2009-27113 ResoRESOLUTION NO. 2009-27113
A RESOLUTION OF THE MAYOR AND THE CITY COMMISSION OF THE CITY OF MIAMI
BEACH, FLORIDA, ACCEPTING AN EASEMENT AGREEMENT FROM 1100 LINCOLN
ROAD L. P., AS THE OWNER OF THE PROPERTY LOCATED AT 1100 LINCOLN ROAD
(REGAL CINEMA BUILDING), FOR THE INSTALLATION, MAINTENANCE, AND REPAIR
OF A SIDEWALK WITH PEDRA PORTUGUESA FINISHES ON A PORTION OF THE
ABOVE MENTIONED PROPERTY ADJACENT TO THE RIGHT-OF-WAY.
WHEREAS, UTA Management, LLC (Developer) is the owner of certain land with address
1111 Lincoln Road, Miami Beach (the 1111 Lincoln Road Property), located adjacent to and north of
that portion of Lincoln Road, between Lenox Avenue and Alton Road (1100 Block of Lincoln); and
WHEREAS, the Design Review Board (DRB) of the City approved the renovation of the
existing office building, the construction of a two story mixed use building and new seven story
mixed-use parking structure on the 1111 Lincoln Road property (collectively, the 1111 Lincoln
Project), pursuant to an Order dated February 7, 2006, under DRB File No. 19018 (the DRB Order);
and
WHEREAS the Board of Adjustment of the City approved the 1111 Lincoln Project, pursuant
to an Order dated March 3, 2006, under File No. 3178 (the BOA Order); and
WHEREAS, as a condition under each of the DRB Order and the BOA Order, the Developer,
as the owner of the 1111 Lincoln Road Property, was required to enter into discussions with the City
to explore the possibility of closing the block of Lincoln Road, between Lenox Avenue and Alton
Road, to vehicular traffic, and extending the Lincoln Road pedestrian mall west to Alton Road; and
WHEREAS, on July 9, 2008 the Developer acquired City right-of--way permit for construction
of the 1100 Block of Lincoln Road; and
WHEREAS, the Developer is in the process of reconstructing the 1100 block of Lincoln
Road, including a portion on private property south of and adjacent to the right-of-way; and
WHEREAS, the private property south and adjacent to the right-of--way of Lincoln Road is the
Regal Cinema Building, 1100 Lincoln Road; and
WHEREAS, the City would need an easement agreement from the Regal Cinema Building in
order to install and maintain the new sidewalk with Pedra Portuguesa finishes within the required
vicinity; and
WHEREAS, the Regal Cinema Building is owned by 1100 Lincoln Road L.P., a Delaware
limited partnership; and
WHEREAS, 1100 Lincoln Road L.P. has granted the Citythe attached Easement Agreement
for such purposes.
2009-27113
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND THE CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission
hereby accepts an Easement from 1100 Lincoln Road L.P., as the owner of the property located at
1100 Collins Avenue (Regal Cinema Building), for the installation, maintenance, and repair of a
sidewalk with Pedra Portuguesa finishes on a portion of the above mentioned property.
PASSED and ADOPTED this 15thday of Juiy , 2009.
A E T:
~, lJ Q1~. ~'1
CITY CLERK
Robert Parcher
M YOR
Matti Herrera Bower
T:\AGENDA\2009\July 15\Consent\1100 Lincoln Rd Easement RESO.doc
APPROVED AS TO
FORM ~ Lp-NGUAGH
~ FOR EXECUTION
-2 .l-.dos
COMMISSION ITEM SUMMARY
Condensed Title:
A Resolution Accepting An Easement Agreement From 1100 Lincoln Road L. P., As The Owner Of The Property
Located At 1100 Lincoln Road (Regal Cinema Building), For The Installation, Maintenance, And Repair Of A Sidewalk
With Pedra Portu uesa Finishes On A Portion Of The Above Mentioned Pro a Ad'acent To The Ri ht-Of-Wa .
Key Intended Outcome Supported:
Ensure well maintained infrastructure.
Supporting Data (Surveys, Environmental Scan, etc.):
Improvements to the 1100 block of Lincoln Road satisfy the City's Key Intended Outcomes (KIO): Ensure Well
j Maintained Infrastructure.
Issue:
Shall the Ma or and Ci Commission a rove the Resolution?
Item Summary/Recommendation:
The developer (UTA Management, LLC) of the parking garage at 1111 Lincoln Road encouraged by Design Review
Board, developed conceptual design plans to construct a pedestrian mall on the 1100 block of Lincoln Road. On
January 25, 2007 the Finance and Citywide Projects Committee approved the development agreement and
recommended submitting to commission for approval. On March 14, 2007 the City Commission approved, on second
reading, the development agreement between the City and UTA Management, LLC (UTA). The agreement includes
design development and construction of streetscape, street furniture, landscaping, decorativefountain/waterfeatures
and corresponding lighting, irrigation and drainage system. The new public pedestrian plaza surface will be
constructed with Pedra Portuguesa.
To maintain consistencywith the Pedra Portuguesa design, the new sidewalk extends beyond the public right-of-way
along the south side of Lincoln Road onto the adjacent property (Regal Cinema Building). To effectively complete the
construction and to facilitate future maintenance of the proposed Pedra Portuguesa sidewalk, the City will need a
permanent sidewalk maintenance easement from the property owner of the Regal Cinema Building, 1100 Lincoln
Road L.P., located at 1100 Lincoln Road. The easement will allow the City to complete the reconstruction of Lincoln
Road, harmonize the proposed sidewalk design with the existing business entryway elevations and connect the
proposed sidewalk with the existing business entrances.
The City met with representatives of the Regal Cinema Building and the property owner agreed to provide the City with
a permanent sidewalk maintenance easement for construction of the new sidewalk (see attached). The owner of the
property, 1100 Lincoln Road L.P., will provide the City with a permanent maintenance easement, for the construction,
installation, operation, maintenance and repair of a new sidewalk (finished in Pedra Portuguesa).
THE ADMINISTRATION RECOMMENDS APPROVAL OF THE RESOLUTION.
Board Recommendation:
Financial Information:
Source of Amount Account
Funds: ~
3
OBPI Total
Financial Impact Summary:
Cit Clerk's Office Le islative Trackin
Fernando Vaz uez, Ci En ineer, x.6399
Sign-Offs:
De artment or Assistant 't na er Ci Man r
FHB TH JMG
T:WGENDA\2009Wu1y 15\Consent\1100 Lincoln Rd Easement Sukjjhary.doc
~~ ~ ~ EAR ~ AGENDA ITEM ~ ~~
~ C DATE 7'~ S9
m MIAMIBEACH
City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florida 33139, www.miamibeachfl.gov
COMMISSION MEMORANDUM
To: Mayor Matti Herrera Bower and Members of the City Commission
FROM: City Manager Jorge M. Gonzalez
DATE: July 15, 2009
SUBJECT: A RESOLUTION OF THE MAYOR AND THE CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, ACCEPTING AN EASEMENT AGREEMENT FROM 1100
LINCOLN ROAD L. P., AS THE OWNER OF THE PROPERTY LOCATED AT 1100
LINCOLN ROAD (REGAL CINEMA BUILDING), FOR THE INSTALLATION,
MAINTENANCE, AND REPAIR OF A SIDEWALK WITH PEDRA PORTUGUESA
FINISHES ON A PORTION OF THE ABOVE MENTIONED PROPERTY ADJACENT
TO THE RIGHT-OF-WAY.
ADMINISTRATION RECOMMENDATION
Adopt the Resolution.
BACKGROUND
The Developer, UTA Management, LLC (UTA), of the garage/retail-commercial project at 1111
Lincoln Road, encouraged by the Design Review Board and the Board of Adjustment,
developed conceptual plans to build a pedestrian mall on the 1100 block of Lincoln Road. The
Finance and Citywide Projects Committee, on November, 22, 2006, approved conceptual plans
for closure of Lincoln Road from Lenox Avenue to Alton Road, converting it to a pedestrian mall.
On December 6, 2006, the City Commission approved the conceptual plan developed by UTA.
City staff and UTA negotiated and generated a development agreement for the construction of
the 1100 block. On January 25, 2007 the Finance and Citywide Projects Committee approved
the agreement and recommended that it be submitted to City Commission for consideration.
On March 14, 2007, the Miami Beach City Commission approved, on second reading, the
Development agreement between the City and UTA for the design development and construction
of that portion of Lincoln Road from Lenox Avenue to Alton Road, extending the pedestrian
portion of Lincoln Road Mall further to the West. The design development and construction
includes, without limitations, streetscape, street furniture, landscaping, decorative fountain/water
features, and corresponding lighting, irrigation, and drainage system. The design also includes
the closure of the aforestated portion of Lincoln Road Mall to vehicular traffic and design,
development and construction of a new public pedestrian plaza surface constructed with Pedra
Portuguese, (Attachment 1, Pedra Portuguese Picture).
The developer acquired initial City right-of-way permits for construction of the 1100 block of
Lincoln Road Mall on July 9, 2008 and immediately began construction. Construction is
currently underway for the interconnections to Lenox Avenue and Alton Road. The construction
also includes the installation of new sidewalks finished with Pedra Portuguese.
ANALYSIS
In the interest of maintaining consistency with the Pedra Portuguesa design, the new sidewalks
extend beyond the public right-of-way, along the south side of Lincoln Road, onto a small
portion of the adjacent Regal Cinema property, at 1100 Lincoln Road (Attachment 2, plan
identifying the limits of the Pedra Portuguesa installation). In order to effectively complete
construction of the new sidewalk and to facilitate the maintenance and repairs of the proposed
sidewalk, the City will require that a permanent sidewalk maintenance easement be effectuated
from the adjacent private property owner of the Regal Cinema property.
The sidewalk maintenance easement agreement will allow the City to complete the
reconstruction of Lincoln Road, harmonize the proposed sidewalk design with the existing
business entryway to Lincoln Road, and connect the proposed sidewalk with the existing
business entrances.
The property owner, 1100 Lincoln Road, L.P., has agreed to provide the City with an easement
agreement for:
a) a temporary construction easement on, over and across the portions of the sidewalks
along Lincoln Road, Alton Road and Lenox Avenue, the dedicated rights-of-way
adjacent to the 1100 Lincoln Property (each, a "Right-of-Way" and collectively, the
"Rights-of-Way"), that are part of the 1100 Lincoln Property (the "Easement Area"), for
the removal of the red concrete sidewalk and installation of black and white stone
pavement, as depicted in the attached Exhibit "C" (the "Sidewalk Improvements")
b) a perpetual non-exclusive easement for access to, and maintenance, repair and
replacement of, the Sidewalk Improvements.
c) a perpetual subsurface utility easement for the installation, operation, and continuing
maintenance of underground utilities, if any, located in the Easement Area that are
necessary to serve the City Property (collectively, the "Utilities").
The owner of the property, 1100 Lincoln Road L.P., will provide the City with a permanent
maintenance easement, for the construction, installation, operation, maintenance, and repair of
the new Pedra Portuguesa sidewalk.
CONCLUSION
The Administration recommends that the City Commission approve the Resolution to accept the
easement agreement from 1100 Lincoln Road L.P.
Attachments:
1. Pedra Portuguesa Picture
2. Plan identifying the limits of the Pedra Portuguesa installation
3. Easement Document
JMG\RCM\FHB\FV
T:WGENDA\2009\July 15\Consent\1100 Lincoln Rd Easement Memo.doc
Attachment 1, Pedra Portuguesa Picture
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Attachment 2, Plan identifying the limits of the Pedra Portuguesa installation
EASEMENT AGREEMENT TO BE SUBMITTED
Prepared by and after recording return to:
Adam D. Lustig, Esq.
Bilzin Sumberg Baena Price & Axelrod LLP
200 South Biscayne Boulevard, Suite 2500
Miami, Florida 33131-5340
EASEMENT AGREEMENT
THIS EASEMENT AGREEMENT (this "Agreement") is made as of the _ day of
2009, by and between the CITY OF MIAMI BEACH, FLORIDA, a municipal
corporation of the State of Florida (the "City") and 1100 LINCOLN ROAD L.P., a Delaware
limited partnership ("1100 Lincoln Owner"). The City and 1100 Lincoln Owner are each, a
"Party", and collectively, the "Parties".
RECITALS:
A. 1100 Lincoln Owner is the owner of certain land located at 1100 Lincoln Road,
Miami Beach, Florida, and more particularly in the attached Exhibit "A" (the "1100 Lincoln
Property")
B. The City is the owner of certain land located on Lincoln Road between Lenox
Avenue and Alton Road, and more particularly described in the attached Exhibit "B" (the "City
Property")
C. The Parties desize to enter into this Agreement to provide for the granting of
certain easements from 1100 Lincoln Owner to the City and for the maintenance, repair and
replacement of certain improvements in the Easement Area (as defined below).
NOW, THEREFORE, in consideration of the premises and the covenants contained
herein, the Parties. hereto agree as follows:
1. Recitals. The above and foregoing recitals are true and correct and incorporated
herein by reference thereto.
2. Grant of Easements. 1100 Lincoln Owner grants to the City: (a) a temporary
construction easement on, over and across the portions of the sidewalks along Lincoln Road,
Alton Road and Lenox Avenue, the dedicated rights-of--way adjacent to the 1100 Lincoln
Property (each, a "Right-of--Way" and collectively, the "Rights-of-Way"), that are part of the
1100 Lincoln Property, as depicted in the attached Exhibit "C" (the "Easement Area"), for
the removal of the red concrete sidewalk and installation of black and white stone pavement, as
depicted in the attached Exhibit "D" (the "Sidewalk Improvements"); (b) an irrevocable,
perpetual non-exclusive easement for access to, and maintenance, repair and replacement of, the
Agenda Item C7 J
MIAMI 1867409.4 7713726901 Date ~-~.S Q
portion of the Sidewalk Improvements on or over the Easement Area; and (c) an irrevocable,
perpetual subsurface utility easement for the installation, operation, and continuing maintenance
of underground utilities, if any, located in the Easement Area that are necessary to serve the City
Property (collectively, the "Utilities").
The City specifically reserves the right to allow other utility facilities to be installed
under, across, and within the Rights-of--Way (and to grant additional non-exclusive easements
permitting the installation, operation, and maintenance of same), provided such facilities do not
materially interfere with the utility facilities serving the 1100 Lincoln Property.
3. Maintenance. The City shall be responsible at its.. sole cost and expense for the
maintenance, repair and replacement of the Sidewalk Improvements, as and when necessary, and
in a manner consistent with the maintenance, repair and replacement of the stone pavement in the
Rights-of--Way.
4. Reasonable Use of Easements. The easements granted herein shall be used and
enjoyed by the City and its contractors, subcontractors, agents and materialmen in such a manner
so as not to unreasonably interfere with, obstruct or delay the conduct and operations of the
businesses of 1100 Lincoln Owner and its tenants at any: time conducted on the 1100 Lincoln
Property, including, without limitation, public access to and from said businesses. 1100 Lincoln
Owner shall have the right to remodel, renovate, modify or demolish the building(s) located on
the 1100 Lincoln Property, subject to obtaining all necessary governmental approvals. To the
extent 1100 Lincoln Owner elects to remodel, renovate, modify or demolish the building(s)
located on the 1100 Lincoln Property, and such work results or would result in the building(s) or
other improvements on the 1100 Lincoln Property using all or a portion of the Easement Area,
1100 Lincoln Owner shall have the right, at its sole cost and expense and subject to obtaining all
necessary governmental. approvals, to remove the stone pavement in the area of use and the
Easement Area shall be modified `to remove the area of use from the Easement Area. To the
extent necessary, the City and 11'00 Lincoln Ov~mer agree to execute an amendment to this
Agreement to modify the Easement Area accordingly.
~:5. Insurance. Thee City shall cause its contractors and subcontractors that perform
the installation, maintenance, repair and replacement of the Sidewalk Improvements to maintain
liability, casualty and worker's compensation insurance in commercially reasonable amounts
during the periods of time in which work is being performed and to name 1100 Lincoln Owner
as an additional insured in connection with such insurance coverage.
~:6. Indemnity. Subject to the limitations set forth in Florida Statutes, Section 768.28,
as applicable, the City hereby indemnifies and holds harmless and agrees to defend 1100 Lincoln
Owner from any and all actions, causes of action, claims, liabilities, demands, losses and
expenses of any kind whatsoever, including, without limitation, reasonable attorneys' fees and
court costs at trial and all appellate levels, which may be filed or made against 1100 Lincoln
Owner, its officers, directors, partners, agents, affiliates, employees, successors and/or assigns,
2
MIAMI 1867409.4 7713726901
by reason of the negligence or willful misconduct by the City in connection with any
construction, installation, utilization operation, maintenance, repair or replacement pursuant to
this Agreement, by the City and/or its agents, contractors and/or employees.
5:7. Nature of Easement. The burdens and benefits of the easements created herein
shall run with the land and shall inure to the benefit of, and be binding upon the Parties and their
respective successors and/or assigns, and all persons claiming under them. Any transferee of
1100 Lincoln Owner, or its successors or assigns, as the case maybe, shall be bound by all terms
and conditions of this Agreement. For purposes of a transfer and/or assignment of this Agreement,
1100 Lincoln Owner shall only be permitted to assign its rights hereunder to, and its successors
shall only include, successor owner(s) or mortgage lenders of the 1100 Lincoln Property. Its
successors and/or assigns shall not include individual unit owners or individual renters unless such
unit owners or renters are successor owner(s) as described above.
~8. GoverningL Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Florida, both substantive and remedial, without regard to
principles of conflict of laws. The exclusive venue for any litigation arising out of this
Agreement shall be Miami-Dade County, Florida, if in State court,, and the U.S. District Court,
Southern District of Florida, if in federal court. BY ENTERING INTO THIS AGREEMENT,
THE CITY AND 1100 LINCOLN OWNER EXPRESSLY WANE ANY RIGHTS EITHER
PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CNIL LITIGATION RELATED TO,
OR ARISING OUT OF, THIS AGREEMENT.
-1-&9. Counterparts. This Agreement maybe signed in counterparts with the same force
and effect as if all required signatures were contained in a single, original instrument.
~-1-10. Term. The easements, covenants, conditions and restrictions contained in this
Agreement shall be effective commencing on the date of recordation of this Agreement in the
office of the Clerk of Court of Miami-Dade County and shall remain in full force and effect
thereafter in perpetuity, unless this Agreement is modified, amended, canceled or terminated by
the written consent of the Parties... Notwithstanding the foregoing, in the event the building(s)
located on the 1100 Lincoln Property`is/are demolished by 1100 Lincoln Owner or destroyed by
fire or other casualty, 1100 Lincoln Owner shall have the right to terminate this Agreement by
providing written notice of termination to the City. The City agrees to execute a termination of
this Agreement in recordable form promptly after receipt of such termination notice from 1100
Lincoln Owner.
~?11. Remedies and Enforcement; Self-Help. In the event of a breach by either Party of
any of the terms, covenants, restrictions or conditions hereof, the other Party shall provide
written notice of such breach to the defaulting Party. If the defaulting Party fails to cure such
breach within thirty (30) calendar days following written notice thereof by the non-defaulting
Party (unless such breach creates an emergency requiring immediate action, in which case either
Party may take action to correct the problem after such reasonable notice to the other Party as
maybe possible under the circumstances, or with respect to any such breach the nature of which
cannot reasonably be cured within such thirty (30)-day calendar period, the defaulting Party
commences such cure within such thirty (30)-day calendar period and thereafter diligently and
continuously prosecutes such cure to completion), the non-defaulting Party shall have the right to
3
MIAMI 1867409.4 7713726901
pursue any one or more of the following remedies: (a) perform such obligation contained in this
Agreement on behalf of such defaulting Party and be reimbursed by such defaulting Party upon
demand for the reasonable costs thereof; (b) full and adequate relief by injunction and/or all such
other available legal and equitable remedies from the consequences of such breach, including
payment of any amounts due; and/or (c) specific performance. Notwithstanding anything
contained herein to the contrary, no breach hereunder shall entitle any Party to cancel, rescind, or
otherwise terminate this Agreement.
-112. No Waiver. No waiver of any default of any obligation by any Party hereto shall
be implied from any omission by the other Party to take any action with respect to such default.
~4-.13. No Agency. Nothing in this Agreement shall be deemed or construed by either
Party or by any third person to create the relationship of principal and agent or of limited or
general partners or of joint venturers or of any other association: between the parties.
X14. Severability. Each provision of this Agreement is hereby..declared to be
independent of and severable from the remainder of this Agreement. If any provision contained
herein shall be held to be invalid or to be unenforceable or not to run with the land, such holding
shall not affect the validity or enforceability of the remainder of this Agreement. In the event the
validity or enforceability of any provision of this Agreement is held to be dependent upon the
existence of a specific legal description, the parties agree to promptly cause such legal
description to be prepared.
x:15. Force Majeure Events. Except in `the event of any emergency requiring
immediate action, whenever a period of time is herein prescribed for the taking of any action by
either Party, neither Party shall be liable or responsible for, and there shall be excluded from the
computation of such period of time, any delays due to strikes, riots, acts of God, shortages of
labor or materials, war, governmental laws, regulations or restrictions, or any other cause
whatsoever beyond the control of such Party.
x:16. No Dedication. None of the easements granted pursuant to this Agreement shall
be deemed a dedication, either express or implied, of all or any portion of the 1100 Lincoln
Property.....
~-8:17. Entire Agreement. This Agreement contains the complete understanding and
agreement of the parties hereto with respect to all matters referred to herein, and all prior
representations, negotiations, and understandings are superseded hereby.
X18. Amendment. The Parties agree that the provisions of this Agreement may be
modified or amended,` in whole or in part, or terminated, only by the written consent of the City
and 1100 Lincoln Owner, or their respective successors and/or assigns, evidenced by a document
that has been fully executed and acknowledged by the City and 1100 Lincoln Owner, and or their
respective successors and/or assigns and recorded in the Official Records of Miami-Dade
County, Florida. The Parties agree that they shall not unreasonably withhold completion or
delay their written consent and approval of any amendment to this Agreement which is for the
purpose of complying with the terms of paragraph 4 or any applicable law or necessary for the
completion of the Sidewalk Improvements but only to the extent that such amendment to this
4
MIAMI 1867409.4 7713726901
Agreement does not adversely affect, limit or modify the covenants and restrictions contained in
this Agreement.
x:19. Attorneys' Fees. In the event any Party institutes any legal action or proceeding
for the enforcement of any right or obligation herein contained, the prevailing Party after a final
adjudication shall be entitled to recover its costs and reasonable attorneys' fees incurred in the
preparation and prosecution of such action or proceeding, at trial and at all appellate levels.
X20. Notices. Whenever either party desires to give notice unto the other, it must be
given by written notice, (a) sent by certified United States mail, with return receipt requested, (b)
by personal delivery with a signed receipt, (c) by recognized national overnight courier service
or (d) by facsimile, in any case, addressed to the party for whom it is intended, at the place last
specified; and the place for giving of notice shall remain such until it shall have been changed by
written notice in compliance with the provisions of this paragraph. Notices given by an attorney
for the City or 1100 Lincoln Owner shall be deemed effective notices. For the present, the parties
designate the following as the respective places for giving of notice, to wit:
FOR CITY:
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
Attn: City Manager
Fax: (305) 673-7782
With a copy to:
City' of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139.
Attn: City Attorney
Fax: (305) 673-7002
City of Miami Beach
i 700 Convention Center Drive
Miami Beach, Florida 33139
Attn: Fred Beckmann, Public Works Director
Fax: (305)673-7028
FOR 1100 LINCOLN OWNER:
1100 Lincoln Road L.P.
390 Park Ave., 3rd Floor
New York, New York 10022
Attn:
Fax:
MIAMI 1867409.4 7713726901
x:21. Est~pel Certificates. Either Party hereto, within ten (10) business days of its
receipt of a written request from the other Party shall from time to time provide the requesting
Owner with a written estoppel certificate duly executed stating:
(a) to the best of such Party's knowledge, whether the other Party is in default
or violation of this Agreement and setting forth with specificity the default or violation; and
(b) that this Agreement is in full force and effect and identifying any
amendments to the Agreement as of the date of such certificate.
x:22. Further Assurances. From time to time, at the request of either Party and without
further consideration, either Party shall execute and deliver any further instruments and take such
other actions as the other Party may reasonably require to accomplish the purposes of this
Agreement.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK)
6
MIAMI 1867409.4 7713726901
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date
first set forth above.
WITNESSES: CITY:
CITY OF MIAMI BEACH, FLORIDA,
a municipal corporation of the State of Florida
By:
Sign Name: Matti Herrera Bawer
Title: Mayor
Print Name
Sign
Print Name
ATTEST:
By:
Name'''Robert Parcher
Title: City Clerk
STATE OF FLORIDA )
)ss:
COUNTY OF MIAMI-DADS )
The. foregoing instrument was acknowledged before me this day of
2009, by Matti Herrera Bower, as Mayor, and Robert Parcher, as City Clerk, of
CITY OF MIAMI BEACH, FLORIDA, a municipal corporation of the State of Florida, on
behalf of such municipal corporation. They are personally known to me or produced valid
Florida driver's licenses as identification.
Notary Public, State of Florida
My commission expires:
MIAMI 1867409.4 7713726901
WITNESSES:
Sign
Print Name
Sign
Print Name
1100 LINCOLN OWNER
1100 LINCOLN ROAD L.P., a Delaware limited
partnership
By: Lincoln GP Corp., a Delaware corporation,
its General Partner
By:
Name:
Title:
STATE OF )
)ss:
COUNTY OF )
The foregoing instrument was acknowledged before me this day of ,
2009, by as of
Lincoln GP Corp., a Delaware corporation, as General Partner of 1100 Lincoln Road L.P., a
Delaware limited partnership, on behalf of such corporation and limited partnership. He is ( )
personally known to me or ( )produced valid driver's licenses as identification.
Notary Public
My commission expires:
MIAMI 1867409.4 7713726901
JOINDER BY MORTGAGEE
Bank of America, National Association, successor by merger to LaSalle Bank National
Association, as Trustee for the Registered Holders of Merrill Lynch Mortgage Trust 2003-KEY1,
Commercial Mortgage Pass-Through Certificates, Series 2003-KEYl,,,being the holder of that
certain Mortgage, Security Agreement, Assignment of Rents and Fixture Filing executed by
1100 Lincoln Road L.P. to Merrill Lynch Mortgage Lending, Inc., recorded November 11, 2003,
in Official Records Book 21790, Page 4655 in the Public Records of Miami-Dade County,
Florida, as such Mortgage has been amended and assigned (collectively, the "Mortgage"), hereby
consents to the filing of, and agrees that the Mortgage shall be subject and subordinate to the
terms of, the foregoing Easement Agreement.
BANK OF AMERICA,' NATIONAL
ASSOCIATION, SUCCESSOR BY
MERGER TO LASALLE BANK
NATIONAL ASSOCIATION, AS
TRUSTEE FOR THE REGISTERED
HOLDERS OF MERRILL LYNCH
MORTGAGE TRUST 2003-KEY1,
COMMERCIAL MORTGAGE PASS-
THROUGH CERTIFICATES, SERIES
2003-KEY1
Signed, Sealed and Delivered
in the presence of: , By: KeyCorp Real Estate Capital
Markets, Inc., its authorized agent
Sign By:
Name:
Printt`Narne Title:
Sign
Print Name
MIAMI 1867409.4 7713726901
STATE OF )
SS:
COUNTY OF )
The foregoing instrument was acknowledged before me this day of
2009, by , as of KeyCorp Real Estate
Capital Markets, Inc., as authorized agent for Bank of America, National Association, successor
by merger to LaSalle Bank National Association, as Trustee for the Registered Holders of
Merrill Lynch Mortgage Trust 2003-KEY1, Commercial Mortgage Pass-Through Certificates,
Series 2003-KEYl, on behalf of such corporation and trust. He/She is (' `'`)personally known to
me or ( )has produced a driver's license as identification.
Notary Public, State of Florida
My Commission Expires:
MIAMI 1867409.4 7713726901
EXHIBIT "A"
LEGAL DESCRIPTION OF 1100 LINCOLN PROPERTY
MIAMI 1867409.4 7713726901
EXHIBIT "B"
LEGAL DESCRIPTION OF CITY PROPERTY
MIAMI 1867409.4 7713726901
EXHIBIT "C"
EASEMENT AREA
MIAMI 1867409.4 7713726901
EXHIBIT "D"
SIDEWALK IMPROVEMENTS PLAN
MIAMI 1867409.4 7713726901