MIDTOWN MIAMI CDD 12/11/18 MEETING...

MIDTOWN MIAMI COMMUNITY DEVELOPMENT

DISTRICT

REGULAR MEETING AGENDA

December 11, 2018

Midtown Miami Community Development District OFFICE OF THE DISTRICT MANAGER

2300 Glades Road, Suite 410WBoca Raton, Florida 33431 Phone: (561) 571-0010Fax: (561) 571-0013Toll-Free: (877) 276-0889

December 4, 2018 ATTENDEES:

Please identify yourself each time you speak to facilitate accurate transcription of meeting minutes. Board of Supervisors

Midtown Miami Community Development District

Dear Board Members:

A Regular Meeting of the Midtown Miami Community Development Districts Board of Supervisors will be held on Tuesday, December 11, 2018 at 3:00 p.m., at the offices of the CDD, Shops at Midtown Miami, 3401 N. Miami Avenue, 2nd floor parking garage, Suite 132, Miami, Florida 33127. The agenda is as follows:

1. Call to Order/Roll Call

2. Public Comments

3. Administration of Oath of Office to Newly Elected Supervisors, Joseph Padula [SEAT 1], Alberto Vadia [SEAT 2] and Alex Miranda, [SEAT 3]

4. Consideration of Resolution 2019-01, Electing the Officers of the Midtown Miami Community Development District, Miami-Dade County, Florida

5. Consideration of aFLoat Host Agreement between OBE Power Networks 1 LLC, and Midtown Miami CDD

6. Consideration of Resolution 2019-02, Relating to the Amendment of the Annual Budget for the Fiscal Year Beginning October 1, 2017, and Ending September 30, 2018

7. Approval of Unaudited Financial Statements as of October 31, 2018

8. Approval of October 9, 2018 Regular Meeting Minutes

9. Staff Reports

A. Operations Manager: Deborah Samuel

i. Monthly Report

ii. Parking Information

Executive Summary

Board of Supervisors Midtown Miami Community Development District December 11, 2018, Regular Meeting Agenda Page 2

Transient Parking Year Over Year Comparison

Revenue By Lane Report

iii. Update: Enterprise Fund Major Projects

B. District Counsel: Billing, Cochran, Lyles, Mauro & Ramsey, P.A.

C. District Engineer: Alvarez Engineers, Inc.

D. District Manager: Wrathell, Hunt and Associates, LLC

NEXT MEETING DATE: January 8, 2019 at 3:00 P.M.

10. Audience Comments/Supervisors Requests

11. Adjournment

Should you have any questions, please do not hesitate to contact me directly at 561-719-8675.

Sincerely, FOR BOARD MEMBERS AND STAFF TO ATTEND BY TELEPHONE

Call-in number: 1-888-354-0094 Craig A. Wrathell Conference ID: 8518503 District Manager

MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT

4

RESOLUTION 2019-01

A RESOLUTION ELECTING THE OFFICERS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT, MIAMI-DADE COUNTY, FLORIDA

WHEREAS, the Midtown Miami Community Development District was notified of the

results of the General Election, held on November 6, 2018 for Seats 1, 2 and 3; and

WHEREAS, the Board of Supervisors of the Midtown Miami Community Development

District desires to elect the below recited person(s) to the offices specified.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT:

1. The following persons are elected to the offices shown:

Chair

Vice Chair

Secretary Craig Wrathell

Assistant Secretary

Assistant Secretary

Assistant Secretary

Assistant Secretary Cindy Cerbone

Treasurer Craig Wrathell

Assistant Treasurer Jeff Pinder

PASSED AND ADOPTED this 11th day of December, 2018.

Chair/Vice Chair, Board of Supervisors

Secretary/Assistant Secretary


5

HOST AGREEMENT

This aFLoat Host Agreement (this "Agreement"), entered into the ___ day of ______, 2018, by and between OBE Power Networks 1 LLC, a Florida Limited Liability Company, with offices located at 1951 NW 7th

Avenue, Suite 600, Miami, FL 33136 (OBE1), and Midtown Miami Community Development District, a local unit of special purpose government established pursuant to Chapter 190, Florida Statutes, located at 3401 N Miami Avenue, Miami, FL 33137 ("Host" and together with OBE1, the "Parties", and each a "Party").

RECITALS

WHEREAS, Host has shown interest in making available to its residents, tenants and visitors (Customers) electric vehicle (EV) charging stations at Midtown Miami Garage, located at 3401 N Miami Avenue, Miami, FL 33137 (hereinafter the Property);

WHEREAS, Host has received a Proposal #151104REV2, for a turn-key project for the engineering, supply, installation, setup and activation of one (1) dual port EV charging stations for the Property, which would allow Host to provide itself fee based EV charging services to its Customers (hereinafter the Proposal attached hereto as Exhibit D);

WHEREAS, as expressed in the Proposal, Host would be granted both (i) an eleven thousand four hundred and ten dollar ($11,410) credit towards the value of EV charging equipment, the Network Service Plan and the Warranty for the Term of the Agreement (hereinafter the Equipment Credit), and (ii) a six thousand dollar ($6,000) additional credit towards the services costs, included but not limited to engineering, electrical installation, validation, activation, shipping, striping and signage (hereinafter the Make Ready Credit), subject to the execution of this Agreement, for zero dollar ($0) net cost to Host, which would allow OBE1 to provide exclusive fee based EV charging services at the Property (hereinafter the Host Proposal);

WHEREAS, OBE1 has the financial, technical and operational capability and capacity to grant the above-referred Equipment Credit and Make Ready Credit towards the Host Proposal and provide fee based EV charging station services in the Property to its Customers;

WHEREAS, after having considered the Proposal for the Agreement, Host has expressed its interest in engaging the EV charging services of OBE1, pursuant to the terms and conditions of this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants, recitals and agreements contained herein and for other good and valuable considerations, the receipt and sufficiency of which are hereby acknowledged by the Parties, OBE1 and Host agree as follows:

1. Recitals. The recitals set forth above are hereby incorporated by reference and made a part of this Agreement.

2. Engagement of Services. Host agrees to installation by OBE1 one (1) dual port EV charging station(s) as set forth in the Proposal, and provide exclusive fee based EV charging services (EV Charging as a

Service) in the designated parking space(s) at the Property that have been identified in Exhibit B; and OBE1 hereby agrees to have installed such number of EV charging stations and to provide exclusive and fee based EV Charging as a Service at the Property, pursuant to the terms and conditions set forth in this Agreement.

3. OBE1 Obligations. During the Term of this Agreement and any Renewal Term thereof, OBE1 shall:

3.1 Fund the Equipment Credit of the Proposal, up to $11,410 for the provision of one (1) dual port EV Charging Station for every pair of designated parking spaces at the Property, to be installed immediately in front of the designated parking spaces.

3.2 Fund the Make Ready Credit of the Proposal, up to $6,000, towards the services costs, included but not limited to, engineering, electrical installation, validation, activation, shipping, striping and signage, as set forth in Exhibit D.

3.3 Be responsible for the activation, setup, operation and maintenance of the EV charging station(s) at the Property.

3.4 Provide exclusive and fee based EV Charging as a Service to Hosts Customers, including management of Network Service Plan and Warranty that covers parts and labor, for each dual port charging station installed at the Property, at no cost to Host.

3.5 Set prices for the EV charging services at fair market rates, in order to promote regular usage and remain competitive.

3.6 Generate and regularly provide Host Statistical Data Reports pertaining to EV charging sessions, unique drivers, charging session length, energy consumption and greenhouse gases (GHG) savings (Statistical Data Reports are generated from the Network Service).

3.7 Reimburse Host for the electrical consumption directly derived from the operation of the EV charging station(s) at the Property (electrical consumption data to be obtained from the Statistical Data Reports) on a monthly basis. The electrical rate shall be based on recent electric bill submitted by Host to OBE1 pursuant to Section 6.2.

3.8 Continue providing Network Service Plan and Assure Warranty for the EV charging station(s) at the Property, after the 5th year of the Term of this Agreement and at no cost to Host.

3.9 Designate a representative to serve as its primary contact and act as its authorized representative for all matters pertaining to this Agreement (the "OBE1 Representative"). Such designation should remain in force unless and until a successor OBE1 Representative is appointed and notified to Host.

3.10 Remove and dispose two (2) existing noon-functioning EV charges from Property, located at the southwest corner of the garage.

4. Host Obligations. During the Term of this Agreement and any Renewal Term thereof, Host shall:

4.1 Provide to OBE1 the uninterrupted use of two (2) reserved designated parking spaces for the installation and operation of each dual port EV charging station, as identified in Exhibit A hereto.

4.2 Review and approve, the electrical work requirements, including all materials, wiring, conduit and connections for the Electrical Infrastructure, as set forth in Exhibit D hereto.

4.3 Maintain and repair, at its own cost and expense, the transformers, electrical panels, breakers, conduit, electrical cables, junction boxes and other electrical components (Electrical Infrastructure) required for the operation of the EV charging station(s) at the Property.

4.4 Review and approve the striping and signage requirements for the designated parking spaces and the EV Charging Stations, as set forth in Exhibits B and D hereto.

4.5 Review and approve, the permit requirements to allow EV Charging Station(s) at the Property, as set forth in Exhibit D hereto.

4.6 Allow OBE1 to use, implement and commercialize the EV Charging as a Service contemplated by this Agreement.

4.7 Cooperate with OBE1 in the installation of the EV Charging Station(s) and performance of the services contemplated by this Agreement, providing, among other actions, immediate access to Hosts premises and equipment, as required to enable OBE1 fulfill its obligations and exercise its rights under this Agreement.

4.8 Refrain from using, advertising or commercializing in any manner OBE1s name, mark or intellectual property without OBE1s prior written approval.

4.9 Ensure that the Property, including the area where the EV charging station(s) is(are) located, is safe and free from harm or injury to others.

4.10 In the event of the need or demand for additional EV Charging Stations at the Property, Host agrees to work in good faith with OBE1 to increase the number of designated parking spaces to be used for EV charging stations provided by OBE1 at the Property.

4.11 Designate a representative to serve as its primary contact and act as its authorized representative for all matters pertaining to this Agreement (the "Host Representative"). Such designation should remain in force unless and until a successor Host Representative is appointed and notified to OBE1.

4.12 Require the Host Representative respond promptly to any reasonable requests from OBE1 for compliance, instructions, information or approvals required by OBE1 to comply with the terms of this Agreement.

4.13 Provide to OBE1, on a monthly basis, a current copy of electric bill for the Property for the purpose of reimbursing the electrical costs, as set forth above in Section 3.8.

5. Use of Property and EV Charging by OBE1.

5.1 In consideration to OBE1s costs and expenses of $18,628.70 as per the Proposal, related to the supply, installation, activation, operation and maintenance of EV charging stations installed at the Property, and the EV Charging as a Service rendered to Customers at Hosts Property as per this Agreement, among other obligations, services, undertakings and commitments hereby assumed by OBE1, Host agrees to grant OBE1, during the Term of this Agreement and any Renewal Term thereof, the exclusive rights to: (i) collect payments from Customers (EV Drivers) for the use of Connection Sessions at the EV charging stations at the Property, and (ii) sell or commercialize branding and video advertising to be displayed on the charging station(s) and related signage provided to the Property by OBE1. Retail and restaurants are excluded from the branding and video advertising.

5.2 During the Term of this Agreement and any Renewal Term thereof, OBE1 shall have the sole right and discretion to (i) select the charging station model to be used on Hosts Property, based upon the current and prospective demand for the EV charging services; (ii) set competitive pricing for EV Connection Sessions at the EV Charging Station(s) at Hosts Property, and (iii) retain all proceeds charged to Customers for EV charging services.

6. Reimbursements to Host.

6.1 During the Term of this Agreement and any Renewal Term thereof OBE1 agrees to monthly reimburse Host for the electrical consumption directly derived from the operation of the EV charging station(s) at the Property (Electrical consumption data to be obtained from the Statistical Data Reports). The electrical rate shall be based on recent electric bill submitted by Host to OBE1 pursuant to Section 4.14.

7. Exclusivity/Right of First Negotiation/Non-competition. Host understands that in consideration to OBE1s costs and expenses of $18,628.70 as per the Proposal, related to the supply, installation, activation, operation and maintenance of EV charging stations installed at the Property, and the EV Charging as a

http:18,628.70http:18,628.70

Service rendered to Customers at Hosts Property as per this Agreement, during the Term of this Agreement and any Renewal Term hereto, Host shall:

a) refrain from obtaining other EV charging station(s) and/or EV Charging as a Service for the Property, the same or similar to those provided by OBE1, from a source other than OBE1, except as otherwise provided herein;

b) grant to OBE1, ninety (90) days prior to the expiration of the Agreement or any Renewal Term thereof, a right of first refusal and first negotiation to enter into an agreement to continue providing EV Charging at a Service at the Property; and

c) prohibit any EV Charging Services at the Property that could directly or indirectly compete with the EV Charging as a Service provided to Host by OBE1, to the extent permitted by the applicable laws and regulations.

8. Remedies. Each of the parties hereto acknowledges and agrees that, in the event of any breach of any covenant or agreement contained in this Agreement by the other party, money damages may be inadequate with respect to any such breach and the non-breaching party may have no adequate remedy at law. It is accordingly agreed that each of the parties hereto shall be entitled, in addition to any other remedy to which they may be entitled at law or in equity, to seek injunctive relief and/or to compel specific performance to prevent breaches by the other party hereto of any covenant or agreement of such other party contained in this Agreement.

9. Term and Termination.

9.1 This Agreement shall be deemed effective as of the date that Host provides adequate and working electrical service through the Electrical Infrastructure following the specifications on Exhibit D (Effective Date) and EV charging station(s) gets installed and activated for service at Property; and shall continue thereafter for a Term of five (5) years (Term) with the option of one (1) automatic renewal term of five (5) years (Renewal Term). If Host elects not to exercise its Renewal Term option, it shall provide OBE1 with written notice ninety (90) days prior to the expiration of the Term. Host agrees that in the event the electric charging station service is interrupted for a period of more than 5 consecutive days, the Term and any Renewal Terms shall be extended accordingly for the equivalent amount of time service was interrupted. Upon expiration of Term or any Renewal Term of the Agreement, OBE1 shall have thirty (30) days to remove the EV charging station(s) from the Property. In the event the EV charging station(s) has not been removed within sixty (60) days of the expiration of Term or any Renewal Term of the Agreement, the equipment shall be deemed to have been donated to Host and Host hereby expressly agrees to accept such donation.

9.2 OBE1 may terminate this Agreement at any time by providing ninety (90) day written notice to Host or immediately if Host breaches the terms of this Agreement.

9.3 Host may terminate this Agreement for any uncured breach of this Agreement by OBE1 after providing OBE1 with thirty (30) days prior written notice and opportunity to cure.

9.4 After completion of the third year of this Agreement, Host shall have the right to unilaterally terminate this Agreement at the end of any subsequent year by (i) giving ninety (90) day written notice to OBE1, and (ii) paying the disposition fee that has been agreed and established in Exhibit C hereto (Disposition Fee).

10. Insurance.

10.1 During the Term of this Agreement and any Renewal Term thereof, OBE1 shall secure and keep in full force, with financially sound and reputable insurers acceptable to Host and at no expense to Host, comprehensive general liability insurance, with the limit for each occurrence of at least one million dollars ($1,000,000) for personal and bodily injury and one million dollars ($1,000,000) for property damage, with Host named as additional insured. A copy of such policy (or certificate thereof) shall be delivered to Host prior to the date that any work or service is performed at the Property.

Said insurance shall be primary. Upon Host 's request, OBE1 shall provide Host with a certificate of insurance and any other proof of insurance requested by Host from OBE1's insurer, evidencing the insurance coverage specified in this Agreement.

The respective insurer shall provide Host with thirty (30) days advance written notice in the event of a cancellation or material change in OBE1's insurance policy(ies). Except where prohibited by law, OBE1 shall require its insurer to waive all rights of subrogation against Host 's insurers and Host.

Notwithstanding anything to the contrary contained in this Agreement, (i) except in the case of fraud, gross negligence, or willful misconduct, OBE1s total liability for claims and/or damages arising out of or in connection with this Agreement or the performance or breach hereof, shall in no event exceed the amount of insurance proceeds available for such claims and/or damages and (ii) OBE1 shall have no liability under this Agreement for punitive or exemplary damages, or special, consequential, incidental or indirect damages, including lost profits, lost data, lost revenues, and loss of business opportunity, whether or not OBE1s was aware or should have been aware of the possibility of these damages.

10.2 During the term of this Agreement and any Renewal Period thereof, Host shall secure and keep in full force, with financially sound and reputable insurers and at no expense to OBE1, comprehensive general liability insurance, covering any loss and damage to person or property, with the limit for each occurrence of at least one million dollars ($1,000,000) for personal and bodily injury and one million dollars ($1,000,000) for property damage, with OBE1 named as additional insured.

Said insurance shall be primary. Upon OBE1 's request, Host shall provide OBE1 with a certificate of insurance and any other proof of insurance requested by OBE1 from Host's insurer, evidencing the insurance coverage specified in this Agreement.

The respective insurer shall provide OBE1 with thirty (30) days' advance written notice in the event of a cancellation or material change in Host 's insurance policy(ies). Except where prohibited by law, Host shall require its insurer to waive all rights of subrogation against OBE1 's insurers and OBE1.

Notwithstanding anything to the contrary contained in this Section 10.2, to meet the minimum insurance requirements of this Section 10.2. Host may self-insure through a program of self-insurance or insurance maintained with a company or association in which Host has a material interest or control either singly or with others. Within ten (10) days after the execution of this Agreement, Host shall deliver to OBE1 a certificate of compliance to the effect that the self-insurance plan will provide the coverage required under this Section 10.2. and that the self-insurance plan provides for actuarially sound reserves. Host represents, warrants, and covenants to OBE1 that (i) Host and the self-insurance plan is, and shall remain throughout the term of this Agreement and all Renewal Periods thereof, in full compliance with all applicable self-insurance laws, (ii) the self-insurance plan is financially solvent, (iii) Host is unaware of any circumstance that exists now or may exist in the foreseeable future that may cause the self-insurance plans insolvency, and (iv) Host shall maintain or cause to be maintained throughout the term of this Agreement and all Renewal Periods thereof adequate reserves to meet the minimum insurance

requirements of this Section 10.2. The representations and warranties of Host set forth in this Section 10.2 shall survive the execution and delivery of this Agreement and any termination of this Agreement.

11. Warranty. Host represents and warrants to OBE1 that: (i) Host has the right to enter into this Agreement and to perform its obligations hereunder; (ii) all obligations to be rendered by Host hereunder shall be performed in a diligent, efficient, workmanlike and professional manner and shall be free from errors and delay and shall be available on an uninterrupted basis; and (iii) Host will, in performing its obligations hereunder, comply with all applicable laws, rules, ordinances, regulations, and statutes.

12. Governing Law; Venue; WAIVER OF JURY TRIAL. The interpretation, validity and enforcement of this Agreement, and all legal actions brought under or in connection with the subject matter of this Agreement, shall be governed by the law of the State of Florida. , Any legal action brought under or in connection with the subject matter of this Agreement shall be brought only in the United States District Courts or State Courts having jurisdiction in Miami-Dade County, Florida. Each Party submits to the exclusive jurisdiction of these courts and waives any objection to such venue and agrees not to plead or claim in such courts that any such action has been brought in an inconvenient forum. In the event of a dispute between the Parties, and/or that either Party is forced to retain counsel to enforce any provisions of this Agreement, the prevailing party, whether litigation ensues or not, shall be entitled to recover its costs and reasonable attorneys fees (at all levels, including appeal) from the other party. EACH PARTY HEREBY KNOWINGLY, VOLUNTARILY, IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, TRIAL BY JURY IN ANY SUIT, ACTION OR PROCEEDING ARISING HEREUNDER.

13. General. All notices under this Agreement shall be in writing and shall be deemed to have been duly given when personally delivered or mailed by registered or certified mail, postage prepaid with proof of delivery as set forth in Section 15 hereof. No consent or waiver by OBE1 with respect to any provision of this Agreement shall be effective unless made by a duly authorized officer of OBE1. Host may not assign this Agreement without the prior written consent of OBE1. OBE1 may not assign this Agreement and its rights at its sole discretion without notice to or consent by Host, which consent shall not be unreasonably conditioned, delayed, or withheld. If any one or more provisions of this Agreement are determined to be invalid, illegal or unenforceable in any respect, the remaining provisions of this Agreement shall remain in effect and shall not be affected by such invalidity, illegality or unenforceability and the invalid, illegal or unenforceable provisions shall be limited so as to become enforceable to the maximum extent permitted by law. This Agreement constitutes the entire agreement between Host and OBE1. The Agreement supersedes all prior communications, representations or agreements, oral or written, with respect to the subject matter hereof and neither party has been induced by any representations, statements or agreements not expressed herein. No agreement hereafter made between the Parties shall be binding on either Party unless reduced to writing and signed by an authorized representative of the Party sought to be bound thereby. Section headings are used for convenience only and shall in no way affect the construction of this Agreement. This Agreement may be executed by facsimile and in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The terms of this Agreement shall remain confidential and this obligation shall survive the termination or expiration of this Agreement. This Agreement shall be binding on any successors of Host and future owners of the Property.

14. Indemnification.

OBE1 shall defend, hold harmless, and indemnify Host, its directors, officers, employees, agents, and representatives (collectively referred to herein as the Host Indemnitees) from and against any and all Actions commenced or threatened by a third party against one or more Host Indemnitees, and all related Losses, which arise out of or in connection with OBE1s or its employees, agents, or subcontractors gross

negligence, willful misconduct, or breach of this Agreement. Notwithstanding anything herein to the contrary, a Host Indemnitee shall not be entitled to indemnification hereunder to the extent that such Action or Loss is attributable to a Host Indemnitees gross negligence, willful misconduct, or breach of this Agreement.

To the maximum extent permitted by applicable law, Host shall defend, hold harmless, and indemnify OBE1 and its members, directors, officers, managers, employees, agents, and representatives (collectively referred to herein as the OBE1 Indemnitees) from and against any and all Actions commenced or threatened by a third party against one or more OBE1 Indemnitees, and all related Losses, which arise out of or in connection with Hosts or its employees, agents, or subcontractors gross negligence, willful misconduct, or breach of this Agreement. Notwithstanding anything herein to the contrary, an OBE1 Indemnitee shall not be entitled to indemnification hereunder to the extent that such Action or Loss is attributable to an OBE1 Indemnitees gross negligence, willful misconduct, or breach of this Agreement.

As used in this Section 14, the term "Action" means any action, cause of action, claim, demand, investigation, litigation, suit, and administrative or other proceeding, of any kind or nature, whether at law, in equity, or otherwise, and the term "Losses" means any and all awards, claims, costs, damages, deficiencies, expenses, fees, fines, interest, judgments, liabilities, losses, penalties, and settlements, of any kind or nature (including, but not limited to, mediation costs, court costs, and reasonable attorneys' costs, expenses, and fees at all levels).

15. Contact Information, Notices. All notices, requests, consents and other communications under this Agreement shall be in writing and shall be delivered, mailed by First Class Mail, postage prepaid, or overnight delivery service, to the Parties, as follows:

OBE1: OBE Power Networks 1 LLC Attn: Alejandro Burgana 1951 NW 7th Avenue, Suite 600 Miami, FL 33136

With a copy to: OBE Power Networks 1 LLC Attn: Luis Paul Kehrhahn 1951 NW 7th Avenue, Suite 600 Miami, FL 33136

Host: Midtown Miami Community Development District 2300 Glades Road, Suite 410W Boca Raton, Florida 33431 Attention: District Manager

With a copy to: Billing, Cochran, Lyles, Mauro & Ramsey, P.A. SunTrust Center, Sixth Floor 515 East Las Olas Boulevard Fort Lauderdale, Florida 33301 Attn: Dennis E. Lyles, Esq.

16. Authorization. The execution of this Agreement has been duly authorized by the appropriate body or official of Host and OBE1, both Host and OBE1 have complied with all the requirements of law, and both Host and OBE1 have full power and authority to comply with the terms and provisions of this instrument.

17. Sovereign Immunity. OBE1 and Host agree that nothing in this Agreement shall constitute or be construed as a waiver of Hosts limitations on liability contained in Section 768.28, Florida Statutes, or other similar statutes or laws.

18. Independent Contractor. This Agreement does not create an employee/employer relationship between the Parties. The relationship of the Parties established by this Agreement is that of independent contractors. It is the intent of the Parties that neither is the employee of the other for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. Neither Party shall have any right, power or authority to assume, create or incur any expense, liability or obligation, express or implied, on behalf of the other. No Party is responsible for withholding, and shall not withhold, FICA or taxes of any kind from any payment it owes to the other Party. Neither Party, nor any of its employees, are eligible to participate in or for coverage under the other Partys benefit plans, programs, employment policies or procedures, or workmens compensation insurance. OBE1 shall retain sole and absolute discretion in the judgment of the manner and means of carrying out OBE1s activities and responsibilities hereunder, subject to applicable federal, state, and local laws, regulations, rules, and codes. OBE1 agrees that it is a separate and independent enterprise from Host, that it has full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between OBE1 and Host and Host will not be liable for any obligation incurred by OBE1, including but not limited to unpaid minimum wages and/or overtime premiums.

19. Conflict. To the extent that there is a conflict with respect to any provisions of this Agreement or the Exhibits, the provisions in the main body of this Agreement shall govern over Exhibits.

20. Public Records.

A. OBE1 shall, pursuant to and in accordance with Section 119.0701, Florida Statutes, comply with the public records laws of the State of Florida, and specifically shall:

1. Keep and maintain public records required by Host to perform the services or work set forth in this Agreement; and

2. Upon the request of Hosts custodian of public records, provide Host with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law; and

3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the Agreement if OBE1 does not transfer the records to the Host; and

4. Upon completion of the Agreement, transfer, at no cost to Host, all public records in possession of OBE1 or keep and maintain public records required by Host to perform the service or work provided for in this Agreement. If the OBE1 transfers all public records to Host upon completion of the Agreement, OBE1 shall destroy any duplicate public records that are exempt or confidential and exempt from public disclosure

requirements. If OBE1 keeps and maintains public records upon completion of the Agreement, OBE1 shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to Host, upon request from Hosts custodian of public records, in a format that is compatible with the information technology systems of Host.

B. OBE1 acknowledges that any requests to inspect or copy public records relating to this Agreement must be made directly to Host pursuant to Section 119.0701(3), Florida Statutes. If notified by Host of a public records request for records not in the possession of Host but in possession of OBE1, OBE1 shall provide such records to Host or allow the records to be inspected or copied within a reasonable time. OBE1 acknowledges that should OBE1 fail to provide the public records to Host within a reasonable time, OBE1 may be subject to penalties pursuant to Section 119.10, Florida Statutes.

C. IF OBE1 HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO OBE1S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT/CONTRACT, OBE1 MAY CONTACT THE CUSTODIAN OF PUBLIC RECORDS FOR HOST AT:

WRATHELL, HUNT AND ASSOCIATES, LLC. 2300 GLADES ROAD #410W BOCA RATON, FL 33431 TELEPHONE: (877)276-0889 EMAIL: [email protected]

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the Effective Date by their respective duly authorized representatives.

Midtown Miami CDD By_____________________ Name: Title:

OBE Power Networks 1 LLC By_____________________ Name: Alejandro Burgana Title: Director

mailto:[email protected]

EXHIBIT A

LOCATION OF DESIGNATED PARKING SPACES

2 PARKING SPACES NUMBERED AND LOCATED AT .

EXHIBIT B

STRIPING AND SIGNAGE SPECIFICATIONS

EXAMPLE OF RECOMMENDED STRIPING:

EXAMPLE OF RECOMMENDED SIGNAGE:

EXHIBIT C

DISPOSITION FEE

TOTAL EV CHARGING PROJECT VALUE OF $18,628.70, FUNDED BY OBE1 AS PER PROPOSAL #151104REV2

HOST INVESTMENT OF $0, AS PER PROPOSAL 151104REV2

End of Year Disposition Fee

1 N/A

2 N/A

3 $2,000

4 $2,000

5 $2,000

6 $0

7 $0

8 $0

9 $0

10 $0

EXHIBIT D

PROPOSAL #151104REV2

http:18,628.70


6

RESOLUTION 2019-02

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT RELATING TO THE AMENDMENT OF THE ANNUAL BUDGET FOR THE FISCAL YEAR BEGINNING OCTOBER 1, 2017, AND ENDING SEPTEMBER 30, 2018

WHEREAS, on September 25, 2017, pursuant to Resolution 2017-8, the Board of

Supervisors (hereinafter referred to as the Board) of the Midtown Miami Community

Development District (hereinafter referred to as the District), adopted a Budget for Fiscal Year

2017/2018; and

WHEREAS, the Board desires to amend the previously adopted Fiscal Year 2017/2018

budget.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT:

Section 1. The Fiscal Year 2017/2018 Budget is hereby amended in accordance with

Exhibit A attached hereto; and

Section 2. This resolution shall become effective immediately upon its adoption, and

be reflected in the monthly and Fiscal Year End September 30, 2018 Financial Statements and

Audit Report of the District.

PASSED AND ADOPTED this 11th day of December, 2018.

Secretary/Assistant Secretary Chair/Vice Chair, Board of Supervisors

EXHIBIT A

2


GENERAL FUND AMENDED BUDGET FISCAL YEAR 2018

EFFECTIVE NOVEMBER 30, 2018


AMENDED BUDGET GENERAL FUND

FISCAL YEAR 2018

REVENUES Assessments: on-roll (net of discounts) Assessments: off-roll Interest & miscellaneous

Total revenues

Actual Through

9/30/2018

310,228 $ 2,145,342

1,675 2,457,245

$

Budget

308,112 2,145,337

708 2,454,157

Budget to Actual

Variance

(2,116) $ (5)

(967) (3,088)

Proposed Amendment

Increase/ (Decrease)

2,116 $ 5

967 3,088

Amended Budget

310,228 $ 2,145,342

1,675 2,457,245

EXPENDITURES Administrative Supervisors FICA Engineering Consulting services Legal Management Assessment roll preparation Audit Postage Insurance Worker's compensation Printing and binding Legal advertising Bank charges Property taxes Assessment collection (tax collector) ADA website compliance Web hosting Annual filing fee

Total administrative Field Salaries Contracts:

Fountain Janitorial Security services Landscape Road cleaning Air conditioning Pest control Other services Waste removal

Telephone Electricity

4,800 367 50

-22,121 56,292 4,227 7,800

763 29,503 2,159

600 766 249

8 3,097

199 618 175

133,794

105,011

3,318 363,786 584,969 271,985 16,200

392 5,035

-8,137

10,718 31,734

12,000 918

12,500 7,500

60,000 56,292 4,227 8,100

600 33,000 3,900

600 1,250

960 200

2,500 -

1,500 175

206,222

95,763

4,000 407,800 679,000 285,000 17,000 4,500 3,000

720 10,000 18,000 77,000

7,200 551

12,450 7,500

37,879 --

300 (163)

3,497 1,741

-484 711 192

(597) (199) 882

-72,428

(9,248)

682 44,014 94,031 13,015

800 4,108

(2,035) 720

1,863 7,282

45,266

(7,200) (551)

(12,450) (7,500)

(35,754) --

(300) 163

(3,497) (1,741)

-(484) (711) (192) 602 199

(882) -

(70,298)

9,248

(682) (18,795) (94,031) (13,015)

(800) (4,108) 2,035 (720)

(1,863) (7,282)

(45,266)

4,800 367 50

-24,246 56,292 4,227 7,800

763 29,503 2,159

600 766 249

8 3,102

199 618 175

135,924

105,011

3,318 389,005 584,969 271,985 16,200

392 5,035

-8,137

10,718 31,734

2


AMENDED BUDGET GENERAL FUND

FISCAL YEAR 2018

Proposed Actual Budget to Amendment

Through Actual Increase/ Amended 9/30/2018 Budget Variance (Decrease) Budget

Utilities: Irrigation 88,442 42,500 (45,942) 83,742 126,242

Rentals: general 7,280 10,000 2,720 (2,720) 7,280 Repairs & maintenance:

General 86,523 90,000 3,477 (3,477) 86,523 Air conditioning 3,730 4,000 270 (270) 3,730 Buildings 6,494 25,000 18,506 (18,506) 6,494 Electrical 66,303 80,000 13,697 (13,697) 66,303 Grounds 56,212 60,000 3,788 (3,788) 56,212 Irrigation 15,695 20,000 4,305 (4,305) 15,695 Plant replacement 76,173 80,000 3,827 (3,827) 76,173 Signage - 2,000 2,000 (2,000) -

Printing and binding - 600 600 (600) -Holiday decorations 69,348 80,000 10,652 (10,652) 69,348 Radio 305 2,000 1,695 (1,695) 305 Licenses & permits - 750 750 (750) -Security 24,816 25,000 184 (27) 24,973 Office & operating supplies 18,274 18,000 (274) 274 18,274 Office equipment 684 2,000 1,316 (1,316) 684 Capital projects 40,107 50,000 9,893 (9,893) 40,107 Midtown community park 18,031 - (18,031) 18,031 18,031 Hurricane expense 172,585 - (172,585) 172,585 172,585 Contingencies 35,996 50,000 14,004 198,468 248,468

Total field operations 2,188,283 2,243,633 55,350 220,298 2,463,931 Total expenditures 2,322,077 2,449,855 127,778 150,000 2,599,855

Excess/(deficiency) of revenues over/(under) expenditures 135,168 4,302 (130,866) (146,912) (142,610)

Fund balances - beginning 1,514,837 1,294,219 (220,618) 220,618 1,514,837 Assigned

3 months working capital 612,464 612,464 612,464 612,464 612,464 Disaster recovery 150,000 150,000 150,000 150,000 150,000

Unassigned 887,541 536,057 (351,484) 351,484 887,541 Fund balance - ending $1,650,005 $1,298,521 $(351,484) 73,706 $ $1,372,227

3


7


8

5

10

15

20

25

30

35

DRAFT

1 MINUTES OF MEETING 2 MIDTOWN MIAMI 3 COMMUNITY DEVELOPMENT DISTRICT 4

The Midtown Miami Community Development Districts Board of Supervisors held a

6 Regular Meeting on Tuesday, October 9, 2018 at 3:00 p.m., at the offices of the CDD, Shops at

7 Midtown Miami, 3401 N. Miami Avenue, 2nd floor parking garage, Suite 132, Miami, Florida

8 33127.

9 Present and constituting a quorum were:

11 Jon Samuel Chair 12 Alex Miranda (via telephone) Vice Chair 13 Joseph Padula Assistant Secretary 14 Michelle Jorge Assistant Secretary

16 Also present were: 17 18 Cindy Cerbone District Manager 19 Ginger Wald District Counsel

Deborah Samuel Operations Manager 21 Jose Fonseca Bell Landscape Architecture, Inc. 22 Christopher Garcia Bell Landscape Architecture, Inc. 23 24

FIRST ORDER OF BUSINESS Call to Order/Roll Call 26 27 Ms. Cerbone called the meeting to order at 3:05 p.m. Supervisors Samuel, Padula and

28 Jorge were present, in person. Supervisor Miranda was attending via telephone. Supervisor

29 Masarin was not present.

31 SECOND ORDER OF BUSINESS Public Comments 32 33 There being no public comments, the next item followed.

34

THIRD ORDER OF BUSINESS Presentation: Status of Proposed 36 Dog/Child Park by Bell Landscape 37 Architecture, Inc. (Bell-la) and Proposed 38 Budget 39

MIDTOWN MIAMI DRAFT October 9, 2018

40 Mr. Jose Fonseca, of Bell Landscape Architecture, Inc. (Bell-la), introduced himself and his

41 colleague, Mr. Christopher Garcia. He distributed and reviewed plans for the Midtown Miami

42 Community Park, noting the following:

43 The Dog Park would be separate from the Child Park.

44 Existing live oak trees would be kept but the understory plants and shrubs would be

45 replaced.

46 Existing paved walkway on the exterior of the lot would be kept but the pathways and

47 grassy areas, on the other side, would be demolished and replaced with faux sod to keep a clean

48 appearance throughout the Dog and Child Park areas.

49 There would be shade trees scattered.

50 Dog Park would have different levels and berms to give it terracing and height to be seen

51 from the street.

52 Child Park would have about six pieces of playground equipment for children ranging in

53 age from two to five year olds and five to 12 year olds.

54 For security and safety, the entire area would be enclosed by a fence.

55 The construction documents are fully completed, with the exception of engineering

56 drawings from the playground equipment vendor hired.

57 Ms. Samuel stated that everything related to permitting is included in the proposal,

58 except for the playground equipment; because there is a lot of extra engineering, the

59 playground equipment vendor prepares its plans, which are then added to Bells plans. Mr.

60 Fonseca stated that the permit application for his part could be submitted now, without the

61 playground equipment vendors drawings. Bell-la was prepared to proceed immediately.

62 Photos of the playground and Dog Park equipment were presented.

63 Estimated cost to complete entire project is $572,000; the project could also be

64 completed in phases, beginning with the Dog Park.

65 Ms. Samuel stated that, given the timing to obtain permits and complete the work, the

66 project could span two fiscal year budgets. Ms. Cerbone stated that $200,000 was budgeted in

67 the Fiscal Year 2019 budget for this project.

68 Mr. Fonseca noted that completing the project in phases could be done but it could be

69 more complicated and increase the costs.

2


70 Discussion ensued regarding how a faux sod in a dog park would be kept clean. Mr.

71 Fonseca stated that there is irrigation for trees and the faux sod could be hosed off. Ms. Wald

72 wanted confirmation that the City of Miami would allow faux sod.

73 Ms. Wald noted that, given the estimated cost, this project must be bid out through the

74 formal bidding process; therefore, the bid package could request a bid for the entire project and

75 bids for completing the project in phases. Ms. Wald explained the bid process, separating work

76 by types and having contracts for each type of work, such as demolition, construction,

77 landscaping, etc., and the District purchasing the equipment directly, since the District does not

78 pay sales tax. Discussion ensued regarding whether the City would allow the project to be done

79 with owner/builder oversight, instead of requiring a General Contractor for the entire project.

80 Ms. Wald stated that, without a doubt, the District should purchase the equipment directly.

81 After meeting with DDR for comments, Ms. Samuel would meet with the City regarding

82 the project.

83 This item would remain on future agendas as an Update item.

84

85 FOURTH ORDER OF BUSINESS Approval of Unaudited Financial 86 Statements as of August 31, 2018 87 88 Ms. Cerbone presented the Unaudited Financial Statements as of August 31, 2018.

89 Discussion ensued regarding the increased credit card fees related to credit card use at the

90 parking garage payments.

91

92 On MOTION by Mr. Padula and seconded by Ms. Jorge, with all in favor, the 93 Unaudited Financial Statements as of August 31, 2018, were approved.

94 95 96 FIFTH ORDER OF BUSINESS Approval of September 13, 2018 Public 97 Hearings and Regular Meeting Minutes 98 99 Ms. Cerbone presented the September 13, 2018 Public Hearings and Regular Meeting

100 Minutes and asked for any additions, deletions or corrections.

101

102 On MOTION by Mr. Padula and seconded by Ms. Jorge, with all in favor, the 103 September 13, 2018 Public Hearings and Regular Meeting Minutes, as 104 presented, were approved.

3


105 SIXTH ORDER OF BUSINESS Staff Reports 106 107 A. Operations Manager: Deborah Samuel

108 i. Monthly Report

109 Ms. Samuel reported the following:

110 Benches: Deteriorating wood on 14 benches was replaced with TREX polywood.

111 Miami Christmas Lights: The lights were installed on schedule and would be turned on

112 November 1 and be lit through January 15.

113 Sprinkler System: Sprinkler system is old, outdated and costs a lot for water use and

114 repairs. Sprinkler systems are being evaluated and proposals obtained. The plan is to install a

115 new system, in phases, which will enable management of the system remotely, with a

116 computer.

117 High Traffic Areas and Planters: The property is power washed but was not very

118 effective so muriatic acid cleaning was implemented for these areas. The results were

119 extremely good.

120 Fiscal Year 2019 Capital Projects: Paint South Block Garage exterior faade and North

121 Block Garage 2nd floor walls and ceiling, repair and replace North Block 3rd and 4th floor balcony

122 re-bar and Midtown Community Park.

123 Elevator Ceilings: Ceilings would be replaced.

124 Infrastructure Punch List Items: Separate Punch Lists of items that need to be addressed

125 are being maintained for Midtown 3, Midtown 8, Midtown 6 and Miscellaneous.

126 ii. Parking Information

127 Executive Summary

128 Transient Parking Year Over Year Comparison

129 Revenue By Lane Report

130 These items were provided for informational purposes.

131 iii. Update: Enterprise Fund Major Projects

132 This item was not addressed.

133 B. District Counsel: Billing, Cochran, Lyles, Mauro & Ramsey, P.A.

134 Ms. Wald stated that she recently visited Midtown Miami and parked in one of the

135 garages. When she returned to her vehicle, her battery was dead so she notified the parking

136 office and kept them informed, as it was taking a long time for assistance to arrive. She

4


137 commended the parking garage office and garage staff as, throughout the ordeal, everyone was

138 very professional, helpful and understanding.

139 C. District Engineer: Alvarez Engineers, Inc.

140 There being no report, the next item followed.

141 D. District Manager: Wrathell, Hunt and Associates, LLC

142 i. NEXT MEETING DATE: November 13, 2018 at 3:00 P.M.

143 The next meeting will be held on November 13, 2018 at 3:00 p.m.

144 Ms. Cerbone stated that the Federal Emergency Management Agency (FEMA) has

145 obligated funds to the District, which means the District passed the first part of the

146 reimbursement process but it still might be a few months before payment is received. The next

147 step is for her to sign off on a contract and provide additional copies of invoices.

148 Regarding the opportunity for additional insurance, Mr. Wrathell asked her to relay that

149 there is no option with the deductible. At the last meeting, the Board decided against breaking

150 out the lighting structures, flower containers, etc. Ms. Wald noted that, once the Dog Park is

151 completed, it must be thought about too, with regard to insurance. The Board agreed to

152 discuss insurance again, once the Dog Park is completed.

153

154 SEVENTH ORDER OF BUSINESS Audience Comments/Supervisors 155 Requests 156 157 There being no audience comments or Supervisors requests, the next item followed.

158

159 EIGHTH ORDER OF BUSINESS Adjournment 160 161 It was noted that the December meeting will be Mr. Padulas last meeting, as a

162 Supervisor.

163 There being no further business to discuss, the meeting adjourned.

164

165 On MOTION by Mr. Padula and seconded by Ms. Jorge, with all in favor, the 166 meeting adjourned at 3:48 p.m.

5


167 168 169 170 171 172 173 174 ____________________________ ____________________________ 175 Secretary/Assistant Secretary Chair/Vice Chair

6


9Ai

Midtown Miami Community 3401 N. Miami Avenue, Suite 132 Development District Miami, Florida 33127

305-573-3371

Managers Report December 11, 2018

Wayfnding As part of our branding and design standard program, we have installed additional wayfinding to the high traffic areas. The wayfinding will have a map of the property along with listing all of the names of all of the retailers, We selected Target first level, Target 2md level, and Home goods First level SEE EXHIBIT A

Miami Christmas The holiday lights have been installed. They were tuned on November 1. We have Lights received a lot of good feedback. The service team has been very professional. We

have had minimal outages, DDR has also retained them and a has added additional lighting, everything has come together and looks great! SEE EXHIBIT B

Update Sprinkler We are working with Girard to update and modernize our sprinkler stem to become System more efficient with water use and give us better controls to manage more efficiently

We have completed the first phase of the upgrade.

Hydro point installation allows flow monitoring across multiple controller. Accurate information and cloud management Hunter cost efficient monitor flows. Limited information across multiple controllers

High Traffc Areas and Planters In the high traffic or areas that are prone to stain/ dirt areas such as the Target

entrance, Mid block breezeway and planters. We started a program after hours with the proper protocols with a subcontractor that uses muriatic acid, the results are very good, we are very happy with the results. We decided to add a sealer to the high traffic areas to protect for dirt and debris. We should be completed by December 1

Capital Improvements

Status

Capital Projects 2018-2019

Below please see the capital projects for the new fiscal tear. We will keep you updated with the progress

Exterior Facade Painting SB Garage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $60,000 Prepare, paint and caulk Facade South Block garage. We are getting pricing and preparing to start after the holidays NB Garage Interior 2nd floor walls , ceiling . . . . . . . . . . . . . . . . . . . $150,000.00 Prepare, paint and caulk 2nd floor North Block. We are getting pricing and preparing to start after the holidays. We are planning to do in several phases

NB Balcony repair (Tube Light brackets)$30,000v Repair , replace re-bar 3rd/4th floor balconies . . . . . . $30,000.00. In progress will be finished by December 31

Midtown Community park . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .TBD

MPA The MPA eliminated a block of parking spaces for a citywide event in front of Midtown 4 The retailers and residents were not happy. Typically the city works with us with coordination of events, however because it was an MPA sponsored event. it did not go through standard channels We contacted them a they agreed to move the event to a location that was less traffic.

Midtown Miami Community Park

We have finished plans ready to be submitted to the city. After in out from DDR Board member Padula we feel the best course of action would to design the park in phases. Phase 1 would consist of a children park and a dog friendly open space. This approach would help us meet budget demands along with giving us the ability to enclose the green space at a future date and install the dog park equipment.. We will keep you posted with the process

Infrastructure Punch List

Midtown 3- The building is complete . We have created an going Punch list and are working to make sure the punch list is completed prior to CO. SEE EXHIBIT C

Midtown 8-Construction is in process we have created an on going Punch list to document damages and notify owners We are currently working on them with the tree remediation. We have had increased with keeping Midtown Blvd clean from debris however we met with them and it has been resolved SEE EXHIBIT D

MISC punch List- We started a MISC punch list to address the Utility and after infrastructure work SEE EXHIBIT E

Midtown 6- Construction is in process we have created on going Punch list to document damages and notify owners. The damages that can be life safety issues are addressed others are deferred to the end of the job We are also currently investing a great deal of time managing traffic debris and MOT plans. SEE EXHIBIT F

EXHIBIT A Christmas Lights

EXHIBIT B Wayfnding

EXHIBIT C- Midtown 3 Punch-list

Last Updated: (2018/11/20)

Walkthrough with Liam M.

1. Corner of NE 35th Street & E. Coast Ave - Gumbo Limbo Tree Has removed by Girard in agreement with Moss Will to be replaced before CO of building.

2. Midtown 2 & East Coast Ave. - Damaged BollardsResent email 4/11/2017; 5/16/2017

3. NE 34th Street damaged Light fixture (Hess Parma PM350 (Pole Mounted Luminaire)Will to be replaced before CO of building.2018/02/28 Installed but NOT working.

4. East Coast Ave - Damaged Benjamin Ficus plants, must supply warranty using own vendorLiam mentioned that min 6 feet height Ficus will be installed Monday 1/29/2018.3/22/2018 still not installed.Moss could NOT find 6 high Benjamin Ficus because of Hurricane Irma. They installed the size they could get.

5. Lot 1 South east corner Replace Grass patch Will be to be replaced before CO of building.

6. Lot 7 - East Coast Ave & NE 30th Street corner - Will to be done before CO of building:

o removing concrete

o Installing grass (CDD will connect irrigation again); currently being worked on 10/22/2018

7. NE 34th street - Parking lane close to Midtown Blvd - Restore Concrete Curb Will be to be replaced be-fore CO of building.

8. Cleaning street drains Will to be replaced before CO of building.

a. NE 34th Street See image 20170303_1430 & 20170606_1119 & 20170616_1054

b. East Coast Ave - (in their MOT Plan)

c. Midtown Blvd - (in front of their building)

d. NE 34th Street South side (by East Coast Ave) (05/12/2017)

9. NE 34th Street Grass in Median dented by Concrete pump truck outrigger padLevel & install new grass

10. NE 34th Street Damaged landscaping light by delivery truck. (3/21/2017)(Stephen) Will get fixed by Subcontractor.

11. NE 34th Street Damaged landscaping light in South West planter. (5/02/2017)

12. NE 34th street and East Coast Ave Re-patch the whole street & parking lane with Asphalt.20180917 - Contacting PW; Damages, debris, etc... from construction is visible. (20180831_103849)20181015 Requested to clean the street in order to properly survey the damages

13. East Coast Ave (North) - Irrigation pipe break and water leak Saturday 2017/06/10 where they installed the 3 concrete boxes

14. East Coast Ave (North) - Irrigation pipe break and water leak Thursday 2017/06/22 north of last leak

15. East Coast Ave - Clean out drain from debris on East Cost Ave. (Image: 20170622_151603)

16. East Coast Ave- Fix damaged drain. (point 15) (Image: 20170710_122927)

17. East Coast Ave - Empty out drain pipes full of construction debris and trash (Images: 20170725)

18. NE 35th Street - Empty out drain (south of Lot 1 and North of Midtown 2) Email: 20170831

EXHIBIT C- Midtown 3 Punch-list

19. NE 34th Street (southwest corner of property) - Did not provide sidewalk mockup area Poured con-crete sidewalk; Color & Texture has not been approved (no match to Nonstandard Improvements) & no sidewalk line up. Meeting with Javier C (Related) on Thu 3/1/2018

20. Midtown Blvd. West side damaged planters; currently being worked on 10/22/2018

21. Midtown Blvd & NE 34th Street. South West side damaged planter; discussed with Hector.

22. Midtown Blvd & Chase. Damaged bollard. (Image:20171027_112625) - Received check 201809/13

23. NE 34th Street. Installed trees in newly poured planters are not Mahogany trees.

24. NE 34th Street. 6 newly installed Mahogany Trees might not survive20180122 Beau (Girard); Still waiting to see if trees survive. 20180228 Todd (Girard); Requested an update20180319 Todd (Girard); Update; 2 Live Oak trees have died and 1 we still need to check in 1 or 2 weeks.

25. East Coast Ave (North) Street Light electrical conduit has been damaged. (Image: 20171219_103824)Did NOT see this fixed BEFORE landscaping, etc.. (Image: 20180122_103428)

26. East Coast Ave (North) Irrigation cables and lines on East coast Ave. on the north side of the ROW. (Image: 20171228_151657)

27. East Coast Ave (South of Driveway) in ROW 3 access lids are dented. (Image: 20180122_103422)

28. East Coast Ave (South of Driveway) in ROW new concrete pour close to drain is a trip hazard.(Image: 20180122_103856) ; currently being worked on 10/22/2018

29. East Coast Ave (South of Driveway) in ROW missing concrete pour. (Image: 20180122_103947)

30. East Coast Ave on the west side (South of Driveway) Curb damaged close to light post. (2 areas)

31. East Coast Ave on the east side construction debris between Benjamin Ficus. (Concrete, etc..) (Image: 20180122_104054)

32. NE 34th street and East Coast Ave corner exterior of planter is damaged & full of concrete.(Image: 20180122_104257) ; currently being worked on 10/22/2018

o 11/06/2018 Clean inside of planter

o 11/06/2018 Plant Green Island Ficus

33. NE 34th street and East Coast Ave corner In plater; 2x landscaping lights missing. (Image: 20180122_104257)Same planter as point 32.

o 11/06/2018 white LED lights have been installed, there are no white lights within the District!

34. NE 34th street the newly ROW poured concrete has no pattern, rock salt, etc...

35. NE 34th street Site light fixture (Pollux) is missing the pedestal. (Image: 20180122_104935)

36. NE 34th street Site light fixture (Pollux) is not installed horizontal (straight).

37. Midtown Blvd. South East side; curb etc. needs cleaning.

38. NE 35th Street (Lot 1) Replace lid of damaged box.CDD took care of the lid.

39. Midtown Blvd. Concrete ROW damaged close to Chase (Image: 20180123_103833)

40. East Coast Ave on the west side sidewalk Newly poured sidewalk is cracked and is a trip hazard. (Im-age: 20180228_115338) DONE 4/20/2018

EXHIBIT C Midtown 3 Punch-list

41. East Coast Ave on the west side see point 27. trip hazard. (Image: 20180228_115458)

42. NE 34th street and East Coast Ave close to corner; Fire hydrant has a plumbing pipe connected to it that is not in use and needs to be removed. (Image: 20180228_120307)

43. Midtown Blvd. Between Chase and Hyde; concrete on side walk creates a trip hazard. (Image: 20180220_151414) Discussed with Javier Duarte. Fixed by Brian Mattson.

44. NE 34th Street (Close to East Coast Ave) Pressure Cleaning the Red paint on the side walk; presumably done by 811 (Call before you dig)We are OK to remove it, the CDD will take care of it.

45. NE 34th Street & East Coast Ave corner Missing 2 bollards (Guard Post) (Emailed 09/18/2018 14:02 an old survey)

46. NE 34th Street (Close to East Coast Ave) Wrong light fixture has been installed. There are no while light fixtures with in the District. (Image: 20180928_121517); Currently being worked on 11/20/2018

47. East Coast Ave on the west side Damaged landscaping; north and south side of drive way.

48. East Coast Ave on the west side Damaged concrete from demo of dog park.

49. East Coast Ave on the west side Damaged main irrigation pipe. Fixed the same day. (20180919_143621)

50. NE 34th Street (close to lobby entrance) Hess PARMA light fixture on ROW is retaining water. (Image 20180831_103746)

51. East Coast Ave on the West side new damaged concrete from demo north of the dog park and south of the drive way. (Image 20181023_125454) Will need the sidewalk cleaner in order to see the damages.

52. East Coast Ave on the West side 11/06/2018 the whole west side needs to be cleaned and in several areas new Green Island Ficus needs to be planted.

Pending Items

EXHIBIT D- Midtown 8 Punch-list

Midtown 8 Damages Please note: Pending points below need to be addressed before Districts approval of TCO/CO.

(last updated: 2018/11/20)

1. Lot 8 north side & NE 30th Street - south side - Damaged irrigation pipes Fix irrigation pipes / zones

2. Lot 8 north side & NE 30th Street - east side Backflow has been removed, needs to be reconnected.

3. Lot 7 south side by east driveway (NE 30th Street); replace damaged grass. (05/30/2017) See point 4.

4. Lot 7 south side opposite Midtown 8 west driveway; fix damaged planter (06/26/2017) Damaged by a dumpster delivery! (NOT done by M8)

5. Lot 7 east driveway - Adding to point 2: Delivery truck destroyed the grass. (2017/06/28) Grass has been replaced by Rock. Irrigation has been capped OFF. Area will be restored (Grass & Irrigation) upon building completion.

6. Lot 8 northeast side entrance - Adding to point 1: has been approved and irrigation also here is damaged.

7. Lot 8 Northeast corner - 2 Gumbo Limbo trees have been unapproved removed; #60 & #61. Girard will send bill. (2017/09/05) 20180115 received estimate. AEW38490 & Warranty Letter.

8. Lot 8 North west corner Faro light fixture is not working.

9. Lot 8 North side center - Faro light fixture is not working.

10. East Coast Ave. Trash between the Benjamin Ficus shrubs.

11. Lot 7 east driveway West of that damaged sidewalk. (Mastec: 20180717_095944)

12. Lot 8 Entrance - MASTEC

a. Street Lights conduit damaged and also the 3 electrical cables cut. (Image20180720_141450)

b. Drain pipe leaking into earth (Image: 20180720_142053)

13. Lot 8 North side Catch basins; Need to replace center and west side French drains. (Image: 20180823_123625 & 20180823_123651)

14. Lot 8 North West side sidewalk & Planter; damaged concrete and planter. (Image 20180827_114330 & 20180827_114337)

15. Lot 8 Northeast corner Water (Irrigation) pipe has been damaged under construction catch basin. (Image 20181024_103102_IMG_0731)

Notes:

NE 30th Street - Removed Light pole (Hess FARO Star Track)

Tree mitigation Plan (15 to remove & 3 to relocate)

Backflow preventer will be replaced. Location still unknown.

EXHIBIT E- Misc Punch-list

Miscellaneous Damages in the District

1. NE 29th Street - All Aboard Florida: 03/07/2017

o The irrigation system is NOT installed.

o The electricity to the landscaping lights is NO longer working

o One landscaping pedestal has been removed.

o The landscaping light pedestals are no longer centered within the median!

o The Royal Palms are no longer centered within the median!

o There is on the east side an unfinished cable (for a pole?) sticking out of the ground.

2. Midtown Blvd. (from NE 29th Street till North of Midtown 5) - Comcast: 06/19/2017Comcast Contracted CWSI Florida; CWSI Florida contracted Perfect Underground Construction to do the directional boring.Perfect Underground Construction damaged;

o Main Irrigation line 06/22/2017; that got fixed on 06/23/2017.

o Dumping concrete on Lot 7 06/20/2017; removed on 07/11/2017

o Several landscaping lights 07/11/2017; fixed on 07/26/2017

o Several areas on the Midtown Blvd. sidewalk between NE 30th STR and NE 33rd STR have compacted with cold asphalt as they are not done yet.

o Damaged electrical cable under the sidewalk between Midtown 4 and Midtown 5.

o Payment of Electrician who did the Emergency Repair.

o Several areas on the Midtown Blvd. sidewalk between NE 29th STR and NE 30th STR have compacted with cold asphalt as they are not done yet.

o Damaged electrical cable under the sidewalk between Midtown 6 and Midtown 7. (20180130)

o Midtown Blvd. between Midtown 5 & Midtown 4; Newly poured area is a trip Hazard and needs to be cor-rected & Re-poured. (done 2018/10/22)

o Midtown Blvd. between Midtown 5 & Midtown 4; Rock salt has been left in planter. 20180423_112826

o Midtown Blvd. between Midtown 8 & Midtown 6; several trip hazards need to be grinded down. (5/21/18 still needed)

o Several areas on the Midtown Blvd. sidewalk between NE 29th Street and NE 30th Street have to be redone.

3. N. Miami Ave. DMSI

o Irrigation on North Miami Ave.; Several areas on the Median.11/30/2017 irrigation cables have been cut, system is working now (temporary) on batteries, waiting for parts.Several areas are fixed (Subway) but not completely done (Mattress firm)

o Irrigation on North Miami Ave. & NE 29th Street; 1/16/2018 Broke; Mainline, Zone line wires, Sleeve

o Irrigation & Irrigation cables on North Miami Ave. center median; 8/21/2018

EXHIBIT E Misc Punch-list

4. N. Miami Ave. - 15 street lights are not working since hurricane Irma came by on 09/09/2017.10/03/2017, 10/19/2017, 11/30/2017, 12/29/2017, 01/11/2018, 01/18/2018 lights are still out.

5. Midtown 4 Cooling Tower Replacement Project 11/10/2017

o Need to replace 2 bollards (Not Done 10/22/2018)

o Need to RE-install parking sign DONE 4/20/2018.

o Need to replace damaged concrete Quote approved by Nathalie Will Start middle Jan 2018 4/20/18 subcontractor has NOT been paid yet! Paid 4/24/2018

o Need to replace damaged landscaping; Sod, Irrigation parts, etc. Quote approved by Nathalie Will start 1/8/2018. 4/20/18 subcontractor has NOT been paid yet! Paid 4/25/2018

6. N. Miami Ave. Mastec

Asphalt repairs On N. Miami Ave itself.

Concrete side walk repairs By the newly installed man hole.

Parking Lane repair

Removal of old asphalt in parking lane.

7. Midtown Blvd. & NE 29th Street Mastec

o Side Walk - Concrete repairs needed.

NE 29th street west side of Midtown Blvd.

Midtown Blvd; west side south of Walmart driveway

EXHIBIT F - Midtown 6 Damage List

Midtown 6 Moriarty

First walk through 10/25/2017 with Kara.

Unfinished Points Moriarty:

1. Paying BrightView irrigation capping invoice 197329 $241.18 4/4/2018

2. East Coast Ave & NE 32nd Street: Bollard missing top (Image:20180629_132141)

3. East Coast on North side entrance: Sidewalk & curb and planter (Images: 20180823_123907 & 20180823_123843, etc...)

4. East Coast Ave & NE 35th Street: Bollards damaged by rebar delivery vendor: Executive Transport. (Imag-es: 20180911_093635 -> 20180911_094054)

5.

Pending Items


9Aii

Lanier Parking Solution

3401 N Miami Ave Ste 134

Miami, Fl. 33127

Monthly Parking Report- November 2018

Executive Summary

North Garage South Garage Mid Block Garage

Oct-18 Nov-18 Oct-18 Nov-18 Oct-18 Nov-18

Garage Retail and Office 584 598 246 227 0 0

2 Midtown Residents 40 36 12 12 0 0

2 Midtown Retail 10 8 0 0 0 0

3 Midtown- Hyde Resident 1 1 3 5 0 0

4 Midtown Resident 8 7 59 60 0 0

4 Midtown Retail 0 0 3 3 0 0

5 Midtown Residents 0 0 70 69 0 0

Midblock Residents 0 0 15 14 0 0

Midblock East Offices 3 3 49 49 34 34

Midblock East Retail 13 13 24 23 0 0

Midblock West Retail 17 17 16 15 0 0

Secondary Vehicles 58 59 48 45 1 1

Complimentary 133 133 0 0 355 359

867 875 545 522 390 394

Notes

Secondary vehciles are necessary due to the AVI but are accounted for as complimentary.

Lanier Parking Solution

3401 N Miami Ave Ste 134

Miami, Fl. 33127

Transient Parking North Block South Block

Year-over-Year Comparison

Revenue Tickets Revenue Tickets

2018 2017 2018 2017 2018 2017 2018 2017 2018 2017

Wednesday 11/1/2017

11/1/2018 Thursday

$6,697.00 2282 $881.00 225

$7,636.75 $6,702.00 -12.24% 2514 2281 -9.27% $1,021.00 $ 976.00 -4.41% 249 226 -9.24%

$8,176.85 $7,648.00 -6.47% 2738 2721 -0.62% $1,260.00 $ 998.00 -20.79% 319 236 -26.02%

$12,046.00 $10,679.00 -11.35% 3857 3606 -6.51% $1,669.00 $ 1,543.00 -7.55% 404 382 -5.45%

$9,797.00 $9,475.00 -3.29% 3126 3065 -1.95% $1,712.00 $ 1,340.00 -21.73% 355 348 -1.97%

$5,757.60 $6,119.00 6.28% 2076 2131 2.65% $602.00 $ 442.00 -26.58% 175 131 -25.14%

$6,249.00 $6,618.00 5.90% 2173 2243 3.22% $960.00 $ 635.00 -33.85% 241 179 -25.73%

$6,447.00 $6,176.00 -4.20% 2251 2232 -0.84% $975.00 $ 792.00 -18.77% 303 199 -34.32%

$7,184.94 $6,622.00 -7.83% 2437 2312 -5.13% $1,136.00 $ 718.00 -36.80% 292 196 -32.88%

$9,486.00 $7,854.00 -17.20% 3026 2688 -11.17% $1,388.00 $ 939.00 -32.35% 332 268 -19.28%

$11,202.00 $10,822.00 -3.39% 3674 3577 -2.64% $1,750.00 $ 1,068.00 -38.97% 415 269 -35.18%

$10,124.00 $9,541.00 -5.76% 3257 3121 -4.18% $1,575.00 $ 1,326.00 -15.81% 355 286 -19.44%

$6,288.00 $7,233.00 15.03% 2120 2441 15.14% $710.00 $ 680.00 -4.23% 165 166 0.61%

$6,634.00 $6,358.50 -4.15% 2289 2264 -1.09% $793.00 $ 622.00 -21.56% 190 167 -12.11%

$7,418.00 $7,381.00 -0.50% 2496 2500 0.16% $1,036.00 $ 887.00 -14.38% 271 219 -19.19%

$7,327.00 $8,216.95 12.15% 2576 2566 -0.39% $1,024.00 $ 797.00 -22.17% 259 215 -16.99%

$8,379.00 $8,937.00 6.66% 2728 2962 8.58% $1,095.00 $ 977.00 -10.78% 211 289 36.97%

$11,733.60 $13,422.00 14.39% 3710 4062 9.49% $1,218.00 $ 1,343.00 10.26% 324 313 -3.40%

$10,219.75 $11,553.00 13.05% 3323 3690 11.04% $1,741.00 $ 1,554.00 -10.74% 367 320 -12.81%

$7,687.00 $7,329.00 -4.66% 2593 2573 -0.77% $685.00 $ 659.00 -3.80% 223 164 -26.46%

$8,216.00 $8,759.75 6.62% 2796 3022 8.08% $926.00 $ 810.00 -12.53% 265 224 -15.47%

$10,236.00 $10,835.75 5.86% 3598 3758 4.45% $1,074.00 $ 739.00 -31.19% 293 201 -31.40%

$1,742.00 $2,098.00 20.44% 723 881 21.85% $312.00 $ 148.00 -52.56% 42 22 -47.62%

$10,657.00 $11,090.00 4.06% 3525 3611 2.44% $757.00 $ 584.00 -22.85% 204 164 -19.61%

$11,209.00 $11,026.00 -1.63% 3630 3502 -3.53% $1,179.00 $ 858.00 -27.23% 295 185 -37.29%

$9,605.00 $10,777.00 12.20% 3096 3359 8.49% $1,182.00 $ 1,264.00 6.94% 257 224 -12.84%

$6,901.00 $7,017.00 1.68% 2429 2403 -1.07% $492.00 $ 569.00 15.65% 128 167 30.47%

$7,360.00 $8,188.40 11.26% 2551 2732 7.10% $722.00 $ 766.00 6.09% 178 207 16.29%

$7,545.00 $8,277.00 9.70% 2505 2798 11.70% $802.00 $ 677.00 -15.59% 210 183 -12.86%

$7,781.00 $8,135.00 4.55% 2693 2718 0.93% $824.00 $ 771.00 -6.43% 197 203 3.05%

$8,524.00 2961 $ 722.00 229

$247,742.49 $253,414.35 2% 82792 84780 2.40% $31,501.00 $26,204.00 -17% 7744 6582 -15.01%

Thursday 11/2/2017

11/2/2018 Friday Friday 11/3/2017

11/3/2018 Saturday Saturday 11/4/2017

11/4/2018 Sunday Sunday 11/5/2017

11/5/2018 Monday Monday 11/6/2017

11/6/2018 Tuesday Tuesday 11/7/2017

11/7/2018 Wednesday Wednesday 11/8/2017

11/8/2018 Thursday Thursday 11/9/2017

11/9/2018 Friday Friday 11/10/2017


11/11/2018 Sunday Sunday 11/12/2017

11/12/2018 Monday Monday 11/13/2017

11/13/2018 Tuesday Tuesday 11/14/2017



11/16/2018 Friday Friday 11/17/2017


11/18/2018 Sunday Sunday 11/19/2017

11/19/2018 Monday Monday 11/20/2017

11/20/2018 Tuesday Tuesday 11/21/2017



11/23/2018 Friday Friday 11/24/2017


11/25/2018 Sunday Sunday 11/26/2017

11/26/2018 Monday Monday 11/27/2017

11/27/2018 Tuesday Tuesday 11/28/2017



11/30/2018 Friday

http:26,204.00http:31,501.00http:253,414.35http:247,742.49http:8,524.00http:8,135.00http:7,781.00http:8,277.00http:7,545.00http:8,188.40http:7,360.00http:7,017.00http:6,901.00http:1,264.00http:1,182.00http:10,777.00http:9,605.00http:1,179.00http:11,026.00http:11,209.00http:11,090.00http:10,657.00http:2,098.00http:1,742.00http:1,074.00http:10,835.75http:10,236.00http:8,759.75http:8,216.00http:7,329.00http:7,687.00http:1,554.00http:1,741.00http:11,553.00http:10,219.75http:1,343.00http:1,218.00http:13,422.00http:11,733.60http:1,095.00http:8,937.00http:8,379.00http:1,024.00http:8,216.95http:7,327.00http:1,036.00http:7,381.00http:7,418.00http:6,358.50http:6,634.00http:7,233.00http:6,288.00http:1,326.00http:1,575.00http:9,541.00http:10,124.00http:1,068.00http:1,750.00http:10,822.00http:11,202.00http:1,388.00http:7,854.00http:9,486.00http:1,136.00http:6,622.00http:7,184.94http:6,176.00http:6,447.00http:6,618.00http:6,249.00http:6,119.00http:5,757.60http:1,340.00http:1,712.00http:9,475.00http:9,797.00http:1,543.00http:1,669.00http:10,679.00http:12,046.00http:1,260.00http:7,648.00http:8,176.85http:1,021.00http:6,702.00http:7,636.75http:6,697.00


9D

MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT NOTICE OF FISCAL YEAR 2019 MEETINGS

The Board of Supervisors (Board) of the Midtown Miami Community Development District (District) will hold Regular Meetings for Fiscal Year 2019 at 3:00 p.m., at the offices of the CDD, Shops at Midtown Miami, 3401 N. Miami Avenue, 2nd floor parking garage, Suite 132, Miami, Florida 33127, on the second Tuesday of each month as follows: October 9, 2018 November 13, 2018 December 11, 2018 January 8, 2019 February 12, 2019 March 12, 2019 April 9, 2019 May 14, 2019 June 11, 2019 July 9, 2019 August 13, 2019 September 10, 2019

The purpose of these meetings is for the Board to consider any business which may properly come before it. The meetings are open to the public and will be conducted in accordance with the provision of Florida Law for Community Development Districts. The meetings may be continued to a date, time, and place to be specified on the record at the meeting. A copy of the agenda for these meetings may be obtained from Wrathell, Hunt & Associates, LLC, 2300 Glades Road, Suite 410W, Boca Raton, Florida 33431 or by calling (561) 571-0010. There may be occasions when one or more Supervisors or staff will participate by telephone. Pursuant to provisions of the Americans with Disabilities Act, any person requiring special accommodations at this meeting because of a disability or physical impairment should contact the District Office at (561) 571-0010 at least 48 hours prior to the meeting. If you are hearing or speech impaired, please contact the Florida Relay Service by dialing 7-1-1, or 1-800-955-8771 (TTY) / 1-800-955-8770 (Voice), for aid in contacting the District Office. A person who decides to appeal any decision made at the meeting with respect to any matter considered at the meeting is advised that person will need a record of the proceedings and that accordingly, the person may need to ensure that a verbatim record of the proceedings is made, including the testimony and evidence upon which such appeal is to be based. District Manager Midtown Miami Community Development District

MMCDD - AMENDED Budget FY 2018 2018-11-30 v01.pdfCOVERGF 001

DEC 2018.pdf_Hlk525042128_GoBack_GoBack_Hlk519874375_Hlk512435837_Hlk512330458_Hlk488746885OLE_LINK4OLE_LINK5OLE_LINK1OLE_LINK2OLE_LINK3_GoBackOLE_LINK7OLE_LINK6

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