Development Agreement among TMG 67 Communities, LLC., Deauville Associates, LLC. and CMB 20�,5_�3�o`t
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Bermw Radell Fernandez Larkin&Tapanes �t FF�E OF T 0�1h f c �_�9F5k]LLIR
Attn: Michael Larkin tlINi1L-RAG4_ �?OiJHiT� FL
200 South Biscayne eoulevard, Suite 300
Miami, Fbrida 33131
(Space Reserved for Clerk)
DEVELOPMENT AGREEMENT
THIS DEVELOPMENT AGREEMENT (this "AqreemenY') is made and entered into by
and among the CITY OF MIAMI BEACH, a Florida municipal corporation (the "C�"), and
jointly and severally, TMG 67 COMMUNITIES LLC, a Delaware limited liability mmpany,
DEAUVILLE ASSOCIATES LLC, a Florida limited liability company, (collectively, the
"Developer").
Introduction
A. The property that is the subject of this Agreement lies in Miami Beach,
Miami-Dade County, Florida. This Agreement, among other things, is intended to and
shall constitute a development agreement between the parties pursuant to Sections
1633220-163.3243, Florida Statutes, the "Florida Lo�al Government Development
Agreement Ad (the "AcY') and Chapter 2, Artide XI of the City's Land Development
Regulations (the "Resiliency Code").
B. The City is a Fbrida municipal corporation with powers and authority
conferred under the Florida Constitution, the Municipal Home Rule Powers Act, Florida
Statutes, the Miami Beach City Charter and the Miami Beach City Code of Ordinances.
The City has all governmental, corporate and proprietary powers to enable it to conduct
municipal government, perform municipal and governmental functions, and render
municipal services, including the authority to adopt, implement and enforce (together
with any other required govemmental approvals) mmprehensive plans, zoning
ordinances, redevelopment plans, and other police power and legislative measures
ne�essary to assure the health, safety and general welfare of the City and its inhabitants.
C. The Developer owns the properry located at the 6701 Collins Avenue, Miami
Beach, Florida, more specifically described in F�chibit "A" att�thed hereto and
incorporated herein by this reference (the "Developer PropertJ'). j �
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D. The Developer Property was previously developed with a contributing
historic building known as the Deauville Hotel.The previously existing Deawille Hotel was
constructed in 1956 and designed by noted Miami Beach architect Melvin Grossman, in
the Post War Modem (MiMo) style, was dassified as contributing in the Miami Beach
Historic Properties Database and was located within the North Beach Resort Local Historic
Distritt.
E. The Deauville Hotel was an outstanding example of the Post War Modern
style and was featured in the 1958-1959 issue of Florida Architecture. One of the most
noticeable features of the building was its dramatic porte-cochere, comprised of
sweeping intersecting parabolic curves, which created a defining entry point for this once
all-indusive resort. Stepped horizontal planes rose from the street to the second floor
lobby entrance along the building's fa4ade, providing shelter and a dear pedestrian
procession from Collins Avenue. This lobby entrance was one of the three main
differentiated architectural features of the building. Over time,the Deawille Hotel became
a landmark for more than just its architecture; it was also the site of the Beatles' second
performance in the United States for the Ed Sullivan Show on February 16, 1964. There
were many other notable entertainers of the 1950s and 1960s that performed atthe hotel,
induding but not limited to Frenk Sinatra, Sammy Davis Jc, Dean Martin, Tony Bennett,
Bing Crosby, and Judy Garland.
F. The Deauville Hotel was highlighted in the North Beach Master Plan, dated
October 19, 2016, as one of the most notable hotels in the North Beach Resort District.
The City's historic preservation ordinance prioritizes the protection and revitalization of
sites and districts within the City having special hlstoric, architectural, and archaeological
value to the public This indudes the "protection of such historic sites and districts to
combat urban blight, promote tourism, foster civic pride, and maintain physical evidence
of the City's heritage"; the "encouragement and promotion of restoration, preservation,
rehabilitation and reuse of historic sites and districts by providing technical assistance,
investment incentives, and facilitating the development review process"; and the
'promotion of excellence in urban design by assuring the compatibility of restored,
rehabilitated or replaced structures within designated historic districts." See Section 213.1
of the Resiliency Code.
G. Deauville Associates, LLC also owns the property more specifically described
in Exhibit "B" attached hereto and incorporated herein by this reference (the "Garaae
Pronertv"), which is currently improved with a parking garage historicall-., used in
connection with the operation of the Deauvilie HoteL �� �
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H. The Developer applied to amend the City's 2040 Comprehensive Plan and
Resiliency Code to establish the "North Beach Oceanfront Overlay" through Planning
Board File Nos. PB24-0708 and PB24-0693 and the City has approved the amendments
through Ordinance Nos. 2025-4750 and 2025-4751.
I. The Developer seeks to redevelop the Developer Property with a partial
reconstruction of the former Deauville Hotel pedestal and reinterpretation of the former
Deauville Hotel tower with a mntemporary rooftop addition above portions of the
reconstruded pedestal containing long term residential units, as reflected in the detailed
matrix of floor areas, induding residential tower floor plates attathed as Exhibit "C"
attached hereto and incorporated herein by this reference, consistent with the zoning
regulations of the City's Land Development Regulations (as may be amended by the
Comprehensive Plan Amendment and Land Development Regulations Amendments) as
further detailed in this Agreement (the "Deauville ProiecY').
1. The Developer intends to provide certain public benefits for the North
Beach area of the City ("North Beach"), induding: (1) partial reronstruction of the former
Deauville Hotel building induding the pedestal and a reinterpretation of the original hotel
tower within a certain timeframe; (2) construction and perpetual aaess to pathways
connecting Collins Avenue to the beach walk; (3) leasing, conveying and/or granting
easements over certain areas within the Garage Property to the City for public parking
and public purposes, (4) providing funding for certain costs associated with planning
future improvemeMs to the Byron Carlyle Theater site located at 500 71 Street(the"Bvron
Carlyle Site"); (5) development of a pocket park; and (6) funding of infrastructure
improvements in North Beach (the "Public Benefits").
K. Having fully considered this Agreement at two (2) duly noticed public
hearings in compliance with Section 163.3225 of the Act; and, having determined that the
Project and this Agreement are in compliance with the City's Comprehensive Plan and
Land Development Regulations (as may be amended by the Comprehensive Plan
Amendments and the Land Development Regulations Amendments (as more specifically
defined below)) as of the Effective Date; and, having further determined that it is in the
City's best interest to address the issues covered by this Agreement in a comprehensive
manner; the City has agreed to enter into this Agreement with the Developer.
L The City has determined that the Project and the Public Benefits will benefit
the City and the public, through without limitation, the partial reconstruction of the
Deauville Hotel tower and reinterpretation of the Deawille Hotel tower (collectively
considered a partial reconstrudion of the former Deauville Hotel),� increased beach
accessibility, improvementsto the availability of parking and infrastr.ucture improvements
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in North Beach, and the facilitation of development of an Art and Culture Center at the
Byron Carlyle Site.
M. All capitalized terms used in this Introduction are defined in Paragraph 3 of
or elsewhere in this Agreement.
NOW,THEREFORE, im m�sideration of the foregoing, and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties
hereby agree as follows:
1. Recitations/Authority. The foregoing recitations are true and correct and are
inmrporated herein by this reference. This Agreement is entered into pursuant
to the authority and procedures provided by the Act and Chapter 2, Artide XI,
of the Resiliency Code.
2. Definitions. All capitalized terms used in this Agreement shall have the
definitions set forth in this Paragraph 3 unless such terms are defned elsewhere
in the body of this Agreement.
a) "Act" is defined in the recitals.
b) "Accessory Uses" shall mean uses customarily associated with hotels
and multifamily residential uses, which are open to hotel guests,
residents of the multi-family residential units and their guests, and/or
the general pu6lic.
c) "Buildinp PermiY' shall mean any permit Issued by the City of Miami
Beach 8uilding Department or Building Official, induding any
foundation, building or phased permits.
d) "Business Dav" shall mean any day other than a Saturday, Sunday, any
federal or state holiday and the following Jewish holidays: Passover
(the first two (2) days and last two (2) days only), Shavuot(two (2) days),
Rosh Hashanah (two (2) days), Yom Kippur (one (1) day), and Sukkot
(the first two (2) days and last two (2) days only). If any period expires
on a day which is not a Business Day or any event or condition is
required by the terms of this Agreement to occur or 6e fulflled on a
day which is not a Business Day, such period shall expire or such event
or condltion shall occur or be fulfilled, as the case may be,on the next
sucreeding Business Day. � � �� �
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e) "Bvron Carlyle Site" shall mean the property bcated at 500 71 Street
and adjacent City-owned surface parking lot.
� "C�" shall mean the City of Miami Beach, a Florida municipal
corporation, having itr printipal offices at 1700 Convention Center
Drive, Miami Beach, Florida 33139. In the event the City ezercises its
regulatory authority as a governmental body, the exercise of such
regulatory authoriTy and the enforcement of any laws, rules,
regulations, ordinances, and plans (including through the exercise of
the City's building, fire, code enforcement, police department or
otherwise) shall be deemed to have occurred pursuant to the City's
regulatory authority as a govemmental body and shall not 6e
attributable in any manner to the City as a party to this Agreement or
in any way deemed in conflict with, or a defau�t under, the City's
obligations hereunder.
g) "Comprehensive Plan" shall mean the comprehensive plan which the
City has adopted and implemented for the redevelopment and
mntinuing development of the City pursuant to Chapter 163 Part II, of
the Florida Statutes.
h) "Comurehensive Plan Amendments" shall mean any amendments to
the Comprehensive Plan to, among other things: (a) amend the
Comprehensive Plan to establlsh the "North Beach Oceanfront
Overlay" land use overlay category; and (b) amend the text of the
Comprehensive Plan to authorize floor area bonuses for property
within the North Beach Oceanfront Overlay.
i) "Deawille ProjecY' is defined in the recitals.
j) "Developer" shall mean the persons or entities named in the preamble
to this Agreement, and any permitted successors, or assigns thereof;
provided, however, the term "Developer" shall not mean the City.
k) "Develo�er Propertv" is defned in the recitals.
I) "Development Order" shall mean any order granting, denying, or
granting with conditions an application for a Development Permit.
m) "Development Permit" shall have the meaning set f hins� � � n
7633221(5), Florida Statutes (2025). ���'�
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n) "Effective Date" shall mean the date when the City records the
executed Agreement in the Public Records of Miami-Dade County, as
provided in Section 1633239, Florida Statutes (2025), and Paragraph
13 of this Agreement.
o) "Execution Date" shall mean the date [he last of the required parties
executes this Agreement.
p) "Garage ProiecY' shall mean the repairs, maintenance and operation
of the Garage Property, as further detailed in Section 5, mnsistent with
the zoning regulations of the City's Land Development Regulations
and other relevant provisions of the CiTy Code and the City's Resiliency
Code.
q) "Garege Propertv" shall mean the property more specifically
described in Exhibit "B" attached hereto and incorporated herein by
this reference.
r) "Land Development Regulations" shall have the meaning set forth in
Sedion 163.3221(8), Florida Statutes (2025) and shall also indude,
without limitation, the definition of"land development regulations" in
Section 1.2.1 of the City's Resiliency Code.
s) "Land Development Reaulations Amendments" shall mean
amendments to the Land Development Regulations to, among other
things: (a) establish the "North Beach Oceanfront Overlay" within the
City's Land Development Regulations; and (b) amend the teut of the
Land Development Regulations to authorize floor area and height
bonuses, as well as establish regulations that facilitate the partial
reconstruction of the Deauville Hotel on the Developer Property under
the terms of the North Beach Oceanfront Overlay.
t) "Laws" shall mean all laws, rules, regulations, ordinantes, plans,
resolutions, comprehensive plans and land development regulations,
specifically induding the CiTy's Comprehensive Plan and Resiliency
Code.
u) "ProiecY'shall mean, wllectively, the Deauville Project and the Garage
Project.
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v) "Resiliency Code" shall mean the City's current land development
regulations.
w) "Overlav" shall mean the "North Beach Oceanfront Overlay" in the
Comprehensive Plan and Land Development Regulations proposed
through File Nos. through Planning Board file Nos. PB24-0708 and
PB24-0693 and approved through Ordinance Nos. 2025-4750 and
2025-4751.
x) "Triangle Pocket Park Site" shall mean the existing landscaped swale
area located at the intersection of 67`h Street, Indian Creek Drive, and
Harding Avenue more specifically described in in Exhibit"D"attached
hereto and incorporated herein by this reference.
3. The Deauville Proiect.
a) The Deawille Project shall be a mixed-use development consisting of
hotel, residential, and accessory uses. The maximum total floor area
permitted upon the Developer Property shall not exceed 900,047
square feet which shall be distributed among the hotel, residential and
accessory uses substantially in the manner set forth in Exhibit "C".
b) It is prohibited to establish a casino, gambling lounge, betting house,
gaming house, or other similar gambling or gaming use within the
Deauville Project.
c) The height of any multi-family residential tower on the Developer
Property shall not exceed 300 feet in height (as measured from Design
Plood Elevation, as defined in the Land Development Regulations), and
any architectural projedions will comply with the terms of the Land
Development Regulations (as may be amended by the Comprehensive
Plan Amendment and the Land Development Regulation Regulations
Amendments).
d) The uses permitted on the Developer Property shall be: up to 200
multi-family residential units, up to 140 hotel rooms, and accessory
uses (as defined herein). .
e) The floor area of the Deauville Project shall be dlvided as follows: ������.
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i. A minimum 150,000 square foot mixed-use pedestal incorporating
the partial reconstruction of the former Deauville Hotel building
pedestal;
ii. A minimum 100,000 square feet hotel floor area;
iii. A maximum of 650,000 square feet of residential tower floor area;
and
iv. Floor area associated with accessory uses.
� The Deauville Project shall indude two pedestrian pathways to the
City's Bea�hwalk, one elevated pathway bcated at the north side of the
Developer Property with an estimated cost to construct of
$3,879,694.00, and one located south side of the Developer Property
with an estimated cost to construct of $2,531,071.00. The Developer
shall prepare, for the City's approval, a Dedaration of Restrictive
Covenant or Access Easement providing that the Pedestrian Pathways
from Collins Avenue to the Beachwalk shall be open for use by
pedestrians from 6AM until sunset, every day of the week, in
perpetuity.
g) The Deauville Project shall indude on-site parking in accordance with
the provisions of the Land Development Regulations (as may be
amended by the Comprehensive Plan Amendment and the Land
Development Regulations Amendments). Parking for the Deauville
Project may also 6e located on the Garage Property.
4. DevelopmentApprovals.
a) The Developer acknowledges that development of the Deauville
Project will require approval of a Certificate of Appropriateness("COA")
by[he City's Historic Preservation Board ("HPB"), which will determine
if the partial reconstruction of the former Deauville Hotel building
induding the pedestal and a reinterpretation of the original hotel
tower is appropriate, and requires conditional use approval by the
City's Planning Board (collectively, the "Project Zonina Aoarovals`).
b) Promptly following the Effective Date, the Developer shall diligently
prepare applications requesting the Project Zoning Approvals
(collectively, the "Project 2oning Applications"). The preparation of
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the Project Zoning Applications shall be at the sole mst and expense
of the Developer, in acmrdance with all City requirements, and shall
indude proposed plans sufficiently developed to permit the HPB
and/or Planning Board (as applicable) to ad on the Projed Zoning
Application(s).
c) ThedeadlinesforobtainingabuildingpermitunderanyProjectZoning
Approval shall be deemed to run with Term of this Agreement.
d) The Developer acknowledges that review of the Project Zoning
Applications by the City and its Boards is quasi-judiciai, and that
nothing in this Agreement obligates the City to approve the Project
Zoning Applications or limits the quasi-judicial authority of the City
and its Boards to impose condltions or take any action on the Project
Zoning Applications as provided by the City Code. If either or both of
the Project Zoning Applications is or are denied by the City, or if either
or both of the Project Zoning Approvals contain any terms, conditions
or obligations not consistent with the terms and conditions of this
Agreement or otherwise unacceptable to Developer in its sole and
absolute discretion, then the Developer may elect to: (i) diligently
prepare revised Project Zoning Applications requesting the Projed
Zoning Approvals for a revised Deauville Project that still conforms
with the Deauville Project as defined in this Agreement or (ii) exercise
any rights of appeal the Developer may have.
e) The Developer shall submit a legally sufficient application to the
Planning Board for the conditional use of the Garage Property within
sixty (60) days of the Effective Date.
5. Develo�er's Public Benefit Obliaations. In exchange for the extended deadlines
authorized in Section 2.11.2 of the Resiliency Code and the City's agreement to
use good faith efforts to expedite processing of all Applications for
Development Approvals and Development Permits,the Developer shall comply
with the following requirements as public benefts to the City:
a) The Deauville Project
i. The Developer shall submit legally sufficient Pro}ect Zoning
Applications to the City within eighteen (18) months after tlie�.
Effective Date and diligently pursue the approval of the Deauville�
Project.
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ii. The Developer shall prepare and submit the building permit
application for the Project within eighteen (18) months after the final
nomappealable approval of a COA for the Projed by the City's HPB
or the issuance of a conditional use permit for the Project by the
City's Planning Board.
iii. The Developer shall mmplete and, if relevant, secure a temporary
certificate of occupancy for the following elements of the Deawille
Project within five (5) years of the issuance of the building permit:
1. A minimum 150,000 square foot mixed-use pedestal
incorporating the partial reconstruction of the former
Deauville Hotel building, and
2. The two pedestrian pathways to the City's Beachwalk bcated
at the north and south sides of the Developer Property.
b) Use ofGarage Property
i. Within sixty (60) days of the Effective Date, the Developer shall
engage a structural engineer to evaluate the structural integrity of
the Garage Property. The structural engineer's report shall be
provided to the City within ninety (90) days of the date the engineer
is engaged. The Developer shall apply for a conditional use approval
for the Garage Property within sixty (60) days of the Effedive Date.
ii. If, within thirty (30) days of the City reviewing the engineer's report,
no life-safety concems or structural deficiencies are raised, the
Developer shall permit the City to utilize a minimum of one hundred
and fifty(150) parking spaces in a location within the Garage Property
mutuaily acceptable to the City and the Developer, for public parking
(the "Public Parking Spaces"), immediately upon the conditional use
approval 6eing secured.
iii. If life-safety concerns or structural deficiencies are raised in the
engineer's report, the Developer shall be responsible for diligently
pursuing all necessary repairs to corred the life-safety issues`and
structural deficiencies, which shall be completed within one hunc�'ed
and eighty(180) days of the City reviewing the engineer's report.hhe
Developer may make a written requests for an extension of the'time
to complete the repairs upon a showing that the Developer 'is
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diligently pursing building permits to complete the repairs in good
faith and the extension of time is reasonably necessary to obtain the
required building permit(s) and complete the repairs, and an
extension of time may be granted by the City Manager. on a one-
time basis, in the City Manager's sole discretion.
iv. UponthemmpletionofanynecessaryrepairsrequiredunderSection
5(b)(i)-(iii) and issuance of the conditional use permit for public
parking at the Garage Property, the Developer shall lease, convey
permit, or otherwise permit the City to use the Public Parking spaces
immediately, for a period of not less than twentyfiour (24) months
(the "Temporary Public Parking Period"). Following the Temporary
Parking Period, the Developer may modify the number of parking
spaces available to the City, or temporerily dose the Garage Property
for use by the publlc, for the purpose of making improvements and
upgrades to the Garage Property, for the time period reasonably
necessary to make such improvement and upgrades. The Developer
shall make commercially reasonable efforts to maintain all or a
portion of the Public Parking Spaces availabie to the public (induding
rebcating the Public Parking Spaces within the garage if
commercially reasonable) or complete improvements in a manner to
allow restoration of the temporary public parking use within a
reasonable time after commencement of the improvement and
upgrades. If this Agreement is terminated pursuant to Section 18,the
Developer shall have the option to terminate the temporary public
use after the Temporary Public Parking Period and shall thereafter
have no obligation to provide the Public Parking Spaces to the City.
Upon issuance of a master building permit for the Deauville Project,
the Developer shall lease, convey, or otherwise permit the City to
utilize the Public Parking Spaces in perpetuity, in a form aaeptable
to the City Attorney.
v. The Developer may elect to establish a commercial condominium, at
the Developer's sole cost and expense, to allow conveyance of the
parking spaces to the City in a form aaeptable to the City Attomey,
or the Developer may lease for a period of ninety-nine (991 years for
one dollar ($1.00) per year, in a form a�ceptable to the City Attorney,
the Public Parking Spaces to the City, or may othenvise authorize use�
of the Public Parking Spaces by the City via appropriate instrumen,t '
in a form acceptable to the City Attorney. The Developer���.,6ha11� �
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permanently convey or lease the parking spaces to the City at the
earlier of (i) thirty-six (36) months from the Effective Date; or (ii)
within thirty(30) days of issuance of a master building permit for the
Deauville Project, except that in the event the Developer elects to
form a commercial condominium to convey the parking spaces to
the City, the City Manager may extend this timeframe to allow for
establishment of the condominium, provided that the Developer has
commenced the process to form the commercial condominium and
is proceeding in good faith with establishment of the wmmercial
condominium.
vi. The City shall operate the public parking use, induding installing all
necessary equipment to serve the public parking spaces, managing
methods of payment, sanitation, refuse collection, security, and any
other matter reasonably necessary for the day-to-day operation of a
parking garage.
vii. The Developer may, at its option, subject to the issuance of all
necessary City approvals, incorporate a sales center for the Deauville
Project into the Garage Property.
viii. For the period commencing on the Effedive Date and ending on the
later of: (A) five (5) years following the Effective Date or (B) the date
of issuance of the temporary certificate of occupancy for the
Deauville Project (the later of such dates, the "Contribution
Obligation Commencement Date"), the Developer shall be
responsible for all capital improvements to the Garage Property and
the City shall be responsible for standard maintenance of its spaces.
Developer shall make any necessary capital improvements in a timely
mannec From and afterthe Contribution Obligation Commencement
Date, the Developer and the City shall share in the cost of required
capital improvements that are solely related to the areas within the
Garage Property used for The parking of vehides, but expressly
exduding any deferred capital improvements, on a pro rata basis,
with the City responsible for thirty-four percent (34%) of costs, and
the Developer responsible for sixty-six (66%) percent of costs. The
Developer shall provide the Public Parking spaces to,{he{iry�,in a
location within the Garage Property approved by th���City, mutua�
acceptable to the Parties. The Developer may ele�t, su6ject:to Ch
City's right of approval after conducting such inspectionsas the Ci
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shall deem necessary or desirable, to establish a commercial
condominium, at the Developer's sole cost and expense, to allow
conveyance of the Public Parking Spaces to the City. Upon
permanent conveyance, or lease for$1 per year, in a form acceptable
to the City, the Public Parking Spaces to the City. The Developer shall
convey the Public Parking Spaces to the City within ninety (90) days
of the spates being made available to the City pursuant to Section
S(b)(i), except that in the event the Developer elects, and the City
agrees, to form a commercial condominium to convey the parking
spaces to the City, the City Manager may extend this timeframe to
allow for esta6lishment of the condominium, provided that the
Developer has commenced the process to form the commercial
condominium and is proceeding in good faith with establishment of
the commercial condominium. Upon conveyance or lease of the
parking spaces, or other authorization for use of the Publit Parking
Spaces by the City following issuance of a master building permit for
the Deauville Project, the Ciry shall be responsible for thirty-four
(34%) of assessments, operating expenses, maintenance msts, (but
expressly exduding capital improvements), and utilities for the
garage. In the event the Developer eleds to lease the Public Parking
Spaces to the City, or otherwise authorize the City to use the Public
Parking Spaces in a manner that does not transfer ownership of the
Public Parking Spaces to the City, the City shall not be responsible
for any portion of property taxes paid with respect to the Garage
Property at any time.
ix. If a¢ess or utilization of any City-owned spaces will be impacted by
the work on capital improvements to the Garage Property, the
Developer shall provide the City with temporary spaces within the
facility in a location reasonably a¢eptable to the City.
x. The City shall have the right, in its proprietary capacity, to conduct
such inspections of the Garage Property as the City shall determine
in its sole discretion from time to time upon the extent possible and
commercially reasonable notice to Developer.
xi. If, at some point in the future, the City determines, in its discretion;��
that it no longer needs or wishes to use the Public Parking Spaces in �
the Garage Property,the City may sell its interest in the Public Parking � ,'
Spaces but only after providing Developer with the �ight-of-first.�
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refusal to purchase said spaces. Should the City wish to sell its
interest in the spaces, the City shall notify Developer in writing and
Developer shall have thirty (30) days to exercise its option to
purchase the Public Parking Spaces or the City is free to sell the
spaces to another party.
c) CapitalCont�ibutionsfortheeyronCa�lyleAi7andCulturalCenterorfo�
other public purpose. The Developer shall pay $7,500,000.00 ("Byron
Carlyle Contribution") to the City for use in connection with the
proposed redevelopment of the Byron Carlyle Site or for development
of affordable/workforce/attainable housing. $7,000,000.00 of the
payment shall be made within ninety (90) days of the Effective Date of
this Agreement. The remaining $6,500,000.00 shall be paid at the earlier
of (i) thirty-six months from Effective Date; or (ii) within sixty (60) days
following the issuance of a building permit for the Deauville Project,
except that the Developer shall advance up to $2,000,000.00 of the
remaining $6,500,000.00 to the City within thirty (30) days of the City's
approval of a mnstruction contract that the City is entering into related
to the development of the Byron Carlyle Art and Cultural Center.The City
may request the advance in connection with a construction contrad for
the Byron Carlyle Art and Culture Center no earlier than the date upon
which the Developer obtains approval of a final non-appealable COA for
the Deauville Project, and such request shall be in writing. The
application of the Developer's mntribution shall be at the City's
discretion. Should the City determine that it does not wish to proceed
with the capital improvements of the Byron Carlyle Art and Cultural
Center,orwishes to apply the Developer's contribution to another public
purpose, the Developer shall make the entire remaining contribution of
$6,500,000.00 within thirty-six (36) months of the Effective Date and the
City may use the contribution for any public purpose, at its discretion.
d) 8/scayne Beach Elementary lnfrast�ucture lmp�ovements. Within thirty
(30) days of the Effective Date,the Developer shall contribute $40,000.00
to the City for improvements to the Biscayne Beach Elementary sanitary
sewer infrastructure. The application of the Developer's contri6ution
shall be at the Ciry's discretion.
e) Funding for lnfrastrudure Analysis and Repai�s Within thir,ty��(30) days � •.
of securing a final non-appealabie approval of a Certificate ,of��'
Appropriateness for the Deauville Project (by the City"s HPB), the � -
14
Developer shall contribute $400,000.00 in funding to the City for the
purpose of funding an infrastructure evaluation and analysis, and any
repairs identified in the analysis. The application of the Developer's
contribution shall be at the City's discretion.
� Resolution of Existing Fi�es. The Developer shall pay $6,300,000.00 to
the City to resolve existing fines for tode violations on the Developer
Property and the Garage Property in accordance with the terms of a
settlement agreement dated April 23, 2025 between the City and the
Developer (and certain affiliates of the Developer).
g) Deve%pment of Triangle Pocket Pa�k The Developer shall design and
construct a pocket park at the Developer's sole cost and expense located
within the Triangle Pocket Park Site.The development of the pocket park
shall be governed as foilows.
i. Concept Plan ApprouaC Within a hundred and twenty (120) days of
the final non-appealable approval of a COA for the Deauville Project
by the City's HPB, the Developer shall present a concept plan to the
City Manager or designee for the creation of the Triangle Pocket
Park the "Triangle Pocket Park Concept Plan" for the City to
approve, provided that the City shall not require a scope, design or
specifications such that the aggregate hard and soft costs for the
development and construction of the Triangle Pocket Park exceeds
$250,000.00. The City Manager shall review and either confirm,
approve or disapprove the Triangle Potket Park Concept Plan within
thirty (30) days after receipt of the same If the City Manager fails to
confirm, approve or disapprove the Triangle Pocket Park Concept
Plan within such thirty (30) day period, the plan shall be deemed
confirmed/approved by the City. However, if the City Manager
timely disapproves of the Triangle Pocket Park Concept Plan, he/she
shall give the specific and detailed reasons for such rejection, in
which event, the Developer shall submit proposed modifications to
the Triangle Pocket Park Concept Plan until the plan has been or is
deemed to have 6een confirmed/approved by the City.
ii. SchematicPlans/Hea�ingApp�oual The Developer, at Developer's
sole cost and expense shall be responsible for pCeparation and
processing of all necessary materials for the City'sl�Design Review�
Board review and approval of schematic design plans implementiiig;
15
the Triangle Pocket Park Concept Plan. The Developer shall prepare
and submit the Design Review 8oard application within a hundred
and twenry (120) days of the City's approval of the Triangle Park
Concept Plan. The City shall timely execute all necessary application
materials upon the written request by the Developer. In the event
the Design Review Board requires changes to the proposed design,
the Developer will be responsible for preparing all necessary
modifications. The Developer shall not be required to modify the
plan in a manner such that the aggregate hard and soft costs for the
development and construdion of the Triangle Pocket Park exceed
$250,000.00.
iii. Final Const�uction Oocuments and Proprietary Review Within 365
days of the Design Review Board approval of schematic design
plans, the Developer shall prepare and submit to the City Manager
the final tonstruction documents, including the preparation of
design and permit plans, and the preparation of materials necessary
for any development permits required by the City, County, and
State, it being understood and agreed that the Developer's design
professionals shall be responsible for preparing the construction
documents in consultation with the City. The Developer shall submit
such final construction documents to the City Manager for the sole
and limited purpose of verifying that the flnal mnstruction
documents conform in all material respects with the applicable
approved Triangle Pocket Park Concept Plans. The City shall review
and either confirm/approve or disapprove such final construction
documents within thirty (30) days after receipt of the same, but for
avoidance of doubt, the City may disapprove the final construction
documents only if they do not conform In all material respects to
the applicable approved schematic design plans. If the City fails to
confirm/approve or disapprove such final construction documents
within such thirty (30) day period, then such final construction
documents shall be deemed mnfirmed/approved by the City.
However, if the City timely disapproves such final construction
documents, it shall give the specific and detailed reasons for sueh ..
rejection, in which event, Developer shall submit proposetl� '��
modifications to such final construction documents so that they � `��.,�'<�;
conform in all material respects to the applicable approved Triangle � �%
Pocket Park Plans and then re-submit them to the City within sixty �
(60) days of the City Manager's written disapproval pursuant to tlie `-
16
foregoing process until such final construction documents have
been or are deemed to have 6een confirmed/approved by the City,
and such final construction documents, once confirmed/approved
or deemed approved by the City, shall be the documents submitted
for building permit.
iv. Proressing of Const�uction Pe�mit Within ninety (90) days of the
City's proprietary approval of the final construction documents for
the Triangle Pocket Park, the Developer shall, at its sole cost and
expense, submit the building permit plans to the City. The City shall
waive any permit fees associated with the submittal, unless
mandated by state law. The Developer shall diligently pursue the
issuance of a building permit for the improvements, induding
making timely revisions and resubmittals until the permit for the
improvements is issued.
v. Construction of 7�iangle Pocket Pa�k W ithin 365 days of the City's
issuance of all necessary permits, the Developer shall commence
construction on the Triangle Pocket Park improvements and
diligently pursue the completion of the work.
h) TemporaryPublicOpenSpace. A portion of the Developer Property shall
be developed as temporary public open space in accordance with the
conceptual site plan attached as Exhibit E for use by the generel public
during the period of time that the Deauville Project is seeking the
required Development Approvals to develop the Deauville Project.
Within fourteen (14) days of the Effective Date of this Agreement, the
Developer shall present a draft temporary access agreement to the City
Manager for City Manager's approval, with such approval not to be
unreasonably withheld, and which shall be deemed granted if City
Manager fails to deliver notice of disapproval within sixty (60) days of
receipt of same, providing for temporary public access to the temporary
public open space. Within thirty (30) days of the Effective Date of this
Agreement the Developer shall have prepared ail required materials and
filed all necessary permit applications. Within thirty(30) days of issuance
of the required permit(s), the Developer shall commence construction of
the temporary public park improvements, indusive of lapdscapin�
lighting, and irrigation.The Developer shall diligently pursuecompletion �= ;
of the improvements within one-hundred-twenty (120) day's of�isSuance"�,� �,
of the required permits. The requirement to provide tem�orary publlc �
17
park use of the Developer Property shall terminate upon issuance of any
building permit in furtherance of the Deauville Project.
i) Cente� for Miami Modem Architectu�e and Resilience. The Developer
shall design and construct a minimum of 4,000 square foot of exhibition
and meeting spaces To be used as the Center for Miami Modem
Architecture and Resilience at the Deauville Hotel (the "�enter") within
the mezzanine of the partially reconstructed pedestal of the Deauville
Project.The Developer shall offerthe Centerfor exdusive use bythe City,
as well as non-profit organizations or educational institutions that enter
into management, concession or other similar agreements with the City.
j) Privately Owned Public Spaces. The areas depicted on the attached
F�chibit F shall be deemed privately owned public open spaces ("POPS")
that are generelly open to the public. The POPS shall indude a widened
sidewalk promenade along portions of the Coliins Avenue frontage of
the Developer Property, a beach access path on the south side of the
Developer Property, an elevated beach access path on the north side of
the Developer Property, and the lobby of the partially remnstruded
Deauville Hotel. The hours of access for the POPS shall be as fol�ows:
i. CollinsAvenue5idewalkPromenade24hoursperday.
iL South Beach Acress The beach access path on the south side of
the Developer Property depicted in Exhibit F shall be open to the
public between the hours of 6:00 AM and 9:00 PM, seven (7) days
per week.
iiL North E/euated Beach Acress The beach access path on the north
side of the Developer Property depicted in Exhibit F shall be open
to the public between the hours of 6:00 AM and 9:00 PM.
iv Reconstructed Deauville Cobby The reconstructed lobby of the
Deauville Hotel depicted in Exhibit F shall be open to the public
between the hours of 10:00 AM and 5:00 PM. The Owners shall be
permitted to place reasonable restrictions on the number of
persons accessing the reconstructed lobby at one time,or per day,
to mitigate impacts on the operation of the hoteL . �
The Owners shall install wayfinding signage within the Developer Property �
notifying the public of the POPS and the hours of operation. The.Ownery'�
18
shall be permitted to partially or fully cbse the POPS for maintenance,
repairs, upgrades, and private events, provided that such private events do
not cause the dosure of the POPS for a period longer than forty-eight (48)
hours.
k) Pr'ohibition of Gambling or Gaming Use. Upon issuance of a master
building permit for the Deauville Project, the Owners shall execute and
cause to be recorded in the public remrds of Miami-Dade County a
Dedaration of Restrictive Covenants in a form acceptable to the City
Attorney prohibiting development of the Developer Property, or use of
the Developer Properry, as a casino, gambling lounge, betting house,
gaming house, or other similar gambling or gaming use. Such
instrument shall provide for modifcation, amendment, or release only
by unanimous vote of the Clty Commission following public hearing.
I) Live Local Act and P�eemptiona Upon issuance of a master building
permit for the Deauville Project, the Developer shall execute and record
in the Public Records of Miami-Dade County a mvenant, in a form
acceptable to the City Attorney, that voluntarily covenants and agrees
that Developer shall not avail itself of the Live local Act, codified under
Section 166.04151, Fla.Stat(2025), any amendmentthereto, or any other
state statute that preempts local land development regulations
concerning maximum permitted height, maximum permitted floor area
ratio, or maximum permitted density.
m) AllisonVarklmprovements. Within a hundred and twenry (120) days of
iss�ance of a final non-appealable COA for the Deauville Project, the
Developer shall pay to the City $500,000.00 for improvements to the
Allison Park dog park. The application of the Developer's contribution
shall be at the City's discretion.
n) Park I�iew/s/andEntrancelmprovements Within a hundred and twenty
(120) days of Issuance of a final non-appealable COA for the Deauville
Project, the Developer shall pay to the City $500,000.00 for
improvements to the entrance to Park View Island. The application of��.�:�:�,�
the Developer's contribution shall be at the City's discretion. - °'�\
6 Conditions Precedent to Issuance of Certificate of Occupancy or lem ora �
Certificate of Occupancyforthe Deauville Proiect.The Developer acknowledges /
that mmpliance with the public benefit requirements of Section 5(a)-(n)� is� ��
material consideration for the City's execution of this Agreement Except as
79
otherwise provided in this Agreement, the Developer shall not apply for and
the City shall not issue a�temporary certifi�ate of occupancy, final certificate
of oaupancy and/or certificate of completion for the Deawille Project (in
whole or in part) until the public benefit requirements of Settion S(a)-(n),
indusive, are satisfied or waived, in the sole and exdusive discretion of the City
Managec Furthermore, the Developer shall not apply for, and the City shall not
issue any final certificate of occupancy and/or certificate of completion for the
Deauville Project (in whole or in part) until the public benefit requirements of
Sedion 5(a)-(n) are satisfied or walved, in the sole and exdusive discretion of
the City Manager.
GENERAL PROVISIONS
7 Aonlications for Development Approvals and Development Permits. This
Agreement contemplates that the Developer will file applications for Deauville
Project Zoning Approvals and Development Permits within eighteen (18)
months after the Effective Date. The City shall expedite the processing of al�
Development Permit and Projed Zoning Approvals applications.
Notwithstanding the foregoing, the Developer shall be solely responsible for
obtaining all final, non-appealable Project Zoning Approvals and Development
Permits for the Deauville Project. No extension of any time period herein shall
be deemed to be an extension of any time periods contained within
Development Permits. The expiration of the Project Zoning Approvals for the
Deauville Project and the Triangle Pocket Park shall be subject to Section 2.112
of the Resiliency Code.
8 Laws Governina this Agreement. For the entire Term of this Agreement,the City
hereby agrees that the City's Resiliency Code (as may be amended by the
Comprehensive Plan Amendment and the Land Development Regulations
Amendments) governing the development of the Developer Property, as they
exist as of the Execution Date of this Agreement, shall govern the development
of the Developer Property (induding the Deawille Project and the Park Project)
during the entire Term of this Agreement. Notwithstanding the foregoing, the
City may apply su6sequently adopted laws or policies of general applicability
to the Developer Property (including the Deauville Project) (particularly as they
may relate to quality of life issues such as, but not limited to noise, litter, and
hours of operation) as permitted or required by the Act, including, without
limitation, Section 1633233(2), Florida Statutes, as same may%6e amended�fCom
time to time; provided, however, that in no event shall the City apply 2ny
subsequently adopted law or policies in a manner that requires any alterat{ons
20
or modifications to the Deauville Projed or the Triangle Pocket Park Project or
any amendments or modifications to the Project Zoning Approvals.
9 Comoliance with Local Rec�ulations Regarding Development Perm_ts. This
Agreement is not and shall noY be construed as a Development Permit,
Development Order,approval or authorization to commence any development,
fill, or other land modification.The Developer and the City agree that the failure
of this Agreement to address a particular permit, approval, procedure,
condition, fee, term or restriction in effect on the Effective Date shall not relieve
the Developer of the necessity of complying with any such permit, approval,
procedure, mndition,fee, term or restriction, subject however to the terms and
provisions of this Agreement.
10 Reservation of Riahts. This Agreement shall not affect any rights that may have
accrued to any party to this Agreement under any applicable law, rule or
regulation and each party hereto reserves any and all of such rights.
11 Consistency with the City's Comprehensive Plan. The City has adopted and
implemented the Comprehensive Plaa The City hereby finds and dedares that
the provisions of this Agreement dealing with the Developer Property
(induding the Deawille Project) are consistent with the City's Comprehensive
Plan and Resiliency Code (as may he amended by the Comprehensive Plan
Amendment and the Land Development Regulations Amendments), subject to
all applicable requirements, permits and approvals.
12 Concurrencv. The Developer shall be solely responsible for obtaining all land
use permits for the Deawille Project, induding, but not limited to, all permits
and approvals required pursuant to Section 1633180, Florida Statutes, as same
may be amended from time to time, with resped to concurrency requirements
for roads, sanitary sewer, solid waste, drainage, potable water, parks and
recreation, and schools (the "Concurrency Requiremenks"). Prior to applying
for the master building permit for the Deauville Project, Developer shall apply
to the appropriate governmental authori[ies and obtain letters or other
evidence that the Developer has satisfied all applicable Concurrency
Requirements with resped to the Deauville Project, and shall diligently and in
good faith obtain such letters or other evidence that the Deauville Project
meets all applicable Concurrency Requirements, and shall pay such impad fees
or mobility fees as may then be due or applicable to meet Concurrency
Requirements. � ��
21 � , .,:�i/
>%
73 Effective Date� Duration� Term and Periodic Review.
a) Within fourteen (14) days following approval of this Agreement at two (2)
public hearings and the execution of this Agreement by alI parties, the
City shall record this Agreement in the Public Records of Miami-Dade
County. This Agreement shall become effective only after it has been
recorded in the Public Records of Miami-Dade County, Florida The
Developeragreesthat it shall be responsibleforall remrding fees related
to the re�ording of this Agreement.
b) The initial Term of this Agreement shall be a total of ten (10) years from
the Effective Date. The Term of this Agreement shall be automatically
extended by five (5) years upon the Developer's compliance with the
public benefit requirements of Paragraph 5(a)-Q) and shall be subject to
the force majeure provisions of Paragraph 30. Any further eztension of
the Term of this Agreement will only be with the mutual consent of the
City and the Developer subjed to a public hearing pursuant to Sedion
1633225, Florida Statutes; and consent to any extension of this
Agreement is within the sole discretion of each party to this Agreement.
No notice of termination shall be required by either party upon the
expiration of this Agreement, and after the ezpiration of this Agreement
the parties shall have no further obligations under this Agreement,except
for those obligations that expressly suroive the expiration of this
Agreement.
c. The Clty shall review this Agreement at least once every twenty (20)
months, to determine if there has been demonstrated good faith
compliance with the terms of the development agreement pursuant to
Section 1633235, Florida Statutes. Any adion to modify or revoke this
Agreement pursuant to this Paragraph must be undertaken following the
public hearing process required by Section 163.3225, Florida Statutes,
and based on substantial competent evidence that the Developer is not
in compliance with its obligations and responsibilities under the
Agreement.
14 Permitted Development. L � �
a) Permitted Development and Uses. The Developer Property is designat�d
as "Residential Multi-Family — High Intensity" (RM-3) according to the
City's adopted Comprehensive Plan Future Land Use Map. The Property
is zoned "RM-3 Residential MuITi-Family, High Intensity" by the City's
22
Resiliency Code.The RM-3 zoning district permits multi-family residential
6uildings, hotels, and related aaessory uses. The Property may be used
for the purposes permitted and regulated in these land use designations
and zoning distrids,as further limited bythe by the City's Resiliency Code
and Comprehensive Plan, as amended by the Comprehensive Plan
Amendment and the Land Development Regulations Amendments.
b) Density Buildln�Heiohts Setbacks and Intensities The maximum
density, heights, setbacks and intensities for any development on the
Property shall be regulated by the City's Resiliency Code, Comprehensive
Plan (as amended by the Comprehensive Plan Amendment and the Land
Development Regulations Amendments) and any applicable Federel,
State or County laws, rules and regulations, except as specified in Section
3. Subject to the restrictions set forth in the RM-3 land use designation,
the maximum residential density is 1 SO dwelling units per acre.
15 Public Facilities to Service the Propertv.A description of the public facilities that
will service the Property, induding who shall provide such facilities, the date
any new facilities, if needed,will be constructed, and a schedule to assure public
facilities are availabie concurrent with the impads of the development of the
Property, is set forth in Exhibit "G" attached hereto and incorporated herein
by this reference.
16 Public Reservations and/or Dedications. A description of the reservations
and/or dedications of land for public purposes that are proposed under the
terms of this Agreement is set forth in Exhibit "H" attached hereto and
incorporated herein by this reference.
17 Reauired Development Permits. A listing and description of all bcal
development permits approved or needed to be approved for the development
of the Deauville Project and the Park Projed is set forth in Exhibit "I" attached
hereto and incorporated herein by this reference.
18 Developer's Riaht to Terminate. The Developer shall have the option to
terminate this Agreement in its sole and absolute discretion in tHe��-following
events:
a) IfeitherorbothoftheProjectZoningApplicationsisoraredenied'bythe
City, or if either or both of the Projed Zoning ApproJals contain any
terms, conditions or obligations not consistent with the terms and
23
conditions of this Agreement or otherwise unacceptable to Developer in
its sole and absolute discretion; or
b) In the event the Developer elects not to proceed with the Deauville
Project after the Developer has met its then outstanding obligations
under Paragraph 5 of this Agreement.
79. Default. Each of the following shall be an "Event of DefaulY' by the Developer
hereunder:
a) If the Developer shall fail to observe or perform any term, covenant or
condition of this Agreement on the Developer's part to be observed or
performed and the Developer shall fail to cure or remedy the same within
(i) thirty (30) days of the Developer's receipt of written notice from the
City with resped to monetary defaults, or (ii) sixty (60) days of the
Developer's receipt of written notice from the City with resped to non-
monetary defaults (each, a "Default Notice"). If such non-monetary
default is susceptible to cure but cannot reasonably be cured within such
sixty (60) day period, then the Developer shall have such additional time
as is necessary to cure such failure and no Event of Default shall be
deemed to exist hereunder so long as the Developer tommences such
cure within such initial sixty (60) day period and di�igently and in good
faith pursues such cure to completion, and such Event of Default is cured
within one (1)yearfrom the date of the Default Notice. The City Manager
may extend the period permitted to cure the Event of Default in thirty
(30) day increments if Developer is diligently and in good faith pursuing
such cure.
b) If the Developer shall make an assignment for the benefit of credltors; or
shall admit in writing its inability to pay its debts generelly as they
become due; or shall consent in writing to the appointment of a receiver
or trustee or liquidator of all or substantially all of its property; or if all or
substantially all of the assets of the Developer are attached, seized,
subjected to a writ or distress warrant, or are levied upon, and the same
is not dismissed, discharged or satisfied within one hundred flfty (150)
days after suth attachment, seizure, subjedion or levy occurs (for
avoidance of doubt, in each case with respect to this dause b), other than
to or for the benefit of lenders providing financing in connection with the
Deauville Project).
24
�'+L�i�
x �
1 WElN
c) If the Developer shall mmmence a voluntary case under the Title 11 of
the United States Code (the "Bankruptcy Code"); or an involuntary
proceeding is commenced against the Developer under the Bankruptcy
Code and the same is not dismissed or stayed within one hundred fifty
(150) days after the commencement of the case; or a custodian (as
defined in the Bankruptcy Code) is appointed for or takes charge of all or
substantialiy all of the property of the Developer in any proceeding under
the Bankruptcy Code and such custodian is not discharged or dismissed
within one hundred fifty (150) days after such appointment; or the
Developer wnsents in writing or joins in an application for the
appointment of a wztodian in any proceeding under the Bankruptcy
Code; or the Developer commences any other proceedings under any
reorganization, arrangement, readjustment of debt, relief of debtors,
dissolution, insolvency or liquidation or similar law of any jurisdiction
whether now or hereafter in effect (an "Other Insolvency Proceedinq")
relating to the Developer; or there is commenced against the Developer
any such Other Insolvency Proceeding and the same is not dismissed or
stayed within one hundred fifty (150) days; or a custodian, trustee or
person of similar capacity is appointed for or takes charge of all or
substantially all of the property of the Developer in any such Other
Insolvency Proceeding and such custodian, trustee or person of similar
capacity is not discharged or dismissed within one hundred fifty (150)
days after such appointment;or the Developer consents in writing orjoins
in an application for the appointment of a custodian, trustee or person of
similar capacity in any such Other Insolvency Proceeding.
In the event the City shall daim any Event of Default shall have occurred under
this Agreement, the CiTy's Default Notice shall state with specificity the
provisions of this Agreement under which the Event of Default is daimed, the
nature and character of such Event of Default the date by which such Event of
Default must be cured pursuant to this Agreement(if applicable),and, if elected
by the City, that the failure of the Developer to cure such Event of Default by
the date set forth in such Default Notice will result in the City having the right
to terminate th�is Agreement.
19 Enforcement of Performance' Damages and Termination. If an Eventof Default
occurs under this Agreement, and such Event of Defauk has nof been cured�.
within any applicable notice and cure period, the City may elect (subject to th2��'i
terms, conditions and limitations set forth in this Agreement) any one or more 1
of the following remedies: � '
25
a) Enforw strict performance by the Developer;
b) Terminate this Agreement, provided that the City shall have delivered a
copy of the City's Default Notice to any lender providing financing with
respect to the Deauville Project that has provided the City written notice
of its name and address with a specific reference to this Sedion, and the
City shall not terminate this Agreement if such lender is diligently
prosecuting cure of any curable Event of Default, or with respect to Events
of Defaultthat are not susceptible to cure by such lender(e.g., bankruptcy
with respect to the Developer) or that are not susceptible to cure without
possession of or title to the applicable property, or ownership of
Developer (directly or indirectly), such lender is diligently prosecuting
enforcement proceedings to obtain possession or title, and after
obtaining possession and title diligently proceeds to prosecute cure of
those Events of Default that are susceptible to cure; or
c) Pursue any other remedy available to the City at law or in equity.
The City's election of a remedy under this Agreement with respect to any one
or more Events of Default shall not limit or otherwise affect the City's right to
elect any of the remedies available to it under this Agreement with respect to
any other Event of Default.
In the event the Gity elects to terminate this Agreement after the occurrence of
an Event of Default that was not cured within any applicable notice and cure
period, and such termination is stayed by order of any court havingjurisdiction
of any matter relating to this Agreement, or by any federal or state statute,then
following the expiration of any such stay, the City shall have the right, at its
eledion, to terminate this Agreement with five (5) Business Days'written notice
to the Developer,the Developer as debtor in possession,or if a trustee has been
appointed, to such trustee.
Notwithstanding anything to the contrary contained in this Agreement, in no
event whatsoever shall the Developer be liable to the City or any other person
for any indired, special, incidental, consequential, punitive, economic damages
(including, without limitation, diminution of property value) lost profits or
similar damages, whether or not foreseeable or advised of the possibility of the
same, in connection with, arising from or as a result of any Event of Default by
the Developer under this Agreement.
/
26 �;I'lij�4�.
i��
h
^���nit4lP3
20 Termination Outside of Default. In the event either party chooses to exercise its
right to terminate this Agreement under any of Paragraphs of thls Agreement
(apart from the City's right to terminate under Paregraph 79 of this Agreement
as a result of an Event of Default by Developer), each party shall bear its own
fees, costs and expenses incurred in connedion with this Agreement, the
Deauville Projed and the Triangle Pocket Park project, and neither party shall
have or owe any further obligation or liability to the other party.
21 Strict Performance: Waivec No failure 6y the City or the Developer to insist
upon strict performance of any covenant, agreement, term or condition of this
Agreement or to exercise any right or remedy available to such party by reason
of the other party's default hereunder shall constitute a waiver of any such
default or of such other covenant, agreement, term or condition hereunder.
22 Notices. All notices required or permitted to be given under this Agreement
shall be in writing and shall be deemed to have been given if delivered by hand,
sent by recognized ovemight courier (such as Federal Express) or mailed by
certifed or registered mail, return receipt requested, in a postage prepaid
envelope, and addressed as follows:
If to the City at: City of Miami Beach, City Hall
1700 Convention Center Drive
Miami Beach, Florida 33139
Attn: City Manager
With a copy to: City of Miami Beach, City Hall
1700 Convention Center Drive
Miami Beach, Florida 33139
Attn: City Attorney
If to Developer at: TMG 67 Communities LLC
3310 Mary Street, #302
Coconut Grove, FL 33133
Attn. David Martin
With a copy to: Bercow Radell Femandez & Larkin
200 S. Biscayne Boulevard
Miami, Florida 33131 �
Attn: Michael W. Larkin . �
i \
27 �}���
�,v�..:- ,-.,o����
With a copy to: Deauville Associates LLC
5101 Collins Avenue, Management Office
Miami Beach, Florida 33140
Attn. Belinda Meruelo
Notices personally delivered or sent by ovemight courier shall be deemed given
on the date of delivery and notices mailed in accordance with the foregoing
shall be deemed given upon receipt or refusal to accept delivery. The terms of
this Paragraph shall survive the expiration or earlier termination of this
Agreement.
23 Governing Laws Construction and Litigation.This Agreement shail be govemed
and construed in acmrdance with the laws of the State of Florida, both
substantive and remedial, without regard to principles of conflict of laws. The
Developer and the City agree that Miami-Dade County, Florida is the
appropriate and exdusive state murt venue, and that the U.S. District Court,
Southem Division of Florida is the appropriate and exdusive federal court
venue, im m�nedion with any litigation between the parties with respect to this
Agreement. All of the parties to this Agreement have participated fully in the
negotiation and preparation hereof; and accordingly, this Agreement shall not
be more strialy construed against any of the parties hereto. In construing this
Agreement, captions,and section and paragraph headings shall be disregarded
and the use of any gender shall indude every other and all genders. All of the
exhibits referenced in this Agreement are incorporated in, and made a part of,
this Agreement. In the event of any litigation between the parties under this
Agreement for a breach thereof, the prevailing party shall be entitled to
reasonable attorney's fees and court costs at all trial and appellate levels. BY
ENTERING INTO THIS AGREEMENT,THE CITY AND THE DEVELOPER EXPRESSLY
WAIVE ANY RIGHTS EITHER MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO
ANY CIVIL LITIGATION RELATED TO, OR ARISING OUT OF, THIS AGREEMENT.
The Terms of this Paragraph shall survive the expiration or earlier termination
ot this Agreement.
24 Severabilltv. In the event any term or provision of this Agreement be
determined by appropriatejudicial authority to be illegal or otherwise invalid,
such provision shall be given its nearest legal meaning or constr S4'ds:deleted -
4,
as such authority determines, and the remainder of this Agr Cmenf�;Shal� be
construed to be in full force and effect. t �
�\
28
25 Time of Essence. Time shall be of the essence for each and every provision
hereof.
26 Entire Agreement. This Agreement, together with the documents referenced
herein, mnstitutes the entire agreement and understanding among the parties
with respect to the subject matter hereof, and there are no other agreements,
representations or warranties other than as set forth herein. Neither party shall
be bound by any agreement, mndition,warranty nor representation other than
as expressly stated in this Agreement. This Agreement may not be changed,
altered or modified except by an instrument in writing signed by both parties
hereto, subject to the requirements for the amendment of development
agreements in the Act.
27 Other Agreements. This Agreement has no effect on any other agreement, the
City's development orders, or dedaration of restrictions othenvise
encumbering the Property. Any and all agreements currently in the public
remrds remain valid. The parties inmrporate by reference each and every
requirement set forth in the Act.
28 Binding Effect. The obligations imposed pursuant to this Agreement upon the
Developer and upon the ProperTy shall run with and bind the Property as
covenants running with the Property,and this Agreement shall be binding upon
and enforceable by and against the parties hereto and their respective
successors, assigns and heirs.
29 Transfer and Assignment TMG 67 Communities LLC ("TMG") recognizes that,
in view of the importance of reconstructing a portion of the historic Deauville
Hotel to the general welfare of the City and the general community, TMG's
qualifications and identity are of particular concern to the community and to
the City. Accordingly, TMG acknowledges that it is because of such
qualifications and identity that the City is entering into this Agreement with
TMG, and, in doing so, the City is further willing to accept and rely on TMG's
obligations for faithfully performing all its responsibilities under this
Agreement. TMG represents and warrants that the persons/entities having an
ownership interest in the Developer Property and Garage Property, together
with their percentage and character of ownership have been disdosed to the
City.
The Developer shall not be entitled to assign or transfer this Agfeement or any
of the rights and obligations hereunder prior to the satisfdttion or deemed
satisfaction of the conditions set forth in Paragraph 5 of this A�r�ement withoy�t
29
the prior writtem m�sent of the City (which mnsent may be withheld,
conditioned or delayed in the sole and absolute discretion of the City), ex�ept
as hereinafter provided.The Developer shall have the right at anytime and from
time to time to sell, transfer and mnvey all or any portion of the Property to
any person or entity (a "Subsequent Owner") and assign and transfer this
Agreement and the rights and obligations hereunder in whole or in part to any
Subsequent Owner in connection with such sale, transfer or mnveyance of the
Property or any portion thereof without the prior consent or approval of the
City, provided that a "Terra Entity" (as hereinafter defined) shall at all times (a)
hold, directly or indirectly, not less than a 10°h ownership interest in the
Developer Property, (b) serve, diredly or indiredly, as a manager of the entity
that is developing the Project, and (c) exercise, directly or indirectly, day-to-day
operational control of the entity as the manager of the entity that is developing
the Project; provided, further, that this Agreement and the rights and
obligations hereunder can be assigned and transferred at any time and from
time to time to any lender, lender designee or non-lender affiliated purchaser
(any of the foregoing being referred to herein as a "Foreclosure Purchaser")
who acquires the Property or any portion thereof through a foreclosure sale or
deed-in-lieu of foredosure without the prior mnsent or approval of the City,
provided, in the event of an acquisition of only a portion of the Property by a
Foredosure Purchaser, a Terra Entity shall remain a partial owner of any portion
of the Property not acquired by the Foredosure Purchaser. Direct and indirect
owners of Developer shall also be entitled at any time and from time to time to
pledge their direct and indirect ownership interests in Developer to one or more
lenders, and any such lender, its designee and a non-lender affiliated purchaser
(any of the foregoing being referred to herein as a "Mezzanine Foreclosure
Purchaser") shall be permitted to acquire all or any portion of the direct and/or
indirect ownership interests in the Developer through foredosure of any such
pledge or aaeptance of an assignment-in-lieu of foredosure, and/or to
exercise coMrol over Developer (directly or indirectly), without the prior
mnsent or approval of the City. provided, in the event of an acquisition of only
a portion of the direct and/or indirect ownership interests in the Developer by
a Mezzanine Foredosure Purchaser, a Terra Entity shall remain a partial owner
of the direct and/or indired ownership interests in the Developer not acquired
by the Mezzanine Foredosure Purchasec - .,.`�;,
This Paragraph and the restrictions, limitations and prohi6itions contained � ��
herein shall automatically terminate, extinguish and be of no further force or . .,�y�
effect immediately upon the earlier of the following events to occur (y) the �-�
issuance of a temporary certificate of occupancy, a final certificate of occupancy
30
or a certificate of completion for the Deauville Project, (z) the acquisition of the
Property or any portion thereof by any Foreclosure Purchaser through a
foredosure sale or deed-in-lieu of foredosure, or (aa) the acquisition of all of
the direct and/or indirect ownership interests in Developer by any Mezzanine
Foredosure Purchaser through foredosure of any such pledge or acceptance
of an assignment-in-lieu of forec�osure; whereupon, the Developer, any
Subsequent Owner and/or any Foredosure Purchaser and/or any Mezzanine
Foredosure Purchaser shall have the absolute and unconditional right to sell,
transfer and mnvey all or any portion of the Property to any person or entity
and to assign and transfer this Agreement and the rights and obligations
hereunder in whole or in part to any person or entity in connection with such
sale, transfer or conveyance of the Property or any portion thereof without the
prior consent or approval of the City whether or not a Terra Entity (aa) holds,
directly or indirectly, any ownership interest in the Developer Property, (bb)
serves, directly or indirectly, as a manager of the entity that is developing the
Deauville Project, or (c) exercises, directly or indirectly, day-to-day operational
control of the entity as the manager of the entity that is developing the
Deawille Project. Any assignee or transferee (including, any Subsequent Owner
or Foredosure Purchaser) shall assume all remaining obligations of the
Developer under this Agreement at the time of such assignment or transfer of
this Agreement. For purposes of this Paragraph, the term "Terra Entity" shall
mean: (ww) Pedro Martin; (xx) David Martin; (yy) any trust estab�ished for the
benefit of Pedro Martin or David Martin or any spouse, child, grandchild or
sibling of Pedro Martin or David Martin (or of any combination of the
foregoing); and/or (zz) any entity owned, directly or indirectly, one hundred
percent (100%) by Pedro Martin or David Martin or any trust established for the
benefit of Pedro Martin or David Martin or any spouse, child, grandchild or
sibling of Pedro Martin or David Martin (or of any combination of the
foregoing).
30 Force Majeure and Third-Party Challenges. All time periods set forth in this
Agreement and in any approval or permit issued in connection with the
Deauville Project will be tolled due to force majeure events (induding, without
limitation, strikes, lockouts, acts of God, pandemics, hurricanes and severe
weather, and other causes beyond the control of either party), and due to
delays in obtaining permits and approvals from governmental agencies, during
the pendency of any "Lawsuit" (as hereinafter detined) and any unexpired
appeal period thereof. For the avoidance of doubt, (a) any tolling of time
periods pursuant to Section 252.363, Florida Statutes, shall apply only to thie
expiration date of this Agreement, but not to any other time periods set fort�
31
herein, except for any period during which the Developer is unable to mmplete
any work or take any action due to the force majeure or other event triggering
the dedaration of a state of emergency and (b) with respect to any other force
majeure event, time periods in this Agreement shall similarly be tolled only
during such period as the Developer is unable to complete any work or take
any adion due to such other force majeure event. In the event that a third party
unrelated to or unaffiliated with the City or the Developer institutes any action,
suit or proceeding against the City relating to the Project, induding, without
limitation, any action, suit or proceeding challenging the validity or issuance of
this Agreement, the Comprehensive Plan Amendment and/or the Land
Development Regulations Amendments, the Project Zoning Approvals, or any
Building Permit (in each instance, induding any related appeals, a "LawsuiY' ,
then the Developer shall defend the City in any such Lawsuit at its sole cost and
expense using legal counsel reasonably acceptable to the City. The Developer
shall further indemnify and hold the City harmless from and against all actual
damages, losses, liabilities, fees, mst and expense (induding attorneys' fees,
costs and expenses) of any and every kind arising out of or relating to any such
Lawsuit.This Paragraph shall survive the expiration or any earlier termination of
this Agreement.
31 Indemnification of City bv the Develo�er..
a) To the fullest extent permitted by law, and without limiting any other
indemnity obligations of the Developer set forth elsewhere in this
Agreement, the Developer hereby agrees to defend, indemnify and hold
harmless the City and its former, current and future elected officials,
directors, attorneys, appointed officials, administrators, consuitants,
agents, and employees (collectively, "City Indemnified Parties") from and
against all daims, damagee, losses, and expenses, direct or indirect,
(induding but not limited to fees and charges of attorneys and other
professionals and court and mediation costs) arising out of or resulting
from (i) the City's adoption of any resolution or ordinance or the taking
of any other action relati ng to this Ag reement or the Projett, (ii)the City's
granting of permission for any activity performed under the terms of this
Agreement and (iii) the construction and/or maintenance of the Projed
or Triangle Pocket Park Site (indudinq all easements) and caused, in
whole or in pa rt, by any willful, reckless, or negl igent act and/or 6�ion
of Developer or any person, employee, agent, or third party�Lcting�,on
Developer's behalf (induding any contractor, subGontractorj or��dny
person or organization directly or indirectly employed�by any ofthem or
32
anyone for whose acts any of them may be liable) (collectively "Losses").
The foregoing indemnity provision indudes, subject to the sovereign
immunity monetary limitation described below, if applicable,
Developer's agreement to fully indemnify the City Indemnified Parties
from any losses alleged to have been caused, in whole or in part, by the
negligent acts or omissions of the City or any person, employee, agent,
or third party acting on City's behalf (induding any contrador,
subcontractor, or any person or organization directly or indirectly
employed by any of them or anyone for whose acts any of them may be
liable) (mllectively "City Agents"), other than any willful, reckless, or
qrossly negligent act or omission of City or any other City Agent
("Exduded AcY'). In the event that any City Agent is determined to be
solely responsible for causing damage, loss or Injury to a third party for
any Exduded Act, Developer shall not be obligated to defend, indemnify
or hold any Gity Indemnified Parties harmless. If both Developer and any
City Agent are determined to bejointly liable for Losses for such a willful,
reckless or grossly negligent act or omission, Developer shall pay its
share of the Losses, and, in addition,shall indemnify the City Indemnified
Parties to the maximum amount to which the City Indemnified Parties
are liable after application of the "sovereign immuniry" limitation on
damages provided by Sedion 76828, Florida Statutes.
b) In any and all daims against the City or any of its consultants, agents, or
employees by any employee of Developer or any employee of any
person, employee, agent, or third party acting on Developer's behalf
(induding contractors, subcontractors, or any person or organization
directly or indirectly employed by any of them or anyone for whose acts
any of them may be liable), the indemnification obligation of this section
shall not be limited in any way by any limitation on the amount or type
of damages, compensation, or benefits payable by or for Developer or
by or for any person, employee, agent, or third party acting on
Developer's behalf (induding contractors, subcontractors, or other
persons or organizations directly or indiredly employed by any of them
or anyone for whose acts any of them may be liable) under workers' or
workmads mmpensation acts, disability benefit acts, other employee
benefit acts or any other service of law.
`�
�
This indemnification provision shall survive the termination bf any City perrrlit
and thls Agreement, however terminated. ' . �
�� �%
33
32 Corporate Obligations. It is ezpressly understood that this Agreement and the
obligations issued hereunder are solely wrporate o6ligations, and that no
personal liability will attach to, or is or shall be incurred by, the incorporators,
stockholders, officers, directors, managers, members, partners, trustees,
beneficiaries, elected or appointed officials (induding, without limitation, the
Mayor and City Commissioner of the Ciry) or employees , as such, of the
Developer, the City, or any successor or assign of any of them, under or by
reason of the obligations, covenants or agreements mntained in this Agreement
or implied therefrom; and that any and all such personal liability, either at
common law or in equity or by constitution or statute, of, and any of all such
rights and daims against, every such incorporators, stockholders, officers,
directors, managers, members, partners, trustees, beneficiaries, elected or
appointed officials (induding, without limitation, the Mayor and City
Commissioner of the City) or employees, as such, or under or 6y reason of the
obligations, mvenants or agreements contained in this Agreement or implied
therefrom are expressly waived and released as a condition of, and as
consideration for, the execution of this Agreement.
33 No Conflict of Interest. The Developer represents and warrants that no member,
official or employee of the City has any direct or indirect financial interest in this
Agreement nor has participated in any decision relating to this Agreement that
is prohibited by law. The Developer represents and warrants that no officer,
agent, employee, or representative of the City has received any payment or
other consideration for the making of this Agreement, directly or indirectly,from
the Developer.
34 No Third-Party Beneficiaries. This Agreement is not intended to, and shall not
be construed to give, any third party (induding, without limitation, any
homeowners association, condominium association, or neighborhood
association in the surrounding area, or any individual members thereo� any
rights or interests whatsoever, nor is it intended that any third party shall be a
third-party beneficiary of any provisions hereof.
35 Limitations of Liability and Waiver of Consequential Damages.
a) Any tort liability to which the City is exposed under this Agreement shall
be limited to the extent permitted by applicable law and�subject�to���he
provisions and monetary limitations of Sedion 768.28„Florida Statut�,
as may be amended, which statutory limitations shall be applied as if th�
34 /
parties had not entered into this Agreement, and City expressly does not
waive any of its rights and immunities thereunder.
b) The City will not in any event whatsoever be Iiable for any injury or
damage to the Developer (unless caused by the gross negligence or
willful mismnduct of the City, its agents, contractors or employees), nor
for any injury or damage to the Property (unless caused by the gross
negligence or willful misconduct of the City, its agents, contractors or
employees).
c) The City will not be liable to the Developer for any injury or damage to
the Property caused by or resulting from gasoline, oil, steam, gas,
eledricity, or hurricane, tornado, f�ood, wind or similar storms or
distur6ances, or water, rain or snow which may leak or flow from any
part of any property owned or maintained by the City, or leakage of
gasoline or oil from pipes, appliances, sewer or plumbing works therein
(unless caused by the gross negligence or willful misconduct of the City,
its agents, contractors or employees).
d) Except as may be otherwise expressly provided herein, no approval to
be made by the City in its proprietary capacity under this Agreement or
any inspection of the Projed or Park Project by the City under this
Agreement, shall render the City liable for its failure to dismver any
defects or nonconformance with any govemmental requirement.
e) No mem6er, official, elected representative or employee of the City shall
be personally liable to the Developer or any successor, assign or heir
thereof in the event of any default or breach of this Agreement by the
City or for any amount which may become due to the Developer or
successor, assign or heir thereof under this Agreement.
36 Police Power.
a) The parties recognize and agree that certain provisions of this
Agreement require the City and its boards, departments or agencies,
acting in their govemmental capacity, to consider governmental actions.
All such considerations and actions shall be undertaken;in acrordance
with established requirements of state statutes and. municipal.
ordinances in the exercise of the City's jurisdiction under the� police�
power. Nothing contained in this Agreement shall entitle the DevelopeY
to mmpel the Gity to take any such actions, save and except for the
35
exeation of consents (if applicable) to the filing of applications for the
Project Zoning Approvals and Development Permits as more fully set
forth herein and to timely process such applications.
b) The parties further remgnize and agree that these proceedings shall be
conducted openly, fully, freely and fairly in full accordance with law and
with both procedural and substantive due process to be accorded the
applicant and any member of the public. Nothing in this Agreement shall
be construed to prohibit the CiTy from duly ading under its police power
to approve, approve with conditions, or reject any public hearing
application dealing with the Property.
� � �
I � �i���. I��.
� �
36
EXECUTED as of the date first above written in several counterparts, each of
which shall be deemed an original, but all constituting only one agreement.
Signed, sealed and delivered ❑TY OF MIAMI BEACH,
in the presence of: a Florida municipal corporation
� �
' By: ,� l„r �� : .i, ,<�- -
PrintName: 1 � . ����i�
Address:/7on �a., , „i. �„ � �,�. Name �, r. � � �� �:1,�� �-,�
� ' `�3 j
PrintName: �"1c,. I�!� ! � ?l�5
K 1c,�.ii Attest:
Address: �--t�c i,��•,�.r; c•, c�. CityClerk
I>/1Ac.yy�� �1CQCYl �L 3313�1
APPROVED AS TO
,��P�"�\��e���Gy.,, FORM&LANGUAGE
.+.�,�{.P-� . &POR EXECUTION
/� ��1
! ie[ovr�cviEo�
h-
STATE OF FLORIDA � ��R � ' � � �I�7/zoZs
) �„c,�z�,,=
)SS �� ��-�� CityAttomey oate
COUNTY OF MIAMI-DADE )
The foregoing instrument was acknowledged before me this �-Lday of
-S.,,y 20� by �r� C��r �� �iier as City Manager of the City
of Miami Beach, a municipal corporation, on behalf of the Corporetion. He is rsonally
� now to me or has produced as identification and who did (did
not) take an oath.
�d� —
A PUBLIC
j��i�•y� STEPNANIFNICOLERiY6A00xS
'{/�'�]�,^ No�aryiuDllc-St�leorFbrll�
�Q,�9� comm���.�e nn���c.o c,i^.uhc n i� ¢ey R - - �� � i
.�
`�.C��'�� MyCunT.EqlflSJlnt,]O}) .
`�e.�a.�m�.�snwne�,i.o�„�„��. Typed or Printed Name of Notary
� My Commission expires:
Serial No., if any: H I�' � 'Ic`�O .
/ 4 G oV40
�4� �
� �
) � 'u�
�
37
TMG 67 Communities, LLC, a Delaware
� li � ed f bi ty company
S/ By:
Print Name. �.��7iS{+C(C�- )a�i.
Address:3��oa4AtM.4ST.�N�9Q. Name: .V��� �YUI��
f�covufr oulouE� i—"t- , 331'33
/
5/_
Print Name: Wi
Address: 0 59'•�-`U`��E �DZ
�.KXIDVWC 0(tOUP� 93133
STATE OF FLORIDA )
) SS:
COUNTYOFMIAMI-DADE )
T forEqoing instrument was acknowledged before me this��day of y�,
202�by ��n , as a �-4a,A�E+l. of TMG 67 Communities, LLC, a Delawaie
limited liability company, on behalf of the mmpany. He is personallv known to me or has
produced as identification and who did/did not take an
oath. ��uu�uu��iii�,,,, .
PD, ARq� �— �—
��Q �ssioti T'�., --
9 P.'�n O.sozFlo'�.9 : � '"''
; c�.��o,.� a yN ; NOTARYPUBLIC �U.I�D ,�f-1Vv�f�'
_ �E �A� � = Typed or printed Name of Nota
_ `��,� °�a��6 ,�/ ; MyCommissianexpires «� ��28
�''-,,s9"'y.x.HNb.°oPo,' SerialNo., ifany }1H60323�
EOFF�
2rrnluniuVP�
4E°��:����, .�.�
2�
G
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,
3�8
Deauville Associates, ILC, a Florida
Limiied Liability Company
S/_�(f�� By: �v
A�hk' �'
PrintName:� rsH¢Gh �k�r�
Address:�lo EW41yst• 5�1�302 Name: �����A n.1,��Gt(,€'LD
(ACOVW'C Otl�OVE� t^� 33139
/
S/
Print Name: e�w %'c i,.
Address: '�10 }I�yW�ST• �UlCE3o2..
Lomwuc 6NouE�rl.�33
STATE OF FLORIDA )
) SS:
COUNTV OF MIAMI-DADE )
W �� ����
T e fore oing instrument was acknowledged before me thi� day of�\V��I.
202a by � � , as a of Deauville Associates, LLC, a Florida limited liability company,
on behalf of the company. �� is personally known to me or has produced
,a5„4�jentification and who did/did not take an oath.
o•PpD. ARRi°' _
��P��n^^�sizozF`AT9��% NOTARYPUBLIC -��{/�ME"�-
L �I.V���\ B 9' �
= ;� NOTA� ��� �@ Typed or printed Name of Nota
_ � .
a aueuc ^: -` MyCommissionexpires «�«�28
" � '`�°,y bo'?"Q; Serial No., if any �,tj�3Z�7'
'o s��.M x H� . �O\�.
., tq7ElolfF`QP`p�
^"=eyq x .
y I\�ic
3�9
TABLE OF EXHIBITS
EXHIBIT "A"- LEGAL DESCRIPTION OF DEVELOPER PROPERTV
EXHIBIT "B" - LEGAL DESCRIPTION OF GARAGE PROPERTY
EXHIBIT "C' - DETAILED MATRIX OF fL00R AREAS
EXHIBIT "D"- LEGAL DESCRIPTION OF TRIANGLE POCKET PARK
Exhibit "E" -TEMPORARV PUBLIC PARK CONCEPT SITE PLAN
Exhibit "F"- PRIVATELY OWNED PUBLIC SPACES SITE PLAN
EXHIBIT "G"- DESCRIPTION OF PUBLIC FACILITIES
EXHIBIT "H"- DESCRIPTION OF PUBLIC RESERVATIONS
EXHIBIT "I"- DKCRIPTION OF REQUIRED DEVELOPMENT PERMITS FOR PROJECT
'��\ � '�..I
� �� 1
CpO.��
EXHIBIT "A" - LEGAL DESCRIPTION OF DEVELOPER PROPERTV
LEGAL DESCRIPTION:
Lo� 46. Bluck 1, af AMENOE� PUT OF SEWN� OCFAN FRONi SUBDIVISION, a mrding to tAe Pb! l�e�eot, vs remrde� in
Piot Boak 28, cl PCAP 1A. of I�e Public Racortls of Mlaml—�ade Gounty, �lorlda.
AND
A porcel o( lantl lying Costetly a! soitl Lot 44 ond being boundeE on the No�tM1 by lFe NortF line o� saiE Lot 44
exteneetl Easlerly; oounde0 on Me SouN by IM1e SouN line ol soid Lol 44 e��en0e4 Costerly; anU boundetl on lne Eas[
�y t�o Eoslon Conhol Gna of IM1e AtlonOo Oceon, a mraing lo fFa O�a� tnerent, os reooNetl In Pbt Book 105, ol Poge
62 0( Me Pubfc Reca.ds of Miami-0ode Counly. Fbrido.
>\
�
b A 1,
� ���
. 2COU WESP,
EXHIBIT "B" — LEGAL DESCRIPTION OF GARAGE PROPERTY
Lots 33. 34, 35 and 36, Block 7, AMENOEO PLAT OF SECOND OCEAN FRONT Sl18DIVI510N,
accortling to tlfe plal th2reoi, 2S recorded in Plet Book 28. at P2ge 28, bl lhe PUEfic Records of Mlami-
DaAe County,Flwide
�,m
I �� eJ�'
\� ����
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EXHIBIT "C" - DETAILED MATRIX OF FLOOR AREAS
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EXHIBIT "D" - LEGAL DESCRIPTION OF TRIANGLE POCKET PARK
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EXHIBIT
LEGAL DESCRIPTION, NOTES AND CERTIFICATION
LEGAL DESCRIPTION:
A portion of nght of way, odjacent to Lot 1, Block 5, AMENDE� P_4T OF SECDN� OCEAN FR�NT SUB�IVISION,
mrding to the plat thereof, o reoorded in Plat Book 28 at Page 28 at the PuCllc Recorde af Mlaml—Dode
Coanly, Floritla, being more Oarticularly descnbetl os follows:
Begin ot the Most Eostedy SoWheost [amer of soid Lol 1, Block 5', thence $OG'S3'4YW olong the Southerly
eKtenslon a( the East Ilne of sald Lot 1, for 129.61 feet�, lM1ence NB9'D6'18'W for 325 faep Menre 50�'S3'47W Por
11.00 teef: Nence 589'O6'18"E (or 325 faef thenca 500'S3'42"W for 1123 feet to a polnt of curvoNre concave to
the Northwesq thence Southwestedy clong o 1421 foot radlus curve leatling lo lhe right thmugh a central angle of
503�'26" Por a orc length of 1256 teet to a non—tongent pa'mt o culor c e mncaved to the Northwest
antl whose rodius point Cears N26'41'1]"W; thence Westerly along a 18AS�foot rodms curve leoding to the right
thmugh o entml onqle of 61'19'05" tor an arc dietance o� 19.32 feet to a non—longent Ilne�, thance 544'20'1]"W
tor 0.55 teet to a curvature concove to the Northeast ond whose mdlus point bears N29'14'43"E�, thence
Nort�westetly olong o 13A2 foot mdius c e leatlinq fo the right through a centrol ongle of 3223'4]" for an arc
tlistance of ].59 feet to o point to a non rtangent point on a circubr curve wncoved lo the Soclhwest antl whase
radius point bears 564'S3'41"W; thence Northwestedy olong o 9]2J4 foot mdius curve leoding to the le(t ihrough a
enlrol angle 6'10'39" for o arc dislance of 10].14 Feet to a point of reverse c rvature�, thence Northeastetly
along a 14.00 iwl rodlus curve leatling to the right Mrougn a entral angle oi 66'26'08'" for a am disiance of
1623 (eet to a rtangent line; thenre N35'Ot'10"E for ].48 feel to a n—tangent point on a curvaWre c
to a North antl whose rodius poinf bears N35'01'10"E; thence along the Southetly line oi said Lol 1, also beingca
50.00 radius curve leoding to the le(t lhrough a centml anqle of 124'O]'28' for an arc dlstance of 1�8.32 feet lo
the Poinf of Beginning.
SURVEYOR'S NOTES:
— This sile lies in Section 11, Townshlp 53 South, Range 42 East, City of Miomi Beoch Miami—Dade County, Florldo.
— Beorings hereon are referred to a med value of 500'S3'47W for ihe Eost Ilne Block 5.
— All tlocuments a corded 'm the�Publlc Records of Mlomi—Dade County, Florida
unless ofherwlse noled.
— Lonas shown hereon contoininq 7,022 square /eet, or 0.161 a r less.
— Lands shown hereon were not abstrocted tor e sements ond/orerights rot�woy of records.
— Thls Is eot o "Boundary Survey" �ut only a gmohlc depiction of the descriptlon shown hereon.
— Thls map is in�ended to be dlsplayed at the qraphic scole shown hereon or smoller.
— Dlmenslons shown hereon are based on For�iq Leary, Sklles, sketch �201J-009.
SURVEYOR'S CERTIFICATION:
I haraby wrfl(y that this "Sketch anE legal EescnpLon" made undar my rasponsibla chnrge on May 8, 2025.
ontl meets the appllcable codes as set forth in the Florido Administmtive Code, pursuant to SecCior 4]209], Flonda
Statutes.
"Not volid wiGaut the signoture ond oriqinol raisad secl or n aigital
signoture ot the Florida Licensetl Surveyor antl Mopper shown below"
FORTIN, LEAW, SKILES, INC., LB3653
Av:
Daniel C- Fortin Jq For The Frm
Professlonal Surveyor and Mapoeq L56435
S�ate of Florida.
D�e1n' gy onN�R LEGAL, NOTES & CERTIFICATION � o te , s/a/zs`
__ __ _ —___ —
Ced No- 250249 -- —� �S ale N A� � i
xer o e. FORTIN, LEAVI' S KILES, INC. �;�n Na.
201 3-009 CONSLR.TING ENOINEERS, SUAVEYORS Nc MAPPERS 25024
m.oxmnoea'amc.vraoanvrxozuzwnon-iw�.maz00003es3 ID g Nn .�dpr_026
]SONOREcen ]68N 9trcc[/NorthM Bcmh.Flondn.33162 ��� � �
Plo[[ed 5/0�2'_ '0210 J pLom.305-653M93/P�305-651-9152/Emeilflc(a3flswv�y_J `heeL � OI �
EXHIBIT i w
SKETCH TO ACCOMPANY LEGAL DESCRIPTION � w
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cw�em�ev PLAT900K28, FAGE28 I
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v e� �nror�o�c—� \pOINT OF BEGINNING
CURVE in9LC � � MOSf FASi LY I 50.0' -
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\� �,y.y�\'72 . . � . I LOT 33 <
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— — �� ��c�'�O�R`� y sao� i
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N LOT 29 �� G��\'9 �. . J I
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LOT 28 �
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GRAPH[C SCALE � \� fvueuc ai�ur-oF-wnvi
,o so ,zo �� _ �
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� w aeer � BLOCK 3
� Ivcn = so (l PLAI'BOOK 26, PAGE28 � � —
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D1B1n' By onN�R SKETCHOFDESCRIPTION � DeC� sjK/2s �
Cetl. No. 25G249 T —.... Scale �" = 60'
Ret. Dwg.� � F�RTIN. 3-iE'.�VY> S �LE.S� rNC. ,/ob. No. 250249
___ 20'3-009 CONSULTING ENOINEBRS,SURVEYORS&MAPPERS
m.orzmncexr�r.wreoFnimiowcnnoxNn�.msx:00003cs3 Owg. No. �025-026
]80Na�t6eaatl68eL. 5 et/No�thMiamfBeaeT.Flneidu. 33362
tre
Plotted: 5/B/25 �02m �Fwe_305-ss3m5a/r�aos�s-visxis�uneCo3a.a.wey.wm SLeet � ot 3
EXHIBIT
LOCATION SKETCH
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Site Lying in Section 11 , Township 53 South, Range 42 East, /<;
City of Miami Beach, Miami-Dade County, Florida
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°aa"" H� onN�R LOCATION SKETCH� nare s/e/�;
Ced. Na p50249 — Scale NOl i0 SCAL
aer nwg. I'" ORTIN, L.EAVY, S KILES INC. ,rob. xo. zso2ae —
2013-009 CONSULTINCS ENCGINEERS, SUIiVEYORS &MAPP6R5 - -
m,oxmwcesruicn'reornvrxowznnorv*rtmlaex�000036sa �wg. No. 1C25-02E
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EXHIBIT "G" - DESCRIPTION OF PUBLIC FACILITIES
The proposed development will be serviced by those roadway transportation
facilities currently in existence as provided by state, county, and locai roadways. The
proposed development will also be serviced by public transportation facilities currently in
existence, as provided by Miami- Dade County, the City of Miami Beach, and such other
governmenta� entities as may presently operate public transportation services within the
City of Miami Beach. Sanitary sewer, solid waste, drainage, and potable water services for
the proposed development shall be those services currently in existence and owned or
operated by Miami-Dade County, the Miami-0ade County Water and Sewer Department,
the City of Miami Beach, and State of florida. The proposed development shall be
serviced by those existing educational facilities owned or operated by the Miami-Dade
Public Schools District, if applicable. The proposed deve�opment shall be serviced by
those existing parks and recreational facilities owned or operated by the United States
Government within Miami Dade County, by the State of Florida, by Miami-Dade County,
and by the City of Miami Beach. The proposed development shall be serviced by those
existing health systems and facilities operated by the United States Government within
Miami-Dade County, 6y the State of Florida, by Miami-Dade County, and by the City of
Miami Beach.
The proposed development will also be serviced by any and all public facilities, as
such are defined in Section 1633221(12) of the Act, that are described in the
Comprehensive Plan, specifically induding those facilities described in the Infrastructure
Element and the Capital Improvements Element therein, a copy of which is available for
pu6lic inspection in the offices of the City Clerk of the City of Miami Beach.
Notwithstanding the foregoing, [he Projed may be required to provide for some of its
own services, induding solid waste removal and stormwater drainage.
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EXHIBIT "H" - DESCRIPTION OF PUBLIC RESERVATIONS
All easements referenced in the Agreement.
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OR BY. 34856 F'G 3195
LAST F•AGE
EXHIBIT "I" - DESCRIPTION OF REQUIRED DEVELOPMENT PERMITS
The following constitutes a generalized list of local permits anticipated as necessary to be
approved by the terms of this Development Agreement:
1. Design Review Board, Historic Preservation Board, Planning Board, and/or
Board of Adjustment approvals, pursuant to Chap[er 2 of the City's
Resiliency Gode.
2. Utility Permits
3. Demolition Permits
4. Building Permits
5. Environmental Permits
6. Hazardous Materials Removal Permit, if removal of hazardous materials is
found necessary.
7. Public Works Permix, Paving and Drainage
8. Public Works Permit, Water and Sewer
9. Public Works Rewcable Permits
10. Certificates of Use and/or Occupancy
11. Any variances orwaivers that may he required pursuant to the City of Miami
Beach Resiliency Code
12. All other local govemmental approvals as may be applicable to the subject
property from time to time pursuant to the terms of this Development Agreement.
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