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05-15-07 Item 2cSouth Miami All -A wcaci v CITY OF SOUTH MIAMI 11111, fi� '927 o OFFICE OF THE CITY MANAGER INTER - OFFICE MEMORANDUM 2001 To: The Honorable Mayor Feliu and Members of the City Commission Via: Yvonne S. McKinley, City Manager C, From: Julian Perez, Planning Direc Date: May 11, 2007 Subject: A REPORT TO THE CITY MANAGER PURSUANT TO THE REQUIREMENTS SET FORTH IN SECTION 20- 5.12(F)(2), LAND DEVELOPMENT CODE REGARDING A REQUEST FROM RED ROAD COMMONS, LOCATED AT 6600 -6640 S.W. 57TH AVENUE AND 5757 S.W. 68TH STREET, CITY OF SOUTH MIAMI, TO MODIFY THE ADOPTED MASTER DEVELOPMENT PLAN (PLANNED UNIT DEVELOPMENT MIXED USE ZONING DISTRICT). Background: The "Red Road Commons" development is a mixed use project including residential buildings, office, retail uses and parking structure. The project is located on 7.01 acres. The proposed density is 57.8 units per acre (405 units). The project will contain 171,730 square feet of floor area including the garage area. This development was originally zoned as TODD -MU 4 (Transit Oriented Development District — Mixed Use 4). The purpose of this district is to maximize the presence of a mass transit center located within walking distance of the boundaries of the district. The current zoning designation for "Red Road Commons" is Planned Unit Development Mixed Use (PUD -M). On July 22, 2004, the Applicant (Codina Development Corporation) filed an application with the City of South Miami to rezone the project 'From TODD MU -4 to PUD -M, and obtain site plan approval. The purpose of a PUD is to allow a tract of land to be developed as a unit under single ownership or unified control, which includes one or more principle buildings or uses. The PUD encourages design flexibility in location of buildings, open space, and provision of amenities. Development in a PUD district does not follow pre -set dimensional requirements (setbacks, heights of buildings), or intensity limitations (floor - area- ratio, or dwelling units per acre). These standards are set forth as part of the project's master site plan. On August 12, 2004, the Master Site Plan for the project submitted by Codina Development Corporation was approved by the city with conditions. Thereafter, the Master Site Plan was reviewed and approved by the Planning Board and the Environmental Review and Preservation Board (ERPB). It is important to note that the Planning Board approved the plan with conditions while the ERPB agreed to give only preliminary approval to the plan. On March 28, 2005, the City Commission approved an amendment to the official zoning map of the City of South Miami. The amendment changed the zoning use district from TODD MU -4 to PUD -M. On April 9, 2005, the City Commission approved Resolution No. 48 -05 -12207 adopting the Master Site Plan and Development Program for the site. At the same meeting, the City Commission adopted the Development Agreement for the project. The intent of the development agreement is to list the obligations of each party in ensuring the implementation of the project. This development agreement was amended on June 14, 2005 (Ordinance No. 17 -05 -1839) in order to be more specific regarding the park and recreation concurrency payment. Since June 14, 2005, to the present the property ownership has been changed and a new development team has been put in- place. The new deveAoper is Wood Properties (new Applicant) of Atlanta. Since early 2007, representatives from Wood Properties have met with Planning staff to discuss a series of changes and adjustment to the adopted Master Site Plan. On March 12, 2007, the Planning Department submitted to Wood Properties formal correspondence requesting information to determine whether the proposed changes and adjustment to the adopted Master Site Plan constituted major or minor changes to such plan (See Exhibit A). The Applicant formally submitted a letter of application, dated April 10th 2007, which contained partial answers to the original questions contained in the March 12, 2007, letter from the Planning Department. A subsequent letter from the Applicant, dated April 25, 2007, was submitted and provided enough information for the Planning Director to make a determination. PUD Amendment Process: The City of South Miami Land Development: Code (Section 20- 5.12(F), entitle "Changes in Final Plans and Reports" provides language to determine where a proposed change or adjustment to an adopted Master Site Plan in a designated PUD area constitutes a minor or major modification. Section 20- 5.12(F)(1) Major Changes a. Any proposed change which would have the effect of increasing densities or redistributing square footage or altering the height or use of a development is a major change. b. An applicant for a major change should schedule a preliminary conference with the building and zoning department. The department may accept the application, recommend changes to the application or deny the application. c. Upon acceptance, the application shall be further considered at another preliminary conference with members of the environmental board, a representative from the department and the applicant. d. The application shall then be completed and submitted to the environmental board for consideration. The environmental board shall submit recommendations for approval, approval with conditions or denial to the planning board within seven (7) calendar days of its review. e. The planning board shall receive a complete application and the department shall post and publish public hearing notices. Public hearings shall be held before both the planning board and city commission. f. If the application is approved by the city commission, it shall be submitted to the environmental board for final aesthetic approval Section 20- 5.12(F)(2) Minor Changes a. Applications for a minor change shall be submitted to the building and zoning department. If the director agrees that the change is minor, he or she shall report on the application to the city manager. b. The city manager shall make a final derision on the application and communicate the decision to the applicant. The director shall place a copy of the application and decision in the planned unit development file. If the city manager approves the application, notice of the approval also shall be transmitted to the city commission. c. A fifteen (15) day waiting period shall apply for all minor changes. IJ Summary of Propose Changes: The proposed modifications to the "Red Road Commons" adopted Master Site Plan have been made to address the current market demand and provide greater convenience to residence and visitors, while at the same time maintaining the projects goals and objectives as approved by the City Commission in 2005. Detailed descriptions of the modifications are provided in Exhibit B (Letter from Jerry Proctor to the Planning Department, dated April 10, 2007 and April 25, 2007). Recommendation: The Planning Director recommends that the proposed modifications outlined in the April 10, 2007 and April 25, 2007 letters, shall be considered minor changes (Section 20- 5.12(F)(2)) to the adopted Master Site Plan. The following summarizes the basis for the Planning Director decision: • The proposed changes will not increase the overall densities or redistribution of square footage or alter the height or use of the development as approved in the original adopted Master Site Plan. • The relocation of the pool from the garage rooftop to the courtyard in Building B will reduce the building height of the garage and make the pool more accessible and user - friendly to all the residents. • The proposed changes in Building C will increase the adopted setbacks from 11 feet to 24 feet on the S.W. 68th Street property line. The increase in setbacks will create a greater buffer between the Red Road Commons development and adjacent properties. • The four bedroom units were removed from the development. The reduction of these units may have a direct impact in the number of residents at built out, and the amount of traffic generated by the development. • There will be an increase in open space as a result of the conversion of surface parking on the northwest corner of the property to landscape and open space. Despite the reduction of these parking spaces the development still complies with the off - street parking requirements, and the additional open space will greatly benefit the area adjacent to the development. • There will be a decrease in the proposed density (- 1.0 %), retail use (- 12.8 %), and building footprint (- 2.2 %). There is a decrease in the overall parking spaces from 1,001spaces (specified in the Development Agreement) to 994 spaces or .7 %. However, the applicant is still maintaining parking spaces above the minimum Land Development Code required parking of 934 spaces. Refer to Exhibit C for an analysis of the proposed square footage by type of use compared to the square footage that was approved as part of the adopted 2005 Master Site Plan. The intent of the additional parking to be located in Building E is to better serve the residential units in the building and the retail stores along Red Road. As stated in the April 10, 2007 and April 25, 2007 letters, "the garage has two levels, 89 parking spaces and is totally enclosed by the residential and retail components on all sides. The upper garage level is covered with a detailed, landscaped courtyard for the enjoyment of the residents. The approved building height of five (5) stories for Building E remains unchanged." The current height of Building E is four (4) stories. The height of this building is consistent with the Development Agreement condition which states that "development on the property shall not exceed five (5) stories above grade, in height." (See Exhibit D) 3 • The relocation of the leasing office resulted in a minor increase (three feet) in square footage. The relocation of this office will not have an impact in the overall development of the project or the adopted Master Site Plan. Backup Documentation: 1. Correspondence from the City of South Miami to Mr. Jerry Proctor dated March 12, 2007. (Exhibit A) 2. Correspondence from Mr. Jerry Proctor to the City South Miami Panning Department dated April 10, 2007. (Exhibit B) 3. Detailed comparison of the proposed and adopted square footage for the project. (Exhibit C) 4. Adopted Development Agreement for Red Road Commons. (Exhibit D) JP P: \Red Road ComRoadn \CM Report-Minor Modification Adopted Development Plan 5- 8- 2007.doc El EXHIBIT PLANNING & ZONING DEPT. 6130 SUNSET DRIVE SOUTH MIAMI, FL 33143 TEL: 305- 663 - 6326:' FAX: 305- 668 -7356 March 12, 2007 Mr. Jerry B. Proctor, Esq. Bilzin Sumberg Baena Price & Axelrod LLP 200 So. Biscayne Boulevard, Suite 2500 Miami, Florida 33131 Re: Red Road Common Dear Mr. Proctor: South Miami d a g " I"Mtk•" : Pg 2001 The City of South Miami Land Development Code requires that any proposed change to a previously approved Planned Unit Development (PUD) Master Site Plan be evaluated by the City Planning Department to determine whether such change should be consider a minor or major change. Section 20- 5.12(E)(F) defines minor and major changes as follows: • "Minor changes may be permitted by the city manager, if such changes meet the same physical design requirements as the approved final plans." • "Any proposed change which would have the effect of increasing densities or redistributing square footage or altering the height or use of a development is a major change." To assist the City Planning Department complete its evaluation of whether a proposed change to a previously approved PUD is a minor or major change the Applicant is asked to answer the following questions. The Applicant is encouraged to provide a thorough response to each of the questions. 1. Describe the proposed changes which differ from the previously approved PUD Master Site Plan for the Red Road Commons Development Agreement? 2. What impacts would the proposed changes have on the dedicated open space and landscape identified in the previously approved PUD Master Site Plan and Development Agreement? 3. Do the proposed changes increase the height of any buildings identified in the previously approved PUD Master Site Plan by more than five (5) stories above grade? 4. How much retail and office leasing square footage will be added or reduced as a result of the proposed changes? PLANNING & ZONING DEPT. 6130 SUNSET DRIVE SOUTH MIAMI, FL 33143 TEL: 305- 663 -6326 FAX: 305- 668 -7356 5. How many parking spaces will be added or eliminated as a result of the proposed changes? Please indicated how many additional retail and office leasing parking spaces will be needed to accommodate proposed changes? Does the Applicant anticipate a need for off -site parking? 6. Are additional units recommended as a part of the proposed changes? 7. Is the percent of units agreed to in the development agreement for individuals or families in the moderate income segment of the affordable :housing reduced or enhanced as a result of the proposed changes? 8. Explain, how the proposed changes will impact or enhance the public facilities identified in the Development Agreement? 9. Explain, how the proposed changes will impact or enhance the internal traffic flow conditions identified in the Development Agreement? 10. What impacts will the proposed changes have in the number parking spaces already identified in the previously approved Master Site Plan and Development Agreement? 11. Are the locations of the refuse service areas impacted by the proposed changes? Can you please provide your written responses to these questions as quickly as possible so that the Department can make the appropriate determination within reasonable timeframe. Please call me if you have any questions at 305- 663 - 6327. Sincerely, u 1 n rez Planning zrector JDSAY P: \.Red Road Common/Letter to Jerry Proctor 3- 12- 2007.doc EXHIBIT B BiWn Sumberg R � �L 7 P 00 SOUTH MIAMI CRA VIA REGULAR MAIL Mr. Julian H. Perez Planning and Zoning Director City of South Miami 6130 Sunset Drive South Miami, Florida 33143 Re: "Red Road Commons " Project Property: 6600 - 6640 S.W. 57 Avenue and 5757 S.W. 68 Street Dear Mr. Perez: Jerry Proctor, Esq. 305.350 -2361 F a;, 305.351.2250 jproctor @bilzin.com April 10, 2007 Thank you for your March 12, 2007 letter regarding the "Red Road Commons" development, at 6600 — 6640 S.W. 57 Avenue and 5757 S.W. 68 Street (the "Property "). This response will address the questions in your letter. The modifications to the site plan for "Red Road Commons" have been made to address market demand and provide greater convenience to residents and visitors, while at the same time maintaining the goals and objectives of the approval of the development by the City in 2005. The modifications include: 1. Relocating the swimming pool from the garage rooftop to the courtyard of Building "B ". This modification reduces the building height of the garage, makes the pool more accessible and user - friendly for residents of the development, and moves the pool to a more internal location on the Property, thereby reducing any impact on the surrounding community. 2. Building "C ", the southernmost building adjacent to S.W. 68 Street, has moved slightly northward, increasing its setback from the S.W. 68 Street property line from 11 feet to 24 feet. This modification reduces visual and aural impact on surrounding properties. 3. All four - bedroom units were removed from the development, and the total number of apartment units were reduced from 407 to 405. These changes cumulatively reduce the impact of the development on the surrounding area. MIAMI 1286442.2 7319013707 4/10/07 12:31 PM BILZIN SUMBERG BAENA PRICE & AXELROD LILP 200 S. Biscayne Boulevard, Suite 2500, Miami, FL 33131 -5340 `V-el 305.374.7580 Fax 305.374.7593 Nw<,,v.bilzir.corn Mr. Julian H. Perez Planning and Zoning Director City of South Miami April 10, 2007 Page 2 4. Pursuant to the terms of approval by the City Commission, central trash pick up areas have been designated on the plans, within the footprint of all buildings on the Property. The development uses a trash "compacting" system that consolidates the garbage and provides plentiful capacity at all times. 5. As suggested in earlier appearances before the City Environmental Review and Preservation Board (ERPB), an elevated pedestrian bridge has been introduced between Buildings "B" and "E" at the third level. This architectural focal point is located in the center of the Property, well spaced from any adjacent properties, and improves pedestrian circulation between the two largest buildings on the Property. 6. The surface parking in the northwest corner of the Property, north of Building "D" and south of S.W. 66 Street, has been removed and that area has been converted to landscaped open space. The development still complies with all off street parking requirements, and the modification will beautify the area closest to the most affected residential community in the City. 7. The clear ceiling heights in the units have been increased from 8.5 feet to 9 feet to satisfy market requirements for this product type. The number of stories of building height of all structures remains unchanged. 8. An additional parking garage is now located under Building "E ", to better serve the residential units in the building and the retail stores along Red Road. The garage has two levels, 89 parking spaces and is totally enclosed by the residential and retail components on all sides. The upper garage level is covered with a detailed, landscaped courtyard for the enjoyment of the residents. The approved building height of five (5) stories for Building "E" remains unchanged. 9. The leasing office has been moved from Building "D" to Building "E ", a more centralized location on the Property. In your review of the modifications to the proposed development, please consider the attached statistical "before and after" analysis. This comparison clearly shows a net reduction in residential density and building footprint, and an increase in the amount of open space proposed for the Property. The statistical analysis also highlights the fact that the changes to the plans are extremely minor in nature. The scope and design of the project (including building height and vehicular flow) are virtually unchanged. The commitments to the City in terms of park and recreation concurrency fees, workforce housing, and Hurry Cane shuttle provision are also left unchanged. MIAMI 1286442.2 7319013707 4/10/07 12:31 PM BILZIN SUMBERG BAENA PRICE & AXELROD LLP Mr. Julian H. Perez Planning and Zoning Director City of South Miami April 10, 2007 Page 3 Thank you for your consideration of this submittal. Sincerely, Jerry B. Proctor cc: Michael Katz Art Xiques Patrick Burbank Tia Jessee Yvonne Soler- McKinley, City of South Miami, City Manager Luis Figueredo, Esq., City Attorney, City of South Miami APR 17 2007 SOUTH MAN CRA MIAMI 1286442.2 7319013707 4/10/07 12:31 PM BILZIN SUMBERG BAENA PRICE & AXELROD LLP O B&jn Sumbag Jerry Proctor, Esq. Tel 305.350 -2361 Fax 305.351.2250 jproctor @bilzin.com April 25, 2007 VIA HAND DELIVERY Mr. Julian H. Perez Planning and Zoning Director City of South Miami 6130 Sunset Drive South Miami, Florida 33143 Re: "Red Road Commons" Project Property: 6600 - 6640 S.W. 57 Avenue and 5757 S.W. 68 Street Dear Mr. Perez: Thank you for your March 12, 2007 letter regarding the "Red Road Commons" development, at 6600 — 6640 S.W. 57 Avenue and 5757 S.W. 68 Street (the "Property "). This response will address the questions in your letter. The modifications to the site plan for "Red Road Commons" have been made to address market demand and provide greater convenience to residents and visitors, while at the same time maintaining the goals and objectives of the approval of the development by the City in 2005. The modifications include: 1. Relocating the swimming pool from the garage rooftop to the courtyard of Building "B ". This modification reduces the building height of the garage, makes the pool more accessible and user - friendly for residents of the development, and moves the pool to a more internal location on the Property, thereby reducing any impact on the surrounding community. 2. Building "C ", the southernmost building adjacent to S.W. 68 Street, has moved slightly northward, increasing its setback from the S.W. 68 Street property line from 11 feet to 24 feet. This modification reduces visual and aural impact on surrounding properties. 3. All four - bedroom units were removed from the development, and the total number of apartment units was reduced from 407 to 405. These changes cumulatively reduce the impact of the development on the surrounding area. 4. Pursuant to the terms of approval by the City Commission, central trash pick up areas have been designated on the plans, within the footprint of all buildings on the Property. MIAMI 1286442.3 7319013707 4/25/07 1:12 PM BILZIN SUMBERG BAENA PRICE & AXELROD LLP 200 S. Biscayne Boulevard, Suite 2500, Miami, FL 33131 -5340 t%.F 305.374.7580 Fax 305.374.7593 w.,vw.ulizin.coon Mr. Julian H. Perez Planning and Zoning Director City of South Miami April 24, 2007 Page 2 The development uses a trash "connpacting" system that consolidates the garbage and provides plentiful capacity at all times. 5. As suggested in earlier appearances before the City Environmental Review and Preservation Board (ERPB), an elevated pedestrian bridge has been introduced between Buildings "B" and "E" at the third level. 'This architectural focal point is located in the center of the Property, well spaced from any adjacent properties, and improves pedestrian circulation between the two largest buildings on the Property. 6. The surface parking in the northwest corner of the Property, north of Building "D" and south of S.W. 66 Street, has been removed and that area has been converted to landscaped open space. The development still complies with all off street parking requirements, and the modification will beautify the area closest to the most affected residential community in the City. 7. The clear ceiling heights in the units have been increased from 8.5 feet to 9 feet to satisfy market requirements for this product type. The number of stories of building height of all structures remains unchanged. 8. An additional parking garage is now located under Building "E ", to better serve the residential units in the building and the retail stores along Red Road. The garage has two levels, 89 parking spaces and is totally enclosed by the residential and retail components on all sides. The upper garage level is covered with a detailed, landscaped courtyard for the enjoyment of the residents. The approved building height of five (5) stories for Building "E" remains unchanged. 9. The leasing office has been moved from Building "D" to Building "E ", a more centralized location on the Property. In your review of the modifications to the proposed development, please consider the attached statistical analysis. In addition, I have attached revised pages A.100, A.200, and a new page L.100 (Landscape Plans). To summarize the changes made, and individually address the questions in your March 12 letter, please note: 1. The above nine (9) points illustrate the modifications and clarifications made to the approved plans. 2. The open space percentage for the project has increased from 33 percent (100,966 square feet) to 34 percent (103,051 square feet) of the site. MIAMI 1286442.3 7319013707 b 4/25/07 11:22 AM APR 2 6 2007 BILZIN SUMBERG BAENA PRICE & AXELROD LLP Mr. Julian H. Perez Planning and Zoning Director City of South Miami April 24, 2007 Page 3 3. There are no changes to the plans that result in any proposed buildings being higher than five (5) stories above grade. 4. Retail and office space (combined) as approved in 2005 was 14,393 square feet, and is 12,804 square feet in the current plans, a reduced impact. 5 and 10. One thousand -one (1,001) on- site_parking spaces were approved in 2005, and 1,005 spaces are now approved. The Applicant does not anticipate any need to use off -site parking to serve the development. 6. No. The residential unit count has been reduced from 407 to 405. 7. The percentage of units for the moderate income segment is unchanged. Ten (10) percent, as required in the Development Agreement, will require a minimum of 41 units in both the old and new plans. 8. The proposed changes will not affect the sizable donations to the City park system or Miami -Dade County School Board, as enumerated in the Development Agreement. 9. The modifications do not alter the internal traffic flow conditions identified in the Development Agreement in any way. 11. The refuse service areas, which were generally identified in 2005, have been specifically placed in the current plans in the spaces earmarked in 2005. As required by the Development Agreement, the type of pickup system (a "compacting system ") has now been clarified. The statistical analysis also highlights the fact that the changes to the plans are extremely minor in nature. The scope and design of the project (including building height and vehicular flow) are virtually unchanged. The commitments to the City in terms of park and recreation concurrency fees, workforce housing, and Hurry Cane shuttle provision are also left unchanged. Thank you for your consideration of this submittal. Sincerely, Jerry B. Proctor cc: Jay Jacobson Tia Jessee Yvonne Soler- McKinley, City of South Miami, City Manager Luis Figueredo, Esq., City Attorney, City of South Miami MIAMI 1286442.3 7319013707 4/25/0711:22 AM APR 2 6 2007 MyY" BILZIN SUMBERG BAENA PRICE & AXELROD LLP RED ROAD COMMONS Proposed Zoning Analysis SITE ADDRESS: 6600 SW 57 Avenue LOT AREA: 305,533gsf / 7.01 acres CURRENT ZONING: PUD -M (Mixed Use) (Site within 1,200 ft of MetroRail Station, as per 20 -3.7 (E) (1) (c) PROPOSED DENSITY: 405 units / 57.8 units per acre PROPOSED F.A.R.: 1.46 x 305,533 gsf, for an approximate total of 443,908 gsf exclusive of garage PROPOSED USES: Mixed Use, Residential: 405 residential units Retail: 10,884 gsf Office: 1,920 gsf (leasing office) BUILDING FOOTPRINT: 171,730 gsf (inclusive of garage) OPEN SPACE: 103,051 gsf or 34% (inclusive of landscaped areas, pool and pool deck [ZONING( CODE - ARTICLE 2, DEF. OPEN SPACE], and private sidewalks, and exclusive of private roads and parking) PAVED AREAS: 30,752 gsf (internal streets and parking areas, exclusive of private sidewalks) BUILDING AREA SUMMARY: BUILDING GROSS BUILDING AREA RESIDENTIAL RETAIL/ LEASING COMMON AREAS LEASABLE AREA NUMBER OF UNITS GROSS AREA A 50,362 13,454 36,908 43 0 B 166,772 37,281 129,491 152 0 C 55,361 12,823 42,538 50 0 D 42,032 6,331 :53,311 41 2,392 E 113,040 8,639 93,987 103 10,412 F 16,341 6,706 9,6351 1 1 16 1 0 TOTALS 1 443,908 85,2341 345,8701 1 1 1 1 405 1 12804 *Note: Area not inclusive of balconies REQUIRED PARKING: USE CRITERIA SPACE Residential at twos aces per unit: 810 Visitors at 10% of required spaces: 81 Retail / Leasing Office at 1 sp / 300sf: 43 TOTAL REQUIRED 1 934 PROPOSED PARKING: LOCATION NUMBER OF SPACES TOTAL Off -site parking 30 On -site street parking 25 Gara e: G1 155 G2 171 G3 171 G4 171 G5 173 G6 9 Bld E: G1 46 G2 43 TOTALS PROVIDED 30 25 939 994 Note: I- Off site parking: Located on SW' 57th Avenue and on SW 66th Street. 2- On site parking: located on the internal streets 3- Garage parking: located in garage structure( count provided by Finfrock on April 12th, 2007) 4- Building E: parking located in lower and 2 nd level garage in the building. EXHIBIT C City of South Miami Red Road Commons Review of Proposed Modification Item Category Approved (4 -9 -2005) Gross Square Ft. Proposed (4 25 -2007) Gross Square Ft. Difference (Gross Square Ft.) Percentage Difference 1 Proposed Density (units) 409 405 -4 -1.0% 2 Proposed Uses: Residential 409 405 -4 -1.0% Retail 12476 10884 -1592 -12.8% Office 1917 1920 3 0.2% 3 Building Footprint 175605 171730 -3875 -2.2% 4 Open Space 100966 103051 20851 2.1% 5 Paved Areas 27743 30752 30091 10.8% ;o M yv C) 00 n0 M Cl) O CD T, F; riy li O 1, o, OWN MISM 7 TREJT- - - - - - - - - - - -- I tv > 0 g P w ON I F I E M - - - - - - - — - - - - - - - - - - - - - - - - - - - - T, F; riy li O 1, o, OWN MISM 7 TREJT- - - - - - - - - - - -- I tv > 0 g P w ON EXHIBIT D This instrument prepared by: Jerry B. Proctor, Esq, Bilzin Sumberg Baena Price & Axelrod LLP 240 South Biscayne Boulevard, Suite 2540 Miami, Florida 33131 75340 UNITY OF TITLE f fllfp tell lffft �fttf ftflf ftftf flllf tfff ltll GFN 2007R0328885 OR RECORDED 6 — 03/3012007 15:02:31 31 HARVEY RUVIN► CLERK OF COURT MIAMI —DADE COUNTY► FLORIDA APR 1 7 2007 ; y' (Space Reserved for Clerk of Court) This Unity of Title made and executed this "� 7day of Ma 2007, by RRC 57th Avenue, LLC, a Florida limited liability company. WHEREAS, the undersigned is the owner of that property described as: 6600 -6640 SW 57 Avenue Folio No.: 09 -4025- 026 -0010 Folio No,: 09- 4025-026 -0020 Folio No,: 09- 4025 - 026 -00:30 and 5757 SW 68 Street Folio No.: 09 -4025- 026 -0060 Legal Description: See Exhibit "A" attached and made a part hereof. Owner recognizes, and acknowledges that for the public health, welfare, safety or morals, the herein- described property should not be divided into separate parcels owned by several owners so long as the same is part to the hereinafter use, and In consideration of $10.00 and for other good and valuable consideration, Owner hereby agrees to restrict the use of the subject property in the following manner: That said property shall be considered as one plot, and parcel of land and that no portion of said plot and parcel of land shall be sold, transferred, devised or assigned separately, except in its entirety as one plat or parcel of land: owner further agrees that this condition, restriction and limitation shall be deemed a covenant running with the land and Florida and shalldremon inrfull force and. the Public Records of Miami -Dade County, personal representatives effect and be binding upon the Ow ees their until such time as the same may be' and assigns and upon all mortgagees released in writing, after approval by resolution passed and adopted by the City Commission, after public hearing, and executed by the City Manager and City Clerk. Book25496 /Page47 CFN #20070328885 Page 1 of 5 l Unity of Title Page 2 The release of the Unity of Title is contingent upon a cessation of the conditions and /or criteria which originally required the execution of the subject Unity of Title. [Execution Pages Follow] 2 Book25496 /Page48 CFN #20070328885 Page 2 of 5 Unity of Title Page 3 Signed, witnessed, executed and acknowledged on this day of ko_ry , 2007. IN WITNESS WHEREOF, RRC 57th Avenue, LLC has caused these presents to be signed in its name by its property officials. RRC 57th Avenue, LLC WITNESSES: By- University of Miami, a Florida not for profit corporation, its sole member I?h ByNam seT. atoli Title: enior Vice President for Business and Finance STATE OF FLORIDA COUNTY OF MIAMI -DADE re going instrument was � acknowledged before me this O� day of T f g g 2007, by Joseph T. Natoli as Senior Vice President or JButsiss and Finance, of University of Miami, a Florida not for profit co � heck one) [ sole member of RRC 57th Avenue, a Florida limited liability co a. have produced ] are personally known to me as identification: , NOT RY. P My Commission Expires; Print e NOTARY PUBLIC -7,6T of FLORIDA Melody M. Smith Commission # DDS69811 Spires; OGT. 10, 2010 +.TnC BONDING CO., INC. BON DED'IHRU AI LA Book25496 /P'age49 CFN #20070328885 Page 3 of 5 3 r" t• i I I r i F,3 Hi IT "All i egal Description according tQ trio Plat thereof, as _AT All of Tract 1, of the REVISED 2, of the Public Recoldslof Miami -Dade County, Florida, less recorded in flat Book 35, at Page, the Soutli 475.657 feet of West 100 fcet,tan Slfeet of the Bast 2 Ofeet, and less also the Just and less also the South 125 feel of the Wcs 75 feet of the West 175 feet ofthe South 125 foet of said Tract. Par_ cc12 g of the The East 75 fe et•af the West 175�feet of the South 125 feet of Tr�took Seat Pale 72,AT OF gL�WOOD, according to the Plat thereof' �s - xeeorded in Plat Public Records of Miami -Dade County, Florida. Par c_.ei 3.: , '/, of the BE •'/ -of Section •257 Township 54 South, The North 132 feet of the SE /a of the. NE Range 40 East, less the North 25 foot of the Nom 132 feet of the SE'/ of the NE' /" Of the SE ' /+ of Section 25, Township 54 South, Range q 0 parcel 4• 54 South, Range 40 East, That part of thG SE' /, of the NE :'/ of the SE'/ of Section 25, TownrP described as follows: • the -South Begin at the'SE cornea of said BE V, of the NE 4 �d stlanc of 185efeet% a Point of Beginning; line of said`SE'/ of the NE' /, of SE SE .`, line Said parallel to. the 1me t5f said SE' %, of the NB'la of the SL' /, for a.Clistanca of 150'feet; t7ionce ruli West parallel to the South line of a of said' SF / NEB' l+ of the SE' /<ofor distance of 100 feet; thence run parallel to the East lin a distance of 150 feet to the South line of said of the SE%, folx ald?stanae of 100 feetto.the Point along said South lino of the BE /i of the 1NEic road purposes.. . of Beginning, less the South 25 fret for p 'P. -arcel 5: ISO feet of the South 330 feet of the East 150.feet of Book 35��p ge Z of the The _No�lh to the Plat.thereof, as recorded xn Plat FERNyd00D, according 1 ?lorida. - . PiibJic Reomils of Mia�pi Dade County, . parcel 6; to the Plat thereof, as A portion of Tract 1, pEVISED PLAT oP FEER2`WOOD, according recorded in Plat Book 35, at'page 72, of'the, Public Records.of Miami Dade County, Florida, more particularly described az foilowp: That art of thc'Southeast Quarter of the Northeast Quarter of the Southeast Quaitcr of Section p 54 South, ):range 40 Last, described as follows: 25, TowASbip . utheast Quarter of Northeast Quart's of Southeast 13egin at the Southeast oarraeF of sold So Mj ja 1258979.17332426731 Book25496 /Page50 CFN #20070328885 Page 4.of 5 ok SK 254c?6 PG 0051 LAST PACE cr of Northeast` quarter of Quarter; thezice run West along the Sow line of said Southeast Quart G thence run North ce of 285 feet for POn4T OF B:BGDM cartes 150 feet; Southeast Quarter for a d Sou of Northeast Quarter-of Southeast Q Parallel to East line of said Southeast Quartet' of Nprtheast Quartax of thence run West parallel to South line of said Southeast Quarter f said Southeast Quarter of Southeast Qaa1 ter 75 feet; thence awn Sow 1parallel to the Bast arter of Northeast Quarter of Southeast Q uarter • 150 feet to the •South line of said Southeast Qu . . Northeast Quarter of Southeast Quarter; ttaesice East along said South line of the Southeast carter of Northeast Qua>:tcr of Southeast Quarter for a distance of 7S feet to the PONT OF BEGTNNNG, I,ES$ the South 25 feet foz public road i MI V4 1238979.1 7332426731 Book25496IPage51 CFN #20070328885 Page 5 of 5 "This instrument prepared eider the supervision: and when recorded return to: Jerry B. Proeror, Esq. Bilzin Sumberb Baena Price & Axelrod LLP 200 SOLali Biscayne Boulevard Suite 2500 Miami, Florida 33131 -2336 � �rrs� r��r�•����r ��rr� �r�r� �r�r�•�r��r r��� �rr� CFN 2007RO328886 OR Bk 254% Pss 0052 - 72i (21a9s) RECORDED 03/3012007 15 :02 :31 HARVEY RUVIHr CLERK OF COURT MIAMI —DADE CDUHTYr FLORIDA (Space Reserved for Cleric) DEVELOPMENT AGREEMENT This Development Agreement is made as of this day ofay"'>� 2007, C 57a between The City of South Miami, Florida, a municipal corporation (',City") and . Avenue, .LLC ("Applicant"). Applicant hereby voluntarily makes, declares, and imposes on the property described below, this agreement running with the title to the land, which shall be binding , and shall inure to the benefit of the Applicant, successors and assigns, mortgagees, lessees, and against all persons claiming by, through, or under them until such. time as this Development Agreement ( "Development Agreement ") is released in writing as hereinafter provided; WHEREAS, Applicant owns the property in the City, in Miami -Dade County, Florida, and 5757 SW 68 legally described on Exhibit "A ",also known as 66.00 -6640 S.W. 57 Avenue Street (the "Property "), and Y�HEREAS, on July 22, 200.4 Applicant filed an application with the City to rezone the Property froill TODD (MU -4) (Transit Oriented Development District) to PUD -M (Planned Unit Developtttent -Mixed Use), and to obtain site plan approval (the "Application "), and 1.1'IIEREAS, the Florida Local Government Development. Agreement Act, set forth in sections 163.3220 — 163.3243, Florida Statutes, (the Act) provides for the execution of development tigrt ements to insure that the law in effect at the time of the execution of the development . agreement shall govern the development -Of the land for the .duration of the agreement. NOW, THEREFORE, in consideration of the covenants, conditions, and promises herein contained, the receipt and sufficiency of Which are I expressly acknowledged, Applicant and the City hereby agree as follows: MIAMI 819310.15 7320021531 3/29,107 Book25496 /Page52 CFN #20070328886 Page 1 of 21 1, 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 master site plan on file at the City, including elevations, architectural features, and estimated commercial square footage pursuant to Section 20.3 -7, City Code. e. Development of the Property shall be in one (1) phase. f, A building permit for development of the project must be applied for within 6 months of the date on which this final development agreement is signed, notwithstanding the provisions of LDC Section 20- 3.7(i), Expirations of PUD Approvals. 2. Public Facilities: in order to enhance public facilities in the City of South Miami., Applicant agrees to provide services in compliance with Section 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 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 M1AM181931o.15 7326021531 3129107 2 Book25496 /Page53 ' CFN #20070328886 Page 2 of 21 Development Agreement to governmental authorities, including the Florida Department of Transportation, for beautification of the median area to consist of curb and gutter improvements and landscaping in the center of Red Road (SW 57 Avenue) directly south of the intersection of Red Road and Ponce de Leon Boulevard. Subject to approval of necessary permits by governmental authorities, Applicant will pay for and constrict the beautification improvements. Housing — A requirement of ten percent (10 %) of the units will rent to individuals or families in the moderate income segment of the affordable housing group. If the residential units convert to condominiums, ten percent (10 %) of the units will be sold to individuals or families in the moderate . income . segment of the affordable housing group. In analyzing compliance with this paragraph, the City shall allow minor deviations resulting from short-term vacancies. Incomes shall be based on Area Median Income (AMI), as defined by the U.S. Department of Housing and Urban Development. Proof of Compliance with this requirement on an annual basis shall be provided in-writing on or before January 15 of the following year to the 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. 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 k Force: In an effort to enhance job opportunities for local citizens, Applicant agrees to give a preference to job applicants residing in South Miami.. In order to maximize the pool of applicants from South Miami, the Applicant shall send notice to the Community Redevelopment Agency Director of the City of South Miami, or a substitute .designee by. the City. Manager, prior to. or concurrent with the issuance of any (1) bids for construction work on the .Property, (2) bids for temporary or permanent maintenance work on the Property, or (3) proposals for leasing of retail space on the Property. In regard to recruitment and employment, the Applicant shall demonstrate that it has used its best efforts to hire job applicants from the City of South Miami, provided such candidates are qualified for the positions in ,question. In addition, the Applicant shall hire two residents from the CRA district to assist the Applicant in providing construction services during the period of construction and development of the Property. Payment for the positions shall be at Applicant's sole expense and shall be commensurate with. similar . job levels and responsibilities in comparable industries. MIA M1 819310.15 7 32602153 1 3/29/07 Book25496 /Page54 CFN #20070328886 Page 3 of 21 5. Site Plan. a. Applicant shall retain stormwater drainage runoff on site in accordance with City regulations. b. Applicant shall provide on site security. As part of on site security to be provided by the Applicant, the Applicant shall monitor and keep operable the security gate to the proposed parking garage and make arrangements to assure emergency access by public safety vehicles. c. The entrance at Levante Ave. shall be signalized and approaches installed based on approval by Miami -Dade County and the State of Florida Department of Transportation. d. The exit for the driveway onto. SW 66 Street shall be designed and operated as a right turn out only driveway. The exit shall be closed with a gate to prevent turn out between the hours of 7:00 A.M. and 10:00 A.M., Monday through Friday. e. Applicant shall provide a minimum of one (1) stop location on site for service by the HurryCane shuttle. The shuttle stop locations shall not interfere with SW 57`h Avenue traffic. All HurryCane shuttle passenger pick -ups shall be coordinated with the City of South Miami shuttle pick -ups to minimize traffic impacts. f. Applicant shall provide and maintain landscaping acceptable to the City between the.FPL facility and the garage. The applicant must provide a row of 12' high trees with trunk circumferences not less than 6 inches on the City's property between the FPL: facility and the South Miami Community Center.. The row of trees to be located on the City's property between the FPL facility and the South Miami Community Center shall be uniform in appearance and. consist .of not less than 25 trees in the row. g. Applicant shall provide and maintain a six -foot high CBS wall between the project and the remaining service station. h. Employee parking shall be restricted to the garage and it shall be the developer's or his assign's responsibility to submit with each occupational license proof that employees are utilizing the assigned parking.. i. Applicant shall provide a master signage plan for project identification, traffic, routing, and retail stores prior to final project approval by the 'Environmental Review and Preservation Board (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. h to k. Applicant is. to assure that the refuse fnalcnumber shall be large f s ervice accommodate adequate dumpsters, The MIAMI 819310.15 7326021531 4 3/29/07 Book25496 /Page55 CFN #20070328886 Page 4 of 21 areas shall be mandated by the Environmental Review and Preservation Board Development at final approval ement stage, ror to final approval f the Development Agreement. Development Agr p I. All parking and street improvements placed on the public right -of -way on SW 57 Avenue by the Applicant shall be maintained with funds from a maintenance bond to be posted prior to, 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 not exceed the initial retail parking allocation in the adopted master site plan. ma tr l taplthe allocated number provide C initial of spaces for eachlogeupantor retail stores and shall n n. Applicant shall install all sidewalks as shown on the adopted master site plan. shown on the ameed ste o. Applicant shall open up the paseo on the no�orderetopbreak up the long f aadelof plan, as approved by the Planning Board, in the tesidential 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 h3q, requiring removal of on- street parking on SW 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 Church of South Miami and municipal, county and state agencies to devise a plan mutually agreeable to Applicant and the First United Methodist Church of South Miami, for pedestrian improvements and beautification for Red Road. Applicant will contribute the construction 'cost of specific pedestrian enhancements agreed upon by Applicant and the First United Methodist Church of South Miami. The Applicant will present plans for traffic permits indicating travel lanes of 10.5 feet on Red Road (SW 57 Avenue) and, if approved, will create an enhanced. "landing zone for pedestrians in the center of Red Road between the 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 7326021531 5 M2007 Book25496IPage56 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 a parking plan for construction workers prior to the issuance of a building permit, 6. Schools. hi .an d effort to assist public schools locate 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 Certificate of Use and Occupancy for the first residential unit on the Property. Decisions shall be made jointly by the City and School Board, and funds must be spent within two (2) years of the donation. In the event that no capital improvements can be identified or agreed upon for the expenditure of the funds within the two year period, the Applicant's donation may be utilized to fund programs, purchase materials (such as additional computers) or in any manner that the School Board and the City determines will enhance the curriculum and the students' attending the subject school's educational experience. Terms of the donation and student generation analysis are contained in the School. Impact Review Analysis dated November 16,' 2004, attached to this Development Agreement and hereby incorporated by reference. 7. Unity of Title: Applicant shall submit a Unity of Title, pursuant to the requirements of Section 20- 3.7(B)(1), City Code. NOW THEREFORE, the City, in consideration of the premises, hereby agrees as. follows: g. Vestin . As long as the development on the Property is in compliance with this greement, and all applicable laws, ordinances, codes, and policies Development tion of the D the time t, the execuevelopment Agreement as well as in existence t 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 819310.[5 7326021531 G . 3(29/07 Book25496 /Page57 CF N #20070.328886 Page 6 of 21- 10. Coneurrency and Consistency. The Application together with the Applicant's tency performance under the Development Agreement satisfies the concurrency requirements, as delineated in Section 20 -4.1, City Code. By execution of this Agreement' 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: l . Term of Agreement. The provisions of this Development Agreement shall become effective upon its recordation in-the public records of Miami -Dade County, Florida, and shall continue in effect for a period often (10) years after the date of such recordation, after which it may be extended by mutual consent of all legal and equitable owners of the Property, and the City of South Miami upon approval at a public hearing. 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 No. 11 -05 -1833. This agreement shall be reviewed annually on the anniversary of the effective date of this agreement, Applicant, or its assign, shall submit an annual report at least 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. Enforcerrient. The City, its successor or assigns, and the Applicant, its successors and assigns, shall have the right to enforce the provisions of this Development Agreement. Enforcement shall be by action at law or in equity against any parties or persons violating or attempting to violate any covenants, either to restrain violation or to recover damages or both, The prevailing party in the action or suit shall be entitled to recover, in addition to costs and MIAPY11 919310.15 7326021531 3/29/07 Book25496 /Page58 CFN #20070328886 Page 7 of 21 disbursements allowed by law, such sum as the court may adjudge to be reasonable for the services of its attorney. Attorney's fees payable under this paragraph shall not exceed 25% of the judgment. 15. lneetion. Nothing in this Agreement shall be construed to waive or limit the sp 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 cert ificates of occupancy with regard to that portion of the Property until such time this Development Agreement is complied with. 17. Representations of the Applicant. Applicant represents to the City as follows: a. The execution, delivery and performance, of this. Agreement and all other instruments and agreements executed in connection with this Agreement have been properly authorized by the Applicant and do not require further approval by Applicant. . b. This Agreement has been properly executed, and constitutes Applicant's legal,. valid and binding obligations, enforceable against Applicant in accordance with its terms. C. There are no actions, suits or proceedings pending or threatened against or affecting Applicant before any court or governmental agency that would in any material way affect Applicant's ability to perform this Agreement. d, Applicant shall not act in -any way whatsoever, directly or indirectly, to cause this Agreement to be amended, modified, canceled or terminated, except pursuant to its express terms, and shall take all actions necessary to ensure that this Agreement shall remain in full force and effect at all times. e. Applicant has the financial capacity to pay or advance in the City all fees and payments as required under this Agreement. 18. Sever ability• If any provision of this Development Agreement or the application thereof to any person or . circumstances is held invalid, prohibited, or unenforceable for any reason, this the Development Agreement shall be M [AM 1 51931 0.15 7326021531 8 3/29107 Book25496 /Page59 CFN #20070328886 Page 8 of 21 ineffective only to such extent and the remaining provisions shall continue to be given full force and effect so far as possible, 19. Joint Preparation. This Agreement has been drafted with the participation of the City and Applicant and their counsel, and shall be construed, against the Applicant in issues of draftsmanship. The .captions of each article, section and subsection contained in this Agreement are for ease of reference only and shall not affect the interpretational meaning of this Agreement. Whenever the term "included" is used in this Agreement, it shall mean that the included items or terms are included without limitation as to any other items or terms which may fall within the listed category. 20. Bindi Effect. The burdens of this Agreement shall be binding upon, and the benefits of this agreement shall inure to, all successors in interest to the parties of this Agreement. 21. Captions and Headings. Paragraph headings are for convenience only and shall not be used to construe or interpret this Agreement. 22. Applicable Laws, Jurisdiction and Venue. This Agreement shall be governed by and interpreted, construed, and enforced in .accordance with the 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 object 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 t0: Planning Director Planning and Community Development Department City of South Miami 6130 Sunset Drive South Miami, Fl. 33143 M1AM1 519310.15 7326021531 9 3/29/07 Book25496 /Page60 CFN #2007032,8886 Page 9 of 21 For the Applicant: Irma Abella, Esq. General Counsel's Office University of Miami 1320 South Dixie Highway, Suite 150 Coral Gables, Fl. 33125 COAV to: Jerry B. Proctor, Esq. Bilzin Sumberg Baena Price & Axelrod LLP 200 So. Biscayne Boulevard, Suite 2500 Miami,. Fl. 33131 24. Waivers. No failure or delay by Applicant or the City.to insist upon the strict performance of any covenant, agreement, term or condition of this. Agreement, or to exercise any right or remedy consequent upon ,the breach thereof, shall constitute a waiver of any such breach or any subsequent breach of such covenant, agreement, term or condition. No covenant, agreement, term, or condition of this Agreement and no breach thereof shall be waived, altered or modified except by written instrument. No waiver of any breach shall affect or alter this Agreement, but each and every covenant, agreement, term and condition of this Agreement shall continue in full force and effect with respect to any other then existing or subsequent breach thereof. 25. Third Party Beneficiary. This Agreement is exclusively for the benefit of the patties hereto and their Affiliates and it may not be enforced by any party other than the parties to this Agreement and shall not give rise to liability to any third party other than the authorized successors and assigns of the parties hereto. 26. Survival. Any covenant, term or provision of this Agreement which, in order to be effective, must survive the termination of this Agreement, shall survive any such termination including .without limitation, paragraphs 2, 3 and 6 which shall survive this Agreement. 27. Periods of Time. Whenever any determination is to be made or action is to be taken on a date specified in this Agreement, if such date shall fall on a Saturday, Sunday or legal holiday, then in such event said date shall be extended to the next day which is not a Saturday, Sunday or legal holiday. 28, Entire Agreement. This Agreement sets forth the entire agreement between the parties hereto with respect to the subject matter hereof. All agreements, covenants, representations, and warranties, express or implied, oral or written, of the parties with respect to the subject matter hereof are contained herein. No other agreements, covenants, representations, or warranties, express or implied, oral or written have been made by any party to the other with respect to the subject matter of this Agreement. All prior and contemporaneous conversations, MIAMI 819310.15 7326021531 10 3/29/07 Page 10 of 21 Book25496 /Page61 CFN #20070328886 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 -Dade County. 31: Exhibits. All exhibits attached hereto contain additional terms of this Agreement and are incorporated herein by reference. 32. Effectiveness. This. Development Agreement shall become effective after the approval of the applications for rezoning and site plan approval and. the expiration of any appeal periods. The approval of the applications for rezoning and site plan approval and of the application for approval of this Development Agreement, shall not become effective until the Park donation is established and agreed upon by the Applicant and the City in accordance with Paragraph. #2d. If the Park donation is not established in accordance with Paragraph #2d, the applications for rezoning, site plan approval, and approval of this Development Agreement shall be considered withdrawn without prejudice by the Applicant. IN WITNESS WHEREOF, these _ presents have been executed this c;lC) . day of Cx rc.% 1 , 2007. MIAMI 819310.15 7326021531 3/29107 11 Book25496IPage62 CFN #20070328886 Page 11 of 21 ACKNOWLEDGMENT AND ACCEPTANCE BY CITY CIF SOUTH MIAMI KNODV ALL MEN BY THESE PRESENTS that: The City of South Miami acknowledges and accepts. the foregoing Development Agreement and . each and all of the terms and provisions contained therein, . dated and attached hereto. DATED this day of /t A4 , 2007. CITY OF SOUTH MIAMI Y: Yvonne S ler- McKinley City Manager TTEST: C LERK Maria M. Menendez STATE OF — A ) ) SS COUNTY OF -� ) he foregoin instrument was acknowledged before me this day of !� /fit 2007 by e S P , f. eo, of the City of South Miami and attested to by Maria M Menendez City Clerk, of e City of South Miami who are ( ) personally known to me or ( ) produced a valid driver's license as identification. . Maria M. Menendez Notary Publi : Sign Name: Print Name: t\Aar[a *n Menendez My Commission Expires: 3 ~/6- a°0 M ]AM I 14SS 1911 (1..15.7326021531 3/28/07 Serial No. (None, if blank): [NOTARIAL SEAL) 12 +r TE MA7M. NENDEZ MY COF DD 271979 EXIB,2ppg 1- 80CP3-NC)TARY v ;;ni �usoc. Co. Book25496 /Page63. CFN #20070328886 Page 12 of 21 IN WITNESS WHE OF, the' undersigned party has agreed to this Deveaopment Agreement dated as of the Tday of Mart4-� _, 2007. W • n sses: Print Name: :Xr yn ct 11 ,, Afseu ' Print Name A- u RRC 57TH Avenue, LLC, a Florida. limited liability company By: University of Miami, a Florida non - profit corpora4its ember 4 t�;ne: oli Title: Pres ident for Business and Finance STATE OF FLORIDA ) } SS: COUNTY OF MIAMI -DADE) The for instrument was acknowledged before me thi4t, day omwh , __ 2007, by Joseph T. Natoli, as Senior Vice President for Business and Finance, of the versity of Miami, a Florida non - profit corporation, the Sole Member of RRC 57`h Avenue, LLC, a Florida limited liability company. USIShe is personalli known to me 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] Y PUBI.1C -STATE OF pt pR1DA NaoT M, Smith Melody I,R Commission # DD569811 Expires: 0a. 10, 2010' BONDED TNRU tij�TC BONDING CO., INC. Book25496 /Page64 CFN #20070328886 Page 13 of 21 EXHIBIT "A" Legal Description Parcel 1: All of Tract 1, of the REVISED PLAT OF FERNWOOD, according to the Plat thereof, as recorded in Plat Book 35, at Page 72, of the Public Records of Miami -Dade County, Florida, less the South 475.657 feet of the West 100 feet, and less also the East 150 feet of the South 330 feet, and less also the South 125 feet of the West 175 feet of the East 325 feet, and less also the East 75 feet of the West 175 feet of the South 125 feet of said Tract. Parcel 2: The East 75 feet of the West 175 feet of the South 125 feet of Tract 1, of REVISED PLAT OF FERNWOOD,. according to the Plat thereof, as recorded in Plat. Book 35, at Page 72, of the Public Records 'of Miami -Dade County, Florida. Parcel 3: The North 132 feet of the SE %4 of the NE '/ of the SE '/4 of Section 25, Township 54 South, Range 40 East, less the North 25 feet of the North 132 feet of the SE '/ of the NE '/4 of the SE '/4 of Section 25, Township 54 South, Range 40 East. Parcel 4: That part of the SE 1/4 of the NF;'/ of the SE 1/4 of Section 25, Township 54 South, Range 40 East, . described as follows: Begin at the SE corner of said SE '/4 of the NE '/4 of the SE '/4; thence run West along the South line of said SE '/ of the NE %4 of the SE '/ for a distance of 185 feef for a Point of Beginning; thence run North parallel to the East line of said SE '/4 of the NE '/4 of the SE %4 for a distance of 150 feet; thence run West parallel*to the South line of said SE '/ of the NE '/4 of the SE '/ for a. distance of 100 feet; thence run parallel to the East line of said SE `/4 of the NE'/ of the SE '/4 for , distance of 150 feet to the South line of said SE '/4 of the NE '/4 of the SE '/; thence run East along said South line of the SE '/4 of the NE '/4 of the SE '/4 -for a distance of 100 feet to the Point of Beginning, less the South 25 feet for public road. purposes. Parcel 5: The North 180 feet of the South 330 feet of the East 150 feet of Tract 1, of REVISED PLAT OF FERNWOOD, according to the Plat thereof, as recorded in Plat Book 35, at Page 72, of the Public Records of Miami -Dade County, Florida. Parcel 6: A portion of Tract 1, REVISED PLAT OF FERNWOOD, according to the Plat thereof, as recorded in Plat Boole 35, at Page 72, of the Public Records of Miami -Dade County, Florida, more particularly described as follows: That part of the Southeast Quarter of the Northeast Quarter of the Southeast Quarter of Section 25, Township 54 South, Range 40 East, described as follows: Begin at the Southeast corner of said Southeast Quarter of Northeast Quarter of Southeast MIAMI 1258979.1 733 2426731 Book25496 /Page65 CFN #20070328886 Page 14 of 21 Quarter; thence run West along the South line of said Southeast Quarter of Northeast Quarter of Southeast Quarter for a distance of 285 feet for POINT OF BEGINNING; thence run North parallel to East line of said Southeast Quarter of Northeast Quarter of Southeast Quarter 150 feet; thence run West parallel to South line of said Southeast Quarter of Northeast Quarter of Southeast Quarter 75 feet; thence run South parallel to the East line of said Southeast Quarter of Northeast Quarter of Southeast Quarter 150 feet to the South line of said Southeast Quarter of Northeast Quarter of Southeast Quarter; thence East along said South line of the Southeast Quarter of Northeast Quarter of Southeast Quarter for a distance of 75 feet to the POINT OF . BEGINNING, LESS the South 25 feet for public road. MIAMI 1258979.1 7332426 731 Book25496IPage66 CFN #20070328886 Page 15 of 21 rxHIBIT "B" PROPOSED — PARK CONCURRENCY Red Road Commons On or before the issuance of the first building permit for the Project, the Applicant will pay a Park an,d Recreation Concurrency fee (the "Park Fee ") to the City of South Miami (the "City ") of $928,000. This payment will- reserve sufficient park concurrency to satisfy the demand of up to 409 multi - family residential units to be developed on the Property and will be reserved as such for as long as the . "Development-Agreement" governing the Project remains in full force and effect. In addition to the Park Fee, the Applicant will pay an interest 'fee (the "Interest Fee ") to the City .for interest acct-uing after the City's approval of the Development Order for the Project on April 9, 2005. If the Interest Fee is paid on or before November 17, 2005, said Feeds $43,173.60. if the Interest Fee is paid between. November 18, 2006 and February 8T2007 and said May 17S 200$53,164,20. aid ee the Interest Fee is paid between February , is $58,826,40. If the Interest Fee is paid between May 18, 20D7 and August 17, 2007, said fee is $64,403.40. If the Interest Fee is paid between August 18, 2007 and November 17, 2007, said Fee is $69,895.20. MIAMI 115495.1 7000060147 Book25496 /Page67 CFN #20070328886 Page 16 of 21 APPLICATION: REQUEST: ACRES: LOCATION: "REVISED" SCHOOL IMPACT REVIEW ANALYSIS November 16, 2004 Red Road Commons Development under the existing TODD (MU-4) zoning 7.09 net acres 6600 and 6640 SW 57`h Avenue and 5757 SW 68th Street, South Miami NUMBER OF UNITS: 143 units (Current 'TODD Zoning allows for 266 residential units. Developer is proposing 409 residential units, thus generating a net density increase of 143 units) MSA: 5.3 = 0.20 Multifamily ESTIMATED STUDENT POPULATION: 29 students' ELEMENTARY: 13 MIDDLE: 7 SENIOR: 9 SCHOOLS SERVING AREA OF APPLICATION: ELEMENTARY: Sunset Elementary — 5120 S.W. 72 Street Coral Gables Elementary — 450 Bird Road G. W. Carver Elementary -- 235 Grand Avenue MIDDLE: Ponce De Leon Middle — 5801 Auguste St. -QF)llnR HIOHt Coral Gables Senior — 450 Bird Rd. `Based on Census 2000 Information provided by Miami -Dade County Department of Planning and Zoning. z•d D9Ltr56B9OE DNIWIJH18 31IS WdBir�S iDOZ i+T "Cl Page 17 of 21 Book25496 /Page.68 CFN #20070328886 The following populati on and facility OEIpaclty data are as reported by the Office of Information Technology, as of September 2003: STUDENT FISH DESIGN % UTILIZATION NUMBER OF PORTABLE % UTILIZATION FISH DESIGN POPULATION CAPACITY FlSH DESICIN RMANENT PERMANENT PERMANENT STATIONS P AND RELOCATABL.E 162%/ 143%1 Coral Gables 75f3! 457 163°/0, 62 1•,6 44" Elementary. 762' 147 % / 115%! Sunset Elementary 1,086/ 734 148 %* X08 125%1 144°!x/ 1255'0► G. W. Carver 6051 416 i 66 126 %" Eierrientary i44 %. 125 ° /u/ 108%1 Ponce Da Lean 1,5321 1,225 126 %+ 198 108%b Middle 1,539 173%1 165%1 Coral Gables Senior 3,618 2,092 173 %" 9s " Increased student population as a result of the proposed. development No 1) The cumulative effect of other approved or proposed developments In the vicinity is not included as part of this analysis. 2) Figures above reflect the Impact of the class size amendment. 3) Pursuant to the Interlocal Agreement, Coral Gables Elementary, Sunset Elementary, G. W. Carver Elementary and Coral Gables Senior High schools meet the review threshold. ADDITIONAL SCHOOL- INFORMATION: The following information was provided by school site personnel or other data sources In October 2003: Sunset Elementary to computers: In each classroom and Media Center— Access access Capital Improvements since 1990: Recognition for Academic Achievement: Special Programs: Lunch schedule: Non - instructional space utilized for Instructional purposes: Teachers required to floatJtravel E d 05Gir56650E Book25496 /Page69 Classrooms and Media Center Grade "A ". . Before - school care, Magnet programs, enrichment classes and after Begins at 10:30 a.m. — ends 1:00 p.m. None Fourteen teachers OWIWWdld 31I5 CFN #20070328886 Wd61r =5 V003 'T oaa Page 18 of 21 Coral Gables Elementary Access to computers: Capital Improvements since 1990, Recognition for Academic Achievement: Special Programs: Lunch schedule: Non - instructional space utilized for Instructional purposes: Teachers required to float/travel: G. W. Carver Elem_ entary Access to computers: Capital Improvements since 1990: Recognition for Academic Achievement: Special Programs:. Lunch schedule: Non - instructional space utilized for Instructional purposes: Teachers required to float/travel: b•d D9LbS65SOE In each classroom (PK -5t�' grade), special computer labs and Media Center None "A +' Florida School After - school care From 10 :25 a.m. to 1:00, p.m. Auditorium Lobby, ESOL pullout and CCHL pullout Spanish S, Spanish SL, CCHL, ESOL, Art, Music In each classroom and Media Center None Grade "A" After- school tutoring Begins at 10:30 a.m. — ends at noon None Music and Art. 9WIWWU ld 3115 Wdai :9 i.dOa i►T oa[j Page 19 of 21 Book25496 /Page70 CFN #20070328886 OR B.K 25496 PG 0072 LAST PAGE PLANNED RELIEF SCHOOLS IN THE AREA (information as of November 2004): School Status Occupancy Date Coral Gables Senior High School Under design 2005 -06 830 - student stations addition (District will remove 310 exlsbng student stations housed in portables providing a net increase of 520 student capacity.) JRE Lee conversion to elementary 20,11 (786 student stations) Pre- Planning OPERATING COSTS: According to Financial Affairs, the average cost for K -12 grade students amounts.to $5,833 per student.. The total annual operating cost for additional students residing in this development, if approved, would total $469,157. CAPITAL COSTS: Based on the State's November 2004 student station cost factors *,, capital costs for the estimated additional students to be generated by the proposed development are: ELEMENTARY 13 x $ 13,452 = $174,676 MIDDLE 7 x $ 15.423 = $107,961 SENIOR 9.x $ 20,409 = $483,681 Total Potential Capital Cost $466,518 * Based on Information provided by•the Florida Department of Education. Office of Educational Facilities Budgeting. cost per student station does not include land cost. E) ^ d OBG{,56650E Book25496 /Page72 i JWIWWd-ld Alis Wisir:5 bOOZ 171 0aa IDFN #20070328886 . . Page 21 of 21 (0 O U) O a N C O E E O U C O U cO G (D w O CL O EL C f0 O C X W O) C Y cc a. 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