any provision of this division, is hereby repealed. erty;signs advertising construction actually being done on premises on which the sign is located; (b) Provisions of this division shall not apply to signs advertising future construction to be done signs authorized by the City of Miami pursuant to on the premises on which located and special City of Miami Ordinance No.9993 only when said events, such as public meetings, sporting events, ordinance has been amended by the City of Miami political campaigns or events of a similar nature. in accordance with the City of Miami Resolution No. 85-540. (g) Point of sale sign shall mean any sign ad- vertising or designating the use, occupant of the (Ord. Igo. 63-26, § 8, 7-2-63; Ord. No. 83-53, § 3, premises, or merchandise or products sold on the 7-5-83; Ord. No. 85-36, § 3, 6-6-85) premises. Secs. 33.121.18, 33.121.19. Reserved. (h) Outdoor advertising sign shall mean any sign which is used for any purpose other than that of advertising to the public the legal or exact firm DIVISION 6. COMMERCIAL SIGNS ON name or type of business conducted on the pre. RAPID TRANSIT SYSTEM RIGHT-OF-WAY mises, or of products or merchandise sold on the premises; or which is designed and displayed to Sec. 33.121.20. Definitions. offer for sale or rent the premises on which dis- played, or the subdivision of such premises, or (a) Rapid Transit System right-of-way shall present or future construction or development of mean an official map designating outside bound- such premises, or advertising special events, and aries for the Fixed-Guideway Rapid Transit which shall constitute an outdoor advertising sign. System for Dade County,Florida,which may from Outdoor advertising sign shall not include a sign time to time be amended. The Rapid Transit which is erected inside a building for the purpose System right-of-way map shall be so designated of serving the persons within the building. and recorded and on file in the public records of (Ord.No. 78-74, § 3, 10-17-78; Ord. No. 83-85, § 1, Dade County, Florida. 9-20-83) 5202 S. ZONING §33.121.23 Sec. 33.121.21. Applicability. forty(40) square feet, is located on and ori- ented to the street frontage of the street This division shall apply to both the incorpo- other than the one(1)serving the principal rated and unincorporated area.Any municipality entrance of the place of business. may establish and enforce equivalent or more re- "Oriented,"in connection with point-of--sale deemi n regulations, as such municipality may signs, shall mean, in the case of detached deem necessary. signs, placed at a ninety-degree angle to (Ord. No. 78-?4, § 3, 10-17-78) the street being served; in the case of roof signs, parallel to and fronting such street Sec. 33.121.22. Signs prohibited in protected and within the front twenty-five (25) per- areas• cent of the building concerned; and in the It shall be unlawful hereafter for any person, case of pylon signs,within the front twenty firm or corporation, or any other legal entity, to (20)percent of the building concerned.Wall erect, permit or maintain any sign in protected signs within two hundred (200) feet of a areas, except as provided for hereinafter. Rapid Transit System shall be confined to (Ord. No. 78-74, § 3, 10-17-78) the wall of the building containing the prin- cipal entrance,except that a wall sign may Sec. 33.121.23. Exceptions to sign prohibi• be placed on one (1) other wall of such tion. building and shall be limited to ten (10) percent of such other wall area.In no event Erection of the following signs shall be per- shall any detached point of sale sign be mitted in protected areas, subject to the condi- erected within the protected area which is tions and limitations listed herein and further, greater in height than twenty-five(25) feet subject to other applicable regulations where such above the average grade of the premises regulations are more restrictive or more defini- concerned, and no point of sale roof sign tive than the provisions of this division and are shall be erected which is greater in height not inconsistent therewith: above the roof than ten (10) feet. (a) Temporary signs which are located and ori- (c) Outdoor advertising signs shall not be ented to serve streets other than a Rapid erected for the purpose of serving any Rapid Transit System,and are located at least one Transit System; and outdoor advertising hundred (100) feet from the Rapid Transit signs in protected areas shall be erected and System right-of-way,except that such signs oriented to serve only streets other than may serve and be oriented to a Rapid Rapid Transit Systems, subject to the fol- Transit System if the property concerned lowing conditions: abuts the Rapid Transit System right- .y (1) That in no event shall any outdoor ad- of-way and is not served by a parallel Rapid Transit System service road'or is abutting vertising sign be erected or placed the Rapid Transit System right-of--way and closer than three hundred(300) feet to has direct, permanent legal access to the the right-of--way lines of any Rapid Rapid Transit System.In no event shall any Transit System. t (2) That outdoor advertising signs shall be temporary sign be larger than one hundred twenty (120) square feet. erected and placed only in business and commercial (not including industrial) (b) Point of sale signs which are!located on and zoning districts which permit outdoor oriented to the frontage on the street which advertising under the applicable zoning provides actual and direct access to the front regulations of the County or munici- of principal entrance of the place of busi- pality having jurisdiction. ness; however, on corner lots a second de- (3) That no outdoor advertising sign shall tached point-of-sale sign will be permitted be erected that is larger than fifteen provided that the same is not larger than (15) feet in width and fifty d50) feet in 5203 4 §33-121.23 DADE COUNTY CODE f length, whether single or multiple faced sign,both faces of the same size, boards. secured back to back on vertical sup- (4) That no detached outdoor advertising ports with no supporting bracing). sign shall be erected which is more than (d) Any sign which fails to conform with the twenty-five(25)feet above the average provisions of this division but is not visible existing grade of the site on which such from any Rapid Transit System due to an sign is erected or the flood criteria el- intervening obstruction. evation (if property is filled to such el- (Ord. No. 78-74, § 3, 10-17-78) evation), whichever is the greater; nor shall an outdoor advertising roof sign be erected which is more than twenty Sec. 33.121.24. Nonconforming signs. (20) feet above the roof. (a) Signs which have been erected prior to the (5) That no advertising signs; shall be effective date of this division may continue to be erected or placed within three hundred maintained until January 1, 1984.Thereafter,un- (300)feet of another outdoor advertising less such signs conform to the provisions of this sign, such distance to be measured in division,they shall be removed.If a nonconforming all directions from the outermost edges spacing situation can be eliminated by the re- of such sign. j moval of one (1) sign, the sign which has been (6) That no outdoor advertising sign shall erected for the longest period of time shall have be erected or placed within one hun- priority. dred (100) feet of any church, school, cemetery, public park, public reserva- (b) [If] any sign[be] legally erected, permitted tion, public playground, State or na- or maintained subsequent to the effective date of tional forest. I this division, which is not in violation of this di- (7) That outdoor advertising signs shall be vision but upon the opening for public use of a erected and placed at right angles to Rapid Transit System or applicable portion thereof the street which they are serving and becomes nonconforming, the same may continue shall be located within the front sev- to be maintained for a period of three (3) years enty(70)feet of the lot or tract on which from the day of such opening, provided on or be- erected. fore the expiration of the three-year period, the (8) That no outdoor advertising signs shall nonconforming sign must be removed; provided be erected or placed on a street dead- any sign which is exempt from the provisions of ended by the Rapid Transit System,be- this division pursuant to (d) of Section 33-121.23 tween the Rapid Transit;System.and hereof, but subsequently becomes nonconforming the first street running parallel to the due to the elimination of the obstruction pre- Rapid Transit System and on the same venting its visibility from a Rapid Transit System, side of the dead-end street,even though must be removed within three{3) years from the such distance may be greater than time of the elimination of such obstruction; fur- three hundred (300) feet.; ther provided, after the effective date of this (9) That outdoor advertising signs shall be amendment any sign erected, permitted or main- erected and placed only on property con- tained after a future Rapid Transit System right- forming in size and frontage to the re- of-way has been designated by the recording of a quirements of the zoning district in Rapid Transit System right-of-way map in the which located,and detached outdoor ad- public records of Dade County, Florida,which be- vertising signs shall not be erected on comes nonconforming due to the completion of such property already containing a use or Rapid Transit System shall be removed within structure. thirty (30) days after such Rapid Transit System (10). That detached outdoor advertising sign or applicable portion thereof is opened for public structures shall be of the so-called use. cantilever-type construction -(double- (Ord. No. 78-74, § 3, 10-17-78) 5204 ZONING § 33.122 Sec. 33.121.25. Variances. resolution, charter or law, in conflict with any provision of this division, is hereby repealed. No variance shall be granted through provi- (Ord. No. 78.74, § 3, 10-17-78) sions of applicable regulations which will in any way conflict with or vary the provisions of this article. (Ord. No. 78-74, § 3, 10-17-78) ARTICLE VII.OFF-STREET PARKING Sec. 33.121.26. Penalty; injunctive remedy. Sec. 33.122. Required;definitions of parking Any person violating any of the provisions of space. this division shall be punished by a fine not to Permanently maintained off-street parking for exceed five hundred dollars($500.00)or by impris- vehicles shall be provided in connection with any onment in the County Jail for a period not to ex. building or premises used or designed to be used ceed sixty (60) days, or by both such fine and im- for.the purposes set forth in this article. Parking prisonment,in the discretion of the County Court. spaces on private roadways. shall not be credited Any continuing violations of the provisions of this towards required parking. For the.purpose of this division may be enjoined and restrained by injunc- article,each parking space shall be a minimum of tive order of the Circuit Court in appropriate pro- eight and one-half(8.5)by eighteen (18) feet with ceedings instituted for such purpose. the following exceptions: (Ord. No. 78-74, § 3, 10-17-78) (1) Where parking spaces for the handicapped Sec. 33.121.27. Repeal clause. are to be provided, they shall be a min- imum of eighteen (18) feet long and the All County and municipal ordinances, County width and quality shall be in accordance and municipal resolutions, municipal charters, with the South Florida Building Code. special laws applying only to Dade County or any municipality in Dade County,or'any general laws Parking stall and aisle dimensions shall con which the Board of County Commissioners is au. . form to the charts entitled "Minimum Parking thorized by the Constitution to supersede,nullify, Stall Dimension" and "Striping Detail" hereby modify or amend, or any part of such ordinance, incorporated as part of this section. 1, ui� •♦ L ;• Nu 1 •l ' l ■ t a•p■« ■Of KlttVf►t a ttHLt Vlfwft 5205 ,t AN r 633-122 DADE COUNTY CODE MINIMUM PARKING STALL DIMENSIONS (IN FEET) AT VARIOUS ANGLES Dimension Symbol (8.5' x 187 450 60° 750 900 Stall width, parallel to aisle I A 12.0 9.8 8.8 8.5 Stall length of line B 26.5 22.9 20.3 18.0 Stall depth to wall C 18.7 19.8 19.6 18.0 Aisle width between stall lines D 12.0 17.0 21.0 22.0 Stall depth, interlock E 15.7 17.7 18.5 18.0 Module, wall to interlock F 46.5 54.6 59.1 58.0 Module, interlocking G 43.5 52.4 58.0 58.0 Module, interlock to curb face H 44.7 52.4 56.7 55.5 Bumper overhang(typical) I 1.8 2.2 2.4 2.5 Offset J 6.0 2.5 0.6 0.0 Setback K 12.7 9.0 4.7 0.0 Driveways I L For parallel parking minimum widths I land length are 8.0' x 23.0'. **Driveways where there is no parking on either side shall be a minimum of twenty (20) feet in width for two way traffic and fourteen(14)Ifeet for one way traffic.Access drives between the paved portion of the right-of-way and the property)line shall comply with the Dade County public works manual. SOIIO COLOR CONTRASTING WITH PAVEMENT 4' �e►� m � For all occupancies other than residential, the gress and egress driveways shall be provided to parking spaces shall be marked with double connect all parking spaces with a public right- striping on each side of the space to;identify and of-way or alley.Where a parking space heads into facilitate their use.All striping shall be of a color and abuts a walkway, the paved eighteen-foot (typically white) contrasting with the pavement. length shall be provided a wheel stop or curb at Dimension requirements,as noted elsewhere,shall sixteen (16) feet in order to prevent extension of be measured to the center point of the double the vehicle over any portion of the provided stripe, as shown on the "Striping Detail" hereby walkway width. Required and surplus .parking incorporated as part of this section. Notwith- shall comply with these provisions and such standing the above provisions and striping de- parking shall not be placed in dedicated or official tails, where striping is required for residential rights-of-way. users,not less than a single four-in'ch stripe shall (Ord. No. 57-19, §5(BB), 10-22-57;Ord.No.69-71, be provided, with parking stall dimensions to be § 1, 10-8-69; Ord. No. 80-116, § 1, 10-21-80; Ord. measured to the center line of the strip. In all No. 83-40, § 1, 6-7-83; Ord. No. 85-19, § 1, 4-245; instances, adequate interior driveways and in- Ord. No. 91-36, § 1, 3-19-91) 5206 i South Miami SOU7^� krAnd 4 .�� 01 AR-AmericaCity • INCORPORATED a 1927 � O RAID 2001 Excellence, Integrity, Inclusion To: Honorable Chair& Planning Date: November 27,2001 Board Members From: Richard Lorber`+ Re: Development Standards Director of Planning South Miami Metrorail Project PB-01-020 Applicant: Hometown Station Ltd. .Request: A RESOLUTION OF THE MAYOR AND THE CITY COMMISSION OF THE CITY OF SOUTH MIAMI, REGARDING: (1) A REQUEST OF HOMETOWN STATION LTD., FOR APPROVAL OF A MASTER LAND USE PLAN AND URBAN DESIGN CONCEPT FOR THE SOUTH MIAMI STATION OF THE RAPID TRANSIT ZONE; THE PROPERTY BEING LOCATED WITHIN A MIAMI-DADE COUNTY ZONING DISTRICT ENTITLED ,"FIXED GUIDEWAY RAPID TRANSIT SYSTEM-DEVELOPMENT ZONE'; AND (2) PRESENTATION OF PROPOSED CONCEPTUAL PLANS TO CONSTRUCT, A MIXED-USE DEVELOPMENT ADJACENT AND ATTACHED TO THE SOUTH MIAMI METRORAIL STATION. SUMMARY OF REQUEST The applicant, Hometown Station Ltd., in conjunction with the Miami-Dade County Transit Agency, is proposing a development at the site of the South Miami Metrorail Station. The proposed development is to be permitted and constructed under the provisions of the County's Rapid Transit System development zone (Miami-Dade County Code Chapter 33(c). The County is currently undertaking or planning to undertake several developments at stations along the Metrorail line. The plans for Hometown Station are for a mixed use development containing a combination of office, retail, and residential space. Public Hearing Hometown Station November 27, 2001 _. . Page 2 of 3 SITE ANALYIS Surrounding Parcels Comprehensive Plan Land Development Code Actual Use Existing Land Use Existing Zoning District Category North TODD TODD(MU-4) US Post office TODD(LI-4) Industrial Uses East Mixed Use Commercial/ SR Specialty Retail Commercial Residential (Hometown District) South Mixed Use Commercial/ SR Specialty Retail Commercial Residential (Hometown District) West TODD TODD(MU-5) Office Building and Garaae Mixed Use Commercial/ TODD(MU-4) Residential MO Medium Density Office APPLICABLE REGULATIONS The Rapid Transit System development process entails the review of the proposed plans by the appropriate municipal authority, where applicable. As such, these plans, and the accompanying development standards which are to guide the future redevelopment, are being presented to the City for review and comment. 'Subseuently, the development standards must be approved at the County level, and then ratified by the City Commission as finalized. DEVELOPMENT / SITE PLAN ANALYSIS Proposed Development: According to the applicant's submittal, the proposal consists of three separate development areas. Area"A" is adjacent to the southwest edge of the existing garage, and extends west to the corner of SW 59`h Place and the entrance driveway near Sunset Drive. A new building is to be constructed here, which could be as tall as eight (8) stories, which is the same as the maximum permitted building height along the north side of Sunset Drive west of US 1. Area "B" is the area abutting the existing triangular :garage, wrapping around the garage along the SW 59`h Place and SW 70`h Street facades. The proposal is to "wrap" the garage with a "liner building" which would contain retail and residential "live-work units." This portion of the development would not exceed five (5) stories in height. Area "C" is the area above the existing triangular garage. The proposal is to add three additional stories above the existing garage, which could be used for either commercial office, hotel or residential purposes. Total building height would not exceed eight{8)stories. Public Hearing Hometown Station November 27, 2001 Page 3 of 3 Building Placement The proposed site plan shows the "liner building" wrapping around the existing�arking garage, and built to the "build-to" or property line fronting SW 59th Place and SW 70t Street. These frontages would have arcades or colonnades along the street, with public sidewalks underneath. Parking Requirements The development standards were written to incorporate City of South Miami parking standards for the various uses proposed. A 259/o parking reduction is included in the parking requirement calculations, to take account of the mix of uses proposed and the location of the project within and directly adjacent to the South Miami Metrorail station. The main parking area will be the existing 674 space triangular garage,1 which will be entirely dedicated to the new development. A second, 1100 space garage, will remain in use by the Metrorail station for transit riders. Landscaping/Streetscape The development standards call for the project to be landscaped as much as possible, including on the rooftop of the garage. Open space must amount to 15 percent of the project. STAFF OBSERVATIONS The overall site plan appears to respect the development concepts of both the City's Hometown Plan and the City's Transit Oriented Development District (TODD). The architectural design proposed for the buildings is consistent with nearby development in downtown South Miami, and respects the walkable, pedestrian orientation that the City is striving for. RECOMMENDATION Planning Department staff recommends approval of the proposed master plan and development standards. Attachments: Letter of Intent Application Development Standards County Letter Public Notice { Site plan Hometown Station Report RGL D:\PB\PB Agendas Staff Reports\2001 Agendas Sta 1 Reports\I1-27-01\PB-01-020 SitePlan Homtown Station.doc BILZIN SUMBERG DUNN BAENA PRICE & IAXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD • MIAMI, FLORIDA 33131-2336 TELEPHONE: (305)374-7580• FAX:(305)374-7593 E-MAIL: INFOOBILZIN.COM •WWW.BILZIN.COM BROWARD:(954)356-0030 Jerry B. Proctor, Esq.,P.A. Direct Dial: (305) 350-2361 Email:JProctor@Bilzin.com April 16, 2002 Hand Delivery Mr. Richard Lorber k Planning Director . City of South Miami 6130 Sunset Drive So. Miami, Florida 33143 Re: Master Plan Development Standards South Miami Rapid Transit Zone Dear Mr. Lorber: Enclosed please find 'a copy of the transmittal of approval from County Manager Steve Shiver to City of South Miami Mayor Julio Robaina, enclosing the approval of the Master Plan Development Standards for the South Miami Rapid Transit ;Zone by the DIC Executive Council of Miami- Dade County. Please accept this transmittal as the official notification of County action pursuant to the requirements of Chapter 33C of Code of Miami-Dade County. Thank you for your cooperation. Very truly yours, Jerry Proctor JBP:id Enc. CC: Charles Scurr, City Manager-City of South Miami Subrata Basu, Assistant City Manager-City of South Miami Earl Gallop, Esq. , City Attorney-City of South Miami Hank Marks, Masvidal Partners Pablo Lupinacci, Masvidal Partners Tom Cooper Victor Dover \74913\15884\#563022 v1 4/16/2002 COURTESY NOTICE i 24 CITY OF SOUTH MIAMII .FLORIDA 0 o Om-Wednesday, October. 13, 2004, beginning at 6:30 Chambers, 6130 Sunset .Drive, p.m., in the City Commission the .City Commission will conduct a discu o ' workshop to consider the following: ssion HOMETOWN STATION PROJECT UPDATE A PROPOSED MIXED USE DEVELOPMENT PROJECT SPONSORED JOINTLY BY o ; HOMETOWN STATION LTD.AND MIAMI DADE COUNTY CONSISTING OF THREE Z J COMPONENTS TO CONSTRUCT RESIDENTIAL.OFFICE AND RETAIL ADDITIONS . =) !_ TO THE SOUTH MIAMI METRORAIL STATION;THE DEVELOPMENT STANDARDS AND MIXED.USE DEVELOPMENT PROGRAM WAS APPROVED BY THE CITY OF p SOUTH MIAMI BY RESOLUTIO*NO 62-02-1141-1 ADOPTED ON-MAY 7;'2002 s w EVALUATION AND APPRAISAL REPORT INTRODUCTION THE EVALUATION AND APPRAISAL REPORT:{EAR) IS A STATE MANDATED REVIEW PROCESS USED TO UPDATE A LOCAL GOVERNMENT'S COMPREHENSIVE PLAN AND;MAY RESULT IN.,PROP.OSED CHANGES. TO THE.. E COMPREHENSIVE PLAN: THE: EAR IS-`AN' OPPORTUNITY FOR THE' LOCAL 0 . JURISDICTION TO'.IDENTIFY.,MAJOR DEVELOPMENT`ORIENTED'ISSUES, :(LAND —�� USE, ZONING, DENSITY; HEIGHT OF BUILDINGS, CONCURRENCY STANDARDS., r CAPITAL PROJECTS). AND ASSESS . IF, CHANGES ARE NEEDED TO:. CURRENT COMPREHENSIVE PLAN. THESE CHANGES WILL AFFECT 7HE 3.. DEVELOPMENT AND QUALITY OF LIFE IN ALL OF THE CITY'S RESIDENTIAL 3 AND COMMERCIAL�AREAS. IT IS IMPORTANT THAT PROPERTY OWNERS; w RESIDENTS, AND BUSINESS -PERSONS PARTICIPATE WITH THE CITY IN. - AMENDING AND UPDATING THE COMPREHENSIVE..PLAN. THE CITY OF SOUTH MIAMI IS SCHEDULED TO COMPLETE THE EAR BY SEPTEMBER 2005. Maria M. Menendez City Clerk -- City of South Miami Is is a City Commission,Workshop and there-will be.no participation from the public. Interested parties requesting information are asked to contact the Planning and Zoning Department by i calling 305-663- or,wntrng to fhe address indicated above Pursuant to Florida Statutes 286.0105;the City hereby advises the public that/f a person decides to appeal any decrsion.made by'this Board; Agency or Commission with respect to any matter.considered at its meeting or hearing, he or she will needs record of the proceedings, and that for such: person may need to ensure that a"verbatim record of the proceedings is made.which record includes the testimony and evidence upon which•the appeal is to be based. rMSU�'a'[smc•vlMmcWnrc.\rtxuM MrsgWm..n suably'-:q. I p�y I N mO>N gym (ORN STREEI� & I e I , I �\ I � DEYELOPMEM AREA'A\� 1 I a �a I > I � c I A I i \ �� Illltt � r n I o n S' r t�[�f is tS¢�[t€i€��a1�(��4��[�4;1;��t' fill it;rt ` � � Ei�ff`�� � �4 II � g i E E RECORD OF REVIVON i 1 t € g SOUTH MIAMI STATION DESCRiFUW __. ___ ilf;�l+sl DEVELOPMENTAREAS"A',9'PND'C SKETCH AND LEGEND c MASVAaAL PARTNERS so South Miami 4 .�� � All-America City U � • INCORPORATED 1927 6 R VQ 2001 Excellence, Integrity, Inclusion I To: Honorable Chair& Planning Date: April 30,2002 Board Members From: Richard LorberR L Re: Development Standards Director of Planning South Miami Metrorail Project PB-01-020 Applicant: Hometown Station Ltd. Request: A RESOLUTION OF THE MAYOR AND THE CITY COMMISSION OF THE CITY OF SOUTH MIAMI,iREGARDING: (1) A REQUEST OF HOMETOWN STATION LTD., FOR APPROVAL OF MASTER PLAN DEVELOPMENT STANDARDS FOR THEE SOUTH MIAMI STATION OF THE RAPID TRANSIT ZONE; THE PROPERTY BEING LOCATED WITHIN A MIAMI- DADE COUNTY ZONING DISTRICT ENTITLED "STAGE I FIXED- GUIDEWAY RAPID TRANSIT SYSTEM-DEVELOPMENT ZONE"; AND (2) PRESENTATION OF PROPOSED CONCEPTUAL PLANS TO CONSTRUCT A MIXED-USE DEVELOPMENT ADJACENT AND ATTACHED TO THE SOUTH MIAMI METRORAIL STATION SUMMARY OF REQUEST The applicant, Hometown Station Ltd., in conjunction with the Miami-Dade County Transit Agency, is proposing a development at the site of the South Miami Metrorail Station. The County is currently undertaking several developments at stations along the Metrorail line. The South Miami Metrorail Station is located within a County designated;Rapid Transit System Zoning District and is subject to zoning standards and permitting procedures specified in Chapter 33C of the Miami-Dade County Code. (see Attachment"A") The current request before the Board is in two parts: (1) a request for City approval of master plan development standards for the South Miami Metrorail Station. These standards if adopted by the Board of County Commissioners would be applicable to any proposed development for the station. The County Code provides that the process to develop and review the development standards be shared with any municipality in which the Metrorail station is located; (2) The second part of the request is a presentation conceptual plans of a specific project for the station area by a developer, Hometown Station Ltd. The plans are for a mixed use development containing a combination of office, retail, and residential space. The County is seeking the City's comments on the t� Public Hearing Hometown Station April 30, 2002 Page 2 proposed development, which comments can be used by the Board of County Commissioners when it formally reviews and acts upon the project. MASTER PLAN DEVELOPMENT STANDARDS The Miami-Dade County Code Section 33C-2(D)(9)(d) mandates that development standards (including allowable land uses) are to be prepared Jointly by the County and the City for any Rapid Transit Zone which is within a municipality. The Master Plan Development Standards for the South Miami Rapid Transit Zone was prepared by the developer Hometown Station Ltd. and submitted to the Miami-Dade County Rapid Transit Developmental I'mpact Committee, which was made up of City"and County representatives. This committee did approve the proposed standards and recommended that the South Miami City Commission adopt the development standards. The Planning Board's role is to review the recommended development standards and to make an advisory recommendation to the City Commission. These standards,once adopted by the City, are to be used to guide future redevelopment on the site. The Master Plan Development Standards for the South Miami Rapid Transit Zone are enclosed as attachment to this report ( see Attachment "B"),This document includes a cover letter from the County Manager, the recommendation of the County Impact Committee (pp. 1,2) and the specific.standards (pp. 2-7). The development standards includes sections on purpose, boundaries, existing uses,definitions, development areas, development regulations, building height, permitted uses, architectural details, open space landscaping, signage and site plan review criteria. HOMETOWN STATION LTD. DEVELOPMENT PROJECT The Miami-Dade County Code Section 33C-2(D)(9)(c) provides for a process by which the County shall select a developer for a Rapid Transit Zone project. A proposed development plan was prepared by Hometown Station Ltd. and was submitted to the County. The project will be subject to site plan review and final approval by the Board of County Commissioners. The County is seeking the City's comments on the proposed development, which can be used by the Board of County Commissioners when it formally reviews and acts upon the project. In order to assist the Planning Board and City Commission in reviewing the project, the following site and development plan information is provided: Site analysis Surroundiny,Parcels Comprehensive Plan Land Development Code Actual Use Existing Land Use Existing Zoning District Category North TODD TODD(MU-4) US Post office TODD(1,14) Industrial Uses East Mixed Use Commercial/ SR Specialty Retail Commercial Residential (Hometown District) South Mixed Use Commercial/ SR Specialty Retail Commercial Residential (Hometown District) West TODD TODD(MU-5) Office Building and Garage Mixed Use Commercial/ TODD(MU-4) Residential MO Medium Density Office a...J S. Public Hearing Hometown Station April 30, 2002 Page 3 Proposed Development: According to the applicant's submittal, the proposal consists of three separate development areas. Area "A" is adjacent to the southwest edge of:the existing garage, and extends west to the corner of SW 59 t Place and the entrance driveway near Sunset Drive. A new building is to be constructed here, which could be as tall as eight(8)stories,which';is the same as the maximum permitted building height along the north side of Sunset Drive west of US1. Area `B" is the area abutting the existing triangular garage, wrapping around the garage along.the SW 59ch Place and SW 70th Street facades. The proposal is to"wrap"the garage with a"liner building"which would contain retail and residential "live-work units." This portion of the development would not exceed five(5)stories in height. Area"C" is the area above the existing trliangular garage. The proposal is to add three additional stories above the existing garage,which could be used for either commercial office,hotel or residential purposes. Total building height would not exceed eight(8)stories. A general site plan showing the location i f the three(3) development areas is attached.( see Attachment "C").A schematic illustration of the proposed development is'contained in an attached document entitled "Hometown Station". (see Attachment'D") i Building Placement The proposed site plan shows the"liner building" wrapping around the existing parking garage, and built to the"build-to".or property line fronting!SW 59th Place and SW 70th Street. These frontages would have arcades or colonnades along the street,with public sidewalks underneath. Parking Requirements The development standards were written,to incorporate City of South Miami parking.standards for the various uses proposed. A 25% parking reduction is included in the parking requirement calculations, to take account of the mix of ucec proposed and the location of the project within and directly adjacent to the South Miami Metrorail station. The main parking area will be the existing 674 space triangular.garage, which will be entirely dedicated to the new development. A second, 1100 space garage, will remain in use by the Metrorail station for transit riders. Landscaping/Streetscaue The development standards call for the project to be landscaped as much as possible, including on the rooftop of the garage. Open space must amount to 15 percent of the project. Traffic Analysis The developer has provided an in depth traffic analysis for the proposed Hometown Station project. The report's Executive Summary (p. 1) sets forth : (1) that the proposed project will not impact the level of service on the existing roadways in the area; (2) that no specific roadway improvements are required to accommodate the additional traffic generated by the proposed project. A copy of the "Hometown Station Traffic Analysis" is attached. (see Attachment"E") 6 F� c Public Hearing Hometown Station April 30, 2002 Page 4 STAFF OBSERVATIONS i �A) Master Plan Development Standards The Master Plan Development Standards prepared for the South Miami Metrorail Station are compatible with the design guidelines and development regulations contained in the City's own Transit Oriented Development District (TODD). The standards are also designed to encourage mixed use„ high density projects within the Station area, and to provide a pedestrian friendly atmosphere in keeping with the South Miami Hometown District. (B) Hometown Station Development Project The proposed.mixed use project appears to incorporate most of the concepts specified in the Master Plan Development Standards for the site and ads such it is compatible with both the City's Hometown Plan and the City's Transit Oriented Development District (TODD). The architectural design proposed for the buildings is consistent with nearby development in downtown South Miami, and respects the walkable, pedestrian orientation that the City is striving for. RECOMMENDATION The Planning Department recommends that the Board advise the City Commission to: A) adopt the proposed Master Plan Development Standards for the South Miami Rapid Transit Zone; B) support the proposed Hometown Station Development Project as shown in the conceptual plans prepared by Hometown Station Ltd. Attachments: Letter of Intent Application Attachment Chapter 33C County Attachment"B"Master Plan Development Standards Attachment"C"Hometown Station Site Plan j Attachment"D"Hometown Station Illustrative Report Attachment"E"Hometown Station Traffic Analysis Draft Resolution Public Notice(s) i RGL/SAY \\MCGRUFF\PLA ING\PB\PB Agendas StaffReports\2002 Agendas Staff Reports\4-30-02\PB-01-020 Report Home Stat.doc it N Y. @r DEVELOPMENTAL IMPACT COMMITTEE (DIC) 111 N.W. First Street, Suite 1110 Miami, Florida 33128 Ruth Ellis Myers, DIC Coordinator- (305)375-2566 i EXECUTIVE COUNCIL i Members: Pedro G. Hernandez, P.E., Assistant County Manager William Brant, Director, Miami-Dade Water and Sewer Department Jose Luis Mesa, Director, Metropolitan Planning Organization Secretariat Diane O'Quinn Williams, Director, Department of Planning and Zoning R. D. Paulison, Director)Miami-Dade Fire Rescue Department John W. Renfrow, P.E., Director,Dept. of Environmental Resources Mgt. Aristides Rivera, P.E., PL.S., Director, Public Works Department COMMITTEE MEMBERS. LOCATION DEPT. OF PLANNING AND ZONING 111 N.W. First Street, Suite 1110 Maria Teresa Fojo: 305-375-2566 (Zoning Division) Miami, Florida 33128 GENERAL SERVICES ADMINISTRATION 111 N.W. First Street, Suite 2460 Elva Reyes-Marin: 305-375-5754 Miami,Florida 33128 DEPT. OF ENVIRONMENTAL RESOURCES MGT. 33 S.W. 2 Avenue, 5th Floor Enrique Cuellar: 305-372-6503 Miami, Florida 33128 MIAMI-DADS FIRE RESCUE DEPARTMENT 9300 N.W. 41 Street Barbara Mathews: 786-331-4542 Miami,Florida 33178 MIAA1I-DADS WATER& SEWERDEPARTMENT 3575 S. LeJeune Road Rafael Ballesteros: 305-669-76'58 Miami, Florida 33146 I PARK& RECREATION DEPARTMENT 275 N.W. 2 Street, Room 430 Randy Koper: 305-755-7860 Miami, Florida 33128 MIANII-DARE TRANSIT AGENCY 111 N.W. First Street, 9th Floor Mario Garcia: 305-375-1193 Miami, Florida 33128 INIETROPOLITAN PLANNING ORGANIZATION 111 N.W. First Street, Suite 910 Michael Moore: 305-375-4507 Miami, Florida 33128 DEPT. OF PLANNING AND ZONING 111 N.W. First Street, Suite 1220 Greg Adkins: 305-375-2810 (Planning Division) Miami, Florida 33172 NIIAINJI-DADE POLICE'DEPARTNIENT 9105 N.W. 25 Street, Suite 3055 Officer Patricia Addison: 305-471-2514 Miami, Florida 33172 PUBLIC WORKS DEPARTMENT 111 N.W. First'Street, Suite 1420 Raul Pino: 305-375-2112 Miami, Florida 33128 John Kim: 305-')75-2701 SCHOOL BOARD 1450 N.E. 2 Avenue, ;#525 Patricia Good: 305-995-7283 Miami, Florida 33132 Ana Rijo-Conde: 305-995-7280 i DEPARTMENT OF SOLID WASTE NIGT. 8675 N.W. 53 Street, Suite 101 Albertha Patterson: 305-594-166;8 tiliami, Florida 33166 The Developmental Impact Committee (DIC) responsibilities include insurance of compliance with the following sections of the Miami-Dade County Code: These are: Chapter 33.3031 deals with the duties and responsibilities of the DIC for the unincorporated area of Miami-Dade County. The Developmental Impact Committee was established primarily to review and assess the impacts imposed by large scale development. Assessments prepared by a technical committee are reviewed by an Executive Council composed of 6 Department Directors and an Assistant County Manager. This Council prepares an impact analysis and makes a recommendation to the —appropriate--Board-(either--the-$-oard-of-C-o -C-ommiss-i-eners-car-C-erriinun3 Benin- A�poa s Board). The Executive Council has the authority to require a DIC review for any zoning hearing application if it determines that the request, if approved, would have significant impact upon either the natural or human environmenf of Miami-Dade County. Furthermore, all applications in the unincorporated area seeking either a district boundary change or site plan approval and which meet any of the following thresholds are automatically subject to DIC review. 2 Impact Y ■ Zoning Hearing Filing Period commottee Revi ew (First 7 days of month) (Within 5 days of close of filing period) Schedulin u Preapplication Conference ; (1 2. ys) D1C Sufficiency Letter �L Mailed r�^k; { � ' CAIV J (Up to` 0 days) A 1 cant Res nse pP p D1C Advertisement ( Minimum ts;days prior to) D1C Review Gower Cour..cil Meeting) Written Agency Comments Total 9.5 Days Revised Plan Submitted by Applicant and all Sign-off minimum Signatures Obtained I _tea final Advertisement Prepared (by DPFZ Zoning j Hearings Section) Revised Final Department Comments ( 12 ) Git.+f Executive Council :.�� 2-F ( Minimori>37days) e Public Hearing DEVELOPMENTAL IMPACT COMMITTEE REVIEW - SCHEDULING OUTLINE* Zoning Hearing Filing Period (First 7 days of month) (within 5 days of close of filing period) C I Preapplication Conference i (1-2 days) DIC Sufficiency Letter Mailed (up to 10 days) Applic nt Response Received I Draft Zoning Advertisement Completed and Distributed (up to 15 days) DIC Advertisement (15 days) DIC Review (Lower Council Meeting) (7 days) i Written Department Comments (14 days) Total 109 Days i Revised Plan Submitted by Applicant and all Sign-off Signatures Obtained (stamp-in by DIC,Reviewed by Zoning Hearing Section for sufficiency,Applicant to take plans to Departments for signatures,and DP&Z to sign off last) (5 days) i Final Advertisement Prepared (by DP&Z Zoning Hearings Section) (4 days) Revised Final Department Comments (12 days) Executive Council (37 days) I I � Public Hearing 'Calendar days L•evaltruthlmicosoft wordldic&did related/scheduling outline BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD MIAMI, FLORIDA 33131-2336 TELEPHONE: (305)374-7580• FAX:(305)374-7593 E-MAIL: INFOOBILZIN.COM •WWW.BILZIN.COM BROWARD:(954)356-0030 i JERRY B. PROCTOR, ESQ., PA. Direct Dial (305) 350.2361 Direct Facsimile (305) 351-2250 E-mail:jproctor@bilzin.com April 24, 2002 Via Hand Delivery Mr. Sandy Youkilis City of South Miami 6130 Sunset Drive So. Miami,Florida 33143 i Re: Zoning Application by Hometown Station, Ltd. Dear Sandy: Enclosed please find a draft Resolution for the above-styled application,which will be heard by the Planning Board on April 30,2002 and by the City Commission on May 7,2002. In addition,I have enclosed three copies of the brochure for distribution to Board members and a revised "page one" of the letter of intent to Charles Scurr for this matter. Please fax your staff recommendation to me at 305-351-2250 once it is available. i Thank you. s Very truly yours, Jerry B. Proctor Oor JBP:id cc: Hank Marks (w/encl.) Pablo Lupinacci (w/encl.) f f ;' Jer .B Pro for �� §%UT00C Page 1 ' rY 9 i RESOLUTION NO. i A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI,REGARDING(1)A REQUEST OF HOMETOWN STATION, LTD., FOR APPROVAL OF MASTER PLAN DEVELOPMENT STANDARDS FOR THE SOUTH MIAMI STATION OF THE RAPID TRANSIT ZONE; THE PROPERTY BEING LOCATED WITHIN A MIAMI-DADE COUNTY ZONING DISTRICT ENTITLED "STAGE 1 FIXED-GUIDEWAY RAPID TRANSIT SYSTEM-DEVELOPMENT ZONE'; AND (2) PRESENTATION OF PROPOSED CONCEPTUAL PLANS TO CONSTRUCT A MIXED-USE DEVELOPMENT ADJACENT AND ATTACHED TO THE SOUTH MIAMI METRORAIL STATION. WHEREAS, Hometown Station, Ltd. has submitted an application for approval of Master Plan Development Standards for the Mixed-Use Development of the South Miami Metrorail Station; and WHEREAS, Chapter 33C of the Code of Miami-Dade County establishes a joint City- E County review process for Development Standards of Metrorail mixed-use projects located within municipalities; WHEREAS,the Application provides the development guidelines espoused in the City's Hometown Plan and Comprehensive Plan; and WHEREAS,the Application has been reviewed extensively by the Miami-Dade County Rapid--Tfansft—Dev—elop them a—Impact Committee(RTDIC), a large group of-County Departments; and WHEREAS, the Assistant City Manager and Planning Director of the City sat on the RTDIC and participated in the public review process for the application; and WHEREAS, the Miami-Dade County Developmental Impact Committee Executive Council reviewed and approved the project at their March 6,2002 hearing; and WHEREAS, Chapter 33C 'requires review of the Development Standards by the applicable municipality; and WHEREAS, on April 30, 2002, the Planning Board, after public hearing, voted to recommend approval of the Development Standards; and WHEREAS, the Mayor and City Commission of the City of South Miami desire to accept the recommendation of the Planning Board. \74913\15884\#563025 v 1 4/17/02 10:45 AM li I Jer B. Proctor- 3ESOLUTI DOC Page 2 NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI,FLORIDA: Section 1: That the application for approval of the Development Standards at the South Miami Metrorail Station,is hereby approved. Section 2: This resolution shall be effective immediately after the adoption hereof. PASSED AND ADOPTED this ,day of 2002. ATTEST: APPROVED: CITY CLERK MAYOR READ AND APPROVED AS TO FORM: Commission Vote: Mayor Robaina: Vice Mayor Feliu: Commissioner Bethel: Commissioner Russell: Commissioner Wiscombe: CITY ATTORNEY \74913\15884\#563025 v 1 4/17/02 10:45 AM S: AMENDMENT#2 TO 2003 CONSOLIDATED RFA AGREEMENT BETWEEN 1Vl1011-DADS COUNTY AND HOMETOWN STATION,LTD. THIS AMENDMENT modifies the agreement entered into between Miami-Dade County (formerly known as Metropolitan Dade County) and Hometown Station, Ltd.,having offices at: 201 Alhambra Circle, Suite 1401, Coral Gables, Florida 33134, by granting a construction/startup extension fro March 31, 2004 to September 30, 2004 and a sellout/completion from March 31, 2005 to September 30, 2005 for the South Miami Elderly Housing development, as set forth below. 1. III. Effective Term Both parties agree that the effective term of.this agreement shall be from April 1,2003 to September 30,2005. 2. Scope of Services Scope of services,Attachment A,to the original agreement,is amended as set forth in revised Attachment A,attached hereto. The effective date of this amendment is February 19, 2004- Except for the changes enumerated herein, this agreement shall remain unchanged. Ward Pr&A=Wn1eau 20071m&M-1"W4 z0oz HoIldaDad WEI VH(M 9V29 SOC Bv3 9f-VT b00Z/TZ/60 1 IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by then respective and duly authorized officers this day of (SEAL) ATTEST: By: ignati; f Preside (Si tore of ) Type or Print Narne Type or Print Name Witness: By. - By: (Signature) (S e Tie or Pzirit Name Type or fr1i nt Name ATTEST: MYAMY-DADS COUNTY, FLORIDA xa,RVEY RwIlV, CLERr� __ _ _ . By: C��-CLERK �j �� —cc( GEOR E M. B GtE S �- s� P COUNTY MANAGER Apill +eQ end legal sufficiency. •:) coUN7Y 2 m av Assistant• ul °Attorn ey Prepared by Alberto J.Diaz,contracts officer Miami-Dade housing Agency Development and Loan Administration 2103 Coral Way 7th Floor Miami,Florida 33145 word eraAmea==20(0hWmM-r9-ZW4 c00� NOIJd3oaa avria vH0w 9VzG0gZS0C %v3 ZFVT i'0.0Z/TZ/60 Attachment A Funding Source:Surtax 2003 Rental for-profit(x) non-profit() New Construction Name of developer. Hometown Station, Ltd. Name of de velopment:South Miami Elderly Housing REVISED SCOPE OF SERVICES The County is making funds available I hrough the Documentary Surtax Program (Surtax) or State Housing Initiative Program (SHIP) for the express purpose of providing construction financing for.the Developer. Building construction must start no later than September 30, 2004 and shall be completed no later than September 30, 2005. The total amount of this Contract shall not exceed $1,000,000. This amount may be increased from money that is either recaptured or withheld from the original award from.other funding allocations ("Incentive-Pool"), subject to the terms and conditions of the Incentive Pool policies and procedures and approval of the Board of County Commissioners for Miami-Dade County; or as otherwise approved by the Board of County Commissioners. i The Developer agrees to construct an estimated 150 units and set aside 50 for very low income families and 100 for low income families. The rental amount and description of each unit is the following: 1 bedroom 590 sq.ft. . Net rent $725.00 . #of units 150 Rental amounts shall be in line with the fair market value and with rental amounts in the area of proposed development, and shall be affordable to low income and moderate income families as reflected in the application. The initial maximum net rental amount cannot exceed$725.00. The Developer agrees to notify the County in writing within two weeks of any changes in management company, All changes to this Contract must receive prior written approval from the County. The Developer agrees that when receiving Surtax funds at least seventy-five percent (75%) of the units approved under this Contract must be occupied by low-income families (defined by Miami-Dade County Ordinance No. 93-143 as those.earning 80.0 percent or less of median income). No more than twenty-five percent(25%) of the units may be occupied by moderate income families (defined by Miami- Dade County Ordinance No. 93-143 as those earning from 80.1 to 120.0 percent of median)if applicable. i The Developer agrees that when receiving SHIP funds at least thirty percent(30%)of the units approved under this Contract must be occupied by very-low income families defined as those earning 50.0 percent or less of median income. No more than twenty-five percent (25%) of the units may be occupied by moderate income families (defined by Miami-Dade County Ordinance No. 93-143 as those eaming from 80.1 to 120.0 percent of median)if applicable. The Developer shall provide the County with a complete set of permitted plans on each units model upon approval by the appropriate controlling municipality. The Developer shall provide the County, with a written commitment for construction financing from a financial institution(s)within ninety(90) days of award approval by the Board of County Commissioners. Page 19 of 23 Word Pmltev.Sco"2007 1mdwJAMVWMeM*I=-i9-20M V00[n xoii aoau av"ia VHaw 9MOSZ90C XVa LV:VT VOOZ/TZ/60 v AMENDMENT#1 TO 2003 CONSOLIDATED . RFA AGREEMENT BETWEEN MIAMI-DADS COUNTY AN-6 HOMETOWN STATION,LTD. THIS AMENDMENT modifies the agreement entered into between Miami-Dade County (formerly known as Metropolitan bade County) and Hometown Station,Ltd., having offices at: 201 Alhambra Circle, Suite 14011, Coral Gables, Florida 33134, by granting a construction/startup extension from September 30, 2003 to March 31, 2004 and a sellout/completion from September 30, 2004 to March 31, 2005 for the South Miami Elderly Housing development, as set forth below. 1. 111. Effective Term Both parties agree that the effective term of this agreement shall be from April 1,2003 to March 31,2005- 2. Sco a of Services — — - _- Scope of services, Attachrrierit A,fo the original agreement is arrmended asset forth in revised Attachment A, attached hereto. The effective date of this amendment is July 22,2003. Except for the changes enumerated herein, this agreement shall remain unchanged. Word Pro/Ammdmame 2091/mdm OM-1007 Gooe NOPAson avid vHax M90SZ50£ YVa Lt:tT t00Z/TZ/60 I i iN WITNESS WHEREOF, d2c Wks hm caused this Amendment to be executed 6v hetr t / respective and duly authorized offi: this Z'y~ day of�1�./� 2 4V 9) (SEAL) ATTEST: Br $ (Signa=um of g � Se (Sigia 4i or) Type or Print Name Type or Prim Name witness: By: By: (Signature) (Signature) Type or Print Name Type or Print Name �pV - AI f'EST: .yA. -_MIA1'Vff-DAO—E-COU TY,-F!L-0 ---=-- - - HA.RVEY , B By: . C RK �f lf+ d3 GEOR LK J3Uft ESS COWN MANAGER Approved as to form and legal sufficiency. Asks= County Attorney Prepared by Alberto J Diaz,contracts officer Miami-Dade Housing Agency Development and Loan Administration 2103 Coral way 7th Floor Miami,Florida 33145 W"re&N-ftM 9000 HOIAHOs i QyIQ VHQ% 9VZ9OSZSOC XV4 Lb:VT fi00Z/TZ/60 t r Attachment A Funding Source:Surtax 2003 Rental for-profit(x) non-profit() New Construction Name of developer Hometown Station, Ltd. Name of development:South Miami Elderly Housing REVISED SCOPE OF SERVICES The County is making funds available �throUgh the Documentary Surtax Program (Surtax) or State Housing Initiative Program (SHIP) for the express purpose of providing construction financing for the Developer. Building construction must start no later than March 31, 2004 and shall be completed no later than March 31, 2005. The total amount of this Contract shall not exceed $1,000,000. This amount may be increased from money that is either recaptured or withheld from the original award from other funding allocations ("Incentive Pool'), subject to the terms and conditions of the Incentive Pool policies and procedures and approval of the Board of County Commissioners for Miami-Dade County,or as otherwise approved by the Board of County Commissioners. The Developer agrees to construct an estimated 150 units and set aside 50 for very low income families and 100 for low income families. The rental amount and description of each unit is the following: 1 bedroom 590 sq. ft. Net rent $725.00 It of units 150 Rental amounts shall be in line with the fair market value and with rental amounts in the area of proposed development, and shall be affordable to low income and moderate income families as reflected in the application. The initial maximum net rental amount cannot exceed$725.00. i The Developer agrees to notify the County in writing within two weeks of any changes in management company. All changes to this Contract must receive Odor written approval from the County, The.Developer agrees-that when receiving Surtax funds at least seventy-five percent (75%) of the units approved under this Contract must be occupied by low-income families (defined by Miami-Dade County Ordinance No. 93-143 as those. earning 80.0 percent or less of median income). No more than twenty-five percent (25%) of the units may be occupied by moderate income families (defined by Miami- Dade County Ordinance No. 93-143 as those earning from 80.1 to 120.0 percent-of median)if applicable. The Developer agrees that when receiving SHIP funds at least thirty percent(30%) of the units approved under this Contract must be occupied by:very-low income families defined as those earning 50.0 percent or less of median income. No more than twenty-five percent (25%) of the units may be occupied by moderate income families (defined by Miami-Dade County Ordinance No. 93-143 as those earning from 80.1 to 120.0 percent of median) if applicable. The Developer shall provide the County with a complete set of permitted plans on each units model upon approval by the appropriate controlling municipality. The Developer shall provide the County with a written commitment for construction financing from a financial institution(s)within ninety(90)days of award approval by the Board of County Commissioners, Page 19 of 23 Word Pro/11ev.Scope 3003/mdm/Ameadmalt N1197-22-2007 L00O NonAaoaa avid vH(m 9MO9Z90C YVd LV:VT VOOZ/TZ/60 ' t � Project Name: South.Miami Elderly Housing Project Type; Rental New Construction FY 2003 AFFORDABLE HOUSING CONTRACT BETWEEN MIAMI-DADE COUNTY and Hometown Station, Ltd. This Contract, by and between Miami-Dade County, a political subdivision of the State of Florida, hereinafter referred to as "County" and Hometown Station, Ltd., hereinafter referred to as "Developer" and having offices at 201 Alhambra Circle; Suite 1401, Coral Gables, Florida 33134, states conditions and covenants for the rendering of housing activities hereinafter referred to as "Activities" for the County through its Miami-Dade Housing Agency (MDHA) hereinafter referred to as the"Department", and having its principal offices at 2103 Coral Way,7th floor, Miami, Florida 33145. WHEREAS, the Home Rule Charter authorizes Miami-Dade County to provide for the uniform health and welfare of the residents throughout the County and further provides that all functions• not otherwise specifically assigned to others hinder the Charter•shall be performed under the supervision of the County Manager; and WHEREAS, the State of Florida has created the SHIP and Surtax Programs in an effort to create affordable housing for low and moderate ii come residents depending on funding source; and WHEREAS., the Developer provides or will develop activities of value to the County, and has demonstrated an ability to provide these activities; and. WHEREAS, the County is desirous of obtaining such activities of the Developer and the Developer is desirous of providing such activities; and WHEREAS, the County has appropriated $1,000,000 of Surtax 2003 funds to the South Miami. Elderly Housing located at 5870 SW 70!Street, South Miami, Florida 33143. NOW, Therefore, in consideration of the mutual covenants recorded herein, the parties hereto agree as follows: . Indemnification The Developer shall indemnify and hold harmless the County and its officers, employees, agents and instrumentalities from any and all liability, losses or -damages, including attorneys' fees and costs of defense, which the County or its officers, employees, agents or instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings of any kind or nature arising out of, relating to or resulting from the performance of this Contract by the Developer or its employees, agents, servants, partners principals or subcontractors. The Developer shall pay all claims and losses in connection therewith and shall investigate and defend all claims, suits or actions of any kind or nature in the name of the County, where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorney's fees which may be issued thereon. The Developer expressly understands and agrees that any insurance protection required by this Contract or otherwise provided by the Developer shall in no way limit the responsibility to indemnify, keep and save harmless and defend the County or its officers, employees, agents and instrumentalities as herein provided. Page 1 of 23 Word Pr Xmuzw 2W31mdm 800 11 iIJAHOM Ma VH( 9VZ809Z80C YVA WtT VOOZ/TZ/60 i ' 2 II Insurance The Developer shall furnish to Miami-Dade Housing Agency (MDHA) Development and Loan Administration, 2103 Coral Way, 7th floor, Miami, Florida 33145, Certificate(s) of Insurance evidencing insurance coverage that meets the requirements as outlined below: 1. Worker's Compensation as required by Chapter 440, Florida Statutes. 2. Public Liability Insurance on a comprehensive basis in an amount. not less than $1,000,000 per occurrence for Bodily Injury and Property Damage combined. Miami-Dade County must be shown as an additional insured with respect to this coverage. 3. Automobile Liability Insurance covering all owned, non-owned and hired vehicles used in connection with this Contract in an amount not less than $500,000 per occurrence for Bodily injury and Property Damage combined_ DESIGN STAGE(IF APPLICABLE) In addition to the insurance required in (1) - (3) above, a Certificate of Insurance must be provided as follows: 4. Professional Liability Insurance in the name of the Developer or the licensed design professional employed by the Developer in an amount not less than $500,000 per occurrence providing for all sums which the Developer and/or the design professional shall become legally obligated to pay as damages for claims arising out of the services performed by the Developer or any person employed by the Developer in connection with this Contract This insurance shall be maintained fora period of two (2) years after the Certificate of Occupancy is issued. CONSTRUCTION PHASE(IF APPLICABLE) In addition to the insurance required in (1) - (4) above, the Developer shall provide or cause its Subcontractors to provide original policies,indicating the following types of insurance coverage prior to any construction: 5. Completed Value Builder's Risk Insurance on an "All Risk" basis in an amount not less than one hundred (100%) percent of the insurable value of the building(s) or structure(s). The policy shall be in the name of Miami-Dade County and the Developer. 6. Flood Insurance shall be provided for those properties found to be within a flood hazard zone, in an amount not less than the full replacement value of the completed structure(s) or the maximum amount of coverage available through the National Flood Insurance Program (NFIP), whichever is greater. The policy will show Miami-Dade County as a Loss Payee A.T.I.M.A- This policy will be provided at such time that the buildings' walls and roofs exist. OPERATIONIMANAGEMENT PHASE(IF APPLICABLE) After the Construction Phase is completed and occupancy begins, the following insurance must be kept in force throughout the duration of the Loan and/or Contract: ' 7. Public Liability in an amount not less than $1,000,000 per.occurrence for Bodily Injury and Property Damage combined. Miami-Dade County must be shown as an additional insured with respect to this coverage. Page 2 of 23 Word ProCAnLmeM 2NO/Odm• 6000 moild30au M([ VHQ)B 9VZ909ZSOC %V3 WVT VOOZ/TZ/60 8. Property Insurance Coverage on an "All Risk" basis in an amount not less than one hundred (100%) percent of the replacement cost of the property. Miam-Dade County must be shown as a Loss Payee with respect to this coverage A.T.I,M.A. 9. Flood Insurance coverage for those properties found to be within a flood hazard zone for the full replacement value(s) of the structure(s) or the maximum amount of coverage available through the National Flood Insurance Program.(NFIP). The policy will show Miami-Dade County as all-oss Payee A.T.I.M.A. DEVELOPER LIABILITY OBLIGATION Compliance with the foregoing requirements shall not relieve the Developer of his/her liability and obligation under this subsection or under any subsection of this Contract The contract is contingent upon receipt of the insurance' documents at the time of contract execution after the Board of County Commissioners'approval. If the Insurance Certificate is received within the specified period, but not in the manner prescribed.in these requirements, the Developer shall be verbally notified of the deficiency and shall have an additional five(5)calendar days to submit a corrected certificate to the County. Fgilure to Provide Certificates of Insurance. If the Developer fails to furnish the County with the Certificate of Insurance or written verification required under this section or as determined by the County's Risk Management Division after review of the Scope of Services (Attachment A), the County shall not disburse any funds until it is provided with the necessary Certificates of Insurance or written verification. Failure to provide the Certificates of Insurance or written verification within ten (10) calendar days after Contract execution may result in termination of this Contract CERTIFICATE CONTINUITY The Developer shall be responsible for assuring that the insurance certificates required in conjunction with this subsection remain in force for the duration of the Contract period, including any and all option years, if applicable. If the insurance certificates are scheduled to expire during the Contract period, the Developer shall be responsible for submitting new or renewed insurance certificates to the County at a minimum of thirty(30)calendar days before such expiration. In the event that expiration certificates are not replaced with new or renewed certificates that cover the Contract period, the County shall suspend the Contract until the new or renewed certificates, are received by the County in the manner prescribed in the requirements; provided, however, that this suspended period does not exceed thirty (30) calendar days. If such suspension exceeds thirty (30) calendar days, the County may, at its sole discretion, terminate the Contract for cause. Prior to execution of the Contract by the County and commencement of the contracted services, the Developer shall obtain all insurance required under this Section and submit same to the County for approval. All insurance shall be maintained throughout the term of the Contract. The Public Liability Insurance coverage�as required in aforementioned paragraph above shall include those classifications, as listed in Standard Liability Insurance Manuals, which are applicable to the operations of the Developer in the performance of this Contract. All insurance policies required above shall be issued by companies authorized to do business under the laws of the State of Florida, with the following qualifications: Insurance R ating. The Insurance Company must be rated no less than "B"as to management, and no less than "Class V" as to financial strength, according to the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent, subject to the approval of the . County Risk Management Division. Certificates will show that no modification or change in insurance shall be made without thirty (30) days written advance notice to the certificate holder. Page 3 of 23 wod Pm/UnInaP zM ndm OTOIn Noildz[Daa M(i VH(W 9vZ90MOC %V3 W 6T bOOZ/TZ/60 Modification an�g=. The Developer shall notify the County of any intended changes in insurance coverage, including but not limited to any renewals of existing insurance policies, Upon review of the Contractor's Scope of Services (Attachment A) by the County's Risk Management Division, the County may increase, decrease, waive or modify any of the following insurance requirements. Any request by a Developer to decrease, waive or modify any of the following insurance requirements must be approved in writing by the County's Risk Management Division, Conflict of Interest The Developer agrees to abide and be governed by Miami-Dade County Ordinance No. 72-82 (Conflict of Interest Ordinance), as amended, which is incorporated herein by reference as if fully set forth, in connection with its contract obligations hereunder. IV Civil Rights The Developer agrees to abide by Chapter II-A, of the Code-of Miami-Dade County ("County Code"), as amended, applicable to non-discrimination in employment, housing and public accommodation. The Developer agrees that it is in compliance with the Domestic Violence Leave, codified as 11A-60 et, seq. of the Miami-Dade County Code, which requires an employer, who in the regular course of business has fifty (50) or more employees working in Miami-Dade County for each working day during each of twenty(20) or more calendar work weeks'to provide domestic violence leave to its employees. Failure to comply with this local law may be grounds for voiding or terminating this Contract or for commencement of debarment proceedings against Provider. Code of Business Ethics: In accordance with Section 2-8.1(i) of the Code of Miami-Dade County each person or entity that seeks to do business with Miami-Dade County shall adopt a Code of Business Ethics ("Coded and shall prior to execution of any CQntract between the gontractor and jhp County. submit an affidavit stating that the co tractor has adopted a Code that complies with the requirement of Section 2-8.101 of the Miami-Dade County Code (Form A-12). Any person or entity that faits ko submit the reguired affidavit shall be ineligible for contr_act award: Pursuant to S ctian 287.133(2)(a) of the Florida Statutes. a peson or affiliate who has been placed on the convicted vendor list followl1bg g conviction for a public entity crime may not submit a contract-to-prQylde any goods or se Icep to a public onfity, may not subrnit_a_c_Qntr;pgA with a public ent1jY for the construction or repair of a•public building or public work, may not submit leases of real l2mpert to a public entlty,_may not be awarded or perform work as a contractor, supplier, subcontractor, or cons�ltar># under a conTact with any public entity- and may not transact business with any public entity in excess of the threshold amount provided in Section 287,017 of the Florida Statutes, for CATEGORY TVy0 for 0period of 36 months from the date of being placed on the convicted vendor- Where applicable,the Developer agrees to abide and be governed by Titles VI and VII, Civil Rights Act of 1954(42 USC 2000 D and E) and Title Vlll of the Civil Rights Act of 1968, as amended,which provides in part that there will not be discrimination of race, color, sex, religious background, ancestry or national origin in performance of this Contract, in regard to persons served,or in regard to employees or applicants for employment. It is expressly understood that upon receipt of evidence of such discrimination, the County shall have the right to terminate said Agreement The Developer also agrees to abide and be governed by the Age Discrimination Act of 1975,42 USC, as amended, which provides in part that there shall be no discrimination against persons in any area of Y employment because of age. Page 4 of 23 Word Pro Conuacu20071mdm TTO O Noiiaaoau avid VHQ 9VZS0SZ90C YVd 6V:6T VOOZ/TZ/60 I f {i rte` The Developer agrees to abide and be governed by Section 604, of the Rehabilitation Act of 1973, as amended,29 USC 794, which prohibits discrimination on the basis of handicap. The Developer agrees to abide and be governed by the requirements of the Americans with Disabilities Act(ADA). Americans with Disabilities Act fADAY of 1990 - The Developer shall attest to and submit the required Disability Non-discrimination Affidavit assuring compliance with 211 applicable requirements of the laws listed below, including but not limited to, those provisions pertaining to employment, provision and program services, transportation, communications, access to facilities, renovations, and new construction. If any attesting firm, or any owner, subsidiary, or other firm affiliated with or related to the attesting firm, is found by the responsible enforcement agency, the Courts or the County to be in violation of the Acts,.the County will conduct no further business with such attesting firm. Any contract entered into,based upon a false affidavit, as listed below,and submitted pursuant to this resolution shall be voidable by the County: 1. Miami-Dade County Ownership Disclosure Affidavit 2. Miami-Dade County Employment Family Leave Affidavit 3. Miami-Dade County Employment Drug-Free Workplace Affidavit 4. Miami-Dade County Employment Disclosure Affidavit 5. Disability Non-Discrimination Affidavit 6. Criminal Record Affidavit 7. Public.Entity Affidavit 8, Related-Party Disclosure Information 9. Miami-Dade County Affidavit Regarding Delinquent and Currently Due Fees or Taxes 10. Affirmative Action Affidavits 11. Current on all County Contracts, Loans,and Other Obligations Affidavit 12, Project Fresh Start Affidavit 13. Domestic Violence Leave Affidavit 14. Code of Business Ethics Affidavit 15. Financial and Conflicts of Interest Affidavit If any attesting firm violates any of the Acts below during the term of any Contract such firm has with the County, such Contract shall be voidable by the County, even if the attesting firm was,not in violation at the time it submitted its affidavit The applicable Acts are as follows: I 1, The Americans with Disabilities Act of 1990 (ADA), Pub. L. 101-336, 104 Stat 327, 42 U.S.C. 12101-12213 and 47 U.S.C. Sections 225 and 611 including Tite 1,Employment; Title 11, Public Services; Title III, Public Accommodations and Services Operated by Private Entities;Title IV,;Telecommunications; and Title V, Miscellaneous Provisions. 2. The Rehabilitation Act of 1973, 29 U.S.C.Section 794; 3.. The Federal Transit Act, as amended 49 U.S.C. Section 1612; 4. The Fair Housing Act as amended,42 U.S.C. Section 3601-3631. Page 5 of 23 Woed Fro/Comram 2OD3/mdm ZTO� NoImoau avm vH(m 9MOSZ2OC Yva Wtl VOOZ/TZ/60 gff�15 V Notices County and Developer mutually agree, 1. It is understood and agreed between the parties hereto that written notice addressed to the Department and mailed or delivered to the address appearing on page 1 of this Contract and written notice addressed to the Developer and mailed or delivered to the address appearing on page 1 of this Contract shall constitute sufficient notice to either party to.comply with the terms of this Contract, 2. Any alterations, variations, modifications or waivers of provisions of this Contract shall only be valid when they have been reduced to writing, duly approved and signed by both parties and attached to the original of this Contract. This Contract contains all the terms and conditions agreed upon by the parties. No other agreement, oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or-bind any of the parties hereto. i VI Autonomy Both parties agree that this Contract recognizes the autonomy of and stipulates or implies no affiliation between the contracting parties. It is expressly understood and intended that the Developer is only a recipient of funding support and is not an agent or instrumentality of the County. Furthermore, the Developer's agents and employees are not agents or employees of the County. VII Effective Term Both parties agree that the effective term of this Contract shall be from April 1, 2003 to September 30, 2004. '! VII Breach of Contract.County Remedies A. Breach. A breach by the Developer shall have occurred under this Contract if.- (1) the Developer fails to provide the services outlined in the Scope of Services (Attachment A) within the effective term of this Contract; (2)the Developer ineffectively or improperly uses the County funds allocated under this Contract; (3) the Developer does not furnish the Certificates of Insurance required by this Contract or as determined by the County's Risk Management Division;,(4)the Developer does not furnish proof of licensure and certification required by this Contract; (5)the Developer,fails to submit, or submits incorrect or; incomplete, proof of expenditures to support disbursement requests or fails to submit or submits incomplete or incorrect detailed reports of expenditures or final expenditure reports; (6) the'Developer does not submit or submits incomplete or incorrect required reports; (7) the Developer refuses to allow the County access to records or refuses to allow the County to monitor, evaluate and review the Contractor's program; (8) the Developer discriminates under any of the laws outlined in Section IV of this Contract; (9) the Developer falsifies or violates the provisions of the Drug Free Workplace Affidavit (Exhibit B); (10) the Developer, attempts to meet its obligations under this Contract through fraud, misrepresentation or material misstatement; (11) the Developer fails to correct deficiencies found during a monitoring, evaluation or review within the specified time; (12) the.Developer falls or refuses to return all items of capital improvement in the same condition as received,at the beginning of the Agreement except ordinary wear and tear, or (13) the Developer fails to fulfill in a timely and proper manner any and all of its obligations, covenants, agreements and stipulations in this Page 6 of 23 Word Prv/C.JrJO!!$Oa3leidm CTOIn NoildsDau QV'ia VHaK 96Z905Z50C %Vd OS:VT b00Z/TZ/60 Contract. waiver of breach of any provisions of this Contract shall not be deemed to be a waiver of any other breach and shall not be construed to be a modification of the terms of this Contract. B. County Remedies. If the Developer breaches this Contract, the County may pursue any or all of the following remedies: 1. The County may terminate this Contract by giving written notice to the Developer of such termination and specifying the effective date thereof at least ten (10) days before the effective date of termination. In the event of termination, the County may: (a) request the return of all finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared, and capital equipment secured by the Developer with County funds under this Contract; (b) seek reimbursement of County funds allocated to the Developer under this Contract; and/or (c) terminate or cancel any other contracts entered into between the County and the Developer. The Developer shall be responsible for all direct and indirect costs associated with such termination, including attorney's fees; 2. The County may suspend payment in whole or in part under this Contract by providing written notice to the Developer of such suspension and specifying the effective date thereof, at least ten (10) days before the effective date of suspension. If payments are suspended, the County shall specify in writing the actions that must be taken by the Developer as condition precedent to resumption of payments and shall specify a reasonable date for compliance. The County may also suspend.any payments in whole or in part under any other contracts entered into between the County and the Developer. The Developer shall be responsible for all direct and indirect costs associated with such suspension, including attorney's fees; 3. The County may seek enforcement of this Contract including but not limited to filing an action with a court of appropriate jurisdiction. The Developer shall be responsible for all direct and indirect costs associated with such enforcement, including attorney's fees; 4. The County may debar the Developer from future County contracting; 5. If,for any reason,the Developer should attempt to meet its obligations under this Contract through fraud, misrepresentation or material misstatement, the County shall, whenever practicable terminate this Contract by giving written notice to the developer of such termination and specifying the effective'date thereof at least ten (10) days before the effective date of such termination. The County may terminate or cancel any other contracts which such individual or entity has with the County. Such individual or entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney's fees. Any individual or entity who attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement may be debarred from County contracting for up to five(5)years; 6. Any other remedy available at law or equity. The County Manager is authorized to terminate this Contract on behalf of the County. C. Damaoes Sustained. Notwithstanding the above, the Developer shall not be relieved of liability to the County for damages sustained by,the County by virtue of any breach of the Contract, and the County may withhold any payments to the Developer until such time as the exact amount of damages due the County is determined. The County may also pursue any remedies available at law or equity to compensate for any damages sustained by the breach. The Developer shall be responsible for all direct and indirect costs associated with such action, including attorney's fees. Page 7 of 23 wori rwConrrun=/Mft VTOO KOI1aHOHH M(l VHaK 9VU09990C %V3 09:tT VOOZ/TZ/.60 IX Termination A. Terminarlon pt Will This Contract, in whole or in part, may be terminated by the County upon no less than ten (10)working days notice when the County determines that it would be in the best interest of the County. Said notice shall be delivered by certified mail, return receipt requested, or in person with proof of delivery. B. Termination for Convenience The County may-terminate this Contract, in whole or in part, when both parties agree that the continuation of the activities would not produce beneficial results commensurate with the further expenditure of funds. Both parties shall agree upon the termination conditions. C. Termination Because of Lack of Funds In the event of a funding short-fall, or a reduction in federal appropriations, or should funds to finance this Contract become unavailable, the County may terminate this Contract upon' no less than twenty-four (24) hours written notification to the Developer. Said notice shall be delivered by certified mail, return receipt requested, or in person with proof of delivery. The County shall be the final authority to determine whether or not funds are available. The County may at its discretion terminate, renegotiate and/or adjust the contract award, whichever is in the best interest of the County. D. Termination for Substantial Funding Reduction In the event of a substantial funding reduction of the allocation to the Developer through Board of County Commissioners' Action, the Developer may, at its discretion, request in writing from the Director of MDHA a release from its contractual obligations to the County. The Director of MDHA will review the effect of the request on the community and the County prior to making a final determination. E. Termination for Breach The County may terminate this Contract, in whole or in part, when the County determines in its sole and absolute discretion, that the Developer is not making sufficient progress thereby endangering the ultimate Contract performance or is not materially complying with any term or provision of this Contract. Unless the Contractor's breach is waived by the County in writing, the County may, by written notice to the Developer, terminate this Contract upon no less than twenty-four(24) hours notice. Said notice shall be delivered by certified mail, return receipt requested, or in person with proof of delivery. Waiver of breach of any provision of this Contract shall not be deemed to be a waiver of any other breach and shall not be construed to be a modification of the terms of this Contract. The provisions herein do not limit County's right to legal or equitable remedies. F. Penalties for Fraud Misrepresentation or M&Hal Misstatement In accordance with the Code of Miami-Dade County, Section 2-8.4.1, any individual or corporation or other entity that attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement, shall have its Contract with the County terminated, whenever practicable, as determined by the County. The County may terminate or cancel any other contracts which such individual or other subcontracted page 8 of 23 WM PWC MMM zownM 5T0O uoI,Id on aria VH(m 9bZSOSZ50C XVa T5:bT 600Z/TZ/60 entity has with the County. Such individual oi�entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney's fees. The foregoing notwithstanding, any individuai'or entity who attempts to meet it contractual obligations with the County through fraud, misrepresentation or material misstatement may be disbarred from County contracting for,up to five(5)years. G. Payment Settlement If termination occurs, the Developer will be paid for allowable costs incurred in carrying out activities required by its Contract up to the date and time of.termination. H. No Pal tof Subcontractors In no event shall County i rids be advanced directly to any subcontractor hereunder. "q,' ._�X Amount Payable Subject to available funds, the maximum amount payable under this Contract shall not exceed $1,000,000 of Surtax 2003 funds. The parties agree that should funding to the County be reduced, the amount payable under this Contract may be proportionately reduced at the option of the County. Xl Program The Developer agrees to render services in accordance with the Scope of Service which is incorporated herein and attached hereto as Attachment A. Payment The County agrees to pay the Developer for services rendered under this Contract based on the payment schedule. The Developer agrees to submit payment requests to the Department accompanied by such documentation as requested by the Depaitment Payment shall be made in accordance with the procedures as outlined below: Method of Payment: The Developer shall be paid as described below: 1. The Developer shall be paid for those expenses allowed pursuant to the provisions . provided below only when the Developer submits to the County adequate proof, as determined by the County in its sole discretion, that the*Developer has incurred the expenditures. It shall bei presumed that the Developer has provided adequate proof of having incurred expenses if the Developer submits to the County canceled checks or original invoices approved by the Contractor's authorized representative. When original documents cannot be presented, the Developer must adequately-justify their absence in writing and fumish copies of those documents to the County. 2. Requests for payment (reimbursement) shall be assembled by calendar month and submitted to the County no less frequently than monthly. Failure to comply may result in rejection of invoices. 3. in no event shall the County provide advance funding to the Developer or to any subcontractor hereunder, nor shall the Developer advance funds to any party. Page 9 of 23 ward Pro/Gentnae Z0o3lmdm , 9T0in NoIJAE13HI Ma VHU 9VZ9O9ZBOC XVa T9:tT V00Z/TZ/60 I , ' I ' 4. Any payment due under the terms of this Contract may be withheld pending the receipt and approval by the County of all reports and documents which the Developer is required to submit to, the County pursuant to the terms of this Contract or any amendments thereto. 5_ No payments will be made without evidence of appropriate insurance required by this Contract. Such evidence must be on file with the County and the County's Risk Management Division, Except as provided by the funding source, the County must recbive the final request for payment from the Developer no more than sixty(60)calendar days after the expiration or termination of this Contract. If the Developer fails to comply with this requirement, the Developer will forfeit all rights to payments if the County, in its sole discretion, so chooses. 6. All monies paid to the (Developer which have not been used to retire outstanding obligations of this Contract must be,refunded to the County. 7. Any unexpended funds remaining after the completion of the services under this Contract, or after the termination of this Contract shall be recaptured in full by the County. 8, Developer agrees to assign any proceeds to• the County from any Contract between the County, its agencies or linstrumentalities and the Developer or any firm, corporation, partnership or joint venture in which the Developer has a controlling financial interest in order to secure repayment of the loan. "Controlling financial interest" shall mean ownership, directly or indirectly to ten percent or more of the outstanding capital stock in any corporation or direct or indirect interest of ten percent or more-in a firm, partnership or other business entity. Loan Terms FINANCING TERMS FOR RENTAL NEW CONSTRUCTION PROJECTS Rental New Construction- Loans Rates l Tax credit projects will pay 0% interest for the period of corrmpllance. After the compliance period ends, principal and interest payments will begin"at 3% interest rate or the remainder of the term. Non-tax credit projects will be charged principal and inter est from 0%-6%. Final determination of rate and term will be made by the MDHA staff. During the period of construction, payments of interest only will be made. All permanent loans are for a period of 30 years. The Loan shall bear interest on the funds outstanding pursuant to the Loan terms as described in this' Article. The Loan and all interest accrued thereon.shall become due and payable in the last day of the amortization period the "Maturity Date"; provided, however, that in the event the Owner has met all of its obligations under the Rental Regulatory Agreement, then the County shall'assign the Promissory Note to the general partner of partnership if applicable, Commitment Fee A non-refundable commitment fee of one percent (1%) o the funds allocated will be charged to'the successful applicant(s) (excluding CDC's or CDC's join venture where the ,CDC's are financial Page 10 of 23 Word rm CoouaW 2M7hodm LTO O NOiLL oaa av iu VHS 9V9S09Z90E YVd T9:VT tOOZ/TZ/60 beneficiaries of 51"A or more of the project) in accordance with Resolution#R-1174-86. This fee must be paid by the successful applicant(s)to Miami-Dade County at the time of contract execution. r XIV Acces§to Records The Developer shall provide access to all of its records and agrees to provide such assistance as may be necessary to facilitate their review by the County when deemed necessary by the County to insure compliance with applicable accounting and financial standards. The Developer shall make all records or documents which relate to this Contract available to the County at the Developer's place of business during regular business hours. XV Monitorino The Developer agrees to permit the Department, the County, State-and Federal authorized personnel to monitor, according to applicable regulations, the program-which is the subject of this Contract. The Department shall monitor both fiscal and programmatic compliance with all the terms and conditions of this Contract. The Developer shall permit the Department to conduct site visits, client assessment surveys, and other techniques deemed reasonably necessary to fulfill the monitoring function. A report of the Departments findings will be delivered to the Developer, and the Developer will rectify all deficiencies cited within the period of time specified in the report. J XVI Documents The Developer shall submit documents to the Department as described below or any other document in whatever form, manner, or frequency as prescribed by the'Department. These will be used for monitoring progress, performance, and compliance with this Contract and for compliance with applicable County and federal requirements. 1. Certificate f Insurance'- original to be received by the Department at the time of submission of the construction loan package and prior to payments made by the County and as they are renewed throughout this Contract period. 2. Progress Reports a. The Developer shall submit a Quarterly Status Report in the form provided by the Department and it may be revised by the Department, which shall describe.the progress made by the Developer in achieving each of the objectives and action steps identified in Attachment A,"Scope of Services." b. The Developer shall submit to the County a cumulative account of its activities under this Contract The Developer must report specific information regarding the status of the contracted activities, including accomplishments and/or delays encountered during the implementation of the project. Contractors_ engaged in rental new construction projects shall report on the progress of their activities including the number of housing units completed and occupied. The Developer shall also report demographic information on each head of household. Each goal and corresponding objective(s), as indicated in the approved Scope of Services, must be addressed as part of this report. Page 11 0£23 Ward Pro/Contmtu ZOM/Indm STOO NOIJA3Oaa avlia VHm4 M2059509 %Vd zs:tT WC/TZ/60 i The Developer shall ensure that the Department receives each report on a quarterly basis no later than on the 10th day of the following month. The Developer shall submit to the County, in a timely manner, any other information.deemed necessary by the County, and its presentation shall comply with the format specified-at the time of the request Failure to submit the Progress Reports or other information in a manner satisfactory to the County by. the due date shall render the Developer in noncompliance with this ��t°1 . The County may require the Developer to forfeit its claim to payment requests or the County may invoke the termination provision in this Contract by giving five days written notice of such action to be taken. i 3. . Audit Report - The Developer shall submit to the Department an annual audit report as requested by the Department. 4. Affirmative Ac1iQn ?lan, - The Developer shall report to the Department information relative to the equality of employment opportunities whenever so requested by the Department. �± XNAI Restrii ction on the Use of Funds The funds received under this Contract will Inot be used to supplant other funds. A. Adverse Actions or Proceedina. The Developer shall not utilize County funds to retain legal counsel for any action or proceeding against the County or any of its agents, instrumentalities, employees or officials. The Developer shall not utilize County funds to provide legal representation,.advice or counsel to any client in any action or proceeding against the County or any of its agents, instrumentalities,employees or officials. B. Religious Purposes. County funds:shall not be used for religious purposes. C. Comminaling Funds. The Developer shall not commingle funds provided under this Contract with funds received from any other,funding sources. XVI Inventory-Capital Equipment and Real Property All capital items acquired for the project by the Developer with funds allocated in this Contract shall be considered County fixed assets and shall be inventoried as County property. A capital item shall be an item that (1) has a service life in excess of one year, (2) is either complete within itself or is a major component of another item of property; (3) by definition cannot be described either.as supplies or materials; (4)will not be consumed or lose its identity; and(5)has a unit cost of$500 or more. The County may in its discretion allow the Developer to retain possession of capital equipment after expiration of this Contract as long as the Developer continues to provide the service described in the Scope of Services (Attachment A) or another service that the County determines to be of value. If the Developer disbands, becomes defunct or in any way ceases to exist or if the Developer ceases to provide the service described in the Scope of Services or another service of value, the County shall ieclaim the Kerns of capital equipment. The Developer shall establish and maintain a property control system, and shall be responsible for maintaining a current inventory on all capital items purchased with County funds on forms provided by the Department or on forms mutually agreed upon by the Department and the Developer, This will include listing on a property record by description, model, serial number, date of acquisition and cost. Such Paige 12 of 23 Wand PmManlmas 2003/mdm 6T0 ' NOI,AdOdd UV la VH K 9MOS990C Yva U:bT VOOZ/TZ/60 property shall be inventoried annually and an inventory report-shall be submitted to the Department. Records for capital items shall be retained for three(3)years after its disposition. XIX Modifolion Any alterations, variations, modifications, extensions or waivers of provisions of this Contract including but not limited to amount payable and effective term shall only be valid when they have been produced in writing, duly approved and signed by both parties and attached to the original of this Contract EM XX Contract Guidelines : The Developer agrees to comply with all applicable Federal, State and County laws, rules and regulations, which are incorporated herein by reference or fully set forth herein. the Developer agrees to abide and be governed b Chapter If the Developer is a corporation not-for-profit, p g g y p 617 of the Florida Statute, particularly Sections 617,0830 through 617.0835 as amended, which is incorporated herein by reference as it fully set forth herein in connection with its Contract obligations hereunder. If the Developer is a corporation, the Developer agrees to abide and be governed by Chapter 607 of the Florida Statute, particularly Sections 607.0830 through 607.0833, as amended, which is incorporated herein by reference as if fully set forth herein in connection with its contractual obligations hereunder. All Developers that are corporations whether for profit or not-for-profit agree to abide and be governed by the Developer's Articles of Incorporation an!d By-laws which are incorporated herein by reference as if fully set forth herein in connection with its Contract obligations hereunder. ARTICLE XXI' Subcontracts 1. The Developer shall not assign or subcontract this Contract without the prior written consent of Miami-Dade County, and the Developer shall ensure that all subcontracts and assignments: I a. Comply with all applicable Surtax and SHIP requirements as applicable. b. Identify the full, correct, and legal name of the party; C. Describe the activf es to be performed; d. Present a complete and accurate breakdown of its price component; e. Incorporate a provision requiring compliance with all applicable regulatory and other requirements of this Contract and with any conditions of approval that the County deem necessary. This applies only to subcontracts and assignments in which parties are engaged to carry out any eligible substantive programmatic service, as may'be defined by the County, set forth in this Contract The Department shall in its sole discretion-determine when services are eligible substantive programmatic services and subject to the audit and record-keeping requirements described above; f. Incorporate the language of Attachment B Miami-Dade Affidavits, "Certification Regarding Lobbying." Page 13 of 23 WorO Prolronvmx 2OWnidm . OZOf�j NOIIIJHOH2i QV'IQ VH(N 9rZ505Z50C %Vd Z9:bT b00Z/TZ/60 2. - The'Developer shall incorporate in all consultant subcontracts this additional provision: The Developer is not responsible for any insurance or other fringe benefits, e.g-, social security, income tax withholdings, retirement or leave benefits, for the Consultant or employees of the Consultant normally available to direct employees of the Developer.The Consultant assumes full responsibility for the provision of all insurance and fringe benefits for himself or herself and employees retained by the Consultant in carrying out the Scope of Services provided in this Contract as Attachment A. 3. The Developer shall be responsible for monitoring the contractual performance of all subcontracts and their progress toward meeting the approved goals and objectives indicated in the attached S�pe of Services (Attachment A). 4. The Developer shall receive from the Department written prior approval for any subcontract engaging any party who agrees to carry out any substantive programmatic activities as may be determined by the Department as described in this Contract The Department's approval shall be obtained prior to the release of any funds for the subcontractor. 5. The Developer shall receive written approval from the Department prior to either assigning or transferring any obligations or responsibility set forth in this Contract or the right to receive benefits or payments resulting from this Contract 6. Approval by the Department of any subcontract or assignment shall not under any circumstance be deemed to provide for the incurrence of any obligation by the Department in excess of the total dollar amount agreed upon in this Contract. 7. If this Contract involves the expenditure of $100,000 or more by the County and the Developer intends to use subcontractors to provide the services •listed in the Scope of Service(Attachment A) or suppliers to supply the materials,the Provider shall provide the names of the subcontractors and suppliers on the form attached as Attachment D. Developer agrees that it will not change or substitute subcontractors or suppliers from those listed in Attachment D without prior written approval of the Department. i XXII Prior Approval When applicable, the provider shall obtain prior written approval from the Department before undertaking any of the following: 1. The disposal of all Contract records. 2. Any and all changes to contractors project, including, but not limited to changes in sales price or rents, start-up and completion date extension request, units set-aside,floor plans and amounts to be contributed towards closing. P4 ; ' t "!+ XXIV Seyerabilh of Provisions If any provision of this Contract is held invalid, the remainder of this Contract shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. AM XXV Sionage. Publicity and Advertisements Publicl1y It is understood and agreed (between the parties hereto that this Developer is funded by Miami-Dade County. Further, by the acceptance of these funds,the Developer agrees that events funded by this Contract shall recognize the Courity as a funding source. The Developer shall ensure that all publicity, public relations, advertisements and signs recognizes the County for the support of all contracted activities. This is to include, but is not limited to, all posted signs, pamphlets, wall plaques, cornerstones, dedications, notices, flyers,I brochures, news releases, media packages, promotions, and stationary. The Developer shall ensure that all media representatives, when inquiring about the activities funded by this Contract, are informed that the County is a funding source. All signs to be posted that relate to the County activities must have prior approval and must meet the standard specifications as established by the County. The use of the official County logo is permissible. The Developer shall agree to have site signs as specified in Attachment C. In-house signs, whether for acquisition, construction, or service activity, shall be coordinated with the Department REQUEST FOR PAYMENTS,CLOSING,AND FUTURE FUNDING WILL NOT BE PROCESSED UNTIL COMPLIANCE WITH THE SIGNAGE REQUIREMENTS ARE MET. Waiver of Trial Neither the Developer, subcontractor, nor any other person liable for the responsibilities, obligations, services and representations herein, nor any assignee, successor, heir or personal representative of the Developer, subcontractor or any such other person or entity shall seek a jury trial in any lawsuit, proceeding, counterclaim or any other litigation procedure based upon or arising-out of this Contract, or the dealings or the relationship between or among such persons or entities, or any of them. Neither Developer, subcontractor, nor any such person or entity will seek to consolidate any such action in which a jury trial has been waived. The provisions of this paragraph have been fully discussed by the parties hereto, and the provisions hereof shall be subject to no exceptions. No party has in any way agreed with or represented to any other party that the provisions of this paragraph will not be fully enforced in all instances. I Notice and Contract MDHA's representatives for this Contract are the contract officers. In the event that different representatives!are designated by either party after this Contract is executed, or the Developer changes its address, notice of the name of the new representative or new address will be rendered in writing to the other party and said notification attached to originals of this Contract. i XXVIII Mis_ Ice langgus A. Independent Private Sector Inspector Gelgr�l Reviews. Miami-Dade County has established the Office of Inspector General which is empowered to perform random audits on all County contracts throughout the duration of each contract. Grant recipients are exempt from paying the cost of the audit which is normally "/< of 1% of the total contract amount Page 15 of 23 • wordPtolConrroetezou3/mdm ZZO in HOIJAHOHH QV'IQ VHaK %V,3 CS:VT tOOZ/TZ/60 The Miami-Dade County Inspector General is authorized and empowered to review past, present and proposed County and Public Health Trust programs, contracts, transactions, accounts, records and programs. In addition, the Inspector General has the power to subpoena witnesses, administer oaths, require the production of records and monitor existing projects and programs. Monitoring of an existing project or program may include a report concerning whether the project is on time, within budget and in compliance with plans,specifications and applicable law. The Inspector General is empowered to analyze the necessity of and reasonableness of proposed change orders to the Contract The Inspector General is empowered to retain the services of independence private sector inspectors general (IPSIG) to audit, investigate, monitor, oversee, inspect and review operations, activities, performance and procurement process including but not limited to project design, bid specifications, proposal submittals, activities of the Provider, its officers, agents and .employees, lobbyists, County staff and elected officials to ensure compliance with Contract specifications and to detect fraud and corruption. Upon ten (10) days prior written notice to the Provider from the Inspector General or IPSIG retained by the Inspector Geheral, the Provider shall make all request records and documents available to the Inspector General or IPSIG for inspection and copying. ,The .Inspector General and IPSIG shall have the right to inspect and copy all documents and records in the Provider's possession, custody or control which, in the Inspector General or IPSIG's sole judgment, pertain to performance of the contract, including, but not limited to original estimate files, worksheets, proposals and agreements from and with successful and unsuccessful subcontractors and suppliers, all project-related correspondence, memoranda, instructions, financial documents, construction documents; proposal and contract documents, back-charge documents, all documents and records which involve cash, trade or volume discounts, insurance proceeds, rebates, or dividends received, payroll and personnel records, and supporting documentation for the aforesaid documents and records. The provisions in this section shall apply to the Provider, its officers, agents, employees, subcontractors and suppliers:The Provider shall incorporate the provisions in this section in all subcontractors and all other agreements executed by the Provider in connection with the performance of the Contract Nothing in this Contract shall impair any independent right of the County to conduct audit or investigate activities. The provisions of this section are neither,intended nor shall they be construed to impose any liability on the County by the Provider or third parties. B Contract GUidelings. The Provider agrees to comply with all applicable Federal, State and County laws, rules and regulations, which are incorporated herein by reference or fully set forth herein, this Contract shall be interpreted according to the laws of the.State of Florida and proper venue for this Contract shall be Dade County, Florida. C. Modifizatlons. Any alterations, variations, modifications, extensions or' waivers of provisions of this Contract including but not limited to amount payable and effective term shall only be valid when they have been reduced to writing, duly approved and signed by both parties and attached to the original of this Contract. The County Manager is authorized to make modifications to this Contract as described herein on behalf of the County, D. Counterpart. this Contract is signed in five (5) counterparts, and-each counterpart shall constitute an original of this Contract. Page 16 of 23 wom rt/C nvml som/mdm r CZO(�j Noildaoau M(l VHaK 96Z OMOC %V,3 c5:rT 6002/TZ/60 Headings, Use ular and Ggnde r. Paragraph headings are for convenience only and are not intended to expand or restrict the scope or substance,of the provisions of this Contract Wherever used herein, the singular shall include the,plural and plural shall include the singular, and pronouns shall be read as masculine, feminine or neuter as the context requires. F. Totalfty of AgreemenVSgVerabilily Qf Provisi n . This page Agreement with its attachments as referenced(below contain all the terms and conditions agreed upon by the. parties: Attachment A: 'Contract Program Narrative(Scope of Services) Attachment B: Miami-Dade County Affidavits and State Public Entities Crime Affidavits Attachment C: Signage Requirements Attachment D: Subcontractor and Suppliers List No other Contract, oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or bind any of the parties hereto. If any provision of thin-Contract is held invalid or void, the remainder of this Contract shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. I ' Page 17 of 23 Word ProlCootraas 2003hodm VZOIn NOIJAME WHI VHS MsogZ50c Yva rs:tT VOOZ/TZ/60 1 IN WITNESS WHEREOF, the parties have cpused this C tr ct to be executed by their respective and duly authorized officers on this� 7=!day of x 2003 by (SEAL) ATTEST: �!�T�w-✓ 5il�-r�E7.�/ G AGENCY NAME By:_ g - fr►tle: ) ure of esident or e-President) Type or Print Name Type or Print Name Witnesses: 1 By: By. ra (S atur ) Type or Print Name Type or Print Name JIV A%. ATTEST: Z �o MIAMI-DADE COUNTY, FLORIDA o 41 HARVEY R SIN, RKo' BY By. D DUTY CLERK E SHIVE j&M COUNTY MANAGER Prepared by:Alberto J. Dfaz Miami-Dade Housing Agency Development and Loan Administration 2103 Coral Way 7th Floor Miami, FL 33145 Page 18 of 23 Wofd.Pro/CwLLrngp Z�OSlmdm 5Z0(j moilaans avid vHaw M505Zsoc Xva bs:bT toot/TZ/60 Attachment A Funding Source:Surtax 2003 Rental for-profit'(x)non-profit O New Construction Name of devl lopes Hometown Station, Ltd. Name of development:South Miami Elderly Housing S,,-COPE OF SERVICES I The County is making funds available through the Documentary Surtax Program (Surtax) or State Housing Initiative Program (SHIP) for the express purpose of providing construction financing for the Developer. Building construction must start no later than September 30, 2003 and shall be completed no later than September 30, 2004. The total amount of this Contract shall not exceed $1,000,000. This amount may be increased from money that is either recaptured or withheld from the original award from other funding allocations ("Incentive Pool"), subject to the terms and conditions of the Incentive Pool policies and procedures and approval of the Board of County Commissioners for Miami-Dade County; or as otherwise approved by the Board of County Commissioners. The Developer agrees to construct an estimated 150 units and set aside 50 for very low income families and 100 for low income families. The rental amount and description of each unit is the following: 1 bedroom 590 sq.ft. Netl rent $725.00 #of units,150 Rental amounts shall be in line with the fair, market value and with rental amounts in the area of proposed ' development, and shall be affordable to low income and moderate income families as reflected in the application. The initial maximum net rental,amount cannot exceed$725.00. The Developer agrees to notify the County in writing within two weeks of any changes in management company. All changes to this Contract must receive prior written approval from the County. The Developer agrees that when receiving Surtax funds at least seventy-five percent (75%) of the units approved under this Contract must be occupied by low-income families (defined by Miami-Dade County Ordinance No. 93-143 as those earning 80.0 percent or less of median income). No more than twenty-five percent (25%) of the units may be occupied by moderate income families.(defined by Miami- Dade County Ordinance No. 93-143 as those eaming from 80.1 to 120.0 percent of median)if applicable. The Developer agrees that when receiving SHIP funds at least thirty percent (30%) of the units approved under this Contract must be occupied by very-low income families defined as those earning 50.0 percent or less of median income. No more than twenty-five percent (25%) of the units may be occupied by moderate income families (defined by Miami-Dade County Ordinance No. 93-143 as those earning from 80.1 to 120.0 percent of median)if applicable. The Developer shall provide the County with a complete set of permitted plans on each units model upon approval by the appropriate controlling municipality. The Developer shall provide the County with a written commitment for construction financing from a financial institution(s)within ninety(90)days of award approval by the Board of County Commissioners. Page 19 of 23 Wad Pm/Ca nas 2DO3M dm 9zoe u0IldHa HH QV11a VHK 9tZ90SZ90C %V3 t5:bT b00Z/TZ/60 The Developer agrees that the County and its agents or designee, including the Fair Housing Center created pursuant to Adker, et al. v. Miami-Dade County, et. al., have the right to refer eligible, qualified applicants to.the Developer for housing. The Developer shall notify the County before it commences accepting applications. Thereafter, the County and its'agents will refer eligible, qualified applicants to the Developer. The Developer shall not deny eligible, qualified applicants referred by the County unless good cause is documented by the Developer and submitted to the County. The Developer shall provide a report on a quarterly basis to the County•or its designee regarding the approval or denial of those applicants referred by the County, including the reason for denial, of each applicant . i At the discretion of the County, up to!20% of rental units (per project) may be designated for Section 8 subsidy,, either project-based or tenant-based. The Developer also agrees that the County has the right to manage its own disbursements and to act as the disbursement agent for all construction loans. The Project for which Surtax or SHIP Financing is awarded is a 150 units project located at 5870 SW 70 Street, South Miami, Florida 33143. The Developer is required to carry out and return to Miami-Dade County on/or before April 15, 2003 (within fifteen [15] days of written notification by the County of funding approval), an Affirmative Action Marketing Program to attract applicants, regardless of sex, of all minority and majority groups, to the housing program. The Developer will be required to identify any groups that are not likely to be aware of the available housing, and undertake special marketing efforts designed to make such persons aware of the available housing and their ability to obtain it on a non-discriminatory basis. 'The Developer shall market all housing opportunities with the Dewey W. Knight, Jr. and Ann-Marie Adker Fair Housing Center either prior to or simultaneously with other advertising or marketing efforts. The Developer shall submit proof of advertising in Thy Miami Herald, Diario Las Americas and A&ml Times, and submit proof of the advertising in order to afford all ethnic groups the opportunity to obtain affordable housing. The Developer shall provide proof of other special marketing efforts that are undertaken to attract those groups the Developer has identified as least likely to be aware of the available housing. Acceptable methods include: a) community contracts such as fair housing organizations and local non-profit housing associations, housing counseling agencies, minority organizations, such as NAACP and Urban League, women's organizations, civil rights groups, local employment security offices, employment centers, labor unions, organizations which advocate for individuals with disabilities or address issues relating to the housing needs of such individuals, etc; b) other mass media advertising, e.g., radio, television: C) other types of media advertising, including publications of limited circulation such as neighborhood-oriented weekly newspapers, religious publications and publications of local real estate industry groups; and d) brochures, signs and they conspicuous display of the HUD Fair Housing Poster (see attachment F) For profit developer shall pay to Miami-Dade County a non-refundable commitment fee of$10,000 (one percent(1%)of the Surtax or SHIP Financing award)at the time of Contract execution. Page 20 of 23 Word eroicanftou 2003hoam LZOO HOI,Ldnau avu uaw 9MOMOC XVd S2:VT VOOZ/TZ/60 foundation work has started. The staking off of lots, cutting trees and removing brush do not constitute the commencement of construction. All construction must be completed within twenty-four months of project approval date. The construction is complete when a certificate of occupancy has been issued. The for-profit developer must begin construction no later than six months after the project approval date by the Board of County Commissioners. •Construction commencement is when building foundation work has started. The staking off of lots, cutting trees and removing brush do not constitute the commencement of construction. . All construction must be completed within eighteen (16) months of project approval date. The construction is col mplete when a certificate of occupancy has been issued. The County will monitor each approved project of the Developer for adherence to plans, unit layout and deadlines for project completion in accordance with the Contract and the Scope of Services defined herein. All project construction start-up and completion extension must be submitted.in -writing to MDHA along With but not{invited to a revised timetable for completion of the project, at least two months (60 days) prior to the deadline of contract or amendment. In -the event the extension request is not submitted as previously specified, the funding award will be automatically forfeited by the developer. i I i Page 21 of 23 word ProCmimcta 2007/mdm BZOi j NoildMH Ma MIR 96Z909Z9OC YU 99:tT tOOZ/TZ/60 ATTACHMENT C PROJECT SIGNS-. (See W "Xxv) The Contractors shall furnish, erect and maintain construction signs in accordance with the sketch included in these contract documents. The signs shall be made of 3/ inch marine plywood, newly painted and lettered according to the accompanying sketch. The signs shall be painted and ' lettered in accordance with professional'outdoor sign painting standards as to layout, symmetry, proportion, 'clarity, neatness and use of weather resistant colors and matez als_ The Contractor shall place the signs, securely braced; and mounted, as shown on the:typical project sign placement diagram or as directed by the Engineer.. All materials shall- be provided by the Contractor and the signs shall remain the property of the Owner at the completion of the contract. NO WORK SHALL COMMENCE UNTIL THE PROJECT SIGNS ARE SECURED IN PLACE. The Contractor shall verify the Honorable names that will appear; on the project signs, before proceeding with painting the signs. The sign shall be in accordance with the detail shown attached. For multiple building projects, two (2) signs will be required. Payment for furnishing, installing and maintaining the sign shall be included under the bid amount for mobilization. .ATTACHMENT D SUBCONTRACTOR AND SUPPLMRS LIST: (See XXI) In accordance with %` "rod XXI of the Contract if the agreement involves the expenditure of $100,000 or more by the County and the Developer intends to use subcontractors to provide the services listed in the Scope of Service (Attachment A) or suppliers to supply the materials, the provider shall provide the names of the subcontractors and suppliers below: Name of Subcontractor& Suppliers_ Address Phone No. Page 22 of 23 Word PrwcomYecu 1009 1mdm no j NOiLIMH aVla VMK 9bZ OMOC Yva ss:VT tooz/TZ/60 AFFO..JABLE HOUSING pROGRAM SIbr4AGE 4'0" 1'6" Project Name Developer 5'0" Miami-Dade H' using Agency Funded Project Other Funding Sources Miami-Dade Board of County Commissioners Dr. Barbara Carey-Shuler, Chairperson Bruno A. Barreiro . Jose"Pepe"Diaz Betty T.Ferguson Sally A.Heyman Joe A.Martinez Jimmy L.Morales Dennis C. Moss Dorrin D.Rolle Natacha Seijas Katy Sorenson Rebeca Sosa Senator Javier D. Souto ' I ' Affordable Housing Advisory Board G us tavo Casado, Chairman Peter Bernal Joseph James Luis Rabel] John Riley Jorge Rodriguez Miami-Dade Housing Agency Rene Rodriguez,Director MiamIi-Dade County Florida I M IAM I�DAOE _ . 23 of 23 0£Oe NOIJAROM aVIa VHaK M909920£ %vd 99:VT V009/iZ/60 I�IN IeI I� I a QI j! 01 a lip ;;9 i � I H = Y 1 %\ Nl V 5„ I • `� � i I � I. ` ''� .,.\ /` �I_� _I of �6 =1 rc� co =e 5€ I zi Mun 9 -.. ..,. {L,..1 ArTh c I o H'Jtin o). _. i—I r� = ------------------------ Inl� -----� c N l i I i I , ! I ; Fs m i 9950 H? ab} _S9n°ag° zcsze° _ !` Sas= gis E •E6 �ff_S ° 9� Yg g ge o �sR.s€ FS MIR _?taz $ ° $,° J ga�6°9g•�p �s' ggx€ i 3z•�s�;g ggg�y f Fr IN p o s°_S y� t iseBE'seg{3.g°°'mss $:�°s ¢ > '.rS Y gS t:�mC E-i; ps 11 E i S S !:° C °>Eao e, s• i $rO $ p . ! 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October 13, i2004 6130 Sunset Drive, South Miami, FL Next Regular Meeting date: October 19, .2004 Phone: (305) 663-6340 Time: 6:30 PM I I ' 1 . Roll Call 2 . Discussion Items a) HOMETOWN STATION PROJECT UPDATE A PROPOSED MIXED USE DEVELOPMENT PROJECT SPONSORED JOINTLY BY HOMETOWN STATION LTD. AND MIAMI DADE COUNTY CONSISTING OF THREE COMPONENTS TO CONSTRUCT RESIDENTIAL. OFFICE AND RETAIL ADDITIONS TO THE SOUTH MIAMI METRORAIL STATION; THE DEVELOPMENT STANDARDS AND MIXED USE DEVELOPMENT PROGRAM WAS APPROVED BY THE CITY OF SOUTH MIAMI BY 'RESOLUTION NO. 62 702-11411 ADOPTED ON MAY 7, 2002 . b) EVALUATION AND APPRAISAL REPORT INTRODUCTION THE EVALUATION AND APPRAISAL REPORT (EAR) IS A STATE MANDATED REVIEW PROCESS USED TO UPDATE A LOCAL GOVERNMENT' S COMPREHENSIVE PLAN AND MAY RESULT IN PROPOSED CHANGES TO THE COMPREHENSIVE PLAN. THE EAR IS AN OPPORTUNITY FOR THE LOCAL JURISDICTION TO IDENTIFY MAJOR DEVELOPMENT ORIENTED ISSUES, (LAND USE, ZONING, DENSITY, HEIGHT OF BUILDINGS, CONCURRENCY STANDARDS, CAPITAL PROJECTS) . AND ASSESS IF CHANGES ARE NEEDED TO THE CURRENT COMPREHENSIVE PLAN. THESE CHANGES WILL AFFECT THE DEVELOPMENT AND QUALITY OF LIFE IN ALL OF CITY COMMISSION 1 WORKSHOP AGENDA - October 13, 2004 � t THE CITY' S RESIDENTIAL AND COMMERCIAL AREAS. IT IS IMPORTANT THAT PROPERTY OWNERS, RESIDENTS, AND BUSINESS PERSONS PARTICIPATE WITH THE CITY IN AMENDING AND UPDATING THE COMPREHENSIVE PLAN. THE CITY OF SOUTH MIAMI IS SCHEDULED TO COMPLETE THE EAR BY SEPTEMBER 2005. 3. Commission Discussion i 4 . Adjournment PURSUANT TO FLA STATUTES 286.0105, "THE CITY HEREBY ADVISES THE PUBLIC THAT IF A PERSON DECIDES TO APPEAL ANY DECISION MADE BY THIS BOARD, AGENCY OR COMMISSION WITH RESPECT TO ANY MATTER CONSIDERED AT ITS MEETING OR HEARING, HE OR SHE WILL NEED A RECORD OF THE PROCEEDINGS, AND THAT FOR SUCH PURPOSE, AFFECTED PERSON MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDINGS IS MADE WHICH RECORD INCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. THIS NOTICE DOES NOT CONSTITUTES CONSENT BY THE CITY FOR THE INTRODUCTION OR ADMISSION OR OTHERWISE INADMISSIBLE OR IRRELEVANT EVIDENCE, NOR DOES IT AUTHORIZE CHALLENGES OR APPEALS NOT OTHERWISE ALLOWED BY LAW. f CITY COMMISSION 2 WORKSHOP AGENDA - October 13, 2004 r gnus a`; To: Jorge Tercilla Cc: Balogun, Ajibola Subject: RE: Meeting Co-ordination I had not seen the traffic study. Please send me a copy directly. I was unable to make the meeting today. I was detained from an earlier meeting and also requested to handle a meeting at 3:00 PM on a last minute basis. I am available for October 13th all day except from 10:00 Am until Nonn.. Pick a time. I am copying Public Works so they can set aside a time Original Message From Jorge Tercillw,[SMT terctla @masvidalpartners com] kxT Sent: Wednesday, September 22, 2004 12:00 PM To: dodonniley @cityofsouthmiami.net Subject: Meeting Co-ordination Greetings This e-mail is just to touch bases regarding our pending meeting scheduling. Because we have already provided Mr. Greg Netto with some requested documents for his review prior to the scheduling of our meeting, I wanted to know if you needed to review any document(ex. Traffic Study) prior to the scheduling of our aforementioned meeting. Please let me know to proceed accordingly. Meanwhile, if you have any question you can contact us at your convenience. Cordially yours, JT i -TI-7.,�`•,`:e;.rsiA„•;q+h:'Si,i�r, 'w.'k���d,;;'� ,y 1�r' Si;�'r "',',,�, ti•fi 11,1r ry '„ Eh .';•,���„�', a �ti�':,,,i.,r,�,,,,,„yyl�, �t�;, r ji4,l�1 i r n"4'', rl �h * 5,awa , �,1�5 r r.}„yr,,,:�� ,, Cl�a�^l�5ru'�`�'my ,!'� i•'A'.�1'�5 4� 5�� ��r��"'1 ' r,���,5�M1ti�' ';1„h,�;l �`�i� r!��rl;�ilh`��i"��:iti��?tf;{�n4�M1'rn”��+9”w"'',,ti nr, rrr'���,�:i•'�,t,;r�,J1iG'+;44�,frdt'f��,.ve;,?Fkwh�, i�pr;,r .a4 'h�%�) ��,•, 'k Irv,,,yr',, �rrl:r�f ��� ��a n r r�•"D;��ELa�P1�lI�E�;�,A?'��'t,�,�il��'�'AQ��`,�1���;�`A�. '�' �rh'� t�>,r�; �,�: �N��� r i,llla , 'r��t5;,+ �p; I�+S�''� Paf�r�9+��7n� �'�" �' �5. 'r-r'r° �J��.��13 �'tiM1Pd•I�;F�^�r.';�if�, �wlt,1��„ r,i� l�r •p���L• Hl 4l�,�',ry1pd!�p" gg,�5, }' r•. ? � �,�',1'V'S � ,r / 1 t�. 5. v `1,�'qyI r v � �'��i�' L',f".�°� �'r1P%,�4t`ti•.+R d FAX TRAN51MINION To : �'J/�'��' ,�.�J / bate: Company . G�7� o -o d�1 ������ Time ,. From : .���G,r� v �op, 7- # of pages EO (including this one) Message: a 1 a y � I a' Our Phone # (305) 250.6238 and Fax # (305) 250-5246 2103 COFal Way 7ei Floor, Miami, Florida 33145 f • { T001a NOI,LMSH uv M VHaK grZ90MOC IVd 96:bT VOOZ/TZ/60 CDw� - �� �c of\ . a r �?!-1LOC�u(� e iTY of Sou-N h�l� ► �3o'S ��3- 3�0.'_._ ---- s_cot o SAW- , _.. _ , eft 4 rAf!!loN_�dt i C.tis '_.t.� __2e�s5 - � - 77-7$7 S_. _._. a 12- lee _ /J�I/1 r t 7 ( VI . s_r i. �a 3'I ii i } i Lei�y rs. rroctor- rte: a royal b Ci of develo merit standards Page From: Jerry B. Proctor To: Lorber, Richard Date: 10/3/01 11:00AM Subject: Re: approval by City of development standards Richard- looks good. thanks for your efforts. pis save me a copy of the finished product. jerry Jerry B. Proctor, Esq., P.A. Bilzin Sumberg Dunn Baena Price&Axelrod LLP 2500 First Union Financial Center 200 South Biscayne Boulevard Miami, Florida 33131 Direct Dial (305)350-2361 Email:JProctor @Bilzin.com >>> "Lorber, Richard" <RLorber @cityofsouthmiami.net> 10/02/01 03:27PM >>> Jerry, I The following wording is what we are proposing to put on the Planning Board agenda for 10/30/01. Is it OK with you? Does the City adopt a resolution or an ordinance for this type of thing? Please advise. Richard "(1)A Resolution of the Mayor and the iY Commission of the City of South Miami, arding a Request of Reque t Of Hometown Sla-ka Ltd. for Approval of rid Urban De ' Concept For T e o Miami et 0.001 eing Located Within A Miami- ade Cou Zoning District Entitled "Fixed Guideway Rapid Transit (/ System-Developm nt Zone"; and (2) Presentation of Proposed Conceptual Plans To Construct A Mix -Use Development Ad acent And Attached To The South Miami Metrorail Station." CC: Youki is, Sanford f i s o U T� South Miami All-America CRY N ,U -� • INCORPORATED if 1927 Q` V 2001 CITY OF SOUTH MIAMI To: Honorable Mayor,Vice Mayor& Date: October 13, 2004 City Commission r d. From• Maria Davis Re: Workshop Item No. • City Manager jf Hometown Station Project BACKGROUND f The County is currently undertaking seeral developments at stations along the Metrorail line. An applicant, Hometown Station Ltd., in conjunction with the Miami-Dade County Transit Agency,proposed a development at the site of the South Miami Metrorail Station The subject request came before the City Commission on May 7,2004 in two parts: (1)a request for City approval of proposed Master Plan Development Standards for the South Miami Metrorail Station.; which standards if adopted by the City of South Miami would be applicable to any proposed development for the station.; (2) The second part of the request was seeking approval of a development plan for the station area by a developer, Hometown Station Ltd. The plans called for a mixed use development containing a combination of office,retail, and residential space. LEGISLATIVE ACTION The Miami-Dade County Code Section 33C-2(D)(9)(c)provides a process by which the County selects a developer for a Rapid Transit Zone project. A proposed development plan was prepared by Hometown Station Ltd. and was submitted to the County. The County in 2002 was required to obtain the City's comments on the proposed development, which was used by the Board of County Commissioners in giving final approval. The City Commission on May 7, 2004 approved by resolution the design standards for the transit station area and the specific development project proposed by Hometown Station Ltd. PROPOSED DEVELOPMENT The development proposal consisted of three separate development areas. Area "A" is adjacent to the southwest edge of the existing garage, and extends west to the corner of SW 59`h Place and the entrance driveway near Sunset Drive. A new building was to be constructed up to eight stories. Area "B" is the area abutting the existing triangular garage, wrapping around the garage along the SW 59th Place and SW 70th Street-facades. The proposal was to "wrap" the garage with a "liner building" which would contain retail and residential "live-work units." This portion of the development would not . exceed five(5)stories in height. Area"C" is the area above the existing triangular garage. The proposal is to add three additional stories above the existing:garage,which could be used for either commercial office,hotel or residential purposes. Workshop Hometown Station October 13, 2004 Page 2 The original proposal did not include a proposed phasing, although phasing was discussed in the traffic impact study. The architectural rendering submitted at the time of approval are attached. The current proposal has in effect, reduced the scope. The current proposal includes Area A for a building of 8 stories and a portion of Area B along 59`h Place for a retail/residential building of 4 stories. There is no indication or commitment to implement the remaining phases. A revised architectural rendering is attached. Total building height would not exceed eight(8)stories. Parking Requirements The development standards were written to incorporate City of South Miami parking standards for the various uses proposed.. A 25% parking reduction is included in the parking requirement calculations, to take account of the mix of uses proposed and the location of the project within and directly adjacent to the South Miami Metrorail station. The main parking area will.be the existing 674 space triangular.:garage, which will be entirely dedicated to the new development. A second, 1100 space garage, will remain in use by the Metrorail station for transit riders. Landscaping/Streetscape The development standards call for the project to be landscaped as much as .possible, including on the rooftop of the garage. Open space must amount to 15 percent of the project. Traffic Analysis The developer provided an in depth traffic analysis for the proposed Hometown Station project. The report's Executive Summary (p. 1) sets forth : (1) that the proposed project will not impact the level of service on the existing roadways in the area; (2) that no specific roadway improvements are required to accommodate the additional traffic generated by the proposed project. A copy of the "Hometown Station Traffic Analysis" is attached. (see Attachment"E") Comprehensive Plan In 1999, the City of South Miami adopted a state mandated amendment which calls for 100 affordable housing units at this site. ADMINISTRATION CONCERNS (1) Construction will seriously disrupt existing traffic patterns,while the developer has provided a traffic study, staff suggests an independent review of traffic impacts is appropriate. (2) The proposed elevations/ renderings have significantly changed and do not present, a facade conducive to surrounding development. (3) It is unclear if the remainder of the project will be constructed. This has serious impact on our housing goals in the Comprehensive Plan and was a major component of the City's initial approval. (4) The City will not comply with the adopted level of service for recreation and the developer has not addressed this requirement. Workshop Hometown Station October 13, 2004 Page 3 RECOMMENDATION It is recommended that the City Commission provide direction to staff. Attachments: Attachment"A"Hometown Station Site Plan Attachment"B"Hometown Station Illustrative Brochure MD/DOD/SAY EAComm ltems\2004\1 0-1 3-04\Status Report Home Station.doc i i I I i I i COURTESY NOTICE i - 24 CITY OF SOUTH MIAMI FL , . ORIDA 0 N On Wednesday, October;13, 2004, beginning at 6:30 p.m., in the-City Commission w Chambers, 6130 Sunset .Drive, the City Commission will conduct a discussion o workshop to consider the following: 0 HOMETOWN STATION PROJECT UPDATE } A PROPOSED MIXED USE DEVELOPMENT PROJECT SPONSORED JOINTLY BY o ! HOMETOWN STATION LTD.AND MIAMI DADE COUNTY CONSISTING OF THREE Z COMPONENTS TO CONSTRUCT RESIDENTIAL.OFFICE AND RETAIL ADDITIONS TO THE SOUTH MIAMI METRORAIL STATION;THE DEVELOPMENT STANDARDS ! AND MIXED USE DEVELOPMENT PROGRAM WAS APPROVED BY THE CITY OF o SOUTH MIAMI BY RESOLUTION;NO 62-02=1141.1`ADOPTED ON MAY 7;2002.:: J. w EVALUATION AND APPRAISAL-REPORT INTRODUCTION Uj THE EVALUATION AND' APPRAISAL REPORT (EAR) IS A STATE MANDATED �. REVIEW PROCESS USED TO UPDATE.;: A LOCAL GOVERNMENT'S`. COMPREHENSIVE_PLAN;AND;MAY RESULT IN:PROPOSED CHANGES TO THE ..`r. E. COMPREHENSIVE;:PLAIC THE' EAR IS."AN OPPORTUNITY FOR THE- LOCAL' S JURISDICTION 16 IDENTIFY;.MAJOR DEVELOPMENT ORIENTED.ISSUE S;:.(LAND 2 USE, ZONING, DENSITY;-HEIGHT OF BUILDINGS, CONCURRENCY STANDARDS., r CAPITAL PROJECTS). AND ASSESS IF.CHANGES ARE NEEDED TO...;.THE CURRENT COMPREHENSIVE PLAN: 'THESE CHANGES WILL AFFECT .THE 3. DEVELOPMENT AND QUALITY OF LIFE IN ALL OF THE CITY'S RESIDENTIAL 3 AND COMMERCIAL AREAS. IT IS IMPORTANT THAT PROPERTY OWNERS, RESIDENTS, AND BUSINESS -PERSONS PARTICIPATE WITH THE CITY IN . w AMENDING AND UPDATING THE COMPREHENSIVE.PLAN. THE CITY OF SOUTH MIAMI IS SCHEDULED TO COMPLETE THE EAR BY SEPTEMBER 2005. Maria M. Menendez City Clerk City of South Miami This is a City Cornmisslon::Workshop.and there well be.no.participation from the public. Interested parties requesting information are asked to contact the Planning and Zoning Depaifinent by calling.305-663-6326 or wnhng?o the addressrnddcated above Pursuant to Rordda Statutes 286.0105,,the City hereby advises the public that if a person decides to appeal any decision:.made by th& O-ard,Agency or commission with respect.to.any rhatter.considered at.its meeting or dieanng, he:.or she will need_.a record of the=proceedings, and that for such:purpose,:effected person may need to ensure that a verbatim record of the proceedings is made which record includes the testimony and evidence upon which the appeal is to be based I ' tk i���ut �F ometown Station W.. f. Y ;x',�. . Trans' tented infill develop lens !Z'•�. . I�� „�'',��'J; 'r,,l.�.���� " 5��:�r`� 1 -I 1- 1 1- I- 1 1 1 1 1 ' I tt I I __ 11 3.���� ' li _ -(�.� `,V � y��4�1'• •I I' I I I I I I I- I .1 -1 1 .1 1 _.1• • �. ,v�i;?' 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'w A mixed-use infill development including offices, SW 59th Place retail and residential units located at the South Miami •Arcade over Live 1 Work'Lofts' Existing Garage, Metrorail station. Public Sidewalk Painted,New Lighting Location: South Miami,Florida "The most important ideas in The Hometown HOMETOWN Initiated by: Miami-Dade Transit Agency Plan,Area 2,are that: STATION: Developers Hometown Station,Ltd. "The traditional neighborhood structure should be reinforced with each new building ✓ Project Manager Pablo Llipinacci,Masvidal � :� Partners,(305)442-9202 and each preservation effort; r Architects:. Chael,:Cooper:&Associates "The mix of land uses should be primarily 'and Perkins+:wlll market-driven; Urban Design: Dover,Kohl&.Partners ' "Streets are for people,not just cars,and dependence on and dominance of the automobile should be reduced; "A diverse range of household incomes should be encouraged...and role models should be specifically requited to stay or move in; "The two sides of the City should be spatially and psychologically rejoined by extending the Hometown District to the north.0 Dover,Kohl&Partners,Town Planning Hometown Station Ltd., Chael,Cooper&Associates,Architecture c%Masvidal Partners Incorporated 1571 Srmset Drive, Coral Gables,Fl.33143 201 Alhambra Circle,Suite 1401,Coral"Gables,Fl 33134 tel:(305)666-0446 fax:(305)666-0360 tel:(305)442-9202 fax:(305)442-1655 www.doverkohl.com www.cbaelcoonercnm I I I i ' IN ca Cl)I Q --- I ---I----x�--�J—a------------------ --- --------- ------------------------ �- -i � a (CHURCH O �S-5•R I 9I mm A r.. 1-1 (NI)XIN, to Al v . . \ — i0 all Im bt \yz D \ I • a yZ ♦ O I 4 ^ South Miami ti soUr� N14mPalcaCitlt • INCORPORATED 1927 C O R VD 2001 Excellence, Integrity, Inclusion i To: Honorable Chair& Planning Date: November 27,2001 Board Members From: Richard Lorberl`�_ Re: Development Standards Director of Planning South Miami Metrorail Project PB-01-020 Applicant: Hometown Station Ltd.. Request: A RESOLUTION OF THE MAYOR AND THE CITY COMMISSION OF THE CITY OF SOUTH MIAMI, REGARDING: (1)A REQUEST OF HOMETOWN STATION LTD.; FOR APPROVAL OF A MASTER LAND USE PLAN AND URBAN DESIGN CONCEPT FOR THE SOUTH MIAMI STATION OF THE RAPID TRANSIT ZONE; THE PROPERTY BEING LOCATED WITHIN A MIAMI-DADS . COUNTY ZONING DISTRICT ENTITLED "FIXED GUIDEWAY RAPID TRANSIT SYSTEM-DEVELOPMENT ZONE'; AND (2) PRESENTATION OF PROPOSED CONCEPTUAL PLANS TO CONSTRUCT A MIXED-USE DEVELOPMENT ADJACENT AND ATTACHED TO THE SOUTH MIAMI METRORAIL STATION. SUMMARY OF REQUEST t The applicant, Hometown Station Ltd., in conjunction with the Miami-Dade County Transit Agency, is proposing a development at the site of the South Miami Metrorail Station. The proposed development is to be permitted and constructed under the provisions of the County's Rapid Transit System development zone (Miami-Dade County Code Chapter 33(c). The County is currently undertaking or planning to undertake several developments at stations along the Metrorail line. The plans for Hometown Station are for a mixed use development containing a combination of office,retail, and residential space. { y , Public Hearing Hometown Station November 27, 2001 Page 2 of 3 SITE ANALYIS Surrounding Parcels arcels Comprehensive Plan Land Development Code Actual Use Existing Land Use Existing Zoning District Category North TODD TODD(MU-4) US Post office TODD(LI-4) Industrial Uses East Mixed Use Commercial/ SR Specialty Retail Commercial Residential (Hometown District) South Mixed Use Commercial/ SR Specialty Retail Commercial Residential (Hometown District) West TODD TODD(MU-5) Office Building and Garage Mixed Use Commercial/ TODD(MU-4) Residential MO Medium Density Office APPLICABLE REGULATIONS The Rapid Transit System development process entails the review of the proposed plans by the appropriate municipal authority, where applicable. As such, these plans, and the accompanying development standards which are to guide the future redevelopment, are being presented to the City for review and.comment. Subseuently, the development standards must be approved at the County level, and then ratified by the City Commission as finalized. DEVELOPMENT/SITE PLAN ANALYSIS Proposed Development: According to the applicant's submittal, the proposal consists of three separate development areas. Area"A" is adjacent to the southwest edge of the existing garage, and extends west to the corner of SW 59th Place and the entrance -driveway near Sunset Drive. A new building is to be constructed here, which could be as tall as eight (8) stories, which is the same as the maximum permitted building height along the north side of Sunset Drive west of US 1. Area "B" is the area abutting the existing triangular garage, wrapping around the garage along the SW 59`x' Place and SW 700' Street facades. The proposal is to "wrap"the garage with a"liner building" which would contain retail and residential "live-work units." This portion of the development would not exceed five (5) stories in height. Area"C" is the area above the existing triangular garage: The proposal is to add three additional stories above the existing garage, which could be used for either commercial office, hotel or residential purposes. Total building height would not exceed eight(8) stories. e Public Hearing Hometown Station November 27, 2001 Page 3 of 3 Building Placement The proposed site plan shows the "liner building" wrapping around the existingXarking garage, and built to the "build-to" or property line fronting SW 59th Place and SW 70 Street. These frontages would have arcades or colonnades along the street,with public sidewalks underneath. Parking Requirements The development standards were written to incorporate City of South Miami parking standards for the various uses proposed. A 25% parking reduction is included in the parking requirement calculations, to take account of the mix'of uses proposed and the location of the project within and directly adjacent to the South Miami Metrorail station. The main parking area will be the existing 674 space triangular garage, which will be entirely dedicated to the new development. A second, 1100 space garage, will remain in use by the Metrorail station for transit riders. Landscaping/Streetscape The development standards call for the project to be landscaped as much as possible, including on the rooftop of the garage. Open space must amount to 15 percent of the project. STAFF OBSERVATIONS The overall site plan appears to respect the development concepts of both the City's Hometown Plan and the City's Transit Oriented Development District (TODD). The architectural design proposed for the buildings is consistent with nearby development in downtown South.Miami, and respects the walkable,pedestrian orientation that the City is striving for. RECOMMENDATION Planning Department staff recommends approval of the proposed master plan and development standards. Attachments: Letter of Intent Application Development Standards County Letter Public Notice Site plan Hometown Station Report RGL D:\PB\PB Agendas StaffReports\2001 Agendas Staff Reports\11-27-01\PB-01-020 SitePlan Homtown Station.doc I o BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD • MIAMI, FLORIDA 33131-2336 TELEPHONE: (305)374-7580 FAX:(305)374-7593 E-MAIL: INFOOBILZIN.COM •WWW.BILZIN.COM BROWARD:(954)356-0030 n � / f i V Jerry B. Proctor, Esq.,P.A. Direct Dial: (305) 350-2361 SEP 2 7 2001 Email:JProctor@Bilzin.com September 27, 2001 Via Hand Delivery Subrata Basu,Assistant City Manager City of South Miami 6130 Sunset Drive So. Miami, Florida 33143 Re: Planning Board Application Applicant: Hometown Station,Ltd. Address: 5870 SW 70 Street Dear Mr. Basu: Please accept this letter of intent in conjunction with an application for public hearing before the Planning Board and City Commission. The undersigned represents Hometown Station,Ltd. ("Hometown"),lessee of certain lands contained within the South Miami Station of Miami-Dade County's Metrorail Corridor. Hometown is the prospective developer of a mixed use project at the South Miami Station. As you know,the South Miami Station is under the joint purview of the City and Miami-Dade County. The property is governed by the standards in Chapter 3 3 C (Fixed Guideway Rapid Transit System-Development Zone),a copy of which is attached. Hometown will be presenting plans and Development Standards shortly for the South Miami Corridor Subzone of.Metrorail to both the City and Miami-Dade County. These standards and plans will embody the principles of both the City and County Master Plans and will include, among other things, the provision of an Urban Design concept, the \74913\15884\#529843 v] 9/27/2001 w `5 BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP Subrata Basu, Assistant City Manager September 27, 2001 Page 2 requirement of mixed uses of the land,and the applicability of shared parking arrangements that are desirable in a high density, urban context. i This application before the Planning Board is not required by law, but is presented on a voluntary basis to inform the Board of the project and obtain comments and recommendations. If at all possible,we would appreciate the ischeduling of this application before the Planning Board at their regularly scheduled hearing on October 30, 2001. In conjunction with this application, the required hearing submittal form is attached herewith, and a current survey of the property has been provided to you under separate cover. Thank you for your consideration of this application. Very truly yours, Jerry B. Proctor JBP:id c: Charles Scurr, City Manager-City of South Miami Earl Gallop, Esq., City Attorney- City of South Miami Richard Lorber,AICP, Planning Director- City of South Miami Hank Marks,Masvidal Partners Pablo Lupinacci,Masvidal Partners Diana Gonzalez,DMG Consulting Services, Inc. Tom Cooper, Chael Cooper&Associates i i \74913\15884\#529843 v1 9/27/2001 Master Plan Development Standards For South Miami Transit Station 1) Purpose. The purpose of these Master Plan Development Standards is to provide the guidelines for future development within the boundaries of the South Miami Transit Station portion of the Rapid Transit Zone (as described below). The Master Plan Development Standards have been prepared to be compatible with the concept of South Miami's Transit-Oriented Development District and with adjacent existing uses. The Master Plan Development Standards are designed to encourage mixed use, high density projects within the Station area, and to provide a pedestrian friendly atmosphere in keeping with South Miami's Hometown District. The Master Plan Development Standards are very site specific and take into account existing uses within the boundaries of the Site. Unless specked to the contrary, the Master Plan Development Standards supercede all conflicting requirements in Chapter 33 and Chapter 18A of the Code of Miami-Dade County. The Master Plan Development Standards promote a concentration of different urban functions integrated both horizontally and vertically. The Master Plan Development Standards implement a parking code that treats parking as an element of public infrastructure in an urban center, and that recognizes the shared parking benefit of vertically mixed development and the opportunities of an enhanced Metrorail connection. These shared benefits will further the achievement of the public goals of "Eastward Ho" and the orientation of development near existing public transportation corridors. 2) Boundaries. These Master Plan Development Standards shall apply to development in the South Miami Transit Station, defined as the area bounded by Sunset Drive, SW 59"' Place, SW 70t�' Street and the Right of Way for U.S. Highway No.1, as shown on the legal description and survey attached hereto as Exhibit "A" ("South Miami Station"). 3) Existing Uses. The South Miami Transit Station currently contains the fixed guideway for the Rapid Transit System, the South Miami Station, a Miami-Dade County Fire Station, a rectangular five level parking garage containing approximately 1100 panting spaces, a triangular five level parking garage containing approximately 674 parking spaces, and a structural connection to the South Miami Metrorail Station. These structures shall be considered as being in compliance with these Standards. This section shall not be construed as to modify the requirements of applicable building codes and safety standards. The rectangular garage may not be credited toward parking regulations as specified elsewhere in these Standards; the triangular garage may be credited toward said regulations. \73190\10204\#520312 v 12 1 11/15/01 12:03 PM V 4) Definitions. Terms used in this section shall take their commonly accepted meaning unless otherwise defined in Chapter 33 or Chapter 28 of the Code of Miami-Dade County. Terms requiring interpretation specific to this section are as follows: a) Arcade / colonnade: A covered, open-air walkway at standard sidewalk level attached to or integral with the building frontage; structure overhead is supported architecturally by columns or arches along the sidewalk. These Standards permit construction of habitable spaces on upper floors over any arcade. b) Building Height The vertical distance from the crown of the adjacent street to the highest point of a flat roof or parapet, or the average height between the high and low points of a pitched roof. Elevator shafts, fire stairs, and mechanical equipment enclosure space shall not be considered in calculating building height. c) Civic Use: Premises used primarily for public education, gathering and displays administered by non-profit cultural, educational, governmental, and religious organizations. d) Open Space: An outdoor, at grade space accessible to the public all or most of the'time, including parks, plazas, squares, greens, arcades/colonnades, and landscaped pedestrian promenades, but not streets. e) Story. The horizontal division of a building between the surface of a floor and the surface of the next floor above, or the next ceiling if there is no floor above. For the purposes of these Standards, a story shall be interpreted as each vertical unit of 14 foot maximum, e.g. a 1-floor use 22 feet tall shall be considered as two floors. f) Live/work Unit: A structure or portion of a structure combining a residential living space with an integrated work space principally used by one or more of the residents. 5) Development Areas: The South Miami Transit Station shall initially have three defined development areas, as shown on the attached Development Map (Exhibit "B"). The areas are approximate and are identified for convenience purposes only: a) Area "A" This area is located adjacent to the Southwest edge of the rectangular garage, extending west to SW 59th Place and south to the entrance road to the drop off zone and bus lane. b) Area "B" This area abuts the Triangular garage from the edge of Area "A", along SW 59"' Place and SW 70th Street, to the end of the triangular garage. This area may include intrusion into the garage structure, but all construction must front on one of the adjacent streets. c) Area "C". This area includes the entire area above the triangular garage, with the floor of the first level of construction being one story above the current parking area on top of the triangular garage. 6) Permitted Uses. \73190\10204\#520312 v 12 2 11/15/01 12:03 PM Development regulations. The following development regulations shall apply within the South Miami Transit Station: (a) Mixed uses, as provided by Section 33C-2(D)(9)(a) shall be permitted, said uses including but not limited to residential, office, live/work units, retail, hotels, restaurants (including outdoor dining), theatres, civic uses, and mobile cart vendors. Mixed uses may be attained in phases. (b)Parking shall be pro'I ided according to the following standards: L Residential — One (1) parking space for each dwelling unit. ii. Office. and Civic Uses - One (1) parking space for each two hundred fifty (250) square feet of gross floor area or portion thereof. iii. Restaurants — One (1) parking space for each one- hundred (100) square feet of gross floor area or portion thereof. i iv. Hotel-One (1) parking space for every guestroom. v. Live/work Units— One (1) parking space for each unit. vi. Retail — one (1) parking spaces for each three hundred (300) square feet, or portion thereof. vii. Theatre — one (1) parking space for each four (4) seats, or portion thereof. viii.Mobile cart vendors — no parking spaces shall be required. A reduction of twenty-five (25) percent of the required parking shall be permitted, based on the provision of mixed uses and the location of the Station along the Metrorail corridor. Any on-street parking provided on SW 59 Place and SW 70 Street in front of the property may be counted toward the parking requirement. (d) Setbacks. All buildings with street frontage may be built along SW 59 Place and SW 70 Street to a minimum setback of eighteen (18) inches from the curb line as shown on the Development Map. Habitable spaces are allowed to be constructed over arcades to the allowed height of the building. Buildings in Area C may not go beyond the existing edge of the triangular garage columns, with the exception of balconies and access areas including elevators and stairs, which may intrude into Area B. New buildings constructed adjacent to SW 59 Place or SW 70 Street must contain an arcade/colonnade along the front edge of the building. \73190\10204\#52C-T2 v 12 3 11/15/01 12:03 PM (e) Floor Area Ratio: The floor area ratio of habitable space for the Development Areas, excluding the existing uses, may not exceed 2.0. (f) Building Height: Area A: Buildings shall not exceed eight (8)stories in height. Area 8: Buildings shall not exceed five (5) stories in height and may not exceed the height of the level of the lowest floor of the building in Area C. Area C: Bindings shall not exceed three (3)stories in height above the existing triangular garage. Total building height shall not exceed eight (8) stories. (g) Open Space: Open Space shall include areas improved and maintained with paved courtyards, walks, arcades, cuss, shrubbery, and trees, water fountains 'and features, art displays, planters (including on rooftops), and other landscape elements and features. Trees placed at grade shall have a minimum six (6) inch caliper with an eight.(8) foot high clear trunk at the time of planting. The percentage of the overall site area for open space shall be a minimum of 15 percent of the total.area shown on the Development Map. Trees shall not be regulated as to number of trees. (h) Signage to chrect traffic flow and locate entrances and exits to developments andlor to identify developments within the Transit Station area and on abutting property shall be permitted in connection with any permitted use. Said signs shall be reviewed by the Miami-Dade County Department of Planning and Zoning and Miami-Dade Transit. The signage program shall be coordinated for the overall project and shall be compatible and harmonious with the project and the surrounding area. Signs within the Rapid Transit System Right-Of-Way and Protected Areas may be placed in accordance with Division 6 of Article VI (Signs) of Chapter 33 of the Code of Miami-Dade County. Outside the Protected Areas, one (1) point-of-sale sign may be erected of up to thirty (30) feet in height and not to exceed three-hundred (300) square feet in area. Wall signs may be erected outside the Protected Areas; the cumulative size of wall signs shall not exceed ten (10) percent of the waft area for a building. Signs used solely by Metro-Dade Transit and any traffic directional signs for this property shall be exempt from these requirements and not part of the quantity and size limitations described herein, but shall be compatible and harmonious with the project and the surrounding area. (i) Variances. Any variances from the above Standards shall be governed by requirements in Section 33-311(A) of the Code of Miami-Dade County. \73190\10204\#520312 v 12 4 11/15/01 12:03 PM 1 _ I Al BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD•MIAMI, FLORIDA 33131-2336 TELEPHONE: (305)374-7580•FAX:(305)374-7593 E-MAIL: INFOOBILZIN.CON •WWW.BILZIN.COM BROWARD:(954)356-0030 r�rwrrr JERRY B. PROCTOR, ESQ., P.A. CEIVE Direct Dial(305) 350-2361 Email: JProctor@Bilzin.com NOV 15 San November 15,2001 Via Hand Delivery Ms. Diane O'Quinn Williams, Director ' Miami-Dade County Department of Planning and Zoning 111 NW First Street, 11 th Floor Miami, Florida 33128 Re: Zoning Application by Hometown Station,Ltd. Property: South Miami Station of Metrorail Dear Ms. O'Quinn Williams: This constitutes the letter of intent in conjunction with a zoning application for approval of a mixed-use development at the South Miami Station of Miami-Dade County's Fixed Guideway Rapid Transit System-Development Zone. The undersigned represents Hometown Station,Ltd.("Hometown"),the prospective developer of a mixed-use project adjacent to and complimentary with the South Miami Station of Miami-Dade County's Metrorail System. The South Miami Station (the "Property") is located entirely within the municipal boundaries of the City of South Miami. The Property location within Miami-Dade County's Fixed Guideway Rapid Transit System requires joint development application to Miami-Dade County under the provisions of Chapter 33(C)(Fixed Guideway Rapid Transit System-Development Zone) of Miami-Dade County. Pursuant to Chapter 33(C), Rapid Transit System Development located in municipalities require the submittal of Master Plan Development Standards to both the County and the municipality, for eventual review and adoption by the municipality. Accordingly, the attached Master Plan Development Standards for the Property are submitted for review and consideration by Miami-Dade County's Rapid Transit Developmental Impact Committee(RTDIC). The South Miami Station is located in a highly urbanized area of South Miami-Dade County that contains developments of all range of intensities with a pedestrian friendly atmosphere. The attached Master Plan Development Standards for the South Miami Transit.Station are accompanied by plans for . the Property as prepared by Ford,Armenteros&Manucy, Inc. The standards and plans illustrate three development areas within the Station that are designed to contain separate phases of development, as follows: \74913\15884\#:6514 v 1 11/15101 10:14 AM . 1 f BILZIN SUMBERG DUNN BAENA PRICE & AXELROC LLP Ms. Diane O'Quinn Williams,Director November 15, 2001 Page 2 1. Area A—will be located in the Southwestern corner of the Propetzv adjacent to SW 59 Place on the West and the Rapid Transit Guideway and SW 72 Street(Sumet Drive) to the South. This area will feature retail space on the ground floor and office development of up to seven additional floors above the retail area. An extensive pedestrian gathering arm will be provided in a plaza- like atmosphere in front of the building. 2. Area B—will include the existing triangular garage for Metrorail located at the Southeast comer of SW 59 Place and SW 70 Street. This area will include retail spate served by covered,open-air walkways as described in the Standards. These services will"wrap-around"the area at the comer of SW 59 Place and SW 70 Street and provide retail services to Melrorail patrons,neighborhood residents,and visitors. There will be additional offices in this area as well as combined office- residential "live-work" space that is designed to allow residents as work from their homes in a highly urban environment. 3. Area C—will include the area to the Northeast along SW 70 Street and will include development of up to three stories in height above the existing triangular garages The Master Plan Development Standards have been drafted to incorporate the urban design and pedestrian friendly concepts of the City of South Miami's Transit Oriented Development District ("TODD") and to promote a mixture of uses and sharing of off-street parking facilities. Development Standards limitations such as parking has been drafted in concert with City of South Miami staff and Metro Dade Transit representatives. In accordance with Chapter 33(C), we would appreciate the scheduling and review of the Standards by the RTDIC at your earliest convenience. Thank you for your consideration of this application. Very truly yours, Jerry B. Proctor JBP:id cc: Ruth Ellis Myers, Miami-Dade County Planning and Zoning Alberto Torres, Miami-Dade County,Planning and Zoning Frank Talleda, Miami-Dade County Transit Subrata Basu, Assistant City Manager—City of South Miami Richard Lorber, AICP,Planning Director—City of South Miami Hank Marks Pablo Lupinacci Tom Cooper iM 10 2 1 2401 MIAMI DAILY BUSINESS REVIEW Published Daily except Saturday,Sunday and Legal Holidays Miami,Miami-Dade County,Florida STATE OF FLORIDA NOTICE OF PUBLIC HEARING COUNTY OF MIAMI-DADE: CITY OF SOUTH MIAMI Before the undersigned authority personally appeared Planning and Zoning Department SOOKIE WILLIAMS,who on oath says that she is the 6130 Sunset Drive;South Miami,Florida 33143 `!!CE PRES!DrNIT,Legal Notices of the Miami Daily P_usiness Phone:(305)663-6326;Fax#:(305)666-4591 Review f/k/a Miami Review,a daily(except Saturday,Sunday On Tuesday,November 27,2001 at 7:30 P.M.,the City of South Miami and Legal Holidays)newspaper,published at Miami in Miami-Dade Planning Board will conduct Public Hearings in the City Commission County,Florida;that the attached copy of advertisement, Chambers at the above address on the following: being a Legal Advertisement of Notice in the matter of PB-01-020 Applicant: Hometown Station Ltd. Request: A RESOLUTION OF THE MAYOR AND THE CITY COM- MISSION OF THE CITY OF SOUTH MIAMI,REGARDING: (1)A REQUEST OF HOMETOWN STATION LTD.,FOR AP- CITY OF SOUTH MIAMI PUBLIC HEARING 11/27/01 PROVAL OF A MASTER LAND USE PLAN AND URBAN DESIGN CONCEPT FOR THE SOUTH MIAMI STATION OF REF:PB-01-020 AND PB-01-021 THE RAPID TRANSIT ZONE;THE PROPERTY BEING LO- CATED WITHIN A MIAMI-DADE COUNTY ZONING DIS- in the XXXX Court, TRICT ENTITLED "FIXED GUIDEWAY RAPID TRANSIT was published in said newspaper in the issues of SYSTEM-DEVELOPMENT ZONE"; AND (2) PRESENTA- TION OF PROPOSED CONCEPTUAL PLANS TO CON- STRUCT A MIXED-USE DEVELOPMENT ADJACENT AND 11/16/2001 ATTACHED TO THE SOUTH MIAMI METRORAIL STA- TION. Affiant further says that the said Miami Daily Business PB-01-021 Review is a newspaper published at Miami in said Miami-Dade Applicant: Boston Automotive Appearance Inc.(dba)Washworld County,Florida and that the said newspaper has Request: A RESOLUTION OF THE MAYOR AND CITY COMMIS- heretofore been continuously published in said Miami-Dade County, SION OF THE CITY OF SOUTH MIAMI, RELATING TO A Florida,each day(except Saturday,Sunday and Legal Holidays) REQUEST PURSUANT TO SECTION 20-3.4(B)(20) OF THE LAND DEVELOPMENT CODE FOR A SPECIAL USE and has been entered as second class mail matter at the post APPROVAL TO OPERATE A MOBILE CAR WASH IN AN office in Miami in said Miami-Dade County,Florida,for a °SR(HD)" SPECIALTY RETAIL, HOMETOWN DISTRICT period ne year next preceding the first publication of the OVERLAY ZONING DISTRICT,SPECIFICALLY LOCATED a ed c y of advertisement;and affiant further says that she IN THE SHOPS OF SUNSET PLACE PARKING GARAGE !a. either pa'd nor promised any person,firm or corporation AT 5701.SUNSET DRIVE. an disco t,rebate,commission or refund for the purpose of s cu g this adv isement for publication in the said If interested parties are urged to attend. Objections or expressions of new er. approval may be made in person at the hearing orfiled in writing priorto or • at the hearing.The Planning Board reserves the right to recommend to • the City Commission whatever the board considers in the best interest for the area involved.Interested parties requesting information are asked to contact the Planning and Zoning Department by calling 663-6326 or writ- ing to the address indicated above. to and subscribe e o met You are hereby advised that if any person desires to appeal any deci- 16 a f N E ER A.D. 1 sion made with respect to any matter considered at this meeting or hear- ing,such person will need a record of the proceedings,and for such pur- pose may need to ensure that a verbatim record of the proceedings is made,which record includes the testimony and evidence upon which the AIARIAI.AgES appeal is to be based(F.S. 286.0105). Refer to hearing number when .(SEAL) •� ' x;_ N%Y COMMISSION#CC 885640 making any inquiry. 01-3 61/214368M EXPIRES:March 4,2004 11/16 SOOKIE WILLI `3 ati3`Y1�tT i'•;3. S83H1H7d ltlONStlW Y. ON3931ONtlHO13NS R .3.OW.B..V.MIN IH3WdOl3A3O 3 ga_ l'yil i� ,� ,a q didJ530 LvU N011111S 1INVIW Hinos 13 A �- E I rvoisv,3a do uao�3d 1 1 i 1� l G I 3 ° t( � filitiili o vk F8 W \ I u r J I o It•z<j;•i l f � p6 I °�O I • Rd I tl I � � o �� I I I 0 I I( uill / � I I v raw ar,aweoianac I . ~; a N4000 _ -'plc`s --- B — W I II nIZ f F ig. IA g N Zao> I �g v` 19 Chapter 33C FIXED-GUIDEWAY RAPID TRANSIT SYSTEM—DEVELOPMENT ZONE* I i I I I i i f *Editor's note—Ord.No. 78-74,§ 1,adopted Oct. 17, 1978,amended this Code by adding Ch.33C, §§33C-1-33C-5. Cross references—Zoning,Ch.33;developments in incorporated areas creating county impact,Ch.33A. 5667 r f-. . 4 FIXED-GUIDEWAY RAPID TRANSIT SYSTEM—DEVELOPMENT ZONE §33C-2 Sec. 33C-1. Legislative intent, findings and ment in Miami-Dade County, Florida. Coordi- purposes. nated review and analysis of the mass transit system is susceptible to, and would be most effec- The Board of County Commissioners for Miami- tively carried on, under a uniform plan of regula- Dade County, Florida, hereby declares and finds tion applicable to the County as a whole. The that the uncoordinated use of lands within the planning of major transportation facilities, com- County threatens the orderly development and bined with other plan implementation tools, can the health, safety, order, convenience, prosperity be effectively used in meeting social, economic and welfare of the present and future citizens of and environmental needs and in creating a major this County. Pursuant to Ordinance No. 75-22, influence on metropolitan development patterns the Board adopted and accepted the Comprehen- and life styles. The capability of a transportation sive Development Master Plan for Miami-Dade network, acting in conjunction with other urban County whereby it specifically declared that it services to establish general development trends, was the continuing policy of Miami-Dade County, is well recognized. A maximum coordination of in cooperation with federal, State, regional and transportation and land use policy decisions is local governments, and other concerned public therefore essential to optimize the role of trans- and private organizations, to use all reasonable portation as a potent tool for implementing the means and measures to: desired patterns of metropolitan development. (a) Foster and promote the general welfare; The Board further finds that the Stage I Fixed- (b) To create and maintain conditions under Guideway Rapid Transit System has, since 1973, undergone extensive planning, review, analysis, which man and nature can exist in pro- and engineering design efforts. The Stage I Sys- tem has received design approval from both the (c) To fill the social, economic and other re- federal and State governments and is in the quirements of the present and future gen- process of final design,procurement and construc- erations of citizens of Miami-Dade County, tion activities. The Stage I System, including Florida. proposed improvements in other forms of surface transportation facilities, represents a concerted, The board further found that the Comprehensive coordinated effort to improve not only the trans- Development Master Plan was enacted to assure portation facilities within Miami-Dade County, for all people of Miami-Dade County an attempt but the overall quality of life enjoyed by citizens of to create safe, healthful, productive and aesthet- and visitors to Miami-Dade County. Finally, the ically and culturally pleasing surroundings; to Stage I System represents one (1) of the largest attain the widest range of beneficial uses of the public works projects ever undertaken in Miami- environment'without unreasonable degradation, Dade County and the Southeastern United States. risk to the health or safety, or other undesirable As such,the Stage I Fixed-Guideway Rapid Ti-an- and unintended consequences,to preserve impor- sit System may only be planned, engineered, tant historic, cultural and natural aspects of our implemented, and administered on a County- national heritage;to maintain,wherever possible, wide basis, in a manner which will: an environment which supports diversity and (a) Provide maximum opportunities for devel- variety of individual choice; to achieve a balance opment to serve as financial assistance to between population and resources which will per- the system; and mit the high standards of living and a wide (b) Provide incentives for joint development sharing of life's amenities, and to enhance the with the private sector. quality of renewal resources and approach the (Ord. No. 78-74, § 1, 10-17-78) maximum attainable recycling of depletable re- sources. In furtherance of these goals and objec- tives,the Board finds that the coordinated review (A) Definition. The "Rapid Transit Zone" con- and analysis of its mass transit facilities is nec- sists of all land area, including surface, subsur- essary to carry on a central metropolitan govern- face,and appurtenant airspace,heretofore or here- Supp.No.24 5669 FIXED-GUIDEWAY RAPID TRANSIT SYSTEM—DEVELOPMENT ZONE $33C-2 cordance with the provisions of Sec- (10) County government office development in tion 33-304. Said application shall the Rapid Transit Zone within municipal- be considered a special exception for ities. Whenever County office develop- site plan approval to�be considered went is proposed for that portion of the and acted upon directly by the Board Rapid Transit Zone surrounding the of County Commissioners pursuant Douglas Road Metrorail Station, the di- to the criteria established in Section rectors of the Departments of Planning 33-311(d) and the provisions of the and Zoning, the Miami-Dade Transit applicable subzone. Agency and the department proposing the development shall develop proposed mas- (d) Whenever uses authorized by sub- ter plan development standards for such paragraph (a) above are proposed proposed uses. The standards shall con- within portions of the Rapid Transit tain, at a minimum: (a) maximum height Zone passing through municipali- of the building; (b) maximum floor area ties, the Station Area Design and ratio; (c) maximum parking provided; (d) Development Program process,a joint minimum open space; (e) minimum set- municipal-County program,shall pre- backs from property lines; (f) gross and pare proposed master plan develop- net land area; (g) criteria for pedestrian ment standards for such proposed and vehicular circulation systems; (h) uses.Such proposed master plan de- signage criteria; (i) criteria for parking velopment standards shall be sub- layouts and drives; and (j) features dem- mitted to the appropriate municipal- onstrating conformity with the guidelines ity for review and adoption as the for development of urban centers con- Master Land Use Plan for such uses. tained in the Comprehensive Develop- Once adopted, said land use plans ment Master Plan, conformity with the shall control all public actions involv- Miami-Dade County Urban Design Man- ing or affecting land use or develop- ual, and consistency with the Metrorail ment, including action on applica- Compendium of Design Criteria. Upon tions for zoning relief.Amendments the consent of the county manager, the to said Master Land Use Plans shall proposed standards shall be submitted to be subject to the procedures speci- the affected municipality's governing board fled in this subparagraph. It shall be for review and approval. the duty of the Clerk of the Board of In reviewing the standards, the munici- County Commissioners to immedi- pality shall consider the type of function ately transmit to the relevant munic- involved, the public need therefor, the ipality a certified copy of the County existing land use pattern in the area and Commission's action in regard to the the nature of the impact of the facility on uses provided for in this subsection. the surrounding property. The municipal The municipality may seek judicial governing board shall have the power to review of the County Commission's approve or reject the standards, but shall action in accordance with Section not modify the standards as submitted. 33-316, Miami-Dade County Code. Unless extended by agreement with the County Manager, failure of the municipal (e) The uses provided in this subsection governing board to reach a final decision shall,where applicable,be subject to on the proposed development standards municipal ordinances relating to oc- within 60 days after receipt of the stan- cupational license taxes, and such dards may be deemed by the County to be taxes be and they are hereby ex- a lack of objection to the standards as pressly reserved to such municipali- proposed.If the municipal governing board ties. rejects the proposed development stan- Supp.No.28 5671 1; e. • F Y' FIXED-GUIDEWAY RAPID TRANSIT SYSTEM—DEVELOPMENT ZONE §33C-5 to certify and specifying the correc- impact thereon. The-Station Area Design and tive actions,if any,which would lead Development Program (auth_orized by Miami- to certification. The decision of the Dade County Resolution No. R-829-77), a joint Agency may be appealed to the Board municipal-County program, shall prepare pro- of County Commissioners within posed development standards for the Rapid Tran- thirty(30) days from the date of the sit Developmental Impact Zone. Such proposed written explanation by filing a no- development standards shall be submitted to the tice of appeal with the Clerk of the Rapid Transit Developmental Impact Committee Board of County Commissioners.The established by Section 33C-3 of this chapter for Board of County Commissioners, af- review, comment and any recommendations. The ter giving public notice as required Rapid Transit Developmental Impact Committee by Chapter 33 of the Code, shall report, including the proposed development stan- hear the appeal and either affirm, dards, shall be submitted to the appropriate mu- deny or modify the decision of the nicipality or, in the unincorporated areas, to the Agency. Appeals from the Board of County Commissioners' action shall County for review and adoption as the land use be in accordance with Section 33-316 plan for developments within the Rapid Transit of this Code. Developmental Impact Zone. Once adopted, said (Ord.No. 78-74,§ 1, 10-17-78; Ord.No. 79-59, § 1, land use plans shall control all public actions 7-3-79;Ord.No.82-80,§ 1,9-7-82;Ord.No.83-27, involving or affecting land use or development, § 1,5-17-83;Ord.No.95-215, § 1, 12-5-95;98-114, including action on applications for zoning relief. § 1, 7-21-98; Ord. No. 98-125, § 24, 9-3-98; Ord. within the Rapid Transit Developmental Impact No. 00-38, § 1, 2-21-00) Zone.Amendments to said land use plans shall be Annotation—CAO 84-10. subject to the procedures specified in this section. Editor's note—Ord.No.82-79,§1,adopted Sept.7,1982, The County may seek judicial review of any and Ord. No. 87-55, § 1, adopted July 21, 1987, amended § official municipal acts relating to lands within the 33C-2 by amending one (1) of the drawings of the Rapid Transit Zone maps,which drawings are not reproduced herein. Rapid Transit Developmental Impact Zone. (Ord. No. 78-74, § 1, 10-17-78) Sec. 33C-3. Rapid Transit Developmental Im- Editor's note-Pursuant to the provisions of this chapter, pact Committee. and Resolution No. R-867-76, the County has enacted the. following ordinances, accepting Station Area Design and De- There is hereby established a Rapid Transit velopment Studies: Developmental Impact Committee composed of Ord. No. Date Station area the County's Developmental Impact Committee (established by Section 33-303.1, Miami-Dade 80-129 11-18-80 Ear tin Heights County Code) and two (2) representatives from 81-29 3-17-81 Martin n Luther King,Jr. 81-30 3-17-81 Dadeland North each of the following municipalities: City of South 81-31 3-17-81 Brownsville Miami, City of Coral Gables, City of Miami, and 81-32 3-17-81 Northside the City of Hialeah. The Rapid Transit Develop- 82-12 3- 2-82 Dadeland South mental Impact Committee shall, subject to the procedures specified in Section 33-303.1, Miami- Sec. 33C-5. Guideway Aesthetic Zone. Dade County Code, perform the duties specified in Section 33C-4 of this chapter. Definition: The Guideway Aesthetic Zone con- (Ord. No. 78-74, § 1, 10-17-78) sists of those land areas designated by the Board Sec. 33C-4. Rapid Transit Developmental Im- of County Commissioners which are adjacent to pact Zone. or within the Rapid Transit Developmental Im- pact Zone. Said lands [include those land areas The Rapid Transit Developmental Impact Zone which] are within the line of sight of the Rapid consists of those lands in such close proximity to Transit System fixed guideways and stations and the Rapid Transit System as to have a significant upon which land developments and/or structures Supp.No.28 5673 �J FIXED-GUIDEWAY RAPID TRANSIT SYSTEM—DEVELOPMENT'ZONE §33C-7 (3) Site plan review standards and criteria. easy access thereto, should be encouraged The purpose of the site plan review,is to encour- to be incorporated into the design of all age logic, imagination and variety in the design development projects. process in an attempt to insure the congruity of (e) The scale of all development projects should the proposed development and its compatibility be designed to be compatible with sur- with the surrounding area. The following site rounding existing, proposed, and antici- plan review standards and criteria shall be uti- paced development and uses,and,therein, lized as a guide by the Developmental Impact step-down buildings may be encouraged Committee or the Department of Planning and to be incorporated into the design of the Zoning and by the Board of County Commission- project, and all development should be ers in the consideration of requests for special architecturally and aesthetically compat- exception for site plan approvals within the MLK ible with the station and enhance the Corridor Subzone: surrounding area. (a) All development shall conform foremost (fl Open space and landscaping should be with the guidelines for development of incorporated into the design of all devel- opment projects to allow sufficient light and air to penetrate the project, to direct hensive Development Master Plan, and shall be reviewed for its compatibility wind movements, to shade and cool, to with the Miami-Dade County Urban De- visually enhance architectural features sign Manual, the Metrorail compendium and relate the structure design to the site, and to functionally enhance the projects; of design criteria, and, as applicable, the outdoor graphics and exterior art displays Brownsville Station Area design and de- and water features should be encouraged velopment plan, the Northside Station to be designed as an integral part of the Area design and development plan and open space and landscaped areas. the Dr. Martin Luther King, Jr. Station Area Design and Development Plan. (g) All development projects should be de- signed so as to reduce energy consump- (b) Mixed, twenty-four-hour activity uses tion. Energy conservation methods may should be encouraged to be incorporated include,but not be limited to,the natural into the design of development projects. ventilation of structures,the siting of struc- tures in relation to prevailing breezes and (c) Setbacks may not be required due to the sun angles,and the provision of landscap- unique locational characteristics associ- ing for shade and transpiration. ated with the MLK Corridor Subzone site; (h) All development projects should be de- however, building locations shall be re- signed so that the pedestrian and vehicu- viewed to assure compatibility with sur- lar circulation systems adequately serve rounding existing, proposed, and antici- the needs of the project and are compati- pated development and uses and to assure ble and functional with the circulation that no visual or other safety hazards are systems exterior to the site. created in connection with existing, pro- posed, and anticipated pedestrian and ve- (i) All development projects should be de- hicular circulation systems. signed with a coordinated outdoor light- ing and signage system that is 'adequate (d) Pedestrian open space, in the form of for and an integral part of the project and plazas, arcades, courtyards, landscaped that is compatible and harmonious with areas, etc., particularly at the level of the the project and the surrounding area. station, with convenient connections be- (Ord. No. 99-161, § 1, 11-16-99) tween the station and restaurants, the- atres, retail uses, etc., so as to provide (The next page is 57251 Supp.No.28 5675 METROPOLITAN DADE COUNTY. 'FLORIDA F. METRO-DADE STEPHEN P. CLARK CENTER OFFICE OF COUNTY MANAGER SUITE 2910 111 N.W. 1st STREET MIAMI, FLORIDA 3312 8-1994 (305) 375-5311 Honorable Julio Robaina Mayor, City of South Miami City Hall 6130 Sunset Drive South South Miami, Florida 33143 Re: Recommendation on Master Plan Development Standards for the South Miami Rapid Transit Zone Dear Mayor Robaina: Enclosed you will find the recommendation for Master Plan Development Standards for the South Miami Rapid Transit Zone. Said standards were prepared by the Miami-Dade County Rapid Transit Developmental Impact Committee (DIC) and approved by the DIC Executive Council. I am forwarding this recommendation to you pursuant to the requirements of Chapter 33C-2(D) of the Code of Miami-Dade County. If you need additional information, please contact Ms. Diane O'Quinn Williams, Miami- Dade County Department of Planning and Zoning Director, at (305) 375-2840. ncerely, Steve Shiver County Manager Enclosure C: City Commissioners, South Miami Charles D. Scurr, City Manager, South Miami Subrata Basu, Assistant City Manager, South Miami Richard Lorber, Director, City of South Miami Planning and Zoning Department Diane O'Quinn Williams, Director, Miami-Dade County Dept. of Planning & Zoning 41 T Recommendation on Master Plan Development Standards for the South Miami Rapid Transit Zone REQUEST In accordance with Chapter 33C-2(D) of the Code of Miami-Dade County, the Miami-Dade County Rapid Transit Developmental Impact Committee (RTDIC), consisting of municipal and County representatives, has reviewed the Master Plan Development Standards prepared and submitted by Hometown Station, Ltd. for the South Miami Rapid Transit Zone. The site is located within the Rapid Transit Zone and depicted in the attached Exhibit No. 1. The Miami-Dade County Developmental Impact Committee Executive Council has reviewed the standards and requests approval of these standards as indicated herein. RECOMMENDATION Adoption, by the City of South Miami Commission, of the following master plan development standards for the South Miami Rapid Transit Zone station site. BACKGROUND The South Miami station site contains a total of approximately 7.7 acres andis located in the City of South Miami east of SW 59 Avenue and between SW 70 Street and US Highway #1. The entire site lies within the Rapid Transit Zone as provided for in Chapter 33C of the Code of Miami-Dade County. Section 33C-2(D)(9)(d) provides: Whenever uses authorized by subparagraph (a) above are proposed within portions of the Rapid Transit Zone passing through municipalities, the Station Area Design and Development Program process, a joint municipal-County program, shall prepare proposed master plan development standards for such a proposed use. Such proposed master plan development standards shall be submitted to the appropriate municipality for review and adoption as the Master Land Use Plan for such uses. Once adopted, said land use plans shall control all public actions involving or affecting land use or development, including action on applications for zoning relief... Hometown Station, Ltd. prepared and submitted standards similar to those contained herein. In accordance with the above procedure, the RTDIC held a public meeting on January 9, 2002 to review the submitted standards. Comments from both County and City departmental staff regarding the site development standards were received and then reviewed by the DIC Executive Council. These standards were reviewed with a view toward complementing the surrounding area. The subject site is designated as Business and Office on the Comprehensive Development Master Plan Land Use Plan map. The site is also designated as a Community Urban Center, a localized but compact urban area that will contain a concentration of different urban functions integrated both horizontally and vertically. Areas developed as .a community urban center shall, in accordance with the Miami-Dade • t T I I 1 Comprehensive Development Master plan, have a radius of 700 to 1,800 feet but may be extended to a radius of one-half mile where recommended in an area plan. The land uses surrounding the South Miami Transit Station consist of a United States Post Office and automotive repair use to the north, strip commercial uses to the south and east, and an eight-story office building and vacant building to the west. As a result of the RTDIC review, changes have been incorporated into the station site master plan development standards submitted by Hometown Station, Ltd. The following are recommended: SOUTH MIAMI MASTER PLAN DEVELOPMENT STANDARDS The following standards shall govern the use, site design, building mass, parking, circulation, and signage for all non-Metrorail development in the South Miami'Rapid Transit Zone. All development uses of non-system structures, whether public or private in nature, within the Rapid Transit Zone of the Stage 1 Fixed-Guideway Rapid Transit System, which includes all station sites and parking areas, shall be: consistent with the Miami-Dade County Comprehensive Development Master Plan in general, and the guidelines for development of Urban Centers, in particular (pages 1-37 through 1-40, 1999 edition); compatible with the Urban Design Manual prepared by the Miami-Dade County Department of Planning and Zoning (February, 1999 or latest edition); in compliance with Chapter 33C, Fixed-Guideway Rapid Transit System— Development Zone (1 through 5); in compliance with Chapter 33, Zoning, Division 6, Commercial Signs on Rapid Transit System Right-of-Way (121.20 through 121.4); and compatible with Metrorail Compendium of Design Criteria Volume 1, Systemwide Design Criteria, Section 9.03.2.2, Chapter 9, Fire/Life Safety, and other portions of the Compendium as applicable. Additionally all projects, without exception, shall be submitted to the Miami-Dade Transit Agency Fire/Life Safety Committee for compliance review. 1) Purpose. The purpose of these Master Plan Development Standards is to provide the guidelines for future development within the boundaries of the South Miami Transit Station portion of the Rapid Transit Zone (as described below). The Master Plan Development Standards have been prepared to be compatible with the concept of South Miami's Transit-Oriented Development District and with adjacent existing uses. The Master Plan Development Standards are designed to encourage mixed use, high density projects within the Station area, and to provide a pedestrian friendly atmosphere in keeping with South Miami's Hometown District. The Master Plan Development Standards are very site specific and take into account existing uses within the boundaries of the site. Unless specified to the contrary, the Master Plan Development Standards supercede all conflicting requirements in Chapter 33 and Chapter 18A of the Code,of Miami-Dade County. 2 The Master Plan Development Standards promote a concentration of different urban functions integrated both horizontally and vertically. The Master Plan Development Standards implement a parking code that treats parking as an element of public infrastructure in an urban center, and that recognizes the shared parking benefit of vertically mixed development and the opportunities of an enhanced Metrorail connection. These shared benefits will further the achievement of the public goals of "Eastward Ho" and the orientation of development near existing public transportation corridors. 2) Boundaries. These Master Plan Deve i lopment Standards shall apply to development in the South Miami Transit Station, defined as they area bounded by Sunset Drive, SW 59h Place, SW 701h Street and the Right of Way for U.S. Highway No.1, as shown on the legal description and survey attached hereto as Exhibit No.1("South Miami Station"). 3) Existing Uses. The South Miami Transit Station currently contains the fixed guideway for the Rapid Transit System, the South Miami Station, a Miami-Dade County Fire Station, a rectangular five level parking garage containing approximately 1100 parking spaces, a triangular five level parking garage containing approximately 674 parking spaces, and a structural connection to the South Miami Metrorail Station. These structures shall be considered as being in compliance with these Standards. This section shall not be construed as to modify the requirements of applicable building codes and safety standards. The rectangular garage may not be credited toward parking regulations as specified elsewhere in these Standards; the triangular garage may be credited toward said regulations. 4) Definitions. Terms used in this section shall take their commonly accepted meaning unless otherwise defined in Chapter 33 or Chapter 28 of the Code of Miami-Dade County. Terms requiring interpretation specific to this section are as follows: a) Arcade / colonnade: A roofed structure, extending over the sidewalk, open to the street except for supporting columns and piers. b) Building Height: The vertical distance from the crown of the adjacent street to the highest point of a flat roof or parapet, or to the underside of the eaves. Elevator shafts, fire stairs, mechanical equipment enclosure space, ornamental spires, cupolas, turrets and/or similar features shall not be considered in calculating building height. c) Civic Use: Premises used primarily for public education, gathering and displays administered by non-profit cultural, educational, governmental, and religious organizations. d) Open Space: An outdoor, at grade space accessible to the public all or most of the time, including parks, plazas, squares, greens, arcades/colonnades, and landscaped pedestrian promenades and/or associated ornamental or shaded landscaped areas. e) Story: The horizontal division of a building between the surface of a floor and the surface of the next floor above, or the next ceiling if there is no floor above. For the purposes of these Standards, a story shall be interpreted as each vertical unit of 14 foot maximum. f) Live/work Unit: A structure or portion of a structure combining a residential living space with an integrated work space principally used by one or more of the residents. 5) Development Areas: The South Miami Transit Station shall initially have three defined development areas, as shown on the attached Development Map (Exhibit No.1): a) Area "A" This area is located adjacent to the southwest edge of the rectangular garage, 3 extending west to SW 591h Place and south to the entrance road to thedrop off zone and bus lane. b) Area "8': This area abuts the Triangular garage from the edge of Area "A", along SW 59th Place and SW 70th Street, to the end of the triangular garage. This area may include intrusion into the garage structure, but all construction must front on one of the adjacent streets. c) Area "C" This area includes the entire area above the triangular garage. 6) Permitted Uses: Mixed uses, as provided by Section 33C-2(D)(9)(a) shall be permitted, said uses including but not limited to residential (including housing for the elderly), office, live/work units, retail, hotels, restaurants (including outdoor dining), theatres, civic uses, and mobile cart vendors. Mixed uses may be attained in phases. 7) Development Regulations. The following development regulations shall apply within the South Miami Transit Station: a) Parking: Parking shall be provided according to the following standards: i. Residential— One (1) parking space for each dwelling unit. ii. Office, and Civic Uses — One (1) parking space for each two hundred fifty (250) square feet of gross floor area or portion thereof. iii. Restaurants — One (1) parking space for each one-hundred (100) square feet of gross floor area or portion thereof. iv. Hotel-One (1) parking space for every guestroom. v. Live/work Units— One (1) parking space for each unit. vi. Retail— one (1) parking space for each three hundred (300) square feet, or portion thereof. vii. Theatre—one (1) parking space for each four (4) seats, or portion thereof. viii. Mobile cart vendors — no parking spaces shall be required. For mixed-use projects a reduction of twenty-five (25) percent of the required parking shall be permitted. Any on-street parking proposed along SW 59 Place or SW 70 Street and located adjacent to the station and new development boundaries may be counted towards meeting the minimum parking requirements for the development areas. b) Building Placement: All buildings fronting SW 59 Place and SW 70 Street and that portion of Development Area "A" fronting the bus lanes shall be setback no closer than eighteen (18) inches from the curb line as shown on the Development Map. Buildings in Area C may not extend beyond the existing edge of the triangular garage columns. c) Building Height: Area A: Buildings shall not exceed eight (8) stories in height. Area B: Buildings shall not exceed five (5) stories in height. Area B building heights, including the top of roof, shall not extend above the highest floor of the existing triangular garage. Area C: Buildings shall not exceed three (3) stories in height, starting one level above the existing triangular garage. 4 r , d) Building Entrances: There shall be pedestrian entrances at maximum intervals of seventy-five (75)feet along streets. e) Streetwalls: Habitable spaces;of a twelve (12) foot minimum depth may be built over the required arcades/colonnades for full height and length of buildings. f) Colonnades: A colonnade/arcade of a minimum eight (8) foot depth shall be required on buildings constructed adjacent to SW 59 Place, SW 70 Street and that portion of Development Area "A" fronting the bus lanes. Exterior of colonnade shall be no closer than eighteen (18) inches from curb line. Interior wall of colonnade shall be a minimum of sixty (60) percent clear glazed area, except for residential uses which may be a minimum of forty (40) percent. Street trees shall I not be required when a colonnade is constructed. g) Expression Line: An expression line shall delineate the division between the second story and the third story of buildings. Expression lines shall consist of either moldings extending a minimum of two (2) inches, or jogs in the surface plane of the building wall not less than two (2) inches. h) Encroachments: Balconies and access areas for any given Development Areas such as elevators, lobbies and stairs may extend beyond the boundaries of that Development Area. Awnings, balconies, marquees,and roof eaves may encroach into setbacks and rights-of- way. Cantilevers and moldings shall not exceed three (3) feet in extension beyond the vertical wall surface unless visibly supported by brackets or other supports. In addition, outdoor dining may extend beyond the Development Areas as part of the site plan approval process as long as it does not interfere with traffic circulation. i) Open Space: A minimum of fifteen (15) percent of the total area shown on the Boundaries (Exhibit "A") shall be reserved for open space. Open space shall include arcades/colonnades, paved courtyards, greens, parks, rooftop gardens, squares and plazas. j) Landscape: On streets not incorporating colonnades, street trees shall be planted at a maximum average spacing of twenty (20) feet on center. Street trees shall have a minimum caliper of four (4) inches and shall have a minimum height of twelve (12) feet at the time of planting. Public open space, excluding streets and colonnades, shall be planted with trees consisting of a minimum caliper of four (4) inches and a minimum height of twelve (12) feet at time of planting. k) Signage: Signage to direct traffic flow and locate entrances and exits to developments and/or to identify developments within the Transit Station area and on abutting property shall be permitted in connection with any permitted use. Said signs shall be reviewed by the Miami-Dade County Department of Planning and Zoning and Miami-Dade Transit. Signs within the Rapid Transit System Right-Of-Way and Protected Areas may be placed in accordance with Division 6 of Article VI (Signs) of Chapter 33 of the .Code of Miami-Dade County. Signs are further limited by the following provisions: (1) Wall signs to identify a separate licensed retail or service establishment are permitted between ground level and 25 feet and are permitted up to an amount of 1.5 square feet for each one (1) foot of linear street frontage of establishment, or up to 25 square feet in size,-whichever is less. Lettering of up to 18 inches in size is permitted. Business facing two (2) streets may have one sign per street frontage; all other businesses may have only one (1) wall sign. Flat signs may not project more than nine (9) inches beyond the surface of a building. Electrical conduit pipes must be on inside of signs. 5 i . r (2) Building identification sign to identify the name of a building or the principal tenant therein are permitted 25 feet or more above grade. Two (2) signs per building are permitted and may cover up to two (2) percent of the wall area on which the sign is located. Building identification signs are permitted up to an amount of 1.5 square feet for each one (1).foot of linear street frontage of the wall on which the sign is located. Lettering of up to 24 inches in size is permitted for buildings of 25-50 feet in height. Lettering of up to 30 inches in size is permitted for buildings of 51-100 feet in height. Lettering of up to 36 inches in size is permitted for buildings of over 100 feet in height. (3) One low-profile detached landscaped sign may be permitted. Said sign shall be either of a single face or double face design not exceeding four feet in height from grade not to exceed 20 square feet in area. Said sign must be appropriately landscaped and designed .to be compatible with the surrounding and proposed architecture. Signs used solely by Metro-Dade Transit and any traffic directional signs for this property shall be exempt from these requirements and not part of the quantity and size limitations described herein, but shall be compatible and harmonious with the project and the surrounding area. In addition, one (1) "hanging sign" shall be permitted for each ground floor establishment in Areas "A" and "B", not to exceed three (3) square feet in area. A hanging sign is any sign which is displayed over a public sidewalk or pedestrian way and supported by a projected canopy, awning, arcade ceiling, bracket or roof overhang. Hanging signs shall be uniform in size and design, but may vary in lettering style and color. 8) Site Plan Review Standards and Criteria: The purpose of the site plan review is to encourage logic, imagination and variety in the design process in an attempt to ensure congruity of the proposed development and its compatibility with the surrounding area. The following site plan review standards shall be utilized as a guide by the Miami-Dade Developmental Impact Committee or the Miami-Dade County Department of Planning and Zoning and by the Board of County Commissioners in the consideration for site plan approval within the South Miami Transit Station: (a) The development project shall be consistent with the Miami-Dade County Comprehensive Development Master Plan. (b) Design of development within the Rapid Transit Zone shall create pedestrian activities as well as the promotion of pedestrian linkages connecting the proposed use to the adjacent community. (c) Architectural construction is encouraged to draw its ornamentation and variety from the traditional South Florida building context. All buildings shall have their main entrance opening to a street or meaningful open space form such as squares, parks, greens and plazas. (d) Colonnade column spacing, windows and doors shall have a vertical proportion. (e) Continuous blank walls at street level shall be prohibited. . Habitable space shall remain open to view. All glazing at the ground floor level shall be of a type that permits view of human activities and spaces within. (f) Public open spaces, in the form of squares, plazas, greens, etc., shall be connected to the station and proposed development, so as to provide easy access thereto. A sprinkler system shall be installed in all of the proposed landscaped areas to maintain said areas in a good, healthy condition. 6 r ' i (g) Open space and landscaping shall be incorporated into the design of the development project to shade and cool and visually enhance architectural features. Shrubbery and landscaping at all driveways and intersections shall be sufficiently setback to permit vehicle operators an unobstructed view of other traffic and pedestrians. (h) Trees shall be used as a design element to provide visual identity to the property and reinforce the street edge. Tree grates or other approved devices shall be provided around all trees in hard surfaced areas to ensure adequate water and air penetration. (i) Building design shall promote the use of energy conservation. measures including but not limited to self-shading, natural lighting, natural ventilation, outdoor circulation, and reduced dependence on artificial lighting. Porches, balconies, breezeways, pergolas, deep eaves, eyebrows and other elements promoting natural ventilation are encouraged. (j) Utilities shall run underground when possible. (k) The development project should be designed so that the pedestrian and vehicular circulation systems adequately serve the needs of the project and 'are compatible and functional with the circulation systems exterior to the site. (1) Adequate circulation throughout the development project shall be provided to accommodate emergency vehicles. (m) The development project shall be designed with a coordinated outdoor lighting system that is adequate, integrated in the project and is compatible and harmonious with the surrounding area. (n) Street furniture such as trash containers and benches shall be permanently secured to the sidewalk. Street furniture shall not obstruct sight visibility triangles at street intersections. (o) The scale of the development project shall be designed to be compatible with and improve the surrounding existing, proposed and anticipated development and uses, and shall consider the existing nature of the surrounding neighborhood. Architectural elements at street level.shall have human scale, abundant windows, doors and design variations to create interest for the pedestrian. (p) Dumpsters shall not be visible from the street. 9) Variances. Any variances from the above Standards shall be governed by requirements in Section 33-311(A)(4)(b) of the Code of Miami-Dade County. 10) Master Plan. All non-Metrorail development of the South Miami Transit Station portion of the Rapid Transit Zone shall conform with the guidelines for development of Urban Centers contained in the Comprehensive Development Master Plan. F WE ARvMWM ...ft Wwd RTDIG R.Ir.d M Mr 50,Iw E-0 C—i 16 7 j SOUTH MIAMI RAPID TRANSIT ZONE Respectfully Submitted, DIC Executive Council March 6, 2002 1 Pedro G. Hernandez, P.E. Assistant County Manager \ AYE Antonio Bared, Deputy Fire Chief Fire Rescue Department yy NAY William Brant, Director Miami-Dade Water and Sewer Department Absent Diane O'Quinn Wiiliams, Director Department of Planning and Zoning ,L� {(.( � .(L.� AYE John W. Renfrow, Director Department of Environmental Z1- AY_E Resources Management t Aristides Rivera, P.E., P.L.S., Director Public Works Department AYE Irma San Roman, Deputy Director Metropolitan Planning Organization Secretariat -(---AYE F:\EvY\RnWlcroull W.dIRTDID RN.WVSp.N.Pq S-..—RP ? __; 4 BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD • MIAMI, FLORIDA 33131-2336 TELEPHONE:(305)374-7580 • FAX:(305)374-7593 E-MAIL: INFOOBILZIN.COM •WWW.BILZIN.COM BROWARD:(954)356-0030 JERRY B.PROCTOR,ESQ.,P.A. Direct Dial(305)350-2361 Email:JProctor@Bilzin.com March 29, 2002 Mr. Charles Scurr, City Manager City Hall, City of South Miami 6130 Sunset Drive South Miami, Florida 33143 Re: Zoning Application by Hometown Station,Ltd. Location: South Miami Metrorail Station Application: Miami-Dade County Master Plan Development Standards for the South Miami Rapid Transit Zone Dear Mr. Scurr: Please accept this application for Planning Board and City Commission review and approval of the Master Plan Development Standards for the South Miami Rapid Transit Zone portion of Miami-Dade County's Rapid Transit System("Metrorail"). Our firm represents Hometown Station, Ltd. ("Hometown"), prospective developer of a mixed use project at the southern end of the South Miami Station of the Metrorail system. Pursuant to Chapter 33C(Fixed-Guideway Rapid Transit System-Development Zone)of the Code of Miami-Dade County,a copy of which is attached,Hometown hereby submits Development Standards for the mixed use development of the South Miami Station. In accordance with Chapter 33C, a coordinated review between the County and its municipalities has been established in order "to optimize the role of transportation as a potent tool for implementing the design patterns of Metropolitan development". Chapter 33C establishes a procedure for rapid transit developments within municipalities that requires the municipality to review and adopt the Master Plan Development Standards. After adoption of the Master Plan Development Standards by the City Commission,Hometown may proceed to the Board of County Commissioners with an application for site plan approval pursuant to Section 33C-2(D) (9) (c)of the Miami-Dade County Code. \74913\15884\#558107 v 1 4/24/02 10:28 AM .4 BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP March 29, 2002 Page 2 Hometown has designed Master Plan Development Standards that are compatible with the area surrounding the South Miami Station and with the goals and objectives of the Comprehensive Plan of the City of South Miami. Key components such as definitions, permitted uses, parking regulations,building placement regulations,the provision of colonnades/arcades,signage,and site plan review standards utilize concepts in the City of South Miami's Comprehensive Plan and Land Development Regulations to insure compatibility. The highlights of the Standards are as follows: 1. The Standards maximize public utilization of existing resources by earmarking the existing 674 space garage (the "triangular garage") at the southeastern corner of SW 7e Street and SW 59 Place(Church Street) for usage by workers and visitors to the Hometown project. 2. The Standards clearly delineate three separate,but interwoven phases of development: (a) Area "A" is located adjacent to the southwest edge of the triangular garage and features a mixed use building consisting of retail and office uses,with a public gathering place in front of the building. This public space will provide a focal point for the development that is well spaced from any residential units and provides a more efficient utilization of this public property. (b) Area "B" of the project will include a retail "liner" building that will "wrap-around" and connect to the existing triangular garage and provide retail service opportunities along both Church Street and SW 70 Street. This development will enhance the aesthetic value of the South Miami Station from the northerly adjacent community within the City. This area will also include "live- . work" dwellings, an exciting development where citizens may live and work within the same unit. The"live-work"concept conforms with the City and County Comprehensive Plans and advances the ideals of"New Urbanism",which attempts to regulate land uses in a manner to significantly reduce the length and frequency of automobile trips. (c) Area"C describes the development of either office or residential development to a maximum height of three stories above the triangular garage in the area at the southeast comer of Church Street and SW 70 Street. This portion of the development will also enhance the visual ambiance of the station. 3. Hometown representatives have worked extensively with County and City staffto.delineate a series of stringent,urban oriented design criteria that are included in the Master Plan Development Standards. Said Standards were prepared by the Miami-Dade County Rapid Transit Development Impact Committee in conjunction with your Planning Director and Assistant City Manager and approved by the Developmental Impact Committee Executive Council on March 6, 2002. The Standards comply with the provisions for "Urban Centers" in Miami-Dade County's Comprehensive Development Master Plan("CDMP"),which encourage convenient alternatives to automobile travel, more efficient land uses than recent suburban development forms, and create. identifiable"Town Centers". The Standards create a distinctive sense of place for the Station that will create a destination point that extends to the non-peak hour/week day,week day/evening, and BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP March 29, 2002 Page 3 weekend times. Accordingly, this application provides the City Commission with a unique opportunity to leverage the resources of private development capital on County owned land to advance the goals of the City. Please schedule this application on the next available agenda of the Planning Board. Thank you for your continued cooperation. Very truly yours, Jerry . Proctor JBP:id cc: Subrata Basu,Assistant City Manager, City of South Miami Richard Lorber,AICP,Planning Director,City of South Miami Hank Marks,Masvidal Partners Pablo Lupinacci,Masvidal Partners Tom Cooper Victor Dover Pedro Hernandez, Assistant County Manager,Miami-Dade County Ruth Ellis Myers,Developmental Impact Committee Coordinator, Miami-Dade County Frank Talleda, Miami-Dade Transit,Miami-Dade County Earl Gallop,Esq., City Attorney,City of South Miami City of.South Miami Planning & Zoning Department City Hall,6130 Sunset Drive,South Miami,Florida 33143 Telephone:(305)663-6326; Fax:(305)6664591 .Application For Public Hearing Before Planning Board & City Commission Address of Subject Property: Lot(s) Block Subdivision 5870 SW 70 Street = Meets& Bounds: See attached survey Applicant: Phone: Hometown. Station, Ltd: (305)442-9202 Representative:Jerry B. Proctor, Esq. Organization: Bilzin Sumberg Dunn, et al 200 So. Biscayne B1vd.,#2500 Address: Miami, Fl. 33131 Phone: (305)350-2361 Property Owner: Miami-Dade County Signature: Mailing Address: 111 NW 1 Street Phone: (305)375-1507 Miami, Fl 33128 Architect/Engineer: Phone: Chaer, Cooper & Associates (305)666-0185 AS THE APPLICANT, PLEASE INDICATE YOUR RELATIONSHIP TO THIS PROJECT: Owner _Owner's Representative Contract to purchase _Option to purchase xz._Tenant/Lessee APPLICATION IS HEREBY MADE FOR THE FOLLOWING: SUBMITTED MATERIALS PLEASE CHECK THE APPROPRIATE ITEM: PLEASE CHECK ALL THAT APPLY; _Text Amendment to LDC _Variance x Letter of intent _Zoning Map Amendment _Special Use x Justifications for change _PUD Approval _Special Exception _Statement of hardship PUD Major Change Other _Proof of ownership or letter from owner _Power of attorney Briefly explain application and cite specific Code sections: —Contract to purchase x Current survey(1 original sealed and Approval of Transit Subzone signed/1 reduced copy @ 11"x 17") _15 copies of Site Plan and Floor Plans Standards - see letter of .intent 1 reduced copy @ 11"x 17" _20%Property owner signatures Section: Subsection: Page#: Amended Date: _Mailing labels(3 sets)and map _Required Fee(s) The undersigned has read this comppleted a plication and represents that the information and all submitted materials are true and correct t the best of th applica is knowledpge and belief. 7-01 pplic is Signature and title Date Upon receipt, applications and all submitted materials will be reviewed for compliance with the Land Development Code and other applicable regulations. Applications found not in compliance will be rejected and returned to the applicant. OFFICE USE ONLY: Date Filed Date of PB Hearing Date of Commission Petition Required Petition Accepted Method of Payment 8/2/00 BILZIN SUMBERG DUNN BAENA PRICE & /AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD • MIAMI, FLORIDA 33131-2338 TELEPHONE: (305)374-7580• FAX:(306)374-7683 E-MAIL: INFOOBILZIN.COM •WWW.BILZIN.COM BROWARD:(954)35411-0030 JERRY B. PROCTOR, ESQ., P.A. Direct Dial(305) 350-2361 Email JProctor.@Bilzin.com November 15, 2001 Via Hand Delivery Ms. Diane O'Quinn Williams,Director Miami-Dade County Department of Planning and Zoning I I I N W First Street, 11 th Floor Miami,Florida 33128 Re: Zoning Application by Hometown Station,Ltd. Property: South Miami Station of Metrorail Dear Ms. O'Quinn Williams: This constitutes the letter of intent in conjunction with a zoning application for approval of a mixed-use development at the South Miami Station of Miami-Dade County's Fixed Guideway Rapid Transit System-Development Zone. The undersigned represents Hometown Station,Ltd.("Hometown"),the prospective developer of a mixed-use project adjacent to and complimentary with the South Miami Station of Miami-Dade County's Metrorail System. The South Miami Station (the "Property") is located entirely within the municipal boundaries of the City of South Miami. The Property location within Miami-Dade County's Fixed Guideway Rapid Transit System requires joint development application to Miami-Dade County under the provisions of Chapter 33(C) (Fixed Guideway Rapid Transit System-Development Zone)of Miami-Dade County. Pursuant to, Chapter 33(C), Rapid Transit System Development located in municipalities require the submittal of Master Plan Development Standards to both the County and the municipality, for eventual review and adoption by the municipality. Accordingly, the attached Master Plan Development Standards for the Property are submitted for review and consideration by Miami-Dade County's Rapid Transit Developmental Impact Committee(RTDIC). The South Miami Station is located in a highly urbanized area of South Miami-Dade County that contains developments of all range of intensities with a pedestrian friendly atmosphere. The attached Master Plan Development Standards for the South Miami Transit Station are accompanied by plans for the Property as prepared by Ford,Armenteros&Manucy, Inc. The standards and plans illustrate three development areas within the Station that are designed to contain separate phases of development, as follows: \74913:5884\#536514 v I 11115,(i1 10:14 AM r BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP Ms. Diane O'Quinn Williams,Director November 15, 2001 Page 2 1. Area A—will be located in the Southwestern corner of the Property adjacent to SW 59 Place on the West and the Rapid Transit Guideway and SW 72 Street(Sunset Drive)to the South. This area will feature retail space on the ground floor and office development of up to seven additional floors above the retail area. An extensive pedestrian gathering area will be provided in a plaza- like atmosphere in front of the building. 2. Area B—will include the existing triangular garage for Metrorail located at the Southeast corner of SW 59 Place and SW 70 Street.I This area will include retail space served by covered,open-air walkways as described in the Standards. These services will"wrap-around"the area at the comer of SW 59 Place and SW 70 Street and provide retail services to Metrorail patrons,neighborhood residents,and visitors. There will be additional offices in this area,as well as combined office- residential "live-work" space that is designed to allow residents to work from their homes in a highly urban environment. 3. Area C—will include the area to the Northeast along SW 70 Street and will include development of up to three stories in height above the existing triangular garage. The Master Plan Development Standards have been drafted to incorporate the urban design and pedestrian friendly concepts of the City of South Miami's Transit Oriented Development District ("TODD") and to promote a mixture of uses and sharing of off-street parking facilities. Development Standards limitations such as parking has been drafted in concert with City of South Miami staff and Metro Dade Transit representatives. In accordance with Chapter 33(C), we would appreciate the scheduling and review of the Standards by the RTDIC at your earliest convenience. Thank you for your consideration of this application. Very truly yours, Jerry B. Proctor JBP:id cc: Ruth Ellis Myers, Miami-Dade County Planning and Zoning Alberto Torres, Miami-Dade County Planning and Zoning Frank Talleda, Miami-Dade County Transit Subrata Basu,Assistant City Manager—City of South Miami Richard Lorber,AICP, Planning Director—City of South Miami Hank Marks Pablo Lupinacci Tom Cooper Master Plan Development Standards For South Miami Transit Station 1) Purpose. The purpose of these Master Plan Development Standards is to provide the guidelines for future development within the boundaries of the South Miami Transit Station portion of the Rapid Transit Zone (as described below). The Master Plan Development Standards have been prepared to be compatible with the concept of South Miami's Transit-Oriented Development District and with adjacent existing uses. The Master Plan Development Standards are designed to encourage mixed use, high density projects within the Station area, and to provide a pedestrian friendly atmosphere in keeping with South Miami's Hometown District. The Master Plan Development Standards are very site specific and take into account existing uses within the boundaries of the Site. Unless specified to the contrary, the Master Plan Development Standards supercede all conflicting requirements in Chapter 33 and Chapter 18A of the Code of Miami-Dade County. The Master Plan Development Standards promote a concentration of different urban functions integrated both horizontally and vertically. The Master Plan Development Standards implement a parking code that treats parking as an element of public infrastructure in an urban center, and that recognizes the shared parking benefit of vertically mixed development and the opportunities of an enhanced Metrorail connection. These shared benefits will further the achievement of the public goals of 'Eastward Ho" and the orientation of development near existing public transportation corridors. 2) Boundaries. These Master Plan Development Standards shall apply to development in the South Miami Transit Station, defined as the area bounded by Sunset Drive, SW 59"' Place, SW 70"' Street and the Right of Way for U.S. Highway No.1, as shown on the legal description and survey attached hereto as Exhibit `A° ("South Miami Station"). 3) Existing Uses. The South Miami Transit Station currently contains the fixed guideway for the Rapid Transit System, the South Miami Station, a Miami-Dade County Fire Station, a rectangular five level parking garage containing approximately 1100 parking spaces, a triangular five level parking garage containing approximately 674 parking spaces, and a structural connection to the South Miami Metrorail Station. These structures shall be considered as being in compliance with these Standards. This section shall not be construed as to modify the requirements of applicable building codes and safety standards. The rectangular garage may not be credited toward parking regulations as specified elsewhere in these Standards; the triangular garage may be credited toward said regulations. \731W 10204\#520312 v 12 1 11!1501 12:03 PM 4) Definitions. Terms used in this section shall take their commonly accepted meaning unless otherwise defined in Chapter 33 or Chapter 28 of the Code of Miami-Dade County. Terms requiring interpretation specific to this section are as follows: a) Arcade / colonnade: A covered, open-air walkway at standard sidewalk level attached to or integral with the building frontage; stnkture overhead is supported architecturally by columns or arches along the sidewalk. These Standards permit construction of habitable spaces on upper floors over any arcade. b) Building Height The vertical distance from the crown of the adjacent street to the highest point of a flat roof or parapet, or the average height between the high and low points of a pitched roof. Elevator shafts, fire stairs, and mechanical equipment enclosure space shall not be considered in calculating building height. c) Civic Use: Premises used primarily for public education, gathering and displays administered by non-profit cultural, educational, governmental, and religious organizations. d) Open Space: An outdoor, at grade space accessible to the public all or most of the time, including parks, plazas, squares, greens, arcades/colonnades, and landscaped pedestrian promenades, but not streets. e) Story: The horizontal division of a building between the surface of a floor and the surface of the next floor above, or the next ceiling if there is no floor above. For the purposes of these Standards, a story shall be interpreted as each vertical unit of 14 foot maximum, e.g. a 1-floor use 22 feet tall shall be considered as two floors. f) Live/work Unit: A structure or portion of a structure combining a residential living space with an integrated work space principally used by one or more of the residents. 5) Development Areas: The South Miami Transit Station shall initially have three defined development areas, as shown on the attached Development Map (Exhibit "B"). The areas are approximate and are identified for convenience purposes only: a) Area "A" This area is located adjacent to the Southwest edge of the rectangular garage, extending west to SW 59th Place and south to the entrance road to the drop off zone and bus lane. b) Area "B". This area abuts the Triangular garage from the edge of Area "A", along SW 59th Place and SW 70th Street, to the end of the triangular garage. This area may include intrusion into the garage structure, but all construction must front on one of the adjacent streets. c) Area "C: This area includes the entire area above the triangular garage, with the floor of the first level of construction being one story above the current parking area on top of the triangular garage. 6) Permitted Uses. \73190\10204\#520312 v 12 2 11/15/01 12:03 PM Development regulations. The following development regulations shall apply within the South Miami Transit Station: (a) Mixed uses, as provided by Section 33C-2(D)(9)(a) shall be permitted, said uses including but not limited to residential, office, live/work units, retail, hotels, restaurants (including outdoor dining), theatres, civic uses, and mobile cart vendors. Mixed uses may be attained in phases. (b)Parking shall be provided according to the following standards: L Residential — One (1) parking space for each dwelling unit. ii.. Office, and Civic Uses — One (1) parking space for each two hundred fifty (250) square feet of gross floor area or portion thereof. iii. Restaurants — One (1) parking space for each one- hundred (100) square feet of gross floor area or portion thereof. iv. Hotel-One (1)parking space for every guestroom. v. LiveAvork Units— One (1) parking space for each unit. vi. Retail — one (1) parking spaces for each three hundred (300) square feet, or portion thereof. vii. Theatre — one (1) parking space for each four (4) seats,. or portion thereof. viii.Mobile cart vendors — no parking spaces shall be required. A reduction of twenty-five (25) percent of the required parking shall be permitted, based on the provision of mixed uses and the location of the Station along the Metrorail corridor. Any on-street parking provided on SW 59 Place and SW`70 Street in front of the property may be counted toward the parking requirement. (d) Setbacks. All buildings with street frontage may be built along SW 59 Place and SW 70 Street to a minimum setback of eighteen (18) inches from the curb line as shown on the Development Map. Habitable spaces are allowed to be constructed over arcades to the allowed height of the building. Buildings in Area C may not go beyond the existing edge of the triangular garage columns, with the exception of balconies and access areas including elevators and stairs, which may intrude into Area B. New buildings constructed adjacent to SW 59 Place or SW 70 Street must contain an arcade/colonnade along the front edge of the building. \73190\10201 #520312 v 12 3 11/15/01 12!03 PM (e) Floor Area Ratio: The floor area ratio of habitable space for the Development Areas, excluding the existing uses, may not exceed 2.0. (f) Building Height: Area A: Buildings shall not exceed eight(8) stories in height. Area B: Buildings shall not exceed five (5) stories in height and may not exceed the height of the level of the lowest floor of the building in Area C. Area C: Buildings shall not exceed three (3) stories in height above the existing triangular garage. Total building height shall not exceed eight (8) stories. (g) Open Space: Open Space shall include areas improved and maintained with paved courtyards, walks, arcades, grass, shrubbery, and trees, water fountains and features, art displays, planters (including on rooftops), and other landscape elements and features. Trees placed at grade sha8 have a minimum six (6) inch caliper with an eight (8) foot high clear trunk at the time of planting. The percentage of the overall site area for open space shall be a minimum of 15 percent of the total area shown on the Development Map. Trees shall not be regulated as to number of trees. (h) Signage to direct traffic flow and locate entrances and exits to developments and/or to identify developments within the Transit Station area and on abutting property shall be permitted in connection with any permitted use. Said signs shall be reviewed by the Miami-Dade County Department of Planning and Zoning and Miami-Dade Transit. The signage program shall be coordinated for the overall project and shall be compatible and harmonious with the project and the-surrounding area. Signs within the Rapid Transit System Right-Of-Way and Protected Areas may be placed in accordance with Division 6 of Article VI (Signs) of Chapter 33 of the Code of Miami-Dade County. Outside the Protected Areas, one (1) point-of-sale sign may be erected of up to thirty (30) feet in height and not to exceed three-hundred (300) square feet in area. Wall signs may be erected outside the Protected Areas; the cumulative size of wall signs shall not exceed ten (10) percent of the wall area for a building. Signs used solely by Metro-Dade Transit and any traffic directional signs for this property shall be exempt from these requirements and not part of the quantity and size limitations described herein, but shall be compatible and harmonious with the project and the surrounding area. (i) Variances. Any variances from the above Standards shall be governed by requirements in Section 33-311(A) of the Code of Miami-Dade County. \73190\10204\#520312 v 12 4 11/15/01 12:03 PM E The Herald SUNDAY, APRIL 21,2002 12 : 4 -- ------------- •-------------------•--- ® COURTESY SUMMARY NOTICE -� CITY OF SOUTH MIAMI { Planning and Zoning Department 6130 Sunset Drive,South Miami,Florida 33143 Phone:(305)663-6326;Fax(305)•666-4591 On Tuesday, April 30, 2002, at 7:30 P.M., the City of South Miami Planning Board will conduct Public Hearings in the City Commission Chambers at the F above address on the following items: Applicant: Hometown Station Ltd. Request: A RESOLUTION OF THE MAYOR AND THE CITY COMMISSION OF THE CITY OF SOUTH MIAMI,REGARDING:(1)A REQUEST -OF HOMETOWN STATION LTD., FOR APPROVAL OF MASTER PLAN DEVELOPMENT STANDARDS'FOR THE SOUTH MIAMI STATION OF THE RAPID TRANSIT ZONE; THE PROPERTY . BEING LOCATED WITHIN A MIAMI-DADE COUNTY ZONING DISTRICT ENTITLED "STAGE 1 FIXED-GUIDEWAY RAPID TRANSIT SYSTEM-DEVELOPMENT ZONE"; AND (2) PRESENTATION'OF PROPOSED CONCEPTUAL PLANS TO CONSTRUCT-A MIXED-USE DEVELOPMENT ADJACENT AND t ATTACHED TO THE SOUTH MIAMI METRORAIL'STATION. Applicant: Michael Miller Request: AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA: RELATING TO A REQUEST TO AMEND THE OFFICIAL ZONING MAP OF THE CITY OF SOUTH MIAMI BY CHANGING,THE ZONING USE DISTRICT FROM THE"NR",NEIGHBORHOOD RETAIL DISTRICT TO"SR", SPECIALTY RETAIL DISTRICT FOR PROPERTY LOCATED AT 6610-6796 SW 62nd AVENUE;PROVIDING FOR SEVERABILITY; PROVIDING FOR ORDINANCES IN CONFLICT;AND PROVIDING AN EFFECTIVE DATE. For more information regarding this application or any matter,please call(305)663-6326 All interested parties are urged to attend.Objections or expressions of approval may be made in person at the hearing or filed in writing prior to or at the hearing. The Planning Board reserves the right to recommend to the City Commission whatever the board considers in the best interest for the area involved.Interested parties requesting information are asked to contact the Planning and Zoning Department by calling 663.6326 or writing to the address indicated above. You are hereby advised that if any person desires to appeal any decision made with respect to any matter considered at this meeting or hearing,such person will need a record of the proceedings, and for such purpose may need to ensure that a verbatim record of the proceedings is made,which record includes the testimony and evidence upon which the appeal is to be based.(FS.266.0105). • BIL21N SUMBERG DUNN BAENA PRICE & AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD • MIAMI, FLORIDA 33131-2336 TELEPHONE:(305)374-7560 • FAX:(305)374-7593 E-MAIL: INFOOBILZIN.COM •WWW.BILZIN.COM BROWARD:(954)356-0030 Jerry B. Proctor, Esq., P.A. 0 Direct Dial: (305) 350-2361 Email:JProctor@Bilzin.com FR SEP 2 7 2D01 September 27, 2001 Via Hand Delivery Subrata Basu, Assistant City Manager City of South Miami 6130 Sunset Drive So. Miami, Florida 33143 Re: Planning Board Application Applicant: Hometown Station, Ltd. Address: 5870 SW 70 Street Dear Mr. Basu: Please accept this letter of intent in conjunction with an application for public hearing before the Planning Board and City Commission. The undersigned represents Hometown Station,Ltd. ("Hometown"), lessee of certain lands contained within the South Miami Station of Miami-Dade County's Metrorail Corridor. Hometown is the prospective developer of a mixed use project at the South Miami Station. As you know,the South Miami Station is under the joint purview of the City and Miami-Dade County. The property is governed by the standards in Chapter 33C(Fixed Guideway Rapid Transit System-Development Zone),a copy of which is attached. Hometown will be presenting plans and Development Standards shortly for the South Miami Corridor Subzone of Metrorail to both the City and Miami-Dade County. These standards and plans will embody the principles of both the City and County Master Plans and will include, among other things, the provision of an Urban Design concept, the \74913\15884\#529843 vl 9/27/2001 �C BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP Subrata Basu,Assistant City Manager September 27, 2001 Page 2 requirement of mixed uses of the land,and the applicability of shared parking arrangements that are desirable in a high density, urban context. This application before the Planning Board is not required by law, but is presented on a voluntary basis to inform the Board ofjthe project and obtain comments and recommendations. If at all possible,we would appreciate the scheduling of this application before the Planning Board at their regularly scheduled hearing on October 30, 2001. In conjunction with this application, the required hearing submittal form is attached herewith, and a current survey of the property has been provided to you under separate cover. . Thank you for your consideration of this application. j Very truly yours, Jerry B. Proctor JBP:id c: Charles Scurr, City Manager-City of South Miami Earl Gallop, Esq., City Attorney- City of South Miami Richard Lorber, AICP, Planning Director- City of South Miami Hank Marks, Masvidal Partners Pablo Lupinacci,Masvidal Partners Diana Gonzalez,DMG Consulting Services, Inc. Tom Cooper, Chael Cooper&Associates \74913\15884\#529843 vI 9/27/2001 City of South Miami �M Planning & Zoning Department ® City Hall,6130 Sunset Drive,South Miami,Florida 33143 Telephone:(305)663-6326; Fax:(305)666-4591 Application For Public Hearing Before Planning Board & City Commission Address of Subject Property: PoBt(s) Block Subdivision 5870 SW 70 Street — Meets&Bounds: See attached survey Applicant: Phone: ometown Station, Ltd. (305)442-9202 Representative:Jerry B. Proctor, Esq. Organization: Bilzin Sumberg Dunn, et al 200 So. Biscayne B1vd. ,#2500 Address: Miami, Fl. 33131 Phone: (305)350-2361 Property Owner. Signature: Miami-Dade County Mailing Address: 111 NW 1 Street Phone: (305)375-1507 Miami, Fl. 33128 Architect/Engineer. Phone: Chael, Cooper & Associates (305)666-0185 AS THE APPLICANT, PLEASE INDICATE YOUR RELATIONSHIP TO THIS PROJECT: Owner _Owner's Representative _Contract to purchase _Option to purchase xz__Tenant/Lessee APPLICATION IS HEREBY MADE FOR THE FOLLOWING: SUBMITTED MATERIALS PLEASE CHECK THE APPROPRIATE ITEM: PLEASE CHECK ALL THAT APPLY: _Text Amendment to LDC _Variance x Letter of intent _Zoning Map Amendment _Special Use x Justifications for change _PUD Approval _Special Exception _Statement of hardship _PUD Major Change &_Other _Proof of ownership or letter from owner _Power of attorney Briefly explain application and cite specific Code sections: _Contract to purchase x Current surrey(1 original sealed and Approval of Transit Subzone signed/1 reduced copy•@ 11"x 17") _15 copies of Site Plan and Floor Plans Standards - see letter of intent 1 reduced copy @ 11"x 17" _20%Property owner signatures Section: Subsection: Page : Amended Date: _Mailing labels 13 sets)and-map _Required Fee(s) The undersigned has read this completed application and represents that the information and all submitted materials are true and correct t the best of trig.appli is knowledge and belief. .',' pplica&s Signature and title Date Upon receipt, applications and all submitted materials will be reviewed for compliance with the Land Development Code and other applicable regulations. Applications found not in compliance will be rejected and returned to the applicant. OFFICE USE ONLY: Date Filed Date of PB Hearing Date of Commission Petition Required Petition Accepted Method of Payment 8/2/00 �1 • Fj F- BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD • MIAMI,FLORIDA 33131-2336 TELEPHONE: (305)374-7580• FAX:(305)374-7593 E-MAIL: INFOOBILZIN.COM •WWW.BILZIN.COM BROWARD:(954)356-0030 Jerry B. Proctor,Esq.,P.A. C E Q V j01E Direct Dial: (305) 350-2361 Email: PProctor@Bilzin.com SEP 2 7 20 6 September 27, 2001 Via Hand Delivery Subrata Basu, Assistant City Manager City of South Miami 6130 Sunset Drive So. Miami, Florida 33143 Re: Planning Board Application Applicant: Hometown Station, Ltd. Address: 5870 SW 70 Street Dear Mr. Basu: Please accept this letter of intent in conjunction with an application for public hearing before the Planning Board and City Commission. The undersigned represents Hometown Station,Ltd. ("Hometown"), lessee of certain lands contained within the South Miami Station of Miami-Dade County's Metrorail Corridor. Hometown is the prospective developer of a mixed use project at the South Miami Station. As you know, the South Miami Station is under the joint purview of the City and Miami-Dade County. The property is governed by the standards in Chapter 33C(Fixed Guideway Rapid Transit System-Development Zone),a copy of which is attached. Hometown will be presenting plans and Development Standards shortly for the South Miami Corridor Subzone of Metrorail to both the City and Miami-Dade County. These standards and plans will embody the principles of both the City and County Master Plans and will include, among other things, the provision of an Urban Design concept, the \74913\15884\#529843 vl 9/27/2001 BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP Subrata Basu, Assistant City Manager September 27, 2001 Page 2 requirement of mixed uses of the land,and the applicability of shared parking arrangements that are desirable in a high density, urban context. This application before the Planning Board is not required by law, but is presented on a voluntary basis to inform the Board of the project and obtain comments and recommendations. If at all possible,we would appreciate the scheduling of this application before the Planning Board at their regularly scheduled hearing on October 30, 2001. In conjunction with this application, the required hearing submittal form is attached herewith, and a current survey of the property has been provided to you under separate cover. ; Thank you for your consideration of this application. Very truly yours, Jerry B. Proctor JBP:id c: Charles Scurr, City Manager-City of South Miami Earl Gallop, Esq., City Attorney- City of South Miami Richard Lorber, AICP, Planning Director- City of South Miami Hank Marks, Masvidal Partners Pablo Lupinacci,Masvidal Partners Diana Gonzalez, DMG Consulting Services, Inc. Tom Cooper, Chael Cooper&Associates i \74913\15884\#529843 v1 9/27/2001 NOV. °27''Ol (TU.£) 15.52 BILZ1N, SU1 BER. ail. AL F. 11U1/.UUJ - A Telecopy Transmission From ilaltt 5laaberg Durititi aaena Price& Axelrod LLP 2500 First Union Financial Center Miami,Florida 33131 Office Fax (305 374-7580 (305 374-7593 Transmit To: Richard Lorber Fax Number: 3051666-4591 Transmit To: SubTata Basu Fax Number: 3051666-4591 Transmit To: Hank Marks and Pablo Lupinacci Fax Number: 305/442.1655 Transmit To: Tom Cooper Fax Number: 305/666-0360 Regarding: Joint Development of South Miami Metrorail Station File Number: 15884 Sent By: Jerry Proctor, Esq. November 27,20 Date: i 101 I You should receive 3 pages(including this sheet). Call us at 305)374-7580 if you have an difficulties with this transmission. Additional Notes: I w TIIE INFORMATION CONTAINED IN THIS FACSIMII-V M?SSAGE I%A`t"fORNEY PRIVILEGED ANUCONFIDEN`I'IAL !I INFORMATION INTENr]h_D ONLY FOR THE USE OF THE•INDIVIDUAL-OR ENTITY NAMED A$OVU. IF TIIE READER OF THIS . MESSAGE 1S NOT THc INTENDED RMPIENT.OR 1+1C-I:MPI.OYkr OR AGENT RESPONSIBI-E TO DELIVFR IT TO THE I INTL LADED RECIPIENT,YOU A1ZI✓Nl;REBY NU'1'll'ILD TI IAT ANY DISSEMINATION.DISTRIBUTION OR COPYING OF THIS COMMUNICATION 1S STRICTLY PROHIBITED. IF YOU HAVE RE,C�IVhG TUIS'COMMUNICATIT IN ERROR,ADUk r IMML•DIATFLY NOTIFY US By TELEPHONE,AND RFTURN TIME ORKANAL MESSAt.E TO US AT THE�3pVF ADU1tIrSS L'IR 9'F1 U.S.POSTAL SERVICE. THANK YOU. I f ORIGIN Al-DOCUMENTS WILL WILL NOT t3f:l01V`I3�Mk1L NOV. -27' 01 UE; 15:52 BUILZ11;1, JIMBER. L1, iA1L [ . 'UVGl1J'1�J BILZIN SUMBERG DUNN BAENA PRICE & AXELRCD LLP A PARTNERSHIP Of PROFESSIONAL ASSOCIATIONS 2000 FIRST UNION FINANCIAL CLNTER a00 SOUTH 61SCATNE 50•JLEVARD • MIAMI,FLORIDA 33131-2336 TELEPHONE:(3051374-764110+ FAX:(3061370-7593 E-MAIL: INFOOD-Li1N.COM +WWW.BILZIN.COM B ROWS AP:10541 386-0030 Novcmber 27, 2001 VIA FACSIMILE Richard Lorber, AICP Planning Director City of South Miami -6130 Sunset Drive South Miami, Florida 33143 Re: Joint Development of South Miami M etrorail.Station Dear Richard: In response to your questions raised earlier today, please be advised that the development of the South Miami Metrorail Station on lar,d owned by Miami-Dade County, is.governed by attached Chapter 3 3C(Fi xed-Guideway Rapid Transit System-Development Zone)-of the Code of Miami-Dade County. For properties such as the South Miami Station located within municipalities, the development standard ar,d site plan review processes work as follows: 1) Master plan development standards are submitted to Miami-Dade County by the prospective developer for staff review by the Rapid Transit Developmental Impact Committee-(RTDIC) The RTDIC includes two(2)-representatives from the City of South Miami. T1,e RTDIC process is intended to establish a"Master Land Use Plan" (not a site plan) for the property. Pursuant to Section 33C-4 of the Code of Miami-Dade County,the RTDIC report on the Master Land Use Plan is forwarded to the City for review and adoption by the City Commission as.the "overlay zoning,code" for tho property. As you know, the proposed Master Land Use Plan for this matter has Already been submitted to Miarni-Dade County. 2) Following approval of the Master Land Use Plan by the City Commission, a site plan consistent with the approved standards must be submitted to the Miami-Dade Cot(nty Department of Planning and Zoning. After completion of staff review and revisions(if any) to the :.ite plans, the plans are forwarded to the Miami-Dade County Board of County Commissioners for final review and action at a public hearing. NOV. °27'vl (TUE) 15:53 BIEZlh, SUMBER. ET. AL P.vJ3lUO3 BIka1N SUMBENO DUNN PRICE & AXEL.RO11 LAM Lorber, Richard November 27, 2001 Page 2 3) Pursuant to Section 33C-2(c)of the Code of Miami=Dade County,building permits(including,but not Limited to, water and sewer issues,compliance with environmental regulations, .tc.) is vested in Miami-Dade County. 4) Please be assured that the applicant will submit any necessary data(including traffic analysis) to City sta f f prior to-consideration-of-the Master Land Use Plan by the City Commission. Although the County Ordinance technically bifurcates the zoning and site plan review stages, we understand that the purpose of the Ordinance ik to allow the City and the County to work cooperatively toward the establishment of zoning standards and site plan limitations. I hope that this reply answers the questions regarding the process on this matter. If not, please let me know. Very truly yours, J erry If 7Ctor cc: Subrata Basu,Assistant City Mamager- City of'South Miami Hank Marks Pablo Lupinacci Tom Cooper Uur.9S',g70 BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD MIAMI, FLORIDA 33131-2336 TELEPHONE: (305)374-7580 • FAX:(305)374-7593 E-MAIL: INFOOBILZIN.COM • WWW.BILZIN.COM BROWARD:(954)356-0030 `E V V Lp Jerry B. Proctor,Esq., P.A. Direct Dial: (305) 350-2361 Email: JProctor@Bilzin.com September 27, 2001 Via Hand Delivery Subrata Basu, Assistant City Manager City of South Miami 6130 Sunset Drive So. Miami, Florida 33143 Re: Planning Board Application Applicant: Hometown Station, Ltd. Address: 5870 SW 70 Street Dear Mr. Basu: Please accept this letter of intent in conjunction with an application for public hearing before the Planning Board and City Commission. The undersigned represents Hometown Station, Ltd. ("Hometown"), lessee of certain lands contained within the South Miami Station of Miami-Dade County's Metrorail Corridor. Hometown is the prospective developer of a mixed use project at the South Miami Station. As you know, the South Miami Station is under the joint purview of the City and Miami-Dade County. The property is governed by the standards in Chapter 33C (Fixed Guideway Rapid Transit System-Development Zone),a copy of which is attached. Hometown will be presenting plans and Development Standards shortly for the South Miami Corridor Subzone of Metrorail to both the City and Miami-Dade County. These standards and plans will embody the principles of both the City and County Master Plans and will include, among other things, the provision of an Urban Design concept, the \74913\15884\#529843 vl 9/27/2001 BILZIN SUM-BERG DUNN BAENA PRICE & AXELROD LLP Subrata Basu, Assistant City Manager September 27, 2001 Page 2 requirement of mixed uses of the land,and the applicability of shared parking arrangements that are desirable in a high density, urban context. This application before the Planning Board is not required by law, but is presented on a voluntary basis to inform the Board of the project and obtain comments and recommendations. If at all possible,we would appreciate the scheduling of this application before the Planning Board at their regularly scheduled hearing on October 30, 2001. In conjunction with this application, the required hearing submittal form is attached herewith, and a current survey of the property has been provided to you under separate cover. Thank you for your consideration of this application. Very truly yours, Jerry B. Proctor JBP:id c: Charles Scurr, City Manager-City of South Miami Earl Gallop, Esq., City Attorney- City of South Miami Richard Lorber, AICP, Planning Director- City of South Miami Hank Marks, Masvidal Partners Pablo Lupinacci, Masvidal Partners Diana Gonzalez, DMG Consulting Services, Inc. Tom Cooper, Chael Cooper&Associates \74913\15884\#529843 v 9/27/2001 City of South Miami Planning & Zoning Department © City Hall,6130 Sunset Drive,South Miami,Florida 33143 Telephone:(305)663-6326; Fax:(305)666-4591 Application For Public Hearing Before Planning Board & City Commission Address of Subject Property: Lot(s) Block Subdivision 5570 SW 70 Street PB Meets & Bounds: — See attached survey Applicant: Phone: Hometown Station, Ltd. (305)442-92-02 Representative:Jerry B. Proctor, Esq. Organization: Bil.zin Sumberg Dunn, et al 200 So. Biscayne Blvd. ,//2500 Address: Miami, Fl. 33131 Phone: (305)350-2361 Property Owner: Signature: Miami-Dade County Mailing Address: 111 M1tiT 1 Street Phone: (305)375-1507 Miami, Fl. 33129 Architect/Engineer: Phone: Chael, Cooper & Associates 1(305)666-0185 AS THE APPLICANT, PLEASE INDICATE YOUR RELATIONSHIP TO THIS PROJECT: Owner Owner's Representative Contract to purchase _Option to purchase xx._Tenant/Lessee APPLICATION IS HEREBY MADE FOR THE FOLLOWING: SUBMITTED MATERIALS PLEASE CHECK THE APPROPRIATE ITEM: PLEASE CHECK ALL THAT APPLY: _Text Amendment to LDC _Variance x Letter of intent —Zoning Map Amendment _Special Use x Justifications for change _PUD Approval _Special Exception _Statement of hardship _PUD Major Change &_Other _Proof of ownership or letter from owner _Power of attorney Briefly explain application and cite specific Code sections: _Contract to purchase x Current survey(1 original sealed and Approval of Transit Subzone signed/1 reduced copy @ 11"x 17") _15 copies of Site Plan and Floor Plans Standards - see letter of intent 1 reduced copy @ 11"x 17" _20%Property owner signatures Section: Subsection: Page#: Amended Date: _Mailing labels(3 sets)and map _Required Fee(s) The undersigned has read this completed application and represents that the information and all submitted materials are true and correct t the best of the applica is knowledge and belief. pplic is Signature and title Date Upon receipt, applications and all submitted materials will be reviewed for compliance with the Land Development Code and other applicable regulations. Applications found not in compliance will be rejected and returned to the applicant. OFFICE USE ONLY: Date Filed Date of PB Hearing Date of Commission Petition Required Petition Accepted Method of Payment 8/2/00 rte. BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD •MIAMI, FLORIDA 33131-2336 TELEPHONE: (305)374-7580•FAX:(305)374-7593 E-MAIL: INFOOBILZIN.COM •WWW.BILZIN.COM BROWARD:(954)356-0030 - JERRY B. PROCTOR, ESQ., P.A. IS G LS O M C. Direct Dial (3 05) 350-2361 D Email: JProctor @Bilzin.com November 15,2001 Via Hand Delivery Ms. Diane O'Quinn Williams, Director Miami-Dade County Department of Planning and Zoning 1 I 1 NW First Street, 11 th Floor Miami, Florida 33128 Re: Zoning Application by Hometown Station, Ltd. Property: South Miami Station of Metrorail Dear Ms. O'Quinn Williams: This constitutes the letter of intent in conjunction with a zoning application for approval of a mixed-use development at the South Miami Station of Miami-Dade County's Fixed Guideway-Rapid Transit System-Development Zone. The undersigned represents Hometown Station,Ltd.("Hometown"),the prospective developer of a mixed-use project adjacent to and complimentary with the South Miami Station of Miami-Dade County's Metrorail System. The South Miami Station (the "Property") is located entirely within the municipal boundaries of the City of South Miami. The Property location within Miami-Dade County's Fixed Guideway Rapid Transit System requires joint development application to Miami-Dade County under the provisions of Chapter 33(C) (Fixed Guideway Rapid Transit System-Development Zone) of Miami-Dade County. Pursuant to Chapter 33(C), Rapid Transit System Development located in municipalities require the submittal of Master Plan Development Standards to both the County and the municipality-. for eventual review and adoption by the municipality. Accordingly, the attached Master Plan Development Standards for the Property are submitted for review and consideration by Miara Dade County's Rapid Transit Developmental Impact Committee (RTDIC). The youth Miami Station is located in a highly urbanized area of South Miami-Dade Co=ry that contains developments of all range of intensities with a pedestrian friendly atmosphere. The ami ched Master Plan Development Standards for the South Miami Transit Station are accompanied by pans for the Property as prepared by Ford, Armenteros & Manucy, Inc. The standards and plans illustrat:three development areas within the Station that are designed to contain separate phases of development, as follows: `74913\15884\.=5--6M4%-I 11/15/01 10:14.k%t TgILZIN�SUMBERG DUNN BAENA PRICE AXELROD LLP Ms. Diane O'Quinn Williams, Director November 15, 2001 Page 2 I. Area A–will be located in the Southwestern corner of the Properiy adjacent to SW 59 Place on the West and the Rapid Transit Guideway and SW 72 Street(Sumet Drive) to the South. This area will feature retail space on the ground floor and office development of up to seven additional floors above the retail area. An extensive pedestrian gathering area will be provided in a plaza- like atmosphere in front of the building. 2. Area B–will include the existing triangular garage for Metrorail k-,k-ated at the Southeast corner of SW 59 Place and SW 70 Street. This area will include retail•spat:served by covered,open-air walkways as described in the Standards. These services will"%; ap_around"the area at the corner of SW 59 Place and SW 10 Street and provide retail services to Mezorail patrons,neighborhood residents, and visitors. There will be additional offices in this arm as well as combined office- residential "live-work" -ace that is designed to allow residents tc-work from their homes in a highly urban environment. 3. Area C–will include the area to the Northeast along SW 70 Street Fnd will include development of up to three stories in height above the existing triangular garage. The Master Plan Development Standards have been drafted to incorporate the urban design and pedestrian friendly concepts of the City of South Miami's Transit Oriented Development District ("TODD") and to promote a mixture of uses and sharing of off-street parting facilities. Development Standards limitations such as parking has been drafted in concert with Cky of South Miami staff and Metro Dade Transit representatives. In accordance with Chapter 33(C), we would appreciate the sc�ieduling and review of the Standards by the RTDIC at your earliest convenience. Thank you for your consideration of this application. Very truly yours, Jerry B. Proctor JBP:id cc: Ruth Ellis Myers, Miami-Dade County Planning and Zoning Alberto Torres, Miami-Dade County Planning and Zoning Frank Talleda, Miami-Dade County Transit Subrata Basu, Assistant City Manager–City of South Miami Richard Lorber, AICP, Planning Director–City of South Miami Hank Marks Pablo Lupinacci Tom Cooper ECEOVE MIAMI DAILY BUSINESS REVIEW Published Daily except Saturday,Sunday and Legal Holidays Miami,Miami-Dade County,Florida STATE OF FLORIDA NOTICE OF PUBLIC HEARING COUNTY OF MIAMI-DADE: CITY OF SOUTH MIAMI Before the undersigned authority personally appeared Planning and Zoning Department SOOKIE WILLIAMS,who on oath says that she is the 6130 Sunset Drive;South Miami,Florida 33143 `:!C-"RES;DE_:NIT, !_ega!Novices of the Miami Daily P_usiness Phone:(305)663-6326;Fax#:(305)666-4591 Review f/k/a Miami Review,a daily(except Saturday,Sunday and Legal Holidays)newspaper,published at Miami in Miami-Dade n Tuesday,'November 27,2001 at ea P.M.,i the City South Miami Planning board will conduct Public Hearings n the City y Commission County,Florida;that the attached copy of advertisement, Chambers at the above address on the following: being a Legal Advertisement of Notice in the matter of PB-01-020 Applicant: Hometown Station Ltd. Request: A RESOLUTION OF THE MAYOR AND THE CITY COM- MISSION OF THE CITY OF SOUTH MIAMI,REGARDING: (1)A REQUEST OF HOMETOWN STATION LTD.,FOR AP- CITY OF SOUTH MIAMI PUBLIC HEARING 11/27/01 PROVAL OF A MASTER LAND USE PLAN AND URBAN DESIGN CONCEPT FOR THE SOUTH MIAMI STATION OF REF: PB-01-020 AND PB-01-021 THE RAPID TRANSIT ZONE;THE PROPERTY BEING LO- CATED WITHIN A MIAMI-DADE COUNTY ZONING DIS- in the XXXX Court, TRICT ENTITLED "FIXED GUIDEWAY RAPID TRANSIT vias published in said newspaper in the issues of SYSTEM-DEVELOPMENT ZONE% AND (2) PRESENTA- TION OF PROPOSED CONCEPTUAL PLANS TO CON- STRUCT A MIXED-USE DEVELOPMENT-ADJACENT AND 11!16 2:%01 ATTACHED TO THE SOUTH MIAMI METRORAIL STA- TION. Affiant further says that the said Miami Daily Business PS-01-021 Review is a newspaper published at Miami in'said Miami-Dade Applicant: Boston Automotive Appearance Inc.(dba)Washworld County, Florida and that the said newspaper has Request: A RESOLUTION OF THE MAYOR AND CITY COMMIS- heretofore been continuously published in said Miami-Dade County, SION OF THE CITY OF SOUTH MIAMI, RELATING TO A Florida,each day(except Saturday,Sunday and Legal Holidays) REQUEST PURSUANT TO SECTION 20-3.4(B)(20) OF and has been entered as second class mail matter at the post THE LAND DEVELOPMENT CODE FOR A SPECIAL USE APPROVAL TO OPERATE A MOBILE CAR WASH IN AN office in Miami in said Miami-Dade County,Florida,for a "SR(HD)" SPECIALTY RETAIL, HOMETOWN DISTRICT period ne year next preceding the first publication of the OVERLAY ZONING DISTRICT,SPECIFICALLY LOCATED a ned c y of advertisement;and affiant further says that she IN THE SHOPS OF SUNSET PLACE PARKING GARAGE �= -nes;her paid nor promised am;Person.firm or cnrooration AT 5701 SUNSET DRIVE. an disco t,rebate,commission or refund for the purpose of s curi g this adv isement for publication in the said If interested parties are urged to attend. Objections or expressions of new er. approval may be made in person at the hearing or filed in writing prior to or at the hearing.The Planning Board reserves the right to recommend to • the City Commission whatever the board considers in the best interest for the area involved.Interested parties requesting information are asked to contact the Planning and Zoning Department by calling 663.6326 or writ- ing to the address indicated above. m to and subscribe e o met \ You are hereby advised that if any person desires to appeal any deci- 16 ,day f N E o ; 1,A.D. 1 Sion made with respect to any matter considered at this meeting or hear- ing,such person will need a record of the proceedings,and for such pur- L ; pose may need to ensure that a verbatim record of the proceedings is __ made,which record includes the testimony and evidence upon which the MARIA 1.MESA appeal is to be based (F.S. 286.0105). Refer to hearing number when (SEAL) ` ��c`: h+'f CCti1t.1US10N t CC°265 0 making any inquiry. 01-3-61/214366M EX°iRES:f•!;rch 4,21304 11/16 v... � ., J^Mr.r�t4r3 SOOKIE WILLI S; r pilaflyfcAc$At41td' e- I B14_24NUM4SlTaRC 1UNN BAENA PRICE AXELROD LLP A PA1tTNEhSNIP Or PROPCSS10NAL ASSOCIATIONS 2SO0 FIRST I,IHIOH rINANC1A1.CCNTCII goo SOUTH 913CATNC SOULEVAPO MIAMI,rtCw?CA 'x$1'31-t]Si! TtLCPHONC:43OW 390-9606• VAX!(309)374-7908 -1r1A1►: ikro@91LZIM.COM +WWW.6iLZIN:C0H B AGWAAG:19541 3S60030 November 27, 2,001 VIA FACSIMILE .Richard Lorber, AICP Planning Director City of South Miami 61 0 Sunset Drive South Miami,Florida 33143 Re: Joint Development of South Miami Metroraii Station Dear Richard: In response to your questions raised earlier today, please be advised that the development of the South Miami Mettorail Station on land owned by Miami-Dade County. is governed by attached Chapter 33C(Fixed-Guideway Rapid Transit System-Development Zone)of the Code of Miami-;Dade-Cbunty. For properties such as the South Miami Station .located within municipalities, the development standard and site plan review processes work as follows: 1) Master plan development standards are submitted to Miami-Dade-County by the prospective developer for staff review by the Rapid Transit Developmental Impact Committee(RTDIC). The RTDIC includes two(2)representatives from the-City of South Miami. The RTDIC process is intended to establish a "Master Land Use Plan"(not a site plan) for the property. Pursuant,to Section 33C-4-of the Code of Miami-Dade County,the RTDIC report on the Master Land Use Plan is forwarded to the City_ for review and adoption by the City Commission as the ..overlay zoning code" for the property. As you know. the proposed Master Land Lse.Plan -for this matter has already been submitted to Miami-Dade County. 2) Following approval of the Master Land Use'Plan by the-City-Commission,a site plan consistent with the approved standards must be submitted to the Miami-Dade County Department of Planning and Zoning. At that point. the RTDIC (still including two(2)City of South Miami representatives)reconvenes to consider the site plan. After completion,of staff-review and revisions(if any)to the site plans, the plans are forwarded to the Miami-Dade-County Board-of County Commissioners for final review and action at a public heatill . T _jJVU :nH� MnG 926 3 Wnc N 17-1 U9:G T 11:V1 10. J2'11 f 11-oN TIT-1 BTLziN SUMauto DUNN SABNA PRicLr & ,AXELROD LLP Lorber, Richard November 27, 2001 Page 2 3) Pursuant to Section 33C-2(c)of the Code of Miami-Dade County,building permits (including, but not,limited to, water and sewer issues, compliance with environmental regulations, etc.) is vested in Miami-Dade County. 4) Please be assured that the applicant will submit any necessary-data-(inc-luding traffic analysis) to City staff prior to consideration of the Master Land Use Plan by the City Commission. Although the County Ordinance technically "bifurcates" the zoning and site plan review stages.we understand that the purpose of the Ordinance is to allow the City and the County to work cooperatively tos:-ard the establishment of zoning standards and site plan limitations. iii addition. although Planning Board participation is not required by Ordinance. we have committed to you that we will make a full presentation to the Board for the purpose of soliciting their professional input on the application. 1 hope that this reply answers the questions regarding the process on this matter. if not, please let me know. Very truly yours. Jerry E. Proctor CC. Subrata Basu, Assistant City Manager- City of South Miami Hank Marks Pablo Lupinacci Toni Cooper 4538765 TT %c ?qHA :YH- NNnfT cXgR_105� N'T71T4:RT II:trI i0. .2/II RIPON 11TA i "METROPOLITAN DADE COUNTY, FLORIDA ; a METRO-DADE �' ® STEPHEN P. CLARK CENTER OFFICE OF COUNTY MANAGER SUITE 2910 111 N.W. 1St STREET MIAMI,FLORIDA 33128-1994 (305) 375-5311 Honorable Julio Robaina Mayor, City of South Miami City Hall 6130 Sunset Drive South South Miami, Florida 33143 Re: Recommendation on Master Plan Development Standards for the South Miami Rapid Transit Zone Dear Mayor Robaina: Enclosed you will find the recommendation for Master Plan Development Standards for the South Miami Rapid Transit Zone. Said standards were prepared by the Miami-Dade County Rapid Transit Developmental Impact Committee (DIC) and approved by the DIC Executive Council. I am forwarding this recommendation to you pursuant to the requirements of Chapter 33C-2(D) of the Code of Miami-Dade County. If you need additional information, please contact Ms. Diane O'Quinn Williams, Miami- Dade County Department of Planning and Zoning Director, at (305) 375-2840. I�Ancerely, Steve Shiver County Manager Enclosure c: City Commissioners, South Miami Charles D. Scurr, City Manager, South Miami Subrata Basu, Assistant City Manager, South Miami Richard Lorber, Director, City of South Miami Planning and Zoning Department Diane O'Quinn Williams, Director, Miami-Dade County Dept. of Planning & Zoning Recommendation on Master Plan Development Standards for the South Miami Rapid Transit Zone REQUEST I In accordance with Chapter 33C-2(D) of I he Code of Miami-Dade County, the Miami-Dade County Rapid Transit Developmental Impact Committee (RTDIC), consisting of municipal and County representatives, has reviewed the Master; Plan Development Standards prepared and submitted by Hometown Station, Ltd. for the South Miami Rapid Transit Zone. The site is located within the Rapid Transit Zone and depicted in the attached Exhibit No. 1. The Miami-Dade County Developmental Impact Committee Executive Council has reviewed the standards and requests approval of these standards as indicated herein. I RECOMMENDATION Adoption, by the City of South Miami Commission, of the following master plan development standards for the South Miami Rapid Transit Zone station site. BACKGROUND The South Miami station site contains a total of approximately 7.7 acres and is located in the City of South Miami east of SW 59 Avenue and between SW 70 Street and US Highway #1. The entire site lies within the Rapid Transit Zone as provided for in Chapter 33C of the Code of Miami-Dade County. Section 33C-2(D)(9)(d)provides: Whenever uses authorized by subparagraph (a) above are proposed within portions of the Rapid Transit Zone passing through municipalities, the Station Area Design and Development Program process, a joint municipal-County program, shall prepare proposed master plan development standards for such a proposed use. Such proposed master plan development standards shall be submitted to the appropriate municipality for review and adoption as the Master Land Use Plan for such 'uses. Once adopted, said land use plans shall control all public actions involving or affecting land use or development, including action on applications for zoning relief... Hometown Station, Ltd. prepared and submitted standards similar to those contained herein. In accordance with the above procedure, the RTDIC held a public meeting on January 9, 2002 to review the submitted standards. Comments from both County and City departmental staff regarding the site development standards were received and then reviewed by the DIC Executive Council. These standards were reviewed with a view toward complementing the surrounding area. The subject site is designated as Business and Office on the Comprehensive Development Master Plan Land Use Plan map. The site is also designated as a Community Urban Center, a localized but compact urban area that will contain a concentration of different urban functions integrated both horizontally and vertically. Areas developed as a community urban center shall, in accordance with the Miami-Dade n Comprehensive Development Master plan, have a radius of 700 to 1,800 feet but may be extended to a radius of one-half mile where recommended in an area plan. The land uses surrounding the South Miami Transit Station consist of a United States Post Office and automotive repair use to the north, strip commercial uses to the south and east, and an eight-story office building and vacant building to the west. As a result of the RTDIC review, change's have been incorporated into the station site master plan development standards submitted by Hometown Station, Ltd. The following are recommended: SOUTH MIAMI MASTER PLAN DEVELOPMENT STANDARDS i The following standards shall govern the use, site design, building mass, parking, circulation, and signage for all non-Metrorail development in the South Miami Rapid Transit Zone. All development uses of non-system structures, whether public or private in nature, within the Rapid Transit Zone of the Stage 1 Fixed-Guideway Rapid Transit System, which includes all station sites and parking areas, shall be: consistent with the Miami-Dade County Comprehensive Development Master Plan in general, and the guidelines for development of Urban Centers, in particular (pages 1-37 through 1-40, 1999 edition); compatible with the Urban Design Manual prepared by the Miami-Dade County Department of Planning and Zoning (February, 1999 or latest edition); in compliance with Chapter 33C, Fixed-Guideway Rapid Transit System— Development Zone (1 through 5); in compliance with Chapter 33, Zoning, Division 6, Commercial Signs on Rapid Transit System Right-of-Way (121.20 through 121.4); and compatible with Metrorail Compendium of Design Criteria Volume I, Systemwide Design Criteria, Section 9.03.2.2, Chapter 9, Fire/Life Safety, and other portions of the Compendium as applicable. Additionally all projects, without exception, shall be submitted to the Miami-Dade Transit Agency Fire/Life Safety Committee for compliance review. 1) Purpose. The purpose of these Master Plan Development Standards is to provide the guidelines for future development within the boundaries of the South Miami Transit Station portion of the Rapid Transit Zone (as described below). The Master Plan Development Standards have been prepared to be compatible with the concept of South Miami's Transit-Oriented Development District and with adjacent existing uses. The Master Plan Development Standards are designed to encourage mixed use, high density projects within the Station area, and to provide a pedestrian friendly atmosphere in keeping with South Miami's Hometown District. The Master Plan Development Standards are very site specific and take into account existing uses within the boundaries of the site. Unless specified to the contrary, the Master Plan Development Standards supercede all conflicting requirements in Chapter 33 and Chapter 18A of the Code of Miami-Dade County. 2 The Master Plan Development Standards promote a concentration of different urban functions integrated both horizontally and vertically. The Master Plan Development Standards implement a parking code that treats parking as an element of public infrastructure in an urban center, and that recognizes the shared parking benefit of vertically mixed development and the opportunities of an enhanced Metrorail connection. These shared benefits will further the achievement of the public goals of "Eastward Ho" and the orientation of development near existing public transportation corridors. 2) Boundaries. These Master Plan Development Standards shall apply to development in the South Miami Transit Station, defined as the area bounded by Sunset Drive, SW 59th Place, SW 70th Street and the Right of Way for U.S. Highway No.1, as shown on the legal description and survey attached hereto as Exhibit No.1("South Miami Station"). 3) Existing Uses. The South Miami Transit Station currently contains the fixed guideway for the Rapid Transit System, the South Miami Station, a Miami-Dade County Fire Station, a rectangular five level parking garage containing approximately 1100 parking spaces, a triangular five level parking garage containing approximately 674 parking spaces, and a structural connection to the South Miami Metrorail Station. These structures shall be considered as being in compliance with these Standards. This section shall not be construed as to modify the requirements of applicable building codes and safety standards. The rectangular garage may not be credited toward parking regulations as specified elsewhere in these Standards; the triangular garage may be credited toward said regulations. 4) Definitions. Terms used in this section shall take their commonly accepted meaning unless otherwise defined in Chapter 33 or Chapter 28 of the Code of Miami-Dade County. Terms requiring interpretation specific to this section are as follows: a) Arcade / colonnade: A roofed structure, extending over the sidewalk, open to the street except for supporting columns and piers. b) Building Height: The vertical distance from the crown of the adjacent street to the highest point of a flat roof or parapet, or to the underside of the eaves. Elevator shafts, fire stairs, mechanical equipment enclosure space, ornamental spires, cupolas, turrets and/or similar features shall not be considered in calculating building height. c) Civic Use: Premises used 'primarily for public education, gathering and displays administered by non-profit cultural, educational, governmental, and religious organizations. d) Open Space: An outdoor, at grade space accessible to the public all or most of the time, including parks, plazas, squares, greens, arcades/colonnades, and landscaped pedestrian promenades and/or associated ornamental or shaded landscaped areas. e) Story: The horizontal division of a building between the surface of a floor and the surface of the next floor above, or the next ceiling if there is no floor above For the purposes of these Standards, a story shall be interpreted as each vertical unit of 14 foot maximum. f) Live/work Unit: A structure or portion of a structure combining a residential living space with an integrated work space principally used by one or more of the residents. 5) Development Areas: The South Miami Transit Station shall initially have three defined development areas, as shown on the attached Development Map (Exhibit No.1): a) Area "A" This area is located adjacent to the southwest edge of the rectangular garage, 3 i extending west to SW 591h Place and south to the entrance road to thedrop off zone and bus lane. b) Area `B". This area abuts the Triangular garage from the edge of Area "A", along SW 59th Place and SW 701h Street, to the end of the triangular garage. This area may include intrusion into the garage structure, but all construction must front on one of the adjacent streets. c) Area "C" This area includes the entire area above the triangular garage. 6) Permitted Uses: Mixed uses, as provided by Section 33C-2(D)(9)(a) shall be permitted, said uses including but not limited to residential (including housing for the elderly), office, live/work units, retail, hotels, restaurants (including outdoor dining), theatres, civic uses, and mobile cart vendors. Mixed uses may be attained in phases. 7) Development Regulations. The following development regulations shall apply within the South Miami Transit Station: a) Parking: Parking shall be provided according to the following standards: i. Residential— One (1) parking space for each dwelling unit. ii. Office, and Civic Uses— One (1) parking space for each two hundred fifty (250) square feet of gross floor area or portion thereof. iii. Restaurants One (1) parking space for each one-hundred (100) square feet of gross floor area or portion thereof. iv. Hotel-One (1) parking space for every guestroom. v. Live/work Units— One (1) parking space for each unit. vi. Retail- one (1) parking space for each three hundred (300) square feet, or portion thereof. vii. Theatre—one (1) parking space for each four (4) seats, or portion thereof. viii. Mobile cart vendors— no parking spaces shall be required. For mixed-use projects a reduction of twenty-five (25) percent of the required parking shall be permitted. Any on-street parking proposed along SW 59 Place or SW 70 Street and located adjacent to the station and new development boundaries may be counted towards meeting the minimum parking requirements for the development areas. b) Building Placement: All buildings fronting SW 59 Place and SW 70 Street and that portion of Development Area "A" fronting the bus lanes shall be setback no closer than eighteen (18) inches from the curb line as shown on the Development Map. Buildings in Area C may not extend beyond the existing edge of the triangular garage columns. c) Building Height: Area A: Buildings shall not exceed eight (8) stories in height. Area B: Buildings shall not exceed five (5) stories in height. Area B building heights, including the top of roof, shall not extend above the highest floor of the existing triangular garage. Area C: Buildings shall not exceed three (3) stories in height, starting one level above the existing triangular garage. 4 d) Building Entrances: There shall be pedestrian entrances at maximum intervals of seventy-five (75) feet along streets. e) Streetwalls: Habitable spaces of a twelve (12) foot minimum depth may be built over the required arcades/colonnades for full height and length of buildings. f) Colonnades: A colonnade/arcade of a minimum eight (8) foot depth shall be required on buildings constructed adjacent'l to SW 59 Place, SW 70 Street and that portion of Development Area "A" fronting the bus lanes. Exterior of colonnade shall be no closer than eighteen (18) inches from curb line. Interior wall of colonnade shall be a minimum of sixty (60) percent clear glazed area, except for residential uses which may be a minimum of forty (40) percent. Street trees shall not be required when a colonnade is constructed. g) Expression Line: An expression line shall delineate the division between the second story and the third story of buildings. Expression lines shall consist of either moldings extending a minimum of two (2) inches, or jogs in the surface plane of the building wall not less than two (2) inches. , h) Encroachments: Balconies and access areas for any given Development Areas such as elevators, lobbies and stairs may extend beyond the boundaries of that Development Area. Awnings, balconies, marquees and roof eaves may encroach into setbacks and rights-of- way. Cantilevers and moldings shall not exceed three (3) feet in extension beyond the vertical wall surface unless visibly supported by brackets or other supports. In addition, outdoor dining may extend beyond the Development Areas as part of the site plan approval process as long as it does not interfere with traffic circulation. i) Open Space: A minimum of fifteen (15) percent of the total area shown on the Boundaries (Exhibit "A") shall be reserved for open space. Open space shall include arcades/colonnades, paved courtyards, greens, .parks, rooftop gardens, squares and plazas. j) Landscape: On streets not incorporating colonnades, street trees shall be planted at a maximum average spacing of twenty (20) feet on center. Street trees shall have a minimum caliper of four (4) inches and shall have a minimum height of twelve (12) feet at the time of planting. Public open space, excluding streets and colonnades, shall be planted with trees consisting of a minimum caliper of four (4) inches and a minimum height of twelve (12)feet at time of planting. k) Signage: Signage to direct traffic flow and locate entrances and exits to developments and/or to identify developments within the Transit Station area and on abutting property shall be permitted in connection with any permitted use. Said signs shall be reviewed by the Miami-Dade County Department of Planning and Zoning and Miami-Dade Transit. Signs within the Rapid Transit System Right-Of-Way and Protected Areas may be placed in accordance with Division 6 of Article VI (Signs) of Chapter 33 of the Code of Miami-Dade County. Signs are further limited by the following provisions: (1) Wall signs to identify a separate licensed retail or service establishment are permitted between ground level and 25 feet and are permitted up to an amount of 1.5 square feet for each one (1) foot of linear street frontage of establishment, or up to 25 square feet in size, whichever is less. Lettering of up to 18 inches in size is permitted. Business facing two (2) streets may have one sign per street frontage; all other businesses may have only one (1) wall sign. Flat signs may not project more than nine (9) inches beyond the surface of a building. Electrical conduit pipes must be on inside of signs. 5 •� q (2) Building identification sign to identify the name of a building or the principal tenant therein are permitted 25 feet or more above grade. Two (2) signs per building are permitted and may cover up to two �2) percent of the wall area on which the sign is located. Building identification signs are permitted up to an amount of 1.5 square feet for each one (1) foot of linear street frontage of the wall on which the sign is located. Lettering of up to 24 inches in size is permitted for buildings of 25-50 feet in height. Lettering of up to 30 inches in size is permitted for buildings of 51-100 feet in height. Lettering of up to 36 inches in size is permitted for buildings of over 100 feet in height. (3) One low-profile detached landscaped sign may be permitted. Said sign shall be either of a single face or double face design not exceeding four feet in height from grade not to exceed 20 square feet in area. Said sign must be appropriately landscaped and designed to be compatible with the surrounding and proposed architecture. Signs used solely by Metro-Dade Transit and any traffic directional signs for this property shall be exempt from these requirements and not part of the quantity and size limitations described herein, but shall be compatible and harmonious with the project and the surrounding area. In addition, one (1) "hanging sign" shall be permitted for each ground floor establishment in Areas "A" and "B", not to exceed three (3) square feet in area. A hanging sign is any sign which is displayed over a public sidewalk or pedestrian way and supported by a projected canopy, awning, arcade ceiling, bracket or roof overhang. Hanging signs shall be uniform in size and design, but may vary in lettering style and color. 8) Site Plan Review Standards and Criteria: The purpose of the site plan review is to encourage logic, imagination and variety in the design process in an attempt to ensure congruity of the proposed development and its compatibility with the surrounding area. The following site plan review standards shall be utilized as a guide by the Miami-Dade Developmental Impact Committee or the Miami-Dade County Department of Planning and Zoning and by the Board of County Commissioners in the consideration for site plan approval within the South Miami Transit Station: (a) The development project shall be consistent with the Miami-Dade County Comprehensive Development Master Plan. (b) Design of development within the Rapid Transit Zone shall create pedestrian activities as well as the promotion of pedestrian linkages connecting the proposed use to the adjacent community. (c) Architectural construction is encouraged to draw its ornamentation and variety from the traditional South Florida building context. All buildings shall have their main entrance opening to a street or meaningful open space form such as squares, parks, greens and plazas. (d) Colonnade column spacing, windows and doors shall have a vertical proportion. (e) Continuous blank walls at street level shall be prohibited. Habitable space shall remain open to view. All glazing at the ground floor level shall be of a type that permits view of human activities and spaces within. (f) Public open spaces, in the form of squares, plazas, greens, etc., shall be connected to the station and proposed development, so as to provide easy access thereto. A sprinkler. system shall be installed in all of the proposed landscaped areas to maintain said areas in a good, healthy condition. 6 (g) Open space and landscaping shall be incorporated into the design of the development project to shade and cool and visually enhance architectural features. Shrubbery and landscaping at all driveways and intersections shall be sufficiently setback to permit vehicle operators an unobstructed view of other traffic and pedestrians. (h) Trees shall be used as a design element to provide visual identity to the property and reinforce the street edge. Tree grates or other approved devices shall be provided around all trees in hard surfaced areas to ensure adequate water and air penetration. (i) Building design shall promote the use of energy conservation measures including but not limited to self-shading, natural lighting, natural ventilation, outdoor circulation, and reduced dependence on artificial lighting. Porches, balconies, breezeways, pergolas, deep eaves, eyebrows and other elements promoting natural ventilation are encouraged. (j) Utilities shall run underground when possible. (k) The development project should be designed so that the pedestrian and vehicular circulation systems adequately serve the needs of the project and are compatible and functional with the circulation systems exterior to the site. (1) Adequate circulation throughout the development project shall be provided to I ccommodate emergency vehicles. (m) The development project shall be designed with a coordinated outdoor lighting system that is adequate, integrated in the project and is compatible and harmonious with the surrounding area. (n) Street furniture such as trash containers and benches shall be permanently secured to the sidewalk. Street furniture shall not obstruct sight visibility triangles at street intersections. (o) The scale of the development project shall be designed to be compatible with and improve the surrounding existing, proposed and anticipated development and uses, and shall . consider the existing nature of the surrounding neighborhood. Architectural elements at street level shall have human scale, abundant windows, doors and design variations to create interest for the pedestrian. (p) Dumpsters shall not be visible from the street. 9) Variances. Any variances from the above Standards shall be governed by requirements in Section 33-311(A)(4)(b) of the Code of Miami-Dade County. 10) Master Plan. All non-Metrorail development of the South Miami Transit Station portion of the Rapid Transit Zone shall conform with the guidelines for development of Urban Centers contained in the Comprehensive Development Master Plan. FA&.KR.MVA ao.o11 W.dRMIC RN.WG-I i MS SW for Ea.eu6..C...d 35 7 Fr' Exhibit No. 1 N ; � I II '� •� ,�I 7 I I s peaLADPW 12 I � •v, ', , r� � � 1`1 t N I <•' s, 90 +:w' - `? ,1p Td ����E;o��p�ss�cbs::�lia�i AIIStIs:s:e:;�:s^•,-•I: 6I r ,�,'� � +aC �►s{{�Itgl rl i IrllEr Irjr�+r({I �(►�I,i, If ill[�r��{I�r(���I(s•`•I�I P�M!�11 T11111111(I�;�I Ir ` el I I SOUTH MIAMI STATION _- — —":�_�� •. � i —r—Ili••! �'i: ^^ ' c v[�ar►eMISNiru►1�.B a� _ ._ — -- _. _ ��-- '.I I �r � _ �� •�e .r 6 r:ro�u+alfG6N ,--. -_ _ .__. —_� N—..�_–. 'll��i�� 9� »43w0ALPAItn t SOUTH MIAMI RAPID TRANSIT ZONE Respectfully Submitted, DIC Executive Council March 6, 2002 Pedro G. Hernandez, P.E. Assistant County Manager AYE Antonio Bared, Deputy Fire Chief Fire Rescue Department NAY William Brant, Director Miami-Dade Water and Sewer Department Absent Diane O'Quinn Wiiliams, Director Department of Planning and Zoning 1,%��. C1�'�( '� AYE John W. Renfrow, Director Department of Environmental / ) Resources Management v AYE Aristides Rivera, P.E., P.L.S., Director f; Public Works Department = = AYE Irma San Roman, Deputy Director Metropolitan Planning Organization Secretariat --•---�4YE F:%EvW:W&VAvew0 ww"TDIC ReradGW­Pop b S-M Mwn RTZ BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD • MIAMI, FLORIDA 33131-2336 TELEPHONE: (305)374-7580• FAX:(305)374-7593 E-MAIL: INFOOBILZIN.COM •WWW.BILZIN.COM BROWARD:(954)356-0030 Jerry B.Proctor,Esq.,P.A. Direct Dial: (305)350-2361 Email:JProctor @Bilzin.com February 5, 2002 Mr. Richard Lorber, AICP Planning Director City of South Miami 6130 Sunset Drive So. Miami, Florida 33143 Re: Master Plan Development Standards South Miami Station/Metrorail Dear Richard: As you know,the Master Plan Development Standards for the South Miami Station project of our client Hometown Station, Ltd. will be heard by the Executive Council of the Miami-Dade County Developmental Impact Committee on February 20, 2002. Enclosed please find the latest version of the Standards. As you know,we previously applied for hearing before the Planning Board for the consideration of these Standards and as a precursor to the required hearing before the City Commission. Please accept this letter requesting the scheduling of the Standards on the next available agenda of the Planning Board. \74913\15884\#548685 V1 2/5/2002 �1 P BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP Mr. Richard Lorber February 5, 2002 Page 2 Thank you for your consideration. Very trul rY yours, 1 Jerry B. roctor JBP:id Enc. cc: Subrata Basu, Assistant City Manager-City of South Miami Hank Marks Pablo Lupinacci Tom Cooper Victor Dover i \74913\15884\#548685 V1 2/5/2002 , f Master Plan Development Standards For South Miami Transit Station 1) Purpose. The purpose of these Master Plan Development Standards is to provide the guidelines for future development within the boundaries of the South Miami Transit Station portion of the Rapid Transit Zone (as described below). The Master Plan Development Standards have been prepared to be compatible with the concept of South Miami's Transit-Oriented Development District and with adjacent existing uses. The Master Plan Development Standards are designed to encourage mixed use, high density projects within the Station area, and to provide a pedestrian friendly atmosphere in keeping with South Miami's Hometown District. The Master Plan Development Standards are very site specific and take into account existing uses within the boundaries of the Site. Unless specified to the contrary, the Master Plan Development Standards supercede all conflicting requirements in Chapter 33 and Chapter 18A of the Code of Miami-Dade County. The Master Plan Development Standards promote a concentration of different urban functions integrated both horizontally and vertically. The Master Plan Development Standards implement a parking code that treats parking as an element of public infrastructure in an urban center, and that recognizes the shared parking benefit of vertically mixed development and the opportunities of an enhanced Metrorail connection. These shared benefits will further the achievement of the public goals of "Eastward Ho" and the orientation of development near existing public transportation corridors. 2) Boundaries. These Master Plan Development Standards shall apply to development in the South Miami Transit Station, defined as the area bounded by Sunset Drive, SW 59th Place, SW 70th Street and the Right of Way for U.S. Highway No.1, as shown on the legal description and survey attached hereto as Exhibit "A" ("South Miami Station"). 3) Existing Uses. The South Miami Transit Station currently contains the fixed guideway for the Rapid Transit System, the South Miami Station, a Miami-Dade County Fire Station, a rectangular five level parking garage containing approximately 1100 parking spaces, a triangular five level parking garage containing approximately 674 parking spaces, and a structural connection to the South Miami Metrorail Station. These structures shall be considered as being in compliance with these Standards. This section shall not be construed as to modify the requirements of applicable building codes and safety standards. The rectangular garage may not be credited toward parking regulations as specified elsewhere in these Standards; the triangular garage may be credited toward said regulations. \73190\10204\#520312 v 15 1 2/5/02 3:48 PM 4) Definitions. Terms used in this section shall take their commonly accepted meaning unless otherwise defined in Chapter 33 or Chapter 28 of the Code of Miami-Dade County. Terms requiring interpretation specific to this section are as follows: a) Arcade / colonnade: A covered, open-air walkway at standard sidewalk level attached to or integral with the building frontage; structure overhead is supported architecturally by columns or arches along the sidewalk. These Standards permit construction of habitable spaces on upper floors over any arcade. b) Building Height: The vertical distance from the crown of the adjacent street to the highest point of a flat roof or parapet, or the average height between the high and low points of a pitched roof. Elevator shafts, fire stairs, and mechanical equipment enclosure space shall not be considered in calculating building height. c) Civic Use: Premises used primarily for public education, gathering and displays administered by non-profit cultural, educational, governmental, and religious organizations. d) Open Space: An outdoor, at grade space accessible to the public all or most of the time, including parks, plazas, squares, greens, arcades/colonnades, and landscaped pedestrian promenades, but not streets. e) Story. The horizontal division of a building between the surface of a floor and the surface of the next floor above, or the next ceiling if there is no floor above. For the purposes of these Standards, a story shall be interpreted as each vertical unit of 14 foot maximum, e.g. a 1-floor use 22 feet tall shall be considered as two floors. f) Live/work Unit: A structure or portion of a structure combining a residential living space with an integrated work space principally used by one or more of the residents. 5) Development Areas: The South Miami Transit Station shall initially have three defined development areas, as shown on the attached Development Map {Exhibit "B"). The areas are approximate and are identified for convenience purposes only: a) Area "A". This area is located adjacent to the Southwest edge of the rectangular garage, extending west to SW 59th Place and south to the entrance road to the drop off zone and bus lane. b) Area `B". This area abuts the Triangular garage from the edge of Area "A", along SW 59th Place and SW 70th Street, to the end of the triangular garage. This area may include intrusion into the garage structure, but all construction must front on one of the adjacent streets. c) Area "C". This area includes the entire area above the triangular garage, with the floor of the first level of construction being one story above the current parking area on top of the triangular garage. 6) Permitted Uses. \73190\10204\#520312 v 15 2 2/5/02 3:48 PM + f Development regulations. The following development regulations shall apply within the South Miami Transit Station: (a) Mixed uses, as provided by Section 330-2(D)(9)(a) shall be permitted, said uses including but not limited to residential (including housing for the elderly), office, live/work units, retail, hotels, restaurants (including outdoor dining), theatres, civic uses, and mobile cart vendors. Mixed uses may be attained in phases. (b)Parking shall be provided according to the following standards: L Residential — One (1) parking space for each dwelling unit. ii. Office, and Civic Uses — One (1) parking space for each two hundred fifty (250) square feet of gross floor area or portion thereof. iii. Restaurants — One (1) parking space for each one- hundred (100) square feet of gross floor area or portion thereof. iv. Hotel-One (1) parking space for every guestroom. v. Live/work Units— One (1) parking space for each unit. vi. Retail — one (1) parking spaces for each three hundred (300) square feet, or portion thereof. vii. Theatre — one (1) parking space for each four (4) seats, or portion thereof. viii.Mobile cart vendors — no parking spaces shall be required. A reduction of twenty-five (25) percent of the required parking shall be permitted, based on the provision of mixed uses and the location of the Station along the Metrorail corridor. }Any on-street parking on SW 59 Place or SW 70 Street in 'front of the property may be counted toward the parking requirement. (d) Setbacks. All buildings with street frontage may be built along SW 59 Place and SW 70 Street to a minimum setback of eighteen (18) inches from the curb line as shown on the Development Map. Habitable spaces are allowed to be constructed over arcades to the allowed height of the building. Buildings in Area C may not go beyond the existing edge of the triangular garage columns, with the exception of balconies and access areas including elevators and stairs, which may intrude into Area B. New buildings constructed adjacent to SW 59 Place or SW 70 Street must contain an arcade/colonnade along the front edge of the building. \73190\10204\#520312 v 15 3 2/5/02 3:48 PM V (e) Floor Area Ratio: The floor area ratio of habitable space for the Development Areas, excluding the existing uses, may not exceed 2.0. (f) Building Height: Area A: Buildings shall not exceed eight (8) stories in height. Area 8: Buildings shall not exceed five (5) stories in height and may not exceed the height of the level of the lowest floor of the building in Area;C. Area C: Buildings shall not exceed three (3) stories in height above the existing triangular garage. Total building height shall not exceed eight(8) stories. (g) Open Space: Open Space shall include areas improved and maintained with paved courtyards, walks, arcades, grass, shrubbery, and trees, water fountains and_features, art displays, planters (including on rooftops), and other landscape elements and features. Trees placed at grade shall have a minimum six (6) inch caliper with an eight (8) foot high clear trunk at the time of planting. The percentage of the overall site area for open space shall be a minimum of 15 percent of the total area shown on the Development Map. Trees shall not be regulated as to number of trees. Street trees shall not be required when a colonnade is constructed. Trees shall be used as a design element to provide visual identity to the property and reinforce the street edge. Paving materials and patterns shall be aesthetically harmonious and consistent with adjacent hardscape and shall meet established sidewalk grades. All landscaped areas of squares and required setbacks shall be continuously maintained in a good, healthy condition, and sprinkler systems of sufficient size and spacing shall be installed to serve all required landscaped areas and parking lots. Irrigation,shall supply a minimum of the equivalent one and one-half (1 '/2) inch rainfall per week. Street furniture shall not obstruct sight visibility triangles 'at street intersections. (h) Design: (1) Architectural construction is encouraged to draw its ornamentation and variety from the traditional South Florida building context. All buildings shall have their main entrance opening to a street or meaningful open space form (squares, park, plaza). Continuous blank walls at street level shall be prohibited. Storefronts shall remain open to view. At the ground floor level, exterior walls facing public spaces shall have transparent glazed area of not less that '60 percent of the ground-floor fagade area. All glazing at the ground floor level shall be of a type that permits view of human activities \73190\10204\#520312 v 15 4 2/5/02 3:48 PM i and spaces within. Storefronts shall remain open to view. An expression line shall delineate the division between the second story and the third story. Expression lines shall consist of either moldings extending a minimum of two (2) inches, or jogs in the surface plane of the building wall greater than two (2) inches. Areas of significant pedestrian activity shall be provided with weather protection such as arcades and colonnades. (2) Building design shall promote the use of energy conservation measures. (3) The development project should be designed so that the pedestrian and vehicular circulation systems adequately serve the needs of the project and are compatible and functional with the circulation systems exterior to the site. (i) Signage to direct traffic flow and locate entrances and exits to developments and/or to identify developments within the Transit Station area and on abutting property shall be permitted in connection with any permitted use. Said signs shall be reviewed by the Miami-Dade County Department of Planning and Zoning and Miami-Dade Transit. The signage program shall be coordinated for the overall project and. shall be compatible and harmonious with the project and the surrounding area. Signs within the Rapid Transit System Right-Of-Way and Protected Areas may be placed in accordance with Division 6 of Article VI (Signs) of Chapter 33 of the Code of Miami-Dade County. Signs are further limited by the following provisions: (1) Wall signs to identify a separate licensed retail or service establishment are permitted between ground level and 25 feet and are permitted up to an amount of 1.5 square feet for each one (1) foot of linear street frontage of establishment, or up to 25 square feet in size, whichever is less. Lettering of up to 18 inches in size is permitted. Business facing two (2) streets may have one sign per street frontage; all other businesses may have only one (1) wall sign. Flat sign may not project more than nine (9) inches beyond the surface of a building. (2) Building identification sign to identify the name of a building or the principal tenant therein are permitted 25 feet or more above grade. Two (2) signs per building are permitted and may cover up to two (2) percent of the wall area on which the sign is located. Building identification signs are permitted up to an amount of 1.5 square feet for each one \73190\10204\#520312 v 15 5 2/5/02 3:48 PM - F • (1) foot of linear street frontage of the wall on which the sign is located. Lettering of up to 24 inches in size is permitted for buildings of 25-50 feet in height. Lettering of up to 30 inches in size is permitted for buildings of 51-100 feet in height. Lettering of up to 36 inches in size is permitted for buildings of over 101 feet in height. (3) One detached sign of up to 20 square feet in size is permitted for the project. The sign may be no higher than four (4)feet above grade. Signs used solely by Metro-Dade Transit and any traffic directional signs for this property shall be exempt from these requirements and not part of the quantity and size limitations described herein, but shall be compatible and harmonious with the project and the surrounding area. In addition, one (1) "hanging sign" shall be permitted for each ground floor establishment in Areas "A" and "B", not to exceed three (3) square feet in area. A hanging sign is any sign which is displayed over a public sidewalk or pedestrian way and supported for a projected canopy,awning, arcade ceiling, bracket or roof overhang. Hanging signs shall be uniform in size and design, but may vary in lettering style and color, provided that they are compatible and coordinated with other signs for individual establishments within the project. 0) Variances. Any variances from the above Standards shall be governed by requirements in Section 33-311(A) of the Code of Miami-Dade County. \73190\10204\#520312 v 15 6 2/5/02 3:48 PM I BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP A PARTNERSHIP OF PROFESSIONAL ASSOCIATIONS 2500 FIRST UNION FINANCIAL CENTER 200 SOUTH BISCAYNE BOULEVARD - MIAMI, FLORIDA 33131-2336 TELEPHONE: (305)374-7580 - FAX:(305)374-7593 E-MAIL: INFO®BILZIN.COM -WWW.BILZIN.COM BROWARD:(954)356-0030 Jerry B. Proctor, Esq. P.A. Direct Dial: (305) 350-2361 Email:jproctor@bilzin.com January 29, 2002 Via Hand Delivery Ruth Ellis Myers, DIC Coordinator Miami-Dade County Department of Planning and Zoning 111 N.W. First Street, 11th Floor Miami, Florida 33128 Re: Zoning Application by Hometown Station, Ltd Location:South Miami Station (Metrorail) Dear Ruth: Following the January 9, 2002 meeting of the Rapid Transit Developmental Impact Committee, our client has reacted to the comments of various committee members and herewith submits revised Development Standards for consideration by the DIC Executive Council for the South Miami Transit Station portion of Miami-Dade County's Rapid Transit Zone. The highlights of the revisions made are as follows: 1. A more complete description of the open space to be provided is made in Section 6 (g) on page 4. 2. The design features of the site plan as discussed at the January 9 meeting are included in Section 6 (h) on pages 4 and 5. These guidelines have been derived in large part from Miami-Dade County's ordinances at other Transit Stations(including but not limited to,the Vizcaya Station),and by the Downtown Kendall Urban Center District Ordinance. Required glass openings to buildings and"expression lines"are included in the attached Development Standards. 3. Signage provisions have been expanded and clarified to reduce the intensity of wall and detached signage and to harmonize the Standards with the wishes of the City of South Miami. In the consideration of these Standards by both Miami-Dade County and the City of South Miami, the applicant has attempted to address not only the concerns of County and City staff,but to recognize the designation of the subject property as a "Community Urban Center" on the Future Land Use Map of the Comprehensive Development Master Plan("CDMP"). Policy 1 A of the Land \74913\15884\#547450 v 1/29/2002 I r • BILZIN SUMBERG DUNN BAENA PRICE & AXELROD LLP Ruth Ellis Myers, DIC Coordinator January 29, 2002 Page 2 Use Element of the CDMP` stipulates that "high intensity, well designed urban centers shall be facilitated by Miami-Dade County at locations having high countywide multi modal accessability". We believe that the Standards as presented provide the design elements necessary to promote high quality urban design and the"sense of place"contemplated in the CDMP. In addition,the live-work units, the retail "wrap-around" space, and the public square located within the project provide the visual identity and sense of uniqueness of the Station as a "Focal Point" within the community, as contemplated in Miami-Dade County's Urban Design Manual. I If at all possible, I would appreciate your assistance in placing this item on the February 6, 2002 agenda of the Developmental Impact Committee Executive Council. Thank you. Very trul yours, Jerry B. roctor JBP/id cc: Hank Marks Pablo Lupinacci Subrata Basu, Assistant City Manager, City of South Miami Richard Lorber, Planning Director, City of South Miami Frank Talleda, MDC Transit Tom Cooper Victor Dover Gilberto Blanco, MDC Planning& Zoning \74913\15884SE547450 vi 1/29/2002 i Master Plan Development Standards For South Miami Transit Station 1) Purpose. The purpose of these Master Plan Development Standards is to provide the guidelines for future development within the boundaries of the South Miami Transit Station portion of the Rapid Transit Zone (as described below). The Master Plan Development Standards have been prepared to be compatible with the concept of South Miami's Transit-Oriented Development District and with adjacent existing uses. The Master Plan Development Standards are designed to encourage mixed use, high density projects within the Station area, and to provide a pedestrian friendly atmosphere in keeping with South Miami's Hometown District. The Master Plan Development Standards are very site specific and take into account existing uses within the boundaries of the Site. Unless specified to the contrary, the Master Plan Development Standards supercede all conflicting requirements in Chapter 33 and Chapter 18A of the Code of Miami-Dade County. The Master Plan Development Standards promote a concentration of different urban functions integrated both horizontally and vertically. The Master Plan Development Standards implement a parking code that treats parking as an element of public infrastructure in an urban center, and that recognizes the shared parking benefit of vertically mixed development and the opportunities of an enhanced Metrorail connection. These shared benefits will further the achievement of the public goals of "Eastward Ho" and the orientation of development near existing public transportation corridors. 2) Boundaries. These Master Plan Development Standards shall apply to development in the South Miami Transit Station, defined as the area bounded by Sunset Drive, SW 59th Place, SW 70th Street and the Right of Way for U.S. Highway No.1, as shown on the legal description and survey attached hereto as Exhibit "A" ("South Miami Station"). 3) Existing Uses. The South Miami Transit Station currently contains the fixed guideway for the Rapid Transit System, the South Miami Station, a Miami-Dade County Fire Station, a rectangular five level parking garage containing approximately 1100 parking spaces, a triangular five level parking garage containing approximately 674 parking spaces, and a structural connection to the South Miami Metrorail Station. These structures shall be considered as being in compliance with these Standards. This section shall not be construed as to modify the requirements of applicable building codes and safety standards. The rectangular garage may not be credited toward parking regulations as specified elsewhere in these Standards; the triangular garage may be credited toward said regulations. '.73190\10204\#520312 v 15 1 1129102 12:00 PM 4) Definitions. Terms used in this section shall take their commonly accepted meaning unless otherwise defined in Chapter 33 or Chapter 28 of the Code of Miami-Dade County. Terms requiring interpretation specific to this section are as follows: a) Arcade / colonnade: A covered, open-air walkway at standard sidewalk level attached to or integral with the building frontage; structure overhead is supported architecturally by columns or arches along the sidewalk. These Standards permit construction of habitable spaces on upper floors over any arcade. b) Building Height: The vertical distance from the crown of the adjacent street to the highest point of a flat roof or parapet, or the average height between the high and low points of a pitched roof. Elevator shafts, fire stairs, and mechanical equipment enclosure space shall not be considered in calculating building height. c) Civic Use: Premises used primarily for public education, gathering and displays administered by non-profit cultural, educational, governmental, and religious organizations. d) Open Space: An outdoor, at grade space accessible to the public all or most of the time, including parks, plazas, squares, greens, arcades/colonnades, and landscaped pedestrian promenades, but not streets. e) Story. The horizontal division of a building between the surface of a floor and the surface of the next floor above, or the next ceiling if there is no floor above. For the purposes of these Standards, a story shall be interpreted as each vertical unit of 14 foot maximum, e.g. a 1-floor use 22 feet tall shall be considered as two floors. f) Live/work Unit: A structure or portion of a structure combining a residential living space with an integrated work space principally used by one or more of the residents. 5) Development Areas: The South Miami Transit Station shall initially have three defined development areas, as shown on the attached Development Map (Exhibit "B"). The areas are approximate and are identified for convenience purposes only: a) Area "A". This area is located adjacent to the Southwest edge of the rectangular garage, extending west to SW 59 h Place and south to the entrance road to the drop off zone and bus lane. b) Area "B". This area abuts the Triangular garage from the edge of Area "A", along SW 59th Place and SW 70th Street, to the end of the triangular garage. This area may include intrusion into the garage structure, but all construction must front on one of the adjacent streets. c) Area "C". This area includes the entire area above the triangular garage, with the floor of the first level of construction being one story above the current parking area on top of the triangular garage. 6) Permitted Uses. x,73190\10204\#520312 v 15 2 1'29/02 12:00 PM Development regulations. The following development regulations shall apply within the South Miami Transit Station: (a) Mixed uses, as provided by Section 33C-2(D)(9)(a) shall be permitted, said uses including but not limited to residential (including housing for the elderly), office., live/work units, retail, hotels, restaurants (including outdoor dining), theatres, civic uses, and mobile cart vendors. Mixed uses may be attained in phases. I I . (b)Parking shall be provided according to the following standards L Residential — One (1) parking space for each dwelling unit. fl. Office, and Civic Uses — One (1) parking space for each two hundred fifty (250) square feet of gross floor area or portion thereof. iii. Restaurants — One (1) parking space for each one- hundred (100) square feet of gross floor area or portion thereof. iv. Hotel-One (1) parking space for every guestroom. v. Live/work Units— One (1) parking.space for each unit. vi. Retail one (1) parking spaces for each three hundred (300) square feet, or portion thereof. vii. Theatre — one (1) parking space for each four (4) seats, or portion thereof. viii.Mobile cart vendors — no parking spaces shall be required. A reduction of twenty-five .(25) percent of the required parking shall be permitted, based on the provision of mixed uses and- the location of the Station along the Metrorail corridor. Any on-street parking on SW 59 Place or SW 70 Street in front of the property may be counted toward the parking requirement. (d) Setbacks. All buildings with street frontage may be built along SW 59 Place and SW 70 Street to a minimum setback of eighteen (18) inches from the curb line as shown on the Development Map. Habitable spaces are allowed to be constructed over arcades to the allowed height of.the building. Buildings in Area C may not go beyond the existing edge of the triangular garage columns, with the exception of balconies and access areas including elevators and stairs, which may intrude into Area B. New buildings constructed adjacent to SW 59 Place or SW 70 Street must contain an arcade/colonnade along the front edge of the building. \73190\10204\#520312 v 15 3 1/29/02 12`00 PM (e) Floor Area Ratio: The floor area ratio of habitable space for the Development Areas, excluding the existing uses, may not exceed 2.0. (f) Building Height: Area A: Buildings shall not exceed eight (8) stories in height. Area 8: Buildings shall not exceed five (5) stories in height and may not exceed the height of the level of the lowest floor of the building in Area C. Area C: Buildings shall not exceed three (3) stories in height above the existing triangular garage. Total building height shall not exceed eight (8) stories. (g) Open Space: 0p 1: en Space shall include areas improved and maintained with paved courtyards, walks, arcades, grass, shrubbery, and trees, water fountains and features, art displays, planters (including on rooftops), and other landscape elements and features. Trees placed at grade shall have a minimum six (6) inch caliper with an eight (8) foot high clear trunk at the time of planting. The percentage of the overall site area for open space shall be a minimum of 15 percent of the total area shown on the Development Map. Trees shall not be regulated as to number of trees. Street trees shall not be required when a colonnade is constructed. Trees shall be used as a design element to provide visual identity to the property and reinforce the street edge. Paving materials and patterns shall be aesthetically harmonious and consistent with adjacent hardscape and shall meet established sidewalk grades. All landscaped areas of squares and required setbacks shall be continuously maintained in a good, healthy condition, and sprinkler systems of sufficient size and spacing shall be installed to serve all required landscaped areas and parking lots. Irrigation shall supply a minimum of the equivalent one and one-half (1 Y2) inch rainfall per week. Street furniture shall not obstruct sight visibility triangles at street intersections. (h) Design: (1) Architectural construction is encouraged to draw its ornamentation and variety from the traditional South Florida building context. All buildings shall have their main entrance opening to a street or meaningful open space form (squares, park, plaza). Continuous blank walls at street level shall be prohibited. Storefronts shall remain open to view. At the ground floor level, exterior walls facing public spaces shall have transparent glazed area of not less that 60 percent of the ground-floor facade area. All glazing at the ground floor level shall be of a type that permits view of human activities \73190\10204\#520312 v 15 4 1129/02 12:00 PM and spaces within. Storefronts shall remain open to view. An expression line shall delineate the division between the second story and the third story. Expression lines shall consist of either moldings extending a minimum of two (2) inches, or jogs in the surface plane of the building wall greater than two (2) inches. Areas of significant pedestrian activity shall be provided with weather protection such as arcades and colonnades. (2) Building 'design shall promote the use of energy conservation measures. (3) The development project should be designed so that the pedestrian and vehicular circulation systems adequately serve the needs of the project and are compatible and functional with the circulation systems exterior to the site. (i) Signage to direct traffic flow and locate entrances and exits to developments and/or to identify developments within the Transit Station area and on abutting property shall be permitted in connection with any permitted use. Said signs shall be reviewed by the Miami-Dade County Department of Planning and Zoning and Miami-Dade Transit. The signage program shall be coordinated for the overall project and shall be compatible and harmonious with the project and the surrounding area. Signs within the Rapid Transit System Right-Of-Way and Protected Areas may be placed in accordance with Division 6 of Article VI (Signs) of Chapter 33 of the Code of Miami-Dade County. Signs are further limited by the following provisions: (1) Wall signs to identify a separate licensed retail or service establishment are permitted between ground level and 25 feet and are permitted up to an amount of 1.5 square feet for each one (1) foot of linear street frontage of establishment, or up to 25 square feet in size, whichever is less. Lettering of up to 18 inches in size is permitted. Business facing two (2) streets !may have one sign per street frontage; all other businesses may have only one (1) wall sign. Flat sign may not project,more than nine (9) inches beyond the surface of a building. (2) Building identification sign to identify the name of a building or the principal tenant therein are permitted 25 feet or more above grade. Two (2) signs per building are permitted and may cover up to two (2) percent of the wall area on which the sign is located. Building identification signs are permitted up to an amount of 1.5 square feet for each one \73190\10204\#520312 v 15 5 1!29102 12:00 PM (1) foot of linear street frontage of the wall on which the sign is located. Lettering of up to 24 inches in size is permitted for buildings of 25-50 feet in height. Lettering of up to 30 inches in size is permitted for buildings of 51-100 feet in height. Lettering of up to 36 inches in size is permitted for buildings of over 101 feet in height. (3) One detached sign of up to 20 square feet in size is permitted;for the project. The sign may be no higher than four (4) feet above grade. Signs used solely by Metro-Dade Transit and any traffic directional signs for this property shall be exempt from these requirements and not part of the quantity and size limitations described herein, but shall be compatible and harmonious with the project and the surrounding area. In addition, one (1) "hanging sign" shall be permitted for each ground floor establishment in Areas "A" and "B", not to exceed three (3) square feet in area. A hanging sign is any sign which is displayed over a public sidewalk or pedestrian way and supported for a projected canopy, awning, arcade ceiling, bracket or roof overhang. Hanging signs shall be uniform in size and design, but may vary in lettering style and color, provided that they are compatible and coordinated with other signs for individual establishments within the project. (j) Variances. Any variances from the above Standards shall be governed by requirements in Section 33-311(A) of the Code of Miami-Dade County. \73190\10204\#520312 v 15 6 1!29/02 11-00 PM l INDE ARTICLE 1 Premises - General Terms ..of Lease. .. _. . . . . , . , 2 Section 1 . 1 Lease , :of: Land and Air Rights 2 Section 1 .2 --, ., -Term:.of : . . . . . . . . . . 3 Section 1 . 3 Conditions° Precedent -to Effectiveness of Lease . . . . . . . . . . . . . 3 Section 1 . 4 Conditions Precedent to' .Commencement of Construction of Phase :1. ': 4 ARTICLE 2 Definition .of. Ceftain Terms _ . 5 Section 2 . 1 Terms Defined:'- . . . . . . . . . . 5 ARTICLE 3 Rent . . , , , , , , , , , , . . . . 20 Section 3 . 1 Minimum Rent' . . . . . . . . , 20 Section 3 . 2 Phased Development . .. 20 Section 3 . 3 Penalty Rent . . . . . . . . . : . . . 21 Section 3 . 4 Participation Rent . . . . . . . . . . . 22 Section 3 . 5 Payment of Participation Rent . . . . . . 23 Section 3 . 6 Gross Income . . . . . . . . . . . . 23 Section 3 . 7 Landlord' s Right to Verify and ui Information Submitted . . . . . 26 Section 3 . 8 Late Payments . . . . . . . . . . . . . . 27 Section 3 . 9 Payment Where Tenant Sells, Assigns or Transfers Ownership . . . . . . . . . 28 Section 3 . 10 Exempt Transactions . . . . . . . . . . . 28 Section 3 . 11 Discontinued Use of Station or System 29 ARTICLE 4 Development of Land and Construction of Buildings 30 Section 4 . 1 Land Uses . . . . . . . . . . . . . . . . 30 Section 4 . 2 Development Rights and Construction Phases . . . . . . . . . . . . . . . . 31 Section 4 . 3 Conformity of Plans . . . . . . . . . . . 34 Section 4 . 4 Design Plans; MDTA Review and Approval Process . . 34 Section 4 . 5 Construction Plans . . . . . . . . 36 Section 4 . 6 "As-Built" Plans and Plat . . . . . . . 36 Section 4 . 7 Tenant Obligations . . . . . . . . . . . 37 Section 4 . 8 Facilities to be Constructed . . . . . . 37 Section 4 . 9 Progress of Construction . . . . . . . . 38 Section 4 . 10 Ownership of Improvements . . . . . . . . 39 Section 4 . 11 Mutual Covenants of Non-Interference 39 Section 4 . 12 Connection of Buildings to Utilities 40 Section 4 . 13 Connection Rights . . . . . . . . . . . . 41 Section 4 . 14 Off-site Improvements . . . . . . . , . . 41 Section 4 . 15 Art in Project . . . . . . . . . . . . . 41 Section 4 . 16 Signage and Landscaping of Entrances 42 -i- j Section 4 . 17 Designation of Landlord' s Representative 42 ARTICLE . 5 Payment-=of Taxes, Assessments . . . . . . 43 Section 5 . 1 - Tenant ' s Obligations for Impositions 43 - Section 5 . 2 .— Contesting- Impositions - : 45 ARTICLE .6. Surrender 46 Section 6-. 1, ; Surrender- of, Premises. 4.6 - Sect-ion 6 . 2 = Removal of Personal ;Property- or Fixtures.. c 46 Section 6.. 3 Rights to: Personal.-:P:roperty.-.After Termination or Surrender - : - . .. 47 . Section .6 . 4 Survival 4.7 ARTICLE­7 _ -Insurance . . . . . . . . . . . . . . . . . 48 ARTICLE 8 Operation . . . . . . . . . . . . . . . . 48 Section 8 . 1 Control of Demised-Premises . . . . . . . 48 Section 8.. 2 Non-Interference . . . . . . . . . . 48 Section 8 . 3 Repair and Relocation of Utilities . . . 49 Section 8 . 4 Rights to Erect Signs; Revenues Therefrom . . . . . . . . . . . . . . 50 Section 8 . 5 Landlord' s Signs Upon` Demised Premises 52 ARTICLE 9 Repairs and Maintenance of the Premises . . . . . 52 Section 9 . 1 Tenant Repairs and Maintenance . . . . . 52 Section 9 .2 Landlord Repairs and Maintenance . . . . 53 ARTICLE 10 Compliance with Laws and Ordinances . . . . . . . 53 Section 10 . 1 Compliance by Tenant . . . . . . . . . . 53 Section 10 . 2 Contest by Tenant . . . . . . . . . . . . 54 ARTICLE 11 Changes and Alterations to Buildings by Tenant 54 Section 11 . 1 Tenant ' s Right . . . . . . . . . . . . . 54 ARTICLE 12 Discharge of Obligations . . . . . . . . . . . . 56 Section 12 . 1 Tenant' s Duty . . . . . . . . . . . . . . 56 Section 12 .2 Landlord' s Duty . . . . . . . . . . . 57 ARTICLE 13 Use of Premises . . . . . . . . . . . . . . . . . `57 Section 13 . 1 Use of Demised Premises by Tenant . . . . 57 Section 13 . 2 Dangerous Liquids and Materials . . . . . 59 Section 13 . 3 Tenant ' s Duty and Landlord' s Right of Enforcement Against Tenant and Successor and Assignee . . . . . . . . . . . . . . 59 Section 13 . 4 Designation of Buildings by Name . . . . 60 ARTICLE 14 Entry on Premises by Landlord . . . . . . . . . . 60 Section 14 . 1 Inspection by Landlord of Demised -ii- , Premises . . . . . . . . . . . . . . . . 60 Section 14 .2 Limitations on Inspection . . . . . . . 61 ARTICLE 15 Limitation of Liability . . . . . . . . . . . . . 61 Section _.15 . 1 Limitation of ' Liability ;of . Landlord . . 61 Section 15 . 2 Limitation of Liability ..o£_ Tenant ' 61 ARTICLE 16 Damage and Destruction . . . . 62 Section 16 . 1 Tenant7s _Duty to Restore: 62 Section 16 . 2 Landlord' s Duty to Repair and Rebuild: Station-, 63 Section 16 . 3 Interrela,tionship::of .Lease _Sections . :.. -. 63 Section. 16 . 4 _ Loss Payees -of: Tenant-Maintained Propex.ty Insurance . . . . ... . . . . . . .. . . . 64 Section 16 : 5 Repairs Affecting--Station' ox Demised : Premises 64 Section 16. 6 Abatement of Rent . . . . . . . . . . . 65 Section 16 .7 Termination of Lease for Certain Destruction Occurring During Last Five Years of Lease Term. . . . . . . . . 66 ARTICLE 17 Mortgages, Transfers, Subleases, Transfer of Tenant ' s Interest, New Lease and Lease in Reversion . . . 67 Section 17 . 1 Right to Transfer Leasehold . . . . . . . 67 Section 17 . 2 Right to Mortgage Leasehold . . . . . . . 72 Section 17 . 3 Notice to Landlord of Leasehold Mortgage 74 Section 17 . 4 Notices to Leasehold and Subleasehold Mortgagee (s) and Sublessee (s) . . . . . . 75 Section 17 . 5 Right to Cure Default of Tenant . . . . . 76 Section 17 . 6 Leasehold in Reversion and Assignment in Lieu of Foreclosure . . . . . . . . . . 81 Section 17 . 7 Rights to Sublease and Non-Disturbance to Sublessees and/or Space Lessees . . . . . . . . . 82 Section 17 . 8 Estoppel Certificates from Landlord . . . 84 Section 17 . 9 Limited Waiver of Landlord Lien . . . . . 84 Section 17 . 10 No Subordination or Mortgaging of Landlord' s Fee Title . . . . . . . . . . . . . . . 84 ARTICLE 18 Eminent Domain . . . . . . . . . . . . . . . .85 Section 18 . 1 Taking of Entire Premises . . . . . . . . 85 Section 18 . 2 Proceeds of Taking . . . . . . . . . . . 86 Section 18 . 3 Partial Taking; Termination of Lease 87 Section 18 . 4 Partial Taking; Continuation of Lease 88 Section 18 . 5 Temporary Taking . . . . . . . . . . . . 89 Section 18 . 6 Additional Takings . . . . . . . . . . . 90 Section 18 . 7 Inverse Condemnation or Other Damages . . 91 Section 18 . 8 Taking by Landlord . . . . . . . . . . . 91 Section 18 . 9 Involuntary Conversion . . . . . . . . . 93 -iii- ARTICLE 19 Default by Tenant or Landlord . . . 94 Section 19 . 1 Events - of---Default- 'of Tenant . . . . . . . 94 Section 19 . 2 Failure to Cure Default by Tenant 95 Section 19 . 3 Rights of Leasehold:.Mortgagees, Sublessees'. and Subleasehold Mortgagees . . . . 97 Section 19 . 4.:. Surren.der. of, Demised _ Premises .-. ... . . . 100 Section 19 . 5 Rights,.of. Landlord. After. Termination. 100 Section 19 . 6 _ No Waiver. by: Landlord . . . . . . 101 Section 19.. 7- Events: of-, Default of Landlord 101 Section 19 . 8. Failure _to : Cure Default by Landlord . . 102 Section 19 . 9- - No Waiver_ by: T.enant . . . . . . . . . . 103 ARTICLE ..20 Notices . . . . . . . . . . . . 104 Section 20 .1 Addresses, ... .. . . . . . . . . . . . . . . 104 Section 20 . 2 Method of Transmitting Notice . . . . . . 105 ARTICLE 21 Quiet Enjoyment . . . . . . . . . . . . . . . 105 Section 21 . 1 Grant of Quiet Enjoyment . . . . . . . . 105 ARTICLE 22 Certificates by Landlord and Tenant . . . . . . . 106 Section 22 . 1 Tenant Certificates . . . . . . . . . . . 106 Section 22 . 2 Landlord Certificates . . . . . . . . . 107 ARTICLE 23 Construction of Terms and Miscellaneous . . . . . 108 Section 23 . 1 Severability . . . . . . . . . . . . . . 108 Section 23 . 2 Captions . . . . . . . . . . . . . . . . 108 Section 23 . 3 Relationship of Parties . . . . . . . . . 108 Section 23 . 4 Recording . . . . . . . . . . . . . . . . 109 Section 23 . 5 Construction . . . . . . . . . . . . . . 109 Section 23 . 6 Consents . . . . . . . . . . . . . . . . 109 Section 23 . 7 Entire Agreement . . . . . . . . . . . . 110 Section 23 . 8 Successors and Assigns . . . . . . . . . 110 Section 23 . 9 Station and System Plans . . . . . . . . 110 Section 23 . 10 Holidays . . . . . . . . . . . . . . . . 111 Section 23 . 11 Exhibits . . . . . . . . . . . . . . . . 111 Section 23 . 12 Brokers . . . . . . . . . . . . . . . 111 Section 23 . 13 Protest Payments . . . . . . . . . . . . 111 ARTICLE 24 Representations and Warranties . . . . . . . . . 113 Section 24 . 1 Landlord' s Representations and Warranties . . . . . . . . . . . . . . . 113 Section 24 .2 Tenant ' s Representations and Warranties . 114 ARTICLE 25 Equal Opportunity . . . . . . . . . . . . . . . . 114 ARTICLE 26 Disadvantaged Business Enterprise ("DBE") . . . . 116 Section 26 . 1 Policy . . . . . . . . . . . . . . . . . 116 -iv- Section 26. 2 DBE Obligation . . . . . . . . . . . . . 116 Section 26. 3 Tenant ' s Plan . : . . . . 117 Section. 26. 4 .. Remedies . . . . . . . . . . . 117 Section- 26. 5 Reports . . . . . . . . . . . . . . . . 118 Section 26. 6 Discrimination Prohibited 118 -v- DRAFT SOUTH MIAMI METRO.RAIL ..LEASE THIS AGREEMENT- OF LEASE, dated as of the: ._. 1 day of , 1999, made by :and betw.een > MIAMI-DARE, -.COUNTY, 'a political_ subdivision of the �State' of Florida, through Miami-Dade, Transit Agency, having its principal -office...and place of business :a .. Ninth Floor, . Miami.-Dade. Center,­1.11 - N:-W... l'st Street.,;.r-attn: Director, . Metro-Dade Transit Agency, Miami, Florida 33128,. ,(hereinafter .called "Landlord" or "MDTA") , and Hometown Station. Ltd. , a. Florida limited partnership having an office and place of business at 742 N.W. 12th Avenue, Miami, Florida 33136 (hereinafter called "Tenant") . W I T 13 F S S E T H: A. Landlord owns certain real property located in Miami-Dade County, Florida, as more particularly described on Exhibit "A" attached hereto and made a part hereof (the "Parcel") , upon which it operates a Metrorail Station, two parking garages, and bus bays and a bus shelter. B. Landlord recognizes the potential for public and private benefit through a joint use development of the Parcel in order to promote Metrorail usage and to further economic development --in Miami-Dade County. C. Landlord desires to lease to Tenant, and Tenant desires to lease from Landlord, the "Demised Premises" (as defined herein) , in conjunction with a long-term arrangement whereby Tenant or an affiliate will manage the parking garages, to enable Landlord and Tenant to develop the entire Parcel as a unified residential and commercial project D. It is hereby,. - mutually covenanted and: agreed by and between. the parties hereto:that this, Lease (hereinafter defined).-I. s . made. - upon . the -agreements, terms:, covenants and conditions hereinafter.:'-set forth..- Capi:talized. terms:_ used, herein shall have the definitions. -set- forth fin: Article. 2: her.eof.. ARTICLE: Premises -- General Terms- of Lease Section 1 . 1 Lease of Land and Air Rights. In accordance with (a) Chapter 125, Florida Statutes; (b) the powers granted to Landlord pursuant to authority properly delegated by the Florida legislature; (c) the authority to lease real property and air rights over real property belonging to Miami-Dade County; and (d) the Metrorail Joint Use Policy contained in Resolution R-1443A-81, adopted on September 28, 1981; and, for and in consideration of the rents, covenants and agreements specified herein, and the easements reserved unto Landlord, its successors and assigns, Landlord agrees, pursuant to the terms of this Lease, and does hereby lease and demise unto Tenant, its successors and assigns, and Tenant does hereby take and hire, upon and subject to the conditions and limitations herein expressed, the Land described in Exhibit "B" hereto, together with the air rights, rights-of-way and appurtenances specified herein, and the air rights described in -2- Exhibit "C" hereto and defined in Section 2 . 1 (m) (ii) , together with the easement rights, rights-of-way and ..appurtenances specif=ied hereinf reserving to Landlord the"`rights described herein, to have and to hold the same-;unto .T-e,nant, its successors and a°s.signs -for the Term. Section ' 1' 2 Term: of Lease.= (a) The :.term . of this -: Lease -sh-all be .-ninety: (90) years - commencing- on the Commencement Date - (as defined herein)° and ending on the date which is ninety (90) years from the Commencement Date . The obligation to pay rent shall begin on the Commencement Date . (b) Landlord shall deliver possession of the Demised Premises, together with the Managed Premises (as each of those terms is defined herein) on the Commencement Date at which time Tenant shall take possession thereof. Section 1 . 3 Conditions Precedent to Effectiveness of Lease. This Lease shall not become effective unless and until the following shall have occurred: (a) The Board shall have approved and executed this Lease; and, in connection therewith, (b) The Board shall have approved and executed the Management Agreement . In the event the Board approves and executes the Lease but fails to approve and execute the Management Agreement in connection therewith, this Lease shall be void and of no force or effect whatsoever, it being the firm intention of the parties -3- hereto that the Lease and the Management Agreement are dependent one upon _the other. . Section- 1:4 Conditions - -Precedent" to ,. Commencement of Construction::,of Phase Within sixty (.60) "days of -the Commencement Date .all of the following. shal-1 have. -occurred: (a) :Tenant: shall have begun complying. with, th`e MDTA-:.submittal­ and .review process by submitting the -,Preliminary Plans for the first 15% of Phase I of the Project; (b) Landlord shall have provided to Tenant Landlord' s preliminary plans for any work Landlord desires Tenant to perform on the Parcel; and (c) Tenant shall have submitted to Landlord: (i) a copy of a letter of intent that Tenant has received from a recognized lending institution, such as any federal, state or municipal governmental agency or bureau, bank, savings bank, savings and loan, pension fund, insurance company, real estate investment trust, tax credit syndication entity, or other real estate investment entity, to finance construction , of Phase I of the Project; and (ii) executed performance bonds to guarantee that the construction of the improvements in Phase I will be completed within one (1) year of the date of commencement of construction thereof. Performance bonds for the remaining phases will be -4- submitted to Landlord in accordance with the agreed phased development.. plan for the Project as described in. Article 4 hereof.- The. amount of- .such bonds --shall be equate- to -the 'hard -construction costs .o-f:. such:-icon struct.i on . and .improvements in, each .P.hase . Each', bond shall name Landlord. as_-bene.fi:ciary-.thereof and sly all.be issued by a.. ,surety_. acceptable .to-. .the Landlord. (d) Tenant:.'shall=::have�..submi;t.ted.:.to. Landlord the. .payment: .of. Minimum --Rent (as .-defined herein:) for the . first year-- of the term ._. hereof pursuant to Section 3 . 1 . ARTICLE `2 Definition of Certain Terms Section 2 .1 Terms Defined. The terms set forth below, when used in this Lease, shall be defined as follows : (a) AAD , shall mean the Americans with Disabilities Act, as amended from time to time. (b) Board shall mean the Board of County Commissioners of Miami-Dade County, Florida. (c) BOMA Standard shall mean the 1996 Standard Method of Floor Measurement for Office Buildings as published by the Building Owners and Managers Association International (BOMA) which shall be used to compute square footage of all office and retail space. A copy of such standard is attached for ready reference as Exhibit "D. " -5- (d) Buildings) shall mean the buildings or structures (as the context indicates.).., and -other improvements, to- be erected on; above, or below• the Demised''-•Pr-emises 'or a portion thereof in accordance with Article: 4 - below, :and all equipment,,- furnitu.re:. and . fixtures located or-. to be located,th:erein which are owned by, Tenant (including any replacements, ; additions and substitutes., thereof)' . (e) Certafi'cate • of Occupancy.,.- sh:al.l'_. imean ."::the certifi-Cate..` issued by the person or -agency. authorized to issue_:a cer.tificate. of occupancy or certificate of completion, as applicable, evidencing that the applicable Building (s) is (are) ready for occupancy in accordance with applicable Law or Ordinance. (f) City Strip shall mean the real property described on Exhibit "E" attached hereto and made a part hereof, which is owned by the City of South Miami and part of the road right-of-way held by the City of South Miami, and which is anticipated to be deeded to Miami-Dade County, rezoned into, the Rapid Transit Zone, and thereupon made subject to this Lease. (g) Code shall mean the Code of Miami-Dade County or the Code of the City of South Miami (as the context indicates) . (h) Commencement Date shall mean the date possession of the Demised Premises and the Managed Premises are delivered to Tenant, which shall occur no later than January 18, 2000 . (i) Commencement of Construction and "commenced" when used in connection with construction shall mean the earlier of the filing -6- of the notice of commencement under Florida Statutes Section 713 . 13 or the :visible. start of work !on the s-ite., -including- .`on-site utility, excavation oz� soil stabilization -work. ' " In order:_to- meet the definition. of "C-ommencement =of Construction" , or "commenced" herein, such filing: of notice or visible: start". of .work must=occur after Tenant -has received a building permit,-,for the particular Phase of the- Project on'. which°construction . s proposed;to .commence. ::: (j ) Completion of Construction,-shall -.mean, -for any Phase, the date a Certificate of Occupancy is issued for that Phase . (k) Construction Phases shall mean the division of the Project into the phases specified in Section 3 . 2 for purposes of development, construction, and mortgaging of each Phase. (1) Construction Plans shall consist of final design plans for particular improvements of a Phase as approved by MDTA, the drawings and specifications for which are in the format with sufficient detail as required to obtain building permits for such improvements and as further described in Section 4 . 5 . (m) Demised Premises shall mean collectively the property described in Exhibit "F" attached hereto and made a part hereof, consisting of the Land, the air rights above the Land, Parking Garage One, the air rights above Parking Garage One, and all other air rights, easements, rights-of-way and all appurtenances thereto leased to Tenant pursuant hereto, as follows, all of which are and shall be subject to the remaining provisions of this Lease : -7- (i) Demised Premises shall also be deemed to include the City Strip, . provided that, . and .at such..time -,.as, the contingencies - described in Section 4 . 2 (c) herein are met;' (ii) The "Air Rights" portion of the Demised. Premises shall mean the air space above --the uppermost surface of Parking Garage One, . -and the air space° above the' Land and, after it i;s. . built, above the 'uppermost ace of -the Office Component; and the parties hereto agree, within ninety. days: following .the .completion of the construction of the Project, to execute a supplement to this Lease in recordable form to which shall be attached a plan of the Air Rights portion of the Demised Premises properly designating the actual physical elevations and the locations of the rights and reservations hereinafter described; (iii) TOGETHER WITH all the right, title and interest of Landlord in and to the sidewalks, streets, avenues, curbs and roadways fronting on and abutting the Demised Premises except to the extent reserved to Landlord; (iv) TOGETHER WITH such rights of support and rights of use in respect of, and to maintain upon the Parcel, if necessary, the columns, supports and foundations for the support of the Buildings and other improvements constructed or to be constructed in the Air Rights, and the drains, utility lines, stairwells, elevator shafts and pits and headhouses, and other improvements of Landlord located in areas adjacent to the Demised Premises in -8- connection with the Project, substantially as contemplated and to the extent-. set forth in- the Proposal and as shall be set -forth—in the Plans_' -,and Specifications; (v) TOGETHER_ - W.ITH the right.. ° of access, to .erect, maintain-; repair, renew and replace - such columns., supports, foundations, stairwells and other- :facilities'.; (vi) TOGETHER.- WITH° :the right of pedestrian •ingress' egress and passageway over and across the Parcel which -shall be necessary or desirable for entrance, exit and passageway to and from the Demised Premises, and to and from the Station and the System for the use in common of Landlord and Tenant, and their respective successors, assigns, patrons, tenants, invitees and all other persons having business with any of them; (vii) TOGETHER WITH the right to construct, install and maintain within the area of pedestrian ingress, egress and passageway mentioned above signs for the purpose of advertising events, activities or operations in the Project; provided, however, that the design, size and location of the structures in which the signs are posted shall be subject to the approval of Landlord' in accordance with the other -terms of this Lease; (viii) TOGETHER WITH the use of the rooftop surface, and the right of access to, over and across the rooftop, of Parking Garage Two for the installation, placing, replacing, and -9- maintaining of certain landscape features in connection with the development and o,peration. of the� Residential. Component : RESERVING UNTO LANDLORD, subject' to - "he remaining provisions of this Lease-, the following:. ,"*- (i) the permanent and .perpetual right:- of ingress; : egress- and passageway -in, over; . through and ~across the Public _Areas--o-f, the Demised Premises and the Managed:` remises. which shall.-- be, necessary- or desirable - for . entrance exit.- and,- passageway of per-sons and property, including vehicles, to and from the Station and the System; provided, however, that all entrances, exits and passageways to be used in exercising such right shall be as set forth in the Plans and Specifications; (ii) all subsurface rights under the sidewalks, streets avenues, curbs and roadways fronting on and abutting the Demised Premises; (iii) the permanent and perpetual right to use and occupy the space located in the Demised Premises and occupied by Landlord' s stairwells, stairs, elevator system (including shafts, pits and headhouses) and ventilation and air-conditioning system, including without limitation ducts, pipes and cables located in the Demised Premises and leading into Parking Garage Two; (iv) the permanent and perpetual right to use and occupy the space located in the Public Areas of the Demised Premises which may be temporarily occupied by passengers using the Station and System -io- of Landlord, as well as the baggage, mail, supplies and materials of Landlord and. its tenants, ,patrons and invitees, including access thereto from the Demised Premises,­ public thoroughfares and the Station; (v) the permanen_t... and .perpetual: right to use and occupy the space .located .in the Public_ Ar.eas. of ,,-the.-Demi.sed •Premise:s' to be occupied -by.- Station .signs.; (vi) the permanent and- perpetual right of- access_ to erect, - maintain, repair, renew and replace such access facilities, ventilation and air-conditioning system, elevator systems, loading and unloading facilities .-and Station signs; and IT BEING UNDERSTOOD between the parties hereto that no portion of the Station or of Parking Garage Two is leased or intended to be leased to Tenant and that all portions or areas of the Station and Parking Garage Two are expressly EXCEPTED AND RESERVED unto Landlord, except to the extent that parts thereof are leased or rights in respect thereof are granted to Lessee as hereinbefore provided, or are subject to the terms of the Management Agreement . (n) Development Rights shall mean, for purposes of the Demised Premises and this Lease, the rights granted to Tenant pursuant to the terms of this Lease and of the Management Agreement . (o) Event (s) of Default shall have the meaning ascribed to such term in Sections 19 . 1 and 19 . 7 herein. (p) Fair Market Value shall be that sum which, considering all of the .circumstances,- would be arrived at by good faith, °fair, _ , arm' s-length.-negotiations-'between an owner willing;_ to sell and an independent ..,third party purchaser - will-ing to buy, `.rieither. `being_ under..any- pressure. . (q) Foreclosure Purchaser shal'.l_have.` the meaning ascribed,ao such. term_in Section 19 . 3 (b) herein. (r) Gross. Income shall. have the meaning ascribed to-.such term in Section 3 . 6 . (s) Impositions shall mean all ad valorem taxes, special assessments, sales taxes and other governmental charges and assessments levied or assessed with respect to the Demised Premises and the activities conducted thereon or therein. (t) Land shall mean the real property described in Exhibit "B" hereto. (u) Landlord shall mean, on the Commencement Date, Miami-Dade County, a political subdivision of the State of Florida, through Miami-Dade Transit Agency. Thereafter, "Landlord" shall mean the owner at the time in question of Landlord' s interest in the Demised Premises, so that if Miami-Dade County or any successor to its interest hereunder ceases to have any interest in the Demised Premises or if there is any sale or transfer of Landlord' s interest in the Demised Premises, the seller or transferor shall be entirely freed and relieved of all agreements, covenants and -12- obligations of Landlord hereunder to be performed after the date of such sale -or transfer provided that the purchaser, .successor or transferee of Landlord' s interest in the Demised Premises assumes in writing all such, -agreeme,nts,: _.covenants and obligations: of Landlord. Nothing herein, shall be construed to, reli.ev.e Landlord from any liability or damages -,arising from .actions , or omissions occurring or agreements,., covenant:s:: and- obligations r.equired to be- performed prior -to. the :date . of any such assignment, transfer or sale of Landlord' s interest hereunder. Notwithstanding the foregoing, Miami-Dade County shall remain liable for the representations and warranties of Section 24 . 1 . (v) Law and Ordinance or Laws or Ordinances shall mean all present and future applicable laws, ordinances, rules, regulations, authorizations, orders and requirements of all federal, state, county and municipal governments, the departments, bureaus or commissions thereof, authorities, boards or officers, any national or local board of fire underwriters, or any other body or bodies exercising similar functions having or acquiring jurisdiction over all or any part of the Demised Premises or the Parcel . (w) Lease shall mean this Lease and all amendments, supplements, addenda, renewals or any lease delivered pursuant to Article 17 herein, and all amendments, modifications, extensions, options and renewals thereof. -13- (x) Leasehold Mortgage shall mean a mortgage or mortgages or other similar security agreements given to any Leasehold Mortgagee of the leasehold interest of Tenant - he.reunder, -and shall be deemed to include any mortgage -or trust -indenture under which this Lease shall have been encumbe.red-.- ; . (y) Leasehold Mort s.haal'-imean . any recognized lending institution,. such as any _'fede'ral, state, county or municipal governmental agency or bureau, bank, savings and loan, pension fund, insurance company, real estate investment trust, tax credit syndication entity, or other real estate investment entity, savings bank, whether local, national or international, and the holder of any P urchase money mortgage given back to a transferor, that is or becomes the holder, mortgagee or beneficiary under any Leasehold Mortgage and the successors or assigns of such holder, mortgagee or beneficiary, and shall be deemed to include the trustee under any such trust indenture and the successors or assigns of such trustee . (z) Lease Year shall mean each separate and consecutive period of twelve (12) full calendar months beginning upon the first day of the first month following the Commencement Date and upon each anniversary of such. date thereafter until the expiration- of the Lease . (aa) Lender shall mean any Leasehold or Subleasehold Mortgagee. -14- (bb) Management Aareement shall mean the long-term management agreement regarding Parking. Garage Two entered into by the parties:,, .•-: hereto- concurrently herewith-, ,. a copy .. of which is attached as:_ Exhibit ' "G" hereto` and .made :a°-pa-rt..hereof': ,- (cc) Mana'ged Premise's shall : mean. : Parking, Garage,--,.Two '"and',, perimeter la.nds.ca.ping as described .on. Exhibit "H" atta'che`d `hereto: '. and .ma'de �a part. hereof (dd) Minimum Rent shall have:;the meaning!.as:cribed :to, such term in Article 3 herein. (ee) Participation Rent shall have the meaning ascribed to such term in Article 3 herein. (ff) Parking arage One shall mean the triangular parking garage located on the Demised Premises . (gg) Parking Garage Two shall mean the rectangular parking garage adjacent to the Demised Premises as more specifically described in the Management Agreement . (hh) Permit shall mean any permit issued or to be issued by the appropriate agency or person, including but not limited to applicable permits for construction, demolition, installation, foundation, dredging, filling, the alteration or repair =or installation of sanitary plumbing, water supply, gas supply, electrical wiring or equipment, elevator or hoist, HVAC, sidewalk, curbs, gutters, drainage structures, paving and the like . -15- (ii) Plans and Sp c-if cations shall mean the plans and specifications -for all the work in connection with the alteration, construction and reconstruction. of all Phasas- of—the --Proj`ect ` requ-i=red to be .done or performed hereunder o_r lunder the Management. a Agreement and.-shall 'include any.:change-s; additions . or modificat-i'on-s_ thereof; .provided the are .approved as provided herein..- - (j j ) Possession :Date ;s_h_a11_ mean p he C:ommenceinent Date .' (kk) Prelimin'arw Plans shall -have the meaning.aiscribed to such term in Article 4 herein. (11) Project shall mean the overall joint development of all Phases of the Project (including acti vities pursuant to the Management Agreement as well as pursuant to this Lease) contemplated by the response by Tenant to the request for proposal for joint development at the South Miami Metrorail Station, as such proposed development may be amended and/or revised from time to time ( "Proposal") . (mm) Public Areas shall mean those areas of the Demised Premises and the Managed Premises, both enclosed and unenclosed, generally available and open to the public during normal business hours, but shall not include common areas in the Residential Component or the Commercial Component. (nn) Space Lease shall mean a lease (other than this Lease or a Sublease) , license or other agreement between Tenant and a third -16- party for the use or occupancy of space on or within the Demised Premises ... ;. (oo) Space Lessee shall mean the tenant, lessee, or licensee; its successors_ o.r ass-igns"'I-" under. 'a S,pa'c:e ,Lease.- (pp) Station -shall, mean the South° Miami Metrorai�l '-;Stat-ion.- portion of. the System located on­the Parcel . (qq) Subleasehold Mortgage' s;ball mean a, mortgage".--or mortgages or other similar security -agreements given to an-y.—Subleasehold Mortgagee encumbering the Subleasehold interest of a Sublessee hereunder, and shall be deemed to include any mortgage or trust indenture under which any Sublease shall have been encumbered.. (rr) Subleasehold Mortgagee shall mean any recognized lending institution, such as a bank, federal, state or municipal governmental agency or bureau, savings and loan, pension fund, insurance company, savings bank, real estate investment trust, tax credit syndication entity, other real estate investment entity, whether local, county, state, national or international, and the holder of any purchase money mortgage given back to a transferor, that is or becomes the holder, mortgagee or beneficiary under any Subleasehold Mortgage and the successors or assigns of such holder, mortgagee or beneficiary, and shall be deemed to include the trustee under any trust indenture and the successors or assigns of trustee . -17- (ss) Sublease shall mean any instrument, excluding a Space Lease, pursuant to which all or any portion of the D:emis:ed Premises- . is subleased, including. ,but -not limited to a grunt by Tenant -of-,the right:. to. develop.. a_'sp.ecif:- c`.. Ph`as-e of. the Project (tt) Sublessee;.,_shall mean the lessee,*.: =its .: successors or assigns .under..any such Sublease . (uu) Sys m sha l : mean`s the -Mi:am --Dade'-,Dade :T-.ransit'. System including, _without limitation, all. trains; buses, fixed guideways, stations, parking lots and parking structures, Parking Garage One (subject to this Lease) , Parking Garage Two, drop 'off/pickup areas, bus stops and shelters, bus bays, streets and sidewalks, maintenance facilities, structures and all associated facilities required in the operation of the System. (vv) Taking shall mean the exercise of the power of eminent domain as described in Article 18 . (ww) Tenant shall mean, on the Commencement Date, Hometown Station, Ltd. , a Florida limited partnership. Thereafter, "Tenant" shall mean the owner (s) at the time in question of the Tenant ' s interest under this Lease, so that if Hometown Station, Ltd. or .any successor to its interest hereunder ceases to have any interest: in the leasehold estate hereby created, whether by reason of assignment, transfer or sale of Tenant ' s interest hereunder, the assignor, transferor or seller shall, subject to the provisions of Section 17 . 1, be released from and relieved of all agreements, -18- covenants and obligations of Tenant hereunder to be performed after the date of such assignment, °t-ransfer or sale. Nothing- herein: - shall be construed to. relieve Tenant fr.om. any. liabi.l.ity... .or..,damages arising- from actions or.- -omissi:ons, - occurrinng or ' :agreements, covenants . and -:,o.bligat.i,ons_..:required .to be. performed prior .t-o. .the- date =of any such:• assignment,...tr:ansfer:°or, sale; .of Tenai%t::' s interest hereunder..,--. Notwithstanding -.th.e:-.foreg.oi,ng, -Hometown= St'ation,..: Ltd. shall remain .. liaba:e_ ::for- the _representations and.: warranties of Section 24 . 2`. (xx) Unavoidable Delays are delays beyond the control of- a party required to perform, such as (but not limited to) delays due to strikes; acts of God; floods; fires; any act, neglect or failure to perform of or by the Landlord; enemy action; civil disturbance; sabotage; restraint by court or public authority; litigation or administrative challenges by third parties to the execution of this Lease or the procedures leading to its execution; or moratoriums . The obligated party shall be entitled to an extension of time because of its inability to meet a time frame or deadline specified in this Lease where such inability is caused by an Unavoidable '0 Delay, provided that such party shall, within fifteen (15) days after it has become aware of such Unavoidable Delay, give notice to the other party in writing of the causes thereof and the anticipated time extension necessary to perform. Neither party shall be liable for loss or damage or deemed to be in default -19- hereof due to any such Unavoidable Delay (s) , provided that party has notified the other -a-s - specified in the preceding sentence and further provided that s.uch. ..Unavoidable—Delay .did not result from the fault negligence: or= failure:. to.:. act of :,.the­-party claiming the .. . delay. ARTICLE 3' Rent;;:' Section .3 A Minimum_.Rent. During the term of this Lease, Tenant shall pay Minimum Rent for the Demised Premises of One Hundred Eighty Thousand Dollars ($180, 000 . 00) per year, payable annually in advance. There shall be due upon the Possession Date of the Project a full prepayment of the Minimum Rent for the first year of the Term. Section 3.2 Phased Development. Tenant has proposed a phased construction approach as set forth below and as further set forth in the Preliminary Plans : Phase I : Refurbishment of Parking Garage One and Parking Garage Two to improve their efficiency, aesthetics and physical condition, all in accordance with the terms of this Lease and the Management Agreement. Phase II : Development of a commercial/office building comprising approximately 75, 000 square feet or more, depending upon feasibility and financing ("Office Component") . Phase III : Development of a minimum of ten (10) and a maximum of twenty (20) live/work loft-type combined residential and office units to be located along the northern and western exterior walls of Parking Garage One, subject -20- to feasibility analysis, acquisition of the City Strip, and associated financing ("Live/Work Component") . Phase. IV: Development of approximately- . one hundred ( 100) " residential apartment --units in a structure_ to .be- construct,ed on th.e Air Rights Parcel above' Parking Garage One, _rasing three-..;' . . stories from th-e roof-t:op­ l--evel:I of Parking -_ Garage:. One,` subj;ec.t .to.. feasibility -analysis and asso.ciate-d ,financing ( "Residential Component",:).:*.'. Each of the above'..described phas;es<. is. he:re:inaftery `referred to as a "Phase . " Except for Phase_ :I, each other . Phase may be constructed and developed independently of the other Phases . and in any sequence . Section 3. 3 Penalty Rent. (a) If Tenant has not received a Certificate of Occupancy within twenty-four (24 ) months after the Commencement of Construction for that Phase ("Scheduled Completion Date") , subject to Unavoidable Delays and duly requested and approved changes to the construction schedule, Tenant shall pay to Landlord as "Penalty Rent" in accordance with Exhibit "I", the amount of Participation Rent projected to be paid by Tenant to Landlord from the Scheduled Completion Date for such . Phase until that Phase receives a Certificate of Occupancy. All performance bonds submitted to Landlord in connection with the construction of any of Phases II, III or IV shall guarantee that all construction and improvements in that particular Phase will be completed within two (2) years of the date of commencement of construction of that Phase. -21- (b) Notwithstanding any of the above, the Tenant is obligated to fully complete. its development- of the Proj-ect within six (6) years of the Commencement Date .. - (c) Landlord may, in its :.sole discreti;om, co;llect._. ox-: .wa.ivea; ; -- Tenant' s. oblig.ation.. to pay :Penalty Rent. Notwithstanding anything- herein to the contrary,.:. Tenant-.-,shall -:be obligated- to pay,'. if a ppl:icab1e..; the . initial ._payment. ;'of.. Penalty 'Rent by the, twentieth,. (20th) day .after Landlord :give=s Tenant .notice of the -requirement to pay Penalty 'Rent .- Thereaft=er, Tenant shall pay Penalty Rent pro rata by the fifth day of the month after the Landlord notifies Tenant that Penalty Rent is due, and on the fifth day of each month thereafter, until such time as the construction of that particular . Phase of the Project is completed, which completion shall be evidenced by receipt of a Certificate of Occupancy for that Phase. Penalty Rent shall be paid in addition to any other Rent due. Section 3.4 Participation Rent. In addition to Minimum Rent and other rents owed, Tenant shall pay to Landlord as Participation Rent five percent (5%) of gross income generated from all commercial, retail, residential, and .any other uses of the Demised Premises . Tenant has provided Landlord a schedule of projected Participation Rent which is attached hereto as Exhibit "I", but failure of Tenant to generate such levels of Participation Rent shall not, other than as expressly provided for -22- in Section 3 . 3 above, subject Tenant to Penalty Rent, nor, in any instance, cause Tenant ..to be in default of this Lease.....: Section• 3..-S _. - Payment-of--participation-,Rent„ Tenant shall prepare_ ::anal - submit: ':`t:o Land'lord_.,a separate- statement of° Gross Income for 'the Demised 'Premises _ f-or each:-Lease Year, certified, -as being:, accurate ---by. a reputable.; independent_: certified public` accountant selected by .Tenant. Par.t 'cipation._Rent: shall be paid to Landlord_. within one hundred twenty -(120) days after the end of each Lease Year that Participation Rent is due. Section 3. 6 Gross Income. "Gross Income" shall mean all monies paid for the occupancy of space within the Demised Premises (whether paid to Tenant or to a Sublessee of Tenant or to a lessor under a Space Lease) , and shall include but not be limited to: (a) the fair rental value (determined by comparison with rent paid by other tenants for comparable space within that Building or portion of the Demised Premises) for space within the Building or portion of the Demised Premises (including any parking space) occupied by Tenant, or by any person, -firm or corporation affiliated with Tenant, or any of its partners that exceeds two and one-half percent (2 . 5%) of the rentable space in a Building or portion of the Demised Premises and with respect to which no rent or less than fair rental value rent is otherwise paid to Tenant or any Sublessee; provided, however, that this Section 3 . 6 (a) shall -23- not apply to any lease, license or right to use any portion of the Demised Premises. grant.ed to. (i) any not-for-profit entity _.which- provides- social.; educational or similar services to; the •residential­� , -Space Lessees . in connection with requirement.s. of,-affordable.' h-busing .- regulations o-r. programs which-:.providef.�financ-ing for a particular Phase, or. (ii:) to Miami-Da e 'County .or the City of South,. Miami as part of the -consideration for 'ent'ering •.: into this ­Lease- and developing. the, Project : . (b) any rents or fees received by virtue of the rights described in Section 8 . 4 below; (c) any monies realized in lieu of rents pursuant to claims asserted under any business interruption insurance, rental income insurance proceeds, or excess property insurance as described in Article 16; and (d) any compensation derived for connection rights . Gross Income shall not include: (i) the cost of sewer, water, electricity, internal telecommunications, cable television for the Residential Component, if applicable, or any other charge for utilities separately metered as well as any other cost which is separately charged and paid directly by a Sublessee or Space Lessee to the utility or other company imposing such charge, tenant ' s association dues for membership in a not-for-profit tenants ' association, insurance contributions, and leasing commissions for the Project; -24- (ii) any tax, excise or other charge levied by any governmental authority ,,wh,ich is collected either directly by such . authority, or by Tenant . :from a Sublessee. or - Space - Lessee, :and remitted: to such authority either directly or by Tenaht�;::, (iii) ..s.ecurity- deposits< (but `inte-rest earned,: by :T.enant.:: ': . on security deposits ,_to .-.the .extent not required.. to .be paid: to others s:hal:-1 :,be..- ric.luded.::in Gross ;.income) ; (iv) payments made to Tenant by an- .insurer or by a Space Lessee or Sublessee for casualty losses or damages sustained to the Demised Premises (to the extent such payments are used by Tenant to repair or restore the premises) ; (v) any monies received by Tenant which it is under a good faith, legal or contractual obligation to return or pay to a third party as loan repayment or for services rendered for, or goods supplied to, the Project, and which is not in lieu of rent; (vi) any monies paid by Sublessees or Space Lessees as a contribution towards the construction costs of the Project or the improvements to the space occupied by any Sublessee or Space Lessee; or (vii) any monies received by Tenant for the sale, assignment or transfer of its rights hereunder, but subject to Sections 3 . 10 and 17 . 1 (j ) herein. -25- Section 3. 7 Landlord' s Right to Verify and Audi Information -Submitted.' - Landlord may,­-during normal 'business hours and upon ten -(10) .. _... weekdays s written noti=ce to Tenant,;­ n-spect'j, from and make copies of Tenant' s 1. (or, if applicable, Sublessee I's) . b ; ooks.. and records pertaining to the - Demised - Premises for the"purpose- of. verifying any statement submitted to- Landlord gas' requir:e.d b_y_..t'his ` Lease .. Landlord :may, at its option and at 'it's sole .expense, conduct or cause to be conducted an audit- to verify the Gross Income received by Tenant (or any Sublessee) from the operation of the Demised Premises for any Lease Year or to verify any payments or rents under this Lease. If Landlord' s audit shall disclose that an amount is due to Landlord in excess of the amount Tenant (or any Sublessee) had previously or should have paid to Landlord for such Lease Year, then such amount, together with any late charge required by Section 3 . 8, shall be paid by Tenant (or Sublessee) within ten (10) days after receipt by Tenant (or Sublessee) of a written notice from Landlord setting forth the amount due and the calculations used in making the determination. If the amount -due Landlord under the preceding sentence (excluding any late charge) exceeds the amount Tenant (or Sublessee) had previously or should have paid to Landlord for such Lease Year by five percent (5%) or more, the cost of such audit shall be at Tenant ' s (or Sublessee ' s) expense . If Landlord' s audit shall disclose that Landlord has been -26- overpaid for such Lease Year, Landlord shall credit such overpayment to the next. payment or payments required to be. pa.id° by Tenant under the .terms of., this Lease . Tenant '.s= books and records. ,- regarding the.--D.emised,.�Premises shall be-. maintained,.. in' Miami- Dade-County, Florida. :,"All of Sublessees ' . books.-and -records pertaining- to income received .from the Demised Premises: shal-1-;..be maintained, in Miami-Dade -County,.: F1.onda;.1:.unless- Landl.ord:_in its .sole_discretion consents in writing to - a change.- Landlord' s, right to` audit shall continue for a period of three (3) - years after submittal of any statement or report by Tenant (or Sublessee) . Section 3 .8 Late Payments. In the event that any payment of Minimum Rent, Penalty Rent, Participation Rent, or payments under Sections 3 . 1, 3 . 3, 3 . 4 or 3 .5 due Landlord shall remain unpaid for a period of twenty (20) days beyond their due date, a late charge of five percent (5%) of the amount of such payment shall be added to such delinquent payment . In addition to the rights and remedies provided for herein, Landlord shall also have all rights and remedies afforded by law for enforcement and collection of rent and any late charges which are not inconsistent with the limitations or remedies contained ,-in this Lease . All rent and other payments due Landlord under this Lease shall be paid to Landlord at the address specified herein for notice to Landlord. -27- Section 3. 9 Payment Where Tenant Sells Assigns or Transfers Ownershiv. In the event Tenant sells, assigns or transfers' ownership,. of its interest under this --Lease, Tenant ash l'l� pay Landlord `.ten percent (:10%)" of gross. ..sales 'proceeds to the extent such sale, assignment : or transfer pertains - to a portion of, the- . Demised_ Premises, received by Tenant, less- (i) the greater—.. of the outstanding . indebtedness- owed by the Tenant and secured. -by the ` Demised Premises . and this Lease, or Tenant' s actual costs of construction of improvements to or upon the Demised Premises; and less (ii) costs of closing including sales commissions . All such costs and calculations of net proceeds shall be commercially reasonable and verified by Landlord. . Tenant shall pay Landlord' s share of any such net sales proceeds Tenant receives within thirty (30) days of Tenant ' s receipt of same. The payments to Landlord under this section shall be in addition to and with no offsets for any other rents or payments to which Landlord is entitled under any other provisions of this Lease . Section 3 .10 Exempt Transactions. Notwithstanding the above, Landlord shall have no right to receive any proceeds "or other monies out of or pertaining to (a) the transfer, assignment or sale of any portion of Tenant' s interest in the Lease or the Demised Premises to any entity in which Tenant (or its affiliates, shareholders or partners) holds a majority interest; (b) any -28- transfer, assignment or sale made in order to effectuate the proposed affordable -housing` development, if applicable, on the Demised Premises;- (c.) the transfer.,_..assignment -or sale of any stock or partnersh-ip- or other: interest in Tenant. which-,--in.. the aggregate does. not exceed -forty-nine,percent (4 9%) , so. long a-s,-such-;transfer, assignment- or sale occurs prior to, the commencement­of cons .ruction on Phase. II (the Office Component) ,,. :or, (d°) the -traasf-e r; -assignment- or sale of any portion of Tenant'-s interest in the Lease - or the Demised Premises or its partnership interest to a limited partnership created to syndicate affordable or low-income housing tax credits for purposes of financing the construction of such affordable or low-income housing. Section 3.11 Discontinued Use of Station or System. In the event Landlord determines to discontinue, curtail, or cease the operation of the Metrorail Station or System, which under the terms of this Lease and otherwise it has agreed to operate, in addition to any other rights Tenant has hereunder, (a) Tenant shall have the right to terminate this Lease and its obligations hereunder by giving written notice to Landlord within six _ (6) months after such discontinuance, curtailment or cessation, and the obligations :of Tenant to pay rent under this Lease shall be abated as of the date of the giving of such notice, and in such event, this Lease shall terminate fifteen (15) days following Landlord' s receipt of notice of termination; and (b) in the event Tenant does not terminate this -29- Lease as set forth above, Tenant shall become entitled to an abatement in Rent (both Minimum Rent =and Participation Rent) on an equitable bas.is _.taking into consideration . the amount and character of the space, the use of which is_ denied. the Tenant,, ' as compared= with the entire Premises, -and the period of time for which such use is denied to...Tenant . Development of- Land' and Construction of Buildincs Section .4 . 1 Land Uses.., . _ (a) Tenant and Landlord agree, for themselves and their successors and assigns, to devote the Demised Premises to the uses specified in this Lease, or for other or additional uses to which the parties have in good faith agreed and to be bound by and comply with all of the provisions and conditions of this Lease . (b) The parties recognize and acknowledge that the manner in which the Demised Premises and Buildings are developed, used and operated are matters of critical importance to Landlord and to the general welfare of the community. Tenant agrees that at all times during the term of this Lease, Tenant will use reasonable efforts to create a development on the Demised Premises which (i) enhances the ridership and usage of the System, (ii) creates strong access links between the Demised Premises and the System, and (iii) creates a mixed use retail/residential center with a quality of -30- character and operation consistent with that of similar comparable projects of - this nature in Miami-Dade County, Florida . (c) Tenant ...shall establish - such-, reasonable -rules -and .' regulations governing. the use and operation, by Space Lesslees of,-' their premises as -Tenant shall dee-m'-necessary or;'desirable in- order to assure: the level or .quality and character af, operation of • the Demised. P-r.emi-s-,es.: -required, -he're.i.n and Tenant: will use " reasonable -_ effort's -.to: enforce such rules and regulations . Section 4-.2 Development Rights and Construction Phases. Tenant shall have the right to develop the Demised Premises and to construct the Buildings required in connection with such development, subject to the terms and conditions of this Lease and to the densities and uses described in subsections (a) or (b) below: (a) Development Rights of Land. It is intended that the Demised Premises will be developed in four (4) Phases as set forth in Section 3 .2 and in the Preliminary Plans, and that in connection therewith the Tenant may sublease portions of the Demised Premises, . which leasehold and subleasehold interests may be encumbered by Leasehold Mortgage (=s) and/or Subleasehold Mortgage (s) held by different lenders, all as provided in this Lease. In connection with this contemplated development, the parties agree: -31- (i) Landlord will join in such easements, restrictive covenants, - -easement vacations or modkfica't.ions . and such other documents ..as.. may--.be -.necessary -for , T-enant -to -devel-op and-:use - the Demised Premi-ses in accordance with: :the :Preliminary Plans -.and in a.. manner otherwise _permitted hereunder,,,. provided -that, such j:oirider by Landlord. shall,-.be at no cost-.'to . Landlord ,other than :.it.s costs of review, and al's o. -provided that the 'location,: .te.rms,,.. arid' form '-o=f any` such easements or other documents shall .be-'rea�sonablyl-'acceptable =to Landlord. (ii) In connection with the development ' of -the Residential Component, Tenant anticipates that some or all of the financing of the construction and development will be provided by a tax credit syndication entity ("Tax Credit Financing") . The parties acknowledge that for the Residential Component to be eligible for Tax Credit Financing, it must continuously meet certain criteria established by federal law during a minimum of a 15-year compliance period (subject to longer periods as may be required by the governmental entity allocating tax credits, in order to successfully compete for Tax Credit .Financing) , including maintaining a prescribed level of apartment units for use :by qualified low-income and moderate-income tenants . The parties therefore acknowledge and agree to reasonably cooperate with each other in order to effectuate Tax Credit Financing. -32- (b) Miami-Dade County' s rights as sovereign. It is expressly understood that notwithstanding any- provision . of-this .L.ease-and Miami-Dade County' s status- as--Landiord thereunder: (i) Miami-Dade...County: retains all =of its sovereign prerogatives::and. rights a-s.- a. county. under Florida "laws (but not in' regard.: to ° it-s -status,.: as: Landlord- and ,the -performances :of its contractual:.duties hereunder).,- an&-=shall in no way be estopped from withholding or refusing to issue any approvals of applications for building or zoning; from exercising its planning or regulatory duties and authority; and from requiring development under present or future Laws and Ordinances of whatever nature applicable to the design, construction and development of the Buildings and improvements provided for in this Lease; and (ii) Miami-Dade County shall not by virtue of this Lease be obligated to grant Tenant, the Demised Premises or the Project any approvals of applications for building, zoning, planning or development under present or future Laws. and Ordinances of ..whatever nature applicable to the design, construction and development. of the Buildings and other Project improvements provided for in this Lease and in the Management Agreement. (c) Conditions to Development of Live/Work Component . The Project is intended to be developed in four Phases in such order as Tenant reasonably determines, subject to contingencies -33- such as receipt of necessary permits, rezoning, financing, etc. As conditions of development of the Live/Work Component, the .parties. acknowledge that . (i) the City _of. .South_. .M.i-ami.must,. agree to _convey to Miami-Dade =County the City Strip;_: (.ii) Miamir .Dade County must. accept such. .conveyance-. and . incorpora.ts. :the City .Strip into the_ , Parcel; •(viii) -Miami-Dade.: County, must:.�t.ake the .neces.sary. .step.s to include. ..t:he City .:S.trip...:,:and.: all portions of; the °Demised ..:P.remi-ses into the Rapid: .Transit Zone;-- (iv) upon the completion-of items.. (i) , (ii) and (iii) herein, the City Strip shall automatically become a part of the Demised Premises subject to this Lease without the necessity of any further action or approval by Landlord or Tenant or any third party, and such self-effectuating incorporation into the Demised Premises shall be memorialized by the filing and recording of an amendment to the Lease to include the City Strip in the legal description of the Demised Premises . Section 4 .3 Conformity of Plans. Preliminary Plans and Construction Plans and all work by Tenant with . respect to the Demised Premises and to Tenant ' s construction of Buildings thereon shall be in conformity with this Lease, applicable building codes, and all other applicable federal, state, county and local laws and regulations, including applicable provisions of the Fire Life Safety Criteria found in the Metrorail Compendium of Design Criteria, Volume 1, Chapter 9 . -34- Section 4 . 4 Design PI,ans •IMIA Review and Amroval Process 7 (a) Tenant shall. submit_ design and constr-uction -documents-to' MDTA for review, coordination and approval- of each Phase at the different stages -of the Project-,­­'."For each:-submittal,'.Tenant. shall' ,.. submit eight sets of.-, prints with the date noted on -ea-ch : print . (b) At 15% of the overall design completion ..of` any Phase of the Project, Tenant shall, submit conceptual -site 1-ayo.uts -and plans, sections, and elevations to MDTA: for review in conformity with- . applicable building codes, federal, state, county and local laws and regulations, including applicable provisions of the Metrorail Compendium of Design Criteria and the Urban Design Manual for Miami-Dade County. (c) At 85% design completion of any Phase of the Project, Tenant shall submit drawings, conceptual site layouts and plans, sections, elevations and pertinent documentation to MDTA for review. (d) At 100% design completion of any Phase of the Project, Tenant shall submit to MDTA the Final Design Plans . MDTA shall review these plans to ensure that all previous MDTA comments- to which the parties have agreed have been incorporated therein. However, Tenant may request reconsideration of any comments made by MDTA. (e) Upon receipt of each of the above-mentioned submittals, MDTA shall review same and shall, within thirty (30) business -35- days after receipt thereof, advise Tenant in writing of its approval or disapproval, setting forth in detail its reasons for any disapproval . In the event of a disapproval, Tenant .shall,. .. within_ -.thirty (30) days` afters - the- date Tenant receives - s-uch - disapproval, make those - c hanges . necessa-ry to, meet MDTA' s stated- grounds for disapproval. ,?or request :reconsideration ' of such comments ; .­_ Kithin .thirty-....(3.0) ,days of MDTA';s response . to., such request for reconsideration, Tenant shall, if necessary, resubmit such altered plans' to MDTA-: Any resubmission shall be subject to review and approval by MDTA, in accordance with the procedure hereinabove provided for an original submission, until the same shall receive final approval by MDTA. MDTA and Tenant shall in good faith attempt to resolve any disputes concerning the Plans . ( f) Upon the approval of the Final Design Plans for each Phase, such design shall be the construction plan for that Phase. In the event any change occurs after approval of the Final Design Plan for a Phase, then Tenant must resubmit the changed portion of the construction plans for MDTA' s reasonable approval . Section 4 .5 Construction Plans. Tenant shall give Landlord final site and elevation plans for each Phase prior to submittal for the building permits for each Phase . All Construction Plans for each Phase must be in conformity with the Final Design Plans approved for that Phase by MDTA and the procedure in this Lease . -36- Section 4 . 6 "As-Built" Plans and Plat. At the completion of the entire Project, Tenant ' shall provide to Landlord -.eight-. _sets of. "as-built" construction plans-. - -Upon . - receipt of such "as-built" plans. or at any :earlier date. -mutually, agreed to by-°the . parties,. Landlord shall, ' at its expense; cause, the Parcel- and. the Demised Premises-: to-be platted. - Nand Tenant:::agrees to cooperate in- such efforts at no.-cost "to- Tenant,: Section .4 : 7 Tenant Obligations MDTA approval of any concept plans pursuant to this Article 4 shall not relieve Tenant of its obligations under law to file such plans with any department of the County or any other governmental authority having jurisdiction over the issuance of building or other Permits and to take such steps as are necessary to obtain issuance of such Permits . Landlord agrees to cooperate with Tenant in connection with the obtaining of such approvals and Permits . Tenant acknowledges that any approval given by MDTA, as Landlord pursuant to this Article 4; shall not constitute an opinion or agreement by MDTA that the plans are structurally sufficient or in compliance with any Laws or Ordinances, codes or other applicable regulations, and no such approval shall impose any liability upon MDTA. Tenant shall include a provision in each Leasehold Mortgage (or Subleasehold Mortgage) which will vest MDTA with all right, title and interest in the Construction Plans and specifications for the Phase financed thereby, should an Event of Default occur, and -37- the affected Leasehold Mortgagee (or Subleasehold Mortgagee) does not elect -t,o construct and complete the Buildings of such Phase-. Section 4. 8 Facilities _to be...Constructed._.__.w. Landlord shall not ,be responsible- for any costs or expenses :of construction ;o.f the Buildings and..improvements; except as' otherwise-.- provided herein or .agreed -.to.' by the parties : , Section,:4t-.-9 Progress =iO'f=Construction r `':_ Subsequent to the Delivery of Possession­of the Demised Premises to Tenant, Tenant shall submit monthly reports to MDTA of the progress of Tenant with respect to development and construction of the Project . Tenant, by executing this Agreement, represents it has visited the site, is familiar with local conditions under which the construction and development is to be performed, will perform all test borings and subsurface engineering generally required at the site under sound and prudent engineering practices, and will correlate the results of the test borings and subsurface engineering and other available studies and its observations with the requirements of the construction and development of the Buildings . Tenant shall restore the site to a condition substantially similar to its pre-testing condition after all testing, and shall provide the Landlord with a, copy of all test results . The Landlord makes no warranty as to soil and subsurface conditions . Tenant shall not be entitled to any adjustment of rental payments or of any applicable time frame or deadline under -38- this Lease in the event of any abnormal subsurface conditions unless -the subsurface conditions are so unusual that they -could not - have reasonably been anticipated, and in s..uch.-.event,... time periods and -the commencement , of Penalty Rent shall- be extended by the - reasonable. time necessary to a,c.commodate .redesign, and lengthened : construction schedules-.resuiting from that event . Section'w:C 10. Ownership::of= Improvements,.: All Buildings and -improvements and all -material and equipment provided by Tenant or on its behalf which are incorporated into or become a part of the Project (excepting all of the System facilities) shall, upon being added thereto or incorporated therein, and the Project itself, be and remain the property of Tenant, but subject to the same (not including personal property of Tenant, Sublessees or Space Lessees) becoming the property of Landlord at the expiration or termination of this Lease. Section 4 . 11 Mutual Covenants of Non-Interference. Tenant ' s development and construction of the Project and its use and operation of the Demised Premises shall not materially and adversely interfere with Landlord' s customary and reasonable operation of the System, unless prior arrangements have been made in writing between Landlord and Tenant. Similarly, Landlord' s use of the Station area shall not materially and adversely interfere with Tenant ' s development and construction of the Project and its use and operation of the Demised Premises and the Buildings and -39- improvements to be constructed thereon, unless prior arrangements have. been made in writing between Landlord and Tenant . Landlord may at any time during the term of this -Lease,. - stop or slow - down construction by Tenant;- but only upon' Landl'otd.' s:..'-reasonable . determination that the safety,.:of- the System, :,or:-, ot, the users, of- -the System or- of any employees, agents, .1-icensees and permittees , of Landlo.rd.. is .j.e.opardized:. -.Any -such' slowdown; or stoppage shall :be deemed to be an Unavoidable Delay.-, and shall` entitle Tenant , td - appropriate extensions "o"f time 'hereunder (including;- without limitation, time frames pertaining to Penalty Rent) , provided that such safety hazard which caused the slowdown or stoppage is not the result of Tenant' s negligence or. willful act . Section 4 . 12 Connection of Buildings to Utilities. (a) Tenant, at its sole cost and expense, shall install or cause to be installed all necessary connections between the Buildings constructed or erected by it on the Demised Premises, and the water, sanitary and storm drain mains and mechanical and electrical conduits and other utilities, whether or not owned by Landlord. Tenant shall pay for the additional cost, if any,, of locating and installing new facilities for sewer, water, electrical, and other utilities as needed to service the Demised Premises . (b) Tenant' s obligations hereunder shall be subject to Landlord' s express obligation hereunder to disclose in writing (and -40- accompanied by plats, surveys, legal descriptions or sketches of surveys: to the extent -applicable and available) the locatiori"`of all. recorded or unrecorded easements or licenses affecting-the .Demi-sed—, ..Premises, : which disclosure - shall., 'be made no dater. than ._:the`- Commencement -Date . To the :best,. of Landlord'.s. :know'Iedg-e, IE-xhibit "J" attached hereto and made .-a. part -hereof -sets, forth all -grants, restrictions, encumbrances-`o.r other.:&greement.ss_�w th :respect:-`to the Parcel and the Demised Premises,: ..including.. but, �not. limited to agreements with the United States ,Government, the 'State of Florida, Miami-Dade County, and all agencies, departments, or sub-divisions of any of the foregoing, and with all utility companies and service providers relative to the operation and maintenance of the Parcel and the Demised Premises . Section 4 . 13 Connection Rights. Landlord hereby grants to Tenant, for a period of ninety (90) years from the Commencement Date or the earlier termination of this Lease, the non-exclusive right to construct utility connections to the Station and Demised Premises subject only to the. right of Landlord to construct above or below grade connections between the Station and any land or facilities, excluding the Project, owned ,.or operated by Landlord or another governmental agency or entity. Section 4. 14 Off-site -Improvements. Any off-site improvements required to be paid or contributed as a result of the development of the System shall be paid or -41- contributed by Landlord. Any off-site improvements required to be paid. or contributed - as a result of Tenant ' s development of the . Demised Premises shall be paid or contributed .by-..Te.n-ant . _,_ .. Section ,4 .15 Art iry Pro Tenant shall at its sole cost expend one and one-half percent (1 . 5%) of the cumulative -'construction cost for acqui.'sition.. of Works of Art .for and pi-acement `.:of same in the 'Public Areas -of th-e Demised Premises The term - "Works of Art" as utilized in the preceding . sentence shall mean landscaping, plazas, arcades, lighting, walkways, fountains, tile, courtyards, terraces, walkways; roof gardens, passive and active recreational areas, murals, special graphic presentations, amphitheaters, entertainment areas, gazebos, water features, other similar decorative features and facilities, and works of art . All works of art acquired and placed in the Public Areas of the Demised Premises shall meet, if applicable, the requirements of Miami-Dade County "Art in Public Places" policy. Section 4 . 16 Signage and Landscaping of Entrances. Landlord agrees to cooperate with Tenant. in the development of plans regarding entrances to the Demised Premises in order . to achieve an aesthetic blend of landscaping and signage . All costs of developing such plans shall be paid by Tenant . Section 4 . 17 Designation of Landlord' s Representative. The County Manager or his designee shall have the power, authority and right, on behalf of the Landlord, in its capacity as -42- Landlord hereunder, and without any further resolution or action of the County Commission, to: (a) review and approve .documents,. _ plans, appli cations, 1-ease - assignments. and . requests,: -required cor. allowed by .T-enant' _,.I o .be- submitted to-Landlord pursuant to: this. Arti:cle. and this. Lease; (b) consent to actions, events, and undertakings -by. Tenant for which consent- is required by,:Landlord;.: (c) make appointments of.:-individuals or entities:: required to be appointed''or designated -by Landlord in this Lease; (d) execute non-disturbance agreements and issue estoppel statements as provided elsewhere in this Lease; (e) execute any and all documents on behalf of Landlord necessary or convenient to the foregoing approvals, consents, and appointments; and (f) execute on behalf of Miami-Dade County any and all consents, agreements, easements, applications or other documents, needed to comply with applicable regulatory procedures and secure permits or other approvals needed to accomplish the construction of any and all improvements in and refurbishments of the Demised Premises . -43- ARTICLE 5 Payment- of Taxes, , Assessments Section .5.._1 -Tenant' s .-O 1-igations for Impositions, -°° Tenant shall pay or.-'cause _to be paid., prior to their, becoming ; delinquent, all impositions, if any; including, but. not limited to, special assessment . taxes, _ ad valorem . taxes, and sales: taxes, . assess-ed on this 'Agreement or. the. Demised Premises. which at any time during the term of this Lease-. have been, or which may become, a lien on, the Demised Premises or any part thereof, or any appurtenance thereto, provided, however, that : (a) If, by law, any Imposition (for which Tenant is liable hereunder) may, at the option of Landlord or Tenant be paid in installments (whether or not interest shall accrue on the unpaid balance of such Imposition) , Tenant may exercise the option to pay the same, including any accrued interest on the unpaid balance of such Imposition, in installments and, in such event, shall pay such installments as may become due during the term of this Lease (and provided further, that those installments which- are to become due. and payable after the expiration of the term of this Lease, but relating to a fiscal period fully included in the term of this Lease, shall be paid in full by Tenant) ; and (b) Any Imposition for which Tenant is liable hereunder relating to a fiscal period, a part of which period is included within the term of this Lease and a part of which is included in a -44- the prosecution thereof, in which event, notwithstanding the provisions of Section 5-. 1 herein`; Tenant may postpone or defer payment .of such Imposition if (i) Neither the Demised Premi"ses nor any !.part thereof would by - reason - of: such postponement or deferment be in danger of_.being forfeited .or lost; and (ii) .Upon the termination -of any such proceedings, Tenant shall -pay the amount of such Imposition :or part thereof, :if . any, as finally determined in such proceedings, together with any costs, fees, including counsel fees, interest, penalties and any other liability in connection therewith. (b) Landlord shall not be required to join in any proceedings referred to in this Section 5 .2 unless the provisions of any law, rule or regulation at the time in effect shall require that Landlord is a necessary party to such proceedings, in which event Landlord shall participate in such proceedings' at Tenant ' s cost . ARTICLE 6 Surrender Section 6. 1 Surrender of Demised Premises. Tenant, on the last day of the term hereof, or upon any earlier termination of this Lease, shall surrender and deliver up the Demised Premises to the possession and use of Landlord without delay and, subject to the provisions of Article 16 herein, in good -46- condition and repair, reasonable wear and tear, acts of God, and casualties excepted. Section 6-.2 Removal -of Personal--Prg9Arty---or­ FixtureQ; Where furnished by or,, at. the expense= of,_Tena it; .Sublessee, or any Space Lessee; or• secured:by. a lien ,held- by-:either,,the owner or a lender. financing same, signs, . furniture; furnishings, . movable trade fixtures.,_ business . --equipment_ and alterations _.and/or other_ similar items may be.. removed by Tenant, or, -if approved by Tenant, ,.. _ by such Sublessee, Space Lessee . or lien holder at, or prior to, the termination or expiration of this Lease; provided however, that if the removal thereof will damage a Building or necessitate changes in or repairs to a Building, Tenant shall repair or restore (or cause to be repaired or restored) the Building to a condition substantially similar to its condition immediately preceding the removal of such furniture, furnishings, movable trade fixtures and business equipment, or pay or cause to be paid to Landlord the reasonable cost of repairing any damage arising from such removal . Section 6. 3 Rights to Personal Property After Termination or Surrender. Any personal property of Tenant which shall remain in the Demised Premises after the fifteenth (15th) day following the termination or expiration of this Lease and the removal of Tenant from the Building, may, at the option of Landlord, be deemed to have been abandoned by Tenant and, unless any interest therein is -47- claimed by a Leasehold Mortgagee or Subleasehold Mortgagee, said personal, property may be retained by Landlord as-its property or be disposed of, without:accountabil:ity.., in such manner as Landlord may see fit :. .. Section.-6.;4, Survival.:.'. The provisions ot:: this Article 6_ shall survive. any -termination- or expiration of this Lease . ART I CLE.,4 7.:r Insurance Landlord and Tenant hereby agree that the terms and provisions governing the insurance required pursuant to this Lease are contained in Exhibit "K" hereto, which is hereby incorporated herein by reference. ARTICLE 8 Operation Section 8 . 1 Control of Demised Premises . Landlord hereby agrees that, subject to any limitations imposed by the terms of this Lease, Tenant shall be free to perform and exercise its rights under this Lease and shall have exclusive control and authority to direct, operate, lease and manage the Demised Premises . Tenant is hereby granted the exclusive right to enter into any Sublease, Space Lease, license or similar grant for any part or all of the Demised Premises . Tenant covenants and agrees to continuously operate the Demised Premises consistent with -48- prudent business practices in order for the Gross Income generated by the Demised Premises to be reasonably comparable to that.• generated- in similar facilities in Miami-Dade County which are subject to: similar uses- and restrictions . Section. 8.,2 w< Non=Interferon=ce Landlord and Tenant hereby mutually agree.. not -.to interfere with: the .free flow of pedestrian or vehicular t.raffi.c to. and from.. .. .. the .Public Areas and to and from the Station. They further agree that, except for those structures reasonably necessary for security and safety purposes, no fence, or any other structure of any kind (except as may be specifically permitted or maintained under the provisions of this Lease, indicated on approved Construction Plans or otherwise mutually agreed upon in writing) shall be placed, kept, permitted or maintained in such fashion as to materially or adversely interfere with pedestrian or vehicular traffic to and from the Public Areas and to and from the Station. The foregoing shall not prohibit Tenant from closing the Buildings and denying access to the public at such times and in such manner as deemed necessary by Tenant during the development or construction of any portion of the Buildings, the repair and maintenance of the Demised Premises or during the operation of the Demised Premises, provided such closing does not materially and adversely interfere with (i) the public' s reasonable access to the Station, or -49- (ii) Landlord' s customary operation of the System, unless Tenant .obtains_ Landl'ord' s prior-written- consent : Section .8_3 - Revair and Relocation of Landlord . and.Tenant hereby.:-a;gree'; to ,mairrta°in and repair, -And,", each party is given the right to` .r.eplace, relocate,-;-and remove; ''as necessary;. .utility_. facilities within- the -Demised_.: Premi-s-es;,:..required::°,s for -the - operatio=n - of the .-.'Demised Premises or of the :System; . provided: . (a) Such activity does not materially or adversely interfere with the other party' s operations; (b) All costs of such activities are promptly paid by the party causing such activity to be undertaken; . (c) Each of the utility facilities and the Demised Premises are thereafter restored to their former state; and (d) Each party complies with the provisions of all Permits and licenses which have been issued and are affected by such repair and relocation. Section 8 . 4 Rights to Erect Signs; Revenues Therefrom. (a) Landlord hereby agrees that, to the extent permitted by law, Tenant shall have the exclusive right, during the term of this Lease, to place, erect, maintain and operate, or cause, allow and control the placement, erection, maintenance and operation of any signs or advertisements in accordance with subparagraph (b) below, in or on the Demised Premises . Tenant shall be responsible for -50- obtaining any and all Permits and licenses which may be required from time to time by any governmental authority for such signs and advertisements, and .Landlord agrees. to execute . any consents reasonably necessary or required by any governmental authority..as part of Tenant ' s application for such Permits or . licenses . (b) The following types of signs and advertising shall be allowed in the area described in subparagraph (a) above : (i) Signs or advertisements identifying the Managed Premises, the Buildings and improvements to the Demised Premises and in particular office, hotel, residential, retail, and commercial uses therein; (ii) Signs or advertisements offering all or any portion of the Demised Premises for sale or rent; and (iii) Signs or advertisements advertising or identifying any product, company, or service operating in the Demised Premises or the Managed Premises or otherwise related thereto. (c) Tenant shall have the right to remove any signs which, from time to time, may have become obsolete, unfit for use or which are no longer useful, necessary or profitable in the conduct of Tenant ' s business, or in the occupancy and enjoyment of the Demised Premises by Tenant, or any Sublessees or Space Lessees . (d) As used in this Lease, "sign (s) " shall be deemed to include any display of characters, letters, illustrations, logos or -si- any ornamentation . designed - or used as an advertisement or to indicate direction,, irrespective- of whether the same be temporary or permanent,' electrical, ,illuminated, stationary or otherwise. (e) Tenant ..shall be ;entitled_ but -not required .to rent a or collect ..a fee -.for -the display : .or erection. of signs - and . advertisements, provided - .,however,,. that -such rent or fees; if any,,: shall be a part of Gross.. hncome .f.or purposes of-this Lease .: Section 8 .5 c .:: Landlord! $_:Signs =;-upon Demised` Premises- x System-wide informational --graphics shall be allowed to be placed within the Demised Premises at the sole expense of Landlord and at locations and in sizes mutually agreed upon by Landlord and Tenant . ARTICLE 9 Repairs and Maintenance of the Premises Section 9.1 Tenant Repairs and Maintenance. Throughout the term of this Lease, Tenant, at its sole cost and expense, shall keep the Demised Premises in good order and condition, and make all necessary repairs thereto. The term "repairs" shall include all replacements, renewals, alterations, additions and betterments deemed necessary by Tenant. All repairs made by Tenant shall be at least substantially similar in quality and class to the original work, ordinary wear and tear and loss by fire or other casualty excepted. Tenant shall keep and maintain all portions of the Demised Premises and all connections created by -52- Tenant under Section 4 . 12 above in a clean, and. .orderly condition, reasonably free of dirt, , ,rubbish,- graffiti, - and unlawful . obstructions . Landlord, at its option, and -after- thirty (30) days written notice to Tenant, may..,perform any maintenance or repairs required of Tenant hereunder which have not ,been. performed by Tenant following the notice- .described above, -and . may seek reasonable cost. and expenses thereof from Tenant . . .- Section 9.2 Landlord Repairs and Maintenance,. Landlord shall keep and maintain in good condition and repair the Station, (and its site and any other improvement constructed thereon) , and shall maintain said premises in a clean and orderly condition, reasonably free of dirt, rubbish, graffiti and unlawful obstructions . The term "repairs" shall include all replacements, alterations, additions and betterments deemed necessary by Landlord. All repairs made by Landlord shall be substantially similar in quality and class to the original work, ordinary wear and tear and loss by fire or other casualty excepted. Landlord, except as otherwise provided in this Lease, shall have no obligation with respect to the maintenance and repair of the Demised Premises . -53- ARTICLE-10 Compliance with Laws and Ordinances Section 10 :1 � Compliance iby�r, Tenant: Throughout the term of- this Lease, Tenant, at Tenant ' s sole- - cost and expense,--°shall promptly:.c.omply. mith 'al'I '-appli-cable Laws and Ordinances'.. To the extent -.that- Tenant ' s -compliance . shall require the -cooperation -and participation of Landlord, ,..-Landlord agrees to use its best efforts to co-operate ,-an•d -participate im accordance with the Joint Use Policy for Joint Development- Projects, as set forth in County Commission Resolution R-1443A-81, adopted September 28, 1981 . Section 10 .2 Contest by Tenant. Tenant shall have the right, after prior written notice to Landlord, to contest the validity or application of any Law or Ordinance by appropriate legal proceedings diligently conducted in good faith, in the name of Tenant without cost or expense to Landlord, except as may be required in Landlord' s capacity as a party adverse to Tenant in such contest. If counsel is required, the same shall be selected and paid by Tenant . Landlord hereby agrees to execute and deliver any necessary papers, affidavits, forms or other such documents necessary for Tenant to confirm or acquire status to contest the validity or application of any Law or Ordinance, which instrument shall be subject to the reasonable approval of counsel for Landlord, which approval shall not be -54- unreasonably withheld or delayed. Landlord shall not be required to join in any such _contest unless its joinder is required for a . contest to' be- valid. ._. ARTICLE. 11 Chanties and Alterations to luildingsby Tenant. Section. 11: 1 Tenant's .Right_.,. Tenant, with Landlord' s_ approval, shall have the, right at any time and from time to time during the term of . this Lease, ,at its sole cost and expense, to expand, rebuild, alter and/or reconstruct the Buildings and to raze the Buildings provided any such razing shall be preliminary to and in connection with the rebuilding of a new Building or Buildings and provided further that : (a) the method, schedule, plans and specifications for such razing and rebuilding of a new Building or Buildings are submitted to Landlord for its reasonable approval at least one hundred eighty ( 180) days prior to the commencement of any razing; (b) the rebuilding, alteration, reconstruction or razing does not violate any other provisions of this Lease; (c) the rebuilding, alteration, reconstruction or razing does not at any time change or adversely affect the Station entrance, or any access thereto except as may be required by Laws and Ordinances or agreed to by Landlord; (d) The rebuilding, alteration, reconstruction or razing will produce, based on reasonable projections, an amount of rent to -55- Landlord over the initial ten (10) years after the rebuilding, alteration, reconstruction,'' or razing which is at least .ten percent ( 10%) more than the rent received by Landlord during.-. the ten (10) year period prior to the redevelopment -of, the Demised Premises,. (e) Notwithstanding any .other prov.ision. of this Lease, inrthe case. of any rebuilding,. .altera.ti.on,: .reconstruction "or'., razing not arising out of Tenant ' s duty to restore under Article 16,. ,T6nant shall pay Landlord for each Lease ,Year. during the period of such.- rebuilding, alteration, reconstruction or razing, which period shall not exceed two (2) years, the average annual Participation Rents payable to Landlord under this Lease during the five (5) Lease Years immediately preceding commencement of such rebuilding, alteration, reconstruction or razing, prorated based on the proportion of the Demised Premises being rebuilt, altered, reconstructed or razed; and (f) Tenant obtains all approvals, Permits and authorizations required under applicable Ordinances and Laws . (g) None of the foregoing provisions are intended to subject to Landlord' s approval : (i) any modifications, construction, replacements, or repair in the nature of "tenant work, " as such term is customarily used; or (ii) any normal and periodic maintenance, operation, and repair of the Buildings . -56- ARTICLE 12 Discharge of Obligations - . Section _12-.. 1 .Tenant' s Duty. During the term of this Lease, except for Leasehold Mortgages or Subleasehold Mortgages or as otherwise. allowed under this Lease or the Management Agreement,— wwi11 discharge any -and all obligations incurred by Tenant which give rise t o any liens on the Demised Premises, it being .understood and agreed that Tenant shall have the right to withhold any payment so long as it is ' in good faith disputing liability therefor or the amount thereof, provided (a) such contest of liability or amount operates as a stay of all sale, entry, foreclosure, or other collection proceedings in regard to such obligations, or ' disputed payments are escrowed while the parties negotiate the dispute, and (b) such action does not subject Landlord to any expense or liability. In the event Tenant withholds any payment as described herein, it shall give written notice to Landlord of such action and the basis therefor. Section 12 .2 Landlord's Duty. During the term of this Lease, Landlord will discharge any and all obligations incurred by Landlord which give rise to any liens on the Station or the Demised Premises, it being understood and agreed that Landlord shall have the right to withhold any payment so long as it is in good faith disputing liability therefor or the amount thereof, provided such contest of liability or amount -57- operates as a stay of all sale, entry, foreclosure, or other coll.ecti-on proceeding-s.-in rega�rd-..to such obligations,- and such action does not subject Tenant to..any expense or- liability. ARTICLE ARTICLE 13- Use of Premises Section 1.3.. 1. :Use of Deinised Premises by; Tenant,. :. .; (a) The Demised-,-2r:emises 'shall .not. knowingly be used for -the following:-- (i) any unlawful or. illegal business,.. use .or purpose,-.or for any business, use or purpose which is immoral, disreputable, extra-hazardous, or constitutes a nuisance of any kind (public or private) ; or (ii) any purpose which violates the Certificates of Occupancy (or other similar approvals of applicable governmental authorities) . (b) No covenant, agreement, lease, Sublease, Space Lease, Leasehold Mortgage, Subleasehold Mortgage, conveyance or other instrument shall be effected or executed by Tenant, or any of its successors or assigns, whereby the Demised Premises or any portion thereof is restricted by Tenant, or any successor in interest, upon the basis of race, color, religion, sexual orientation, sex or national origin in the sale, lease, use or occupancy thereof. Tenant shall comply with all applicable state and local laws, in effect from time to time, prohibiting discrimination or segregation -58- by reason of race, color, religion,, sexual orientation, sex, or national origin in the .sale, l.ease or. occupancy of the Demised Premises . (c) . Except as otherwise specified, Tenant, may use the Demised - Premises for any lawful purpose or use authorized by ..this. Leas,e and . . a owed under the Ordinance .establishing. he zoning---for- the Demised Premises (provided Tenant otherwise, complies with :.the, texms ..and conditions .hereof) . Tenant- shall not .knowingly. suffer any ,act to. be done or any condition to exist in or on the Demised Premises or - any part thereof or any article to be brought thereon, which may be dangerous, unless safeguarded as required by law, or which may make void or voidable any insurance then in force with respect thereto. Section 13.2 Dangerous Liquids and Materials. Tenant shall not knowingly permit its subtenants or other person or entity in contractual privity with Tenant to carry flammable or combustible liquids into or onto the Demised Premises during or following completion of construction except as such substances are used in the ordinary course of business, and shall prohibit the storage or manufacture of any flammable or combustible liquid or dangerous or explosive materials in or on the Demised Premises; provided that this restriction shall not apply to prevent the entry and parking of motor vehicles carrying flammable or combustible liquids solely for the purpose of their own propulsion. -59- Section 13.3 . Tenant's Duty and Landlord' s Right of Enforcement Against Tenant and Successor-and Assignee. , Tenant, -prompt ly:"upon. learning of the occurrence of_,, 'actions prohibited by Section 13 _1` and 13 .2-; shall.. take immediate steps to terminate same:,, including..the bringing of. a suit: in Circuit Court; if necessary, but not - the taking, 'or - defending : of any .-appeal therefrom. In the event ,Tenant does. not -promp.tly.. take- steps,- -to terminate a prohibited action, Landlo.rd.. or ,Miami-Dade County may seek appropriate injunctive relief against the, party or- parties actually engaged in the prohibited action in the Circuit Court of Miami-Dade County without being required to prove or establish that Landlord or Miami-Dade County have inadequate remedies at law. The provisions of this Section shall. be deemed automatically included in all Subleases, Leasehold Mortgages, Subleasehold Mortgages and Space Leases, and any other conveyances, transfers and assignments under this Lease, and any Transferee who accepts such Sublease, Leasehold Mortgage, Subleasehold Mortgage, Space Lease or any other conveyance, transfer or assignment hereunder shall be deemed by such acceptance to adopt, ratify, confirm and consent to the provisions of Sections 13 . 1, 13 .2 and 13 . 3 and to Landlord' s and Miami-Dade County' s rights to obtain the injunctive relief specified therein. Notwithstanding anything to the contrary herein, Tenant' s breach of Sections 13 . 2 and 13 . 3 of the Lease -60- shall not constitute a breach of lease sufficient -to permit Landlord to terminate this Lease . u Section 13.4 `Designation of- Buildings by Name. ..'_ Tenant shall have the right:-:and privilege! of designating name (s) . by which . the Buildings, the Project or a.-Phase -thereof shall be known. - ARTICLE 14 Entry, on Premises by Landlord Section 14 . 1: Inspection by Landlord of Demised Premises. Landlord and its authorized representatives, upon reasonable notice and in the presence of a representative of Tenant, shall have the right to enter the Demised Premises at reasonable times during normal business hours for the purpose of inspecting the same to insure itself of compliance with the provisions of this Lease . Section 14 .2 Limitations on Inspection. Landlord, in its exercise of the right of entry granted to it in Section 14 . 1 herein, shall (a) not unreasonably disturb the occupancy of Tenant, Sublessees or Space Lessees nor disturb their business activities; and (b) with respect to any residential Sublessee or Space Lessee, shall comply with all laws, rules and regulations governing or applicable to the Landlord of residential premises . -61- ARTICLE 15 Limitation of Liability` Section .15. 1 Limitation of Liability -of Landlord;.-= _-;, Landlord shall not be liable ..to .`Tenant, for.-any incidental or consequential Loss -or damage whatsoever, arising from:.the rights of::. Landlord hereunder. .- Section 15...2: Limitation=of Liability bf Tenant Tenant shall not be liable to Landlord for any incidental- or, consequential loss or damage whatsoever arising from rights of Tenant hereunder. ARTICLE 16 Damage and Destruction Section 16.1 Tenant' s Duty to Restore. If, at any time during the term of this Lease, the Demised Premises or any part thereof shall be damaged or destroyed by fire or other casualty covered within the insurance designation of fire and extended coverage as same is customarily written in the State of Florida, Tenant, at its sole cost and expense, if so requested by Landlord or elected by Tenant, and provided that the insurance proceeds related to such casualty are made available to Tenant for use in connection therewith, shall repair, alter, restore, replace or rebuild the same as nearly as reasonably possible to its value, conditions and character which existed immediately prior to such damage or destruction, subject to such changes or alterations as -62- Tenant may elect to make in conformity with the provisions of this Lease and .modern construction.. technique-s-,-,-and methods .. Provided Tenant otherwise complies with the terms of this -Lease- ,and obtains Landlord' s approval; . which approval shall not be unreasonably withheld or delayed, it may construct Buildings and improvements which are larger, smaller or different in design, function or use and which represent a use comparable to prior use or compatible with uses of property in the immediate geographical area, .. to the extent such construction and improvement are allowed by Article 4 of this Lease and by applicable Laws and Ordinances . Such repairs, alterations, restoration, replacements or rebuilding, including such changes and alterations as aforementioned and including temporary repairs for the protection of other property pending the completion of any thereof, are sometimes referred to in this Article 16 as the "Work. " However, in the event insurance proceeds related to such casualty are not made available to Tenant for use in connection therewith, Landlord and Tenant shall each have the right to terminate this Lease as to any or all of the Demised Premises . Section 16.2 Landlord's Duty to Repair and Rebuild Station. If, at any time during the term of this Lease, the Station (or any part thereof) shall be damaged or destroyed by fire or other casualty covered within the insurance designation of fire and extended coverage as same is customarily written in the State of -63- Florida, Landlord, at its sole cost and expense., if requested by Tenant, and subject ...to Section 3 . 11 herein, shall repair or rebuild a station of a design, °size and capacity as is .required by Landlord' s transit needs at the time of such repair or- rebuilding.. Section 16:3. .,:..::.:Interrelationship of: Lease -Sections Except as :otherwise -provided -' in this Article 16, .the : conditions under,_:which any-Work is to be performed and the method of proceeding with-. and -performing the same. shall be governed -by all the provisions of Article 4 and Article 11 herein. Section 16. 4 Loss Payees of Tenant-Maintained Property Insurance. With respect to all policies of property insurance required to be maintained by Tenant in accordance with Exhibit "K" attached, (i) Landlord shall be named as an additional insured as its interest may appear, and (ii) the loss thereunder shall be payable to Tenant, Landlord and to any Leasehold Mortgagee under a standard mortgage endorsement . Neither Landlord nor any Mortgagee shall unreasonably withhold its consent to a release of the proceeds of any fire or other casualty insurance for any loss which shall occur during the term of this Lease for repair or rebuilding. Any proceeds remaining after completion of rebuilding or repair under this Article, shall be paid to Tenant, and in the event any Rent was abated during the period of rebuilding or repair, such excess insurance proceeds shall be considered Gross Income as defined in -64- Section 3 . 6 (c) , but only to the extent such Rent was abated. If the insurance proceeds, received b-y.. Te,na-nt,. or Leasehold Mortga:g.ee are insufficient to pay the entire cost 'of the Work, Tenant .-shall supply the amount of such de'ftciency;, °which in the year of payment or in the year immediately prior or following the payment ...shall .. act to reduce Gross Income by a like _amount. Section 16. 5 Repairs Affecting Station or. Demised Premises . .. Before beginning any repairs or rebuilding, or -letting any contracts in connection therewith, required by: (a) any damage to or destruction of the Demised Premises which adversely affects the Station entrance, any damage to or destruction of the Station which adversely affects the entrance to the Demised Premises, Tenant or Landlord, as the case may be, shall submit for the other' s approval (which approval shall not be unreasonably withheld, conditioned or delayed) , Construction Plans for such repairs or rebuilding. Any such repairs and rebuilding shall be completed free and clear of liens subject to the provisions of Article 12 herein, except to the extent they are subject to Leasehold Mortgages . Section 16. 6 Abatement of Rent. Except as otherwise set forth in this Lease, Tenant shall not be entitled to abatement, allowance, reduction or suspension of any rent or other payments due to Landlord under this Lease unless caused by casualty loss beyond Tenant ' s control or by the -65- negligence of Landlord and which loss causes disruption of Tenant' s business, in either of, which_events Minimum Rent..,.attributable .to such partially or totally- destroyed portions._..<,of the Demised :: Premises shall be - abated, -beginning on the date which is fifteen ... (15) days after Tenant gives notice to Landlord of such casualty and continuing for the period necessary to . reconstruct the Demised . Premises rendered , untenantable or. a period . of. two (2) - years, . whichever comes sooner; provided :t.hat Landlord, acting through the County Manager or his designee: (i) approves such abatement; (ii) the proper documentation is submitted in connection with the relevant work, and (iii) any proceeds of business interruption insurance received by Tenant is included in the calculation of Gross Income. Except as otherwise provided in the Lease, no such damage or destruction shall release Tenant of or from any other obligation imposed upon Tenant under this Lease. Section 16. 7 Termination of Lease for Certain Destruction Occurring During Last Five Years of Lease Term Notwithstanding anything to the contrary contained herein, in the event that the Demised Premises or any part thereof shall be damaged or destroyed by fire or other casualty during the last five (5) years of the term of this Lease and the estimated cost for repair and restoration exceeds an amount equal to twenty-five percent (25%) of the then-current Fair Market Value of the Project, then Tenant shall have the right to terminate this Lease and its -66- obligations hereunder by giving written notice to Landlord within six ( 6) months after such damage -or destruction. In such event, , - this Lease shall terminate fifteen (15) days foilowin-g Landlord' s receipt of notice :of casualty. The .ob.-ligati-ons- of . Tenant 'to pay rent under this Lease shall be prorated- to the date of- termination. In such .event, the property insurance proceeds for the damaged: Buildings and business interruption insurance proceeds shall be. paid - to Landlord and Leasehold . Mortgagee- as their respective interests may appear, the provisions of Section 16 . 4 notwithstanding. ARTICLE 17 Mortgages Transfers Subleases Transfer of Tenant's Interest, New Lease and Lease in Reversion Section 17 . 1 Right to Transfer Leasehold. During the term of this Lease, Tenant shall have the right and privilege from time to time to sell, assign or otherwise transfer all or any portion of its rights under this Lease (if the portion sold, assigned or transferred is less than all of the Demised Premises, such instrument is a "Sublease") , to such other persons, firms, corporations, general or limited partnerships, unincorporated associations, joint ventures, estates, trusts, any Federal, State or Municipal government bureau, department or agency thereof, or any other entities as Tenant shall select; subject, however, to the following: -67- (a) Tenant shall not be in default under this Lease at the time of such sale, assignment, or transfer. (b) Tenant. shall obtain written conse.rit- of Landlord both as to the proposed :.transfer and--thee proposed ,transfe:r.ee.,= -f-, but only if, it wishes to be released from liability_ as .Tenan-t under- this Lease. (c) Any request 't-.o Landlord for such 'release- f-rom, 1-iability shall be in writing and shall b'e accompanied by copies of: all proposed sale, assignment or transfer documents, together with the. latest audited financial statement of the proposed transferee and a summary of the proposed transferee' s prior experience in managing and operating real estate developments . Landlord shall not unreasonably withhold or delay such consent to release from liability hereunder where the proposed transferee has been demonstrated to have financial worth at least equal to the original Tenant (or is otherwise financially acceptable to Landlord) , a sound business reputation and a demonstrated managerial and operational capacity for real estate developments, and the transferee complies with all applicable local, county, State, and Federal laws and ordinances . If Landlord consents to such . transferee, the original Tenant or then applicable assignor shall be released of all obligations under this Lease accruing after the effective date of such transfer, but only as to the portion of the Demised Premises so transferred. Notwithstanding the foregoing -68- provisions of Section 17 . 1, if Tenant transfers its interest in all or any part of the Lease- prior to.- the completion of construction of a. Phase - of the Project, the 'Tenant - (or assign) who is the transferor shall remain liable under all the terms and provi:sio:ns of this Lease unti.1 that ' Phase - is substantially completed,- . (as evidenced , by the issuance of -a Certi-ficate-. of Completion or Certificate of Occupancy-)- for that -Phase. (d) Any sale, -.assignment or transfer of all or any- part of Tenant' s interest in the Lease and t-he Demised- Premises shall be made expressly subject to the terms, covenants and conditions of this Lease, and such assignee or transferee shall expressly assume all of the obligations of Tenant under this Lease applicable to that portion of the Demised Premises being sold, assigned or transferred, and agree to be subject to all conditions and restrictions to which Tenant is subject, but only for matters accruing while such assignee or transferee holds, and only related to, the sold, assigned,. or transferred interest . However, nothing in this subsection or elsewhere in this Lease shall abrogate (i) Landlord' s right to payment of all rent and other amounts due Landlord which accrued prior to the effective date of such transfer, and Landlord shall always have the right to enforce collection of such rent or other sums due in accordance with the terms and provisions of this Lease; and (ii) the obligation for the development, use and operation of every part of the Demised -69- Premises to be in compliance with the requirements of Section 4 . 1 herein . , (e) There shall., be delivered = -to Landlord all documents required- by subsection 17 . 1 and a certificate from-:transferor and transferee stating the sale price or consideration. for the transfer: —There shall-. also be delivered to Landlord- a notice which shall designate the name and. address of the transferee and the post office address of the place to which all _notices. required by this Lease shall .be. sent . Landlord shall have the right to audit and verify the sales price or consideration in accordance with Section 3 . 7 . (f) Such transferee of Tenant (and all succeeding and successor transferees) shall succeed to all rights and obligations of Tenant under this Lease with respect to the portion of the Demised Premises so transferred, and subject to the terms of the document of assignment or transfer, including the right to mortgage, encumber and otherwise assign and sublease subject, however, to all duties and obligations of Tenant, and subject to the terms of the document of assignment .'or transfer, in and pertaining to the then term of this Lease . As between Tenant and the transferee, the assignment (or other document of transfer) shall allocate such portion, if any, of the Minimum Rent, Penalty Rent, Participation Rent and any other payments under this Lease to be paid to Landlord by the transferee . -70- (g) Once a sale, assignment or transfer has been made with respect- to any portion of the Demi-sed Premises, the transferee- and Landlord may thereafter modify, amend or, change the Lease with :. respect to such portion of . the_ Demise:d._ Premises, so_ long as T-enant- has been released. from' all rights and obligations under the Lease pertaining to the assigned portion of the --Demised. Premises-,.. -all subject to the provisions. of the. assignment Sublease (or, other document of , transfer) , so long as they do not diminish or abrogate the rights of Tenant (or anyone claiming through Tenant) as to any, other part of the Demised Premises, and no such modification, amendment or change shall affect any other part of the Demised Premises or the Lease thereof. (h) Except as may otherwise be specifically provided in Section 17 . 1, upon Landlord' s consent to a transfer by any assignor, such transferor shall be released and discharged from all of its duties and obligations hereunder which pertain to the portion of the Demised Premises transferred for the then unexpired term of Lease, including the payment of Minimum Rent, Participation Rent, and Impositions which are not then due -and payable; it being the intention of this Lease that the tenant then in possession shall be liable for the payment of said Minimum Rent, Participation Rent, and Impositions becoming due and payable during the term of its possession of the Demised Premises, and that there shall be no obligation on the part of such tenant (or any transferor) for the -71- payment of any such Minimum Rent, Participation. Rent, or other Impositions -which shall become due and payable with-- respect to the portion of the Demised Pr•emi:ses., transferred subsequen-t- .-to the termination-. of its possession. ..of -any -portion of- the Demised Premises under the :terms of--this - Lease . (i) Any act "required, -to be; p-erf-ormed� by..Tenant" pursuant to the ' terms of this Lease. 'may be performed:°b;y: san.y transferee , or Sublessee of Tenant and the. performance -of- such"act shall be: deemed to be performed by Tenant and :shall be accepted - by Landlord,, as Tenant ' s act, provided such act . is otherwise performed in accordance with the terms of this Lease. , (j ) This Article is subject to the provisions of Section 3. 10 herein. For purposes of this Article, the words "sale, " "assignment, " or "transfer" shall be deemed to have similar meanings unless the context indicates otherwise. Except as otherwise provided in Section 3 . 10 herein, if Tenant is a corporation, unincorporated association, general or limited partnership, or joint venture, the transfer, assignment, or hypothecation of any stock or interest in such corporation, association, general or limited partnership, or joint venture, in the aggregate in excess of thirty-five percent (35%) shall be deemed an assignment within the meaning and provisions of this Section. "In the aggregate", means the sum of all stock or other interests transferred over the entire period of this lease. Stock -72- or other interests transferred among the original principals and/or their families J:s-'excluded. Section 17 .2,.-,- Right to Mortgage Leasehold. Tenant and its Sublessees- -'hall have the right from' time to time, and -without prior- consent of Landlord_,_- -to; mortgage Nand otherwise- .encumber their rights. under this Lease, a Sublease thereof, .:and the leasehold estate, in whole or in part, by - a Leasehold or Subleasehold Mortgage -or Mortgages to any Leasehold Mortgagee or Subleas-ehold Mortgagee, provided it is a recognized lending institution, such as a bank, savings and loan, pension fund, insurance company, savings bank, , real estate investment trust, tax credit syndication entity, other real estate investment entity, federal, state or municipal governmental agency or bureau, whether such be local, national or international, or the mortgage is a purchase money mortgage given back to the transferor. Such mortgages or encumbrances shall be expressly subject to the terms, covenants and conditions of this Lease, and at all times shall be inferior and subject to the prior right, title and interest of Landlord herein as security for the performance of the terms and conditions of this Lease. Tenant and Sublessee shall provide Landlord with a copy of all such Leasehold Mortgages and Subleasehold Mortgages . The granting of a Leasehold or Subleasehold Mortgage or Mortgages against all or part of the leasehold estate in the Demised Premises shall not operate to make -73- the Leasehold or Subleasehold Mortgagee (s) thereunder liable for erformance -o-f any y- of the covenants or obligations of: Tenant, or Sublessee-.under this Lease} -or a Sublease, except- in the case of a Leasehold or. Subleazehol.d-Mortgagee whi=ch- owns.: or 'is in posse-ssion, of all or. a :portion of the Demised Premises.,::,and then. 'only =for its period of ownership or possession, but Landlord'.-shall- al.wa:y's, awe•. the right to enforc=e the *Lease"obl igat ion's against. su'ch- portion of. the Demised Premises, including such obligations accruing prior- .to such period of ownership or - possession, subject- to the .. terms hereof. The amount of any such Leasehold or Subleasehold Mortgage may be increased whether by an additional mortgage and agreement consolidating the liens of such Leasehold or Subleasehold Mortgages or by amendment of the existing Leasehold or Subleasehold Mortgage, and may be permanent or temporary, replaced, extended, increased, refinanced, consolidated or renewed on any or all Phases or portion of the Demised Premises without the consent of Landlord. Such Leasehold or Subleasehold Mortgage (s) may contain a provision for an assignment of any rents, revenues, monies or other payments due to Tenant or Sublessee as a landlord (but not from Tenant or Sublessee to Landlord) from Tenant or a Sublessee to the Leasehold or Subleasehold Mortgagee (s) , and a provision therein that the Leasehold or Subleasehold Mortgagee (s) in any action to foreclose the same shall be entitled to the appointment of a receiver . In addition to the mortgages and mortgagees described above, Tenant, -74- Space Lessees and Sublessees shall have the right to mortgage their respective interests,. to � other =lenders ­wikthout the consent of Landlord, but such other lenders will not have any of- the benefits- accorded. ' to Leasehold.- Mortgagees; Subleasehold Mortgagees, or Sublessees under_-:,the� following- section-s.-.of­ this; Article ' 17,; unless , specifi-c.ally agreed,�to in. ,w ti,ng. by.,,Landlord. _ Section 17 . 3 ; .. Notice:~-_to Landlord of�,Leasehold^Mortgage. A notice of each Leasehold,.Mortgage ,and Subleasehold Mortgage . shall be delivered to Landlord. specifying -the name and :address of such Leasehold and Subleasehold Mortgagee to which notices shall be sent . Landlord shall be furnished a copy of each such recorded mortgage . For the benefit of any such Leasehold or Subleasehold Mortgagee who shall have become entitled to notice as hereinafter provided in this Article 17, Landlord agrees, subject to all the terms of this Lease, not to accept a voluntary surrender, termination or modification of this Lease at any time while such Leasehold or Subleasehold Mortgages) shall remain a lien on Tenant ' s or Sublessee ' s leasehold estate. Any such Leasehold or Subleasehold Mortgagee (s) will not be bound by any modification of this Lease with respect to the portion of the Demised Premises subject to such Leasehold Mortgage (s) or Subleasehold Mortgage (s) , unless such modification is made with the prior written consent of such Leasehold or Subleasehold Mortgagee, and no sale or transfer of Landlord' s fee simple interest in the Land or any portion -75- thereof to Tenant shall terminate this Lease by merger or otherwise so. long as the Dien °of ''the Leasehold -or' Subleasehold Mort-gage remains undischarged. The foregoing is not meant to prohibit a sale of the. fee :to. Tenant . {. Section 171:4: Notieces -:. .to . ° Leasehold And Subleasehold" _ Mortgagee4z) and No notice : of„defau :t under .Section, 19 . 1 or notice' of failure to cure. a default .under.:. Section 19.2 (a) shall be deemed to have been given by Landlord. to Tenant unless: and until a. copy has been given to each Leasehold Mortgagee, Subleasehold Mortgagee and Sublessee who shall have notified Landlord pursuant to Sections 17 . 1 (c) , 17 . 3 or 17 . 7 of its name, address and its interest in the Demised Premises prior to Landlord' s issuance of such notice . Landlord agrees to accept performance and compliance by any such Leasehold Mortgagee, Subleasehold Mortgagee or Sublessee of and with any of the terms of this Lease with the same force and effect as though kept, observed or performed by Tenant, provided such act or performance is timely under Sections 17 . 5 or 19 . 3 . Nothing contained herein shall be construed as imposing any obligation upon any such Leasehold Mortgagee, Subleasehold Mortgagee or Sublessee to so perform or comply on behalf of Tenant . Section 17 .5 Right to Cure Default of Tenant. (a) In addition to any rights the Leasehold or Subleasehold Mortgagee or Sublessee may have by virtue of Article 19 herein, if, -76- within ninety ( 90) days after the mailing of any notice of termination or such later, date as is ._thi-rty- (30) '-days following the' expiration of the cure period; if any; afforded Tenant (thee "Mortgagee Cure - Period'.').- :.such,.Leasehold..Mort.gagee :or as .Sublessee ..:- or Subleasehold Mortgagee shall pay, .,-.or arrange to the satisfaction of Landlord for the payment. of,;:,a sum of money equal .-.to.-any and all rents _or other payments due and payable by Tenant -. hereunder with. respect .. to. the portion of the Demised Premises - to which- ,.such Leasehold or Subleasehold Mortgagee or Sublessee claims an interest as of the date of the giving of notice of termination, . in addition to their pro rata share of any and all expenses, costs and fees, including reasonable attorneys ' fees, incurred by Landlord in preparation for terminating this Lease and in acquiring possession of the Demised Premises, then, upon the written request of such Leasehold Mortgagee, Sublessee or Subleasehold Mortgagee made any time prior to the expiration of the Mortgagee Cure Period, Landlord and the party making such request shall mutually execute prior to the end of such Mortgagee Cure Period a new Lease of the Demised Premises (or such portion thereof as they have an interest in or mortgage on) for the remainder of the term of this Lease and on the same terms and conditions, and with the same priority over any encumbrances created at any time by Landlord, its successors and assigns which Tenant has or had by virtue of this Lease; provided, however, that in addition to the above payments such Leasehold -77- Mortgagee, Sublessee or Subleasehold Mortgagee shall have paid to Landlord a- sum of, money equal" to the rents' and other-`payments. for such portion of the Demised Premises accruing from the`date of ' such termination. to the date:of., the commencement of- the term of such-new Lease, together with their -pro rata- -.'share'._'z of :. all expenses, including reasonable :a.ttorneys'a,,fees,;. incident -to the preparation, printing, . execution, delivery and recordinrg:_of such! new .lease . Such priority shall exist by virtue` of the notic.e... created by this- Lease to any transferee of Landlord or person- - receiving an encumbrance from Landlord, and the priority shall be self-operative and shall not require any future act by Landlord. Such new Lease (s) shall contain the same clauses subject to which this demise is made, and shall be at the rents and other payments for such portion of the Demised Premises due Landlord and upon the terms as are herein contained. Tenant (s) under any such new Lease (s) shall have the same right, title and interest in and to and all obligations accruing thereafter under this Lease with respect to the applicable portion of the Demised Premises as Tenant has under this Lease. (b) If, within the Mortgagee Cure Period, more than one (1) request for a new lease shall have been received by Landlord for the same portion of the Demised Premises, priority shall be given (regardless of the order in which such requests shall be made or received) to the Leasehold Mortgagee, Sublessee or Subleasehold -78- Mortgagee making such a request in order of their priority of interest i-ft said portion 'of the Demised- Premises . It` shall be a condition of ' the effectiveneas" of any request for a-- new lease=, that _ a copy of such request, be sent (with rece=ipt!, for delivery) by the'= Subl_es.se.e .or Subleasehold Mortgagee'_; as the. case may -be, -to the Leasehold Mortgagee (c) Simultaneously with the ma=king of" such -new lease (s) the party: obtaining such new lease 'and all other parties'. junior in- priority of interest in the Demised Premises.. shall execute, acknowledge and deliver such new instruments, including new mortgages and a new Sublease, as the case may be, and shall make such payments and adjustments among themselves, as shall be necessary and proper for the purpose of restoring to each of such parties as nearly as reasonably possible, the respective interest and status with respect to the Demised Premises which was possessed by the respective parties prior to the termination of this Lease as aforesaid. (d) Nothing herein contained shall be deemed to impose any obligation on the part of Landlord to deliver physical possession of the Demised Premises to such Leasehold Mortgagee, Sublessee or Subleasehold Mortgagee or to their respective nominee until the new lease (s) has been executed by all pertinent parties . Landlord agrees, however, that Landlord will, at the cost and expense of such Leasehold Mortgagee, Sublessee or Subleasehold Mortgagee or -79- respective nominee, cooperate in the prosecution of judicial proceedings. to evict the then - defaulting ;Tenant "or, any other " occupants-of- the Demised Premises . " (e) If such :Leasehold Mortgagee, Sublessee or.-,"S°ubleasehold Mortgagee or respective nominee shall acquir.e:`a-:new, lease pu'rsuant:_ .. to this .-Article -17 and ifs, ,upon 'the termination: of ` th.is Lease.,.: Tenant, . but :-: for ' such ..termination, would have been -''entitled '. to- receive any amount pursuant to' s- .of this Lea-se', them. Landlord agrees that the same shall be paid to the new tenant., in the same manner and to the same extent as it would have been paid or applied the same to or for the benefit of Tenant as if this Lease had not terminated; subject however to Landlord' s right to offset any damages accrued as a result of said termination. (f) Upon the execution and delivery of a new lease (s) pursuant to this Article 17, all Space Leases and any Sublease which theretofore may have been assigned to Landlord or have reverted to Landlord upon termination of this Lease shall be assigned and transferred, without recourse against Landlord, by Landlord to the tenant under any such new lease (s) . Between the date of termination of this Lease and the date of execution and delivery of the new lease (s) , if the Leasehold Mortgagee, Subleasehold Mortgagee, or Sublessee shall have requested such new lease (s) as provided for in this Section 17 . 5, Landlord will not cancel any Space Lease or Sublease or accept any cancellation, -80- period of time after the expiration of the term of this Lease, shall be adjusted between Landlord and Tenant a-s of the expiration of the term of­. this _Lease so that Tenant shall pay only that portion of such Imposition which, is applicabl.e: .to the period: .of time prior to. expiration. of the term of- this-. Lease, and Landlord, if so obligated, shall.-.pay the remainder thereof.; (c) Any Imposition. .relatin"g,. :to. the peri:od prior to the Commencement Date shall - be . t:he sole . responsibi-lity. and obligation of Landlord; and (d) if Landlord transfers its interest in any Parking Garage or any portion of the Demised Premises, and by virtue of such transfer any Parking Garage or the Demised Premises becomes subject to ad valorem taxes, or if prior to such transfer the Parking Garage or the Demised Premises had become subject to ad valorem taxes, then from and after such transfer the new owner of the Parking Garage or Demised Premises, and not Tenant, shall be liable for and shall pay such taxes . Section 5 .2 Contesting Impositions. (a) Tenant shall have the right to contest the amount or validity, in whole or in part, of any Imposition, for which Tenant is or is claimed to be liable, by appropriate proceedings diligently conducted in good faith but only after payment of such Imposition, unless such payment or payment thereof under protest would operate as a bar to such contest or interfere materially with -45- termination or surrender thereof (unless such termination shall be effect-i-ve �as, a-- matter of law on- the termination' of this Lease) without the- co.nsent of the Leasehold or Subleasehold Mortgagee or Subl.esse-e;., except :' (i) for default, as permitted in. such Sublease -or Space'.-: Lease, and (ii) for the purpose-.of permitting- Landlord to -enter into a Space -Lease- or- Sublease:;with another Space Lessee or Sublessee who will occupy not - less than the same amount of space. demised by the canceled Space Lease or Sublease at a rental rate per square foot and for terms not less than the rental rates per square foot, and for at least the remainder of the unexpired terms, respectively, of the canceled Space Lease or Sublease . (g) Nothing contained in this Lease shall require any Leasehold or Subleasehold Mortgagee or its nominee as a condition to its exercise of its right to enter into a new lease to cure any default of Tenant or Sublessee not reasonably susceptible of being cured by such Leasehold or Subleasehold Mortgagee or its nominees, in order to comply with the provisions of this Section 17 . 5 . (h) The provisions of this Section 17 . 5 shall survive any termination of this Lease. Section 17. 6 Leasehold in Reversion and Assicnment in Lieu of Foreclosure. Tenant ' s or Sublessee ' s right to mortgage and otherwise ._. encumber this Lease zrid the leasehold estate: in whole ox in part shall include the right to require a lease in. reversion which lease in reversion shall become 'effective .upon the termination of this Lease, and shall -have -the same terms and provisions,':__incl'uding expiration date, as this Lease . The Leasehold or Subl.easehold Mortgagee shall have the unrestricted right to take this Lease by lease in reversion or by assignment in lieu of foreclosure and to sell it either after foreclosure or after taking the assignment or becoming tenant under the lease in reversion all without the consent of Landlord. The Leasehold or Subleasehold Mortgagee shall not be liable for Tenant ' s obligations hereunder until such a time as it becomes the new tenant, either by lease in reversion, foreclosure or assignment and then only for the period of its ownership or possession of the leasehold estate . Section 17 .7 Rights to Sublease and Non-Disturbance to Sublessees and/or Space Lessees . Tenant shall have the right to enter a Sublease or Space Lease without any approval or consent of Landlord; however, notwithstanding any other provisions of this Lease, no Sublease or Space Lease shall relieve Tenant of any obligations under the terms of this Lease unless, with regard to a Sublease, a release is -82- granted in accordance with Section 17 . 1 above . Additionally, each Sublease. or Space_ Lease must- be .for.. a,, use compa-ti.ble -wi-th::the standards and requirements set 'forth, 4 :1 herein..:.I::Tenant must give written notice'- to La-ndlord.... specifying the- 'name and address of any• Sublessee or,:commercial Space. Les.s.be' to .which all notices ---required. by this Lease shall..be s*ent:;: and :a,:= copy o,f the M Sublease or' commercial Space::Lease. . : *Tenant. shall-zp.r.ovide :Landlord._... with copies of all commercial Space; Leases . or Sub.lea.ses _entered,.. into during each quarter. Landlord agrees to grant Non-Disturbance Agreements for commercial Space Lessees or Sublessees which provide, in the event of a termination of this Lease which applies to the portion of the Demised Premises covered by such commercial Space Lessee ' s or Sublessees commercial Space Lease or Sublease, such commercial Space Lessee or Sublessee will not be disturbed and will be allowed to continue peacefully in possession under its Space Lease or Sublease, provided that the following conditions are met : (a) the commercial Space Lease or Sublease is an arms ' length transaction on market terms; and (b) the commercial Space Lessee or Sublessee is not , a "related party" to either Tenant or any Sublessee provided, however, that Tenant, or any individual, corporation, general or limited partnership or other entity holding an equity interest in Tenant, shall be permitted to be a general partner in any tax -83- credit limited partnership or joint venture relating to a residential',, of'" the Demised Premises'; which partnership or joint venture may be• a Space Lessee or Sublessee without, being deemed a•-"related _patty. "; and (c) the: -commercial Space Lessee or Sublessee: shall , be in compliance with the ;terms and conditions of its :Space -.Lease - os_: Sublease and (d) : the commercial " Space "Lessee. or;zSub.less.ee, shall agree', to. attorn to Landlord,, or the commercial Space is leased pursuant to Section 3 . 6 (a) herein. Landlord further agrees that it will grant such assurances to such Space Lessees or Sublessees so long as they remain in compliance with the terms of their Space Leases or Subleases, and provided further that any such Space Leases or Subleases do not extend beyond the expiration of the term of this Lease. Section 17 . 8 Estoppel Certificates from Landlord. Upon request of Tenant or any Leasehold Mortgagee, Subleasehold Mortgagee or Sublessee, Landlord agrees to give such requesting party an estoppel certificate in accordance with Section 22 . 2 herein. Section 17 . 9 Limited Waiver of Landlord Lien. In order to enable Tenant and its Sublessees and Space Lessees to secure financing for the purchase of fixtures, equipment, and other personalty to be located on or in the Demised Premises, -84- whether by security agreement and financing statement, mortgage or other form—of security instrument, Landlord 'will from time to._timE•, upon request, execute a:nd deliver an acknowledgment that'.:-it has waived its "landlord.' s_'"-,:, or other :statutory, or common law .-liens securing payment .of rent- or performance 'of 'Tenant ' s other covenants under this Leas.e as to such fixtures; equipment �,.or-, .:other- personalty. Section 1.7. 10 No Subotdinatiori -or Mortgaging :of Landlord' s ; Fee Title. There shall be no subordination of Landlord' s fee simple interest in the Land to the lien of any Leasehold Mortgage or Subleasehold Mortgage financing nor shall Landlord be required to join in such mortgage financing. No Leasehold Mortgagee or Subleasehold Mortgagee may impose any lien upon the Landlord' s fee simple interest in the Land. ARTICLE 18 Eminent Domain Section 18 . 1 Taking o£ Entire Premises . If at any time during the term of this Lease the power of eminent domain shall be exercised by any federal or state sovereign or their proper delegates, by condemnation proceeding (a "Taking") , to acquire the entire Demised Premises, such Taking shall be deemed to have caused this Lease to terminate and expire on the date of such Taking. Tenant ' s right to recover a portion of the award for -85- a Taking, as hereinafter provided, is limited to the fair market value of the .Buildings and other ,.impropements, plus.-- the. value �of� Tenant ' s interest in the unexpired term - of the leasehold estate created-.- pursuant ..to.. this Lease, and in no -event _shall, .:Tenant be entitled to compensation ' for :any fee interest in the Land. Notwithstanding anything herein contained.:to the contrary; .Landlord shall be entitled::_to .receive from 'th.e, condemning. authority not less than the .appraised value , of the. Land, subject to the Lease and as - . if vacant, at the time of taking. For the purpose of this Article 18 , the date of Taking shall be deemed to be either the date on which actual possession of the Demised Premises or a portion thereof, as the case may be, is acquired by any lawful power or authority pursuant to the Taking or the date on which title vests therein, whichever is earlier. All rents and other payments required to be paid by 'Tenant under this Lease shall be paid up to the date of such Taking. Tenant and Landlord shall, in all other respects, keep, observe and perform all the terms of this Lease up to the date of such Taking. Section 18 .2 Proceeds of Taking. In the event following any such Taking as aforesaid, this Lease is terminated, or in the event following a Taking of less than the whole of the Demised Premises this Lease is terminated as provided for in Section 18 . 3 herein, the proceeds of any such Taking (whole or partial) shall be distributed as described in -86- Section 18 . 1 . If the value of the respective interests of Landlord and Tenant .._ shall ., be determined- according. to the ,: -,foregoing provisions of this Section " 18,..i:n the proceeding pursuant to which the -. Demised 1 Premises shal-1 have been . taken, the values so determined -shall be _conclusive.- up.on Landlord and Tenant . If such values shall - riot have been separately- . determined :.in such.­-, : . proceeding, ._such- -1 v.aluas shall, be. fixed .by agreement between Landlord - and Tenant,--= or if - they are -unable to agree,- by an apportionment hearing within the condemnation proceeding so that the allocation between the parties is fair and equitable . Leasehold Mortgagees and Subleasehold Mortgagees shall be entitled to participate in any proceedings in connection with a Taking, and to receive directly from the taking authority any sums to which they are found to be entitled. Section 18 . 3 Partial Taking; Termination of Lease. If, in the event of a Taking of less than the entire Demised Premises, the remaining portion of the Demised Premises not so taken cannot be adequately restored, repaired or reconstructed so as to constitute a complete architectural unit of substantially the same usefulness, design, construction, and commercial feasibility, as immediately before such Taking, then Tenant shall have the right, to be exercised by written notice to Landlord within one hundred twenty (120) days after the date of Taking, to terminate this Lease on a date to be specified in said notice, which date -87- shall not be earlier than the date of such Taking, in which case Tenant. shall pay and shall s.atisfy.,all ;rents.;' revenues-` and other ' payments due and accrued hereunder, up to the date of such- termination and shall. :-perform ° a ,-I of th-e obligations 'of. Tenant.. _ hereunder to such date, -and, thereupon this Lease - and -the term'­ herein demised shall cease and terminate -Upon- such termination- the .Tenant' s interest - un.der. this . Lease: in the .,remainder of t;h=e Demised _ Premises not taken shall be sold in accordance with applicable Law, and the proceeds of the sale shall be combined with- the award given for the partial Taking with the entire amount then being distributed as if a total Taking had occurred. Landlord shall have the option to purchase Tenant ' s interest under. this Lease in the remainder of the Demised Premises at its fair market value for a period of sixty (60) days after the determination of fair market value, which value shall be determined by a mutually acceptable appraiser (or if no one appraiser is agreed upon by the parties, by an appraiser, chosen by two appraisers, one of which will be appointed by each party, within one hundred and fifty (150) days from the date the Lease was terminated. - The fair market value specified in the preceding sentence shall be limited to the fair market value of the Buildings and improvements, which fair market value shall include the value of Tenant' s interest in the unexpired term of the leasehold estate created pursuant to this Lease, and in no event shall such value include any fee simple interest in the -88- Land. All appraisal costs shall be split equally between the Landlord. and Tenant. If Landlord.---fails.- to purchase t=he°-remainder may be sold. Section 18::4 .. Part ial: laking •' Continuation °of-•Lea ee If following a partial. Taking this- . Lease;is- not terminated- as hereinabove provided then,. this -Lease,: shall -terminate as to the .: portion :: of the Demised Premises :_, taken r-in such .. condemnation- ° - proceedings; and, as to that portion of the Demised Premises. not taken Tenant shall proceed at its own cost and expense either to make an adequate restoration, repair or reconstruction or to rebuild a new Building. upon . the part of the Demised Premises not taken. In such event, Tenant ' s share of the award, as determined in accordance with Section 18 . 1 herein, shall be used by Tenant for its reconstruction, repair or rebuilding. If the part of the award so paid zo Tenant is insufficient to pay for such restoration, repair or reconstruction, Tenant shall pay the remaining cost thereof, and shall fully pay for all such restoration, repair and reconstruction, and complete the same to the reasonable satisfaction of Landlord free from mechanics ' or materialmen' s liens and shall at all times save Landlord free and harmless from anv and all such liens . -89- Section 18 .5 Temporary Taking. If the "whole 'or any part of the `Demised Premises or of Tenant ' s interest under this',Lease be taken or condemned by,` any competent authority for its, or -their temporary use or occupancy not :. exceeding one 'year, this , -Lease shall . not-.: ,terminate ' by reason_ thereof, and Tenant shall continue to pay, : in .the manner. and. at ..the times herein -:specifiedf`the 'full amounts of the rents; - revenues and all other charges payable by- Tenant hereunder _and, except only .to, the extent that Tenant may be prevented from so doing pursuant to- the terms of the order of the condemning authority, to perform and observe all of the other terms, covenants, conditions and all obligations hereof upon the part of Tenant to be performed and observed, as though such Taking had not occurred. In the event of any such temporary Taking, Tenant shall be entitled to receive the entire amount of any award made for such temporary Taking (attributable to the period within the term of the Lease) , other than the portion of Minimum Rent which was abated pursuant to this Section, which amount Landlord shall be entitled to claim from the Taking Authority, whether paid by way of damages, rent ' or otherwise . All such proceeds paid to Tenant pursuant to this Section shall be considered as Gross Income as defined in Section 3 . 6 . Tenant covenants that, upon the termination of any such period of temporary Taking, prior to the expiration of the term of this Lease, it will, at its sole cost and expense, restore the -90- Demised Premises, as nearly as may be reasonably possible, to the condition in which the same were--immediately prior -to- such—Taking., provided that the _Taking Authority compe-nsates Tenant -for such restoration. Section 18A Additional—Takings In case. of a - second, or any -additional part,ial-.. Tak-ing... or::: Takings from time. to time, . the -provisions hereinabove contained:._, shall apply to each such partial. Taking. In the event any .federal - or state sovereign or their proper delegates with -the power of eminent domain appropriates or condemns all or a portion of the Demised Premises, and Landlord is a beneficiary of such Taking, the award shall be divided in accordance with the provisions of this Article 18 . In that event, in accordance with the provisions hereof., Tenant shall restore, repair, or reconstruct any portion of the Demised Premises not taken; provided that if the award so paid to Tenant shall be insufficient to fully pay for such restoration, repair or reconstruction, Tenant shall have the option of: (a) Repairing at its expense, in which event the provisions of Article 16 herein shall control, or (b) Terminating the Lease in which event the provisions of Article 16 herein shall control . Section 18 . 7 Inverse Condemnation or Other Damages. In the event of damage to the value of the Demised Premises by reason of change of grade, access rights, street alignments or any -91- other governmental or quasi-governmental act (not involving Landlord) which. constitutes an inverse Vcondemnation -of any portion of the Demised. -Premises acreating a right to full compensation therefor, then Landlord and Tenant shall each be entitled to claim and receive from the 'net payment-or award :made on account. thereof, the compensation. ,for th-ei-r ,respective estates and interests as set forth in Section 18 . 1 . , Section 18.8 - Taking :by­ Landlord. Should Landlord condemn' the Demised Premises or any portion thereof within the first fifteen (15) years of the term of this Lease, it is expressly agreed by Landlord that full compensation to Tenant shall be: (a) Those factors set forth in Section 18 . 1 above; and (b) The pro rata costs expended by Tenant in the development of the condemned portion of the Demised Premises other than the hard costs to construct any Buildings located thereon; and (c) Any and all penalties (including so-called "tax credit recapture payments") , taxes (including penalties and interest thereon) , and other monies payable to or on behalf of the tax credit limited partners of an affordable housing Phase, if applicable, of the Demised Premises . The provisions of this Section regarding Tenant ' s compensation shail not be applicable to any proceeding other than a Taking by the Landlord within the first fifteen (15) years of the term of -92- this Lease . The costs referred to in clause (b) above include but . are -not limited - to - legal ..fees; architectural, engineering, surveying,- planning, and other consulting fees; accounting fees; . brokerage -fees in connection with leasing-.,.and financing;..Mother.: financing costs; costs of infrastructure such as water, :.sewer,. . other utilities...and ..road, :drai-nage and other land improvements--; a--° reasonable a.nd -fairly _al.locab.le share of Tenant ' s overhead costs relat.ed. to the portion of the Demised P--remises that is taken; . and interest from . the date such ...costs were expended:. to the date of compensation at the prime rate from time to time in effect of First Union National Bank or its successor. , Landlord agrees that Landlord shall not condemn the Demised Premises or any portion thereof except (i) in good faith, (ii) when no other property is reasonably suitable for the public use the Landlord needs, and (iii) for a purpose other than either leasing or selling the condemned property to another person or entity engaging in Tenant ' s or any Sublessee' s business of leasing office, commercial or residential space (or a combination of such uses) . If there is a taking by Landlord of a portion of the Demised Premises, Landlord shall not use the property it so acquires for any use detrimental to Tenant ' s remaining property, which prohibited uses include but are not limited to a trash transfer station, Metromover turning or switching yard, train repair or storage, bus storage or repair, warehouse having a truck parking area or loading dock visible from -93- the road, jail or other use with the clear likelihood of diminishing Tenant ' s use and enjoyment of the remainder of the-,...­ Demised Premises-. - Landlord .. shall• consult with -and coordinate design- - of any . improvements upon, -the land -referred to in this- paragraph with Tenant, so ' as to maintain- architectural compatibility -with the balance of the .Buildings- lacated,, `on. the Demised Premises., and- so: as to coordinate ' traf-fic : Section- 18 . 9 Involuntary Conversion. In the event any Taking or other like proceeding or threat or imminence thereof shall occur as provided for hereinabove or otherwise, Landlord and Tenant agree to cooperate with each other (especially in the event of a Taking under Section 18 . 8) in order to provide proper evidence of communication of the proceeding or threat or imminence thereof (including evidence of like Takings under Section 18 . 7) to the Internal Revenue Service for purposes of determining whether property has been voluntarily converted within the meaning of the Internal Revenue Code . ARTICLE 19 Default by Tenant or Landlord Secti^n 19. 1 Events of Default of Tenant. The following provisions shall apply if any one or more of the following "Event (s) of Default of Tenant" shall happen: (a) Tenant provides fraudulent calculations of Participation Rent . -94- (b) Default is made in the due and punctual payment of any rents, revenues, or other-monies payable to Landlord-.. .under .this Lease when and as the same shall become due an-d payable,-and °such default.-:shall continue - for `a .,period of thirty • (30) days' ::after written- notice -th-ereof from Landlord to Tenant;. with copie's th'er'eof to each Leasehold Mortgagee, Sublessee; and Subleasehold Mortgagee - who shall have notified ,-Landlord--of its . name —address- and interest- ,- prior to such notice; . or (c) Default is made by Tenant in keeping, observing or performing any of the terms° contained in this Lease, excepting the obligation to pay rents, revenues or other monies due Landlord, and such default shall continue for a period of thirty (30) days after written notice thereof from Landlord to Tenant setting forth with reasonable specificity the nature of the alleged breach, with copies thereof to each Leasehold Mortgagee, Sublessee, and Subleasehold Mortgagee who shall have notified Landlord of its name, address and interest prior to such notice; or in the case of such default or contingency which cannot with due diligence and in good faith be cured within thirty (30) days., Tenant fails within said thirty (30) day period to proceed promptly and with due diligence and in good faith to pursue curing said default . (d) An "Event of Default" under the Management Agreement shall not be an Event of Default hereunder. -95- Section 19.2 Failure to Cure Default by Tenant. (a) If an Event of Default of Tenant. shall occur, .Lan.dlord; at any time after the periods set -forth- in Section-. 19. 1' (b)'- or" (c.) and provided Tenant has failed to cure such 1Event o-f• Default within' such applicable period, shall give written notice to Tenant and to any Leasehold Mortgagee, Sublessee or' Subleasehold'. Mortgagee. who ._: has notified Landiord .in.-accordance with Sections 17 . 1 (c) 1 17 . 3, or 17 . 7, specifying such Event (s) of ' Default of Tenant and .stating-. that this Lease and the term hereby demised shall expire and terminate on the date specified in such notice, which shall be at least thirty (30) days after the giving of such notice, during which time Tenant and/or the Leasehold and Subleasehold Mortgagee (s) and Sublessee (s) shall have the right to cure such default, and upon the date specified in such notice if the Event of Default has not been cured, then, subject, however, to the provisions of Sections 17 . 5 and 19 . 3 herein, this Lease and the term hereby demised and all rights of Tenant under this Lease, shall expire and terminate.. (b) If an Event of Default of Tenant. shall occur and the rights of Leasehold Mortgagees, Sublessees, and Subleasehold Mortgagees shall not have been exercised as provided within this Lease, then Landlord at any time after the periods for exercise of rights as set forth under Sections 17 . 5, 19. 1 and 19. 3 herein shall have the following rights and remedies which are cumulative : -96- (i) in addition to any and all other remedies in law or .in equity that Landlord may have against Tena.nt,. Landlord- shall..be".... entitled . to sue Tenan-t for all -damages -(as -limited--by -Section 15 . 2) , costs and .expenses arising from Tenant".-s. committing° an, Event of Default hereunder and to recover all such- damages,. costs , and expenses, including reasonable .-attorneys ' fees at both trial and appellate levels; (ii) to restrain, by injunction, ,the commission .of. or attempt or threatened commission of an Event of Default and to obtain a decree specifically compelling performance of any such term or provision of the Lease; and (iii) to terminate any and all obligations that Landlord may have under this Lease, in which event Landlord shall be released and relieved from any and all liability under this Lease . Section 19.3 Rights of Leasehold Mortgagees, Sublessees and Subleasehold Mortgagees. (a) If Landlord shall have given notice to any Leasehold Mortgagee, Sublessee or Subleasehold Mortgagee, as required- by Sections 17 . 4 and 19 .'2.(a) herein, such Leasehold Mortgagee, Sublessee or Subleasehold Mortgagee shall, have, and be subrogated to, any and all rights of Tenant with respect to the curing of any such Event of Default but shall also have the right to extend the period of time for curing of any such Event of Default for an -97- additional period of sixty (60) days from the date contained in the notice given pursuant to Sections 1:7 . 4-_ and 19 . 2 herein, or in. the case of an Event of- Default which cannot be cured within -said sixty ( 60) day:;.period, for such additional period as=, - with .all -due diligence and :in good -.faith,: is necessary to cure the Event - of- Default . (.b) Irrespective- of- any other right a. Leasehold Mortgagee (or Subleasehold Mortgagee) -may .have to maintain this Lease free from default and in the meantime to foreclose its Leasehold Mortgage (or Subleasehold Mortgage) , such Leasehold Mortgagee (or Subleasehold Mortgagee) , as to any Event of Default of Tenant that may not be cured by the payment of money and which is not susceptible to curing by entry upon the Demised Premises or otherwise, shall have the right to further extend the period of time within which to cure such Event of Default of Tenant for such additional period as, with all due diligence and in good faith will enable such Leasehold or Subleasehold Mortgagee to institute foreclosure proceedings, apply for the appointment of a receiver for the purpose, among other things, of curing such Event of Default, if such is susceptible- to curing, and to acquire by foreclosure Tenant ' s or Sublessee ' s interest in this Lease, to effect a removal of Tenant or Sublessee from the Demised Premises and, in the meantime and at the earliest opportunity, to cure such Event of Default if such is susceptible to curing. In the event the leasehold. estate created by this Lease -98- or by a Sublease hereunder shall have been duly acquired by such Leasehold Mortgagee '(or Subleasehold Mortgagee) or any-purchaser at a foreclosure ..sale.- (hereina-fter referred- to as "Foreclosure Purchaser") and such Event of. Default of Tenant shall. have been duly cured, then the notice :of termination- of this Lease based upon. Tenant ' s or Sublessee ' s -failure_ -to timely cure such_ _Zvent of; Default of`. Tenant shall be deemed•--withdrawn; terminated sand. of no" further force or , effect . In the event, however, that. -such Leasehold Mortgagee (or Subleasehold Mortgagee) or any Foreclosure Purchaser fails to cure such Event of Default of Tenant within the time periods set forth in this Section 19. 3, Landlord reserves the right to (and must do so to effect a termination) give such Leasehold Mortgagee (or Subleasehold Mortgagee) or any Foreclosure Purchaser, by registered or certified mail, return receipt requezted, thirty (30) days ' written notice of termination of this Lease due to such failure by the Leasehold Mortgagee (or Subleasehold Mortgagee) or any Foreclosure Purchaser to cure such prior Event of Default by Tenant . After the giving of such notice of termination to such Leasehold Mortgagee (or Subleasehold Mortgagee) or any Foreclosure Purchaser and upon the expiration >of said thirty (30) days, during which time such Leasehold Mortgagee (or Subleasehold Mortgagee) , or Foreclosure Purchaser shall have failed to cure such default, this Lease and the term thereof shall end and expire as fully and completely as if the date of expiration -99- of such thirty (30) day period were the day herein definitely fixed for the end and expiration of th`is 'Lease or Sublease and the' term thereof. If Tenant, - Sublessee;' such Leasehold ' Mortgagee (or Subleasehold Mortgagee) any 'Foreclosure Purchaser is in possession either personally or by a receiver, Tenant, Sublessee; such Leasehold Mortgagee - (or Subleasehold Mortgagee) or any Foreclosure Purchaser or such receiver as ' the case may be, shall then quit . and peacefully surrender the Demised. Premises to Landlord. Notwithstanding anything contained. herein to the contrary, such Leasehold Mortgagee (or Subleasehold Mortgagee) shall not be required to institute foreclosure proceedings if it is able to acquire and does acquire Tenant ' s or Sublessee ' s interest in the leasehold estate by any other means so long as such Leasehold or Subleasehold Mortgagee fulfills all other requirements of this Article 19 and of Section 17 . 5 . Section 19.4 Surrender of Demised Premises . Upon any expiration or termination in accordance with the terms and conditions of this Lease, Tenant and all Sublessees and Space Lessees shall quit and peacefully surrender the Demised Premises to Landlord, except as provided under any non-disturbance agreement provided by Landlord to any Sublessee or Space Lessees . Section 19.5 Rights _of Landlord After Termination. At any time or from time to time after such termination, Landlord may relet the Demised Premises or any part thereof, for -ioo- such term or terms (which may be greater or less than the period which would otherwise have, constituted the balance of the term of this Lease) and on such- conditions (which may include concessions or 'free rent) .. as " Landlord,. in its reasonable 'di-scretion`, ?:may determine and may collect and receive the rents therefor, so long as Landlord uses normal and . customary commercial practices -.in attempting to . relet the Demised Premises or , any part 'thereof-,, and in collecting .rent due from such reletting during the balance of the term of the Lease or any renewal thereof. Landlord shall in no way be responsible or liable for any failure to relet the Demised Premises or any part thereof, or for any failure to collect any rent due for any such reletting. Section 19. 6 No Waiver by Landl rd. No failure by Landlord to insist upon the strict performance of any of the terms of this Lease or to exercise any right or remedy consequent upon a breach thereof, and no acceptance by Landlord of full or partial rent during the continuance of any such breach, shall constitute a waiver of any such breach or of any of the terms of this Lease . None of the terms' of this Lease to be kept, observed or performed by Tenant, and no breach thereof, shall be waived, altered or modified except by a written instrument executed by Landlord. No waiver of any breach shall affect or alter this Lease, but each of the terms of this Lease shall continue in full force and effect with respect to any other then -101- existing or subsequent breach thereof. No waiver of any default of Tenant hereunder shall be implied from any omi-ssion-:by Landlord to take any action on account of- such default, and no-express' waiver shall affect any- default other .ahan the default specified-: in the express waiver- and then only for the' time and to -the extent therein stated. One or more waivers by Landlord shall not be- construed as a waiver of a -subsequent breach of:, the same-. covenant ­' 'term , or- conditions . Section 19. 7 Events of Default of Landlord. The provisions of Section 19 . 8 shall apply if any of the following "Events of Default of Landlord" shall happen: if default shall be made by Landlord in keeping, observing or performing any of the duties imposed upon Landlord pursuant to the terms of this Lease and such default shall continue for a period of thirty (30) days after written notice thereof from Tenant to Landlord setting forth with reasonable specificity the nature of the alleged breach; or, in the case of any such default or contingency which cannot, with due diligence and in good faith, be cured within thirty (30) days, Landlord fails within said thirty (30) day period to proceed promptly after such notice and with due diligence and. in good faith to cure said Event of Default . -102- Section 19. 8 Failure to Cure Default by Landlord. If an Event of Default of Landlord shall occur, =Tenant, -at any time - after - the period set forth in Section 19 . 7 'shall have the following rights :and .remedies -which - are`�:cumulativ.e ., (a) In addition .to any and all other" remedies,: in law or in equity, -. that Tenant -may have against - Landlord, - Tenant shall be entitled to sue Landlord 'for --al.l..-damages . (as , limited by Section 15 . 1 above) ; costs and expenses arising from Landlord' s committing an Event of Default hereunder and to recover all such damages, costs and expenses, including reasonable attorneys ' fees at both trial and appellate levels . (b) To restrain, by injunction, the commission of or attempt or threatened commission of an Event of Default of Landlord and to obtain a decree specifically compelling performance of any such term or provision of Che Lease . (c) To terminate any and all obligations that Tenant may have under this Lease, in which event Tenant shall be released and relieved from any and all liability under this Lease and shall surrender possession of the Demised Premises to Landlord. Section 19. 9 No Waiver by Tenant. Failure by Tenant to insist upon the strict performance of any of the terms of this Lease or to exercise any right or remedy upon a breach thereof, shall not constitute a waiver of any such breach or of any of the terms of this Lease. None of the terms of this -103- Lease to be kept, observed or performed by Landlord, and no breach thereof, shall be waived, a-ltered or modified . except.. by. written.. . instrument executed by Tenant . ,-- -- No waiver of any default of Landlord hereunder shall be implied. from any .omission by'.Tenant to take anv action on account of such default if such: default persists or is repeated, and no express waiver, shall .affect- any :default other than the- default. specified in the express, waiver;.-and. then only for the time and to the extent. therein stated. One or more waivers by Tenant shall not be construed as a waiver of a subsequent breach of the same covenant, term or condition . ARTICLE 20 Notices Section 20 . 1 Addresses. All notices, demands or requests by Landlord to Tenant shall be deemed to have been properly served or given, if addressed to Tenant at Jubilee Hometown Station, Inc . , 742 N.W. 12`h Avenue, Miami, Florida 33136, with a copy to Permanentia, Inc. , 1401 Ponce de Leon Boulevard, #402, Coral Gables, Florida 33134 ; and to such other address and to the attention of such other party as Tenant may, from time to time, designate by written notice to Landlord. If Tenant at any time during the term hereof changes its office address as herein stated, Tenant will promptly give notice of same in writing to Landlord. The Leasehold Mortgagee, Sublessee or Subleasehold Mortgagee . shall be deemed to have been properly served -104- or given notice if addressed to such party at the address furnished pursuant to the..,provisions of .Sections 17 . 1.(c)_.and 17 . 31 above ,. All notices, demands-or requests- by°Tenant or "by a Leasehold .Mortgagee-, ;. Sublessee or. Subleasehold Mortgagee to Landlord shall be. deemed to have been properly served- or given if address.ed- to -the Miami-Dade Transit Agency, Director_, -or his designee, Suite 910, 111 N.W. ls.t . Street, 9th Floor, Miami, Florida, 33128, and to such. . other addresses - and to the attention of such other parties as- Landlord may, from time to time, designate by written notice to Tenant . If Landlord at any time during the term hereof changes its office address as herein stated, Landlord will promptly give notice of same in writing to Tenant . Section 20 .2 Method of Transmitting Notice. All such notices, demands or requests (a "Notice") shall be sent by: ;i) United States registered or certified mail, return receipt requested, (ii) hand delivery, (iii) nationally recognized overnight courier, or (iv) telefacsimile, provided the transmitting telefacsimile electronically confirms receipt of the transmission by the receiving telefacsimile and the original of the Notice is sent by one of the foregoing means of transmitting -Notice within- 24 hours of the transmission by telefacsimile . All postage or other charges incurred for transmitting of Notices shall be paid by the party sending same . Such Notices shall be deemed served or given on (i) the date received, (ii) the date delivery of such Notice was -ios- refused or unclaimed, or (iii) the date noted on the return receipt or delivery receipt as the date delivery-- thereof" was' determined ` impossible to accomplish_because- of an unnoticed change of address . ARTICLE:. 21..: Quiet Enjoyment Section 21.1 Grant. of Quiet .Enjoyment. Tenant, upon _paying all rents, revenues and other . monies herein provided for and performing in accordance with the terms, - agreements, and provisions of this Lease,, shall peaceably and quietly have, hold and enjoy the Demised Premises during the term of this Lease without interruption, disturbance, hindrance or molestation by Landlord or by anyone claiming by, through or under Landlord. ARTICLE 22 Certificates by Landlord and Tenant Section 22 . 1 Tenant Certificates . Tenant agrees at any time and from time to time, upon not less than twenty (20) days ' prior written notice by Landlord, to execute, acknowledge and deliver to Landlord a statement in writing setting forth the rents, payments and other monies then payable under the Lease, if then known; certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the Lease is in full force and effect as modified and stating the modification) , and the dates to which the -106- rents, payments and other monies have been paid, and stating (to the best of Tenant ' s knowledge) whether..>�.or not Landlord is., in default in keeping, observing -or performing any - of the terms of this Lease; :and,- ._ if in default, specifying -each such default`"'-: (limited to those defaults of which' Tenant has knowledge) . It is intended that any 'such statement, delivered pursuant to this Section 22 . 1 may be. reli-ed upon -by Landlord :or- any prospective. -assignee, transferee or purchaser- of - the fee, but reliance on such, certificate shall not extend to any default of Landlord as to which Tenant shall have no actual knowledge. Section 22 .2 Landlord Certificates. Landlord agrees at any time and from time to time, upon not less than twenty (20) days ' prior written notice by Tenant or by a Leasehold Mortgagee, Sublessee or Subleasehold Mortgagee, to furnish a statement in writing, in substantially the form attached hereto as Exhibit "L", setting forth the rents, payments and other monies then payable under the Lease, if then known; certifying that this Lease is unmodified and in full force and effect (or if there shall have been modifications that the Lease- is in full force and effect as modified and stating the modifications) and the dates -to which rents, payments and other monies have been paid; stating whether or not to the best of Landlord' s knowledge, Tenant is in default in keeping, observing and performing any of the terms of this Lease, and, if Tenant shall be in default, specifying each -107- such default of which Landlord may have knowledge. It is intended that. any such statement delivered pursuant- to, this `Section 22,. 2 may be relied '-upon .by any prospective 'assi_gnee, trans=feree.- or purchaser of Tenant ' s interest in -this. -Lease; any.'.prospe'cti.ve_ ,Sublessee or any Leasehold Mortgagee or Subleasehold Mortgagee 'or- any assignee thereof, but reliance on such certificate may not extend to any default ..of Tenant �as -to which. Landlord shall have had no actual knowledge . . . ; ARTICLE 23 Construction of Terms and Miscellaneous Section 23 . 1 Severability. If any provisions of this Lease or the application thereof to any person or situation shall, to any extent, be held invalid or unenforceable, the remainder of this Lease, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable, shall not be affected thereby, and shall continue valid and be enforced to the fullest extent permitted by law. Section 23.2 Cagtions. The Article headings and captions of this Lease and the Table of Contents preceding this Lease are for convenience and reference only and in no way define, limit or describe the scope or intent of this Lease nor in any way affect this Lease. -108- Section 23.3 Relationship of Parties. This Lease _does. not .create _the- relationship of n principal' and--"°"' agent or of mortgagee and mortgagor or� of. partnership or of joint venture or of any association between Landlord and Tenant.,-- the sole_ relationship between .Landlord and Tenant being that- of Landlord- and Tenant or lessor and lessee . Section. 23 .4 Recording. A Memorandum of this Lease,, o.r. at Tenant ' s- behest, . a full copy hereof, shall be recorded among the Public Records of Miami-Dade County, Florida, at the sole cost of Tenant . Section 23 .5 Construction. All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine or neuter, singular or plural, as the identity of the party or parties may require. The parties hereby acknowledge and agree that each was properly represented by counsel and this Lease was negotiated and drafted at arms length so that the judicial rule of construction to the effect that a legal document shall be construed against the draftsman shall be inapplicable to this Lease which has been drafted by counsel for both Landlord and Tenant . Section 23. 6 Consents. Whenever in this Lease the consent or approval of Landlord or Tenant is required, such consent or approval shall be made by the County Manager or its designee on behalf of Landlord and: -109- (a) shall not be unreasonably or arbitrarily withheld, conditioned, _ -or delayed,,,:._. unless specifically . provided to.. the contrary, and shall not require- a fee . :from the party requesting same; (b) shall.: not be' effective unless it is • in writing; and. (c) . shall" apply only to the specific act or transaction so approved or consented to and shall not relieve _Tenant or Landlord, as applicable, of the, obligation.. of obtaining the other ' s prior written consent or approval to any future similar act or transaction. Section 23 .7 . Entire Agreement. This Lease contains the entire agreement between the parties hereto and shall not be modified or amended in any manner except by an instrument in writing executed by the parties hereto. Section 23 . 8 Successors and Assigns . The terms herein contained shall bind and inure to the benefit of Landlord, its successors and assigns, and Tenant, its successors and assigns (including Sublessees, Leasehold Mortgagees, Subleasehold Mortgagees and Space Lessees as appropriate and applicable) , except as may be otherwise provided herein. Section 23 . 9 Station and System Plans. Landlord agrees, at the request of Tenant, to make available to Tenant for inspection all plans, specifications, working drawings and engineering data in the possession of Landlord, or -iio- available to it, relating to the Station, the System and other facilities.-.o:f-Landlord in Miami-Da--de - County; it being understood and agreed that- Tenant- will-.-reimburse Landlord for any duel- .cat=-on-costs incurred - in - connection therewith and Landlord: _assumes 'no• responsibility or. li-ability . for the information obtained pursuant to this Section. Section "23 . 10 = Holes,; . It is hereby agreed and declared- that whenever the day on which a payment due under the terms of this Lease, or the last day on which a response is due to a notice, or the last day of a cure period, falls on a day which is a legal holiday in Miami-Dade County, Florida, or on a Saturday or Sunday, such due date or cure period expiration date shall be postponed to the next following business day. Any mention in this Lease of a period of days for performance shall mean calendar days . Section 23 . 11 Exhibits. Each Exhibit referred to in this Lease has been initialed by the parties and forms an essential part of this Lease . The Exhibits, even if not physically attached, shall be treated as if they were part of the Lease. Section 23.12 Brokers. Landlord and Tenant hereby represent and agree that no real estate broker or other person is entitled to claim a commission as a result of the execution and delivery of this Lease . Section 23 . 13 Protest Payments . I-f-'at any time a .-dispute shall arise as to any amount or sum of money to be paid by Tenant to Landlord *under the provisions of this Lease, in addition to the_.-;x ghts, set,, for; .Article 19 herein, Tenant;-shat-1 have the_ right to make :payment_Wunder protestll .y and such payment shall not- be regarded as aRvoluntary payment, _-and _ there shall survive the right on. -the part.. of Tenant to seek the- recovery of such sum, and .if it- should be adjudged that there was no legal obligation on Tenant to pay such sum or any part thereof, Tenant shall be entitled to recover such sum. or so much thereof as it was not legally required to pay under the provisions of this Lease; and if at any time a dispute shall arise between the parties hereto as to any wor'k to be performed by either of them under the provisions of this Lease, the party against whom the obligation to perform the work is asserted may perform such work and pay the cost thereof "under protest" and the performance of such work shall in no event be regarded as a voluntary performance and there shall survive the right upon the part of said Tenant and/or Landlord to seek the recovery of the cost of such work-, and if it shall be adjudged that there was no legal obligation on the part of said Tenant and/or Landlord to perform the same or any part thereof, said Tenant and/or Landlord shall be entitled to recover the cost of such work or the cost of so much thereof as Tenant or Landlord -112- was not legally required to perform under the provisions of this Lease:.;. ARTICLE 24 Representations and Warrant el-'_ .. _ Section 24-.. 1 Landlord' s °Representatiah-s � and Wa'rrantiesa_�_Ir . Landlord hereby repr-esents, and wa.rra:nts:;tto.. Tenant th'a:t (a) It has full power and authority to enter into- this Lease and perform in accordance with its terms and provisions. .and that the parties ..signing this Lease on behalf of Landlord have the authority to bind Landlord and to enter into this transaction and Landlord has taken all requisite actiop and steps to legally authorize it to execute, deliver and perform pursuant to this Lease. (b) Landlord will deliver possession of the Land to Tenant free and clear of any and all tenancies and occupancies of every nature whatsoever, whether by Miami-Dade County or otherwise, and also free and clear of any violations by Miami-Dade County of Laws and Ordinances, except as may be agreed by Tenant in writing, and subject only to the rights reserved herein to Landlord. (c) Throughout the term of this Lease, Landlord will endeavor to continue transit service to and from the Station on a daily basis . Subject to the terms of Section 3 . 11 herein, the parties acknowledge that service disruptions occur occasionally and such - disruptions shall not be considered termination of service under -113 this Lease. If the Station is damaged or destroyed and as a result trains cannot stop thereat,. the foregoing ts:entence .shall not apply -, _ during the period of repair and rebuilding- done, in --accordance- with, Section 16 . 2:. . (d) Tenant, acknowledges- that in:. accordance with Florida Statutes Section . 125 . 4,11 (.3.) (199:0) Landlord. does.- not. warrant ..the . title -or . represent- 'any 'state of,-:facts concerning t-he title Ito the Demised Premises Section 24 .2 Tenant's Representations and Warranties. Tenant hereby represents and warrants to Landlord that it has full power and authority to enter into this Lease and perform in accordance with its terms and provisions and that the parties signing this Lease on behalf of Tenant have the authority to bind Tenant and to enter into this transaction and Tenant has taken all requisite action and steps to legally authorize it to execute, deliver and perform pursuant to this Lease . ARTICLE 25 Equal pportunity Tenant will not discriminate against any-employee or applicant for employment because of race, religion, color, sex, sexual orientation, age, ancestry, marital status, handicap, place of birth, or national origin. The Tenant shall take affirmative action to ensure that applicants are employed and that employees are treated during their employment, without regard to their race, -114- religion, color, sex, sexual orientation, age, ancestry, marital status, ,..handicap; . place of birth �.or:..national origin. Such actions _ shall, include,- but not be limited to; the following-: employment; upgradi.ng;; . :.t.ransfer- or demotion; recruitment.:--or recruitment advertising; layoff ot- termination;. -rates of pay or other ;forms-,, of: compensation:.and selection . for training, including...apprent.iceship:. Tenant- agrees--to post-,in4conspicuous'.place.s', ,available :to employees and .applicants for employment notices to be provided by Miami-Dade ._._ County setting forth the provisions of this Equal Opportunity clause. Tenant will comply with all of the following statutes, rules, regulations and orders to the extent that these are made applicable by virtue of the grant to Landlord under the Urban Mass Transportation Act of a Section 3 capital grant for Metromover: (i) all regulations of the U. S . Department of Transportation; (ii) all applicable provisions of the Civil Rights Act of 1964 ; (iii) Executive Order 11246. of September. 24,. 1964 as amended by Executive Order 11375; (iv) Executive Order 11625 of October 13, 1971; (v) the Age Discrimination Employment Act effective June 12, 1968; (vi) the rules, regulations and orders of the Secretary of Labor; -115- (vii) Florida Statute 112 . 042; and (viii). _ Articles 3 and -A4 _of ; Chapter- _11A. of : the-,:.Code of Metropolitan-Miami-Dade County. ---, _. ARTICLE.726 Disadvantaged Business Enterprise ("DBE") Section:"26.­1 `Bo i It is -the Policy of the United-'° States' Department "of Transportation and Miami-Dade County that DBE '�contractors' as defined in 49 CFR Part 23, as amended, shall have the maximum opportunity to participate in the performance of contracts for development or construction of the Demised, Premises the acquisition of which by Landlord was financed in part with Federal funds . Section 26.2 DBE Obligation. Tenant therefore agrees that DBE contractors as defined in 49 CFR Part 23, as amended, have the opportunity to participate in the performance of contracts and subcontracts for the design, construction, development, operation, or maintenance of the Demised Premises . In this regard, Tenant shall take all necessary and reasonable steps in accordance with 49 CFR Part 23, as amended, to ensure that DBE ' s have the opportunity to compete for and perform such contracts . Tenant shall not discriminate on the basis of race, color, national origin, sexual orientation or sex, in the award and performance of such contracts . All determinations of -116- compliance or noncompliance of Tenant with the DBE requirements of this Lease, and of the . ap.propriat.e_.�consequenc.esi:.o.f m-oncornpliance- shall be made-by Miami-Dade .County. All 'such determina-ttions shall be fin.a :. and. binding-, except - .that an- -appeal from' an adverse decision - by Miami-Dade , County may be taken. by;: an affected DBE contractor, .to the U. S . Department _of. Transpoft.atio.n_ -to:'.the ex-tent _. provided under 49 CFR . Part -23; ,:Se c tion;w23 .5.5... . 'Nothing: in this paragraph ..shall be construed-to�,_diminish the -legal responsibility: or authority of Miami-Dade County. Section 26. 3 Tenant' s Plan. Tenant agrees to use sufficient reasonable efforts to carry out Tenant ' s Disadvantaged Business Enterprise and Utilization Plan, a copy of which is attached hereto as Exhibit "M" . Tenant agrees to carry out this plan to the fullest extent consistent with the efficient performance of the Lease. Section 26. 4 Remedies. If at any time Miami-Dade County has reason to believe that Tenant is in violation of its obligation under the DBE Plan, Miami- Dade County may, in addition to pursuing any -other available legal remedy, under this Lease commence proceedings to impose sanctions . Such sanctions may include, but not be limited to the termination of the Lease in whole or in part, pursuant to Article 19, unless Tenant is able to demonstrate compliance with its obligations under its DBE plan, and the denial to Tenant of the right to participate -117- in any further contracts with Miami-Dade County for a period of no longer . than three years.. No such.. sanctions shall.. be, mposed_ by Miami-Dade County upon Tenant except pursuant to an action duly taken in- accordance with due process of law.... Section 26.5 Reports . Tenant sh-all .submit DBE activity, reports on a monthly basis during any period of construction of a Building (as differentiated from minor construction activity) . The DBE activity reports -shall reflect Tenant ' s subcontracting and purchasing activities with DBE ' s and shall be submitted in the forms provided for the purpose by Miami-Dade County. The monthly reports are to be submitted to DBE, Contracts and Compliance Supervisor, and to the Chief, Office of Fair Employment and Labor Practice/MDTA or his/her designee, on or before the tenth working day of the month following the month the report covers . During nonconstruction periods, DBE progress reports may be submitted as part of Tenant ' s annual report to Miami-Dade County. Section 26. 6 Discrimination Prohibited. No person shall be excluded from participation in, denied the benefits of, or otherwise .discriminated against in connection with the award and performance of any contract covered by this part, on the grounds of race, color, disability, national origin, or sex. (49 CFR Part 23 . 7) -118- IN WITNESS WHEREOF, Landlord has caused this Lease to be executed-.;: in its- name -by the County Manager; as, authorized by °the Board of 'County..Commi.ss-ioners, and Tenant has caused. this::: Lease to be executed by its duly authorized-_representative all on. the day <r and year first hereinabove written.-:, --- MIAMI=DADE :COUNTY; a LANDLORD. _ political. subdiv.isi.on .of . the State of_ Florida _. ATTEST: BY ITS BOARD OF COUNTY COMMISSIONERS HARVEY- RUVIN, CLERK By: By: Signed in the presence of: TENANT HOMETOWN STATION LTD. , a �n � S Florida limited partnership r i N m "[ RP By: Jubilee/Hometown Stati "�,0 �� Inc. , a Florida not-for�'p fif" ` corporation, as one o !rt o general Partners �f Print Name By: ,A' .Francis V. Gudorf, as President By: Permanentia, a Fl a Inc., w corporation, as one of w \ys to C � � general partners +®�0� rin N `. (. By i Raul a `c Pres ' den ���� / Print Name Notarizations begin on following page. -119- STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me this f day of - December, 1999 by Francis- V. Gudorf, -_...as President -of Jubilee/Hometown Station, Inc-, ..a :,,..Florida_--� not-fo•r-profit. corporation, as one of two_general partners of Hometow-n Station, Ltd. , a Florida limited partnership. Personally Known '/ OR Pr..oduced Ir dent ification. Type of Identification Prod uced.. :w: - r-.. 0---FfZCIp°L NOTARY SEAL. PATRICIA G WELLES N,.N,C rrARY pUBLIC STATE OF FLORIDA "COMMISSION Print or St•a.10 Notary Public, State of Florida at Large Commission No. : My Commission Expires: STATE OF FLORIDA ) ) SS: COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me this day of December, 1999 by Raul Masvisdal, as President of Permanentia, Inc. , a Florida corporation, as one of two general partners of Hometown Stat ' n, Ltd. , a Florida limited partnership. Personally Known OR Produced Identification Type of Identification Produced OFFICIAL NOTARY SEAL PATRICIA G WELLES 1,(TARY PUBLIC STATE OF FLORIDA COMMISSION NO.CC54Q1S Print or Stamp Name--' ame:-'." � Notary Public, State of Florida at Large Commission No. : My Commission Expires : G:\W-PGW\35241\009\Lease.n3 December 1, 1999 (5:49PM) -120- GROUND LEASE EXHIBITS EXHIBIT, DESCRIPTION A Parcel .- legal description, and.sketch of entire station;4nd surrounding pro perty.owned by County: *B Land -..legal=description and sketch of property. where Officei Component will be built plus Parking-Garage One . *C Air Rights: legal description°and°sketch , D BOMA Standard Method of Floor Measurement *E City Strip = legal description and sketch,of::property.to be . conveyed to.County by.City of South Miami *F Demised Premises - legal description and sketch of Land (B), Air Rights (C) and easements G Copy of Management Agreement *H Managed Premises - legal description and sketch of Parking Garage Two and perimeter landscaping *1 Rental Payments - schedule of payments of Minimum Rent, projected Participation Rent, and Penalty Rent calculation *J List of Restrictions, Agreements, Encumbrances, etc. re: Parcel and Demised Premises *K Insurance Requirements for Leased Premises L Estoppel Certificate -form of Landlord's estoppel M Tenant's DBE Plan * To be attached on Commencement Date. G:\14!PGN3524110Wexhibit-chart December 2.1999(11.26AM) EXHIBIT "A" LEGAL DESCRIPTION OF PARCEL ALL THAT LOT, PIECE OR PARCEL OF LAND, SITUATE, LYING AND BEING IN SECTION 25,. TOWNSHIP 54 SOUTH, RANGE 40 EAST, CITY OF MIAMI, MIAMI-DADE COUNTY, FLORIDA, BEING A PORTION OF THE SOUTH ONE-HALF OF THE SOUTH ONE-HALF OF THE SOUTHEAST ONE-QUARTER OF SAID SECTION 25, AND A PORTION OF TRACT 3 OF AMENDED PLAT OF COMMERCIAL LARKINS,"ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 38 AT PAGE 5 OF THE PUBLIC RECORDS OF DADE COUNTY, FLORIDA, THE SAME BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS, VIZ.: COMMENCE AT THE SOUTHWEST CORNER OF THE SOUTHEAST ONE-QUARTER OF SAID SECTION 25; THENCE N87'15'40"E ALONG THE SOUTH LINE OF SAID SOUTHEAST ONE- QUARTER OF SECTION 25 FOR 1059.32 FEET TO A POINT OF INTERSECTION WITH THE NORTHWESTERLY RIGHT OF WAY LINE OF THE METROPOLITAN DADE COUNTY STAGE I RAPID TRANSIT SYSTEM;THENCE N47'48'16"E ALONG SAID NORTHWESTERLY RIGHT OF WAY LINE OF THE METROPOLITAN DADE COUNTY STAGE I RAPID TRANSIT SYSTEM FOR 78.68 FEET TO A POINT OF INTERSECTION WITH A LINE THAT IS 50.00 FEET NORTHERLY OF,AS MEASURED AT RIGHT ANGLES TO AND PARALLEL WITH SAID SOUTH LINE OF THE SOUTHEAST ONE-QUARTER OF SECTION 25, WITH SAID POINT OF INTERSECTION ALSO BEING THE POINT OF BEGINNING OF THE HEREINAFTER DESCRIBED PARCEL OF LAND; FROM SAID POINT OF BEGINNING, THENCE N47'48'16"E ALONG SAID NORTHWESTERLY RIGHT OF WAY LINE OF THE METROPOLITAN DADE COUNTY STAGE I RAPID TRANSIT SYSTEM FOR 896.94 FEET TO A POINT OF INTERSECTION WITH A LINE THAT IS 37.00 FEET SOUTHERLY OF, AS MEASURED AT RIGHT ANGLES TO AND PARALLEL WITH THE NORTH LINE OF THE SOUTH ONE-HALF OF THE SOUTH ONE-HALF OF THE SOUTHEAST ONE-QUARTER OF SAID SECTION 25; THENCE S87'091 5"W ALONG SAID LINE FOR 769.88 FEET TO THE POINT OF CURVATURE OF A CIRCULAR CURVE CONCAVE TO THE SOUTHEAST; THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE, HAVING A RADIUS OF 25.00 FEET AND A CENTRAL ANGLE OF 90'05'54" FOR 39.31 FEET TO A POINT OF INTERSECTION WITH A LINE THAT IS 43.50 FEET EASTERLY OF, AS MEASURED AT RIGHT ANGLES TO AND PARALLEL WITH THE CENTERLINE OF S.W. 59TM' PLACE (DORN STREET)AS SHOWN ON SAID PLAT OF"AMENDED PLAT OF COMMERCIAL LARKINS,"WITH SAID POINT OF INTERSECTION ALSO BEING THE POINT OF TANGENCY OF SAID CURVE; THENCE S0256'39"E ALONG SAID LINE FOR 513.59 FEET TO A POINT OF CURVATURE OF A CIRCULAR CURVE CONCAVE TO THE NORTHEAST; THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE, HAVING A RADIUS OF 30.00 FEET AND A CENTRAL ANGLE OF 89'47'41"FOR 47.02 FEET TO THE POINT OF TANGENCY, WITH SAID POINT OF TANGENCY ALSO BEING A POINT OF INTERSECTION WITH THE AFOREMENTIONED LINE LYING 50.00 FEET NORTHERLY OF, AS MEASURED AT RIGHT ANGLES TO AND PARALLEL WITH THE SOUTH LINE OF THE SOUTHEAST ONE-QUARTER OF SECTION 25; THENCE N8T15'40"E ALONG SAID LINE FOR 70.45 FEET TO THE POINT OF BEGINNING. SAID PARCEL OF LAND CONTAINS 5.84 ACRES, MORE OR LESS, BY CALCULATION. DERIVATION: THE ABOVE DESCRIBED PROPERTY IS ALSO KNOWN AS TRACT "A" OF "SOUTH MIAMI STATION,"AN UNRECORDED PLAT PREPARED BY THE KAISER TRANSIT GROUP, A JOINT VENTURE IN OCTOBER 1982, THE SAME AS MORE FULLY DESCRIBED IN RESOLUTION R-1601-82 ADOPTED BY THE BOARD OF COUNTY COMMISSIONERS OF METROPOLITAN DADE COUNTY FLORIDA ON NOVEMBER 16, 1982. G:1VV-PGVV35241=9Vegaldesc.parcel r }F Y • Z y�4 p EXHIBIT A LEASE AGREEMENT d� i r • a 1 I V • I . EXHIBIT B LAND EXHIBIT"C" Air Rights - legal description and sketch 4 To be attached at time of commencement. EXHIBIT D BOMA Standard Method of Floor Measurement To be provided.by County. ' r 14 i 1 "sI I i r . 1 I 'v I EXHIBIT E CITY STRIP ��__��s:a ♦ ♦ ♦ ♦ �` Z♦ ♦ ♦ •sue � ♦ •� ♦ � �► � ♦ pit qlw ZAIW, A URN PAD. 7A a*Aga" FAFA -4 "i'lWA WA�I V R VA � AN AIP r • - i 4QWv 1 MEX ARTICLE'1 Agreement . . . . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . . 2 Section 1.1 _ Operation and Management . . . . . . . • • • • • • • • - • • • • 2 Section 1.2 Standard of Operation . 3. Section 1.3 Duties . . . . . 3 Section 1.4 Term of Agreement,, . . . . . . . . . . . . . . . . . . . . . . 5 Section 1.5 Condi"tionsPrecedentto Effectiveness Agreement.i :-: . . ..... . . . . ..... . . 5 Section 1.6 Conditions Precedent.to:ConiMencement-of t Refurbishment . . . 6 ARTICLE:2 Definition of Certain Terms . ... 7, Section 2.1 Terms Defined . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 ARTICLE 3 Owner's Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 Section 3.1 Owner's Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 Section 3.2 Payment of Owner's Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 Section 3.3 Gross Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 Section 3.4 Owner's Right to Verify and Audit - Information Submitted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 Section 3.5 Late Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 Section 3.6 Payment Where Operator Sells,Assigns or Transfers Ownership . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 Section 3.7 Exempt Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 Section 3.8 Discontinued Use of Station or System . . . . . . . . . . . . . . . . . . . . . . . . . . 20 ARTICLE 4 Use and Refurbishment of Premises . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 Section 4.1 Land Uses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 Section 4.2 Development Rights . . . . • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • 22 Section 4.3 Conformity of Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 Section 4.4 Design Plans; MDTA Review and Approval Process . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 Section 4.5 Construction Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 Section 4.6 "As-Built" Plans and Plat . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 Section 4.7 Operator Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 Section-4.8 Costs of Refurbishment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 Section 4.9 Progress of Construction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 -- EXHIBIT G LEASE AGREEMENT Section 4.10 Ownership of Improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 Section 4.11 Mutual Covenants of Non-Interference . . . . . . . . . . . . . . . . . . . . . . . . . . 29 Section 4.12 Connection to Additional Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29. Section 4.13 Connection Rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30 Section 4.14., Off site Improvements . . . . . . . . . . . . . . . . . . . . 31 Section 4.15 Construction of Pedestrian Bridge . . . . . . . . . . . . . . . . ... . . . . . . . . . . . . 31 Section 4.16 Signage_and Landscaping of Entrances . . . . . ... . . . ... . . . . . . ... . . . ... . 32 Section 4.17 Designation of Owner's Representative . . . . . . . . . . . . . . . . . . . . . . . . . . 32 ARTICLE 5 Payment of Taxes, Assessments.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33 Section 5.1 Operator's Obligations-for;Irnpositions: : : . . . . . . . . . . . . : . . . . . . . . 33 Section 5.2 Contesting Impositions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ..35 ARTICLE 6 Surrender .. . . . . . . . . . . . . : . . . . :.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36,. Section 6.1 Surrender of Managed Premises: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36 Section 6.2 Removal of Personal Property or Fixtures . . . . . . . . . . . . . . . . . . . . . . . . 36 Section 6.3 Rights to Personal Property After Termination or Surrender . . . ... . . . . . . . . . . . . . . . . . . . . . . . . . . 37 Section 6.4 Survival . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37 ARTICLE 7 Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ... . . . . . . . . . . . . . 37 ARTICLE 8 Operation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 Section 8.1 Control of Managed Premises . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 Section 8.2 Non-Interference . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 Section 8.3 Repair and Relocation of Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39 Section 8.4 Rights to Erect Signs; Revenues Therefrom . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 Section 8.5 Owner's Signs Upon Managed Premises . . . . . . . . . . . . . . . . . . . . . . . . . 42 Section 8.6 Parking Limitations and Priorities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .42 ARTICLE 9 Repairs and Maintenance of the Premises . . . . . . . . . . . . . . . . . . . . . . . . . . . . .... 43 Section 9.1 Operator Repairs and Maintenance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43 Section 9.2 Owner Repairs and Maintenance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 ARTICLE 10 Compliance with Laws and Ordinances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 Section 10.1 Compliance by Operator . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Section 10.2 Contest by Operator . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ... . . . . . . . . . . 45 -ii- ARTICLE 11 Discharge of Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45 Section 11.1 Operator's Duty .. . . . . . . . . . . . . 45 Section 11.2 Owner's Duty . . . . . ... . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46 ARTICLE 12 `Use of P.iernises . . . . r... ... . . . . ..... . . . . ... . . . . . . . . . . . , . . .46 Section 12.1. Use of Managed Premises-:by.Operator . . . ... . . ... . . . . . . . . . . . . . 46 Section 12.2 Dangerous Liquids and:Materials. . . . . . . . . ... ... . . . . . . . . . . . . . . ..... . 47, Section 12.3 Operator's-Duty4nd-Ownees;.Right of Enforcement Against°Operator and Successor and Assignee ... . . . . .. . . . . . . . . . . . . . . . . . . . 48 ARTICLE 13 Entry on Premises=by-Owner. . . . . . . . . . . . . .... . . . . . . . . . . . ... . . . .. ... . . . .49 - Section 13.1 Inspection by Owner of Managed Premises . . . . . . . . . . . . . . . . . . . . . .49 Section 13.2 Limitations on Inspection . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50 ARTICLE 14 Limitation of Liability . . . . . . . . . . . . . . . . . .I. . . . . . . . . . . . . . . . . . . . . . . . . . . 50 Section 14.1 Limitation of Liability of Owner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50 Section 14.2 Limitation of Liability of Operator . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50 ARTICLE 15 Damage and Destruction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50 Section 15.1 Owners Duty to Restore . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50 Section 15.2 Owner's Duty to Repair and Rebuild Station . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51 Section 15.3 Loss Payees of Operator-Maintained Property Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52 Section 15.4 Repairs Affecting Station or Managed Premises . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53 Section 15.5 Abatement of Owner's Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . ... . 53 ARTICLE 16 Security Interests,Transfers, Sublicenses, Transfer of Operator's Interest,New Agreement and Agreement in Reversion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54 Section 16.1 Right to Transfer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54 Section 16.2 Right to Encumber . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 59 Section 16.3 Notice to Owner of Security Interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . 61 Section 16.4 Notices to Secured Party(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 61 -iii- Section 16.5 Right to Cure Default of Operator . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 62 Section 16.6 Estate in Reversion and Assignment in Lieu of Foreclo sure.,,.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 66. Section 16.7 . Rights to Sublicense and:., - Non-Disturbance to Sublicensees . . . . ... . . . . . . . . . . . . . . . . . . 67 Section 16.8 Estoppel Certificates from Owner . . .... . . . . . . . . . . . . . . .. . . . . . . . . . . 69 Section 16.9 Limited Waiver of Owner Lien . . . . . . . . . ... . ... . . . . . . . . . . . . . ... ..... 69 Section 16.10 No Subordination or,Mortgaging of Owner's;Fee..Title.,..... . . . . . ... . . . . . . . . . . . . . . . . . . . . . . . .. . . 69 ARTICLE 17 Eminent Domain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ... . . . . . . 70 Section 17.1 Taking of-Eritire Premises. . .. . . . . . . . . . . ... ... . . . . . . . . . . . . . . . . . . . 70 Section 17.2. Proceeds of,Taking 71 Section 17.3 Partial Taking; Termination of Agreement . . . . . . . . . . . . . . . . . . . . . . . 72 Section 17.4 Partial Taking;'Continuation-of,a Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 73 Section 17.6 Additional Takings .-. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75 Section 17.7 Inverse Condemnation or Other Damages . . . . . . . . . . . . . . . . . . . . . . . . 76 Section 17.8 Taking by Owner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 76 Section 17.9 Involuntary Conversion . . . . . . . . . . ... . . . . . . . . . . . . . . . . . . . . . . . . . . 78 ARTICLE 18 Default by Operator or Owner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78 Section 18.1 Events of Default of Operator . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . 78 Section 18.2 Failure to Cure Default by Operator . . . . . . . . . . . . . . : . . . . . . . . . . . . . 80 Section 18.3 Rights of Secured Party(s). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 81 Section 18.4 Surrender of Managed Premises . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84 Section 18.5 Rights of Owner After Termination . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84 Section 18.6 No Waiver by Owner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 85 Section 18.7 Events of Default of Owner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 86 Section 18.8 Failure to Cure Default by Owner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 86 Section 18.9 No Waiver by Operator . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 87 ARTICLE 19 Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 88 Section 19.1 Addresses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . :. :88 Section 19.2 Method of Transmitting Notice . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ... 89 ARTICLE 20 Quiet Enjoyment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 89 Section 20.1 Grant of Quiet Enjoyment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 89 ARTICLE 21 Certificates by Owner and Operator . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 90 Section 21.1 Operator Certificates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 90 Section 21.2 Owner Certificates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91 -iv- ARTICLE 22 Construction of Terms and Miscellaneous . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92 Section 22.1 Severability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92 Section 22.2 Captions . . . . :,...... ... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92 Section 22.3 Relationship of Parties .. . .... . . . . . . . . . ... . . . . . . . . . . . . . . . . . . . . . . . . 92 Section 22.4 Recording: . . : ... . . . . . . . . ... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .93. Section 22.5 Construction . . . . . . . . . . ... . . . . . . . . ... . . . . ... . . . ... . . . . . . . . . .:93 Section 22.6. Consents . . . .. . . . . . . ... . . . . . . . . . . . . . . . . ... . .,. ........ . . . . . . . 93 Section 22.7_..,Entire.Agreement:- ... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 94 Section 22:8-. _Successors and Assigns . . . ... . . . . . . . . . . . . . . . . . . . . . . . . . . 94 Section 22.9 Station!and System Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 94 y Section 22:10 Holidays . : : . . . .... . . . . . . . . . . . . ... . . . . . . . . . . . . . . . . . . . . . . . . . . . 95 Section 22.1.1:.,Exhibits:'... . . : ..... ... . . ... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ... 95 Section 22:12-,.Protest.-Payments";,;. - ... . . . . . . . . . . ... . . . . . . . . . . . . . . . . . 95 ARTICLE 23 Representations-and.Warranties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96 Section 23.1 . Owner's Representations and Warranties . . . . . . . . . . . . ... . . . . . . . . . . . 96 Section 23.2 Operator's Representations and Warranties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98 ARTICLE 24 Equal Opportunity . . . . . . . . . . . . . . . . . . . . I . . . . . . . . . . . . . . . . . . . . . . . . . . . 98 ARTICLE 25 Disadvantaged Business Enterprise("DBE") . . . . . . . . . . . . . . . . . . . . . . . . . . 100 Section 25.1 Policy . . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100 Section 25.2 DBE Obligation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100 Section 25.3 Operator's Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 101 Section 25.4 Remedies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 101 Section 25.5 Reports . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 102 Section 25.6 Discrimination Prohibited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 102 -v- PARKING ARAGE OPERATION AND MANAGEMENT AGREEMENT THIS PARKING GARAGE OPERATION AND MANAGEMENT AGREEMENT ("Agreement")dated as of the_day of , 1999,made by and between MIAMI-DADE COUNTY, a political subdivision of-,the State of Florida, through MIAMI-DADE-TRANSIT. AGENCY,having its principal office and place of-business at 9th Floor, Miami-Dade Center, 11=1--,- . NW 1st Street,Attention: Director, Miami-Dade Transit Agency,'Miami;Florida 33128 ("Owner" or " DTA"), and HON STATION LTD:;a Florida limited Partnership having an M office and place of business at 742 N.W. 12th Avenue, Miami;..Florida;,33136 ("Operator"). .WITNE'SS'ET-H A. Owner, as "Landlord," and Operator, as "Tenant," are parties to the South Miami Metrorail Lease ("Lease");:entered into concurrently herewith and to be recorded in the Public Records of Miami-Dade County, Florida, as it may be amended from time to time. (Capitalized terms not otherwise defined in Article2 hereof shall have-the definitions given those terms in the Lease.) B. Owner owns certain real property located in Miami-Dade County, Florida,as more particularly described on Exhibit "A" attached hereto and made a part hereof(the "Parcel"), upon which it operates a Metrorail Station,two parking garages, and bus bays. C. Owner and Operator,as Landlord and Tenant under the Lease,recognize the potential for public and private benefit through a joint use development of the Parcel in order to promote Metrorail usage and to fiuther economic development in Miami-Dade County. D. In order to enhance such potential public benefit and to facilitate the economical operation of the Demised Premises under the Lease, Owner desires for Operator to manage and operate,and Operator desires to manage and operate for Owner,a parking garage located adjacent to the Demised Premises, in conjunction with the Lease. E. It is hereby mutually covenanted and agreed by and between the parties hereto that this Agreement is made upon the agreements,terms,covenants and conditions hereinafter set forth. ARTICLE 1 Agreement Section 1.1 Operation and Management. In accordance with(a)the powers granted to Owner pursuant to authority properly delegated by the Florida legislature; (b) the authority to enter into management and operation agreements regarding real property belonging to Miami-Dade County; and_(c) the Metrorail Joint Use Policy contained in Resolution R-1443A-81,adopted on September 28, 1981; and for and in consideration of the fees,covenants and agreements specified herein,Operator agrees,pursuant to the terms of this Agreement, upon and subject to the conditions and limitations herein expressed, to manage and operate the Managed Premises described in Exhibit "B" hereto. Section 1.2 Standard of Operation. Operator shall.operate and manage the Managed Premises as a public parking facility subject -. to the terms of this Agreement andethe:Lease. Operator agrees to operate in an efficient manner and to make every reasonable effort to maximize revenues and minimize operating-costs of the Managed. Premises. It-is expressly,understood and agreed-that the.:Managed=Premises~shall.be open for business, at a minimum, duringalLsuch:periods that the System operates,-plus one-half(1/2)hour before the System begins its-daily operations and-one-half(1/2):hour,after.the System ceases its daily operations. The standard,of operation�and-management.shall.be-similar to'that of similar suburban parking garages located in the immediate area.and,.subject°to.similar uses.and restrictions. Section 1.3 Duties. The duties of the Operator shall be performed,at-Operator's expense except as may otherwise be set forth herein, in accordance with all applicable Laws and Ordinances, and shall include, but not be limited to the following: (a) Hiring, training and supervising of all Pe rsonnel employed for the operation of the . Managed Premises; (b) Establishing and implementing appropriate security procedures for the Managed Premises and the Managed Premises users of and vehicles in the Managed Premises at all times,and for such other portions of the Station or the Parcel as the parties may agree to from time to time, upon terms satisfactory to both parties; (c) Operating and maintaining,the Managed Premises and the immediately-surrounding perimeter landscaping (to the extent such landscaping is not maintained by Owner or its agents), including the elevators, stairwells, and adjoining sidewalks; (d) Submitting reports of operations as set forth herein; (e) Collecting and depositing, and creating and maintaining records relating to the collection and deposit of, revenue derived from the operation of the Managed Premises, and maintaining revenue,expense,parking activity and such other accounting and statistical records as are required or requested by the Owner from time to time upon terms satisfactory to both parties; (f) Performing such non-structural repairs,replacements,upgrades,and modification of the Managed Premises and its operating equipment,fixtures and furnishings as are necessary to meet the standards of operation required by this Agreement; -2- (g) Refurbishing the Managed Premises as described herein in order to improve efficiency, aesthetics and physical condition, all in accordance with the Preliminary Plans and the terms of the Lease; and :(h) Performing such otherrduties,or services as the Owner and Operator may lawfully agree upon from time to time, upon terms satisfactory to both parties. Section 1.4 . ,Term of Agreement: .(a)` The.term of this Agieement-shall be the lesser of(i)ninety`(90)'years, commencing on the "Commencement Date".and ending-on the date -which As ninety k(90);-years' from the Commencement Date, or (ii) for such period of time as Tenant leases all or part of the Demised Premises pursuant to the Lease. The obligation to pay rent hereunder shall begin on the Commencement Date. (b) Owner shall deliver possession of the Managed Premises,together with the Demised Premises, on the Commencement Date, at which time Operator shall take possession thereof. Section 1.5 Conditions Precedent to Effectiveness of Agreement. This Agreement shall not become effective unless and until the following have occurred: (a) The Board shall have approved and executed this Agreement; and, in connection therewith, (b) The Board shall have approved and executed the Lease. In the event the Board approves and executes the Agreement but fails to approve and execute the Lease in connection therewith, this Agreement shall be void and of no force or effect whatsoever, it being the firm intention of the parties hereto that the Lease and this Agreement are dependent one upon the other. Section 1.6 Conditions Precedent to Commencement of Refurbishm ni. Within sixty(60)days of the Commencement Date all of the following shall have occurred: (a) Operator shall have begun complying with the MDTA submittal and review process by submitting the Preliminary Plans for the first 15%of the planned Refurbishment of the Managed Premises; (b) Owner shall have provided to Operator Owner's preliminary plans for any other work Owner desires Operator to perform on the Parcel in conjunction or concurrently with the planned Refurbishment; and (c) Operator shall have submitted to Owner: -3- (i) a copy of a letter of intent that Operator has received from a recognized lending institution, such as any federal, state or municipal governmental agency or bureau, bank, savings bank, savings and loan; pension fund;insurance company, real estate investment trust,tax credit syndication entity, or other real estate investment entity,-Ao finance, construction and performance ofthe Refurbishment; and (ii) executed performance-bonds to.:guarantee that: the tconstruction 7 of,.the improvements in the-Refurbishment wilt'.be :completed-within one (1) year of the data of commencement thereof. 7he.amount of such-bonds_shall be equal.to the hard construction costs such construction of improvements in the,Refurbishment. Each 'bond shall name Owner as beneficiary. thereof and:shall be issued.by.:a.surety.acceptable to-the Owner:.,:.:- .,,::a ARTICLE 2 Definition of.Certain Terms,;: Section 2.1 Terms Defined. The following terms, when used in this Agreement, shall be defined as set forth.below. (a) Agreement Year shall mean each separate and consecutive period of twelve(12)full calendar months beginning upon the first day of the first month following the Commencement Date and upon each anniversary of such date thereafter until the expiration of the Agreement. (b) Board shall mean the Board of County Commissioners of Miami-Dade County, Florida. (c) C-Q&shall mean the Code of Miami-Dade County or the Code of the City of South Miami (as the context indicates). (d) Commencement Date shall mean the date possession of the Managed Premises and the Demised Premises are delivered to Operator/Tenant. (e) Commencement of Construction and "commenced" when used in connection with construction or performance of Refurbishment shall mean the earlier of the filing of the notice of commencement under Florida Statutes Section 713.13 or the visible start of work on the site; such filing of notice or visible start of work must occur after Operator has received a permit,if applicable, for the particular work of Refurbishment on which construction is proposed to commence. (f) Completion of Construction shall mean the date a Certificate of Occupancy or a Certificate of Completion, as applicable, is issued. -4- (g) Construction Plans shall consist of final design plans for the refurbishment of the Managed Premises as approved by MDTA, the drawings and specifications for which are in the format with:sufficient detail as required to obtain building permits for such improvements and as further described in Article 4 herein. (h) Demised Premises shall-mean collectively the leased property described in Exhibit "F" of the Lease.-t (i) Event(s) of Default shall have the meanings ascribed to such term in Sections 18.1 and 18.7 herein: 0) Fair Market Value shall be that sum which, considering all of the circumstances, would be arrived at by_good,,faith,,fair, arm's-length negotiations between an owner willing to sell and an independent third party purchaser willing to buy, neither being under any pressure. (k) Foreclosure Purchaser shall have the meaning ascribed to such term in Section 18.3(b) herein. (1) Gross Income shall have the meaning ascribed to such term in Section 3.3. (m) Impositions shall mean all ad valorem taxes, special assessments, sales taxes and other governmental charges and assessments(if any)levied or assessed with respect to the Managed Premises and the activities conducted thereon or therein. (n) Law and Ordinance or Laws or Ordinances shall mean all present and future applicable laws,ordinances,rules,regulations,authorizations,orders and requirements of all federal, state, county and municipal governments, the departments, bureaus or commissions thereof, authorities,boards or officers,any national or local board of fire underwriters,or any other body or bodies exercising similar functions having or acquiring jurisdiction over all or any part of the Managed Premises or the Demised Premises or the Parcel. (o) L=shall mean the Lease and all amendments,supplements,addenda,renewals or any lease delivered pursuant to Article 17 of the Lease, and all amendments, modifications, extensions,options and renewals thereof. (p) Managed Premises shall mean all of Parking Garage Two, together with perimeter landscaping as described on Exhibit "B" attached hereto and made a part hereof, subject to and reserving unto Owner(i)the right to use and occupy the parking spaces and office space located in the Managed Premises and currently occupied by MDTA Parking Enforcement facilities; (ii) the rights of the permittees listed on Exhibit "C" to use and occupy certain parking spaces for limited periods of time in accordance with the terms of their respective permit agreements;(iii)the right for vehicles owned by Miami-Dade County and driven by employees of Miami-Dade County while pursuing County business to park in the Managed Premises at no charge; and(iv) for the benefit of -5- the public, the right to park in the Managed Premises and the right of vehicular and pedestrian ingress,egress and passageway to allow utilization of such parking spaces so long as the appropriate fees shall have been paid in°connectionwith such rights. (q) Q shall mean,on the Commencement-Date,Hometown Station,Ltd.,-a Florida - limited partnership. Thereafter, "Operator" shall mean the owner(s) at the time in question of the~ , Operator's interest under this Agreemen t or,under the Lease, asrthe context indicates: (r) Owner shall;mean;.ontthe"Comniencement Date;Miami-Dade County;.a:political, r subdivision of the State of:Florida,through Miami=Dade Transit Agency:Thereafter, '.Owner" shall - mean,the owner atthe time in.question,of 0wnees,,interest in the Managed Premises: (s) Owner's Revenue shall.have the meaning ascribed to-that term in Article 3 hereof. (t) Parking Garage One shall.mean the triangular parking,garage portion of the Demised- Premises, as more specifically described in Exhibit "B" attached to the Lease. (u) Parkinge Two shall mean the rectangular parking garage,as more specifically described in Exhibit"B" attached hereto and made a part hereof. (v) Parking Pass shall mean a prepaid permit to park in parking facilities owned or controlled by Owner, including the Managed Premises, for which permit Owner_ is paid in connection with use of the Metrorail. (w) Pedestrian Bridge shall mean a pedestrian access bridge over U.S. Highway 1 providing access from the east side of that highway to the Station and/or the Parcel and/or Parking Garage Two. (x) Permit shall mean any permit issued or to be issued by the appropriate agency or person, including but not limited to applicable permits for construction, demolition, installation, foundation, dredging, filling, the alteration or repair or installation of sanitary plumbing, water supply,gas supply,electrical wiring or equipment,elevator or hoist,HVAC,sidewalk,curbs,gutters, drainage structures,paving and the like. (y) Plans and Snecifications shall mean the plans and specifications for all the work in connection with the alteration, construction, reconstruction and refurbishment of the Managed Premises required to be done or performed hereunder, and shall include any changes, additions or modifications thereof,provided the same are approved as provided herein. (z) Possession Date shall mean the Commencement Date. (aa) Preliminary Plans shall have the meaning ascribed to such term in Article 4 herein. -6- (bb) Project shall mean the overall joint development of the Managed Premises and of all Phases of the Demised Premises(including activities pursuant to this Agreement as well as pursuant to the Lease)contemplated by the Proposal., 1 (cc) Proposal shall mean the response of Operator/Tenant to the request for proposal for joint development at the South Miami Metrorail Station, as such proposed development may be amended and/or revised from time to-time.-r­. (dd) Public Areas shall mean those areas of the Demised Premises and the Managed Premises, both enclosed and unenclosed, generally available and open to-the.public during normal business hours, but shall not-include common.areas_of.the Residential. Component:and the Commercial Component..,n: (ee) Refurbishment shall mean all,work to-refurbish; repair(excluding structural repairs not caused by..any act of Operator) and improve the"Managed Premises as.contemplated by the Proposal, including but not limited to painting,addition of lighting,provision of graphics,addition of landscaping and other improvements to both the interior and exterior.of_the Managed Premises, the reconfiguration and construction of the passenger drop-off driveway and bus loading areas and other modifications and improvements to the Managed Premises and the Parcel as are agreed to by the parties. (ff) Security Intere st shall mean a security interest or mortgages or other similar security agreements given to any Secured Party of the interest of Operator under this Agreement,and shall be deemed to include any security interest,collateral assignment,or trust indenture under which the Managed Premises and/or Operator's rights under this Agreement shall have been encumbered. (gg) Secured Party shall mean any recognized lending institution, such as any federal, state, county or municipal governmental agency or bureau,bank, savings and loan, pension fund, insurance company, real estate investment trust, tax credit syndication entity, or other real estate investment entity, savings bank, whether local, national or international, and the holder of any purchase money Security Interest given back to a transferor,that is or becomes the holder, secured party or beneficiary under any Security Interest and the successors or assigns of such holder,secured party or beneficiary, and shall be deemed to include the trustee under any such trust indenture and the successors or assigns of such trustee. (hh) Station shall mean the South Miami Metrorail Station portion of the System located on the Parcel. (ii) Sublicensee shall mean the licensee or sublicensee, its successors or assigns,under a Sublicense. (jj) Sublicense shall mean license or sublicense agreement between Operator and a third party for the use or occupancy of space on or within the Managed Premises. (kk) System shall mean the Miami-Dade County Transit System including, without limitation,all trains, buses, fixed guideways, stations,parking lots and parking structures, Parking Garage One (subject to the Lease), Parking-Garage Two, drop offfpickup�areas;,bus stops and shelter's, bus bays, streets and sidewalks,.,maintenance facilities,.'structures and all associated .. facilities required in the operation of the System: _. Il shall_ ,mean the,exercrse�:o the power o errunent-domain-as described in,,- Article 1°77:. (mm) Unavoidable Delays are delays beyorid:.the control•of-a'party required to.:perform, - such as-(but not limited to)delays due to"striies;.:acis of.God;floods- fires;any-,act;negleet:or-failure:; to perform-of or by the:O-caner;enemy action ,.civil:disturbance;sabotage;restraintby:,court or public:, authority; litigation oradministrative challenges.by.third..parties:.to the-execution of this Agreement. ., or the Lease or the procedures'leading to their execution;or moratoriums. The obligated party.shall be entitled to an extension.of time because of its-inability to.:meet a°.tirne frame or.,.deadline Specified : in this Agreement where such inability is caused by an Unavoidable Delay,provided that such party shall,within fifteen(15)days after it has become aware of such Unavoidable Delay; give notice to the other party in writing of the causes thereof and the anticipated time extension necessary to perform. Neither party shall be liable for loss or damage or deemed to be in default hereof due to any such Unavoidable Delay(s), provided that such party has,notified the other as specified in the preceding sentence and further provided that such Unavoidable Delay did not result from the fault, negligence or failure to act of the party claiming the delay. ARTICLE 3 Owner's Revenue Section 3.1 Owner's Revenue. During the term of this Agreement and the Lease, Operator shall pay to Owner as Owner's Revenue five percent (5%) of aggregate gross income generated from all uses of the Managed Premises. Section 3.2 Payment of Owner's Revenue. Operator shall prepare and submit to Owner a separate statement of Gross Income for the Managed Premises for each Agreement Year,certified as being accurate by a reputable,independent certified public accountant selected by Operator. Owner's Revenue shall be paid to Owner within one hundred twenty (120)days after the end of each Agreement Year. Section 3.3 Gross Income. -8- "Gross Income" shall mean all monies paid for the occupancy of space within the Managed Premises (whether paid to Operator or to a sublicensee of Operator), and shall include but not be limited to: - (a) any revenue or fees received by virtue'of the rights described in Section'8.4 below; (b) any monies realized in lieu of revenue or fees pursuant to claims asserted under any business interruption insurance, rental income=:insurance proceeds,-or,excess property insurance as described in Article 15;"and (c) any compensation-derived for connection-rights. >- •Gross Income shall not include: (i) the cost of sewer,water,electricity, internal telecommunications, any.other charge for utilities separately metered as well as any other cost which.is separately charged and paid ' directly by a Sublicensee to the utility company or company imposing such charge, and insurance; (ii) any tax,excise or other charge levied by any governmental authority which is collected either directly by such authority or by Operator from a Sublicensee,and remitted to such authority either directly or by Operator; (iii) payments made to Operator by an insurer or by a Sublicensee for casualty losses or damages sustained to the Managed Premises (to the extent such payments are-used by Operator to repair or restore the Managed Premises); (iv) any monies received by Operator which it is under a good faith, legal or contractual obligation to return or pay to a third party as loan repayment or for services rendered for, or goods supplied to,the Project,and which is not in lieu of rent or fees; (v) any monies received by Operator for the sale, assignment or transfer of its rights hereunder, but subject to Sections 3.7 and 16.1(k)herein;or (vi) any monies realized by or paid directly to Owner by users of the Station and the System for Parking Passes. . Section 3.4 Owner's Right to Verify and Audit Information Submitted. Owner may, during normal business hours and upon ten (10) weekdays' written notice to Operator, inspect,take extracts from and make copies of Operator's(or, if applicable, Sublicensee's) books and records pertaining to the Managed Premises for the purpose of verifying any statement submitted to Owner as required by this Agreement. Owner may,at its option and at its sole expense, conduct or cause to be conducted an audit to verify the Gross Income received by Operator(or any Sublicensee)from the operation of the Managed Premises for any Agreement Year or to verify any -9- assignment or sale of any stock or partnership or other interest in Operator which in the aggregate does not exceed forty-nine percent(49%), so long as such transfer, assignment or sale occurs prior to the commencement of construction,on Phase II (the Office Component), or (c) the transfer, assignment, sublicense, or sale of Operator's interest in this Agreement or the.Managed Premises to Central Parking Systems or other entity engaged.in the professional operation and management of parking facilities. Section 3.8 ..=..:,Discontinued Use:of Station.yr.. ystem. In the event-.Owner determines to discontinue, curtail,:or cease the operation of the Metrorail-Station or System, which under.the: term of this Agreement and otherwise it has'agreed..to.operate,_iwaddition to any other-rights-,.- Operator has hereunder; (a) Operator shall have the right .to- terminate. this Agreement:and its::.., obligations hereunder by giving' written :notice to Owner within six-�(6) months, after -such discontinuance, curtailment or-cessation, and the obligations of Operator to pay Owner's Revenue, under this Agreement shall be abated as of the date of the giving of such notice,and in such event,. this Agreement shall terminate fifteen(15)days.following Owner's receipt of notice-of termination;, and(b)in the event Operator does not terminate this Agreement as set forth above, Operator shall become entitled to an abatement in Owner's Revenue on an equitable basis taking into consideration the amount and character of the space, the use of which is denied the Operator, as compared with the entire Managed Premises, and the period of time for which such use is denied to Operator. ARTICLE 4 Use and Refurbishment of Premises Section 4.1 Land Uses. (a) Operator and Owner agree,for themselves and their successors and assigns,to devote the Managed Premises to the uses specified in this Agreement, or for other or additional uses to which the parties have in good faith agreed; and to be bound by and comply with all of the provisions and conditions of this Agreement. (b) The parties recognize and acknowledge that the manner in which the Managed Premises is used and operated are matters of critical importance to Owner and to the general welfare of the community. Operator will use reasonable efforts to operate and manage the Managed Premises in a manner which (i) enhances the ridership and usage of the System, and (ii) creates strong access links between the Demised Premises,the Managed Premises and the System. (c) Operator shall establish such reasonable rules and regulations governing the use and operation by users of the Managed Premises as Operator shall deem necessary or desirable in order to assure the level of quality and character of operation of the Managed Premises required herein; and Operator will use reasonable efforts to enforce such rules and regulations. Section 4.2 Development Rights. (a) Development Rights. It is intended that.the.,Demised Premises and the Managed Premises will be developed. in four(4) Phases as set forth in Section 32.of the Lease andin.the Preliminary Plans;and that in- : connection therewith the Operator.-may sublicense-portions-of the Demised Premises'and the Managed Premises, which.'sublicense°interests andi the interest of Operator hereunder:may be .. encumbered-,by Security Interest(s)held:by different lenders. In connection with this.contemplated development, the, parties agree:that Owner will join in,such easements;l restrictive-,covenants easement vacations or modifications and such other documents as..may:be necessary for.Tenant,to develop,and use-the.:Demised Prernises•and for .Operator ao-operate the_Managed-,Premises in accordance with thePreliminary Plans:and in&manner otherwise:.permitted•hereunder;lprovided that such joinder by Owner shall.-be.-at no cost=to.Owner:other-than its:costs of review,and also provided that the.location,terms, and form of any such easements.orrother=documents shall be.reasonably - acceptable to Owner. (b) Miami-Dade Conn , 's Rights as Sovereign. It is expressly understood that notwithstanding any provision of this Agreement,the Lease,and Miami-Dade County's status as Owner thereunder: (i) Miami-Dade County retains all of its sovereign prerogatives and rights as a county under Florida laws (but not in regard to its status as Owner and the performance of its contractual duties hereunder)and shall in no way be estopped from withholding or refusing to issue any approvals of applications for building or zoning; from exercising its planning or regulatory duties and authority; and from requiring development under present or future Laws and Ordinances of whatever nature applicable to the design,construction and development of the improvements and Refurbishment provided for in this Agreement; and (ii) Miami-Dade County shall not by virtue of the Lease or this Agreement be obligated to grant Operator, the Demised Premises, the Managed Premises or the Project any approvals of applications for building,zoning,planning or development under present or future Laws and Ordinances of whatever nature applicable to the design,construction and development of the Buildings and other Project improvements and Refurbishment provided for in the Lease and in this Agreement. Section 4.3 Conformity of Plans. Preliminary Plans and Construction Plans and all work by Operator with respect to the Managed Premises and to Operator's Refurbishment thereof shall be in conformity with this Agreement,applicable building Codes,and all other applicable federal,state, county and local laws and regulations, including applicable provisions of the Fire Life Safety Criteria found in the Metrorail Compendium of Design Criteria. Volume I. Chapter 9. -12- Section 4.4 Design Plans: MDTA Review and Approval Process.._ (a) Operator shall submit design and construction documents to-MDTA for review, coordination,and approval of the planned Refurbishment. For each submittal,Operator shall submit eight sets of prints,with the date noted on each print. (b) :`_At.15%of the overall-design completion..oftthe.Refurbishment,:Operator.shall submit, conceptual siteYlayouts and plans, sections,and elevations Ito MDTA,for review.in conformity-with ,.; applicable building codes,federal,_state,county-and local.laws and regulations,including;applicable - - provisions of:the Metrorail Compendium of Design Criteria.-and_the-Urban.Desigh,Manual.for..: Miami-Dade County.. . (c) • At 85%design completion of the Refurbishment, Operator shall submit drawings; conceptual site;layouts and plans, sections; elevations and pertinent documentation-to MDTA for review. (d) At 100%design completion of the Refurbishment, Operator shall submit to MDTA . the Final Design Plans. MDTA shall review these plans to ensure that all previous MDTA comments to which the parties have agreed have been incorporated therein. However,Operator may request reconsideration of any comments made by MDTA. (e) Upon receipt of each of the above-mentioned submittals,MDTA shall review same and shall, within thirty.(30) business days after receipt thereof, advise Operator in writing of its approval or disapproval, setting forth in detail its reasons for any disapproval. In the event of a disapproval,Operator shall,within thirty(30)days after the date Operator receives such disapproval, make those changes necessary to meet MDTA's stated grounds for disapproval or request reconsideration of such comments. Within thirty(30)days of MDTA's response to such request for reconsideration, Operator shall, if necessary, resubmit such altered plans to MDTA. Any resubmission shall be subject to review and approval by MDTA, in accordance with the procedure hereinabove provided for an original submission, until the same shall receive final approval by MDTA. MDTA and Operator shall in good faith attempt to resolve any disputes concerning the Plans. (f) Upon the approval of the Final Design Plans for the Refurbishment,such design shall be the construction plan for the Refurbishment. In the event any material change occurs after approval of the Final Design Plan for the Refurbishment,then Operator must resubmit the changed portions of the construction plans for MDTA's reasonable approval. Section 4.5 Construction Plans. -13- Operator shall give Owner final site and elevation plans for the Refurbishment prior to submittal for the building permits... All Construction-Plans must be in conformity with the Final Design Plans approved for the Refurbishment by MDTA._ Section 4.6 "As-Built" Plaos and Plat. At the completion of the entire.Project;:Operator-shall.provide to Owner eight sets of".as- ' . .r built"construction plans:-Upon receipt of such plans or at any earlier date mutually:agreed . r .. _ . to by the parties, Owner shall, at its expense ocause:.the Parcel,:ae Managed Premises and tthe_ Demised Premises to�be platted, -and Operator agrees.,to--cooperate in such efforts at no:cost to Operator. Section 4.7 Operator Obligations: = MDTA approval of any concept plans pursuant to this Article 4 shall not relieve Operator of its obligations under law to file such plans with any department of the County or any other governmental authority having jurisdiction over the issuance of building or other Permits and to take such steps as are necessary to obtain issuance of such Permits. Owner agrees to cooperate with Operator in connection with the obtaining of such approvals and Permits. Operator acknowledges that any approval given by MDTA as Owner pursuant to this Article 4 shall not constitute an opinion or agreement by MDTA that the plans are structurally sufficient or in compliance with any Laws or Ordinances,codes or other applicable regulations,and no such approval shall impose any liability upon MDTA. Operator shall include a provision in each Security Interest which will vest MDTA with all right, title and interest in the Construction Plans and specifications for the Refurbishment financed thereby, should an Event of Default occur, and the affected Secured Party does not elect to construct and complete the Refurbishment. Section 4.8 Costs of Refurbishment. Owner shall not be responsible for any costs or expenses of construction of the Refurbishment. Section 4.9 Progress of Construction. Subsequent to the Delivery of Possession of the Managed Premises to Operator, Operator shall submit monthly reports to MDTA of the progress of Operator with respect to the Refurbishment. Operator,by executing this Agreement,represents it has visited the site, is familiar with local conditions under which the Refurbishment is to be performed,will perform all applicable test borings and subsurface engineering generally required at the site under sound and prudent engineering practices, and will correlate the results of the test borings and subsurface engineering and other available studies and its observations with the requirements of the Refurbishment. Operator shall restore the site to a condition substantially similar to its pre-testing condition after all testing, and shall provide the Owner with a copy of all test results. The Owner makes no warranty -14- as to soil and subsurface conditions. Operator shall not be entitled to any adjustment of revenue payments or of any applicable time frame or deadline under or this Agreement in the event of any abnormal subsurface conditions unless the subsurface.conditions are.so unusual that they could:.not have reasonably been anticipated; and in such event, time periods shall be extended by the reasonable time necessary to accommodate redesign and lengthened construction schedules resulting from that event.. Section 4.10- OwnershilZ of ImU vements. All improvements and-all material and equipment provided by.Operator or on its behalf which are incorporated into or become apart of the Managed.Premises(excepting all of the System facilities) shall, upon being added thereto or incorporated therein,-be and remain the property of-- Operator, but subject to the same (not including personal property of Operator or Sublicensees) becoming the property of Owner at the expiration or termination of this Agreement. Section 4.11 . Mutual Covenants of Non-Interference. Operator's use and operation of the Managed Premises shall not materially and adversely interfere with Owner's customary and reasonable operation of the System,unless prior arrangements have been made in writing between Owner and Operator. Similarly,Owner's use of the Station and the System shall not materially and adversely interfere with Operator's use and-operation of the Managed Premises, unless prior arrangements have been made in writing between Owner and Operator. Owner may at any time during the term of this Agreement, stop or slow down construction by Operator, but only upon Owner's reasonable determination that the safety of the System, or of the users of the System or of any employees, agents, licensees and permittees of Owner is jeopardized. Any such slowdown or stoppage shall be deemed to be an Unavoidable Delay and shall entitle Operator to appropriate extensions of time hereunder, provided that such safety hazard which caused the slowdown or stoppage is not the result of Operator's negligence or willful act. Section 4.12 Connection to Additional Utilities. (a) In connection with the Refurbishment, Operator, at its sole cost and expense, shall install or cause to be installed all necessary additional connections between the Managed Premises and the water, sanitary and storm drain mains and mechanical and electrical conduits and other utilities, whether or not owned by Owner. Operator shall pay for the additional cost, if any, of locating and installing new facilities for sewer, water, electrical, and other utilities as needed to service the refurbished Managed Premises. -15- (b) Operator's obligations hereunder shall be subject to Owner's express obligation hereunder to disclose in writing(and accompanied.by plats, surveys, legal descriptions or sketches-­ of surveys to the extent available) the location of all recorded or unrecorded easements:or licenses' affecting the Managed Premises and the-Parcel; which disclosure shall be made no later than the Commencement Date. To the best of Owner's knowledge, Exhibit "D" attached hereto and made . a part hereof sets forth all grants, restrictions,encumbrances or other agreements with respect to the Parcel and the Managed Premises,including but,not limited to agreements;with the�United States Government, the State of Florida, Miami-Dade-.County, and all agencies, departments, or'sub_ divisions of any of the foregoing, and with all utility companies and service providers relative to the operation.and maintenance of the Parcel and the Managed Premises. . Section 4.13 ' Connection Rights:. Owner hereby grants to Operator, for a period of ninety(90)years from the Commencement Date or until- the- termination- of this Agreement,'the'non-exclusive right to construct utility connections to the Station and Managed Premises subject only to the right of Owner to construct above or below grade connections between the Station and any land or facilities, excluding the Project, owned or operated by Owner or another governmental agency or entity. Section 4.14 Off-site Improvements. Any off-site improvements required to be paid or contributed as a result of the development of the System shall be paid or contributed by Owner. Any off-site improvements required to be paid or contributed as a result of Operator's refurbishment of the Managed Premises shall be paid or contributed by Operator except as may be otherwise agreed to by the parties. Section 4.15 Construction of Pedestrian BridLye. It is contemplated that there may be constructed in the firture a Pedestrian Bridge which would connect the sidewalks of the City of South Miami on the east side of U.S. Highway 1 with the Station or Parking Garage Two or some other part of the Parcel. In the event the Pedestrian Bridge is constructed, both Owner and Operator agree to cooperate with each other and with the authority or entity constructing the Pedestrian Bridge in order to provide necessary easements,and consents to facilitate the construction and use of the Pedestrian Bridge. Nothing in this provision, however, shall require Operator to bear any costs or suffer any detriment in connection with the construction and use of the Pedestrian Bridge. Section 4.16 Signage and Landscaping of Entrances. Owner agrees to cooperate with Operator in the development of plans regarding entrances to the Managed Premises and Demised Premises in order to achieve an aesthetic blend of landscaping and signage. All costs of developing such plans shall be paid by Operator. -16- Section 4.17 Designation of Owner's Representative. The County Manager or his designee shall have the power, authorityy and right, on behalf of the Owner, in its capacity as Owner hereunder, and without any further resolution or action of the County Commission, to:: (a) review and approve documents;plans;applications,:lease assignments and requests required.or. allowed by Operator to- be.submitted..to. Owner pursuant Ao:-this Article and- this Agreement;- (b) consent to actions,events,and undertakings-by.Operator for which consent is required by Owner; .. (c) make appointments of individuals or entities required to be appointed or designated by Owner in this Agreement; - (d) execute non-disturbance agreements and issue estoppel statements as provided elsewhere in this Agreement; (e) execute any and all documents on behalf of Olvner necessary or convenient to the foregoing approvals,consents, and appointments; and . (f) execute on behalf of Miami-Dade County any and all consents,. agreements, easements,applications or other documents,needed to comply with applicable regulatory procedures and secure permits or other approvals needed to accomplish the construction of any and all improvements in and the Refurbishment of the Managed Premises. ARTICLE 5 Payment of Taxes,Assessments Section 5.1 Operator's Obligations for Impositions. Operator shall pay or cause to be paid,prior to their becoming delinquent, all impositions, including, but not limited to, special assessment taxes, ad valorem taxes, and sales taxes, if any, assessed on this Agreement or Tenant's rights and obligations hereunder,which at any time during the term of this Agreement have been,or which may become a lien on,the Managed Premises or any part thereof, or any appurtenance thereto, provided,however,that: (a) If,by law,any Imposition(for which Operator is liable hereunder)may,at the option of Owner or Operator be paid in installments (whether or not interest shall accrue on the unpaid balance of such Imposition), Operator may exercise the option to pay the same, including any accrued interest on the unpaid balance of such Imposition,in installments and, in such event, shall pay such installments as may become due during the term of this Agreement;(and provided further, -17- that those installments which are to become due and payable after the expiration of the term of this Agreement,but relating to a fiscal period fully included in the term of this Agreement, shall be-paid in full by Operator); and (b) Any Imposition for which.Operator is liable hereunder relating to a fiscal period,a part of which period is,included,within the term-of this Agreement and a part of whic As included' in a period.of;time after the expiration-of the term of-this:Agreement,shalf-be adjusted between Owner and-Operator as of the:-expiration of the,term�of this�Agreemeaso-that Operator shall pay only that._portion.of such Imposition which is applicable'4to the:period of time prior to expiration of the term of this,Agreement,:and Owner,-!if so:obligated, shall pay the remainder thereof;.. (c) Any Imposition relating ao ithe period.prior,to the-Commencement.Date shall be the',}- sole responsibility and obligation of Owner.;and;: (d) If Owner transfers-its-interest in all or any portion of the Managed Premises and by virtue of such transfer all or part of the Managed;Premises,becomes subject to-ad valorem taxes,or if prior to such transfer the Managed Premises had become subject to ad valorem taxes,then from and after such transfer the new owner of the Managed Premises,and not Operator, shall be liable for and shall pay such taxes. Section 5.2 Contesting Impositions. (a) Operator shall have the right to contest the amount or validity, in whole or in part, of any Imposition, for which Operator is or is claimed to be liable, by appropriate proceedings diligently conducted in good faith but only after payment of such Imposition,unless such payment or payment thereof under protest would operate as a bar to such contest or interfere materially with the prosecution thereof, in which event, notwithstanding the provisions of this Article 5, Operator may postpone or defer payment of such Imposition if W Neither the Managed Premises nor any part thereof would by reason of such postponement or deferment be in danger of being forfeited or lost; and (ii) Upon the termination of any such proceedings, Operator shall pay the amount of such Imposition or part thereof,if any,as finally determined in such proceedings,together with any costs,fees, including counsel fees,interest,penalties and any other liability in connection. therewith. (b) Owner shall not be required to join in any proceedings referred to in this Section 5.2 unless the provisions of any law, rule or regulation at the time in effect shall require that Owner is a necessary party to such proceedings, in which event Owner shall participate in such proceedings at Operator's cost. ARTICLE 6 - Surrender . Section 6.1 Surrender of Managed Premises. Operator, on the last-day of the term.hereof, m,upon any..earlier termination of this Agreement,shall,surrender and deliver up the Managed Premises to the possession-and use of Owner without delay and, subject to the provisions of Article: 15.-herein; in;good condition. and.repair;. ..- reasonable wear and tear,acts of God,_and casualties excepted. Section 6.2 - Removal of Personal PropeM or Fixtures.­' Where furnished by or at the expense lof Operator or any Sublicensee,or secured by a lien held by either the owner or a lender financing same, signs, fiuniture, furnishings, movable trade fixtures,business equipment and alterations and/or other similar items may be removed by Operator, or, if approved by Operator, by such Sublicensee or lien holder at, or prior to, the termination or expiration of this Agreement; provided however, that if the removal thereof will damage the Managed Premises or necessitate changes in or repairs to the Managed Premises, Operator shall repair or restore (or cause to be repaired or restored) the Managed Premises to a condition substantially similar to its condition immediately preceding the removal of such furniture, furnishings,movable trade fixtures and business equipment,or pay or cause to be paid to Owner the reasonable cost of repairing any damage arising from such removal. Section 63 Rigs to Personal ProveM After Termination or Surrender. Any personal property of Operator which shall remain in the Managed Pre mises after the fifteenth (15th) day following the termination or expiration of this Agreement and the removal of Operator from the Managed Premises, may, at the option of Owner, be deemed to have been abandoned by Operator and,unless any interest therein is claimed by a Secured Party,said personal property may be retained by Owner as its property or be disposed of,without accountability,in such manner as Owner may see fit. Section 6.4 Survival. The provisions of this Article 6 shall survive any termination or expiration of this Agreement. ARTICLE 7 Insurance -19- Owner and Operator hereby agree that the terms and provisions governing the insurance required .pursuant to this Agreement are contained i& Exhibit "E" hereto, which is hereby incorporated herein by.reference. ARTICLE 8 Operation`v} _ Section 8.1 Control-of Managed Premises: (a) Owner hereby agrees that,;,subject.to;any� limitations imposed:bytthe terms:-of this Agreement,Operator shall be free to.perform and exercise its rights.under this Agreement.and shall" have exclusive control and authority to direct,operate,.<and managetheManaged Premises.Operator is hereby granted the exclusive right to-enter into=any Sublicense,license,or similar grant for any part` or all of the Managed Premises: Operatorcovenantstand agreesAo-continuously operate the Managed, Premises consistent with prudent business practices in order for the.Gross:Income generated by the Managed Premises to be reasonably comparable to that generated in'similar facilities in Miami—Dade' County which are subject to similar uses and restrictions.- - (b) Notwithstanding anything herein to the contrary, and subject to the provisions of Section 8.6 herein,Operator agrees to recognize and honor all Parking Passes used or presented at the Managed Premises up to the available capacity of the Managed Premises. Owner shall collect and retain all revenues for and from the issuance of Parking Passes. Section 8.2 Non-Interference. Owner and Operator hereby mutually agree not to interfere with the free flow of pedestrian or vehicular traffic to and from the Managed Premises and to and from the Station. They further agree that, except for those structures reasonably necessary for security and safety purposes, no fence, or any other structure of any kind (except as may be specifically permitted or maintained under the provisions of this Agreement, indicated on approved Construction Plans or otherwise mutually agreed upon in writing) shall be placed,kept,permitted or maintained in such fashion as to materially or adversely interfere with pedestrian or vehicular traffic to and from the Managed Premises and to and from the Station. The foregoing shall not prohibit Operator from closing a portion of the Managed Premises and denying access to the public at such times and in such manner as deemed necessary by Operator during the Refurbishment of any portion of the Managed Premises, the repair and maintenance of the Managed Premises or during the operation of the Managed Premises,provided such closing does not materially and adversely interfere with (i) the public's reasonable access to the Station, or (ii) Owner's customary operation of the System,unless Operator obtains Owner's prior written consent. -20- Section 83 Repair and Relocation of Utilities Owner and Operator hereby-agree to maintain and repair, and each party is given the respective right to replace, relocate,and-,remove,-as necessary, utility facilities within the Managed-- Premises.required for the operation,of-the Managed Premises.or of the System;..provided: (a) Such activity;does not materially' or adversely interfere with--the:other party's operations; (b) All costs of such activities are promptly-paid by the party causing such.activity.to:,be undertaken; (c) Each of the utility facilities and the Managed Premises are thereafter restored to their . former state;_and (d) Each party complies-with the provisions of all Permits and licenses which have been issued and are affected by such repair and relocation. Section 8.4 Rights to Erect Signs: Revenues Therefrom. (a) Owner hereby agrees that, to the extent permitted by law, Operator shall have the exclusive righ�during the term of this Agreement,-to place,erect,maintain and operate,or cause, allow and control the placement,erection,maintenance and operation of any signs or advertisements in accordance with subparagraph (b) below, in or on the Managed Premises. Operator shall be responsible for obtaining any and all Permits and licenses which may be required from time to time by any governmental authority for such signs and advertisements,and Owner agrees to execute any consents reasonably necessary or required by any governmental authority as part of Operator's application for such Permits or licenses. (b) The following types of signs and advertising shall be allowed in the areas described in subparagraph(a)above: (i) Signs or advertisements identifying the Managed Premises and the Buildings and improvements to the Demised Premises,and in particular office,hotel,residential,retail, and commercial uses therein; (ii) Signs or advertisements offering all or any portion of the Demised Premises for sale or rent; and (iii) Signs or advertisements advertising or identifying any product, company, or service operating in the Demised Premises or the Managed Premises or otherwise related to the Demised Premises or the Managed Premises. -21- (c) Operator shall have the right to remove any signs which,from time to time,may have become obsolete, unfit for use or which are no longer useful, necessary or profitable in-the conduct Of Operator's business,or in the occupancy and enjoyment of the Demised Premises or,Managed"- Premises by Operator.or any Sublicensees. (d) As used in this Agreement, "sign(s)"t:shall be'deemed to include any display.'of characters, letters,illustrations;logos or.any ornamentation designed or used-as an advertisement'or , to indicate direction;,irrespective of whether- the same be v temporary,or permanent; electrical, illuminated,=stationary or otherwise. (e) Operator shall be:entitled-but not required'to.rent or collect a fee for the display orr erection,of signs and.advertisements;provided,however that sucif rent or fees;if any;shalf be a parr- of Gross Income for purposes of this Agreement. _. Section 8.5. .,a .Own_ er's Sim Upoa-bi naged Premises'- `' Systemwide informational graphics shall be allowed to be placed within the Managed Premises at the sole expense of Owner and at locations and in sizes mutually agreed upon by Owner and Operator. Section 8.6 Parking 1A Rations and Priorities The parties acknowledge-that, pursuant to the terms of the Lease, residential and commercial subtenants, subOperators and sublicensees are granted free access and right of ingress and egress within the Managed Premises, which easement rights are a material component of the Demised Premises. In addition,the parties acknowledge that MDTA has issued Parking Passes to users of the System, which Parking Passes entitle their holders to park in the Managed Premises. The parties hereto recognize,however,that the holders of such rights and privileges compete and shall compete for parking spaces with the general public, and that there may exist insufficient parking spaces within the Managed Premises to accommodate all those wishing or needing to park in the Managed premises. Therefore, subject to Section 8.1 herein,the parties acknowledge and agree that priority in parking within the Managed Premises shall be granted as follows: 1) System Users. 2) General Public. ARTICLE 9- Repairs and Maintenance of the Premises Section 9.1 Operator Repairs and Maintenance. Throughout the term of this Agreement,Operator,at its sole cost and expense,shall keep the Managed Premises in good order and condition, and make all necessary repairs thereto. The term "repairs" shall include all replacements, renewals, alterations, additions and betterments deemed -22- necessary by Operator. All repairs made by Operator shall be at least substantially similar in quality and class to the original work, ordinary wear and tear and loss by fire or other casualty excepted. Operator shall keep and.maintain all portions of the,Managed Premises:<and-,:.all connections created by Operator under Article 4 above in a clean and orderly condition,reasonably free of dirt, rubbish, graffiti,and unlawful obstructions. 'Owner,at its option, and after thirty(3 0)days written notice to Operator,may perform any maintenance or repairs.required of Operator hereunder,which have not been performed by Operator following the notice described,above,and:may seek reasonable-cost and expenses thereof from Operator. Section%2 Owner;Repairs and Maintenance:, Owner shall keep and maintain,in good condition and:repair-the Station,.(and.its'site"and any - other improvement constructed thereon), and shalf.maintain,said premises in a clean and orderly condition; reasonably free of dirt, rubbish,graffiti and unlawful obstructions. The term"repairs", shall include all replacements, alterations--additions and betterments deemed necessary by Owner. All repairs made by Owner shall be substantially similar in quality and class to the original:work, ordinary wear and tear and loss by fire or other casualty excepted. Owner, except as otherwise provided in this Agreement, shall have no obligation with respect to the maintenance and repair of the Managed Premises. ARTICLE 10 Compliance with Laws and Ordinances Section 10.1 Compliance by Operator. Throughout the term of this Agreement,Operator,at Operator's sole cost and expense, shall promptly comply with all applicable Laws and Ordinances. To the extent that Operators compliance shall require the cooperation and participation of Owner, Owner agrees to use its best efforts to cooperate and participate in accordance with the Joint Use Policy for Joint Development Projects, as set forth in County Commission Resolution R-1443A-81, adopted September 28, 1981. Section 101 Contest by Operator. Operator shall have the right,after prior written notice to Owner,to contest the validity or application of any Law or Ordinance by appropriate legal proceedings diligently conducted in good faith, in the name of Operator without cost or expense to Owner, except as may be required in Owner's capacity as a party adverse to Operator in such contest. If counsel is required, the same shall be selected and paid by Operator. Owner hereby agrees to execute and deliver any necessary papers,affidavits,forms or other such documents necessary for Operator to confirm or acquire status to contest the validity or application of any Law or Ordinance,which instrument shall be subject to the reasonable approval of counsel for Owner,which approval shall not be unreasonably withheld or delayed. Owner shall not be required to join in any such contest. -23- ARTICLE 11 Discharge of Obligaboos . . Section 11.1 ' -Operator's Duty. : During the,term of this-Agreement, except for Security Interests or as otherwise allowed° under this Agreement,or-the Lease; Operator-will discharge any and all obligations•-incurred by-c Operator which give rise,to any liens on the iManaged Premises,it being iunderstood and-agreed that Operator shall have'the`ri t to withhold an g g disputing liability y:payment so long as it is in good faith therefor or the arftountahereof,provided(a)such�aontest ofaiability or°amount operates as a'stayiof all sale,'entry, foreclosure;or-other,coilectioi proceedings in regard:to such obligations;or disputed payments are,escrowed-while the-parties•negotiate-the dispute,'an&(b),such action does not subject Owner to any expense or liability..-In the event:Operator withholds any payment as described herein, it shall give written notice-to Owner ofsuch action-and,the basis therefor: Section 111 Owner's Duty. During the term of this Agreement, Owner will discharge any and all obligations incurred - by Owner which give rise to any liens on the Station or the Managed Premises, it being understood and agreed that Owner shall have the right to withhold any payment so long as it is in good faith disputing liability therefor or the amount thereof, provided such contest of liability or amount operates as a stay of all sale, entry, foreclosure, or other collection proceedings in regard to such obligations,and such action does not subject Operator to any expense or liability. ARTICLE 12 Use of Premises Section 12.1 Use of Managed Premises by Opsrator. (a) The Managed Premises shall not be used for the following: (i) any unlawful or illegal business,use or purpose,or for any business,use or purpose which is immoral, disreputable, extra-hazardous, or constitutes a nuisance of any kind (public or private);or (ii) any purpose which violates the Certificates of Occupancy(or other similar approvals of applicable governmental authorities). (b) No covenant,agreement,license, lease, Sublicense,Security Interest,conveyance or other instrument shall be effected or executed by Operator, or any of its successors or assigns, whereby the Managed Premises or any portion thereof is restricted by Operator, or any successor in interest,upon the basis of race,color,religion, sexual orientation, sex or national origin in the sale, -24- lease, use or occupancy thereof. Operator shall comply with all applicable state and local laws, in effect from time to time,prohibiting discrimination or segregation by reason of race,color,religion, sexual orientation, sex,or national origin in the sale, lease or occupancy of the Managed.Premises. Section 12.2 Dangerous Liquids and Materials. Operator shall not knowingly permit its sublicensees or other person or entity in contractual privity with Operator to carry flammable or combustible liquids into or onto the Managed Premises during or following completion of Refurbishment except as such substances are used in the ordinary course of business,and shall prohibit the storage or manufacture of any flammable or combustible liquid or dangerous or explosive -materials in or on the Managed -Premises; provided-that this restriction shall not apply to,prevent the entry and-parking of motor vehicles carrying flammable or combustible liquids solely for the purpose of their own propulsion. Section 123 Operator's Duty and Owner's Right 6f Enforcement Against-Operator and Successor and A igpe�. Operator,promptly upon learning of the occurrence of actions prohibited by Sections 12.1 and 12.2 shall take immediate steps to terminate same, including the bringing of a suit in Circuit _ Court if necessary,but not the taking or defending of any appeal therefrom. In the event Operator does not promptly take steps to terminate a prohibited action, Owner or Miami-Dade County may seek appropriate injunctive relief against the party or parties actually engaged in the prohibited action in the Circuit Court of Miami-Dade County without being required to prove or establish that Owner or Miami-Dade County have inadequate remedies at law. The provisions of this Section shall be deemed automatically included in all Sublicenses, Security Interests, licenses, and any other conveyances,transfers and assignments under this Agreement,and any transferee who accepts such Sublicense,Security Interest,license or any other conveyance,transfer or assignment hereunder shall be deemed by such acceptance to adopt, ratify, confirm and consent to the provisions of Sections 12.1, 12.2 and 12.3 and to Owner's and Miami-Dade County's rights to obtain the injunctive relief specified therein. Notwithstanding anything to the contrary herein, Operator's breach of Sections 12.2 and 12.3 of the Agreement shall not constitute a breach of agreement sufficient to permit Owner to terminate this Agreement. Section 12.4 Owner's Right to Emergency Use. In the event of a hurricane or other similar short-term emergency caused by acts of God, enemy action, civil disturbance, or the like, Owner shall have the right to park vehicles owned by Miami-Dade County in all or part of the Managed Premises for the duration of the emergency, without the requirement to compensate Operator for the emergency short-term use and occupation of all or part of the Managed Premises. -25- ARTICLE 13 Entry on,Premises by Owner Section 13.1 Insoection:by Owner--of�ManaEedtpremises , Owner and:its authorized representatives, upon reasonable notice and in the P resence of a representative of Operator,shall have the right to enter the Managed Premises at'reasonable:times during normal business,hours for thepurpose of-inspecting the same to,insure'itself of compliance with the provisions of this Agreement. Section 13.2 Unitations:on fns . tion'.:.'� . Owner, in its exercise of the right ofentiy.granted to it in Section 13.1--herein, shall not unreasonably disturb thewcupancy of Operator,nor disturb its business activities. ARTICLE 14 Limitation of Liability Section 14.1 Limitation of Liability of Owner. Owner shall not be liable to Operator for any incidental or consequential loss or damage whatsoever arising from the rights of Owner hereunder. Section 14.2 Limitation of Liability of Operator. Operator shall not be liable to Owner for any incidental or consequential loss or damage whatsoever arising from rights of Operator hereunder. ARTICLE 15 Damage and Destruction Section 15.1 Owner's Duty to Restore. If, at any time during the tern of this Agreement,the Managed Premises or any part thereof shall be damaged or destroyed by fire or other casualty covered within the insurance designation of fire and extended coverage as same is customarily written in the State of Florida, Owner, at its sole cost and expense, and provided that the insurance proceeds related to such casualty are made -26- available to Owner for use in connection therewith,shall repair,alter, restore,replace or rebuild the same as nearly as reasonably possible to its value, conditions and character which existed- immediately prior,to such damage or destruction, subject to such changes or alterations as Owner - may elect to make in conformity with the provisions of this Agreement and modern construction techniques and methods. Provided Owner otherwise complies with the terms of this Agreement,it may construct garages and improvements which are.larger, smaller or different in design,function or use and which represent a use comparable to,prior use or compatible with uses of property in the immediate geographical:area, to the extent such construction and improvement are allowed by Article 4 of this Agreement and by applicable Laws and Ordinances. Such repairs, alterations, restoration, replacements or rebuilding, including such changes and,alterations as.aforementioned and including temporary repairs for the protection of other property pending the completion of any thereof, are sometimes referred to in this Article 15 as the"Work." However,,in the event insurance proceeds related-to such casualty are not made available to Owner for use in connection therewith,- Owner and Operator shall-each have the right to terminate-this Agreement as to any or all of the Managed Premises. Section 15.2 Owner's Duty to Repair and Rebuild Station. If, at any time during the term of this Agreement,the Station(or any part thereof)shall be damaged or destroyed by fire or other casualty covered within the insurance designation of fire and extended coverage as same is customarily written in the State of Florida,Owner,at its sole cost and expense,if requested by Operator,and subject to Section 3.8 herein,shall repair or rebuild a station of a design, size and capacity as is required by Owner's transit needs at the time of such repair or rebuilding. Section 15.3 Loss Payees of Operator-Maintained Pronedy Insurance. With respect to all policies of property insurance required to be maintained by Operator in accordance with Exhibit"E" attached hereto, (i) Owner shall be named as an additional insured as its interest may appear, and(ii)the loss thereunder shall be payable to Operator, Owner and to any Secured Party under a standard mortgage endorsement. Neither Owner nor Operator nor any Secured Party shall unreasonably withhold its consent to a release of the proceeds of any fire or other casualty insurance for any loss which shall occur during the term of this Agreement for repair or rebuilding. Any proceeds remaining after completion of rebuilding or repair under this Article shall be paid to Operator, and in the event any Owner's Revenue was abated during the period=of rebuilding or repair, such excess insurance proceeds shall be considered Gross Income as defined in Section 3.3,but only to the extent such Owner's Revenue was abated. If the insurance proceeds received by Operator, Owner or Secured Party are insufficient to pay the entire cost of the Work, Owner shall supply the amount of such deficiency. Section 15.4 Repairs Affecting Station or Managed Premh843. -27- Before beginning any repairs or rebuilding,or letting any contracts in connection therewith, required by any damage to or destruction of the Managed Premises which adversely affects the Station entrance,-or any damage,to or destruction of=the Station which adversely affects the entrance, to the Managed Premises, Operator or Owner, as the case maybe, shall submit for the other's approval (which approval shall not be unreasonably withheld,conditioned or delayed),.Construction Plans for such repairs or rebuilding. Any such repairs and rebuilding shall be completed free°and, clear of liens subject to the,provisions of Article 12 herein,except to the extent they are subject to Security Interests. Section 15.5 -Abatement of Owner's-Revenue. Except as otherwise'set forth in this Agreement,Operator shall not be entitled to abatement; , allowance,. reduction or suspension of any rent or other payments-due to Owner under this Agreement unless caused by casualty loss beyond Operator's control or by the negligence of Owner and which loss causes disruption of Operator's business, in either of which events Owner's Revenue attributable to such partially or totally destroyed portions-of the Managed Premises shall be abated, beginning on the date which is fifteen (15) days after Operator gives-notice to Owner of such casualty and continuing for the period necessary to reconstruct the Managed Premises rendered untenantable or a period of two (2) years, whichever comes sooner,provided that Owner, acting through the County Manager or his designee: (i) approves such abatement; (ii) the proper documentation is submitted in connection with the relevant work,and(iii)any proceeds of business interruption insurance received by Operator is included in the calculation of Gross Income. Except as otherwise provided in the Agreement,no such damage or destruction shall release Operator of or from any other obligation imposed upon Operator under this Agreement. ARTICLE 16 Security Interests,Transfers. Sublicenses,Transfer of Operator's Interest New Agreement and Agreement in Reversion Section 16.1 Right to Transfer. During the term of this Agreement,Operator shall have the right and privilege from time to time to sell,assign or otherwise transfer all(but not less than all)of its rights under this Agreement - to such other persons, firms, corporations, general or limited partnerships, unincorporated associations,joint ventures, estates, trusts, any Federal, State, County or Municipal goverment bureau,department or agency thereof,or any other entities as Operator shall select;subject,however, to the following: (a) Operator shall not be in default under this Agreement at the time of such assignment; (b) Operator shall obtain written consent of Owner both as to the proposed transfer and the proposed transferee; -28- (c) Any request to Owner for such consent shall be in writing and shall be accompanied by copies of all proposed sale, assignment or transfer documents, together with the latest audited financial statement of the proposed transferee and a summary of the proposed transferee's prior experience in managing and operating commercial parking garages. (d) Owner shall not unreasonably withhold or delay such consent where the proposed transferee has been demonstrated to have financial worth at least equal to the original Operator(or is otherwise financially acceptable to Owner), a sound business reputation and a demonstrated managerial and operational capacity for commercial parking garages, and the transferee complies with all applicable local, county, State, and Federal laws and ordinances. If Owner consents to such transferee,the original Operator or then applicable assignor shall be released of all obligations under this Agreement accruing after the effective date of such transfer. Notwithstanding the foregoing provisions of Section 16.1, if Operator transfers its interest in the Agreement prior to the completion of Refurbishment, Operator shall remain liable under all the terms and provisions of this Agreement until the Refurbishment is substantially completed,(as evidenced by the issuance of a Certificate of Completion or Certificate of Occupancy) for the refurbished Managed Premises. (e) Any sale, assignment or transfer of Operator's interest in the Agreement and the Managed Premises shall be made expressly subject to the terms,covenants and conditions of this Agreement, such assignee or transferee shall expressly assume all of the obligations of Operator under this Agreement and shall agree to be subject to all conditions and restrictions to which Operator is subject,but only for matters accruing while such assignee or transferee holds,and only related to, the sold, assigned, or transferred interest. However, nothing in this subsection or elsewhere in this Agreement shall abrogate(i)Owner's right to payment of all Owner's Revenue and other amounts due Owner which accrued prior to the effective date of such transfer,and Owner shall always have the right to enforce collection of such revenue or other sums due in accordance with the terms and provisions of this Agreement; and (ii) the obligation for the refurbishment, use and operation of every part of the Managed Premises to be in compliance with the requirements of Section 4.1 herein. (f) There shall be delivered to Owner all documents required by subsection 16.1 and a certificate from transferor and transferee stating the sale price or consideration for the transfer. There shall also be delivered to Owner a notice which shall designate the name and address of the transferee and the post office address of the place to which all notices required by this Agreement shall be sent. Owner shall have the right to audit and verify the sales price or consideration in accordance with Section 3.4. (g) Such transferee of Operator (and all succeeding and successor transferees) shall succeed to all rights and obligations of Operator under this Agreement, and subject to the terms of the document of assignment or transfer, including the right to mortgage, encumber and otherwise assign and sublicense subject,however,to all duties and obligations of Operator, and subject to the terms of the document of assignment or transfer, in and pertaining to the then tern of this Agreement. -29- (h) Once an assignment has been made with respect to the Managed Premises, the transferee and Owner may thereafter modify, amend or change the Agreement with respect-to the Managed Premises,.so long as Operator has been released from all rights and obligations under the Agreement, all-subject to the provisions of the assignment or sublicense (or other document of transfer). (i) Except as may otherwise be specifically provided.in Section 16.1, upon Owner's consent to a transfer by any assignor;such transferor shall be released and discharged from all of its duties and obligations hereunder for the then unexpired term of Agreement, including the payment of Owner's Revenue and Impositions which are not then due and payable; it being the intention of this Agreement that the Operator then in possession shall be.liable for the payment of said Owner's- Revenue and Impositions.becoming due and payable during the term of its possession -of the Managed Premises,-and that .there shall be no°obligation on the part of such Operator (or any transferor)for the payment of any such Owner's Revenue or other Impositions which shall become due and payable with respect to-the Managed Premises transferred subsequent to the termination of their possession of the Managed Premises under the terms of this Agreement. 0) Any act required to be performed by Operator pursuant to the terms of this Agreement may be performed by any transferee or sublicensee of Operator and the performance of such act shall be deemed to be performed by Operator and shall be accepted by Owner as Operator's act,provided such act is otherwise performed in accordance with the terms of this Agreement. (k) This Article is subject to the provisions of Section 3.7 herein. For purposes of this Article, the words "sale," "assignment," or "transfer" shall be deemed to have similar meanings unless the context indicates otherwise. Except as otherwise provided in Section 3.7 herein, if Operator is a corporation,unincorporated association,general or limited partnership,or joint venture, the transfer, assignment,or hypothecation of any stock or interest in such corporation, association, general or limited partnership, or joint venture, in the aggregate in excess of thirty-five percent (35%) shall be deemed an assignment within the meaning and provisions of this Section. "In the aggregate" means the sum of all stock or other interests transferred over the entire period of this Agreement. Stock or other interests transferred among the original principals and/or their families is excluded. Section 16.2 Right to Encumber. Operator shall have the right from time to time, and without prior consent of Owner, to encumber all (but not less than all) of its rights under this Agreement and the estate granted hereunder, by a Security Interest or Security Interests to any Secured Party, provided it is a recognized lending institution,such as a bank,savings and loan,pension fund,insurance company, savings bank,real estate investment trust,tax credit syndication entity,other real estate investment entity, federal, state, county or municipal governmental agency or bureau, whether such be local, national or international, or the Security Interest is a purchase money lien given back to the transferor. Such Security Interests or encumbrances shall be expressly subject to the terms, -30- covenants and conditions of this Agreement,and at all times shall be inferior and subject to the prior right, title and interest of Owner herein as security for the performance of the terms and conditions of this Agreement. Operator shall provide Owner with a copy of all such Security Interests. The granting of a Security Interest or Security Interests against the estate granted hereby in the Managed Premises shall not operate to make the Secured Party(s)thereunder liable for performance of any of the covenants or obligations of Operator under this Agreement,except in the case of a Secured party which owns or is in possession of the Managed Premises,and then only.for its period of ownership. or possession, but Owner shall always have the right to enforce the Agreement obligations against the Managed Premises, including such obligations accruing prior to such period of ownership or possession,subject to the terms hereof. The amount of any such Security Interest may be increased whether by an additional Security Interest and agreement consolidating.the liens of such Security. Interests or by amendment of the existing Security Interest, and may be permanent or temporary, replaced, extended, increased, refinanced,.consolidated or renewed on the Managed Premises without the consent of Owner. Such Security Interest(s)may contain a provision for an assignment of any rents, revenues, monies or other payments due to Operator as a landlord (but not from Operator to Owner) from Operator to the Secured Party(s),and a provision therein that the Secured Party(s) in any action to foreclose the same shall be entitled to the appointment of a receiver. In addition to the Security Interests and Secured Party(s)described above,Operator shall have the right to encumber its interests to other lenders without the consent of Owner, but such other lenders will not have any of the benefits accorded to Secured Party(s)under the following sections of this Article 16, unless specifically agreed to in writing by Owner. Section 163 Notice to Owner of Security Intent A notice of each Security Interest shall be delivered to Owner specifying the name and address of such Secured Party to which notices shall be sent. Owner shall be furnished a copy of each such recorded Security Interest. For the benefit of any such Secured Party who shall have become entitled to notice as hereinafter provided in this Article 16, Owner agrees, subject to all the terms of this Agreement, not to accept a voluntary surrender, termination or modification of this Agreement at any time while such Security Interest(s)shall remain a lien on Operator's estate. Any such Secured Party(s) will not be bound by any modification of this Agreement unless such modification is made with the prior written consent of such Secured Party, and no sale or transfer of Owner's fee simple interest in the Land or Managed Premises or any portion thereof to Operator shall terminate this Agreement by merger or otherwise so long as.the lien of the Security Interest remains undischarged. The foregoing is not meant to prohibit a sale of the fee to Operator. Section 16.4 Notices to Secured Party(s). No notice of default under Section 18.1 or notice of failure to cure a default under Section 18.2(a) shall be deemed to have been given by Owner to Operator unless and until a copy has been given to each Secured Party who shall have notified Owner pursuant to Sections 16.1(c), 16.3 or 16.7 of its name, address and its interest in the Managed Premises prior to Owner's issuance of such notice. Owner agrees to accept performance and compliance by any such Secured Party,of and with any of the terms of this Agreement with the same force and effect as though kept, observed or -31- performed by Operator, provided such act or performance is timely under Sections 16.5 or 18.3. Nothing contained herein shall be construed as imposing any obligation upon any such Secured Party to so perform or comply on behalf of Operator. Section 16.5 Right to Cure Default of 17 erator. (a) In addition to any rights the Secured Party may have by virtue of Article 18 herein, if,within ninety(90)days after the mailing of any notice of termination or such later date as is thirty (30)days following the expiration of the cure period, if any, afforded Operator(the "Secured Party Cure Period"), such Secured Party shall pay,or arrange to the satisfaction of Owner for the payment of, a sum of money equal to any and all payments due and payable by Operator hereunder with respect to the Managed Premises to which such Secured Party claims an interest as of the date of the giving of notice of termination, in addition to their pro rata share of any and all expenses, costs and fees, including reasonable attorneys' fees, incurred by Owner in preparation for terminating this Agreement and in acquiring possession of the Managed Premises, then,upon the written request of such Secured Party made any time prior to the expiration of the Secured Party Cure Period, Owner and the party making such request shall mutually execute prior to the end of such Secured Party Cure Period a new Management Agreement for the Managed Premises for the remainder of the term of this Agreement and on the same terms and conditions, and with the same priority over any encumbrances created at any time by Owner, its successors and assigns which Operator has or had by virtue of this Agreement;provided,however,that in addition to the above payments such Secured Party shall have paid to Owner a sum of money equal to the payments for the Managed Premises accruing from the date of such termination to the date of the commencement of the term of such new Agreement,together with their pro rata share of all expenses, including reasonable attorneys'fees, incident to the preparation,printing,execution,delivery and recording of such new agreement. Such priority shall exist by virtue of the notice created by this Agreement to any transferee of Owner or person receiving an encumbrance from Owner,and the priority shall be self-operative and shall not require any future act by Owner. Such new Agreement(s) shall contain the same clauses subject to which this demise is made, and shall be at the rents and other payments for the Managed Premises due Owner and upon the terms as are herein contained Operator(s) under any such new Agreement(s) shall have the same right, title and interest in and to and all obligations accruing thereafter under this Agreement with respect to the Managed Premises as Operator has under this Agreement. (b) If, within the Secured Party Cure Period, more than one (1) request for a new agreement shall have been received by Owner for the Managed Premises, priority shall be given (regardless of the order in which such requests shall be made or received) to the Secured Party making such a request in order of their priority of interest in the Managed Premises. (c) Simultaneously with the making of such new agreement(s),the party obtaining such new agreement and all other parties junior in priority of interest in the Managed Premises shall execute,acknowledge and deliver such new instruments,including new Security Interests;and shall make such payments and adjustments among themselves as shall be necessary and proper for the -32- purpose of restoring to each of such parties,as nearly as reasonably possible, the respective interest and status with respect to the Managed Premises which was possessed by the respective parties prior to the termination of this Agreement as aforesaid. (d) "Nothing herein contained shall be deemed to impose any obligation on the part-of Owner to deliver physical possession of the=Managed Premises-lo such Secured Party ort to°its°- nominee until the new agreement(s) has been executed by all.pertinent parties.. Owner agrees;.-, however, that.Owner will, at the cost and expense.of such Secured Party�:or respective nominee, cooperate in the prosecution of judicial proceedings to.evict the then defaulting Operatoror any other . occupants of the Managed Premises. (e) If such Secured Party or respective nominee shall acquire a new agreement pursuant to this Article 16 and if,-,upon the termination of this Agreement,Operator,but for such termination, would have been entitled to receive any amount pursuant to the provisions of this Agreement,-then Owner agrees that the same shall be paid to the new Operator, in the same manner and to the same extent as it would have been paid or applied the same to or for the benefit of Operator as if this. , Agreement had not terminated; subject however to Owner's right to offset any damages_ accrued as a result of said termination. (f) Upon the execution and delivery of a new agreement(s)pursuant to this Article 16, all Sublicenses which theretofore may have been assigned to Owner or have reverted to Owner upon termination of this Agreement shall be assigned and transferred,without recourse against Owner, by Owner to the Operator under any such new agreement(s). Between the date of termination of this Agreement and the date of execution and delivery of the new agreement(s),if the Secured Party shall have requested such new agreement(s)as provided for in this Section 16.5, Owner will not cancel any Sublicense or accept any cancellation,termination or surrender thereof(unless such termination shall be effective as a matter of law on the termination of this Agreement)without the consent of the Secured Party, except: (i) for default as permitted in such Sublicense, and (ii) for the purpose of permitting Owner to enter_into a Sublicense with another Sublicensee who will occupy not less than the same amount of space demised by the canceled Sublicense at a rental rate per square foot and for terms not less than the rental rates per square foot, and for at least the remainder of the unexpired terms,respectively,of the canceled Sublicense. (g) Nothing contained in this Agreement shall require any Secured Party or its nominee as a condition to its exercise of its right to enter into a new agreement to cure any default of Operator not reasonably susceptible of being cured by such Secured Party or its nominees, in order to comply with the provisions of this Section 16.5. (h) The provisions of this Section 16.5 shall survive any termination of this Agreement. -33- Section 16.6 Estate in Reversion and Assignment in Lieu of_Roreclosurp Operator's right to encumber this Agreement and the estate granted hereunder shall include the right to require an estate in.reversion which shall become effective upon the-,termination of this Agreement, and shall have the same terms.and provisions; including expiration° date, as_ this Agreement: The Secured Party shall have the unrestricted right to take this Agreement by reversion or by assignment-in lieu of foreclosure and to,sell it either after foreclosure or after taking the assignment or becoming Operator under the estate in reversion.,all without the consent of Owner: The Secured Party shall not be liable for Operators obligations hereunderiuntil such a time as-it becomes the new Operator,either by estate in reversion,-foreclosure or assignment;and then only for the period of its ownership or possession ofthe,estate. Section 16.7 Rights to Sublicense and Non Disturbance to Sublicensees Operator shall have the right to enter a Sublicense without any approval or consent of Owner, however, notwithstanding any other provisions of this Agreement, no Sublicense shall relieve Operator of any obligations under the terms of this Agreement unless, with regard to a Sublicense, a release is granted in accordance with Section 16.1 above. Additionally, each Sublicense must be for a use compatible with the standards and requirements set forth in Section 4.1 herein. Operator must give written notice to Owner specifying the name and address of any Sublicensee to which all notices required by this Agreement shall be sent, and a copy of the Sublicense. Operator shall provide Owner with copies of all Sublicenses entered into during each quarter. Owner agrees to grant Non-Disturbance Agreements for Sublicensees which provide, in the event of a termination of this Agreement which applies to the portion of the Managed Premises covered by such Sublicensee's Sublicense, such Sublicensee will not be disturbed and will be allowed to continue peacefully in possession under its Sublicense,provided that the following conditions are met: (a) the Sublicense is an arms' length transaction on market terms; (b) the Sublicensee is not a "related party" to either Operator or any Sublicensee provided,however,that Operator,or any individual,corporation, general or limited partnership or other entity holding an equity interest in Operator, shall be permitted to be a general*partner in any tax credit limited partnership or joint venture relating to a residential Phase of the Demised Premises, which limited partnership or joint venture may be a Sublicensee without being deemed a "related party"; (c) the Sublicensee shall be in compliance with the terns and conditions of its Sublicense; and (d) the Sublicensee shall agree to attom to Owner, or (e) the space is leased in accordance with Section 3.7 herein. -34- Owner further agrees that it will grant such assurances to such Sublicensees so long as they remain in compliance with the terms of their Sublicenses, and provided further that any such Sublicenses ._ do not extend beyond the expiration of the term of this Agreement. Section 16.81 Estoppel Certificates from Owner. Upon request of Operator or any Secured Party,Owner agrees to give such-requesting party an estoppel certificate in accordance with Section 21.2 herein. Section 16.9° � Limited Waiver of Owner Lien. In order to enable Operator and its--Sublicensees to secure financing for the purchase of fixtures, equipment, and other personalty to be located on or in the Managed Premises, whether by security agreement:and financing statement,mortgage or other form of security instrument, Owner will from time to time,upon request,execute and deliver an acknowledgment that it has waived its "landlord's" or other statutory or common law liens securing payment of rent or performance of Operator's other covenants under this Agreement as to such fixtures,equipment or other personalty. Section 16.10 No Subordination or Mortgaging of Owner's Fee Title. There shall be no subordination of Owner's fee simple interest in the Managed Premises to the lien of any Security Interest financing nor shall Owner be required to join in such Security Interest financing. No Secured Party may impose any lien upon the Owner's fee simple interest in the Managed Premises. ARTICLE 17 Eminent Domain Section 17.1 Taking of Entire Premises. If at any time during the term of this Agreement the power of eminent domain shall be exercised by any federal or state sovereign or their proper delegates,by condemnation proceeding (a"Taking")to acquire the entire Managed Premises, such Taking shall be deemed to have used this Agreement to terminate and expire on the date of such Taking. Operator's right to recover a portion of the-award for a Taking, as hereinafter provided, is limited to the fair market value of Operator's capital improvements to the Managed Premises constructed or contributed by Operator, plus the value of Operator's interest in the unexpired term of the estate created pursuant to this Agreement, and in no event shall Operator be entitled to compensation for any fee interest in the Managed Premises. Notwithstanding anything herein contained to the contrary, Owner shall be entitled to receive from the condemning authority not less than the appraised value of the Managed Premises but subject to the Agreement at the time of taking. For the purpose of this Article 17,the date of Taking shall be deemed to be either the date on which actual possession of the Managed Premises or a portion thereof, as the case may be, is acquired by any lawful power or authority pursuant to the Taking or the date on which title vests therein,whichever is earlier. All rents and -35- other payments required to be paid by Operator under this Agreement shall be paid up to the date of such Taking. Operator and Owner shall, in all other respects, keep, observe and perform all the terms of this Agreement up to the date of such Taking. Section 17.2 Proceeds of Taking. In the event following any such Taking as aforesaid,this Agreement is terminated,or in the event following a Taking of less than the whole of the Managed Premises this .Agreement is terminated as provided for in Section 17.3 herein,the proceeds of any such Taking(whole or partial) shall be distributed as described in Section 17.1. If the value of the respective interests of Owner and Operator shall be determined according.to.the foregoing provisions of this Section 17 in the proceeding pursuant to which the Managed Premises shall have been taken,the values so determined shall be conclusive upon Owner, and Operator. If such values shall not have been separately determined in such proceeding, such values shall be fixed by agreement between Owner and Operator, or if they are unable to agree, by an apportionment hearing within the condemnation proceeding so that the allocation between the parties is fair and equitable. Secured Party(s)shall be entitled to participate in any proceedings in connection with a Taking, and to receive directly from the taking authority any sums to which they are found to be entitled. Section 17.3 Partial Taking; Termination of Agreement. If, in the event of a Taking of less than the entire Managed Premises,the remaining portion of the Managed Premises not so taken cannot be adequately restored,repaired or reconstructed so as to constitute a complete architectural unit of substantially the same usefulness, design, construction, and commercial feasibility as immediately before such Taking, then Operator shall have the right, to be exercised by written notice to Owner within one hundred twenty (120)days after the date of Taking,to terminate this Agreement on a date.to be specified in said notice,which date shall not be earlier than the date of such Taking, in which case Operator shall pay and shall satisfy all rents, revenues and other payments due and accrued hereunder up to the date of such termination and shall perform all of the obligations of Operator hereunder to such date, and thereupon this Agreement and the term herein demised shall cease and terminate. Upon such termination the Operator's interest under this Agreement in the remainder of the Managed Premises not taken shall be sold in accordance with applicable Law, and the proceeds of the sale shall be combined with the award given for the partial Taking with the entire amount then being distributed as if a total Taking had occurred. Owner shall have the option to purchase Operator's interest under this Agreement in the remainder of the Managed Premises at its fair market value for a period of sixty (60) days after the determination of fair market value, which value shall be determined by a mutually acceptable appraiser(or if no one appraiser is agreed upon by the parties,by an appraiser chosen by two appraisers, one of which will be appointed by each party), within one hundred and fifty(150)days from the date the Agreement was terminated. The fair market value specified in the preceding sentence shall be limited to the fair market value of the capital improvements performed or contributed by Operator,which fair market value shall include the value of Operator's interest in the unexpired term of the estate created pursuant to this Agreement, and in no event shall such value -36- include any fee simple interest in the Land or the Managed Premises. All appraisal costs shall be split equally between the Owner and Operator. If Owner fails to purchase, the remainder may be sold. Section 17.4 Partial Taking: Continuation of Agreement. If following a partial Taking this Agreement is not terminated as hereinabove provided then, this Agreement shall terminate as to the portion of the Managed Premises taken in such condemnation proceedings; and, as to that portion of the Managed Premises not taken Owner shall proceed at its own cost and expense either to make an adequate restoration,repair or reconstruction or to rebuild a new garage upon the part of the Managed Premises not taken. In such event,Owner's share of the award, as.determined in accordance with Section 17.1.herein, shall be used by Owner for its reconstruction, repair or rebuilding. If the part of the award so paid to,Owner is insufficient to pay for such restoration, repair or reconstruction, Owner shall pay the remaining cost thereof, and shall fully pay for all such restoration, repair and reconstruction, and complete the same free from mechanics' or materialmen's liens. Section 17.5 Temporary Taking. If the whole or any part of the Managed Premises or of Operator's interest under this Agreement be taken or condemned by any competent authority for its or their temporary use or occupancy not exceeding one year, this Agreement shall not terminate by reason thereof, and Operator shall continue to pay, in the manner and at the times herein specified, the full amounts of the revenues and all other charges payable by Operator hereunder and,except only to the extent that Operator may be prevented from so doing pursuant to the terms of the order of the condemning authority,to perform and observe all of the other terms, covenants, conditions and all obligations hereof upon the part of Operator to be performed and observed, as though such Taking had not occurred. In the event of any such temporary Taking, Operator shall be entitled to receive the entire amount of any award made for such temporary Taking(attributable to the period within the term of the Agreement), other than the portion of Owner's Revenue which was abated pursuant to this Section, which amount Owner shall be entitled to claim from the Taking Authority, whether paid by way of damages,rent or otherwise. All such proceeds paid to Operator pursuant to this Section shall be considered as Gross Income as defined in Section 3.3. Operator covenants that,upon the termination of any such period of temporary Taking, prior to the expiration of the term of this Agreement, it will, at its sole cost and expense,restore the Managed Premises, as nearly as may be reasonably possible, to the condition in which the same were immediately prior to such Taking, provided that the Taking Authority compensates Operator for such restoration. Section 17.6 Additional Takings. In case of a second, or any additional partial Taking or Takings from time to time, the provisions hereinabove contained shall apply to each such partial Taking. In the event any federal or state sovereign or their proper delegates with the power of eminent domain appropriates or -37- condemns all or a portion of the Managed Premises,and Owner is a beneficiary of such Taking,the award shall be divided in accordance with the provisions of this Article 17. In that event, in t accordance with the provisions-hereof;-Owner shall restore,repair,or reconstruct any portion of the :.w . Managed-:Premises not taken;.provide&that.if-the-award so paid to Owner.:shall be insuflicient:to fully pay for such restoration, repair or reconstruction, Owner shall have the option of: (a) Repairing-at its expense, in,which event the provisions , Article -15 herein shall­:.: control,,or (b) Terminatirig.the Agreement,in whi&event.the provisions-Of Article 15'herein shall - control. Section 17.7 ' Inverse Condemnation�or=Other=Damages..w In the event of damage to the value of the Managed.Premises by reason of change of grade, . access rights, street alignments or any other governmental or quasi-governmental act(not involving Owner)which constitutes an inverse condemnation of any portion,of the:Managed Premises creating a right to full compensation therefor,then Owner and Operator shall each be entitled to claim and receive from the net payment or award made on account thereof, the compensation for their respective estates and interests as set forth in Section 17.1. Section 17.8 ' Taking by Owner. Should Owner condemn the Managed Premises or any portion thereof within the first fifteen (15)years of the term of this Agreement,it is expressly agreed by Owner that full compensation to Operator shall be: (a) Those factors set forth in Section 17.1 above; and (b) The pro rata costs expended by Operator in the refurbishment of the condemned portion of the Managed Premises. The provisions of this Section regarding Operator's compensation shall not be applicable to any proceeding other than a Taking by the Owner within the first fifteen(15)years of the term of this Agreement. The costs referred to in clause(b)above include but are not limited to legal fees; architectural,engineering,surveying,planning,and other consulting fees;accounting fees;brokerage fees in connection with licensing and financing; other financing costs; costs of infrastructure such as water, sewer, other utilities and road, drainage and other land improvements; a reasonable and fairly allocable share of Operator's overhead costs related to the portion of the Managed Premises that is taken;and interest from the date such costs were expended to the date of compensation at the prime rate from time to time in effect of First Union National Bank or its successor. Owner agrees that Owner shall not condemn the Managed Premises or any portion thereof except(i)in good faith, -38- (ii) when no other property is reasonably suitable for the public use the Owner needs, and(iii) for a purpose other than either granting, licensing, leasing or selling the condemned property to another person or entity engaging in Operator's business of operating a parking garage. If there is a taking by Owner of a-portion of the Managed Premises, Owner shall not use the property it so acquires for any use detrimental to Operator's remaining property, which prohibited uses include but are not limited to.any parking facility,a trash transfer station, Metromover turning or switching:yard;train repair or storage, bus storage or repair, warehouse having a truck parking area or-loading dock visible from the road,jail or other:use with the clear likelihood of diminishing Operator's use and enjoyment of the remainder of the Managed Premises. Owner shall consult with and coordinate design of any improvements upon the land referred to in-this paragraph with_Operator; so as to maintain architectural compatibility with the balance of the buildings located on-the Managed Premises and the Demised Premises, and so as to coordinate traffic., Section 17.9 Involuntary Conversion. In the event any Taking or other like proceeding or threat or imminence thereof shall occur' as provided for hereinabove or otherwise, Owner and Operator agree to cooperate with each other (especially in the event of a Taking under Section 17.8) in order to provide proper evidence of communication of the proceeding or threat or imminence thereof(including evidence of like Takings under Section 17.7)to the Internal Revenue Service for purposes of determining whether property has been involuntarily converted within the meaning of the Internal Revenue Code. ARTICLE 18 Default by Operator or Owner Section 18.1 Events of Default of Operator. The following provisions shall apply if any one or more of the following"Event(s)of Default of Operator" shall happen: (a) Operator provides fraudulent calculations of Owner's Revenue. (b) Default is made in the due and punctual payment of any Owner's Revenues,revenues, or other monies payable to Owner under this Agreement when and as the same shall become due and payable and such default shall continue for a period of thirty(30)days after written notice thereof from Owner to Operator,with copies thereof to each Secured Party and Sublicensee who shall have notified Owner of its name, address and interest prior to such notice; or (c) Default is made by Operator in keeping, observing or performing any of the terms contained in this Agreement,excepting the obligation to pay revenues or other monies due Owner, and such default shall continue for a period of thirty (30) days after written notice thereof from Owner to Operator setting forth with reasonable specificity the nature of the alleged breach, with copies thereof to each Secured Party and Sublicensee who shall have notified Owner of its name, -39- address and interest prior to such notice; or in the case of such default or contingency which cannot with due diligence and in good faith be cured within thirty (30) days, Operator fails within said thirty(30) day period to proceed promptly and with due diligence and in good faith to pursue-curing said default. (d) An "Event of Default" under the Lease shall Wabe an"Event of Default hereunder. Section 18.2 Failure�to:Cure-°DefWt by Operator:: (a) If an Event of Default-of Operatorshall-occur, Owner;'at any time after the periods set forth in Section 18.1 (b) or (c) and-provided Operator has.failed.to cure such Event of-Default within-such applicable 4 pp period; shall give written notice to Operator:and. to--any'.Sublicensee or- Secured Party who has notified Ownerin accordance with Article.l 6- specifying:"such Event(s)of Default,of Operator and stating that this Agreement and the-term hereby derriised-shall expire and terminate on the date specified in such notice,which shall beat least thirty(30)days after the giving of such notice,during which-time Operator and/or the Secured'Party(s)and Sublicens'ee(s)shall have the right to cure such default,and upon the date.specified in such-notice if the Event-of Default has` not been cured, then, subject, however, to the provisions of Sections 16.5 and 18.3 herein, this Agreement and the term hereby demised and all rights of Operator under this Agreement, shall expire and terminate. (b) If an Event of Default of Operator shall occur and the rights of Secured Party(s) and Sublicensees shall not have been exercised as provided within this Agreement, then Owner at any time after the periods for exercise of rights as set forth under Sections 16.5, 18.1 and 18.3 herein shall have the following rights and remedies which are cumulative: (i) in addition to any and all other remedies in law or in equity that Owner may have against Operator,Owner shall be entitled to sue Operator for all damages(as limited by Section 14.2), costs and expenses arising from Operator's committing an Event of Default hereunder and to recover all such damages, costs and expenses, including reasonable attorneys' fees at both trial and appellate levels; (ii) to restrain, by injunction, the commission of or attempt or threatened commission of an Event of Default and to obtain a decree specifically compelling performance of any such term or provision of the Agreement; and (iii) to terminate any and all obligations that Owner may have under this Agreement,in which event Owner shall be released and relieved from any and all liability under this Agreement. -40- Section 18.3 Rights of Secured Partv(sl. (a) If Owner shall have given notice to any Secured Party, as required by Sections 1-6.4° and 18.2(a) herein, such Secured Party shall have, and be subrogated to, any and all rights of Operator with respect to the curing of any such Event of Default but shall also have the right to extend the period of time,for curing of any such Event:of.Default for an additional period of sixty (60)days from the date contained in the e-noticegiven pursuant to Sections-16.4 and 18.2 herein,or in the case of an Event of Default which cannot be cured within said sixty(60) day period, for such additional period as, with all due diligence and in.good faith, is necessary to.cure the Event of Default. (b) Irrespective of any other right a Secured Party may have to maintain this Agreement free from default and in the meantime to foreclose its Security Interest,such Secured Party,as to any Event of Default of Operator that may not be cured by the payment of money and which is not susceptible to curing by entry upon the Managed Premises or otherwise, shall have the right to further extend the period of time within which to cure such Event of Default of Operator for such additional period as, with all due diligence and in good faith will enable such Secured Party to institute foreclosure proceedings, apply for the appointment of a receiver for the purpose, among other things, of curing such Event of Default, if such is susceptible to curing, and to acquire by foreclosure Operator's interest in this Agreement,to effect a removal of Operator from the Managed Premises and,in the meantime and at the earliest opportunity,to cure such Event of Default if such is susceptible to curing. In the event the estate created by this Agreement shall have been duly acquired by such Secured Party or any purchaser at a foreclosure sale (hereinafter referred to as "Foreclosure Purchaser")and such Event of Default of Operator shall have been duly cured,then the notice of termination of this Agreement based upon Operator's failure to timely cure such Event of Default of Operator shall be deemed withdrawn,terminated and of no further force or effect. In the event, however, that such Secured Party or any Foreclosure Purchaser fails to cure such Event of Default of Operator within the time periods set forth in this Section 18.3, Owner reserves the right to (and must do so to effect a termination) give such Secured Party or any Foreclosure Purchaser, by registered or certified mail,return receipt requested,thirty(30)days'written notice of termination of this Agreement due to such failure by the Secured Party or any Foreclosure Purchaser to cure such prior Event of Default by Operator. After the giving of such notice of termination to such Secured Party or any Foreclosure Purchaser and upon the expiration of said thirty (30)days, during which time such Secured Party, or Foreclosure Purchaser shall have failed to cure such default, this Agreement and the term thereof shall end and expire as fully and completely as if the date of expiration of such thirty (30) day period were the day herein definitely fixed for the end and expiration of this Agreement or Sublicense and the term thereof. If Operator, such Secured Party, or any Foreclosure Purchaser is in possession either personally or by a receiver, Operator, such Secured Party or any Foreclosure Purchaser or such receiver as the case may be, shall then quit and peacefully surrender the Managed Premises to Owner. Notwithstanding anything contained herein to the contrary,such Secured Party shall not be required to institute foreclosure proceedings if it is able to acquire and does acquire Operator's interest in the estate created hereunder by any other -41- means so long as such Secured Party fulfills all other requirements of this Article 18 and of Section 16.5. Section 18.4 Surrender-of. Managed Prem.ises,. Upon any expiration or termination in accordance with the terms and conditions of this . Agreement, Operator and all Sublicensees shall quit and peacefully surrender the Managed Premises to Owner, except as provided under any non-disturbance agreement provided by Owncr to any Sublicensees. - Section 18.5 'Rights of Owner After Termination. At any time or from time to time after such termination, Owner may relet or relicense the Managed Premises or any part.thereof, for such-term or-terms(which may be greater or less than the period which would otherwise have constituted the balance of the term of this Agreement)and on such conditions(which may include concessions or free rent)as Owner,in its reasonable discretion, . may determine and may collect and receive the proceeds therefor,so long as Owner uses normal and customary commercial practices in attempting to relet or relicense the Managed Premises or any part thereof,and in collecting proceeds due from such reletting or relicensing during the balance of the term of the Agreement or any renewal thereof. Owner shall in no way be responsible or liable for any failure to relet or relicense the Managed Premises or any part thereof,or for any failure to collect any proceeds due for any such reletting or relicensing. Section 18.6 No Waiver by Owner. No failure by Owner to insist upon the strict performance of any of the terms of this Agreement or to exercise any right or remedy consequent upon a breach thereof, and no acceptance by Owner of full or partial payment of Owner's Revenues during the continuance of any such breach, shall constitute a waiver of any such breach or of any of the terms of this Agreement. None of the terms of this Agreement to be kept,observed or performed by Operator,and no breach thereof shall be waived,altered or modified except by a written instrument executed by Owner. No waiver of any breach shall affect or alter this Agreement,but each of the terms of this Agreement shall continue in full force and effect with respect to any other then existing or subsequent breach thereof. No waiver of any default of Operator hereunder shall be implied from any omission by Owner to take any action on account of such default,and no express waiver shall affect any default other than the default specified in the express waiver and then only for the time and to the extent therein stated. One or more waivers by Owner shall not be construed as a waiver of a subsequent breach of the same covenant, term or conditions. Section 18.7 Events of Default of Owner. The provisions of Section 18.8 shall apply if any of the following "Events of Default of Owner" shall happen: if default shall be made by Owner in keeping,observing or performing any -42- of the duties imposed upon Owner pursuant to the terms of this Agreement and such default shall continue for a period of thirty(30) days after written notice thereof from Operator to-Owner-setting forth with reasonable specificity the nature of the alleged breach;;or;..in the caseof any such default s or contingency which cannot,with due diligence and in good faith,be cured within thirty(30)days, wu Owner fails within said thirty (30)day period to proceed promptly-after such notice and with'due,a diligence and in good faith.to cure said Event'of Default. : .. . Section 18.,8:.---a'_Failure,to.Cure Default by Owner. If an Event:of.Default of0wner_shall-occur,Operator, at any time after the period-set forth. :.. . in Section-18.7-shall:have the following rights and:remedies,which are::cumulative:.A,- i. (a) In addition to any and all other remedies, in law or inequity,thavOperatormay have ,.r. against Owner,.Operator shall be entitled to sue.Owner for all damages(as limited by Section 14.1, above),costs and expenses arising from Owner's committing an Event`of Default hereunder and to recover all such damages,costs and expenses; including reasonable attorneys'fees at both trial-and appellate levels. (b) To restrain, by injunction, the commission of or attempt or threatened commission of an Event of Default of Owner and to obtain a decree specifically compelling performance of any such term or provision of the Agreement. (c) To terminate any and all obligations that Operator may have under this Agreement, in which event Operator shall be released and relieved from any and all liability under this Agreement and shall surrender possession of the Managed Premises to Owner. Section 18.9 No Waiver by Operator. Failure by Operator to insist upon the strict performance of any of the terms of this Agreement or to exercise any right or remedy upon a breach thereof, shall not constitute a waiver of any such breach or of any of the terms of this Agreement. None of the terms of this Agreement to be kept, observed or performed by Owner, and no breach thereof, shall be waived, altered or modified except by written instrument executed by Operator. No waiver of any default of Owner hereunder shall be 'implied from any omission by Operator to take any action on account of such default if such.default persists or is repeated, and no express waiver shall affect any default other than the default specified in the express waiver and then only for the time and to the extent therein stated. One or more waivers by Operator shall not be construed as a waiver of a subsequent breach of the same covenant,term or condition. -43- ARTICLE 19 Notices Section 19.1 Addresses. All notices, demands or requests by Owner to Operator shall be deemed to have been properly served or given, if addressed to Operator at Jubilee Hometown Station,Inc., 742 N.W.'12d, Avenue, Miami-,.Florida 33136, with a copy to Penmanentia, Inc., 1401 Ponce de Leon Boulevard, #402, Coral Gables,Florida 33134,.and to such other address.and.to,the attention of such other party as Operator may, from,time to,time, designate by written.notice to.Owner. .,Jf Operator.at any,time.. during the term hereof changes its office address as.herein.stated,.Operator i,11 promptly give .notice of same in writing.to Owner. The Secured Party,shall be,deemed to have.been properly served or . given notice if addressed to such party at the address furnished pursuant to the provisions of Sections 16.1(c) and 16.3 above. All notices, demands or requests_ by,Operator.or by a Secured.Party to Owner shall be deemed to have been properly served or given if addressed to the Miami-Dade Transit Agency,Director,or his designee,.Suite 910,- 111 N.W. 1st.Street,9th Floor,Miami,Florida, 33128, and to such other addresses and to the attention of such other parties as Owner may, from time to time,designate by written notice to Operator. If Owner at any time during the term hereof changes its office address as herein stated, Owner will promptly give notice of same in writing to Operator. Section 19.2 Method of Transmitting Notice. All such notices, demands or requests (a "Notice") shall be sent by: (i) United States registered or certified mail, return receipt requested,(ii) hand delivery, (iii) nationally recognized overnight courier, or (iv) telefacsimile, provided the transmitting telefacsimile electronically confirms receipt of the transmission by the receiving telefacsimile and the original of the Notice is sent by one of the foregoing means of transmitting Notice within 24 hours of the transmission by telefacsimile. All postage or other charges incurred for transmitting of Notices shall be paid by the party sending same. Such Notices shall be deemed served or given on(i)the date received, (ii)the date delivery of such Notice was refused or unclaimed, or(iii)the date-noted on the return receipt or delivery receipt as the date delivery thereof was determined impossible to accomplish because of an unnoticed change of address. ARTICLE 20 Quiet Enjoyment Section 20.1 Grant of Quiet Enjoyment. Operator,upon paying all revenues and other monies herein provided for and performing in accordance with the terms, agreements, and provisions of this Agreement, shall peaceably and quietly have, hold and enjoy the Managed Premises during the term of this Agreement without -44- interruption,disturbance,hindrance or molestation by Owner or by anyone claiming by,through or under Owner. . ARTICLE 21 Certificates by Owner and Operator.r. . Section 21.1. --'Operator Certificate's. .. _ w w_ Operator agrees any:.time and from timerto;time;upon not than-twenty-(20)days'prior written notice.by---,Owner, toGexecute,,acknowledge and deliver-to.Owner a statement invwriting setting,forth the:revenues,.payments-.and-othei monies.:then payable.under.the Agreement;;if°then known; certifying that this Agreement is-.unmodified,arid in full force and effect(or if there have S been modifications,that the-Agreement iis-in-full force and effect as modified_and stating the . modification),and the dates to whi&the revenues,payments and.other monies have been paid,and-- stating (to the best of Operator's knowledge) whether or not Owner is in default in keeping, observing or performing any of the terms-of this Agreement; and,-if in default,specifying each such default (limited to those defaults of which Operator has knowledge). It is intended that any such statement delivered pursuant to this Section 21.1 may be relied upon by Owner or any prospective assignee, transferee or purchaser of the fee, but reliance on such certificate shall not extend to any default of Owner as to which Operator shall have no actual knowledge. Section 21.2 Owner Certificates. Owner agrees at any time and from time to time,upon not less than twenty(20)days'prior written notice by Operator or by a Secured Party to furnish a statement in writing, in substantially the form attached as Exhibit"L"to the Lease,setting forth the revenues,payments and other monies then payable under the Agreement, if then known;certifying that this Agreement is unmodified and in full force and effect(or if there shall have been modifications that the Agreement is in full force and effect as modified and stating the modifications)and the dates to which revenues,payments and other monies have been paid; stating whether or not to the best of Owner's knowledge, Operator is in default in keeping,observing and performing any-of the terms of this Agreement,and,if Operator shall be in default,specifying each such default of which Owner may have knowledge. It is intended that any such statement delivered pursuant to this Section 21.2 may be relied upon by any prospective assignee, transferee or purchaser of Operator's interest in this Agreement, any prospective Secured Party or any assignee thereof,but reliance on such certificate may not extend to any default of Operator as to which Owner shall have had no actual knowledge. -45- ARTICLE 22 Construction of Termssand Miscellaneous Section 22.1 Severability. If any provisions ofthis Agreement or the application thereof to:any..person or-situation shall, . to any extent,be held invalid'or unenforceable,the remainder of.this,Agreement,and,the,application ` of such provisions.to persons or situations other than those as to which.it'shall-have been held:invalid or unenforceable- shall not be affected thereby;and shall:continue�.valid.and be enforced.-to the fullest extent permitted.bylaw. Section 22.2 Cam._ ... ;: . The Article headings and captions of this Agreement and the Table of Contents preceding this Agreement are for convenience and reference only.and in no way define, limit or describe the scope or intent of this Agreement nor in any way affect this Agreement. Section 22.3 Relationship of Parties. This Agreement does not create the relationship of principal and agent or of mortgagee and mortgagor or of partnership or of joint venture or of any association between Owner and Operator, the sole relationship between Owner and Operator being that of licensor and licensee or of owner and Operator. Section 22.4 Recording. A Memorandum of this Agreement, or at Operator's behest, a full copy hereof, shall be recorded among the Public Records of Miami-Dade County, Florida, at the sole cost of Operator. Section 22.5 Construction. All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine or neuter,singular or plural, as the identity of the party or parties may require. The parties hereby acknowledge and agree that each was properly represented by counsel and this Agreement was negotiated and drafted at arms length so that the judicial rule of construction to the effect that a legal document shall be construed against the draftsman shall be inapplicable to this Agreement which has been drafted by counsel for both Owner and Operator. Section 22.6 Consents. Whenever in this Agreement the consent or approval of Owner is required, such consent or approval shall be made by the County Manager or its designee on behalf of Owner and: -46- � t r.i �� (a) shall not be unreasonably or arbitrarily withheld, conditioned, or delayed unless specifically provided to the contrary, and.shall not.require a fee from the party requesting same; (b) shall not be effective.unless it is.in.writing; and... (c) shall apply only to-the.specific-actor,transaction so approved or consented to,and shall not relieve:Operator or-Owner,as applicable;of the obligation of'obtaining the:,other's prior written-consent-or,approval to any future.,similar'act.ortransaction. Section 217 Entire.Agreement,::_, e= This Agreement contains the°entire agreement between:the°parties:-hereto.•and shall not be modified or amended.in any manner°except_by an instrument in writing executed by the parties hereto. Section 22.8 Successors-and Assigtm. The terms herein contained shall bind and inure to the benefit of Owner, its successors and assigns, and Operator, its successors and assigns(including Secured Party(s) and Sublicensees as appropriate and applicable), except as may be otherwise provided herein. Section 22.9 Station and System Plans. Owner agrees, at the request of Operator, to make available to Operator for inspection all plans, specifications, working drawings and engineering data in the possession of Owner, or available to it, relating to the Station, the System, the Managed Premises and other facilities of Owner in Miami-Dade County, it being understood and agreed that Operator will reimburse Owner for any duplication costs incurred in connection therewith and Owner assumes no responsibility or liability for the information obtained pursuant to this Section. Section 22.10 Holidays. It is hereby agreed and declared that whenever the day on.which a payment due under the terns of this Agreement, or the last day on which a response is due to a notice,or the last day of a cure period,falls on a day which is a legal holiday in Miami-Dade County,Florida,or on a Saturday or Sunday, such due date or cure period expiration date shall be postponed to the next following business day. Any mention in this Agreement of a period of days for performance shall mean calendar days. Section 22.11 Exhibits. -47- Each Exhibit referred to in this Agreement has been initialed by the parties and forms an essential part of this Agreement. The Exhibits,even if not physically attached, shall be treatedas if they were part of the-Agreement. - Section 22.12"`:Protest Payments. If at any time a dispute shall arise as to any amount or sum of money to be paid by.Operator to Owner under the provisions of this Agreement, in addition to the rights set forth in Article 18 _ herein; Operator shall have the right to make payment "under protest" and such payment shall not be regarded as-a voluntary payment, and there shall survive-the right on;the part of Operator.to seek the recovery:of such sum;and if.it should be adjudged that there was no legal obligation..on Operator:, to pay such sum or.any part thereof, Operator shall be entitled to recover such sum or so.much thereof as.it was noulegally required to pay under the provisions of this Agreement; and;if at my- time a dispute shall arise.between the parties heretor as to any work to be performed by either.of their- _ under the provisions of this Agreement,the party against whom the obligation to perform the work is asserted may perform such work and pay the cost thereof"under protest" and the performance of such work shall in no event be regarded as a voluntary performance and there shall survive the right upon the part of said Operator and/or Owner to seek the recovery of the cost of such work,and if it shall be adjudged that there was no legal obligation on the part of said Operator and/or Owner to perform the same or any part thereof,said Operator and/or Owner shall be entitled to recover the cost of such work or the cost of so much thereof as Operator or Owner was not legally required to perform under the provisions of this Agreement. ARTICLE 23 Representations and Warranties Section 23.1 Owner's Representations and Warranties. Owner hereby represents and warrants to Operator that: (a) It has full power and authority to enter into this Agreement and perform in accordance with its terms and provisions and that the parties signing this Agreement on behalf of Owner have the authority to bind Owner and to enter into this transaction and Owner has taken all requisite action and steps to legally authorize it to execute, deliver and perform pursuant to this Agreement. (b) Owner will deliver possession of the Managed Premises to Operator free and clear of any and all tenancies and occupancies of every nature whatsoever, whether by Miami-Dade County or otherwise,and also free and clear of any violations by Miami-Dade County of Laws and Ordinances,except as may be agreed by Operator in writing,and subject only to the rights reserved herein to Owner. (c) Throughout the term of this Agreement, Owner will endeavor to continue transit service to and from the Station on a daily basis. Subject to the terms of Section 3.8 herein, the -48- parties acknowledge that service disruptions occur occasionally and such disruptions shall not be considered termination of service under this Agreement.-_If the-Station is damaged or destroyed and as a resulvtrains cannot stop thereat, the foregoing sentence shall not apply during'�the period of repair and rebuilding done in accordance,with-Section.15.2.... . . _ (d) Operator acknowledges that in accordance with Florida Statutes Section,1,25.411(3) . t. (1990) Owner does not warrant the title or represent.�any state of facts concerning theaitle to the Managed Premises. Section 23.2. Operator's Representations-gnd.Warranties . :::. Operator hereby represents and warrants to Owner that it has full power and authority to enter into this Agreement and perform in accordance with its terms and.provisions'and that.the parties.. signing this Agreement on behalf of Operator have the authority to bind:Operator and to enter into this transaction and Operator has taken all requisite action and steps to legally authorize it to execute,. . deliver and perform pursuant to this Agreement. ARTICLE 24 Equal Opoortunil Operator will not discriminate against any employee or applicant for employment because of race,religion,color, sex,sexual orientation,age,ancestry,marital status,handicap,place of birth, or national origin. The Operator shall take affirmative action to ensure that applicants are employed and that employees are treated during their employment,without regard to their race,religion,color, sex,sexual orientation,age,ancestry,marital status,handicap,place of birth or national origin. Such actions shall include, but not be limited to, the following: employment; upgrading; transfer or demotion; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation and selection for training, including apprenticeship. Operator agrees to post in conspicuous places, available to employees and applicants for employment notices to be provided by Miami-Dade County setting forth the provisions of this Equal Opportunity clause. Operator will comply with all of the following statutes, rules, regulations and orders to the extent that these are made applicable by virtue of the grant to Owner under the Urban Mass Transportation Act of a Section 3 capital grant for Metromover: (i) all regulations of the U.S. Department of Transportation; (ii) all applicable provisions of the Civil Rights Act of 1964; (iii) Executive Order 11246 of September 24, 1964 as amended by Executive _ Order 11375; (iv) Executive Order 11625 of October 13, 1971; -49- (v) the Age Discrimination Employment Act effective June 12, 1968; (vi) the rules, regulations and orders of-the Secretary of Labor; (vii) _ --Florida Statute 112.042; and x (viii) Articles 3 and`4 of Chapter 11A of the.Code of Metropolitan Miami-Dade County. ARTICLE 25 Disadvantaged Business Enterorise("DBE") Section 25.1 Policy. - It is the Policy of the United States Department°of Transportation and Miami-Dade County that DBE contractors as defined in 49 CFR Part 23, as amended, shall have the maximum opportunity to participate in the performance of contracts for refurbishment of the Managed Premises the acquisition of which by Owner was financed in part with Federal funds. Section 25.2 DBE Obligation. Operator therefore agrees that DBE contractors as defined in 49 CFR Part 23, as amended, have the opportunity to participate in the performance of contracts and subcontracts for the design, refurbishment,operation,or maintenance of the Managed Premises. In this regard, Operator shall take all necessary and reasonable steps in accordance with 49 CFR Part 23, as amended,to ensure that DBE's have the opportunity to compete for and perform such contracts. Operator shall not discriminate on the basis of race,color,national origin, sexual orientation or sex, in the award and performance of such contracts. All determinations of compliance or noncompliance of Operator with the DBE requirements of this Agreement, and of the appropriate consequences of noncompliance shall be made by Miami-Dade County. All such determinations shall be final and binding,except that an appeal from an adverse decision by Miami-Dade County may be taken by an affected DBE contractor to the U.S. Department of Transportation to the extent provided under 49 CFR Part 23, Section 23.55. Nothing in this paragraph shall be construed to diminish the legal responsibility or authority of Miami-Dade County. Section 25.3 Operator's Plan. Operator agrees to use sufficient reasonable efforts to carry out Operator's Disadvantaged Business Enterprise and Utilization Plan, a copy of which is attached as Exhibit"M" to the Lease. Operator agrees to carry out this plan to the fullest extent consistent with the efficient performance of the Agreement. -50- Section 25.4 $gp edieq. -: If at any time Miami-Dade County. -h&* to-believe that Operator is in violation of its obligation .under.the DBE Plan,_.Miami-Dade County--may,.-in addition Jo._pursuing_any.other K- available legal remedy under this Agreement,-commence proceedings to impose sanctions. Such, a sanctions may include, but not be limited to the termination of the Agreement in-whole or�in part,--- ',l pursuant to Article 18_;unless Operator is-..able to demonstrate:compliance with its obligations under.d its DBE plan, :and:the denial to-Operator.of the.right to participate in any.furtherncontracts:with Miami-Dade County.forl period of no-longer than three-years.. No_such sanctions shall:be•imposed, ._ by Miami-;Dade County upon Operator.except pursuant to.an action.duly taken in accordance.mith due pfocess.of;law: :: Section 25.5: R Reports.: Operator shall submit DBE activity reports on a monthly basis during any period of construction of a building (as differentiated from minor construction activity). The DBE activity reports shall reflect Operator's subcontracting and purchasing activities with DBE's and shall be submitted in the forms provided for the purpose by Miami-Dade County. The monthly reports are to be submitted to DBE, Contracts and Compliance Supervisor, and to the Chief, Office of Fair Employment and Labor Practice/MDTA or his/her designee, on or before the tenth working day of the month following the month the report covers. During nonconstruction periods, DBE progress reports may be submitted as part of Operator's annual report to Miami-Dade County. Section 25.6 Discrimination Prohibited. No person shall be excluded from participation in, denied the benefits of, or otherwise discriminated against in connection with the award and performance of any contract covered by this part,on the grounds of race, color,disability,national origin,or sex. (49 CFR Part 23.7) IN WITNESS WHEREOF,Owner has caused this Agreement to be executed in its name by the County Manager;as authorized by the Board of County.Commissioners, and Operator has caused this Agreement to be executed by its duly-authorized representative all on the day and year first hereinabove written. -51- MIAMI-DADE COUNTY,a OWNER political subdivision of the State of Florida _ ... ATTEST: BY ITS BOARD OF COUNTY COMMISSIONERS rv.. HARVEY RUVIN,CLERK', By: By: Name:` Title: Signed in the presence of: OPERATOR HOMETOWN STATION LTD., a Florida limited partnership Print Name By: Jubilee/Hometown Station, Inc.,a Florida not-for-profit corporation,as one of two general partners By: Print Name Francis V. Gudorf, as President By: Permanentia, Inc.,a Florida corporation, as one of two general partners Print Name By: Raul Masvidal, as President Print Name Notarizations begin on following page. -52- STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADS)- The foregoing instrument was acknowledged.before me this day of,December,_1999- by Francis:V.:,Gudor-f, as: Presidenvof Jubilee/Hoihetown Station, Inc., a Florida not-for-profit corporation,as one.of two:,generalTartners of Hometown Station,:Ltd.,a Florida limited--partnership. Personally Knownt4- OR Produced Identification.*,,,,4:,u Type of Identificati6mProduced Print or StampName: Notary Public; State of Florida at Large Commission No.: My Commission Expires: STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me this day of December, 1999 by Raul Masvisdal, as President of Permanentia, Inc.,a Florida corporation, as one of two general partners of Hometown Station, Ltd., a Florida limited partnership. Personally Known OR Produced Identification Type of Identification Produced Print or Stamp Name: Notary Public, State of Florida at Large Commission No.: My Commission Expires: GAW-PGW\35241\009Vdgmt-agt.N 1 -53- ` J IL 11 I1 • ►: i ► 4 • • him .� . i EXHIBIT°I" Rental-Payments Schedule of payments ofVinimum Rent, projected Participation Rent;"and Penalty Rent calculation: To be attached at time`of commencement,--i '.; EXHIBIT"J° List of Restrictions, Agreements,-Encumbrances, etc: re: Parcel and Demised Premises To be attached.at time of commencement% EXHIBIT "K° Insurance Requirements for Leased Premises. : To be attached at time of commencement. Revised 11/19/99 ESTOPPEL•CERTIFICATE- THIS ESTOPPEL CERTIFICATE-("Agreement") is executed and delivered as of this = day__of by Miami-Dade County, a political subdivision of the. State of Florida,,through the MIAMI-DADE TRANSIT AGENCY.; ("Landlord");"Lender,'.'as-that term is.defined,belok and HOMETOWN STATION LTD., a Florida limited partnership.("Tenant"). REC TA1S .: t A. -Landlord is the lessor under the ground-lease described on Exhibit"A" hereto between Landlord, as lessor, and Tenant, as lessee, affecting the real property ("Land") and improvements ("Improvements"),known-as="Hometown Station" and1ocated at the- South Miami Metrorail Station, South Miami, FL , more particularly described on Exhibit "B" hereto (the Land and Improvements, collectively, the "Leased Premises"; such lease, as so amended and assigned, and as it may be further amended and assigned from time to time, the "Lease"); B. Tenant has advised Landlord of that certain loan ("Loan") from ("Lender"), which Loan will be secured by a mortgage on the Leased Premises [and an assignment of Tenant's rights under the Lease]; C. Tenant has also advised Landlord that Lender has required, as a condition of making the Loan, that D. In order to facilitate the transactions described herein, Landlord has agreed to enter into this Agreement, without which Lender would not make the Loan. NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10.00), and for other good and valuable consideration, the receipt and legal sufficiency of which are hereby acknowledged, Landlord agrees as follows: 1. Without implying that Landlord's acknowledgment or consent may be required under the Lease, Landlord does hereby acknowledge the granting by Tenant of a leasehold mortgage ("Leasehold Mortgage') to Lender on Tenant's interests in the [Lease and the] Leased Premises. Upon the mortgaging of the [Lease and the] Leased Premises and the execution of this Agreement, Landlord acknowledges and agrees that Lender shall be deemed to be, and shall have all of the rights and protections granted to a "Leasehold Mortgagee" under the Lease. 2. Landlord hereby certifies to Lender that: (a) Landlord is the current owner of (i) the fee interest in the Leased Premises, and (ii) all of the rights and benefits of EXHIBIT L LEASE AGREEMENT "Landlord" under the Lease; (b) all rents and other sums due and owing under the Lease as of the date-hereof are current and.not in arrears; (c) there exists;no uncured default• under the Lease by Landlord or-Tenant; (d)Ahe�Lease-is in full force4hd-effect; (e)the term of the Lease expires on and_there are no options to extend or renew u the Lease; (f) all of the material obligations under the Lease whichhave:accrued prior to- the date of this Agreement haver-been:fuAy performed except as described-on-Exhibit"C"; ' (g) Exhibit "A" lists the only instruments-govern ing-Landlords and Tenant's'rights and', � obligations with respecttoAhe.-Leased Premises, and-to the.:best of-Landlord's-knowledge there do not,:exist-any other agreements-,(including-any subordination,--,non-disturbance and - attornment-agreements) concerning the.Leased Premises except,as.described in Exhibit ,- "A"; and .(h)i there.r.are no offsetv;::counterclaims, .defenses; xdeductions .or :credits.- whatsoever with 'respect tothe;Lease, or any amounts owing under any other agreement° described in-Exhib:itA: 3. The annual. Minimum Rent, under-the Lease is 1$180;000.00," payable annually. Minimum Rent is paid through , and,the next Minimum Rent payment is due on In addition, Participation Rent for the lease year was $ . Participation Rent is paid through and the next Participation Rent payment is due on Tenant has not deposited any security with Landlord. 4. Landlord confirms that, notwithstanding any provisions of the Lease to the contrary, in the event of casualty to the Improvements on the Leased Premises, insurance proceeds in respect of such casualty shall be paid to and held by Lender for Lender's disbursement to Tenant for repair and/or reconstruction of the Improvements. 5. Unless otherwise noted by Lender, copies of any notices to Lender shall be sent to the following address: Attention: With a copy to: Attention: 6. Landlord confirms that the Leased Premises is free of any security instrument - encumbering the fee estate of the Leased Premises, and Lender understands and -2- acknowledges that Landlord is neither a party to the Loan nor are Landlord's fee title and Landlord's interest in the Lease subordinate to the:security interest of the Leasehold Mortgage=.,the Tenant'.s.interest in the Lease. 7. 1 Landlord acknowledges that Lender has requested that Landlord execute this Agreementf rn connection with the Loan, and.that Lender has agreed ao,!make-the-Loan in reliance on the matters.set forth herein. 8. This Agreement may be executed in counterparts,and each,such counterpart- shall constitute an original. 9. -2 The parties agree-that the protections and rights granted to;the Lender by this Agreement shall also apply to any other prospective mortgagee offenarit's.interest in the Lease, provided that the name and address of-'such lender is provided in writing to Landlord, in,accordance.with the terms of.the Lease, and such,other lender shall °be deemed the-"Leasehold Mortgagee" for the purposes of this Agreement and for the purposes of the Lease. 10. This Agreement shall be binding upon, and may be relied upon by, the parties, their successors and assigns, and the terms hereof shall inure to the benefit.of the parties, their successors and assigns. IN WITNESS WHEREOF, Landlord has executed this Agreement as of the- date and year first above written. LANDLORD: MIAMI-DADE COUNTY, a political subdivision of the State of Florida, through MIAMI-DADE TRANSIT AGENCY ATTEST: By its Board of County Commissioners Clerk By: By. Name: Name: Title: Title: -3- TENANT: HOMETOWN STATIONTUD.;is Florida limited-* .: partnership, acting . by.. and. through its sole general partner: a Florida corporation By: �.-.. Name: _ .... Title: . LENDER: By: Name: Title: -4- ACKNOWLEDGMENT STATE OF ) ).ss: COUNTY OR On this ° day of f before me personally "appeared ,_to,me known,:.who, being by me duly sworn,-did depose and say that he/she is the of a corporation, described�inand which executed the foregoing instrument; and that'he/she signed`-his/her name..Anetdto by--authority:of_the`Board-.of Directors of the corporation. Personally Known OR -Produced Identification Type of Identification Produced: Notary Public, State of At Large Print Name: -5- STATE OF ) ).Ss: COUNTY=OF r= ) k The foregoing instrument was acknowledged`, >before- me this day,._of? of by as. authorized signatory= on-'behalf of n PersonallyXn' Wfi ,-,-i ..-..-: OR ` Produced:Identification Type of Iddntification ProdUbdd-: w Print or Stamp Name:. - Notary Public, State of At Large Commission No.: My Commission Expires: -6- STATE OF ) ).ss: COUNTY=OF ) The foregoing.- instrument•:was acknowledged before .me this day of.: Ltd., a Florida limited artnershi -��acting. b � and through -' of_Hometown Station . Y P P, g y g its sole general. partner, ,,,a Florida .corporation:; Personally Known OR Prod uced:Identification; Type of Identification Produced:_ Print or Stamp Name: Notary Public, State of *At Large Commission No.: My Commission Expires: G:1 W-PG W 13524 t\0091estoppel.cert -7- EXHIBIT A Lease -8- EXHIBIT B Leased Premises -9- EXU BIT C -10- z S DnTO FOR PARTICIPATI MDTA DBE Participation Program This -form should be completed for EACH DBE firm listed in the bid submittal . Zf an item does not app to this contract, enter NA iri=blank. 1• "Name �of--prime Bidder 2 • ±Project Name: ' 1 �C CLOPME/V o - j'pE Project or M1 rl1��I j.;,c 1i ��;o d. No: r2FP IV `iron 7 3 . Location: 4 . Name and. Address of. DBE- Contrat.tor: 71 15 OA 5 I 5 . DBE TYPE: Women--)(_ Black Hispanic Other(specify) DBEs must show ownership percentage by gender--Male 4-1 Female-_$ 6 . Type of work to be performed by DBE/Contractor (general) : 7. Scope of work to be performed (specific description by Bid Item) : If work to be subcontracted is a portion of a contract item outline in the bid specifications, specify only the portion of the work to be subcontracted and identify the Bid Item number if one is designated. Description Bid Item Agreed Price L h c/ti i l L.(; 2-4 . 57 C $ D • n $ $ 8• If overall contract price is based on Unit Price, list for each subcontracted bid item: Approximate Quantities Unit Extended Dollar Amount (Continued on Page 2) EXHIBIT M LEASE AGREEMENT Page 2 SCSI FOR PARTICIPATION MDTA DBE Participation Program 9. Party responsible,-for Workmen.'s Compensation. covera a of subcontracted port ion-: MIA Projected dollar amount. .of 1 , same: $ 1 10 . Patty.- responsible .-for Liability. Insurance _cgverage,: +1,6. Projected, dollar. amount for .same: $.� AM !T6& 42 li . ;ro e ed commencement .dater for work performed by DBE .Subcontractor: 12 . Project ed-. comple ion datee- for work -to be performed by DBE Subcontractor: 13 . For those DBE Contractors who previously have, worked- on Miami'-Dade Transit Agency (MDTA) projects as DBE contractors or subcontractors, list name of the Prime contractor, the -project name and/or number, and the date the contract was awarded: rJA Firm Name MDTA Project Name/No. Date of Award a 1 14 . If the firm is presently or has in the past been certified by agencies other than MDTA or the Miami-Dade County Department of Business Development, give dates and names of other agencies . Certified By Date C,ixm f-& ;dL�11E L�'•.;�'..Tr_;,%/alE.��( �i �J!-;LTI_��i. 197 15 . DBD Certification No. Expiration Date M)V �W&_R i MA 14c of 6HAEI- Signatur f Official of Prime Official's Name Printed or Typed Date MDTA/DBE--13-Feb-1998 JPW— DBE CONTRACTOR IDENTIFICATION STATIC ' MDTA DBE Participation Program 1) Name of DBE Contractor 1 A ' _h.._ 2) Year business established-- q R 1... 3 ) Address.. and telephone- number tib7� Si1�l5c"T��IVi� 5��r �; ' 4) DBE Type: Women; Black- :Hispanic-. - ,Other- (Specify)_ All DBEs'-must show ownersh <percentage;by i.getider Male$ Female.(__$ 5) Name of rinci al officer - 46" _ r r 6) Principal type of work �skc:Hl rEGr JIs,AY•�/(�ii�J 7) Name of persons involved in. :management of f..irm. and positions:.held: ' NAME RACE SEX POSITION/TITLE A. HA iz.E G ft/-kEL OK4 4 i A(. -.jAj lFaa-,,Oel-�i B. �.sr�A i L c c::, ';.�, GAUCAS iAM 1 ALP y i LE tk-S 6etj C. D. E. If additional space is needed, please use another sheet. 8) For a Corporation or Professional Association: Identify those who own five percent or more of the firm' s stock or Filve percent or more share of P. A. YEARS OF OWNERSHIP VOTING NAME RACE SEX OWNERSHIP PERCENTAGE PERCENTAGE A. B. C. D. E. F. If additional space is needed, please use another sheet. i (Continued on Page 2) Page 2 DBE CONTRACTOR IDffirrIFICATION STATl ?T MDTA DBE Participation .Program ., 9) For, a Proprietorship, "indicate the . DBE status and gender of.-. the proprie:tors:­.jA Black Male: : B1ack..7emale. Hispanic Male._ Hispani_C: Female other Male::(Specify): Other: Female ;(Specify) 10). Does_ the if irm:have.-,an -8..(a),.,,Certification issued by the Small Business ! Adminits"tra.tion-under -Section:�:8 (:a):` -of:the Small Business­:-Act as., amended (15 U..,:S.C.:---'-6 3 7 -(a) ? NO; YES , _ Certified--as an 8 (a) Contractor .(date) 11) Date first certified- by MDTA/Miami-Dade County Department of° Business- Development iC/ 41AI Cert,.. .No. i'i�_ Expires Aa• , R(I 12) The undersigned agrees to provide other relevant information concerning ownership and control if requested to do so by MDC or its representative. Sig at a of Of ial of DBE Company Title of Official Date MDTA/DBE--13-Feb-1998 C t DISADVANTAGED BUSINESS ENTERPRISE (DBE) - WILLFUL PROVISION OF•INCORREC INFORMATION: 1MK MAW to b0fi"tfW arty.pera«t or&M has wiUlully and ,iTe the US:-Dep+n of 1}ansportation N-S ODT)«OBED 7 ands«DBED rosy MW.t1M'matter b the General Counsel a n•^� provided incorrect information«e+ade fate SUWWM VW US DDS• TtM US OOR GO�M M Counsel may d tt,e Ups aDann'em a T►ansa�+ +.DEED ci.necal counaN.nOf«onMr inwatigatNe aQenGes.. a. e under �barment proeedur+tt,in a000sdana with st.CFR t•t and 12•tA0!andl«tee tfte toataa io t11!OeO�ate debarment IM as the General Course+deerrta apprWim ��DBED anchor atf+er state and beef apsnass e+M fir," andlor PUMA other,"I renMdies in accordance wfM Courtly Policy andl«apPq �'Stale ,h n statements sn true and coma and a+dude all"W WWI Mdorrt+auon necessary b dent iy AMC The undersigned swears trot the foregoing the undersigned ref b provids compleu and accurate intor. explain the Operations d this firm as wen as tht ownership tr+ered.FurtMf ptanpeC Of the.bmgoing srrangemenu. tfwebr sod any proposed. s for _ rr,rion re0a'ding aaual w«k peAOrnMd on Oroieets•the PaY^M� firm:Any.mV eunution wia be ground end b OKm�the audit and examination of:books.records and fles.ol t"named ni false ssateet enu, te'rrt10 Per any contaCl which may be awarded and 1« iltitiating SNOW under F*derst«State laws concerning NOTE:M$kier filing W's adicstion there is any changes in the inl«mation submitted.the undersigned agrees to immediately inform the t Department of Business Economic and Devetop'1ent (DEED) of such changes in writing. Executed by: (Name o' Fam) fkfty Publc-Sbte d Florido 1Ar Cann+i dw f n Ad 6.2= Carreftion t cawle S &,.wre of A"4n* Sworn Before me t9_! 1"'11�1�IG� ThtS� Day of Ported Name Ot A!11IIn: Mail TO: 1 Certification Unit Jade Coi n' Department Of Business and E=Wnk DrAkM"rd Stephen P. Clark Ce!tter 111 N.W. 13t Street Suns m0 Miami, Fkxida 33128.1975 (305) 375.4132 Ap~on w4W hulude non•refundslsie tZO 00 WP k~~Ise In&06 or looney order OMB to"Board of County commissioner;:. DEPARTMENT-01F. BUSINESS DEVELOPMENT Ms. Marice Chael November 06, 1998 Chael,Cooper.&Associates, P A 5879 Sunset Drive.#I 99-0000133 South Miami, FL 33133 CERT.:NO:� EXPIRATION DATE: 11/30/1999 Dear Ms:,Chael`. The Department of Business Development has:completed-its review of your application and attachments submitted' `t for certifcation as,a small,minority and/or disadvantaged:.business enterprise:•�tis officefiereby.approves.your:finn as Disadvantaged.Business Enterprise(DBE)and Women Busines&Enterprise-(WBE),in Miartti=Dade County'in the' categories listed below. Your firm will be included-in our registry of certified businesses and.this certification is valid.for twelve-(.12)months, . expiring-as noted above..-This certification mayrequire additional-review-at the time ofbid-or when°your company is being considered by a prime contractor to meet a goal. It affords your company the opportunity to participate as a small or minority-owned business in the competitive process for-contracts.Please note that the trade categories listed below are the only areas that your company is eligible to bid or participate in contracts under your current certification. Also,with the exception of architectural and engineering firms,you should register as a Miami-Dade County vendor in order to receive bid or contract information through the mail. Please contact our Certification Unit at(305)523-2100 or Miami-Dade's Procurement Management Division at(305)375-5289 to obtain a vendor application. if any changes occur within your company during the certification period(such as ownership,address,telephone number, trade category, licensing,technical certifications,bonding capacity,or if the business ceases to exist)you must notify this office in writing immediately. It is imperative that we maintain current information on your company at all times. All inquiries or changes related to this certification should be directed to the Certification Unit between the hours of 8:00 a.m. and 5:00 p.m. Monday through Friday. This Department will forward to you an application for re-certification (a much shorter process)within four(4)weeks of the above expiration date. Please be advised that your firm may be prohibited from working on contracts obtained through this certification if you fail to re-certify or if the firm loses its certification for any reason. We look forward to your participation in Miami-Dade County's small,minority and/or disadvantaged business programs. erely. z Ma . Jack-ma Director e L CATEGORIES: (Your firm may bid or participate in contracts only under the categories listed below) ARCHITECT Stephen Phone , r • s r r ror•n A.'1!ry (The following is a sample DBE Utilization Plan which may be used as a guide a ro oser in eve o in t e an re ired f or t e ease ot MDTA property- ro ert or commercial, business, residential, e ucationa rul.tural or other development. EXHIBIT, t�� 0" " DISADVANTAGED BUSINESS -ENTERPRISE UTILIZATION PLAN SOUTH MIAMI JOINT DEVELOPMENT' PROJECT C (Proposer) , recognizing the Miami-Dade T ansit Agency' s commitme t to the equitable participation of Disadvantaged Business Enterprises in the joint development of the SOUTH MIAMI PROJECT presents this Disadvantaged Business Enterprise Plan. This su mlttal reflects Ohl i (Proposer' s) ro ected p - p participation of DBE firms certified by Miami-Dade County's Department of Business Development in all the different Phases of the SOUTH MIAMI PROTECT. The projected levels of DBE participation contained erein in icate (Proposer's) effort to assure DBE participation in the pi.oject. However, these projected levels of DBE partici ion may change subject to a change in conditions, and I . , (Proposer) may submit to MDTA for approval a revised DBE Plan for each future phase as the project progresses . Forms for each DBE firm shall be submitted to MDTA prior to the beginning of each phase. SECTION 1 . DESIGN AND ENGINEERING *L/ (Proposer) has identified design and engineering as major potential categories for DBE utilization in all Phases of this contract. Opportunities f such participation may exist in each phase of the project. Lam_(Proposer' s) DBE goal for the d si n and engineer*a portion of all Phases of the project is ( 1�%) of the total cost of the design and engineeri g functions. It is anticipated that this goal could be reached using the services of minority owned architectural, engineering and land surveying firms . SECTION 2 . CONSTRUCTION iThe construction category also affords DBEs an excellent MME�! te in al l Phases. In this area, roposer) will use participation goals of (lam$) . Currently identified construction trades/crafts where DBEs have maximum opportunity for participation are: 1) Site Work 2) Paving/Curb/Gutter 3 ) Concrete a) Pre-tension b) Post-tension c) Paving, other 4 ) Dry walling DBE PLAN FOR SOUTH MIAMI JOINT PAGE 1 DEVELOPMENT PROJECT LEASE (RFP 000078) (Rev. 9/30/98) 5) Painting 6) Metal Fabrication/Steel Reinforcement 7) Window/Door Installation 8) Electrical 9) Mechanical 10) Plumbing 11) Carpentry 12) Asphalt Paving & Striping 13 ) Floor/Wall Covering , 14) Others as appropriate While (Proposer) is .not likely to perform construction with. its own forces, it will -take. steps to ensure compliance with this goal by requiring, through terms of contract, that the prime construction contractor(s) hired to perform such_ services make every reasonable effort to meet these goals by providing opportunities for. DBE participation in, each trade and professional category- described .herein. SECTION 3 . DBE -TENANTS' 145 L- (Proposer) will solicit DBE firms and businesses to lease space in the facility to the maximum extent Possible under terms and conditions at least as favorable as those offered to other businesses and firms . The Goal is that -ASL_ ( $) percent of the rentable/leasable square footage shall be rented/leased to and occupied by DBE firms or businesses . Alternately, '(Qvor f"4-fwi' ( 27 %) percent of the businesses shall be DBE firms. Any monetary or other considerations offered as inducements to firms to occupy the premises shall also be extended to potential DBE tenants or occupants at the same or similar rates and on the same or similar terms. For other types of development, the proposer will identify ways to secure participation by DBE firms in a number or percentage comparable to the above. SECTION 4 . SUPPLIES, EQUIPMENT, NON-PROFESSIONAL SERVICES (Proposer) will take affirmative steps to assure that DBE firms are used to the maximum extent possible in providing supplies, equipment, and non-professional services required by the development, administration and operation of this project. By way of illustration, such items may include printing, cleaning supplies, painting, janitorial and grounds maintenance, security services, and so forth. The DBE Goal for use of such firers during the administrative and operations phase is _FiK��'PFP_cs•►� (��) percent calculated as 'ro W * •�KM�s SECTION 5 . PROPOSER'S EFFORTS TO MAXIMIZE PARTICIPATION OF DBE FIRMS To assure the maximum utilization of DBE in all Phases of this contract, SI (Proposer) will : 1 . Obtain from MDTA/DBE Division or the Department of Business Development a registry of certified DBEs . i DBE PLAN FOR SOUTH MIAMI JOINT PAGE 2 DEVELOPMENT PROJECT LEASE (RFP 000078) (Rev. 9/30/98) 2 . Establish, through MDTA, a liaison with various minority construction trade organizations, i.e. , Contractors Training & Development, Latin Builders, unions, etc. 3 . Establish contact with various community services organizations, i.e. , Miami-Dade Chamber of Commerce, . Latin Chamber of Commerce, Urban League of Greater Miami, etc . 4 . Advertise opportunities for doing-business with NS►... (Proposer) in the various public and trade. media, especially with those directed toward minority and ethnic communities . 5 . Compile, with the assistance of MDTA, a listing of ! qualified and available DBEs, interested in the ' project. 6 . Designate Construction Manager and/or Project Manager who will serve as liaison with. .the County and who will coordinate the company's efforts in this regard. This person will be responsible for monitoring, maintaining and ensuring our compliance with this program. I SECTION 6 . ASSISTANCE PROGRAM FOR DBE (Proposer) in order to encourage DBEs participation, will work with the MDTA, lending institutions and bonding agencies ! to provide DBEs bonding and financial support where necessary and i reasonable, and where applicable, - will consider waiving such bonding requirements as may be waived compromising the integrity of the project. Further, L_ (Proposer) will attempt to develop a reasonable mechanism for management assistance for DBEs through its prime contractors, where such DBE firms may require. EL L. (Proposer) will comply with federal, state and local requirements pertaining to the utilization of minorities and women and welcome any assistance from the County so that it may satisfy those requirements . SECTION 7 . FORMS TO BE INCLUDED IN PROPOSAL SUBMITTAL AND PRIOR TO THE BEGINNING OF EACH PHASE OF THE PROJECT. Each proposer, as part of its proposal, shall submit a completed - and signed Certification of Assurance. The following documents shall be submitted to MDTA for each DBE firm prior to the beginning of each phase: a. A Letter of Certification or other document from the Miami-Dade County Department of Business Development for each proposed DBE firm showing that the firm possesses a currently valid certification as a Disadvantaged Business Enterprise at the time the bids or proposals are submitted. b. A- completed Schedule For Participation signed by the proposer listing those subcontracts which will be awarded to DBE contractors . This schedule shall list those Qualified DBE Contractors with which the proposer intends to contract for the DBE PLAN FOR SOUTH MIAMI JOINT PAGE 3 DEVELOPMENT PROJECT LEASE (RFP 000078) (Rev. 9/30/98) performance of portions of the work under the Contract, specifying the price to be paid to each such DBE Contractor, including a proposed timetable for the performance of each such contract item and providing other information as may be required by the Schedule— No work shall be included in....the Schedule which the -proposer -has reason. to believe the listed '- DBE Contractor willsubcdntract, at any tier, to a non-DBE contractor; c. A completed and signed Let-ter of° Intent by. each DBE Contractor.. listed --in --the 'Schedule-o Part-M ation indicating' - readiness :.toy- perform the work, des-c:ribed_-for the :amounts -stated,.^in the Schedule for `Participation:;>>�.: d. A completed=and signed DBE- Contractor Identification Statement for each ..pr`oposed .:DBE-'Contractor"-an for the e proposer a y a DBE 'Contractor.­ :. e. Completed and -signed Prog;reszr.;Report forms_ahall-.be submitted monthly during .the 'design: "and construction phases and periodically during the =occupancy,.;phase as may agreed upon by the proposer and MDTA but no less frequently than quarterly. 1 1 - DBE PLAN FOR SOUTH MIAMI JOINT PAGE 4 DEVELOPMENT PROJECT LEASE (RFP 000078) (Rev. 9/30/98) AFFIDAVIT The undersigned swears that the foregoing statements truly and correctly represent the intent and plan for the achievement of the DBE participation and DBE goals for this project. Further., the tinderSigned agrees to provide to MDTA current, complete and accurate information regarding actual work performed on the project, . the payment therefor and any proposed changes, if any, of the foregoing arrangements and to permit the audit. and examination of books, records and files of the firms;- used .in'--the ro 7 ect. : Any material . P misrepresentation may -be grounds .for terminating any contract which may be awarded and for initiating action under Federal or State laws concerning false statements . . . The provisions -of this DBE 'Utilization Plan and-all other-.-contract language required by: Federal and Miami-Dade Transit Agency DBE regulations and procedures will be incorporated in any subsequent contr cts or subcontracts entered into by. the 31511- (Proposer) for this SOUTH MIAMI PROJECT. Note: -If, after filing this DBE Plan and at any time during the construction, development and operation of the project, there i-s any significant change in the project which requires alteration or modification of the DBE Plan submitted or its implementation, you must inform MDTA of the change and desired alteration and receive approva�lL prior to implementation. f1�N16'fDr\1�1 STbrf1'o11 L- �►11T a� Name of Firm Sig ture Name Title Date City of ..Sa • 7,:E!= I State of County ofd/��/� On this day of 19 'YcE before me appeared (Name) �'�4�G o'7•�s�'/ O '9 L 1 known, who, being duly sworn, did execute the foregoing Affidavi , and did state that he or she was properly . authorized by (Name of firm) to execute the Affidavit and did so as his or her free act and deed. Notary Public Commission expires .4\\\t\t\\\t\\\\\\\�\tt\etc\\\\ttttttt\l\K\t\\\\\ Henry i Nadu Public,S wm of olFbeida � M C=mai=i �441358 a < c 1-MI-140TARY•Fla Nowy CL !!lf!!!!!ll tll tl.titllll!!!!!f!llfl!!A!K!!i'YKII � DBE PLAN FOR SOUTH MIAMI JOINT PAGE 5 DEVELOPMENT PROJECT LEASE (RFP 000078) (Rev. 9/30/98) CERTIFICATION OF ASSURANCE FORM SOUTH IriIAKE JOINT DEVELOPMENT PROJECT/LEASE RFP 000078 The proposer#, Ai8r. hereby «° gives assurance..-,,..of.,.- meeting---,t-he Disadvantaged-.Business Enterprise- goal for each-phaseI,o-f the:.. project by utilizing�DBE;:firmsl as .foll.owsAn the area(�s) of D 1 . Professional Services 2 : erc_ent:,:- (Engineering;_.,_ega1,..,accounting;: :etc,_ J . , 2 Construction _. percen.t,;,.; _ .. (Site preparation:;,�;concrete•work; et:c :ri)�.; v 3 . Procurement ; Services o ercent (Purchase of materials, supplies, equipment, non-professional services, - etc . )_ 4 . Tenants (Square footage, number of businesses, etc . ) o percent The percentages shown above must be equal to or higher than those - percentages shown in the DBE Utilization plan. The DBE goals will be obtained by certification of the prime contractor or lessee as a DBE; by establishment of a relationship of Association with DBE firms; by utilization of vendors and suppliers of goods and services; by subcontracting; or by joint venture arrangements in conformity with the requirements, terms and conditions of the "Disadvantaged Business Enterprise Contractor Participation Provision. " Hometown Station Limited ignat Name of Proposer (Typed) T 1 S 8 Title Date SOUTH MIAMI JOINT DEVELOPMENT CERTIFICATION OF ASSURANCE PROJECT/LEASE (RFP 000078) (Rev. 9/30/98) 1