02-17-09 Item 2cSouth Miami
1&NeficaN
CITY OF SOUTH MIAMI I 1"F
OFFICE OF THE CITY MANAGER
INTER - OFFICE MEMORANDUM toot
To: The Honorable Mayor Feliu and Members of the City Commission
Via: Ajibola Balogun, City Manager
From: Sanford A. Youkilis, Acting Planning Directo
Date: February 17, 2009 ITEM No.
SUBJECT: Status Report on Affordable Housing Commitment in Development
Agreement for Red Road Commons Project
The current Red Road Commons Development Agreement requires the applicant to commit to
rent 10% of their units to moderate income families and make a payment of $100,000 to the City
to assist in the development of low - income housing in the CRA area. (see attached Development
Agreement, Section 2(f) "Housing ", on p.3. The next Annual Report required for the Red Road
Commons Project must be submitted on March 1, 2009 which is thirty days prior to the annual
review date which is March 30, 2009.
Based upon recently expressed concerns over the initial leasing program of the residential units,
the Administration felt it most important to remind the developer about the above commitment to
affordable housing which is set forth in the Development Agreement. As a result the
Administration met with Developer's attorney and in addition issued the attached letter..
Attachments:
Letter to J. Proctor, Esq., 2 -13 709
Rent Collection Calculation Report- SM Affordable Housing Committee
Red Road Development Agreement
SAY
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W. Ajibola Balogun, REM, CFEA
City Manager
February 13, 2009
6130 Sunset Drive
South Miami, Florida 33143 -5093
Tel: (305) 668 -2510 • Fax: (305) 663 -6345
E -mail: abalogun @cityofsouthmiami.net
Hand Delivered &
Certified Mail: 7004 - 1160 - 0006 - 0458 -2523
Mr. Jerry Proctor
200 South Biscayne Boulevard
Suite 2500
Miami, FL 33131
Re: Red Road Commons Project Affordable Housing
Dear Mr. Proctor:
Your Development Agreement for the reference project requires the developer to commit to rent 10% of
their units to moderate income families and make a payment of $100,000 to the City to assist in the
development of low- income housing in the CRA area.
As part of our review criteria for your upcoming 2009 Annual Report, we intend to review your response
to the affordable housing issue (Section 2f). This office has set forth below a specific program which it
expects to be included in the affordable housing commitment response as part of the annual report to be
submitted no later than March 1, 2009:
(1) A check for $100,000 for a City trust fund which will assist in the development of low- income
housing in the CRA;
(2) A draft amendment to the Development Agreement which sets forth the developers' Affordable
Housing Program. This document must list the unit numbers for 41 units (10 %) which will be
available for rent at $984 per month.(which is estimated for a one bedroom unit in the "Rent
Collection Calculation Report- SMAffordable Housing Committee, issued 1- 29 -09)
We look forward to you furnishing the proof of compliance with the above stated requirement contained
in the Development Agreement on or before March 1, 2009. Please be advised that your request for
Certificate of Occupancy (CO) will not be considered until compliance with the above stated requirement
is demonstrated.
Should you have any questions or comments, please do not hesitate to contact me at 305- 668 -2510
Sincerely,
Ajibola Balo a
City Manager
cc: Luis Figueredo, City Attorney South Miami
Sanford Youkilis, Interim Planning Director hAA
Stephen David, CRA Director All- America City
Victor Citarella, Building Director I I I I I I
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"This instrumcnt prepared under the supervision:
and when recorded return to:
Jerry B. Proctor, Esq.
Bilzin Sumberg Baerna Price & Axelrod LLP
200 South Biscayne Boulevard
Suite 2500
Miami, Florida 33131 -2336
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ICf;-t4 2007R032$$S6
OR Bk 25496 Pss 0052 — 72; (21a3s)
RECORDED 03/3012007 15:02:31
HARVEY RUVIN. CLERK'0F COURT
MIAMI —DADS COUNTY. FLORIDA
(Space Reserved for Clerk)
DEVELOPMENT AGREEMENT
day of AAp,v 2007, by and
This Development Agreement is made as of this al corporation ( "City "} and RRC 57'h
between The City of South Miami, Florida, a municipal
p rp
Avenue, LLC`( "Applicant ").
Applicant hereby voluntarily makes, declares, and imposes 1 b bind n property
on and shall inure
below,. this agreement running with the title to the land, which sha g
bthe benefit e the Applicant, successors and assigns, mortgagees, lessees, and against all
persons claiming by, through; or under them until such. time as this Development Agreement
( "Development Agreement ") is released in writing as hereinafter provided;
WHEREAS, Applicant owns the property in the City, in Miami -Dade County, Florida,
legal! described on Exhibit "A ", also known as 6600 -6640 S.W. 57 Avenue and 5757 SW 68
Y
Street (the "Property "), and
WHEREAS, on July 22, 2004 . Applicant filed an application with the City (Planned Unit
Property froin TODD (MU -4) (Transit Oriented Development )
Development -Mixed Use), and to obtain site plan approval (the "Application "), and
14WEREAS, the Florida Local Government Development. Agreement
for Act, set of
sections 163.3220 — 163.3243, Florida Statutes, (the "Act") provides
development �igrcements to insure that tldevelo ill
ment effect
oftthe land for theeduration of the
development . agreement shall govern the develop
men
NOW, TIICREFORE; in consideration o.f the covenants, conditions, and promises the
contained, the receipt and sufficiency of which are expressly acicnowled edged, Applicant
City hereby agree as follows:
MIAMI 810310.15 73260215.31
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Book25496 /Page52 CFN #20070328886 Page 1 of 21
Permitted Uses Densities and Intensities. Pursuant to the provisions of
Chapter 20, Land Development Regulations of the City of South Miami, the
Property will be improved with the following:
a. There shall be no more than 407 residential units on the Property.
b. The Property shall also be developed with retail space and a leasing office.
C. Development on the Property shall not exceed five (5) stories, above grade, in
height.
d. Development of the Property shall be in accordance with the adopted plaster site
plan on file at the City, including elevations, architectural features, and estimated
commercial square footage pursuant to Section 20.3 -7, City Code.
e. Development of the Property shall be in one (1) phase.
f. A building permit for development of the project must be applied for within b
months of the date_ on which this final development agreement is signed,
notwithstanding the provisions of LDC Section 20- 17(i), Expirations of PUD
Approvals.
2. Public Facilities: In order to enhance public facilities in the City of South
Miami, Applicant agrees to provide services in compliance with Section 20-4.1 of
the Code of the City of South Miami, including:
a. Water and Sewer services that comply with' all requirements of Miami -Dade
County for any building prior to issuance of a final Certificate of Use and
Occupancy.
b. Solid Waste services that comply with all requirements of Miami -Dade County
for any building prior to issuance of a final Certificate of Use and Occupancy., .
c. Drainage services that comply with all requirements of the Florida. Building Code
prior to the occupancy of any buildings' .
d. Based on the projected residential population on the Property, Applicant agrees to
donate $928,000 in one lump sum as its responsibility for meeting park and
recreation concurrency. Payment shall be made on or before receipt of the first
ryi
building permit and shall include any interest or carrying cost incurred by the City
until receipt of the payment. Interest calculations are indicated on attached
Exhibit "B ", incorporated herein by reference.
e. Traffic - Applicant will obtain necessary governmental approvals, and cause to
have placed and operational a separate left -turn, northbound entrance lane on Red
Road (SW 57 Avenue) into the northernmost proposed driveway on Red Road on
the Property, prior to the occupancy of any buildings on the Property. In addition,
Applicant will present plans within two (2) years after the recording of this
bIIAW 819310.15 7326021531 2
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Book25496 /Page53 ' CFN #20070328886 Page 2 of 21
r
Development Agreement to governmental authorities., including the Florida
Department of Transportation, for beautification of the median area to consist of
curb and gutter improvements and landscaping in the center of Red Road (SW 57
Avenue) directly south of the in
of Red Road and Ponce de Leon
Boulevard. Subject to approval of necessary permits by governmental authorities,
Applicant will pay for and constrict the beautification improvements.
ls
1', Housing — A requirement of ten percent (10 %) of the units wi
affordable housing to individuaIf
or families in the moderate income segment of
the residential units convert to condominiums, ten percent (10 %) of the units will
be sold to individuals or families in the moderate. income .segment of the
affordable housing group. 'In analyzing. compliance with this paragraph, the City
shall allow minor deviations resulting from short -term vacancies. Incomes shall
of
be based on Area Median Income (AMI), as defined by the this reDeparetment on
Housing and Urban Development. Proof of Compliance
an annual basis shall be provided in writing on or before January 15 of the
following year to tl�e City Manager. In addition, the Applicant shall make a
payment of $100,000 to the City on or before the issuance of the first certificate of
use and occupancy for the.development on the Property, to be placed in a City
trust fund to assist in the development of low income housing in the City's
Community Redevelopment Agency. area.
3, Taxes: Applicant agrees to pay all taxes to the City of South Miami in an amount
equal to the annual Operating Millage, Rate. If the Property Owner receives an
exemption for paying Operating Millage Taxes from Miami -Dade County; the
Property Owner shall contribute an amount equal to the Operating Millage Taxes
to the City of South Miami in any year that such exemption is granted. This
provision shall not abrogate any of the Property Owner's rights to file appeals of
Tax Assessments For the Property, in accordance with the laws of Miami -Dade
County.
4. Work Force: In an effort to enhance job opportunities for local citizens,
Applicant agrees to give a preference to job applicants residing in South Micant
In order to maximize the pool of applicants from South Miami, the App
shall send notice to the Community Redevelopment Agency Director of the City
of South Miami, or a substitute .designee by. the City. Manager, prior to. or
concurrent with the issuance of any (1) bids for construction work on the
.Property, (2) bids for temporary or permanent maintenance work on the Property,
or (3) proposals for leasing of retail space on the Property. In regard to
recruitment and employment, the Applicant shall demonstrate that it has used its
best efforts to hire job applicants from the City of South Miami,. provided such
candidates are qualified for the positions in question. "In addition, the Applicant
sball hire two residents from the CRA district to assist the Applicant in providing
construction services during the period of construction and development. of the
Property. Payment for the positions shall.be at Applicant's sole expense and shall
be commensurate with . similar , job levels and responsibilities in comparable .
industries.
WAN11 819310.15 7326021531
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Page 3 of .21
Book25496 /Page54 CFN #20070328886
5. Site Plan.
a. Applicant shall retain stormwater drainage runoff on site in accordance with City
regulations.
b. Applicant shall provide on site security. As part of on site security to be provided
by the Applicant, the Applicant shall operable. security n t the
to the proposed parking garage and to ssureemerg cy
access by public safety vehicles.
C. The entrance at Levante Ave, shall be signalized e State of Florida based of
on approval by Miami Dade County .
Transportation.
d. The exit for the driveway onto. SW 66 Street shall be designed and operated as a
right turn out only driveway. The exit shall be closed with a gate to prevent turn
0 A.M. and 10:00 A.M., Monday through Friday.
out between the hours of 7:0
e. Applicant shall provide a minimtm� of one (1) stop location on site for service by
the HurryCane shuttle. The shuttle stop locations shall not interfere with SW 57`n
Avenue traffic. All HurryCane shuttle passenger pick -ups shall be coordinated
with the City of South Miami shuttle pick -ups to minimize traffic impacts.
f. Applicant shall provide and maintain landscaping acceptable to the City between
the FPL facility and the garage. The applicant must provide a row of 12' high
trees with trunk, circumferences not less than.6 inches on the City's property
between the FPL facility and the.South Miami Community Center.. The row of
trees to be located on the City's property between the FPL facility and the South
Miami Community Center shall be uniform in appearance and.consist.of not less
than 25 trees in the row.
Applicant shall provide and maintain a six -foot high CBS wall 'between the
g,
project and the remaining service station.
h. Employee parking shall be restricted to the garage and it shall be the developer's
or his assign's responsibility to submit with each occupational license proof that
employees are utilizing the assigned parking..
i. Applicant shall provide a master signage plan for project identification, traffic,
routing, and retail stores prior to final project approval by the 'Environmental
Review and Preservation Board (ERPB).
j. Applicant shall limit on site lighting property edges to 2 foot- candles of intensity
at an 18 inch height. Within six months of project completion the applicant is to
provide a certified report on the mandated illumination level.
lc. Applicant is to assure that the refuse service umber and
ldimensions of service areas shall be large enough to
accommodate adequate dumpsters, The fin
MIAMI 8193111.15 7326021531 4
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Book25496 /Page55 CFN #20070328886 Page 4 of 21
areas shall be mandated by the Environmental Review and Preservation Board
(ERPB) at final approval stage and adopted and incorporated as an exhibit to the
Development Agreement prior to final approval of the Development Agreement.,
1. All parking and street improvements placed on the public right -of -way on SW 57
Avenue by the Applicant shall be maintained with funds from a maintenance bond
to be posted prior to• pen-nit issuance in accordance with rules of the Florida
Department of Transportation. Proof of posting 'of the bond shall be provided to
the City.
M. Applicant must limit the types of retail establishments in order to assure that the
required parking does riot exceed the initial retail parking allocation in the
adopted master site l main ain the allocated number of spaces for eachloccupant. shall
1i. Applicant shall install all sidewalks as shown on the adopted master site plan:
o. Applicant sha11 open up the paseo on the north side as shown on the amended site
plan, as approved by the Planning Board, in order to break up the long facade of
the'residential building.
P. Applicant and the City shall agree on the number of.locations of the loading zones
prior to the final approval of the Development Agreement. The dimensions and'
locations of the loading zones shall be attached as an exhibit to the. Development
Agreement.
q. Applicant understands -and agrees that the City may eliminate the on- street
parking spaces located on SW 66 Street.
r. Applicant shall provide 1,001 parking spaces [which may be reduced in
accordance with Condition #5q, requiring removal of on- street parking on 5W 66
Street], through a combination of parking garage, a small surface lot, and on .
street parking.
s.. The Applicant will commit to participate in a joint working group with the First
Methodist Cliurch of South Miami and municipal, county and state agencies to
devise a plan mutually agreeable to Applican t and the First United Methodist
Church of South Miami, for pedestrian improvements and beautification for Red
Road. Applicant will contribute the construction 'cost of specific pedestrian
enhancements agreed upon by Applicant and the First United Methodist Church
Of South Miami.
The Applicant will present plans for traffic permits indicating travel lanes of 10.5
feet .on Red Road (SW 57 Avenue) and, if approved, will create an enhanced.
"landing zone" for pedestrians in the center of Red Road between the Property
and the First United Methodist Church to the ' east, subject to the approval of
Miami -Dade County and the State of Florida Department of Transportation.
MIAMI 819310.15 7320021531
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Book254961Page56 CFN #20070328.886 Page 5 of 21
t. The Applicant shall not exceed a noise level equal to the ambient background
level at 10:00 'P.M. at a location adjacent to the 'Property to be selected by the
Planning Director; said location may change from time to'time.
U. The Applicant shall obtain approval, from the City of parking plan for
construction workers prior to the issuance of a g P e
6. Schools. In an effort to assist public schools located within the City, Applicant
voluntarily agrees to donate $34,800 to the Miami -Dade County School Board
( "School Board "), to be specifically earmarked for capital improvements at public
schools located in the City., The Applicant's donation shall be paid upon the
issuance of a Cert ificate. of Use and Occupancy for the first residential unit on the
Property. Decisions shall be made jointly by the City and School Board, and
funds must be spent within two (2) years of the donation. In the event that no
capital improvements can be identified or agreed upon for the expenditure of the
funds within the two year period, the Applicant's donation may be utilized to fund
programs,. purchase materials (such as additional computers) or in any manner
that the School Board and the City determines will enhance the curriculum and
Terms the,
the students' attending the subject school's educational experience.'
donation and student generation analysis are contained in the School. Impact
Review Analysis dated November 16, 2004, attached to this Development
Agreement and hereby incorporated by reference.
7. Unity of Title: Applicant shall submit a Unity of Title, pursuant to the
requirements of Section 20- 3.7(B)(1), City Code.
NOW THEREFORE, the City, in consideration of the premises,_hereby agrees as
follows:
8. Vestin . As long as the development on the.Property is in compliance with this
Development Agreement, and all applicable laws, ordinances, codes, and policies
in existence at the time of the execution of the Development Agreement as well as
other requirements imposed by the City Commission upon the ratification of the
rezoning or the site plan. approval on the Property, the Property shall not be the
subject of a downzoning application by the City and shall not be subject to any
development moratorium, referenda action, .ordinances, policies, or procedures
enacted by the City that limits the development contemplated by this Agreement
and depicted in the .Master Plan. Any failure by this Agreement to address a
particular permit, condition, term or restriction. shall not relieve the Applicant of
the necessity of complying with the law governing said permitting requirements,
conditions, terms or restrictions.
9, Impact Fees., The Property shall not be subject to any new impact fees imposed
by the City after the adoption of the Resolution approving this Development
Agreement.
MIAMI 8193111.15 7326021531
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Book25496 /Page57 CFN #20070.328886 Page 6 of 21
10. Concurreney and Consistency. The Application together with the Applicant's.
performance under the Development Agreement satisfies the concurreney
requirements, as delineated in Section 20 -4.1, City Code. By execution of this
Agreement, the City acknowledges that the application for site plan approval
meets all concurrency regulations enumerated in Section 20 -4.1 of the City Code,
and that the rezoning and site plan application and this Agreement are consistent
with the City Comprehensive Plan and .Land Development Regulations.
Additional Requirements:
11. Term of Agreement. The provisions of this Development Agreement shall
become effective upon its recordation in - the public records of Miami -Dade
County, Florida, and shall continue in effect for a period of ten (10) years after the
date of such recordation, after which it may be extended by mutual consent of all
legal and equitable owners of the. Property, and the City of South Miami upon
approval at a public hearing.
-12. Annual Report and Review. It shall be the responsibility of Applicant to submit
an annual report to the City sufficient to fulfill the requirements as stated in the
provisions of the Act, and Ordinance Nof the0effective date ofr ageement shall be
th sagr agreement,
reviewed annually on the ann>versary o
Applicant, or its assign, shall submit an annual report at least 30 days prior to the
annual review date. This report shall contain a section -by- section listing of what
obligations have been met and the date finalized, as good faith compliance with
the terms of the agreement. The City Commission shall review the annual report
at a public meeting. If. the City Commission finds, on the basis of substantial
competent evidence, that there has been a failure to comply with the terms of the
Development Agreement,. the City shall provide the Applicant with a fifteen (15)
day written notice and opportunity to cure the 'non-compliance. The Applicant
shall have 45 days after the expiration of the 15 -day notice period to begin to cure
the non - compliance, after which the Agreement may be revoked or modified by
the City. The obligation to submit an annual report shall conclude upon the date
on which the agreement is terminated.
13. Modification. The provisions of this Development Agreement may be amended,
added to, derogated, deleted, modified, or changed from time to time by recorded
instrument executed by the then owners of the Property and the City. Any
modifications to the Site Plan must comply with the regulations for. amendment to
PUD -M development contained in Chapter 20 of the City Land Development
Code.
14. Enforcement. The City, its. successor or assigns,
successors and assigns, shall have the right to enforce
Development Agreement. Enforcement shall be.-by act:
against any parties or persons, violating or attempting to
either to restrain violation or to recover damages or both,
the action or suit shall be entitled to recover, in
MIAMI 919310.15 7326021531
3/29107
7
nd, the Applicant, its
the provisions of this
on at law or in equity
violate any covenants,
The prevailing party in
addition to costs and
Book25496 /Page58 CFN #20070328886 Page 7 of 21
disbursements allowed by law, such sum as the court may adjudge to be
reasonable for the services of its attorney. Attorney's fees payable under this
paragraph shall not ex. ceed 25% of the judgment.
15, l nspection. Nothing in this Agreement shall be construed to waive or limit the
City's governmental authority as a municipal corporation and political subdivision
of the State of Florida. The Applicant; therefore understands and agrees that any
official inspector of the City of South Miami; or its agents duly authorized, may
have the privilege at any time during normal working hours of entering and
investigating the use of the premises to determine whether the Property complies
with building and zoning regulations and the conditions herein.
16. Authorization to Withhold Permits and Inspections, In the event the
Applicant(s)-is/are obligated to make payments or improvements under the terms
of this Development Agreement and such payments are not made as required, or
such improvements are not made as required, in addition to any other remedies
available, the City of South Miami is hereby authorized to withhold any further
permits on the portion of the Property failing to comply with this Development
Agreement, and refuse to grant any inspections, any approvals, or any certificates
of occupancy with regard to that portion of the Property until such time this
'Development Agreement is complied with.
17. Representations of the Applicant. Applicant represents to the City as follows:
a. The execution, delivery and performance, of this. Agreement and all other
instruments and agreemernts executed in connection with this Agreement have
been properly authorized by the Applicant and do not require further approval by
Applicant. .
b. This Agreement has been properly executed, and constitutes Applicant's legal,.
valid and binding obligations, enforceable against Applicant in accordance with
its terms.
C, There are no cant actions,
before suits or
or governor governmental threatened
that would intany
affecting Applicant Y
material way affect Applicant's ability to perform this Agreement.
d, Applicant shall not act in -any way whatsoever, directly or indirectly, to cause this
Agreement to be amended, modified, canceled or terminated, except pursuant to
its express terms, and shall take all actions necessary to ensure that this
Agreement shall remain in full force and effect at all times.
e. Applicant has the financial capacity to pay or advance in the City all fees and
payments as required under this. Agreement.
18. Sever_____ ability. If any provision of this Development Agreement or the application
or
thereof to any person or . circumstances is held invalid, prohibited,
unenforceable for any reason, this the Development Agreement shall be
M IAM 1 919310.15 7326021531 8
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ineffective only to such extent and the remaining provisions shall continue to be
given full force and effect so far as possible.
19. Joint Preparation. This Agreement has been _drafted with the participation of
the City and Applicant and their counsel, and shall be construed. against the
Applicant in issues of draftsmanship. The .captions of each article, section and
subsection contained in this Agreement are for ease of reference only and shall
not affect the interpretational meaning of this Agreement. Whenever the term
"included" is used in this Agreement, it shall mean that the included items or
terms are included without limitation as to any other items or terms which may
fall within the listed category.
20. Bindint7 Effect. The burdens of this Agreement shall be binding upon, and the
benefits of this agreement shall inure to, all successors in interest to the parties of
this Agreement.
21. Captions and HeadintYs. Paragraph headings are for convenience only and
shall not be used to construe or interpret this Agreement.
22. Applicable Laws Jurisdiction and Venue. This Agreement shall be governed
by and interpreted, construed, and enforced in .accordance with the internal laws
of Florida without regard to.principles of conflicts of law. This Agreement may
be enforced as provided in .Section 163.3243, Florida Statutes. Venue for any
litigation pertaining to the subject matter hereof shall be exclusively in Miami
Dade County, Florida.
23. Notices. Any notices or reports required by this Agreement shall be sent to the
following:
For the City:
City Manager
City of South Miami
6130 Sunset Drive
South Miarni, Fl. 33143
Copy to: .
Planning Director
Planning and Community Development Department
City of South Miami
6130 Sunset Drive
South Miami, Fl. 33.143
M ]AM 1 619310.15 7326021531 9
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Book25496 /Page60 CFN #20070328886 Page 9 of 21
For the Applicant:
Irma Abella, Esq.
General Counsel's Office
University of Miami
1320 South Dixie Highway, Suite ]50
Coral Gables, Fl. 33125
Copy t0: "
Jerry B. Proctor, Esq.
Bilzin Sumberg Baena Price & Axelrod LLP
200 So. Biscayne Boulevard, Suite 2500
Miami,.F1. 33131
24. Waivers. No failure or delay by Applicant or the City.to insist upon the strict
performance of any covenant, agreement, term or condition of this Agreement, or
to exercise any right or remedy consequent upon the breach thereof, shall
constitute a waiver of any such breach or any .subsequent breach of such covenant,
agreement, term or condition. No covenan t, agreement, term, or condition of this.
Agreement and no breach thereof shall be waived, altered or modified except by
written instrument, No waiver of any breach shall affect or alter this Agreement,
but each and every covenant, agreement, term and condition of this Agreement
shall continue in full force and effect with respect to any other then existing or
subsequent breach thereof.
25. Third Party, Beneficiary. This Agreement is exclusively for the benefit of the
parties ,hereto and their Affiliates and it may not be enforced by any party other
than the parties to this Agreement and shall not give rise to liability to any third
party other than the authorized successors and assigns of the parties hereto.
26. Survival. Any covenant, term or provision of this Agreement which, in order to
be effective, must survive the termination of this Agreement, shall survive any
such termination including without limitation, paragraphs 2, 3 and b which shall
survive this Agreement.
27. Periods of Time. Whenever any determination is to be made or action is to be
taken on a date specified in this Agreement, if such date shall fall on a Saturday,
Sunday or legal holiday, then in such event said date shall -be extended to the next
day which is not a Saturday, Sunday or legal holiday.
28. Entire Agreement. This Agreement sets forth the entire agreement between the
parties hereto with respect to the subject matter hereof. All agreements;
covenants, representations, and warranties, express or implied, oral or written, of
the parties with respect to the subject matter hereof are contained herein. No other
agreements, covenants, representations, or warranties, express or implied, oral or
written have been made by any party to the other with respect to the subject
matter of this Agreement. All prior and contemporaneous conversations,
MIAMI 810310.15 7326021531 10
3/2)/07
Book25496 /Page61 CFN #20070328886 Page 10 of 21
discussions, negotiations, possible and alleged agreements and representations,
covenants and warranties with respect to the subject matter hereof, are waived,
merged herein and superseded hereby. Each party affirmatively represents that no
promises have been made to that party that are not contained in this Agreement,
and the Exhibits, and stipulates that no evidence of any promises not contained in
this Agreement, and the Exhibits, shall be admitted into evidence on its behalf.
This Agreement shall not be supplemented, amended or modified by any course
of dealing, course .of performance or uses of trade and may- only be amended or
modified by a written instrument duly executed by officers of both parties.
29. Counterparts. This Agreement may be executed (including by facsimile) in one,
or more counterparts, and by the different parties hereto in separate counterparts,
each of which when executed shall be deemed to be an original but all of which
taken together shall constitute one and the same agreement.
30. Recordation. Within 20 days after the Development Agreement has been signed
by both the Applicant and the City, the Applicant shall cause a copy of the
Development Agreement to be recorded at the Applicant's expense in the registry
of deeds in Miami -bade County.
31: Exhibits. All exhibits attached hereto.contain additional terms of this Agreement
and are incorporated herein by reference.
32. Effectiveness. This. Development Agreement. shall become effective after the
approval of the applications for rezoning and site plan approval and. the expiration
of any appeal periods. The approval of the applications for rezoning and site plan
approval and of the application for approval of this Development Agreement,
shall not become effective until the Park donation is established and agreed upon
by the Applicant and the City in accordance with Paragraph. #2d. If the Park
donation is not established in accordance with Paragraph 42d, the applications for .
rezoning, site plan approval, and approval of this Development Agreement shall
be considered withdrawn without prejudice by the Applicant.
IN p11TArESS WHEREOF, these presents have been executed this c;���' .day of
2007.
MIAMI 9193 10A5 7326021531 ll
3129/07
Book25496 /Page62 CFN #20070328886 Page 11 of 21
ACKNOWLEDGMENT AND ACCEPTANCE
. BY CITY OF SOUTH MIAMI
KNOW ALL MEN BY THESE PRESENTS that:
The City of South Miami acknowledges and accepts - the foregoing Development
Agreement and . each and all of the terms and provisions contained therein,
dated and attached hereto.
DATED this a 9 day of 1Lj1fR4W , 2007.
CITY OF SOUTH MIAMIj�
Y:
Yvonne S ler- McKinley
City Manager
g T: K LER
Mans M. Menendez
STATE OF
) SS
COUNTY OF )
lie foregoin instrument was acknowledged before me this day of l� /u'�GGt 2007 by
P of the City of South Miami and 'attested to by
Maria M Menendez
City Clerk, of the City of South Miami who are ( ) personally known
to me or ( ) produced a valid driver's license as identification.
Maria M. Menendez
Notary Pub
Sign Name: �Menendez
Print Name: ►,earia M
My Commission Expires:
M I A M I ,ti-IA3 I-A: -14„9 1 9 _ I (1:15 732602153)
3/28/07
Serial No. (None, if blank):
[NOTARIAL SEAL)
12
r MARIA M. MENENDEZ
MY COMMISSION # DD 271979
olna�e EXPIRES: Mnrch 16, 2008
I�O�:fM1Y7rNN F�. +Vgmy C'•�,v „ni ,lueoc. Co.
Book254961Page63. CFN #20070328886 Page 12 of 21
IN WITNESS WHEREOF, the` undersigned party has agreed to this Devejogment
Agreement dated as of the day of Marcj , 2007. ,
Wgn'j sses:
Print Name: 2'r'rrcc 11
Print Name:
RRC 57TH Avenue, LLC, a Florida.
limited liability company
By; University of Miami, a Florida non - profit
corporation, its sple member
Y: �M
ame: Joseph. FicePresident
Title: Senior for Business
and Finance
STATE OF FLORIDA }
} SS:
COUNTY OF MIAMI -DADS)
The for instrument was acknowledged before me thi�__9zday o ,
2007, by Joseph T. Natoli, as Senior Vice President for Business and Finance, of the 91niversity
of Miami, a Florida non - profit corporation, the Sole Member of RRC 57`h Avenue, LLC, a
Florida limited liability company.H; /She is personally known to ramie or has produced a State of
driver's license as identification.
My Commission Expires:
MIAMI 819310.15 7326021531
3/28!07
Sign Name:
Print Name:
Serial No. (nc
13
[NOTARY SEAL]
NOTARY PUBL'C- STAT F OF RDRIDA
Melody M. Smith
commission #DDS69811
Expires: OCT. 10, 2010
TIC BONDING CO., INC.
BONDED TNftU aLAN .
Book25496 /Page64 CFN #20070328886 Page 13 of 21