UNITED STATES DISTRICT COURT MIDDLE DISTRICT OF FLORIDA - PDF document

d. Part 3 (Schedule of District Regulations), Subpart I (Springfield Zoning Overlay and Historic District Regulations) to remove prohibitions on housing for people with disabilities, allow group care homes by exception in the RMD-S district, and to allow residential treatment facilities as allowable uses by exception in the CCG-S district; and e. Part 16 (Definitions) to amend definitions to make clear that the permanent supportive housing at issue in the Complaint is properly characterized as a multiple-dwelling use and is permitted wherever multiple-family dwellings are permitted; to add definitions for supportive services and reasonable accommodations; and to ensure that the definitions reflect that a resident’s receipt of supportive services in a dwelling unit does not change the dwelling unit into another type of use. REASONABLE ACCOMMODATION POLICY 13. As stipulated in the Private Settlement Agreement and referenced in Paragraph 12(b), the City has amended its Zoning Code to authorize its Zoning Administrator to grant “administrative deviations,” as described in Section 656.109 of the City’s Zoning Code, for reasonable accommodation requests. See Appendix B. Within sixty (60) days of the entry of this Decree, the City shall also submit to the United States a written policy that details the process by which persons may request reasonable accommodations or modifications on the basis of disability from the City’s zoning, land use, and code requirements (“Reasonable Accommodation Policy” or “Policy”). Prior to Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 7 of 60

its implementation, the Policy must be approved by the United States. The Policy shall comply with the FHA and the ADA and shall include the following provisions: a. The City shall provide a description of where and how the City will accept and process requests for accommodations in its rules, policies, practices, or in the provision of its services; b. The City shall acknowledge all requests for reasonable accommodations, in writing, within fifteen (15) days of the City’s receipt of an oral or written request; c. The City shall provide written notification to those requesting a reasonable accommodation of the decision regarding their request for accommodation within thirty (30) days of the receipt of the request; if the City denies a request, it shall include an explanation of the basis for such denial in this written notification; d. The City shall retain records of all oral and written reasonable accommodation and modification requests, and the City’s responses thereto, including (i) the name, address, and telephone number of the person making the request; (ii) the date on which the request was received; (iii) the nature of the request; and (iv) the final written decision regarding the request; and e. The City shall not impose any fees or costs for requesting a reasonable accommodation or modification, or otherwise retaliate against any person Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 8 of 60

who has exercised his or her right under the Fair Housing Act to make one or more reasonable accommodation requests. 14. Within ten (10) days of the approval of the Reasonable Accommodation Policy by the United States and throughout the term of this Decree, the City shall implement the Policy. The City shall post and publicly display the Policy on the City’s website, and at the offices of the City with responsibility for administration and enforcement of the City’s zoning, land use, and code requirements. COMPLIANCE OFFICER 15. Within thirty (30) days of the entry of this Decree, the City shall designate an individual as the Fair Housing Compliance Officer (“FHCO”). The FHCO shall have the responsibility to receive complaints of alleged housing discrimination and disability discrimination against the City; serve as a resource to the City and its officers, elected and appointed officials, employees, and agents on fair housing and disability rights; and in consultation with the City’s attorneys, the Office of General Counsel, coordinate the City’s compliance with this Decree. 16. The FHCO shall be designated to receive and review all complaints of housing discrimination and disability discrimination made against the City or any officer, elected or appointed official, employee, or agent of the City. If complaints are made verbally, the FHCO shall make a contemporaneous written record of those complaints. 17. The FHCO shall maintain copies of this Decree, the Reasonable Accommodation Policy, and the HUD Complaint form and HUD pamphlet entitled “Are you a victim of housing discrimination?” (HUD official forms 903 and 903.1, Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 9 of 60

respectively) and make these materials available to anyone, upon request, without charge, including all persons making fair housing complaints to the FHCO. 18. The FHCO shall report to the City every three months on activities taken in compliance with this Decree. FAIR HOUSING AND ADA TRAINING 19. Within ninety (90) days of the entry of this Decree, the City shall provide training(s) on the requirements of the Decree, the FHA (in particular, those provisions that relate to disability discrimination), and the ADA (in particular, the ADA’s application to zoning). The training(s) shall be provided to all City officers, elected and appointed officials, and employees who have duties related to the planning, zoning, permitting, construction, code enforcement, or occupancy of residential housing, including but not limited to professional staff and employees of the Planning and Development Department, the Mayor and members of the City Council, and members of the Planning Commission and Certificate of Use Board. The training(s) shall be conducted in accordance with the following: a. The training(s) shall be conducted by a qualified third party or parties, subject to the approval of the United States. The trainer(s) shall not be connected to the City or its officers, elected or appointed officials, employees, agents or counsel. No fewer than sixty (60) days before the date of each training under this Paragraph, the City shall submit to counsel for the United States the name of the person(s) or organization(s) proposed to provide the training, together with copies of the professional Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 10 of 60

qualifications of such person(s) or organization(s), and copies of all materials to be used in the training. b. Any expenses associated with the training(s) shall be borne by the City. c. The training(s) shall be video-recorded and the City shall maintain copies of the written materials provided for each training. Each newly elected, appointed, or hired individual covered by this Paragraph shall first receive training within thirty (30) days after the date he or she enters office or commences service or employment, either (1) by attending the next regularly scheduled live training, if it occurs within the thirty (30) day period, or (2) by viewing the video recording of the most recent live training and receiving copies of any written materials provided for that training. d. The City shall provide a copy of this Decree to each person required to receive the training(s). 20. The City shall require each trainee to execute a certification confirming: (i) the trainee’s attendance; (ii) the date of the training; and (iii) the trainee’s receipt and comprehension of the Decree. The Certification of Training and Receipt of Consent Decree appears as Appendix C to this Decree. All trainees shall complete the certifications at the conclusion of each training session. REPORTING AND RECORDKEEPING Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 11 of 60

21. Within one hundred (100) days of the entry of this Decree, the City shall submit all executed copies of the Certification of Training and Receipt of Consent Decree (Appendix C) described in Paragraph 20. 2 22. The City shall prepare compliance reports twice annually detailing all actions the City has taken to fulfill its obligations under this Decree since the last compliance report. The City shall submit its first report to the United States within six (6) months of entry of the Decree, and subsequent reports every six (6) months thereafter for the duration of the Decree, except that the final report shall be delivered to the United States not less than sixty (60) days prior to the expiration of this Decree. The City shall include in the compliance reports, at a minimum, the following information: a. The name, address, and title of the employee or official serving as the Fair Housing Compliance Officer referred to in Paragraph 15; b. A summary of each zoning or land-use request or application, including requests for reasonable accommodations, related to housing for persons with disabilities, indicating: (i) the date of the application; (ii) the applicant’s name; (iii) the applicant’s current street address; (iv) the street address of the subject property or proposed housing; (v) the City’s decision(s) regarding the matter, including any decision on appeal; (vi) the 2 The City shall send all documents, notices, and other communications required by the Decree to be sent to the United States via regular U.S. mail to: Chief, Housing and Civil Enforcement Section Civil Rights Division United States Department of Justice 950 Pennsylvania Ave., NW – G Street Washington, DC 20530 Attn: DJ# 175-17M-513 Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 12 of 60

reasons for each decision, including a summary of the facts upon which the City relied; and (vii) complete copies of any minutes and audio or video recordings from all meetings or hearings discussing the zoning request or application; c. Copies of any Certifications of Training and Receipt of Consent Decree (Appendix C) described in Paragraph 20, above, that are signed after the preceding compliance report was issued; and d. Any complaints of housing discrimination or disability discrimination by the City, either received by the FHCO pursuant to Paragraph 16 or by another City employee or official, including a copy of the complaint, any documents filed with the complaint, and any written response to the complaint by the City. If the complaint has not been resolved, the City shall report any efforts the City undertook or plans to undertake to resolve the complaint. 23. Within thirty (30) days of adopting any amendments or modifications to the Zoning Code or to other City rules, laws, or ordinances that may detrimentally or directly affect housing for persons with disabilities, the City shall send copies of the enacted amendments or modifications to the United States. Any amendment or modification must be consistent with Paragraph 12 of this Decree. 24. The City shall retain all records relating to any provision of this Decree. Counsel for the United States shall have the opportunity to inspect and copy any such records after giving reasonable notice to counsel for the City. Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 13 of 60

COMPENSATION OF AGGRIEVED PARTIES 25. Within thirty (30) days of the City Council’s approval of the Private Settlement Agreement, the City shall pay Ability Housing and Disability Rights Florida the amounts agreed upon in the Private Settlement Agreement (Appendix A). 26. As stipulated in the Private Settlement Agreement, within one (1) year of the Private Plaintiffs’ dismissal of their cases (Case Nos. 3:15-CV-1380 and 3:15-CV-1411), the City shall establish and award a 1.5 million dollar ($1,500,000) grant for the development of Permanent Supportive Housing within the City for persons with disabilities. The grant shall be awarded to a qualified developer through a competitive grant process. Ability Housing shall be eligible to participate in the grant process and to receive some or all of the grant award. CIVIL PENALTY 27. Within ten (10) days of the entry of this Decree, the City shall pay twenty-five thousand dollars ($25,000) to the United States Treasury as a civil penalty pursuant to 42 U.S.C. § 3614(d)(1)(C) to vindicate the public interest. The payment shall be in the form of an electronic fund transfer pursuant to written instructions to be provided by the United States. 28. In the event that the City, its agents, or its employees engage in any future violation(s) of the FHA, such violation(s) shall constitute a “subsequent violation” under 42 U.S.C. § 3614(d)(1)(C)(ii). DURATION Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 14 of 60

29. This Decree shall remain in effect for a period of five (5) years after its entry. The Court shall retain jurisdiction over the action for the duration of the Decree for the purpose of enforcing its provisions and terms. The United States may move the Court to extend the duration of the Decree in the interests of justice. 30. Any time limits for performance imposed by this Decree may be extended by mutual written agreement of the parties. ENFORCEMENT 31. The parties shall endeavor in good faith to resolve informally any differences regarding interpretation of and compliance with this Decree prior to bringing such matters to the Court for resolution. However, in the event of a failure by the City to perform in a timely manner any act required by this Decree or otherwise to act in conformance with any provisions thereof, the United States may move this Court to impose any remedy authorized by law or equity. Remedies include, but are not limited to, findings of contempt, an order requiring performance of such act or deeming such act to have been performed, and an award of any damages, costs, and reasonable attorneys’ fees that may have been occasioned by the violation or failure to perform. COSTS AND FEES 32. The parties will bear their own costs and fees associated with this litigation. TERMINATION OF LITIGATION HOLD 33. The parties agree that, as of the date of the entry of this Consent Decree, litigation is not “reasonably foreseeable” concerning the matters described above. To the extent that either party previously implemented a litigation hold to preserve documents, Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 15 of 60

electronically stored information (ESI), or things related to the matters described above, the party is no longer required to maintain such litigation hold. Nothing in this Paragraph relieves either party of any other obligations imposed by this Consent Decree. DONE AND ORDERED at Jacksonville, Florida this ______ day of ____________________, 2017. ________________________________________ TIMOTHY J. CORRIGAN United States District Judge Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 16 of 60

For Plaintiff United States: Dated: A. LEE BENTLEY, III VANITA GUPTA United States Attorney Principal Deputy Attorney General Middle District of Florida Civil Rights Division ___________________ SAMEENA SHINA MAJEED YOHANCE A. PETTIS Chief Fla. Bar No. 021216 Assistant United States Attorney United States Attorney’s Office ___________________ Middle District of Florida MICHAEL S. MAURER 400 North Tampa Street, Suite 3200 Deputy Chief Tampa, FL 33602 ABIGAIL B. MARSHAK Phone: (813) 274-6000 NY Reg. No. 5350053 Fax: (813) 274-6198 Trial Attorney Yohance.Pettis@usdoj.gov U.S. Department of Justice Civil Rights Division Housing and Civil Enforcement Section 950 Pennsylvania Avenue NW – G St. Washington, DC 20530 Phone: (202) 514-1968 Fax: (202) 514-1116 Abigail.Marshak@usdoj.gov For Defendant City of Jacksonville: Dated: By:____________________________________ _____________________________ Witness Its: _______________________________ Print name:____________________ Date:________________________________ Date: ________________________ Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 17 of 60

APPENDIX A [Private Settlement Agreement] Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 18 of 60

Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 19 of 60

APPENDIX B [Ordinance] Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 30 of 60

1 Introduced by the Council President at the request of the Office of 2 General Counsel substituted by the Land Use and Zoning Committee 3 and amended on the Floor by Council: 4 5 6 ORDINANCE 2017-36-E 7 AN ORDINANCE AMENDING CHAPTER 656, (ZONING 8 CODE), PART 1 (GENERAL PROVISIONS), SUBPART A 9 (BASIC PROVISIONS), SECTION 656.107 10 (CONFLICTING PROVISIONS), ORDINANCE CODE, TO 11 STATE THE INTENT OF THE CITY THAT ALL 12 REGULATIONS OF THE ZONING CODE BE APPLIED TO 13 PROTECT CIVIL RIGHTS; AMENDING CHAPTER 656, 14 (ZONING CODE), PART 1 (GENERAL PROVISIONS), 15 SUBPART B (ADMINISTRATION), SECTION 656.112 16 (RESERVED) TO CREATE A NEW SECTION 656.112 17 (REASONABLE ACCOMMODATIONS FOR DISABLED 18 PERSONS), ORDINANCE CODE , TO CREATE A 19 PROCEDURE FOR DISABLED PERSONS TO REQUEST 20 REASONABLE ACCOMMODATIONS FROM PROVISIONS OF 21 THE ZONING CODE; AMENDING CHAPTER 656 (ZONING 22 CODE), PART 3 (SCHEDULE OF DISTRICT 23 REGULATIONS), SUBPART F (PLANNED UNIT 24 DEVELOPMENT), SECTION 656.340 (PLANNED UNIT 25 DEVELOPMENT - PUD), ORDINANCE CODE , TO 26 PROHIBIT USE OF PLANNED UNIT DEVELOPMENT TO 27 DISCRIMINATE OR VIOLATE CIVIL RIGHTS; AMENDING 28 CHAPTER 656 (ZONING CODE), PART 3 (SCHEDULE OF 29 DISTRICT REGULATIONS), SUBPART I (SPRINGFIELD 30 ZONING OVERLAY AND HISTORIC DISTRICT Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 31 of 60

1 REGULATIONS), SECTION 656.365 (LEGISLATIVE 2 FINDINGS AND INTENT), ORDINANCE CODE , TO 3 REMOVE THE REFERENCE TO THE NUMBER OF GROUP 4 CARE HOMES AND COMMUNITY RESIDENTIAL HOMES 5 WITHIN THE DISTRICT; AMENDING CHAPTER 656 6 (ZONING CODE), PART 3 (SCHEDULE OF DISTRICT 7 REGULATIONS), SUBPART I (SPRINGFIELD ZONING 8 OVERLAY AND HISTORIC DISTRICT REGULATIONS), 9 SECTION 656.368 (SPRINGFIELD HISTORIC ZONING 10 DISTRICTS), ORDINANCE CODE , TO REMOVE 11 REFERENCE TO “SPECIAL USES,” PROHIBIT NEW 12 ROOMING HOUSES IN THE OVERLAY DISTRICTS, TO 13 CREATE PROCEDURES FOR EXISTING ROOMING HOUSES, 14 TO ALLOW BY EXCEPTION IN THE RMD-S DISTRICT 15 GROUP CARE HOMES, TO ALLOW BY EXCEPTION IN THE 16 CCG-S DISTRICT RESIDENTIAL TREATMENT 17 FACILITIES FOR PERSONS WITH DISABILITIES AND 18 EMERGENCY SHELTERS, AND TO REQUIRE CERTAIN 19 OTHER USES TO MEET THE STANDARDS OF PART 4 OF 20 THE ZONING CODE; AMENDING CHAPTER 656 (ZONING 21 CODE), PART 3 (SCHEDULE OF DISTRICT 22 REGULATIONS), SUBPART I (SPRINGFIELD ZONING 23 OVERLAY AND HISTORIC DISTRICT REGULATIONS), 24 SECTION 656.369, ORDINANCE CODE , TO REQUIRE 25 LICENSURE OF EXISTING PROHIBITED USES AND 26 REMOVE REFERENCE TO “SPECIAL USES”; AMENDING 27 CHAPTER 656 (ZONING CODE), PART 16 28 (DEFINITIONS), SECTION 656.1601 (DEFINITIONS), 29 ORDINANCE CODE , TO AMEND DEFINITIONS OF 30 COMMUNITY RESIDENTIAL HOME, DWELLING, Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 32 of 60

1 MULTIPLE-DWELLING USE, DWELLING, ONE-FAMILY OR 2 SINGLE-FAMILY, DWELLING UNIT, GROUP CARE HOME, 3 RESIDENTIAL TREATMENT FACILITY, AND ROOMING 4 HOUSES, ADDING DEFINITIONS FOR DISABLED 5 PERSON, REASONABLE ACCOMMODATION, AND 6 SUPPORTIVE SERVICES; PROVIDING AN EFFECTIVE 7 DATE. 8 9 BE IT ORDAINED by the Council of the City of Jacksonville: 10 Section 1. Amending Section 656.107 (Conflicting 11 provisions), Ordinance Code. Chapter 656 (Zoning Code), Part 1 12 (Supplementary Regulations), Subpart A (Basic Provisions), Section 13 656.107 (Conflicting provisions), Ordinance Code, is hereby amended 14 to read as follows: 15 16 CHAPTER 656. ZONING CODE 17 PART 1. SUPPLEMENTARY REGULATIONS 18 SUBPART A. BASIC PROVISIONS 19 * * * 20 Sec. 656.107. – Conflicting provisions; protection of civil 21 rights. 22 (a) It is not the intent of the provisions of the Zoning Code 23 to interfere with or abrogate or annul any easement, covenant or 24 other agreement between parties; provided, however, that when the 25 regulations of the Zoning Code impose a greater restriction upon 26 the use of buildings or land, or upon the height of buildings, or 27 require larger open spaces than are imposed or required by other 28 ordinances, rules, regulations or by easements, covenants or 29 agreements, the provisions of this Chapter shall control. Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 33 of 60

1 (b) It is the intent of the City that all regulations of the 2 Zoning Code be applied and interpreted so as to protect and be 3 consistent with civil rights recognized by the U.S. and Florida 4 Constitutions, ordinances and laws, including the Jacksonville Fair 5 Housing Ordinance, the Rehabilitation Act of 1973, the U.S. Fair 6 Housing Act, the U.S. Civil Rights Acts of 1964 and 1968, the 7 Religious Land Use and Institutionalized Persons Act of 2000, and 8 the Americans with Disabilities Act as such laws may be amended 9 from time to time. Employees of the Planning and Development 10 Department, including the Planning Director, employees of the 11 Office of the General Counsel, and the Planning Commission are 12 directed to avoid any and all interpretations or applications of 13 the Zoning Code which would unlawfully infringe upon the civil 14 rights of any person. 15 * * * 16 Section 2. Amending Section 656.112 (Reserved), Ordinance 17 Code. Chapter 656 (Zoning Code), Part 1 (Supplementary 18 Regulations), Subpart B (Administration), Section 656.112 19 (Reserved), Ordinance Code, is hereby amended to read as follows: 20 CHAPTER 656. ZONING CODE 21 PART 1. SUPPLEMENTARY REGULATIONS 22 * * * 23 SUBPART B. ADMINISTRATION 24 Sec. 656.112 Reserved. Reasonable Accommodations for Disabled 25 Persons. 26 (a) Intent. A reasonable accommodation to the Zoning Code 27 may be requested to allow a disabled person, as that term is 28 recognized by federal, state or local law, to use and enjoy a 29 dwelling. A reasonable accommodation process is necessary because 30 in some instances certain standards found in the Zoning Code, if Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 34 of 60

1 strictly applied, would inhibit the use of a dwelling due to a 2 person’s disability. As such, the City needs a formal process 3 whereby a disabled individual, or individuals, or a person, entity 4 or group on behalf of a disabled individual or individuals, may 5 make a request for a reasonable accommodation (“Request for a 6 Reasonable Accommodation”) and seek relief from a particular zoning 7 standard in order to afford them an equal opportunity to legally 8 use and enjoy a dwelling. Accommodations must be considered on an 9 individual basis because the nature and extent of a disability and 10 the requirements of the Zoning Code will vary in each case. If an 11 individual does not request an accommodation, the City is not 12 obligated to provide one except where an individual's known 13 disability impairs his/her ability to know of, or effectively 14 communicate a need for, an accommodation that is made obvious to 15 the City. The grant of a Request for a Reasonable Accommodation 16 shall not be deemed to be a rezoning of property, or to allow uses 17 that would otherwise require a zoning exception or waiver pursuant 18 to Chapter 656, Ordinance Code. 19 If the Request for a Reasonable Accommodation would constitute 20 a request for a rezoning or zoning exception, then the person may 21 make application for such rezoning or zoning exception in the same 22 manner as other rezoning or zoning exception requests, however, the 23 Request for Reasonable Accommodation criteria in Section 656.112, 24 Ordinance Code, shall be considered in addition to the standard 25 criteria for the request for rezoning or zoning exception, and 26 there shall be no application fee or fee for notice applied to the 27 request. 28 (b) Application process. 29 (1) Requests for Reasonable Accommodations may be made 30 orally or in writing to the Planning and Development Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 35 of 60

1 Department, which will assist the applicant with filling out 2 the written application on a form prescribed by the 3 Department. Said application form shall be developed in 4 consultation with the Chief of Disabled Services for the City 5 of Jacksonville, as defined in Chapter 28, Part 9, Ordinance 6 Code . Such form shall instruct the applicant regarding what 7 information is required from the applicant in order for the 8 application to be deemed complete. 9 (2) Upon receipt of the Request for Reasonable 10 Accommodation application, the Planning Director shall notify 11 the Chief of Disabled Services of the request and consult with 12 the Chief to determine whether the application is complete 13 within five (5) working days. If it is determined that the 14 application is not complete, written notice shall be provided 15 to the applicant within three (3) working days specifying the 16 deficiencies. The Director shall take no further action on the 17 application until the deficiencies are remedied. 18 (3) No fees or costs may be imposed for Request for 19 Reasonable Accommodation applications. 20 (4) Unless barred by administrative res judicata , the 21 time limitations in Sec. 656.125(d), Ordinance Code , do not 22 apply to rezoning or zoning exception applications that also 23 constitute Requests for Reasonable Accommodations. 24 (c) Department Decision. The Director shall make the decision 25 on the application based upon consultation with, and the written 26 recommendation of, the Chief of Disabled Services. The applicant 27 may receive a decision by the Director with a hearing, or may elect 28 to have the decision made by the Director without a hearing. The 29 Department shall inform the applicant of this option to receive a 30 decision without a hearing at the time of his or her application. Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 36 of 60

1 (1) If the applicant chooses to have a hearing on the 2 application, the Director shall schedule a hearing on the 3 application on a date certain at least 14 days after notice is 4 posted but within thirty (30) days after the application has 5 been deemed complete. The Director shall make a decision 6 within 5 business days of the hearing. 7 (2) If the applicant elects to receive a decision without 8 a hearing, the Director shall establish the date of decision 9 to be at least 14 days after notice is posted but within 10 thirty (30) days after the application has been deemed 11 complete. The Director shall make the decision on the date 12 established. 13 (3) The Chief of Disabled Services shall provide the 14 Director with a written recommendation on the applicant’s 15 claimed disability at least five (5) business days prior to 16 the date established for the decision by the Director, or the 17 date of the hearing if one is scheduled to take place. 18 (4) Persons wishing to provide competent, substantial 19 evidence related to the application shall provide those 20 comments in writing to the Director five (5) business days 21 prior to the date established for the decision by the 22 Director, or may provide such evidence before or at the 23 hearing if one takes place. 24 (5) The Director shall provide the applicant a written 25 order including his/her decision within 10 days of the date of 26 decision for both hearing and non-hearing proceedings. Any 27 order denying a Request for Reasonable Accommodation, or its 28 conditional approval, shall include an explanation of the 29 basis for such denial or conditional approval. Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 37 of 60

1 (d) Notice. Notice of Request for Reasonable Accommodation 2 shall be given within three (3) days of the receipt of a complete 3 application by the Department by posting signs on the subject 4 property at intervals of not more than 200 feet along all street 5 sides of property upon which the request is made. The signs shall 6 indicate the request and information on how, and by when, 7 participation is allowed. The Department shall also post notice at 8 City Hall and the Planning and Development Department in the 9 specified location for posted notices within three (3) days after 10 receipt of a complete application. No published advertisement 11 shall be required. The date of the hearing or the date established 12 for the decision by the Director shall be specified in the notice. 13 (e) Criteria. In evaluating a Request for Reasonable 14 Accommodation, the Director shall consider competent, substantial 15 evidence relating to the following: 16 (1) whether the applicant meets the definition of a 17 disabled person. The Director shall make this 18 determination based upon consultation with, and the 19 recommendation of, the Chief of Disabled Services; 20 (2) whether there is an identifiable relationship, or 21 nexus, between the requested accommodation and the 22 person’s needs; 23 (3) whether a sufficient alternative to the specific 24 initial request exists, if the initial request is 25 determined to be not reasonable; 26 (4) whether granting this request would change the 27 essential nature of the Zoning Code as compared to 28 strict application of the code to the circumstances 29 of the request; and Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 38 of 60

1 (5) whether the request would impose undue financial and 2 administrative burdens on the City. 3 4 It is the City's intent that reasonable accommodations be 5 granted where required by federal law. If the Director, based upon 6 the Chief of Disabled Services’ recommendation regarding the 7 applicant’s claimed disability, determines that the specific 8 request is not reasonable, he/she shall offer, where possible, some 9 other accommodation which would meet the requester's needs. No 10 additional standards of review of Requests for Reasonable 11 Accommodation are required. In making this determination, it shall 12 not be a factor whether there are other neighborhoods or dwellings 13 that could accommodate the person. 14 The Director and Chief of Disabled Services are entitled to 15 obtain information that is necessary to evaluate if a requested 16 reasonable accommodation may be necessary because of a disability. 17 If a person’s disability is obvious, or otherwise known to the 18 Director or Chief, and if the need for the requested accommodation 19 is also readily apparent or known, then the Director or Chief may 20 not request any additional information about the applicant’s 21 disability or the disability-related need for the accommodation. 22 However, if the applicant’s disability is known or readily apparent 23 to the Director or Chief, but the need for the accommodation is not 24 readily apparent or known, the Director may request only 25 information that is necessary to evaluate the disability-related 26 need for the accommodation. The Director or Chief may not 27 ordinarily inquire as to the nature and severity of an individual’s 28 disability, however, the Director or Chief may request reliable 29 disability-related information that: (1) is necessary to verify 30 that the person meets the Fair Housing Act and Americans with Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 39 of 60

1 Disability Act’s definition of “disability”, (2) describes the 2 needed accommodation, and (3) shows the relationship between the 3 person’s disability and the need for the requested accommodation. 4 Depending on the individual’s circumstances, information verifying 5 that the person meets the Act’s definition of disability can 6 usually be provided by the individual, but also may come from a 7 doctor or medical professional, a peer support group, a non-medical 8 service agency, or a reliable third party who is in a position to 9 know about the individual’s disability. Once the Director, based 10 upon consultation with and the written recommendation of the Chief, 11 has established that the applicant meets the definition of a 12 disabled person, the Director should seek only the information 13 necessary to evaluate if the request is needed because of a 14 disability. 15 (f) Term of accommodation. Requests for Reasonable 16 Accommodations shall be personal to the applicant and shall not run 17 with the land, and shall only remain in place for as long as the 18 applicant’s need for the request exists or remains. It shall be 19 the responsibility of the property owner to remove or correct any 20 non-conforming zoning code standard authorized in an approved 21 Request for Reasonable Accommodation once the need for the 22 accommodation ends. 23 (g) Appeal. Decisions on Requests for Reasonable 24 Accommodation are appealable to the City Council pursuant to the 25 procedures identified in sections 656.140-145. The Council's 26 review of the appeal shall be limited to a consideration of whether 27 the Request for Reasonable Accommodation criteria were properly 28 considered and applied, taking all laws, ordinances and other 29 judicial or legal guidance into consideration, and whether 30 sufficient alternatives were evaluated. Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 40 of 60

1 Section 3. Amending Section 656.340, (Planned Unit 2 Development -- PUD), Ordinance Code . Chapter 656, (Zoning Code), 3 Part 3 (Schedule of District Regulations), Subpart F (Planned Unit 4 Development), Section 656.340 (Planned Unit Development -- PUD), 5 Ordinance Code, is hereby amended to read as follows: 6 CHAPTER 656. ZONING CODE 7 * * * 8 PART 3. SCHEDULE OF DISTRICT REGULATIONS 9 * * * 10 SUBPART F. PLANNED UNIT DEVELOPMENT 11 Sec. 656.340. Planned Unit Development -- PUD. 12 It is the intent and purpose of this district that Planned Unit 13 Developments, both large scale, which consists of five acres or 14 more, and small scale, which consists of less than five acres, be 15 utilized to create living environments that are responsive to the 16 needs of their inhabitants; to provide flexibility in planning, 17 design and development; to encourage innovative approaches to the 18 design of community environments; to encourage the fulfillment of 19 housing needs appropriate to various lifestyles and income levels; 20 to encourage the integration of different housing types within a 21 development; provide an opportunity for new approaches to 22 ownership; to provide for an efficient use of land; to provide an 23 environment compatible with surrounding land use; to adapt the 24 zoning process to changes in construction and development 25 technology; to encourage the preservation of the natural site 26 features; to provide community environments that are so designed 27 and located as to be an integral part of the total ecosystem; to 28 encourage the design of communities and structures adapted to the 29 local climate; thereby promoting the public health, safety, morals, 30 order, comfort, convenience, appearance, prosperity, and general Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 41 of 60

1 welfare of the City of Jacksonville. It is further intended that 2 the Planned Unit Development district may be utilized to implement 3 the Comprehensive Plan. It is not the intent to utilize the Planned 4 Unit Development district solely to diminish the usual application 5 of the provisions of the Zoning Code. The Planned Unit Development 6 district process shall not be used to discriminate against or 7 otherwise violate civil rights of the existing or future residents, 8 users or occupants of the PUD. The rights of people with 9 disabilities to access and use housing in the form of dwelling 10 units, community residential homes or group homes shall not be more 11 restrictive in a PUD than in equivalent conventional zoning 12 districts. 13 * * * 14 Section 4. Amending Section 656.365, (Legislative 15 findings and intent), Ordinance Code . Chapter 656, (Zoning Code), 16 Part 3 (Schedule of District Regulations), Subpart I (Springfield 17 Zoning Overlay and Historic District Regulations), Section 656.365 18 (Legislative findings and intent), Ordinance Code, is hereby 19 amended to read as follows: 20 CHAPTER 656. ZONING CODE 21 * * * 22 PART 3. SCHEDULE OF DISTRICT REGULATIONS 23 * * * 24 SUBPART I. SPRINGFIELD ZONING OVERLAY AND HISTORIC DISTRICT 25 REGULATIONS 26 Sec. 656.365. Legislative findings and intent. 27 The Council hereby finds and determines as follows: 28 * * * 29 (e) Within the one square mile area of the Springfield 30 Historic District, the Council finds there is a disproportionately Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 42 of 60

1 large number of rooming houses (thirteen), group care homes, 2 community residential homes of seven or more residents and 3 automotive uses (twenty), including automotive sales and repairs 4 and related automotive uses. 5 * * * 6 Section 5. Amending Section 656.368, (Springfield 7 Historic Zoning Districts), Ordinance Code . Chapter 656, (Zoning 8 Code), Part 3 (Schedule of District Regulations), Subpart I 9 (Springfield Zoning Overlay and Historic District Regulations), 10 Section 656.368 (Springfield Historic Zoning Districts), Ordinance 11 Code, is hereby amended to read as follows: 12 CHAPTER 656. ZONING CODE 13 * * * 14 PART 3. SCHEDULE OF DISTRICT REGULATIONS 15 * * * 16 SUBPART I. SPRINGFIELD ZONING OVERLAY AND HISTORIC DISTRICT 17 REGULATIONS 18 * * * 19 Sec. 656.368. Springfield Historic Zoning Districts. 20 Springfield Historic Districts include the following: 21 I. Residential Medium Density-Springfield (RMD-S) District. 22 (a) Permitted uses and structures. 23 * * * 24 (5) Community residential homes of six or fewer 25 residents meeting the performance standards and 26 development criteria set forth in Part 4 of the 27 Zoning Code and the special use criteria set forth 28 in Section 656.369. 29 (6) Housing for the elderly meeting the performance 30 standards and development criteria set forth in Part Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 43 of 60

1 4 of the Zoning Code, if applicable. meeting the 2 criteria for special uses set forth in Section 3 656.369. 4 * * * 5 (c) Permissible uses by exception. 6 * * * 7 (5) Nursing homes meeting the performance standards and 8 development criteria set forth in Part 4 of the 9 Zoning Code, if applicable. meeting the criteria for 10 special uses set forth in Section 656.369. 11 * * * 12 (10) Group care homes, meeting the performance standards 13 and development criteria set forth in Part 4, if 14 applicable. 15 (d) Prohibited uses. Special uses. Special uses include 16 residential treatment facilities, rooming houses, emergency shelter 17 homes, group care homes, and community residential homes of over 18 six residents. New special uses New rooming houses are not allowed 19 in the district and existing rooming houses special uses must 20 conform to the standards set forth in Section 656.369(gf). 21 (e) Those uses that were considered legally nonconforming 22 special uses pursuant to Ord. 2000-302-E, § 1 and Ord. 2007-1046-E, 23 §§ 1, 2, that existed prior to December 21, 2000, the effective 24 date of Ord. 2000-302-E, § 1, are permitted as of right if such use 25 is authorized in the property’s underlying zoning district. Except 26 where otherwise permitted as of right or by a validly issued 27 exception, such properties shall not expand their square footage, 28 relocate, or increase the number of non-staff residents, and, if 29 the use ceases for six (6) consecutive months, the property shall 30 comply with all current zoning requirements. Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 44 of 60

1 [Reletter the remaining subsections accordingly.] 2 * * * 3 II. Commercial, Residential and Office-Springfield (CRO-S) 4 District. 5 (a) Permitted uses and structures. 6 * * * 7 (14) Homes for the aged or orphans and similar uses, 8 meeting the performance standards and development 9 criteria set forth in Part 4 of the Zoning Code, if 10 applicable.meeting the criteria for special uses set 11 forth in Section 656.369. 12 * * * 13 (23) Community residential homes of up to six residents 14 meeting the performance standards and development 15 criteria set forth in Part 4 of the Zoning Code, if 16 applicable, and criteria for special uses set forth 17 in Section 656.369. 18 (24) Hospice facilities, meeting the performance 19 standards and development criteria set forth in Part 20 4 of the Zoning Code, if applicable. meeting the 21 criteria for special uses set forth in Section 22 656.369. 23 * * * 24 (d) Permissible uses by exception. 25 * * * 26 (5) Nursing homes, meeting the performance standards and 27 development criteria set forth in Part 4 of the 28 Zoning Code, if applicable. meeting the special uses 29 criteria set forth in Section 656.369. Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 45 of 60

1 (6) Group care homes meeting the performance standards 2 and development criteria set forth in Part 4 of the 3 Zoning Code, if applicable, and the special use 4 criteria set forth in Section 656.369. 5 (7) Housing for the elderly, meeting the performance 6 standards and development criteria set forth in Part 7 4 of the Zoning Code, if applicable. meeting the 8 special use criteria set forth in Section 9 656.369(g). 10 (8) Essential services, including water, sewer, gas, 11 telephone, radio, television and electric, meeting 12 the performance standards and development criteria 13 set forth in Part 4 of the Zoning Code. 14 (9) Day care centers meeting the performance standards 15 and development criteria set forth in Part 4 of the 16 Zoning Code, if applicable., and the 17 Springfield performance standards and development 18 criteria set forth in Section 656.369. 19 * * * 20 (e) Prohibited uses. Special uses. Special uses include 21 residential treatment facilities, rooming houses, emergency shelter 22 homes, group care homes, and community residential homes of over 23 six residents. New special uses New rooming houses are not allowed 24 in the districts and existing uses must conform to the standards 25 for special usesrooming houses in Section 656.369(gf). 26 (f) Those uses that were considered legally nonconforming 27 special uses pursuant to Ord. 2000-302-E, § 1 and Ord. 2007-1046-E, 28 §§ 1, 2, that existed prior to December 21, 2000, the effective 29 date of Ord. 2000-302-E, § 1, are permitted as of right if such use 30 is authorized in the property’s underlying zoning district. Except Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 46 of 60

1 where otherwise permitted as of right or by a validly issued 2 exception, such properties shall not expand their square footage, 3 relocate, or increase the number of non-staff residents, and, if 4 the use ceases for six (6) consecutive months, the property shall 5 comply with all current zoning requirements. 6 [Reletter the remaining subsections accordingly.] 7 * * * 8 III. Commercial Neighborhood Springfield (CN-S) District. This 9 zoning district is designed to accommodate existing historic 10 neighborhood original use commercial properties and new 11 neighborhood commercial uses that are compatible with the 12 residential character of the neighborhood. Properties with original 13 use and historic use neighborhood commercial structures do not have 14 to meet lot, yard, and lot coverage requirements. 15 16 * * * 17 (d) Prohibited uses. Special uses. Special uses include 18 residential treatment facilities, rooming houses, emergency shelter 19 homes, group care homes, and community residential homes of over 20 six residents. New rooming houses special uses are not allowed in 21 the districts and existing rooming houses special uses must conform 22 to standards for rooming houses special uses in Section 23 656.369(gf). 24 (e) Those uses that were considered legally nonconforming 25 special uses pursuant to Ord. 2000-302-E, § 1 and Ord. 2007-1046-E, 26 §§ 1, 2, that existed prior to December 21, 2000, the effective 27 date of Ord. 2000-302-E, § 1, are permitted as of right if such use 28 is authorized in the property’s underlying zoning district. Except 29 where otherwise permitted as of right or by a validly issued 30 exception, such properties shall not expand their square footage, Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 47 of 60

1 relocate, or increase the number of non-staff residents, and, if 2 the use ceases for six (6) consecutive months, the property shall 3 comply with all current zoning requirements. 4 * * * 5 IV. Commercial Community/General-Springfield (CCG-S) District. 6 * * * 7 (c) Permissible uses by exception. 8 * * * 9 (11) Residential treatment facilities for persons with 10 disabilities, meeting the performance standards and 11 development criteria set forth in Part 4 of the 12 Zoning Code, if applicable. 13 (12) Emergency shelter homes, meeting the performance 14 standards and development criteria set forth in Part 15 4 of the Zoning Code, if applicable. 16 (d) Intensive uses. 17 (1) Prohibited usesSpecial uses. Special uses include 18 residential treatment facilities, rooming houses, 19 emergency shelter homes, group care homes, community 20 residential homes of seven or more residents. New 21 rooming houses special uses are not allowed in the 22 districts and existing uses must conform to 23 standards for rooming houses special uses in Section 24 656.369(f). 25 * * * 26 (e) Those uses that were considered legally nonconforming 27 special uses pursuant to Ord. 2000-302-E, § 1 and Ord. 2007-1046-E, 28 §§ 1, 2, that existed prior to December 21, 2000, the effective 29 date of Ord. 2000-302-E, § 1, are permitted as of right if such use 30 is authorized in the property’s underlying zoning district. Except Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 48 of 60

1 where otherwise permitted as of right or by a validly issued 2 exception, such properties shall not expand their square footage, 3 relocate, or increase the number of non-staff residents, and, if 4 the use ceases for six (6) consecutive months, the property shall 5 comply with all current zoning requirements. 6 [Reletter the remaining subsections accordingly.] 7 * * * 8 Section 5. Amending Section 656.369, (Springfield 9 performance standards and development criteria), Ordinance Code . 10 Chapter 656, (Zoning Code), Part 3 (Schedule of District 11 Regulations), Subpart I (Springfield Zoning Overlay and Historic 12 District Regulations), Section 656.369 (Legislative findings and 13 intent), Ordinance Code, is hereby amended to read as follows: 14 CHAPTER 656. ZONING CODE 15 * * * 16 PART 3. SCHEDULE OF DISTRICT REGULATIONS 17 * * * 18 SUBPART I. SPRINGFIELD ZONING OVERLAY AND HISTORIC DISTRICT 19 REGULATIONS 20 * * * 21 Sec. 656.369. – Springfield performance standards and development 22 criteria. 23 The following permitted uses or permissible uses by exception 24 shall meet the performance standards and criteria listed under each 25 use. These uses are in addition to, rather than in lieu of, the 26 supplementary regulations of Section 656.401, as applicable. 27 * * * 28 (c) Community residential homes. Community residential homes 29 of six or fewer residents shall be allowed, subject to the 30 following criteria: Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 49 of 60

1 (1) New community residential homes must be at least 2 1,000 feet from existing community residential 3 homes. 4 (2) Principal and accessory residential structures must 5 comprise at least 1,500 heated square feet. 6 (A) Chain link fences shall not be allowed in 7 front yards or in side yards along public 8 streets. 9 (B) The use shall comply with all applicable City 10 property maintenance and unsafe building 11 codes. 12 Reletter subparagraphs (d), (e), and (f) accordingly 13 * * * 14 (gf) Special uses. Special uses are 15 residential/institutional uses thatRooming houses are no longer 16 permitted in the districts. Such usesRooming houses may continue if 17 they comply with the standards and criteria of this subsection 18 within one year from the effective date of this legislation. The 19 following uses are identified as special uses: residential 20 treatment facilities, rooming houses, emergency shelter homes, 21 group care homes, and community residential homes of seven or more 22 residents. Beginning November 1, 2008 and thereafter, all special 23 use facilitiesrooming houses shall provide the following 24 information to the Director: 25 (1) Information showing or depicting the accurate square 26 footage of the facility's livable interior space and 27 number of habitable rooms, as it existed on December 28 21, 2000; and 29 (2) Licensure or permit information from the relevant 30 State agency showing continuous operation of the Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 50 of 60

1 facility from prior to December 21, 2000; and 2 (32) License or permit information or aAffidavit if such 3 information is not available as to number of 4 residents authorized to legally occupy the licensed 5 or permitted facilityrooming house on or before 6 December 21, 2000; and 7 (43) Number of persons considered by the facility rooming 8 house to be occupying the facility as full-time 9 staff and/or their immediate family members. 10 11 Those special use facilitiesrooming houses which provide the above 12 information in a timely manner are considered legally non- 13 conforming and shall be allowed to continue operation until such 14 time as the legally non-conforming status ceases, as provided in 15 this Chapter. As relating to the information submitted as required 16 in this subsection, special use facilitiesrooming houses shall not 17 expand their square footage of the facility, relocate the facility 18 or increase the number of licensed residents in the facility. 19 Additionally, if a facility increases the number of staff, 20 including immediate family members, the facility shall notify the 21 Director within 90 days of such increase. 22 The city shall through annual inspections also ensure that such 23 rooming house uses comply with the following standards, and if the 24 property is not in compliance with the standards after a reasonable 25 time allowed for correction of the violation, if the facility fails 26 to timely submit the information required herein, or if the rooming 27 house special use intensifies, expands, or relocatesor fails to 28 report increases in staff in a timely manner, the specialrooming 29 house use shall not be allowed to continue. 30 Notwithstanding anything to the contrary in the zoning code, the Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 51 of 60

1 occupancy of a special use facilityrooming house shall not exceed 2 any applicable occupancy limitation otherwise required by any 3 federal, state or local law, rule or regulation. 4 (1) Chain link fences shall not be allowed in any yards along 5 public streets (not including alleys), and must be 6 located at least six feet behind the closest vertical 7 plane of the primary structure. 8 (2) The use shall comply with all applicable City property 9 maintenance and unsafe building codes. 10 (3) Twenty-four-hour, on-site management shall be required. 11 (4) New rooming houses are not permitted. Existing rooming 12 houses shall be identified by one or more of the 13 following existing conditions, each of which shall create 14 a rebuttable presumption that a building is a rooming 15 house: 16 (A) Signs that indicate rooms, beds, or living 17 spaces for rent; 18 (B) Interior locks, partitions, hasps, appliances 19 such as electric fry pans, toaster ovens, 20 refrigerators, etc.; 21 (C) Individual storage of food; 22 (D) Alphabetical, numeric, or other labeling of 23 bedrooms or living areas; 24 (E) Alterations to structures which enhance or 25 facilitate its use as a rooming house. 26 27 Section 6. Amending Section 656.1601, Ordinance Code . 28 Chapter 656, (Zoning Code), Part 16 (Definitions), Section 656.1601 29 (Definitions), Ordinance Code, is hereby amended to read as 30 follows: Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 52 of 60

1 CHAPTER 656. ZONING CODE 2 * * * 3 PART 16. DEFINITIONS 4 Sec. 656.1601. Definitions. 5 * * * 6 Community residential home is a dwelling unit licensed to 7 serve clients of CFS, which provides a living environment for up to 8 14 residents who operate as the functional equivalent of a family, 9 including such supervision and care by supportive staff as may be 10 necessary to meet the physical, emotional and social needs of the 11 residents. The residents of the community residential home are not 12 to be related to the owner/operator by law, blood, marriage or 13 adoption means a dwelling unit licensed to serve residents who are 14 clients of the Department of Elderly Affairs, the Agency for 15 Persons with Disabilities, the Department of Juvenile Justice, or 16 the Department of Children and Families or licensed by the Agency 17 for Health Care Administration which provides a living environment 18 for 7 to 14 unrelated residents who operate as the functional 19 equivalent of a family, including such supervision and care by 20 supportive staff as may be necessary to meet the physical, 21 emotional, and social needs of the residents and shall be limited 22 to those persons defined as "residents" in F.S. § 419.001(1)(d). A 23 community residential home is not also a rooming house or a 24 boardinghouse. 25 * * * 26 Disabled person means (1) individuals with a physical or 27 mental impairment that substantially limits one or more major life 28 activities, (2) individuals who are regarded as having such 29 impairment; and (3) individuals with a record of such impairment. 30 The term physical or mental impairment as defined by the Fair Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 53 of 60

1 Housing Act includes, but is not limited to, diseases and 2 conditions such as orthopedic, visual, speech and hearing 3 impairments, cerebral palsy, autism, epilepsy, muscular dystrophy, 4 multiple sclerosis, cancer, heart disease, diabetes, HIV infection, 5 developmental disabilities, mental illness, drug addiction (other 6 than addiction caused by current, illegal use of a controlled 7 substance), and alcoholism. The term major life activity includes, 8 but is not limited to, seeing, hearing, walking, breathing, 9 sleeping, standing, lifting bending, reading, performing manual 10 tasks, concentrating, thinking, communicating, caring for one’s 11 self, learning, speaking, and working. Juvenile offenders and sex 12 offenders or predators, by virtue of that status, are not disabled 13 persons. Persons who would pose a direct threat to the health or 14 safety of other individuals or result in substantial physical 15 damage to the property of others are not protected by the Fair 16 Housing Act or the Americans with Disabilities Act. A 17 determination that an individual poses a direct threat must rely on 18 an individualized assessment that is based on reliable objective 19 evidence (for example, current conduct or a recent history of overt 20 acts). The assessment must consider: (1) the nature, duration, 21 and severity of the risk of injury; (2) the probability that injury 22 will actually occur; and (3) whether there are any reasonable 23 accommodations that will eliminate or significantly reduce the 24 direct threat. 25 * * * 26 Dwelling, multiple-dwelling use means, for purposes of 27 determining whether a lot is in multiple-dwelling use, the 28 following: (1) 29 Multiple-dwelling uses in which individual dwelling units 30 are intended to be rented and maintained under central Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 54 of 60

1 ownership and management; those which are under collective 2 ownership and management, including cooperative 3 apartments, condominiums and the like; row houses or 4 townhouses in individual ownership; and all other forms of 5 multiple dwellings regardless of ownership management, 6 taxation or other consideration, where the form does not 7 meet the requirements of this Zoning Code for a single- 8 family dwelling. A multiple-dwelling use may contain 9 residents who receive supportive services , whether 10 provided by the owner, management or third parties. 11 Owners and managers may provide or coordinate supportive 12 services for tenants. Ancillary services whose primary 13 purpose is to support tenants may be located onsite, 14 including but not limited to laundry facilities, day care 15 and after-school programs for children, gymnasiums, 16 swimming pools, concierge services, and coordination of 17 care for disabled persons which are within the scope of 18 supportive services . 19 * * * 20 Dwelling, multiple-family means a building containing more 21 than one dwelling unit. 22 Dwelling, one-family or single-family means a building 23 containing only one dwelling unit. The term is not to be construed 24 as including recreational vehicles, tents, houseboats or other 25 forms of temporary or portable house. Manufactured homes and 26 modular homes which comply with the provisions of Subpart C, Part 4 27 of the Zoning Code are considered single-family dwellings. For the 28 purposes of this Zoning Code, row houses, townhouses, condominiums, 29 cooperative apartments or other form of dwelling units which are 30 not in individual detached buildings meeting all the requirements Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 55 of 60

1 of a single-family dwelling shall not be construed to be single- 2 family dwellings. A building in which a room or other portion is 3 rented to or occupied by someone other than a part of the family 4 shall not be considered to be a single-family dwelling. A dwelling 5 unit which otherwise meets the definition of a community 6 residential home or the definition of a group care home shall be 7 deemed a single family unit and a noncommercial, residential use if 8 that unit has six (6) or fewer residents, and meets the performance 9 standards and development criteria of Part 4 of the Zoning Code, if 10 applicable. 11 Dwelling unit means a room or rooms connected together 12 constituting a residential use as a separate, independent 13 housekeeping establishment for a family, and containing sleeping 14 facilities and one kitchen. The dwelling unit may be for owner 15 occupancy or for rental or lease on a weekly, monthly or longer 16 basis,. It shall be physically separated from other rooms or 17 dwelling units which may be in the same structure and containing 18 sleeping facilities and one kitchen. A dwelling unit's residents 19 may receive supportive services provided by or coordinated by a 20 landlord, government agencies, third party providers, or others, 21 whether or not as part of a government-funded program, including 22 visits to the dwelling unit relating to such services. It is 23 intended that a dwelling unit not be considered a rooming house, 24 substance abuse treatment facility, or group care home by virtue of 25 the residents receiving supportive services that are subordinate 26 and ancillary to the residential character of the use . 27 * * * 28 Group care home means a facility occupied by seven or more 29 persons whether operated for profit or not, which provides, for a 30 period exceeding 24 hours, one or more personal services for Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 56 of 60

1 persons who required these personal services and are not related to 2 the owner or administrator by law, blood, marriage or adoption and 3 not in foster care. The personal services, in addition to housing 4 and food services, may include personal assistance with bathing, 5 dressing, housekeeping, adult supervision, emotional security and 6 other related services but may not include inpatient medical 7 services. Permissible services in a group care home include 8 supportive services. A group care home is not also a rooming house 9 or boarding house. 10 * * * 11 Major life activity – See “ Disabled person .” 12 Physical or mental impairment – See “ Disabled person .” 13 Reasonable accommodation as to the Zoning Code means any 14 change, modification or adjustment to a Zoning Code standard that 15 may be necessary for a person with a disability to have an equal 16 opportunity to use and enjoy a dwelling, including its public and 17 common use spaces. An accommodation is necessary if there is a 18 disability related need for the accommodation. 19 * * * 20 Residential treatment facility means a facility other than a 21 hospital or nursing home, having one or more supervisors residing 22 on the premises and providing board, lodging, medication and other 23 treatment and counseling for persons progressing from relatively 24 intensive treatment for criminal conduct, delinquency, mental or 25 emotional illness, alcoholism, drug addiction or similar 26 conditions, as well as providing relatively intensive diagnostic or 27 therapeutic services for alcoholism, drug abuse, mental illness, 28 emotional problems, developmental disabilities or similar 29 conditions for its residents. A residential treatment facility 30 shall not be deemed to include a nursing home, hospital, group care Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 57 of 60

1 home, or emergency shelter home, nor shall a dwelling unit or 2 multiple-family use be considered a residential treatment facility 3 by virtue of the residents receiving supportive services 4 coordinated by a landlord or a third party that are subordinate and 5 ancillary to the residential character of the use. Nothing shall 6 prevent a residential treatment facility from having out patients. 7 The residents of the residential treatment facility are generally 8 intending to return to full normal participation in community life. 9 * * * 10 Rooming houses means a building in which sleeping 11 accommodations are offered to the public where rentals are for a 12 period of a week or longer, and occupancy is generally by resident 13 rather than transient, rentals are for use of a bedroom with shared 14 access to the primary kitchen and/or bathroom(s) shared with 15 occupants of other rented bedrooms, and where residents do not 16 operate as a family. Existing rooming houses shall be identified 17 by one or more of the following existing conditions, each of which 18 shall create a rebuttable presumption that a building is a rooming 19 house: 20 (a) Signs that indicate rooms, beds, or living spaces for 21 rent; 22 (b) Interior locks, partitions, hasps, appliances such as 23 electric fry pans, toaster ovens, refrigerators, etc.; 24 (c) Individual storage of food; 25 (d) Alphabetical, numeric, or other labeling of bedrooms or 26 living areas; 27 (e) Alterations to structures which enhance or facilitate its 28 use as a rooming house. 29 * * * 30 Supportive services are services offered or provided to Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 58 of 60

1 residents of a dwelling that are subordinate and ancillary to the 2 residential character of the use and that provide assistance to or 3 aid in the resident’s life success or well-being. Supportive 4 services include, but are not limited to, counseling, improving 5 knowledge and educational skills associated with substance abuse 6 prevention, English as a Second Language, literacy, health 7 education, consumer education, learning skills that can be used to 8 secure and retain a job, food and groceries, credit counseling, 9 life skills training, outpatient mental health services, outreach 10 services, community-based substance abuse treatment (such as an 11 Alcoholics Anonymous meeting, but not inpatient detoxification or 12 inpatient treatment), transportation, and health service. It is 13 the intent of the Zoning Code that this definition includes those 14 s upportive services as are provided in grant programs for permanent 15 supportive housing under the U.S. Housing and Urban Development 16 Department's Continuum of Care Program. 17 * * * 18 Effective Date. This ordinance shall become Section 7. 19 effective upon signature by the Mayor or upon becoming effective 20 without the Mayor's signature. 21 22 Form Approved: 23 24 _________________________________ 25 Office of General Counsel 26 Legislation Prepared By: Susan C. Grandin 27 GC-#1127902-v1-2017-36-E.doc Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 59 of 60

APPENDIX C CERTIFICATION OF TRAINING AND RECEIPT OF CONSENT DECREE _____ I attended training on the federal Fair Housing Act and Title II of the Americans with Disabilities Act. I have had all of my questions concerning these topics answered to my satisfaction. _____ I watched a videotape of the complete training session provided pursuant to the Consent Decree referenced below. I have had all of my questions concerning these topics answered to my satisfaction. I have also received a copy of the Consent Decree entered in United States v. City of Jacksonville , Case No. 3:15-CV-1411, filed in the United States District Court for the Middle District of Florida. I have read and understand these documents and have had my questions about these documents answered. I understand my legal responsibilities under the Consent Decree and will comply with those responsibilities. I further understand that the Court may impose sanctions on the City of Jacksonville if I violate any provision of this Decree. __________________________ Date __________________________ Employee/Agent Name (Print) __________________________ Employee/ Agent Signature Third Revised Exhibit 1 3rd Rev Agmt May 23, 2017 - Floor Page 60 of 60

Case: 14-14543 Date Filed: 09/01/2015 Page: 1 of 57 [PUBLISH] IN THE UNITED STATES COURT OF APPEALS FOR THE ELEVENTH CIRCUIT ________________________ No. 14-14543 ________________________ D.C. Docket No. 1:13-cv-24506-WPD CITY OF MIAMI, a Florida Municipal Corporation, Plaintiff - Appellant, versus BANK OF AMERICA CORPORATION, BANK OF AMERICA, N.A., et al., Defendants - Appellees. ________________________ Appeals from the United States District Court for the Southern District of Florida ________________________ (September 1, 2015) Before MARCUS and WILSON, Circuit Judges, and SCHLESINGER, * District Judge. MARCUS, Circuit Judge: * Honorable Harvey E. Schlesinger, United States District Judge for the Middle District of Florida, sitting by designation.

Case: 14-14543 Date Filed: 09/01/2015 Page: 2 of 57 The City of Miami has brought an ambitious fair housing lawsuit against Bank of America, 1 alleging that it engaged in a decade-long pattern of discriminatory lending in the residential housing market that caused the City economic harm. The City claims that the bank targeted black and Latino customers in Miami for predatory loans that carried more risk, steeper fees, and higher costs than those offered to identically situated white customers, and created internal incentive structures that encouraged employees to provide these types of loans. The predatory loans, as identified by the City, include: high-cost loans (i.e., those with an interest rate at least three percentage points above a federally established benchmark), subprime loans, interest-only loans, balloon payment loans, loans with prepayment penalties, negative amortization loans, no documentation loans, and adjustable rate mortgages with teaser rates (i.e., a lifetime maximum rate greater than the initial rate plus 6%). Complaint for Violations of the Federal Fair Housing Act at 34, City of Miami v. Bank of America Corp., No. 13-24506-CIV (S.D. Fla. July 9, 2014) (“Complaint”). The City alleged that by steering minorities toward these predatory loans, Bank of America caused minority-owned properties throughout Miami to fall into 1 The City also filed substantially similar complaints against Citigroup and Wells Fargo for the same behavior. The three cases were heard by the same judge in the Southern District of Florida, and resolved in the same way: the reasoning laid out in the district court’s order in this case was adopted and incorporated in the orders dismissing the other two cases. They were each appealed separately. We have resolved the companion cases in separate opinions. See City of Miami v. Citigroup Inc., No. 14-14706; City of Miami v. Wells Fargo & Co., No. 14-14544. This opinion contains the most detailed account of our reasoning. 2

Case: 14-14543 Date Filed: 09/01/2015 Page: 3 of 57 unnecessary or premature foreclosure, depriving the City of tax revenue and forcing it to spend more on municipal services (such as police, firefighters, trash and debris removal, etc.) to combat the resulting blight. The City asserts one claim arising under the Fair Housing Act (FHA), 42 U.S.C. § 3601 et seq., as well as an attendant unjust enrichment claim under Florida law. The district court dismissed the City’s FHA claim with prejudice on three grounds: the City lacked statutory standing under the FHA because it fell outside the statute’s “zone of interests”; the City had not adequately pled that Bank of America’s conduct proximately caused the harm sustained by the City; and, finally, the City had run afoul of the statute of limitations and could not employ the continuing violation doctrine. We disagree with each of these conclusions. As a preliminary matter, we find that the City has constitutional standing to pursue its FHA claims. We also conclude that under controlling Supreme Court precedent, the “zone of interests” for the Fair Housing Act extends as broadly as permitted under Article III of the Constitution, and therefore encompasses the City’s claim. While we agree with the district court that the FHA contains a proximate cause requirement, we find that this analysis is based on principles drawn from the law of tort, and that the City has adequately alleged proximate cause. Finally, we conclude that the “continuing violation doctrine” can apply to the City’s claims, if they are adequately pled. 3

Case: 14-14543 Date Filed: 09/01/2015 Page: 4 of 57 Because the district court imposed too stringent a zone of interests test and wrongly applied the proximate cause analysis, we conclude that it erred in dismissing the City’s federal claims with prejudice and in denying the City’s motion for leave to amend on the grounds of futility. As for the state law claim, we affirm the dismissal because the benefits the City allegedly conferred on the defendants were not sufficiently direct to plead an unjust enrichment claim under Florida law. I. On December 13, 2013, the City of Miami brought this complex civil rights action in the United States District Court for the Southern District of Florida against Bank of America Corporation, Bank of America N.A., Countrywide Financial Corporation, Countrywide Home Loans, and Countrywide Bank, FSB (collectively “Bank of America” or “the Bank”) containing two claims. First, it alleged that the defendants violated sections 3604(b) 2 and 3605(a) 3 of the Fair Housing Act, Complaint at 53, by engaging in discriminatory mortgage lending 2 42 U.S.C. § 3604(b) makes it unlawful “[t]o discriminate against any person in the terms, conditions, or privileges of sale or rental of a dwelling, or in the provision of services or facilities in connection therewith, because of race, color, religion, sex, familial status, or national origin.” 3 “It shall be unlawful for any person or other entity whose business includes engaging in residential real estate-related transactions to discriminate against any person in making available such a transaction, or in the terms or conditions of such a transaction, because of race, color, religion, sex, handicap, familial status, or national origin.” 42 U.S.C. § 3605(a). A “residential real estate-related transaction” includes “the making or purchasing of loans . . . for improving, constructing, repairing, or maintaining a dwelling; or secured by residential real estate.” Id. § 3605(b)(1). 4

Case: 14-14543 Date Filed: 09/01/2015 Page: 5 of 57 practices that resulted in a disproportionate and excessive number of defaults by minority homebuyers and caused financial harm to the City. It also alleged that the Bank unjustly enriched itself by taking advantage of “benefits conferred by the City” while, at the same time, engaging in unlawful lending practices, which “denied the City revenues it had properly expected through property and other tax payments and . . . cost[] the City additional monies for services it would not have had to provide . . . absent [the Bank’s] unlawful activities.” The complaint accused Bank of America of engaging in both “redlining” and “reverse redlining.” Redlining is the practice of refusing to extend mortgage credit to minority borrowers on equal terms as to non-minority borrowers. Reverse redlining is the practice of extending mortgage credit on exploitative terms to minority borrowers. Complaint at 3. The City alleged that the Bank engaged in a vicious cycle: first it “refused to extend credit to minority borrowers when compared to white borrowers,” then “when the bank did extend credit, it did so on predatory terms.” Id. at 4. When minority borrowers then attempted to refinance their predatory loans, they “discover[ed] that [the Bank] refused to extend credit at all, or on terms equal to those offered . . . to white borrowers.” Id. at 5. The City claimed that this pattern of providing more onerous loans -- i.e., those containing more risk, carrying steeper fees, and having higher costs -- to black and Latino borrowers (as compared to white borrowers of identical 5

Case: 14-14543 Date Filed: 09/01/2015 Page: 6 of 57 creditworthiness) manifested itself in the Bank’s retail lending pricing, its wholesale lending broker fees, and its wholesale lending product placement. Id. at 18-25. It also averred that the Bank’s internal loan officer compensation system encouraged its employees to give out these types of loans even when they were not justified by the borrower’s creditworthiness. See id. at 20, 24. The City claimed that Bank of America’s practice of redlining and reverse redlining constituted a “continuing and unbroken pattern” that persists to this day. Id. at 4. The City said that the Bank’s conduct violated the Fair Housing Act in two ways. First, the City alleged that the Bank intentionally discriminated against minority borrowers by targeting them for loans with burdensome terms. Id. at 30- 33. Second, the City claimed that the Bank’s conduct had a disparate impact on minority borrowers, resulting in a disproportionate number of foreclosures on minority-owned properties, and a disproportionate number of exploitative loans in minority neighborhoods. Id. at 26-30. Among other things, the City employed statistical analyses to draw the alleged link between the race of the borrowers, the terms of the loans, and the subsequent foreclosure rate of the underlying properties. Drawing on data reported by the Bank about loans originating in Miami from 2004-2012, the City claimed that a Bank of America loan in a predominantly (greater than 90%) minority neighborhood of Miami was 5.857 times more likely to result in foreclosure than 6

Case: 14-14543 Date Filed: 09/01/2015 Page: 7 of 57 such a loan in a majority-white neighborhood. Id. at 43. According to the City’s regression analysis (which purported to control for objective risk characteristics such as credit history, loan-to-value ratio, and loan-to-income ratio), id. at 37, a black Bank of America borrower in Miami was 1.581 times more likely to receive a loan with “predatory” features 4 than a white borrower, and a Latino borrower was 2.087 times more likely to receive such a loan. Moreover, black Bank of America borrowers with FICO scores over 660 (indicating good credit) in Miami were 1.533 times more likely to receive a predatory loan than white borrowers, while a Latino borrower was 2.137 times more likely to receive such a loan. Id. at 6. The City’s data also suggested that from 2004-2012, 21.9% of loans made by Bank of America to black and Latino customers in Miami were high-cost, compared to just 8.9% of loans made to white customers. Id. at 34. Data cited in the complaint showed significantly elevated rates of foreclosure for loans in minority neighborhoods. While 53.3% of Bank of America’s Miami loan originations were in “census tracts” that are at least 75% black or Latino, 95.7% of loan originations that had entered foreclosure by June 2013 were from such census 4 As we’ve noted, the City identified as “predatory” those containing features such as high-cost loans (i.e., those with an interest rate that was at least three percentage points above a federally established benchmark), subprime loans, interest-only loans, balloon loan payments, loans with prepayment penalties, negative amortization loans, no documentation loans, and adjustable rate mortgages with teaser rates (i.e., a lifetime maximum rate greater than the initial rate plus 6%). Complaint at 34. 7

Case: 14-14543 Date Filed: 09/01/2015 Page: 8 of 57 tracks. Id. at 39. And 32.8% of Bank of America’s loans in predominantly black or Latino neighborhoods resulted in foreclosure, compared to only 7.7% of its loans in non-minority (at least 50% white) neighborhoods. Id. at 40. Likewise, a Bank of America borrower in a predominantly black or Latino census tract was 1.585 times more likely to receive a predatory loan as a borrower with similar characteristics in a non-minority neighborhood. Id. at 38. The complaint also alleged that the bank’s loans to minorities resulted in especially quick foreclosures. 5 The average time to foreclosure for Bank of America’s black and Latino borrowers was 3.144 years and 3.090 years, respectively, while for white borrowers it was 3.448 years. Id. at 42. The allegations also gathered data from various non-Miami-based studies (some nationwide, some based on case studies in other cities) to demonstrate the elevated prevalence of foreclosure, predatory loan practices, and higher interest rates among black and Latino borrowers, and the foreseeability of foreclosures arising from predatory lending practices and their attendant harm. See id. at 26-30. The City’s charges were further amplified by the statements of several confidential witnesses who claimed that the Bank deliberately targeted black and 5 The complaint quoted a joint report from the Department of Housing and Urban Development and the Department of the Treasury noting that time to foreclosure is an important indicator of predatory practices: “[t]he speed with which the subprime loans in these communities have gone to foreclosure suggests that some lenders may be making mortgage loans to borrowers who did not have the ability to repay those loans at the time of origination.” U.S. Dep’t of Hous. & Urban Dev. & U.S. Dep’t of Treasury, Curbing Predatory Home Mortgage Lending 25 (2000), available at http://www.huduser.org/Publications/pdf/treasrpt.pdf. Complaint at 43. 8

Case: 14-14543 Date Filed: 09/01/2015 Page: 9 of 57 Latino borrowers for predatory loans. Thus, for example, one mortgage loan officer with Bank of America who worked on loans in the Miami area claimed that the bank targeted less savvy minorities for negative amortization loans. Id. at 31. Another noted that Bank of America paid higher commissions to loan officers for Fair Housing Act loans as opposed to the allegedly more advantageous Community Reinvestment Act (CRA) loans, incentivizing officers to steer borrowers away from the CRA loans. Id. at 32. Still another noted that back-end premiums (a premium earned by the loan officer equal to the difference between the borrower’s loan rate and the rate the bank pays for it) on loans were not disclosed and “often eluded less educated, minority borrowers.” Id. One of the witnesses explained that from 2011-2013, Bank of America did not offer regular refinancing to persons with mortgages at over 80% of the value of the house (including many negative amortization loans), which disproportionately affected minorities in danger of losing their homes. Id. at 33. Notably, the City sought damages based on reduced property tax revenues. Id. at 45. It claimed that the Bank’s lending policies caused minority-owned property to fall into unnecessary or premature foreclosure. Id. The foreclosed- upon properties lost substantial value and, in turn, decreased the value of the surrounding properties, thereby depriving the City of property tax revenue. The City alleged that “Hedonic regression” techniques could be used to quantify the 9

Case: 14-14543 Date Filed: 09/01/2015 Page: 10 of 57 losses the City suffered that were attributable to the Bank’s conduct. Id. at 46-47. The City also sought damages based on the cost of the increased municipal services it provided to deal with the problems attending the foreclosed and often vacant properties -- including police, firefighters, building inspectors, debris collectors, and others. These increased services, the City claimed, would not have been necessary if the properties had not been foreclosed upon due to the Bank’s discriminatory lending practices. Id. at 49-50. The City also sought a declaratory judgment that the Bank’s conduct violated the FHA, an injunction barring the Bank from engaging in similar conduct, and punitive damages, as well as attorneys’ fees. Id. at 55-56. On July 9, 2014, the district court granted defendants’ motion to dismiss. 6 First, the court found that the City of Miami lacked statutory standing to sue under the FHA. The court determined that, based on this Court’s earlier opinion in Nasser v. City of Homewood, 671 F.2d 432 (11th Cir. 1982), the City’s claim fell outside the FHA’s “zone of interests,” and therefore the City lacked standing to sue under this statute. In particular, the trial court determined that the City had alleged “merely economic injuries” that were not “affected by a racial interest.” Like the plaintiffs in Nasser, the court suggested, the City was seeking redress under the 6 This order was adopted and incorporated in the two companion cases involving Citigroup and Wells Fargo. 10

Case: 14-14543 Date Filed: 09/01/2015 Page: 11 of 57 FHA for “an economic loss from a decrease in property values,” and as with the plaintiffs in Nasser, this was insufficient. The City’s goal went far beyond the purpose of the FHA, which is to “provide, within constitutional limitations, for fair housing throughout the United States.” City of Miami v. Bank of America Corp., 2014 WL 3362348, at *4 (quoting 42 U.S.C. § 3601). The court also concluded that the FHA contains a proximate cause requirement, but that the City had not adequately pled proximate cause. The City had not sufficiently traced any foreclosures to the defendants’ conduct, as opposed to confounding background variables such as “a historic drop in home prices and a global recession,” and “the decisions and actions of third parties, such as loan services, government entities, competing sellers, and uninterested buyers.” Id. at *5. The court also determined that the City had not shown that the Bank’s mortgage practices caused the City any harm. It was unimpressed with the “statistics and studies” the City cited, noting that some were not based on data from Miami, some were not limited to the defendants’ practices, and others “d[id] not control for relevant credit factors that undoubtedly affect lending practices.” Id. Moreover, some of the harm to the City stemmed directly from “the actions of intervening actors such as squatters, vandals or criminals that damaged foreclosed properties.” Id. 11

Case: 14-14543 Date Filed: 09/01/2015 Page: 12 of 57 The district court also concluded that the City’s federal claim ran afoul of the statute of limitations. It noted that for the FHA, a plaintiff must bring his claim “not later than 2 years after the occurrence” of the discriminatory housing practice, and that for discriminatory loans the statute of limitations begins to run from the date of the loan closing. But the City had not alleged that any loans were made later than 2008, a full five years before its complaint was filed. The court was not persuaded by the City’s invocation of the continuing violation doctrine -- which can allow plaintiffs, under some circumstances, to sue on an otherwise time-barred claim -- since the City had not alleged sufficient facts to support its allegation that the specific practices continued into the statutory period. The district court dismissed the City’s FHA claim with prejudice, reasoning that even if the statute of limitations deficiencies could be cured by an amended pleading, the City’s lack of statutory standing could not be. Finally, the district court rejected the City’s unjust enrichment claim on several grounds. As a preliminary matter, the City had failed to draw the necessary causal connection between the Bank’s alleged discriminatory practices and its receipt of undeserved municipal services. Moreover, the court found that the City had failed to allege basic elements of an unjust enrichment claim under Florida law. It determined that any benefit the Bank received from municipal services was not direct but “derivative” and, therefore, insufficient to support an unjust 12

Case: 14-14543 Date Filed: 09/01/2015 Page: 13 of 57 enrichment claim. It also found that the City had failed to allege that the Bank was not otherwise entitled to those services as a Miami property owner. Finally, it rejected the City’s argument that Miami was forced to pay for the Bank’s externalities (the costs of the harm caused by its mortgage lending), holding that paying for externalities cannot sustain an unjust enrichment claim. The district court dismissed the unjust enrichment claim without prejudice, leaving the City free to amend its complaint. The City chose not to proceed on its unjust enrichment claim alone “because the two claims are so intimately entwined and based on largely the same underlying misconduct.” Instead, it moved in the district court for reconsideration and for leave to file an amended complaint, arguing that it had standing under the FHA and that the amended complaint would cure any statute of limitations deficiency. The proposed amended complaint alleged that the Bank’s discriminatory lending practices “frustrate[] the City’s longstanding and active interest in promoting fair housing and securing the benefits of an integrated community,” thereby “directly interfer[ing]” with one of the City’s missions. First Amended Complaint for Violations of the Federal Fair Housing Act at 31, City of Miami v. Bank of America Corp., No. 13-24506-CIV (S.D. Fla. Sept. 9, 2014) (“Amended Complaint”). It also made more detailed allegations about properties that had been foreclosed upon after being subject to discriminatory loans. 13

Case: 14-14543 Date Filed: 09/01/2015 Page: 14 of 57 Specifically, the proposed amended complaint identified five foreclosed properties that corresponded to predatory loans that originated between 2008 and 2012, and three that originated between 2004 and 2008. It also identified seven properties that corresponded to predatory loans that the Bank had issued after December 13, 2011 (within two years of filing suit) that had not yet been foreclosed upon but were likely to “eventually enter the foreclosure process,” based on expert analysis. Id. at 36-37. The complaint continued to invoke the continuing violation doctrine and claimed that the statute of limitations had not run. The district court denied the City’s motion for reconsideration and for leave to amend. As for statutory standing, the court explained that “[a]rguing that this Court’s reasoning was flawed is not enough for a motion for reconsideration.” City of Miami v. Bank of America Corp., 2014 WL 4441368, at *2. And the court was unimpressed by the City’s new argument that it “has a generalized non- economic interest . . . in racial diversity,” ruling that these were “claims [the City] never made and amendments it did not previously raise or offer despite ample opportunity,” and were therefore “improperly raised as grounds for reconsideration.” Id. Finally, the court noted that these “generalized allegations [do not] appear to be connected in any meaningful way to the purported loss of tax revenue and increase in municipal expenses allegedly caused by Defendants’ lending practices.” Id. at *2 n.1. 14

Case: 14-14543 Date Filed: 09/01/2015 Page: 15 of 57 The City timely appealed the court’s final order of dismissal. II. A. Standard of Review We review the district court’s grant of a motion to dismiss with prejudice de novo, “accepting the [factual] allegations in the complaint as true and construing them in the light most favorable to the plaintiff.” Mills v. Foremost Ins. Co., 511 F.3d 1300, 1303 (11th Cir. 2008) (quotation omitted). We generally review the district court’s decision to deny leave to amend for an abuse of discretion, but we will review de novo an order denying leave to amend on the grounds of futility, because it is a conclusion of law that an amended complaint would necessarily fail. Hollywood Mobile Estates Ltd. v. Seminole Tribe of Fla., 641 F.3d 1259, 1264 (11th Cir. 2011). Finally, we review de novo whether plaintiffs have Article III standing. Ga. Latino Alliance for Human Rights v. Governor of Ga., 691 F.3d 1250, 1257 (11th Cir. 2012). B. Fair Housing Act Claim 1. Article III Standing We come then to the first essential question in the case: whether the City of Miami has constitutional standing to bring its Fair Housing Act claim. See Bochese v. Town of Ponce Inlet, 405 F.3d 964, 974 (11th Cir. 2005) (“[Article III] [s]tanding is a threshold jurisdictional question which must be addressed prior 15

Case: 14-14543 Date Filed: 09/01/2015 Page: 16 of 57 to . . . the merits of a party’s claims.” (quoting Dillard v. Baldwin Cnty. Comm’rs, 225 F.3d 1271, 1275 (11th Cir. 2000)). Although the district court addressed only the issue of so-called “statutory standing,” the Bank contests both Article III standing and statutory standing, and we address each in turn. “[S]tanding is an essential and unchanging part of the case-or-controversy requirement of Article III.” Lujan v. Defs. of Wildlife, 504 U.S. 555, 560 (1992). It is by now axiomatic that to establish constitutional standing at the pleading stage, the plaintiff must plausibly allege: (1) an injury in fact that is concrete, particularized, and actual or imminent; (2) “a causal connection between the injury and the conduct complained of,” such that the injury is “fairly traceable to the challenged action of the defendant”; and (3) that a favorable judicial decision will “likely” redress the injury. See Bochese, 405 F.3d at 980 (quotation omitted). The “line of causation” between the alleged conduct and the injury must not be “too attenuated.” Allen v. Wright, 468 U.S. 737, 752 (1984). The party invoking federal jurisdiction bears the burden of establishing these elements. See FW/PBS, Inc. v. Dallas, 493 U.S. 215, 231 (1990). At the pleading stage, “general factual allegations of injury resulting from the defendant’s conduct may suffice” to demonstrate standing. Defs. of Wildlife, 504 U.S. at 561. The district court did not address whether the City had Article III standing because it granted the Bank’s motion to dismiss on other grounds. On appeal, the 16

Case: 14-14543 Date Filed: 09/01/2015 Page: 17 of 57 Bank argues that the City lacked Article III standing because it had not adequately alleged the causal connection -- that is, the “traceability” -- between its injury and the Bank’s conduct. We are unpersuaded. To recap, the City claims that the Bank’s discriminatory lending practices caused minority-owned properties to fall into foreclosure when they otherwise would not have, or earlier than they otherwise would have. This, in turn, decreased the value of the foreclosed properties themselves and the neighboring properties, thereby depriving the City of property tax revenue, and created blight, thereby forcing the City to spend additional money on municipal services. Complaint at 45-50. We have little difficulty in finding, based on controlling Supreme Court caselaw, that the City has said enough to allege an injury in fact for constitutional standing purposes. Our analysis is guided by Gladstone, Realtors v. Village of Bellwood, 441 U.S. 91 (1979). In that case, the Village of Bellwood sued a real estate firm under the FHA for discriminatory renting practices that caused racial segregation. Id. at 94-95. The Supreme Court held that the village had Article III standing to bring its claim partly on the basis of “[a] significant reduction in property values,” because such a reduction “directly injures a municipality by diminishing its tax base, thus threatening its ability to bear the costs of local government and to provide services.” Id. at 110-11. Like the Village of Bellwood, the City of Miami claims that an allegedly discriminatory policy has reduced local 17

Case: 14-14543 Date Filed: 09/01/2015 Page: 18 of 57 property values and diminished its tax base. Thus, like the Village of Bellwood, the City of Miami has adequately alleged an injury in fact. As for Article III causation, the Bank claims that the City’s harm is not fairly traceable to the Bank’s conduct. Specifically, it suggests that a myriad of other factors cause foreclosure and blight -- including the state of the housing market and the actions of third parties like other property owners, competing sellers, vandals, etc. -- thereby breaking the causal chain. While we acknowledge the real possibility of confounding variables, at this stage in the proceeding the City’s alleged chain of causation is perfectly plausible: taking the City’s allegations as true, the Bank’s extensive pattern of discriminatory lending led to substantially more defaults on its predatory loans, leading to a higher rate of foreclosure on minority-owned property and thereby reducing the City’s tax base. See Cnty. of Cook v. Wells Fargo & Co., No. 14 C 9548, 2015 WL 4397842, at *3-4 (N.D. Ill. July 17, 2015) (finding the same causal allegation sufficient for Article III traceability in a materially identical FHA case and citing eight other district court cases finding the same). Moreover, the complaint supports its allegations with regression analyses that link the Bank’s treatment of minority borrowers to predatory loans, predatory loans to foreclosure, and foreclosure to reduced tax revenue. Complaint at 6, 37-38, 44, 46. All told, the City has “allege[d] . . . facts 18

Case: 14-14543 Date Filed: 09/01/2015 Page: 19 of 57 essential to show jurisdiction.” FW/PBS, 493 U.S. at 231 (quoting McNutt v. Gen. Motors Acceptance Corp., 298 U.S. 178, 189 (1936)). Of course, the City has limited its claim only to those damages arising from foreclosures caused by the Bank’s lending practices. At a subsequent stage in the litigation it may well be difficult to prove which foreclosures resulted from discriminatory lending, how much tax revenue was actually lost as a result of the Bank’s behavior, etc. But at this early stage, the claim is plausible and sufficient. The City has said enough to establish Article III standing. 7 2. “Statutory Standing” The district court dismissed the City’s claim, however, not on the basis of Article III standing, but because it lacked what the court characterized as “statutory standing.” It found that the City fell outside the FHA’s “zone of interests,” and that its harm was not proximately caused by the Bank’s actions. Ultimately, we disagree with the district court’s legal conclusions. As for the zone of interests, we conclude that we are bound by Supreme Court precedent stating that so-called statutory standing under the FHA extends as broadly as Article III will permit, and find that this includes the City. As for proximate cause, we agree that it must be 7 The third Lujan factor, redressability, is not at issue in this appeal. The City has “allege[d] a monetary injury and an award of compensatory damages would redress that injury.” Resnick v. AvMed, Inc., 693 F.3d 1317, 1324 (11th Cir. 2012). 19

Case: 14-14543 Date Filed: 09/01/2015 Page: 20 of 57 pled for a damages claim under the FHA, but find that the City has adequately done so here. Notably, the Supreme Court recently clarified in Lexmark International, Inc. v. Static Control Components, Inc., 134 S. Ct. 1377 (2014), that the longstanding doctrinal label of “statutory standing” (sometimes also called “prudential standing”) is misleading. The proper inquiry is whether the plaintiff “has a cause of action under the statute.” Id. at 1387. But that inquiry isn’t a matter of standing, because “the absence of a valid . . . cause of action does not implicate subject-matter jurisdiction, i.e., the court’s statutory or constitutional power to adjudicate the case.” Id. at 1387 n.4 (quoting Verizon Md. Inc. v. Public Serv. Comm’n of Md., 535 U.S. 635, 642-643 (2002)). Instead, it is “a straightforward question of statutory interpretation.” Id. at 1388. This issue comes before the Court on a motion to dismiss for failure to state a claim, and the City’s pleadings are evaluated for plausibility using the standard set forth in Bell Atlantic Corp. v. Twombly, 550 U.S. 544 (2007), and Ashcroft v. Iqbal, 556 U.S. 662 (2009). “The complaint must contain enough facts to make a claim for relief plausible on its face; a party must plead ‘factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged.’” Resnick v. AvMed, Inc., 693 F.3d 1317, 1324-25 (11th Cir. 2012) (quoting Iqbal, 556 U.S. at 678). Of course, in evaluating the plausibility of 20

Case: 14-14543 Date Filed: 09/01/2015 Page: 21 of 57 the claim we must take all of the plaintiff’s factual allegations as true. See Iqbal, 556 U.S. at 678. a. Zone of Interests In general, a statutory cause of action “extends only to those plaintiffs whose interests ‘fall within the zone of interests protected by the law invoked.’” Lexmark, 134 S. Ct. at 1388 (quoting Allen v. Wright, 468 U.S. 737, 751 (1984)). The Supreme Court has instructed us that this test “applies to all statutorily created causes of action,” but its application is not uniform: “certain statutes . . . protect a more-than-usually ‘expansive’ range of interests.” Id. (quoting Bennett v. Spear, 520 U.S. 154, 164 (1997)) (alteration adopted). The FHA provides that [a]n aggrieved person may commence a civil action in an appropriate United States district court or State court not later than 2 years after the occurrence or the termination of an alleged discriminatory housing practice . . . to obtain appropriate relief with respect to such discriminatory housing practice or breach. 42 U.S.C. § 3613(a)(1)(A). It defines an “aggrieved person” as anyone who “claims to have been injured by a discriminatory housing practice,” or “believes that such person will be injured by a discriminatory housing practice that is about to occur.” Id. at § 3602(i). The Bank claims that the City is not an “aggrieved person,” and, therefore, falls outside the statute’s zone of interests and cannot state a cause of action under 21

Case: 14-14543 Date Filed: 09/01/2015 Page: 22 of 57 the FHA. The City argues, however, that “FHA statutory standing is as broad as the Constitution permits under Article III,” and therefore it is within the statute’s zone of interests. Older Supreme Court cases appear to support the City’s view, while certain more recent cases -- as well as an older decision of this Court -- have cast some doubt on the viability of those holdings. The answer requires carefully parsing both Supreme Court and Eleventh Circuit precedent, and a review of the relevant cases is instructive. i. Early Supreme Court cases The first major FHA case explicated by the Supreme Court is Trafficante v. Metropolitan Life Insurance, 409 U.S. 205 (1972). Two tenants of an apartment complex -- one black, one white -- alleged that the landlord discriminated against minorities on the basis of race when renting units, in violation of the FHA. Id. at 206-07. The Court held that standing under the Act was defined “as broadly as is permitted by Article III of the Constitution . . . insofar as tenants of the same housing unit that is charged with discrimination are concerned.” Id. at 209 (quotation omitted). “The language of the Act is broad and inclusive,” the Court wrote, and “the alleged injury to existing tenants by exclusion of minority persons from the apartment complex is the loss of important benefits from interracial associations.” Id. at 209-10. 22

Case: 14-14543 Date Filed: 09/01/2015 Page: 23 of 57 Seven years later, in Gladstone, the Village of Bellwood brought suit under the FHA against two real estate firms for “steering” black and white homeowners into targeted, race-specific neighborhoods, thereby “manipulat[ing] the housing market,” “affecting the village’s racial composition,” and causing “[a] significant reduction in property values.” 441 U.S. at 109-10. The Court concluded that the village had stated a cause of action under the FHA and reaffirmed, based on the legislative history and purpose of the statute, that statutory standing under the FHA “is as broad as is permitted by Article III of the Constitution.” Id. at 109 (quotation omitted and alteration adopted). Next came Havens Realty Corp. v. Coleman, 455 U.S. 363 (1982), in which -- along with other plaintiffs -- a nonprofit corporation whose purpose was “to make equal opportunity in housing a reality in the Richmond Metropolitan Area” brought an FHA claim against a realty firm for racial steering (i.e., fostering racial segregation by guiding prospective buyers towards or away from certain apartments based on the buyer’s race). In the clearest and most unambiguous terms, the Supreme Court reiterated the holding of Gladstone: “Congress intended standing under [the FHA] to extend to the full limits of Art. III and . . . the courts accordingly lack the authority to create prudential barriers to standing in suits brought under [the FHA].” Id. at 372 (quotation omitted). As the Court explained, “the sole requirement for standing to sue under [the FHA] is the Art. III minima of 23

Case: 14-14543 Date Filed: 09/01/2015 Page: 24 of 57 injury in fact: that the plaintiff allege that as a result of the defendant’s actions he has suffered ‘a distinct and palpable injury.’” Id. (quoting Warth v. Seldin, 422 U.S. 490, 501 (1975)). The organization’s allegation that the racial steering “perceptibly impaired [its] ability to provide counseling and referral services for low- and moderate-income homeseekers” was sufficient to constitute injury in fact for purposes of Article III (and statutory) standing. Id. at 379. ii. Nasser Less than a month after Havens, the Eleventh Circuit issued an opinion in Nasser, 671 F.2d 432, on which the district court and the Bank principally rely. In Nasser, property owners challenged a zoning ordinance that rezoned their property from multi-family residential to single-family residential, alleging, inter alia, that the ordinance violated the FHA. Id. at 434. In 1976, the plaintiffs entered into an agreement with a developer for the construction of a multi-family housing complex on their property. The developer had looked into the possibility of making some units of this complex available for low- and moderate-income families via rent subsidies, and had inquired with the Department of Housing and Urban Development. But the development never materialized. A detailed affidavit from a member of the county planning commission stated that the plaintiffs had never suggested that their purpose “was to build a multi-family project for the use and benefit of low income or minority groups.” Id. at 435. Instead, the affidavit 24

Case: 14-14543 Date Filed: 09/01/2015 Page: 25 of 57 claimed that the plaintiffs had represented their project as “an exclusive-high rent apartment complex.” Id. The Court found that there was no “evidence that the 1976 project was in any way affected by or related to racial or other minority interests.” Id. Three years later, the land was re-zoned. Id. at 434. The plaintiffs claimed that the re-zoning had reduced the value of their property by more than 50% (from $285,000 to $135,000). See id. at 435. A panel of this Court concluded that the plaintiffs lacked statutory standing under the FHA despite this purported economic injury. In making this determination, the Court considered Trafficante and Gladstone, and concluded: “There is no indication that the [Supreme] Court intended to extend standing, beyond the facts before it, to plaintiffs who show no more than an economic interest which is not somehow affected by a racial interest.” Id. at 437. The Nasser Court found that the property owners lacked an economic interest affected by a racial interest, and therefore lacked standing to sue under the FHA. Id. at 438. iii. Newer Supreme Court cases on statutory standing Two recent Supreme Court cases have cast some doubt on the broad interpretation of FHA statutory standing in Trafficante, Gladstone, and Havens. In Thompson v. North American Stainless, LP., 562 U.S. 170 (2011), the Court considered whether an employee had a cause of action under Title VII, which uses 25

Case: 14-14543 Date Filed: 09/01/2015 Page: 26 of 57 nearly identical statutory language to the FHA. See 42 U.S.C. § 2000e-5(f)(1) (“[A] civil action may be brought . . . by the person claiming to be aggrieved.”). The Court rejected the argument that this language expanded statutory standing to the limits of Article III. Id. at 177. Instead, it drew an analogy to the Administrative Procedure Act (which contains similar language) and held that plaintiffs must “fall[] within the ‘zone of interests’ sought to be protected by the statutory provision whose violation forms the legal basis for his complaint.” Id. at 177-78 (quoting Lujan v. Nat’l Wildlife Fed’n, 497 U.S. 871, 883 (1990)). The Court acknowledged that this analysis was in some tension with Trafficante and Gladstone. But in glossing Trafficante, the Thompson Court focused on language in the opinion that arguably limited the holding to its facts: the Trafficante Court stated that standing under the FHA was coextensive with Article III only “insofar as tenants of the same housing unit that is charged with discrimination are concerned.” Id. at 176 (quoting Trafficante, 409 U.S. at 209). The Thompson Court acknowledged that later cases (such as Gladstone) reiterated that standing under the FHA “reaches as far as Article III permits” without any limiting language, but it stated that “the holdings of those cases are compatible with the ‘zone of interests’ limitation” that the Court went on to read into Title VII. Id. at 177. 26

Case: 14-14543 Date Filed: 09/01/2015 Page: 27 of 57 Finally, the Supreme Court’s recent opinion in Lexmark (interpreting the Lanham Act) discarded the labels “prudential standing” and “statutory standing,” and clarified that the inquiry was really a question of statutory interpretation, and not standing at all. 134 S. Ct. at 1386-87 & n.4. One aspect of this interpretation, the Court explained, was a zone of interests analysis, which “requires [the court] to determine, using traditional tools of statutory interpretation, whether a legislatively conferred cause of action encompasses a particular plaintiff’s claim.” Id. at 1387. The Court went on to say that this zone of interests test “applies to all statutorily created causes of action.” Id. at 1388. Lexmark did not mention the FHA or any of the Court’s FHA cases. iv. Analysis The scope and role of the zone of interests analysis in the FHA context is a difficult issue, and one that has sharply divided the courts that have considered it. Compare, e.g., Cnty. of Cook, 2015 WL 4397842, at *5-6 (holding that Thompson and Lexmark effectively overruled the Supreme Court’s interpretation of FHA statutory standing as being coextensive with Article III standing), with, e.g., City of Los Angeles v. JPMorgan Chase & Co., No. 2:14-CV-04168-ODW, 2014 WL 6453808, at *6 (C.D. Cal. Nov. 14, 2014) (finding that the Supreme Court’s original interpretation of FHA statutory standing remained good law after Thompson and Lexmark). Ultimately, we disagree with the district court, and hold 27

Case: 14-14543 Date Filed: 09/01/2015 Page: 28 of 57 that the phrase “aggrieved person” in the FHA extends as broadly as is constitutionally permissible under Article III. Simply put, Trafficante, Gladstone, and Havens have never been overruled, and the law of those cases is clear as a bell: “[statutory] standing under [the FHA] extends ‘as broadly as is permitted by Article III of the Constitution.’” Gladstone, 441 U.S. at 98 (quoting Trafficante, 409 U.S. at 209); accord Havens, 455 U.S. at 372. While Thompson has gestured in the direction of rejecting that interpretation, a gesture is not enough. The rule governing these situations is clear: “if a precedent of the Supreme Court has direct application in a case, yet appears to rest on reasons rejected in some other line of decisions, the Court of Appeals should follow the case which directly controls, leaving to the Supreme Court[] the prerogative of overruling its own decisions.” Evans v. Sec’y, Fla. Dep’t of Corr., 699 F.3d 1249, 1263 (11th Cir. 2012) (quotation omitted and alterations adopted); accord Tenet v. Doe, 544 U.S. 1, 10-11 (2005). In other words, “the Supreme Court has insisted on reserving to itself the task of burying its own decisions.” Evans, 699 F.3d at 1263 (quotation omitted). Notably, Thompson itself was a Title VII case, not a Fair Housing Act case. Thompson surveyed Trafficante and Gladstone, but did not explicitly overrule them -- nor could it, given the different statutory context in which it arose. Instead, the Court held that any suggestion drawn from the FHA cases that Title VII’s 28

Case: 14-14543 Date Filed: 09/01/2015 Page: 29 of 57 cause of action is similarly broad was “ill-considered” dictum. Thompson, 562 U.S. at 176. It’s true that Title VII contains nearly identical statutory language to the FHA, and therefore the Thompson Court’s interpretation of Title VII may signal that the Supreme Court is prepared to narrow its interpretation of the FHA in the future. (The dicta in Thompson indicating that its Title VII interpretation is “compatible” with the Court’s previous FHA holdings suggests as much. See 562 U.S. at 176-77.) But that day has not yet arrived, and until it does, our role as an inferior court is to apply the law as it stands, not to read tea leaves. The still- undisturbed holding of the Supreme Court’s FHA cases is that the definition of an “aggrieved person” under the FHA extends as broadly as permitted under Article III. This Court’s binding precedent in Nasser is not to the contrary. Nasser stands for the unremarkable proposition that a plaintiff has no cause of action under the FHA if he makes no allegation of discrimination (or disparate impact) on the basis of race (or one of the FHA’s other protected characteristics: color, religion, sex, handicap, familial status, and national origin). The allegation of discrimination provides the “racial interest” Nasser requires to bring an economic injury within the scope of the statute. 671 F.2d at 437. The Nasser plaintiffs’ claim was unrelated to race (or any protected FHA characteristic) altogether; they simply objected to the rezoning of their property because it cost them money. As 29

Case: 14-14543 Date Filed: 09/01/2015 Page: 30 of 57 the Nasser Court put it, the plaintiffs’ “interest in [the] value of the property in no way implicate[d] [the] values protected by the Act.” Id. Indeed, this is exactly how subsequent Eleventh Circuit caselaw has treated Nasser. In Baytree of Inverrary Realty Partners v. City of Lauderhill, 873 F.2d 1407 (11th Cir. 1989) -- the only case of this Court to revisit or reference Nasser’s treatment of the FHA -- we held that a non-minority real estate developer, Baytree, stated a claim under the FHA when it challenged the city’s decision to rezone its property, alleging that the decision was racially motivated and rendered the property worthless. Id. at 1408. We distinguished Nasser as a case “in which plaintiffs alleged only an economic injury unaffected by any racial interest,” and found it inapposite because Baytree had properly alleged that its injury “result[ed] from racial animus.” Id. at 1409. The same is true of the City of Miami’s claim. Like Baytree, the City claims to have suffered an economic injury resulting from a racially discriminatory housing policy; in neither case does Nasser prevent the plaintiff from stating a claim under the FHA. In sum, we agree with the City that the term “aggrieved person” in the FHA sweeps as broadly as allowed under Article III; thus, to the extent a zone of interests analysis applies to the FHA, it encompasses the City’s allegations in this case. The City’s claim does not suffer from the same flaw as the Nasser plaintiffs’, because the City has specifically alleged that its injury is the result of a Bank 30

Case: 14-14543 Date Filed: 09/01/2015 Page: 31 of 57 policy either expressly motivated by racial discrimination or resulting in a disparate impact on minorities. b. Proximate Cause The district court also concluded that the City’s pleadings did not sufficiently allege that the Bank’s lending practices were a proximate cause of the City’s injury. It determined that the City had not “allege[d] facts that isolate Defendants’ practices as the cause of any alleged lending disparity” compared to the background factors of a cratering economy and the actions of independent actors such as “loan services, government entities, competing sellers, and uninterested buyers.” City of Miami v. Bank of America Corp., 2014 WL 3362348, at *5. It also found that the City’s statistical analyses indicating that foreclosures caused economic harm were “insufficient to support a causation claim,” because some of the studies were not limited to Miami, some were not limited to the defendants’ practices, and some did not control for relevant credit factors. Id. The plaintiffs disagree, arguing that they need not plead proximate causation at all, only the lesser “traceability” required by Article III. In the alternative, they say that their pleadings were sufficient under either standard. Although we agree with the Bank and the district court that proximate cause is a required element of a damages claim under the FHA, we find that the City has pled it adequately. 31

Case: 14-14543 Date Filed: 09/01/2015 Page: 32 of 57 In Lexmark, the Supreme Court illuminated the doctrine of proximate cause as it relates to statutory causes of action. “[W]e generally presume that a statutory cause of action is limited to plaintiffs whose injuries are proximately caused by violations of the statute.” 134 S. Ct. at 1390. This principle reflects “the reality that the judicial remedy cannot encompass every conceivable harm that can be traced to alleged wrongdoing,” as well as the Court’s assumption that Congress is familiar with the traditional common-law rule and “does not mean to displace it sub silentio.” Id. (quotation omitted). The Court made clear that proximate causation is not a requirement of Article III, but rather an element of the cause of action under a statute, and it “must be adequately alleged at the pleading stage in order for the case to proceed.” Id. at 1391 n.6. The Supreme Court has read a variety of federal statutory causes of action to contain a proximate cause requirement. See, e.g., Lexmark, 134 S. Ct. at 1390-93 (Lanham Act); Dura Pharmaceuticals, Inc. v. Broudo, 544 U.S. 336, 346 (2005) (securities fraud); Holmes v. Sec. Investor Prot. Corp., 503 U.S. 258, 265-68 (1992) (RICO); Associated Gen. Contractors of Cal., Inc. v. Cal. State Council of Carpenters, 459 U.S. 519, 529-35 (1983) (Clayton Act). Although proximate cause “is not easy to define,” the basic inquiry is “whether the harm alleged has a sufficiently close connection to the conduct the statute prohibits.” Lexmark, 134 S. Ct. at 1390. The requirement is “more 32

Case: 14-14543 Date Filed: 09/01/2015 Page: 33 of 57 restrictive than a requirement of factual cause alone,” Paroline v. United States, 134 S. Ct. 1710, 1720 (2014), and we have said that it demands “something [more]” than Article III traceability, Focus on the Family v. Pinellas Suncoast Transit Auth., 344 F.3d 1263, 1273 (11th Cir. 2003); see also Lexmark, 134 S. Ct. at 1391 n.6. But the nature of the proximate cause requirement differs statute by statute: it is “controlled by the nature of the statutory cause of action,” so the scope of liability depends on the statutory context. Lexmark, 134 S. Ct. at 1390. No case of the Supreme Court or this Court has ever dealt directly with the existence or application of a proximate cause requirement in the FHA context. But certain statements by the Supreme Court suggest that proximate cause must exist for a damages action brought under the FHA. First, the Lexmark Court characterized proximate cause as a “general[] presum[ption]” in statutory interpretation. Id. at 1390. Moreover, the Supreme Court has observed that an FHA damages claim is “in effect, a tort action,” governed by general tort rules, Meyer v. Holley, 537 U.S. 280, 285 (2003); Curtis v. Loether, 415 U.S. 189, 195 (1974) (“A damages action under the [FHA] sounds basically in tort -- the statute merely defines a new legal duty, and authorizes the courts to compensate a plaintiff for the injury caused by the defendant’s wrongful breach.”), and proximate cause is a classic element of a tort claim, see Dan B. Dobbs, Paul T. Hayden & Ellen M. Bublick, The Law of Torts § 198 (2d ed. 2011). If the City’s claim is functionally 33

Case: 14-14543 Date Filed: 09/01/2015 Page: 34 of 57 a tort action, then presumably the City must adequately plead proximate cause, just like any other plaintiff raising any tort claim. At least two of our sister circuits appear to have reached the same conclusion. See Pac. Shores Props., LLC v. City of Newport Beach, 730 F.3d 1142, 1167-68 & n.32 (9th Cir. 2013) (noting that a damages action under the FHA “sounds basically in tort” and applying a proximate cause requirement), cert. denied sub nom. City of Newport Beach v. Pac. Shores Props., LLC, 135 S. Ct. 436 (2014); Samaritan Inns, Inc. v. Dist. of Columbia, 114 F.3d 1227, 1234-35 (D.C. Cir. 1997) (same); see also Miami Valley Fair Hous. Ctr., Inc. v. Connor Grp., No. 3:10-CV-83, 2015 WL 853193, at *4-5 (S.D. Ohio Feb. 26, 2015) (holding that a fair housing organization must establish proximate cause because it is “one step removed from the discrimination,” so its claimed damages must be “t[ied] . . . to the defendant’s alleged wrongdoing”). 8 8 We recognize that our conclusion that a private cause of action under the FHA contains a proximate cause requirement may be in some tension with the Supreme Court’s general holding that statutory standing under the FHA extends as broadly as permitted under Article III. As we’ve explained, Article III’s only causation requirement is that the plaintiff’s injury be “fairly traceable” to the defendant’s unlawful conduct. Defs. of Wildlife, 504 U.S. at 590 (quoting Allen, 468 U.S. at 751). Plainly, proximate cause is not an element of constitutional standing. See Lexmark, 134 S. Ct. at 1391 n.6. Nonetheless, we do not interpret Trafficante, Gladstone, or Havens to have read a proximate cause requirement out of the statute. Nothing in those cases decided, or even asked, whether some kind of proximate cause requirement is an element of an FHA claim. To the extent those cases addressed Article III standing, they were concerned with what we call today the first Lujan factor: injury in fact -- an injury that is “concrete and particularized,” and “actual or imminent.” Defs. of Wildlife, 504 U.S. at 560. In Trafficante, the plaintiffs were two tenants, one black, one white, who had lost the benefit of interracial associations; causation was not discussed. 409 U.S. at 206; see Gladstone, 441 U.S. at 112-13 (characterizing Trafficante’s holding as turning on Article III’s injury-in-fact requirement). In Gladstone, causation was again not considered, except for a suggestion in dicta that evidence of 34

Case: 14-14543 Date Filed: 09/01/2015 Page: 35 of 57 The Bank argues that proximate cause creates a “directness requirement” within the FHA, and that the City’s pleadings, therefore, fail because they do not allege that the Bank’s actions directly harmed the City. The City does not accuse the Bank of discriminating against the City itself in its lending practices; instead, it claims that the Bank’s discriminatory practices led the City to lose tax revenue and spend money combating the resulting blight. This harm, the Bank claims, is too indirect to have been proximately caused by the Bank’s conduct. We disagree. The Bank proposes to draw its proximate cause test from other statutory contexts, primarily from the Supreme Court’s interpretation of the Racketeer Influenced and Corrupt Organizations Act (RICO) in Holmes, 503 U.S. 258. In that case, the Court read a proximate cause requirement into RICO, reasoning that its statutory language (granting a cause of action to anyone injured the defendant’s business practices might “be relevant to the establishment of the necessary causal connection between the alleged conduct and the asserted injury” in later stages of litigation. Id. at 114 n.29. Finally, in Havens, the Court did not discuss causation; “the question before [the Court] . . . [was] whether injury in fact ha[d] been sufficiently alleged.” 455 U.S. at 376 (emphasis added). Nothing in the holdings of these cases speaks to the existence of a proximate cause requirement, let alone bars us from interpreting the FHA to require a showing of proximate cause for damages actions. Moreover, it seems inconceivable that the FHA would not contain a proximate cause requirement of some sort, because the alternative would produce seemingly absurd results. Requiring nothing but Article III traceability for FHA damages actions would create an open- ended fount of liability, particularly for plaintiffs (like the City of Miami) who are at least one step removed from the defendant’s discriminatory conduct. This, of course, is why proximate cause is a classic element of a tort action -- and, as we have said, the Supreme Court has observed that damages claims under the FHA are essentially tort actions. Indeed, this statutory interpretation, rooted in the nature of the cause of action, has now been embraced by all three circuit courts of appeals to have addressed the issue. 35

Case: 14-14543 Date Filed: 09/01/2015 Page: 36 of 57 “by reason of” a violation of 18 U.S.C. § 1692, see 18 U.S.C. § 1964(c)) mirrored language used in the antitrust statutes, which had long been interpreted to contain such a requirement. See Holmes, 503 U.S. at 267-68. One of the “central elements” of proximate cause in the RICO and antitrust context, the Court explained, is “a demand for some direct relation between the injury asserted and the injurious conduct alleged.” Id. at 268-69; see, e.g., Simpson v. Sanderson Farms, Inc., 744 F.3d 702, 712 (11th Cir. 2014) (applying the Holmes directness requirement in a civil RICO case); cf. Lexmark, 134 S. Ct. at 1390 (appearing to endorse a directness requirement by noting that a claim “ordinarily” fails to allege proximate cause when “the harm [to the plaintiff] is purely derivative of ‘misfortunes visited upon a third person by the defendant’s acts’” (quoting Holmes, 503 U.S. at 268)). The Bank argues that proximate cause in the FHA context must be the same. But the Supreme Court in Lexmark made clear that proximate cause is not a one-size-fits-all analysis: it can differ statute by statute. Thus, for example, Lexmark involved an allegation of false advertising under the Lanham Act brought by one company against a rival. As the Court noted, all such injuries “are derivative of those suffered by consumers who are deceived by the advertising.” 134 S. Ct. at 1391. A claim based on such a derivative injury might not satisfy proximate cause under a statute that strictly requires a direct connection between 36

Case: 14-14543 Date Filed: 09/01/2015 Page: 37 of 57 the plaintiff’s harm and the defendant’s conduct. Nevertheless, the Court found that the claim satisfied proximate causation under the Lanham Act: because the statute authorized suit “only for commercial injuries,” the derivative nature of the plaintiff’s claim could not be “fatal” to the plaintiff’s cause of action. Id. In other words, the statutory context shaped the proximate cause analysis. So, too, in this case. The FHA’s proximate cause requirement cannot take the shape of the strict directness requirement that the Bank now urges on us: indeed, such a restriction would run afoul of Supreme Court and Eleventh Circuit caselaw allowing entities who have suffered indirect injuries -- that is, parties who have not themselves been directly discriminated against -- to bring a claim under the FHA. Notably, the Village of Bellwood in Gladstone was permitted to bring an FHA claim even though it was not directly discriminated against. 441 U.S. at 109-11. So, too, was the non-profit corporation in Havens, which alleged impairment of its organizational mission and a drain on its resources, not direct discrimination. 455 U.S. at 378-79. And in our own Circuit, the same is true of the plaintiff in Baytree, a non-minority developer who challenged a city’s zoning decision as racially discriminatory. 873 F.2d at 1408-09. Indeed, the Supreme Court in Havens instructed that the distinction between direct and indirect harms -- or, as the Havens Court characterized it, the difference “between ‘third-party’ and ‘first- 37

Case: 14-14543 Date Filed: 09/01/2015 Page: 38 of 57 party’ standing” -- was “of little significance in deciding” whether a plaintiff had a cause of action under the FHA. 455 U.S. at 375; see Pac. Shores Props., 730 F.3d at 1168 n.32 (“The fact that FHA plaintiffs’ injuries must be proximately caused by the defendants’ discriminatory acts does not, of course, mean that defendants are not liable for foreseeable, but indirect, effects of discrimination.”). In examining RICO and the antitrust statutes, the Supreme Court has looked to the statutory text and legislative history to determine the scope and meaning of the proximate cause requirement. See Holmes, 503 U.S. at 265-68. Neither party has presented any argument based on these considerations. However, the Supreme Court has observed that the language of the FHA is “broad and inclusive,” Trafficante, 409 U.S. at 209, and must be given “a generous construction,” id. at 212. What’s more, while the Supreme Court has cautioned that “[t]he legislative history of the [the FHA] is not too helpful” in determining the scope of its cause of action, it observed that the FHA’s proponents “emphasized that those who were not the direct objects of discrimination had an interest in ensuring fair housing, as they too suffered.” Id. at 210. In short, nothing in the text or legislative history of the FHA supports the Bank’s cramped interpretation. As we’ve noted, damages claims arising under the FHA have long been analogized to tort claims. Thus, we look to the law of torts to guide our proximate cause analysis in this context. We agree with the City that the proper standard, 38

Case: 14-14543 Date Filed: 09/01/2015 Page: 39 of 57 drawing on the law of tort, is based on foreseeability. 9 See Dobbs, Hayden & Bublick, supra, § 199, at 686 (“Professional usage almost always reduces proximate cause issues to the question of foreseeability. The defendant must have been reasonably able to foresee the kind of harm that was actually suffered by the plaintiff . . .”); see also Pac. Shores Props., 730 F.3d at 1168 & n.32 (noting in the FHA context that “the doctrine of proximate cause serves merely to protect defendants from unforeseeable results” of their unlawful conduct, and that defendants are “liable for foreseeable . . . effects of discrimination.”). Under this standard, the City has made an adequate showing. The complaint alleges that the Bank had access to analytical tools as well as published reports drawing the link between predatory lending practices “and their attendant harm,” such as premature foreclosure and the resulting costs to the City, including, most notably, a reduction in property tax revenues. Complaint at 8-9, 26-27, 32-33, 47- 48, 50. The district court rejected the plaintiffs’ claim partly because it failed to “allege facts that isolate Defendants’ practices as the cause of any alleged lending disparity.” City of Miami v. Bank of America Corp., 2014 WL 3362348, at *5. But as we have said even in the more restrictive RICO context, proximate cause “is not . . . the same thing as . . . sole cause.” Cox v. Adm’r U.S. Steel & Carnegie, 17 9 We acknowledge that the Supreme Court has rejected foreseeability as the touchstone of proximate cause “in the RICO context,” Hemi Grp., LLC v. City of New York, 559 U.S. 1, 12 (2010), but we have already explained why that statutory context does not govern our analysis today. 39

Case: 14-14543 Date Filed: 09/01/2015 Page: 40 of 57 F.3d 1386, 1399 (11th Cir.), opinion modified on reh’g, 30 F.3d 1347 (11th Cir. 1994); see Dobbs, Hayden & Bublick, supra, § 198, at 683 (“[The proximate cause requirement] does not mean that the defendant’s conduct must be the only proximate cause of the plaintiff’s injury.”). Instead, a proximate cause is “a substantial factor in the sequence of responsible causation.” Cox, 17 F.3d at 1389 (quotation omitted). The City has surely alleged that much: it claims that the Bank’s discriminatory lending caused property owned by minorities to enter premature foreclosure, costing the City tax revenue and municipal expenditures. Although there are several links in that causal chain, none are unforeseeable. See Dobbs, Hayden & Bublick, supra, § 204, at 705 (explaining that intervening causes become “superseding” only if they are unforeseeable). And, as we noted in the context of Article III traceability, the City has provided the results of regression analyses that purport to draw the connection between the Bank’s conduct toward minority borrowers, foreclosure, and lost tax revenue. This empirical data is sufficient to “raise the pleadings above the speculative level.” Dekalb Cnty. v. HSBC N. Am. Holdings, Inc., No. 1:12-CV-03640-SCJ, 2013 WL 7874104, at *7 (N.D. Ga. Sept. 25, 2013); see Twombly, 550 U.S. at 555; cf. Maya v. Centex Corp., 658 F.3d 1060, 1073 (9th Cir. 2011) (“Expert testimony can be used to 40

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