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Home My Public Portal About22-085 - Approving Development Agreement for GPTSponsored by: Interim City Manager RESOLUTION NO. 22-085 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA, APPROVING THE DEVELOPMENT AGREEMENT REQUEST FOR THE CONSTRUCTION AND OPERATION OF AN INDUSTRIAL AND COMMERCIAL MIXED -USE RETAIL, AND WAREHOUSE DISTRIBUTION FACILITY ON THE PROPERTY LOCATED AT 12691 NW 42ND AVENUE AND 12705 NW 42ND AVENUE, OPA-LOCKA, FLORIDA 33054, IDENTIFIED BY FOLIOS 08-2129-000- 0050 AND 08-2129-000-0064, IN THE B-3 ZONING DISTRICT; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Applicant, GPT NW 42ND AVENUE OWNER II, LLC C/O GRAMERCY PROPERTY TRUST & GPT NW 42ND AVENUE OWNER III, LLC C/O GRAMERCY PROPERTY TRUST seeks to redevelop this two -parcel site with the construction and operation of an industrial and commercial mixed -use retail and warehouse distribution facility in accordance with the Commercial B-3 zoning district and the Corridor Mixed Use Overlay requirements. The applicant has prepared a site plan to illustrate the proposed retail and warehouse distribution facility; and WHEREAS, according to the City of Opa-Locka's official Zoning Map, the Property is designated B-3 (Commercial Intensive Business District) and is subject to a Corridor Mixed -Use Overlay, which allows for an industrial/ commercial mixed use, including retail and warehouse/ distribution facilities; and WHEREAS, as indicated on the accompanying plans, the proposed development would consist of six buildings containing approximately 741,837 square feet which combines both commercial and warehouse uses and 74,182 square feet of office use; and WHEREAS, the Plans also incorporate traditional Moorish architecture to complement the surrounding community and the general design goals of the City; and WHEREAS, the Planning & Zoning Board reviewed this request on September 13, 2022, for development agreement approval and recommended approval by a 4-0 vote; and WHEREAS, the City Commission of the City of Opa-Locka finds that it is in the best interest of the City and its residents to approve the development agreement of Applicant within the City, as provided herein and attached hereto as Exhibit "A". Resolution No. 22-085 NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA, AS FOLLOWS: SECTION 1. Recitals. The above recitals are true and correct and are incorporated into this Resolution by reference. SECTION 2. Approval/Denial. Approval/Denial of Development Agreement. The City Commission of the City of Opa-Locka has reviewed the recommendation of the Planning & Zoning Board and hereby approves / denies the Development Agreement request for the construction and operation of an industrial and commercial mixed -use retail, and warehouse distribution facility on the property located at 12691 NW 42nd Avenue and identified by folio 08-2129- 000-0050 and 12705 NW 42nd Avenue and identified by folio 08-2129-000-0064 and both properties are in the B-3 Zoning District. A copy of the Development Agreement with a copy of the approved Site Plan is attached hereto and incorporated herein as composite Exhibit "A". SECTION 3. SCRIVENER'S ERRORS. Sections of this Resolution may be renumbered or re -lettered and corrections of typographical errors which do not affect the intent may be authorized by the City Manager following review by the City Attorney and without need of public hearing, by filing a corrected copy of same with the City. SECTION 4. EFFECTIVE DATE. This Resolution shall, upon adoption, become effective as specified by the City of Opa-Locka Code of Ordinances and the City of Opa-Locka Charter. PASSED and ADOPTED this 14th day of December, 202 TEST: a Flores, City Clerk biT aylor Jr., Mayor 2 Resolution No. 22-085 APPROVED AS TO FORM AND LEGAL SUFFICIENCY: Burnadette Norris- eeks, P.A. City Attorney Moved by: Commissioner Williams Seconded by: Commissioner Kelley VOTE: 5-0 Commissioner Bass YES Commissioner Kelley YES Commissioner Williams YES Vice Mayor Ervin YES Mayor Taylor YES 3 DocuSign Envelope ID: 6FBFOE7B-1B4C-497C-A75B-13BF91AAA552 City of Opa-locka Agenda Cover Memo Department Director: Gregory D. Gay Department Director Signature: DocuSigned by: City Manager: Darvin Williams CM Signature —Vegy�ajll ( U1il�iamS Commission Meeting December 14, Item Type: Resolution Or°° ance- Other Date: 2022 (Enter Xin box) X Fiscal Impact: Yes No Resolution Reading: 1St Reading 2nd Reading (Enter Xin (Enter Xin box) X box) Public Hearing: Yes No Yes No X (Enter X in box) X X Funding Source: (Enter Fund & Dept) Ex: N/A Advertising Requirement: (Enter Xin Yes No Account/I: See Financial Impact section below box) X ILA Yes No RFP/RFQ/Bid#: Required: (Enter X in box) X Strategic Yes No Strategic Plan Priority Area: Strategic Plan Obj./Strategy: Plan Related (EnterXin box X Enhance Organizational 0 Bus. & Economic Dev . Public Safety Quality of Education 0 Qual. of Life & City Image • Communication 0 (list the specific objective/strategythis item will address) Sponsor Name City Manager Department: Planning & Community Development City Manager Short Title: A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA, APPROVING THE DEVELOPMENT AGREEMENT REQUEST FOR THE CONSTRUCTION AND OPERATION OF AN INDUSTRIAL AND COMMERCIAL MIXED -USE RETAIL, AND WAREHOUSE DISTRIBUTION FACILITY ON THE PROPERTY LOCATED AT 12691 NW 42ND AVENUE AND 12705 NW 42ND AVENUE, OPA-LOCKA, FLORIDA 33054, IDENTIFIED BY FOLIOS 08-2129-000-0050 AND 08-2129-000-0064, IN THE B-3 ZONING DISTRICT; PROVIDING FOR AN EFFECTIVE DATE. Staff Summary: The Applicant, GPT NW 42nd Avenue Owner 11, LLC & GPT NW 42nd Avenue Owner 111, LLC seeks to redevelop this two -parcel site and has submitted formal requests for site plan and development agreement approvals for the construction and operation of an industrial and commercial mixed -use retail and warehouse distribution DocuSlgn Envelope ID:6FBFOE7B-1B4C-497C-A75B-138F91AAA552 facility in accordance with the Commercial B-3 zoning district and the Corridor Mixed use Overlay requirements. Background This property is located in the southwest section of the City of 0pa-Iocka on the east -side of NW 42nd Avenue, across from the City's Public Works Department. The property is owned by GPT NW 42nd Avenue Owner [[ LLC and GPT NW 42nd Avenue Owner III LLC according to Miami -Dade County Property appraiser's website. As indicated on the site plan the proposed development would consist of six buildings containing approximately 741,837 square feet which combines both commercial and warehouse uses and would provide 74,182 square feet of office use. The applicant intends to develop the property with a commercial logistics uses in accordance with the Commercial B-3 zoning district regulations and the corridor mixed use overlay requirements for the inclusion of industrial warehouse and distribution uses. The proposed development would consist of six buildings containing over 740,000 square feet and incorporates traditional Moorish architecture to complement the surrounding community and general design goals of the City. This development provides for both commercial and warehouse uses with a commercial visual appeal. This planned development is anticipated to generated approximately 1,000 construction jobs, 765 permanent jobs, and an excess of $90 million in new investment inclusive of $6 million of permits and impact fees. The City of Opa-locka's Comprehensive Plan, Future Land Use Plan map provides that the property has a land use designation of "Commercial" with a "Corridor Mixed Use Overlay", for "Parcel 1" and a land use designation of "industrial" with a "Corridor Mixed Use Overlay", for "Parcel 2" which allows for an industrial/commercial mixed -use, which would include warehouse / distribution facilities and showrooms. Because the buildings are expected to be built on a speculative basis for many tenants and are not a build -to -suit for a specific tenant in mind, measurable commercial -retail at this time is not possible in order to preserve flexibility needed to best respond to leasing demand once the buildings are constructed. The site plan does provide a means for separate uses within each building to permit commercial retail, showroom and flex office space. The proposed development use "Retail Center" and 'Warehouse Distribution Center" is in harmony with the general characteristic of the surrounding neighborhood for Commercial/Industrial Uses. For Horizontal Mixed Use the Development where the different types of uses, industrial and commercial are horizontally integrated, the site plan has multiple buildings, and each building may be a separate use. There must be clear indicators as to the area designated for retail and for commercial uses. Retail uses must be specific to the products produced on site and any accessory uses. The applicant is proposing a speculative, multi -tenant commercial logistics project that has been designed to attract small- and medium-sized users that are anticipated to require approximately 10% in aggregate of square footage as retail/showroom and flex office space buildout inside the buildings. The buildings facing LeJeune and Douglas/LeJeune will feature shallower depths at 145 feet, more glass and storefronts, high auto parking counts, enhanced lighting and concealed truck courts, which are visually appealing to the neighborhood and will attract smaller businesses with office/showroom/retail spaces along the storefronts. According to the City's Land Development Regulation/ Zoning Code B-3 (Commercial Industrial) allows Warehouse facilities for light industrial and light manufacturing uses; The B-3 Zoning District also permits B- 1 & B-2 Uses and the district permits Flea Markets & Bazaars. As a mixed -use development there must be clear indications of retail, sales and service uses and distinct indicators of where those uses will be located. The MXUOD District permits Retail and Service Uses as well as Hotels, Movie Theaters, Health Spas, and Medical and Business Offices. The commercial mixed use also includes Recreational Facilities that include recreation buildings for indoor sports, i.e. indoor soccer, swimming pools, parks, (which could include a water park) open space and recreational area for tennis courts, basketball courts, etc. Financial Impact Approval of this site plan and development agreement will not provide any negative financial impact. DocuSign Envelope ID:6FBFOE7B-1B4C-497C-A75B-13BF91AAA552 Proposed Action: Staff recommended approval of this Resolution Attachment: DRAFT Resolution P&Z Application Package P&Z Board Meeting Minutes 9-13-22 Holland & Knight 701 Brickell Avenue, Suite 3300 1 Miami, FL 33131 1T 305.789.7782 1 F 305.789.7799 Holland & Knight LLP 1 www.hklaw.com Joseph G. Goldstein, Esq. (305) 789-7782 joseph.goldstein@hklaw.com April 19, 2022 VIA HAND DELIVERY Mr. Gregory Gay Director, Planning and Community Development Department 3400 NW 135 Street, Building B Opa-Locka, Florida 33054 Re: GPT NW 42 Avenue Owner II LLC and GPT NW 42 Avenue Owner IH LLC - Letter of Intent for Development Agreement Application Dear Mr. Gay: This letter constitutes the letter of intent on behalf of GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC (the "Applicants") in support of their request for development agreement approval for a proposed commercial logistics facility ("Development Agreement Request"). The Applicant has simultaneously submitted an application for site plan approval in connection with the proposed commercial logistics facility ("Site Plan Application"). The documentation in support of the Site Plan Application and the application itself are incorporated into this Development Agreement Request. The properties that are the subject of this request consists of a ± 43.76 acres of land located at 12691 NW LeJeune Road in Opa-Locka, Florida and identified by folio number 08-2129-000-0050 ("Parcel 1") and that certain ± 9.98 acres of land located at 12705 NW LeJeune Road in Opa-Locka, Florida and identified by folio number 08-2129-000-0064 ("Parcel 2") (collectively, the "Property"; legally described in Exhibit "A"). Parcel 1 is located in the southeast corner of NW 42 Avenue/LeJeune Road and State Road 924/Gratigny Parkway, south of the Miami -Dade County canal while Parcel 2 is located west of the Douglas .r s+- fr...:.? Parodol r Road/LeJeune Road connector and north of the Miami -Dade County canal. Parcel 1 has served as the location for the Opa-Locka Flea Market and Parcel 2 is currently used for truck parking. Both parcels are surrounded by industrial uses to the north and to the west, while Parcel 1 is directly east of a recently approved logistics/warehouse and commercial development. An aerial of the Property is included below. The Applicants seek to develop the Property with a commercial logistics project in accordance with the Commercial and Corridor Mixed Use Overlay requirements. The Applicants have prepared a site plan ("Site Plan") to illustrate the proposed commercial logistics facility. In addition to the proposed site plan, the Applicant is proffering a development agreement pursuant to Article V, Section 22-112 of the City Code and Sections 163.3220-163.3243 of the Florida Statutes seeking approval alongside the site plan application. The Development Agreement generally, among other things, provides that (i) the project will be designed and maintained according to the plans provided in the Site Plan Application, (ii) infrastructure needs will be met, and (iii) it will use commercially reasonable efforts to employ Opa-Locka residents through the assistance of the Career Source South Florida Office (or other similar organization as determined by City) and to encourage all contractors retained to develop the Project to do the same. Based on the above and attached, the Applicant respectfully requests your favorable consideration of the application. If you have any questions or require any additional information, please do not hesitate to call at 305-789-7782. Sincerely, HOLLAND & KNIGHT, LLP Joseph G. Goldstein Enclosures Cc: Burnadette Norris -Weeks, Esq. Mr. Gerald Lee Mr. Clifton Coffey Mr. Anthony Nelson Mr. Camilo Rios Mr. Jorge Rios Robert Holland, Esq. Alessandria San Roman, Esq. 2 #154671248_v1 Exhibit "A" Legal Description LEGAL DESCRIPTION: PARCEL 1: THE NW 1/4 OF THE SE 1/4 OF SECTION 29, TOWNSHIP 52 SOUTH, RANGE 41 EAST, LESS THE NORTH 35 FEET AND LESS THE SOUTH 300 FEET OF THE WEST 413 FEET THEREOF, AND LESS THE WEST 50 FEET FOR ROAD RIGHT OF WAY FOR N.W. 42ND AVENUE AND LESS THE EAST 15.00 FEET OF THE SOUTH 1/2 OF THE NW 1/4 OF THE SE 1/4 OF SECTION 29, TOWNSHIP 52 SOUTH, RANGE 41 EAST, MIAMI-DADE COUNTY, FLORIDA, AND LESS A 15 FOOT STRIP OF LAND CONVEYED TO THE CITY OF OPA LOCKA, FLORIDA, IN WARRANTY DEED RECORDED DECEMBER 18, 1991 IN OFFICIAL RECORDS BOOK 15313. PAGE 3753, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY. FLORIDA. PARCEL 3: PARCEL I: A PORTION OF THE SOUTH 1/2 OF THE NORTHEAST 1/4 OF SECTION 29, TOWNSHIP 52 SOUTH, RANGE 41 EAST, MIAMI-DADE COUNTY, FLORIDA, BEING PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE CENTER OF SECTION 29, TOWNSHIP 52 SOUTH, RANGE 41 EAST, MIAMI-DADE COUNTY, FLORIDA; THENCE RUN NORTH 86'47'03 EAST ALONG THE SOUTH BOUNDARY OF THE NORTHEAST 1/4 OF SAID SECTION 29 FOR A DISTANCE OF 1132.58 FEET TO THE POINT OF BEGINNING OF THE PARCEL OF LAND HEREINAFTER TO BE DESCRIBED; THENCE RUN NORTH 03'01'12" WEST FOR A DISTANCE OF 1210.00 FEET TO A POINT OF INTERSECTION WITH A LINE THAT IS PARALLEL TO THE SOUTH BOUNDARY OF THE NORTHEAST 1/4 OF SAID SECTION 29; THENCE RUN NORTH 86'47'03" EAST ALONG THE LAST DESCRIBED LINE FOR A DISTANCE OF 531.43 FEET TO THE POINT OF INTERSECTION WITH THE ARC OF A CURVE, CONCAVE TO THE SOUTHEAST, HAVING A RADIUS OF 5363.84 FEET, SAID CURVE BEING THE NORTHWESTERLY RIGHT-OF-WAY BOUNDARY OF THE LE JEUNE-DOUGLAS EXPRESSWAY AND N.W. 119TH STREET EXPRESSWAY, ACCORDING TO THE RIGHT-OF-WAY MAP RECORDED IN PLAT BOOK 77, AT PAGE 96, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, SAID POINT BEARING NORTH 71'17'02.6" WEST FROM THE CENTER OF SAID CURVE; THENCE RUN SOUTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 13'25'31 .4" FOR A DISTANCE OF 1256.84 FEET TO THE POINT OF INTERSECTION WITH THE SOUTH BOUNDARY OF THE NORTHEAST 1/4 OF SAID SECTION 29, SAID POINT BEARING NORTH 84'42'34" WEST FROM THE CENTER OF THE AFORESAID CURVE; THENCE RUN SOUTH 86'47'03" WEST ALONG THE LAST DESCRIBED LINE FOR A DISTANCE OF 206.39 FEET TO THE POINT OF BEGINNING, LESS AND EXCEPT THE WEST 10 FEET THEREOF. PARCEL II: NON-EXCLUSIVE EASEMENT FOR INGRESS AND EGRESS RUNNING OVER AND ACROSS THE FOLLOWING DESCRIBED PROPERTY: LOT 7, IN BLOCK 1, OF "LE JEUNE INDUSTRIAL PARK", BOCK 100, AT PAGE 51, OF THE PUBLIC RECORDS OF INSTRUMENT FILED IN OFFICIAL RECORDS BOOK 11076, OFFICIAL RECORDS BOCK 14441, PAGE 1400. #154671248v1 ACCORDING TO THE PLAT THEREOF, RECORDED IN PLAT MIAMI-DADE COUNTY, FLORIDA, AS SET OUT IN AT PAGE 601, AS AMENDED BY INSTRUMENT FILED IN 3 Page 1 of 5 " THE GREAT CITY " Ogy griorida Received: By: Date: PLANNING & ZONING BOARD MEETING SCHEDULE AND REQUIREMENTS FY 2019-2020 TOTAL FEES: $ New Fees as of October 1, 2015 FY 2018-2019 Meeting Dates Date Application Found Sufficient 1st Tuesday of Each Month) October 1, 2019 November 5, 2019 December 3, 2019 January 7, 2020 February 4, 2020 March 3, 2020 April 7, 2020 May 5, 2020 June 2, 2020 July 7, 2020 August 4, 2020 September 8, 2020 August 16, 2019 September 20, 2019 October 18, 2019 November 22, 2019 December 20, 2019 January 17, 2020 February 21, 2020 March 20, 2020 April 18, 2020 May 22, 2020 June 19, 2020 July 24, 2020 1. All individuals seeking to appear before the Planning & Zoning Board must submit a complete Planning & Zoning Board application, with the required documents and fees totaling (as established by ordinance), paid by check or money order to the City of Opa-locka. Failure to submit all documents and fees will result in your case not being scheduled to be heard at a meeting. 2. If the applicant seeking to appear before the Planning & Zoning Board is not the property owner he must provide an affidavit of authorization from the property owner. 3. All regular meetings are held on the first Tuesday of each month at the City of Opa-locka City Commission Chambers, Meeting Time 7:00 P.M. (time and location are subject to charge. please check with the Planning and Community Development Department for exact time and location of the meetings). 4. Application package must include all required documents per checklist and fees of The City of Opa-locka. The application will be reviewed by the Department and will be scheduled for the next P&Z meeting upon finding of sufficiency. 5. You are required to complete and return this application along with all the information and documentation (see page 2 check list) requested to the: City of Opa-locka Planning & Community Development Department 780 Fishermen Street 4th floor Opa-locka, FL 33054 Telephone: 305-953-2868, Ext. 1 503 Facsimile: 305-953-3060 Reference to Ordinance 15-13 Land Development Regulations/ Zoning Code: Ordinance 15-31 Page 2 of 5 " THE GREAT CITY " ICS" (.dil PLANNING & ZONING BOARD APPLICATION Received: By: Date: APPLICATION NUMBER: CHECK NUMBER: DATE RECEIVED: PROPERTY OWNER'S NAIVE: GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner 111 LLC PROPERTY OWNER'S ADDRESS: 90 Park Avenue 32 Floor NY NY 10016 Number/Street City State/Zip Code APPLICANT'S NAME: Same as Property Owner APPLICANT'S ADDRESS: Same as Property Owner PHONE NUMBER: OFFICE Number/Street (212) 297-1007 City State/Zip Code HOME OTHER SUBJECT PROPERTY ADDRESS: 12691 NW LeJeune Road and 12705 NW LeJeune Road Number/Street TAX FOLIO NUMBER: 08-2129-000-0050 & 08-2129-000-0064 PRESENT ZONING: B-3 LEGAL DESCRIPTION: See attached Exhibit "A" Please check specific request: Tentative Plat Final Plat Comprehensive Plan Amendment: Small Scale: Large Scale (please specify type of amendment below) _ Rezoning _Drainage Plan _Fill Permit Request _Preliminary Site Plan Review _Final Site Plan Review Conditional Use Permit — No Plans Conditional Use Permit — With Plans _Special Exception — No Plans Special Exception — With Plans X Development Agreement _Restrictive Covenant _Other — Please specify: Add any additional information that may be of importance to this request: Reference to Ordinance 15-13 Land Development Regulations/ Zoning Code: Ordinance 15-31 Page 3 of 5 PLANNING & ZONING BOARD APPLICATION (Checklist) Received: By: Date: Applications will not be accepted without the following data. For a public hearing, all items below are necessary and must be submitted. X Completed application form Application fee payable to the City of Opa-Iocka by check or money order X Copy of property owner's and/or applicant's driver license/photo I.D. X Affidavit (sec below), and power of attorney of the property owner (page 3) (Both must be Notarized) A completed Neighborhood Petition form (attached) with the signature of each property owner in front, in the rear, to the left and to the right of the subject property, indicating his or her support for the proposed project. (Must include name, address, folio and phone number). X All preliminary and final site plans, along with property survey, must be submitted on CD -Rom disc in Cad and PDF format. X Fifteen (15) certified boundary and topographic surveys of the property (size 36 x 24 inches). (The submitted property survey must not exceed a maximum of two (2) years from date created in order to be considered acceptable by the City of Opa-Iocka) X Fifteen (15) copies of Site Development Plan showing all drainage, water, sewer, structures, landscaping and parking in accordance with the City's zoning ordinance; (size 36 x 24 & at least 7 Sealed Copies X Map showing parcel to be considered and all properties' legal descriptions thereof, within 375' radius of said parcel. Map to be 1" = 100" scale. Owner's name, address, folio number and legal description on each parcel (Original and 2 copies size of document to accommodate scale) X Narrative concept must be submitted with application AFFIDAVIT 1, GPT NW 42nd Avenue Owner II LLC and GPT NW 42nd Avenue Owner III LLC, being first duly sworn, depose and say that I am the OWNER of the property ,and I understand that this application must be complete and accurate before a pu an be advertised. Sign•t'r Date Sworn to and subscribed before me: This 2)Sdayof Mfire4) V,V1,2/77I Notary Public Attach copy of identification Reference to Ordinance 15-13 Land Development Regulations, Zoning Code: Ordinance 15-31 ;OA. My commission expires BANICA DEFRANK NOTARY PUBLIC, STATE OF NEW YORK Registration No. 01 DE6283659 Qualified in Queens County Commission Expires June 03, 2025 06/03/ 2055 • Page 4 of 5 PLANNING & ZONING BOARD APPLICATION POWER OF ATTORNEY Received: By: Date: This form is to be attached to all applications, and to be returned with the application. No application will be honored or persons heard by the Planning & Zoning Board unless a notarized copy of this Power of Attorney is submitted. To: City of Opa-locka From: GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC Subject: Power of Attorney (authorization for a person, other than the property owner, to speak in the property owner's behalf). I GPT NW 42nd Avenue Owner ti LLC & GPT NW 42ns Avenue Owner Ill LLC, being first duly sworn, depose and say that I am the owner of the property legally described as: See Exhibit "A" I do give to Holland & Knight LLP (Joseph G. Goldstein, et al.) the power of Attorney and authority to speak on my behalf and process the enclosed application for site plan approval in reference to the above described property. Further, by affixing my notarized signature to this document, I also authorize Holland & Knight LLP (Joseph G. Goldstein, et al.) to negotiate ai - otnmit to the City Commission and City Administration in my behalf. I will abide by all final determin e City Commission and City Administration. Signature �•22•• z Date Sworn to and subscribed beforeme: This pia h� day of Mit//fl:,4 02d1• (ta€7,114.,,it Notary Public My commission expires: 06/034'05—, BANICA DEFRANK NOTARY PUBLIC, STATE OF NEW YORK Registration No. 010E6283659 Qualified in Queens County Commission Expires June 03, 2025 Reference to Ordinance 15-13 Land Development Regulations/ Zoning Code: Ordinance 15-31 Page 5 of 5 Attach copy of identification PLANNING & ZONING BOARD NEIGHBORHOOD PETITION Received: By: Date: RE: PROPERTY ADDRESS: 12691 NW LeJeune Road and 12705 NW LeJeune Road LEGAL DESCRIPTION: See Exhibit "A" I SUPPORT THIS DEVELOPMENT REQUEST 1 DO NOT SUPPORT THIS DEVELOPMENT REQUEST PROPERTY OWNER'S NAME: PHONE: ADDRESS (If different): Signature Reference to Ordinance 15-13 Land Development Regulations/ Zoning Code: Ordinance 15-31 Exhibit "A" Legal Description LEGAL DESCRIPTION: PARCEL 1: THE NW 1/4 OF THE SE 1/4 OF SECTION 29. TOWNSHIP 52 SOUTH. RANGE 41 EAST. LESS THE NORTH 35 FEET AND LESS THE SOUTH 300 FEET OF THE WEST 413 FEET THERECF. AND LESS THE WEST 50 FEET FOR ROAD RIGHT OF WAY FOR N.W. 42ND AVENUE AND LESS THE EAST 15.00 FEET OF THE SOUTH 1/2 OF THE NW 1/4 OF THE SE 1/4 OF SECTION 29, TOWNSHIP 52 SOUTH, RANGE 41 EAST, MIAMI-DADE COUNTY, FLORIDA. AND LESS A 15 FOOT STRIP OF LAND CONVEYED TO THE CITY OF OPA LOCKA, FLORIDA, IN WARRANTY DEED RECORDED DECEMBER 18, 1991 IN OFFICIAL RECORDS BOOK 15313. PACE 3753, OF THE PUBUC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. PARCEL 3: PARCEL I: A PORTION OF THE SOUTH 1/2 OF THE NORTHEAST 1/4 OF SECTION 29, TOWNSHIP 52 SOUTH, RANGE 41 EAST, MIAMI-DADE COUNTY, FLORIDA, BEING PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE CENTER OF SECTION 29. TOWNSHIP 52 SOUTH. RANGE 41 EAST. MIAMI-DADE COUNTY, FLORIDA; THENCE RUN NORTH 86'47'03 EAST ALONG THE SOUTH BOUNDARY OF THE NORTHEAST 1/4 OF SAID SECTION 29 FOR A DISTANCE OF 1132.58 FEET TO THE POINT OF BEGINNING OF THE PARCEL OF LAND HEREINAFTER TO BE DESCRIBED; THENCE RUN NORTH 03'01'12" WEST FOR A DISTANCE OF 1210.00 FEET TO A POINT OF INTERSECTION WITH A UNE THAT IS PARALLEL TO THE SOUTH BOUNDARY OF THE NORTHEAST 1/4 OF SAID SECTION 29; THENCE RUN NORTH 86'47'03" EAST ALONG THE LAST DESCRIBED LINE FOR A DISTANCE OF 531.43 FEET TO THE POINT OF INTERSECTION WITH THE ARC OF A CURVE, CONCAVE TO THE SOUTHEAST. HAVING A RADIUS OF 5363.84 FEET, SAID CURVE BEING THE NORTHWESTERLY RIGHT-OF-WAY BOUNDARY OF THE LE JEUNE-DOUGLAS EXPRESSWAY AND N.W. 1191H STREET EXPRESSWAY, ACCORDING TO THE RIGHT-OF-WAY MAP RECORDED IN PLAT B00K 77, AT PAGE 96, OF THE PUBUC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, SAID POINT BEARING NORTH 71'17'02.6" WEST FROV THE CENTER OF SAID CURVE; THENCE RUN SOUTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE CF 13'25'31 .4" FOR A DISTANCE OF 1256.84 FEET TO THE POINT OF INTERSECTION WITH THE SOUTH BOUNDARY OF THE NORTHEAST 1/4 OF SAID SECTION 29, SAID POINT BEARING NORTH 84'42'34" WEST FROM THE CENTER OF THE AFORESAID CURVE, THENCE RUN SOUTH 86'47'03" WEST ALONG THE LAST DESCRIBED UNE FOR A DISTANCE OF 206.39 FEET TO THE POINT OF' BEGINNING, LESS AND EXCEPT THE WEST 10 FEET THEREOF. PARCEL II: NON-EXCLUSIVE EASEMENT FOR INGRESS AND EGRESS PROPERTY: LOT 7, IN BLOCK 1, OF "LE JEUNE INDUSTRIAL PARK", BOCK 100, AT PAGE 51, CF THE PUBLIC RECORDS CF INSTRUMENT FILED IN OFFICIAL RECORDS BOOK 11076. OFFICIAL RECORDS BOCK 14441, PAGE 1400. RUNNING OVER AND ACROSS THE FOLLOWING DESCRIBED ACCORDING TO THE PLAT THEREOF, RECORDED IN PLAT VIAMI-DADE COUNTY. FLORIDA. AS SET OUT IN AT PAGE 601, AS AMENDED BY INSTRUMENT FILED IN Record and Retum to: (enclose self-addressed stamped envelope) Holland & Knight, LLP (Joseph G. Goldstein, et. al.) 701 Brickell Avenue, Suite 3300, Miami, FL 33131 This Instrument Prepared by: Burnadette Norris -Weeks City Attorney 780 Fisherman Street 4th Floor Opa-locka, Florida 33054 SPACE ABOVE THIS LINE FOR RECORDING DATA DEVELOPMENT AGREEMENT BETWEEN THE CITY OF OPA-LOCKA, FLORIDA AND GPT NW 42ND AVENUE OWNER II LLC & GPT NW 42ND AVENUE OWNER III LLC THIS DEVELOPMENT AGREEMENT ("Agreement") is made, and entered into this day of 2022 ("Execution Date") by and between GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC (the "Owner"), a Florida limited liability company with the mailing address of 90 Park Avenue 32 Floor, NY, NY 10016 and the City of Opa-Locka, Florida, a municipal corporation and a political subdivision of the State of Florida ("City"), with a mailing address of 780 Fisherman Street, Opa Locka, Florida 33054. WITNESSETH: WHEREAS, the Owner is the fee simple owner of approximately 53.74 acres of land located at approximately 12691 LeJeune Road and 12705 LeJeune Road within the municipal boundaries of the City and identified by Miami Dade County Tax Folio Nos. 08-2129-000-0050 and 08-2129-000- 0064, (the "Property"), the legal description of which is attached hereto and made a part hereof as Exhibit "A"; and WHEREAS, the City Commission adopted Resolution Number , approving a Site Plan, for the Proposed Development which consist of six buildings containing over 740,000 square feet and incorporates traditional Moorish architecture to complement the surrounding community and general design goals of the City, and 786 parking spaces for office/employee/warehouse parking, and the planting of 1,043 trees and 12,770 shrubs in the office parking area as well as on the property perimeter and 36,284 square feet of landscaped open space in accordance with the GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC approved site plan; and WHEREAS, according to Sections 163.3220 through 163.3243, F.S., known as the Florida Local Government Development Agreement Act, the Florida Legislature has determined that the lack 1 of certainty in the development process can result in a waste of economic and land development resources, discourage sound capital improvement planning and financing, escalate the cost of housing and development, and discourage commitment to comprehensive planning; and WHEREAS, the Florida Legislature has declared that assurances to an Owner that it may proceed in accordance with existing laws and policies, subject to the conditions of a development agreement, strengthens the public planning process, encourages sound capital improvement planning and financing, assists in assuring there are adequate capital facilities for the development, encourages private participation in comprehensive planning, and reduces the economic costs of development; and WHEREAS, the Owner and the City desire to establish certain terms and conditions relating to the proposed development of the Property and wish to establish identifiable parameters for future development; and WHEREAS, the City Commission pursuant to Resolution No. , adopted on , authorizes the City Manager to execute this Agreement upon the terms and conditions set forth and listed below, and the Owner is authorized to execute this Agreement upon the terms and conditions set forth by the City Commission and as listed below; and NOW, THEREFORE, in consideration of the conditions, covenants and mutual promises herein set forth, the Owners and City agree as follows: 1. Recitals. The foregoing recitals are true and correct and are hereby incorporated herein by reference. All exhibits to this Agreement are hereby deemed a part hereof. 2. Consideration. The Parties hereby agree that the consideration and obligations recited and provided for under this Agreement constitute substantial benefits to both parties and thus adequate consideration for this Agreement. 3. Definitions. a. "Additional Term" anyone or more additional term(s) approved by mutual consent of the parties pursuant to a public hearing pursuant to Section 163.3225, F.S. b. "Agreement" means this Chapter 163, F.S., Development Agreement between the City and Owner. c. "City" means the City of Opa-Locka, a municipal corporation and a political subdivision of the State of Florida, and all departments, agencies, and instrumentalities subject to the jurisdiction thereof. d. "Comprehensive Plan" means the plan adopted by the City pursuant to Chapter 163, F.S. e. "Owner" means the persons or entities undertaking the development of the Property, defined in the preamble to this Agreement, GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC., (the "Owner"), a Florida limited liability company, with the mailing address 2 of 90 Park Avenue 32 Floor, NY, NY 10016 and/or any of its respective successors, assigns, or heirs thereof. f. Development" means the carrying out of any building activity, the making of any material change in the use or appearance of any structure or land, or the dividing of land into three or more parcels and such other activities described in Section 163.3221(4), F.S. g. 'Development Permit" includes any building permit, zoning or subdivision approval, certification, special exception, variance, or any other official action of local government having the effect of permitting the development of land. h. "Effective Date" is the date this Agreement is recorded with the clerk of the Circuit Court in and for Miami -Dade County, "Entire Term" is the total term of this Agreement, combining the Initial Term (thirty (30) years) and the Additional Term, as defined herein j. "Execution Date" is the date that all parties have affixed their signatures to this Agreement. k. "Existing Zoning" means (a) all entitlements associated with the City's approval of the GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC., Site Plan, at approximately 12961 LeJeune Road & 12705 LeJeune Road, and (b) the provisions of the Charter, Comprehensive Plan and Laws of the City of Opa-locka, including the City of Opa-locka's Unified Land Development Regulation Code and the Ordinance, as amended through the Effective Date. 1. "Final Site Plan" means the GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC., Site Plan, at approximately 12961 LeJeune Road & 12705 LeJeune Road "Final Site Plan" approved by the City Commission via Resolution No. for the Proposed Development which includes the construction of six buildings containing over 740,000 square feet and incorporates traditional Moorish architecture to complement the surrounding community and general design goals of the City, and 786 parking spaces for office/employee/warehouse parking, and the planting of 1,043 trees and 12,770 shrubs in the office parking area as well as on the property perimeter and 36,284 square feet of landscaped open space in accordance with the GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC approved site plan as may be amended from time to time. m. "Governing Body" means the City of Opa-Locka's City Commission. n. "Initial Term" is thirty (30) years commencing on the Effective Date. o. "Land" means the earth, water, and air, above, below, or on the surface and includes any improvements or structures customarily regarded as land, except as provided herein. p. "Land Development Regulations" means ordinances, rules and policies enacted or customarily implemented by the City for the regulation of any aspect of development and includes any local government zoning, rezoning, subdivision, building construction, or sign regulation or any other regulations controlling the development of or construction upon land in effect as of the Effective Date. q. "Laws" means all ordinances, resolutions, regulations, comprehensive plans, Land Development Regulations, and rules adopted by the City of Opa-Locka affecting the development of land in effect as of the Effective Date, including Opa-Locka's Land Development Regulation Code, the Ordinance 15-31. r. "Parties" means the City and the Owner, GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC. s. "Project" shall mean the GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC and development of the 2.94 acre Property at 12961 LeJeune Road & 12705 LeJeune Road, and identified by Miami -Dade County Tax Folio Nos 08-2129-000-0050 and 08-2129-000-0064 (the "Property), as described in the plans prepared by Langan Engineering and Environmental Services, Inc., and dated 3-29-22, which proposes the construction of six retail and warehouse & distribution buildings containing over 740,000 square feet and incorporates traditional Moorish architecture to complement the surrounding community and general design goals of the City and the development of 786 office/employee/warehouse parking spaces; the planting of 1,043 and 12,770 shrubs in the office parking area as well as on the property perimeter and 36,284 square feet of lawn coverage. in accordance with the GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC approved site plan as may be amended from time to time. t. "Property" shall mean the parcel of real property defined in the preamble to this Agreement, and legally described in Exhibit "A" hereto. u. "Public Facilities" means major capital improvements, including, but not limited to transportation, transit, sanitary sewer, solid waste, drainage, potable water, educational facilities, parks and recreational, and health systems and facilities for which the City's Comprehensive Plan sets forth required levels of service. v. "Resolution" shall mean City of Opa-Locka Resolution Number and approving the Project and this Agreement. 4. Intent. It is the intent of the Owner and the City that this Agreement shall be construed and implemented as a development agreement among the parties pursuant to the Florida Local Government Development Agreement Act, Section 163.3220 through 163,3243, F.S., ("Act"), in compliance with Article V, Section 22-112 of the City of Opa-locka's Land Development Regulation Code, the Ordinance, and the Resolution. 5. Effective Date. Immediately upon approval by the City and execution by all parties, the City shall record, with recording fees paid by the Owner, the Agreement with the clerk of the Circuit Court for Miami -Dade County. This Agreement shall become binding on the Effective Date. Notwithstanding the Effective Date provided herein and required by Section 163.3239, F.S., the City, and the Owner shall act in good faith to carry out the intent of the Agreement upon the Execution Date. 6.Term of Agreement and Binding Effect. This Agreement shall run with the land, remain in full force and effect, and be binding on all parties (including the Owner) 4 and all persons claiming under it for an Initial Term of thirty (30) years from the Effective Date, and may be extended for one or more Additional Term(s) thereafter by mutual consent of the parties subject to two public hearings pursuant to Section 163.3225, F.S. Consent to any extension or modification of this Agreement requires approval of both parties to this Agreement. No notice of termination shall be required by either party upon the expiration of this Agreement and thereafter the parties hereto shall have no further obligations under this Agreement. The obligations imposed pursuant to this Agreement upon the parties 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, their personal representatives, heirs, successors, grantees and/or assigns. 7. Termination. No notice of termination shall be required by either Party upon the expiration of this agreement and thereafter the Parties hereto shall have no further obligations under this agreement. 8. Expiration / Termination / Default Upon the expiration of the Agreement, the City shall have ability and the rights under its police power to adopt Land Development Regulations not inconsistent with the rights granted hereunder. In the event of termination or default, no further rights under this Agreement shall exist, whether brought under a claim of vested right, estoppel or otherwise. 9. Development Conditions. In accordance with Section 163.3227(c), F.S., the Owner agrees as follows: a. All impacted Public Facilities shall be adequate to serve the Property at an acceptable level of service prior to the issuance of a Certificate of Occupancy for the Project and shall be served by water and sanitary sewer main extensions as required by the city in accordance with Miami -Dade County permitting requirements. b. All Public Facility improvements required by the City, by Miami -Dade County, Florida, or voluntarily proposed by the Owner to be installed by Owner shall be constructed in accordance with applicable governmental regulations prior to the issuance of a Certificate of Occupancy of the Project. c. All signage shall comply with all city sign code ordinance requirements. d. Provide an Economic and Fiscal Impact Analysis & Provide a Market Feasibility Study, dated in '2022 to resolve the following LDR requirements: ■ According to the City's Land Development Regulation/ Zoning Code B-3 (Commercial Industrial) allows Warehouse facilities for light industrial and light manufacturing uses; ■ The B-3 Zoning District also permits B-1 & B-2 Uses and the district permits Flea Markets & Bazaars ■ As a mixed -use development there must be clear indications of retail, sales and service uses and distinct indicators of where those uses will be located. 5 • The MXUOD District permits Retail and Service Uses as well as Hotels, Movie Theaters, Health Spas, and Medical and Business Offices. The commercial mixed use also includes Recreational Facilities that include recreation buildings for indoor sports, i.e. indoor soccer, swimming pools, parks, (which could include a water park) open space and recreational area for tennis courts, basketball courts, etc. The site plan does not clearly display the location of commercial uses. ■ The proposed development use "Retail Center" and 'Warehouse Distribution Center' is in harmony with the general characteristic of the surrounding neighborhood for Commercial/Industrial Uses. For Horizontal Mixed Use the Development where the different types of uses, industrial and commercial are horizontally integrated, the site plan has multiple buildings, and each building may be a separate use. There must be clear indicators as to the area designated for retail and for commercial uses. Retail uses must be specific to the products produced on site and any accessory uses. The site plan does not indicate separate uses in each building and does not address the composition of commercial retail vs industrial use assignment. e. Owner will abide by and not deviate from the terms of its graphic and verbal representation submitted to the City Commission in order to receive approval of the Project. Such items include but are not specifically limited to: 1) Design of all physical structures, water bodies, private and public improvements and 2) The color and dimensional characteristics of all building materials 3) All landscaping, loading areas and parking spaces must be provided and maintained as shown on the site plan f. Owner shall preserve and maintain all buildings and structures consistent with the Project's Final Site Plan, or to cause any tenant of the Property to do so, for the entire period in which the Owner owns or controls at least 51% ownership of the Property, or controls at least 10% of any entity to which this Agreement has been assigned, sold or otherwise transferred. Any new owner must abide by the terms of this Agreement until the expiration of the Term of this Agreement as provided in paragraph 6 above. In the event of a force majeure or in the event of a casualty, the then owner has the option but is not obligated to rebuild, provided that the Property is cleared and maintained in accordance with City Code requirements. It is expressly understood by the Owner that the development of a project that is not substantially in accordance with the Final Site Plan shall require new approvals and be derivative of a Moorish design theme in accordance with City Code requirements. In addition, Owner shall maintain the Property in a manner consistent with Section 14-2 of the City Code. The landscaping and common areas of the Property shall be maintained by the Owner, its successors or assigns, or by a property owners' association pursuant to reciprocal easement agreement(s) ("REAs"), and /or a combination thereof. The entity or entities responsible for such maintenance shall be 6 determined by the Owner at its discretion. Owner shall provide the City with contact information of the entities or persons responsible for maintenance of the Property pursuant to this Paragraph. Any new owner must abide by the terms of this agreement until May 2052. g. At the request of the City, Owner shall submit an annual report and shall provide additional documentation to the City as required by the Resolution to verify continuing compliance with the Resolution and this Agreement. A copy of the City's form of annual report is attached as Exhibit "B". h. The Owner will not physically alter or substitute the design of structures, materials and colors included in the Project's Final Site Plan except as approved by the City in the City's sole discretion. In the event that building materials or colors are no longer available, the burden shall be on the Owner to prove that said materials or colors are in fact unavailable. i. Owner agrees that the City may enter onto the Property to confirm compliance with the terms of this Agreement. J. Owner agrees to use commercially reasonable efforts to: 1) Cooperate with the City on any City -initiated efforts with area economic development and educational organizations, including the Beacon Council, The Meek Foundation, Miami -Dade County Public Schools, and Miami -Dade College, to expand vocational and technical training programs for residents within the City through December 31, 2024; and 2) Recruit and employ qualified applicants who are City residents through the assistance of the Career Source South Florida office in coordination with the City of Opa-locka, and encourage all contractors retained to develop the Project to do the same, as follows: a) Prepare and provide the City with an outreach plan that outlines the Owner's anticipated commercially reasonable efforts to provide construction -related and permanent jobs to Opa-locka residents, prior to the issuance of the first building permit for vertical construction within the Property ("Outreach Plan"). Said Outreach Plan, at a minimum, shall require that local job fair(s) ("local" shall mean within the municipal boundaries of the City of Opa- locka; hereinafter "Local Job Fair") be held as described herein and shall outline job training opportunities within the Project. b) Host or require its general contactor(s) to host a Local Job Fair and provide a list of construction job openings to the 7 City to post on the City's website, prior to the issuance of the first building permit for vertical construction. The general contractor shall advise the City of any local new hires following its Local Job Fair(s). k. All trash and garbage containers shall comply with all city dumpster enclosure requirements. 1. The following timelines shall be complied with by Owner, GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC, Said entity must work immediately to seek all applicable permits immediately upon approval of this Agreement and shall: 1) Apply for building permits: within 6 months from the execution of the Development Agreement. The City Manager may grant a single 6 month extension for good cause shown. 2) Must start construction: within 18 months following issuance of permits. The City Manager may grant a single 12 month extension for good cause shown. 3) Must complete project: within 24 months following issuance of permits. The City Manager may grant a single 12 month extension for good cause shown. 10. Development Permits. In accordance with Section 163.3227(t), F.S., the City may need to approve the following additional development permits upon proper submission of all requirements, and City review or inspections, in order for the Owner to develop the Project: (a) Site plan approvals; (b) Modifications to existing approvals and permits, including the Project Site Plan; (c) Water, sewer, paving and drainage permits (d) Building permits (e) Sign permits (f) Certificates of use and occupancy; and (g) Any other official action of the City and/or Miami -Dade County, Florida or other applicable regulatory agencies having the effect of permitting the development of land or providing permits required for the development of Property. (h) Any City liens, fees, code violations or unpaid assessments shall be satisfied prior to the execution of this agreement for this Property. (i) All currently non -complaint physical structures or vehicles if applicable, shall be removed prior to the execution of this agreement. 11. Public Services and Facilities; Concurrence. In accordance with Section 163.3227(d), F.S., the City and the Owner anticipate that the Property 8 and the Project will be served by those public services and facilities currently in existence as provided by the State of Florida, Miami -Dade County, the City, and/or as contemplated by the Applications. The Property and the Project will also be served by all public facilities provided in the City's Comprehensive Plan, specifically including but not limited to, those public facilities described in the Comprehensive Plan's Capital Improvements Element. For the purposes of concurrency, the City hereby agrees to provide, reserve, and allocate sufficient public facility capacity, including but not limited to water, sanitary sewer, solid waste, drainage, fire and police to serve the development of the Project on the Property for the period of this Agreement. The Owner shall be bound by the City impact fees and assessments in existence as of the Effective Date of this Agreement. Nothing in this paragraph shall relieve the Owner of the requirement to pay impact fees and assessments. 12. Consistency with Comprehensive Plan. In accordance with Section 163.3227(g), FS., the City hereby finds and declares that the Owners development of the Project on the Property complies with the Laws, ordinances, regulations and policies of the City of Opa-Locka, and is consistent with the City's Laws, Comprehensive Plan and Land Development Regulations. 13. Reservation of Development Rights. Except as otherwise provided in the Act for the Entire Term of this Agreement, the City hereby agrees that it shall permit the development of the Project in accordance with the Laws of the City of Opa- Locka, including the City's Comprehensive Plan and Land Development Regulations, as of the Effective Date of this Agreement, subject to the conditions of this Agreement. Except as otherwise provided in the Act, the City's Laws and policies governing the development of the Property as of the Effective Date of this Agree Tent shall govern the development of the Property for the entire term of this Agreement unless terminated. Development of the Property as outlined herein shall not be subject to any future changes to the Laws of the City, including the City's Land Development Regulations and Comprehensive Plan designation after the Effective Date and during the Entire Term of this Agreement, except to the extent that Owner's consent to such changes and except as otherwise provided in the Act. The City may apply subsequently adopted laws or policies to the Property only as permitted or required by the Act or as provided above or upon this Agreement being terminated or having expired. 14. Zoning and Other Approvals. The parties hereto recognize and agree that certain provisions of this Agreement require the City and its boards, departments, or agencies, acting in their governmental capacity, to consider governmental actions, as set forth in this Agreement. All such considerations and actions shall be undertaken in accordance with established requirements of state statutes and municipal ordinances, in the exercise of the City's jurisdiction under the police power. Nothing in this Agreement shall be construed to prohibit the City from duly acting under its police power to approve, approve with conditions, or reject any public hearing application dealing with the Property. 9 15. Necessity of Complying, with Local Regulations Relative to Development Permits. a) In accordance with Section 163.3227(i), F.S., this Agreement is not and shall not be construed as a development permit or authorization to commence development. The Owner and the City agree that the failure of this Agreement to address a particular permit, condition, fee, term or restriction in effect on the Effective Date of this Agreement shall not relieve Owner of the necessity of complying with any and all regulations governing said permitting requirements, conditions, fees, terms or restrictions as long as compliance with said regulation and requirements do not require the Owner to develop the Property in a manner that is inconsistent with the Laws of the City of Opa-Locka in existence as of the Effective Date. b) In the event that the City asserts that the terms of this Agreement are not being complied with, then, in addition to any other remedies available to the City, the City may stay the effectiveness of this Agreement as to the portion of the Property associated with the alleged non-compliance. However, before staying the effectiveness of this Agreement as to the Property or a tract or portion thereof, and before withholding permits, inspections, or approvals throughout or upon the entire Property based on a failure to comply with this Agreement, the City shall send written notice containing the nature of the purported violation and provide a reasonable time -frame within which the Owner may correct the violation. These requirements for notice and an opportunity to cure shall not apply and shall not be construed to limit: (i) the City's ability to take any action to prevent or ameliorate any immediate danger to the public health, safety, or welfare; or (ii) the City's or the County's authority and available remedies to enforce violations of the Code or of other applicable regulations. 16. Good Faith; Further Assurances. The parties to this Agreement have negotiated in good faith. It is the intent and agreement of the parties that they shall cooperate with each other in good faith to effectuate the purposes and intent of and to satisfy their obligations under this Agreement in order to secure to themselves the mutual benefits created under this Agreement. In that regard, the parties shall execute such further documents as may be reasonably necessary to effectuate the provisions of this Agreement, provided that the foregoing shall in no way be deemed to inhibit, restrict, or require the exercise of the City's police power or actions of the City when acting in a quasi-judicial capacity. 17. Notices. Any notice 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 a recognized courier (such as Federal Express) or mailed by certified or registered mail, return receipt requested, in a postage prepaid envelope and addressed as follows: 10 If to the City at: With a copy to: City Manager City of Opa Locka 780 Fisherman Street Opa Locka, Florida 33054 Law Offices of Burnadette Norris -Weeks, P.A. City Attorney City of Opa-locka 780 Fisherman Street Opa-Locka, Florida 33054 And 401 North Avenue of the Arts Ft. Lauderdale, FL 33311 If to the Developer at: GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC 90 Park Avenue 32 Floor NY, NY 10016 With a copy to: And Holland & Knight 701 Brickell Avenue, Suite 3300 Miami, Florida 33131 18. Governing Laws, Construction and Litigation. This Agreement shall be governed and construed in accordance with the laws of the State of Florida. The Owners/Owners and the City agree that Miami -Dade County, Florida is the appropriate venue in connection 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 strictly construed against any of the parties hereto. In construing this Agreement, captions, and section and paragraph headings shall be disregarded. 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. 11 Pursuant to Section 163.3241, F.S., if state or federal laws are enacted after the execution of this Agreement which are applicable to and preclude the parties' compliance with the terms of this Agreement, such Agreement shall be modified or revoked as is necessary to comply with the relevant state or federal laws. 19. Severability. In the event that any term or provision of this Agreement is determined by an appropriate judicial authority to be illegal or otherwise invalid, such provision shall be given its nearest legal meaning or construed as deleted as such authority determines, and the remainder of this Agreement shall be construed to be in full force and effect. 20. Entire Agreement. This Agreement sets forth the entire Agreement and understanding between the parties hereto relating in any way to the subject matter contained herein and merges all prior discussions between the Owner and the City. Neither party shall be bound by any agreement, condition, warranty or representation other than as expressly stated in this Agreement and this Agreement may not be amended or modified except by written instrument signed by both parties hereto and in accordance with Section 163.3225, F.S. 21. Indemnification. The Owners shall indemnify and hold harmless the City, its elected and appointed officials, employees, agents and assigns from and against any claims or litigation arising from this Agreement instituted by third parties. 22. Periodic Review of Agreement. Pursuant to Section 163.3235, F.S., the City shall review the Property subject to this Agreement at least once every 12 months to determine if there has been demonstrated, good faith compliance with the terms of this Agreement. If the City finds, on the basis of substantial competent evidence, that there has been a failure to comply with the terms of this Agreement, this Agreement may be revoked or modified by the City, subject to the notice and cure provision contained in paragraph 15(b), above IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written. CITY: 12 CITY OF OPA-LOCKA FLORIDA ATTEST: By: City Clerk City Manager Dated: day of , 2022. Approved for form and legal sufficiency: City Attorney: GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC_, a Florida limited liability company WITNESS: Signature Print Name Signature Print Name STATE OF FLORIDA COUNTY OF MIAMI-DADE) By: Owner/Agent Title: Manager 13 The foregoing instrument was acknowledged before me, by means of physical presence or online notarization, on this day of , 2022 by XXXXXX XXXXX as Manager of GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC, a Florida limited liability company. He is: personally known to me, or produced identification. Type of identification produced Notary Public, State of Florida at Large Print Name My Commission Expires: EXHIBIT A Legal Description 14 EXHIBIT B CITY'S ANNUAL REPORT FORM City of Opa-Locka 780 Fisherman Street Opa-Locka, Florida 33054 CITY OF OPA-LOCKA ANNUAL REPORT FORM Reporting Period: to Month/Day/Year Month/Day/Year Name and Title of Individual Completing Report: Address : Street Location 15 City, State, Zip 1. Describe any changes made to the proposed plan of development, during the Reporting Period, as approved by the City of Opa-Locka City Commission ("City") pursuant to Resolution No. , passed and adopted on , 2022. 2. Describe any changes, if any, to the Development Agreement between the City of Opa- Locka, Florida, and GPT NW 42nd Avenue Owner II LLC & GPT NW 42nd Avenue Owner III LLC as approved by the City of Opa-Locka City Commission pursuant to Resolution No. , passed and adopted on , 2022 (the "Development Agreement"). 3. Provide a list of development permits for vertical construction issued by the City during the Reporting Period. 4. Provide a list of certificates of occupancy within the project that have been issued by the City during the Reporting Period. 5. Describe compliance with Paragraph 9 (Development Conditions (a) -(k)) of the Development Agreement during the Reporting Period. 6. Provide a statement confirming that all persons have been sent copies of the annual report in conformance with Section 17 of the Development Agreement. 16 NUISANCE ABATEMENT PROGRAM PROCEDURES 1. Nuisance Inspector finds a nuisance as defined in the ordinance and gives owner reasonable time to correct the nuisance. 2. If the nuisance continues beyond the time specified for correction, the Nuisance Inspector shall schedule a hearing before the Special Master. 3. Written notice of the hearing shall be hand delivered or mailed in the same manner as provided for in Section 162.12, F.S. Notice may additionally be served by publication or posting in the same manner as provided for in Section 162.12, F.S. If the property is in foreclosure service to owner's last known address and service upon the bank or mortgagee of record by certified mail. 4. The Order of Abatement shall include findings of fact and conclusions of law based upon competent substantial evidence. If the special master finds that a nuisance exists, the Special Master shall issue an order of abatement affirming the existence or the nuisance and requiring the owner of the property to abate the nuisance condition(s) within a reasonable time to be determined by the special master in the order and provide for abatement of the nuisance by city forces if such conditions are not corrected as of the time determined by the special master. The order of abatement shall include a statement advising that upon the owner's failure to comply with the order, the City may take the necessary steps to abate the nuisance in accordance with the order of abatement. 5. If the property owner fails to comply with the Order of Abatement, the City will take the necessary steps to abate the nuisance. 6. The City Commission shall assess the entire cost of City abatement action upon the affected property as a special assessment, which assessment, when made, shall constitute a lien upon such property by the City. The lien of the City shall encompass, in addition to the abatement cost, all administrative, legal, postal and publication expenses, as well as all other direct or indirect costs associated therewith. The lien upon the property shall be superior to all others except taxes as previously set forth herein. 7. The City shall file such lien in the Official Records of Miami -Dade County showing the nature of such lien, the amount thereof, an accurate legal description of the property, including the street address, which lien shall date from the date of the filing and recite the owners of the property. Such municipal lien shall bear interest from such date at the rate of eight percent per annum. However, the assessment may be paid without interest at any time within 30 days after the improvement is completed. The City may enforce the lien upon the real property of the owner, as provided for in Chapter 173, Florida Statutes as amended from time to time. 8. If the City wishes to collect the cost of the abatement action through the non -ad valorem assessment process, the following procedures and time frames must be met. 9. If the City chooses the non -ad valorem process any lien which has been filed will be released prior to the adoption of the non -ad valorem assessment roll. COLLECTING NON -AD VALOREM ASSESSMENTS 1. Pursuant to Section 197.3632(3)(a), F.S., the City shall hold a public hearing prior to January 1St and adopt a resolution indicating the City's intent to use the uniform method of collecting non -ad valorem assessments for the cost of nuisance abatement services. The resolution shall state the need for the levy and shall include a legal description of the real property subject to the levy. Exhibit A 2. The City must publish notice of its intent to use the uniform method in a newspaper of general circulation for 4 consecutive weeks preceding the public hearing. Same type of notice as used for any other non -ad valorem assessment. 3. Pursuant to Section 197.3632(4)(b), F.S., the City must send a notice to the property owner 20 days prior to the public hearing at which the City Commission will adopt the non -ad valorem assessment roll. Exhibit B 4. Pursuant to Section 197.3632(4)(b), F.S., the City must notice the hearing by a newspaper ad for assessment roll public hearing at least 20 days prior to the public hearing. Exhibit C 5. Pursuant to Section 197.3632(4)(a), F.S., the City must adopt the non -ad valorem assessment roll between January 1st and September 15th. Exhibit D