Purchase of the Barclay, LLC 1940 Park Avenue, Miami Beach, Florida 33139 am
am=mi■Eimere
1700 Convention Center Drive,Miami Beach, Florida 33139,www.miamibeachfl.gov
INTER-OFFICE MEMORANDUM
TO: Rafael Granado
City Clerk
FROM: Gisela Nanson Torres
Senior Assistant City Attorney
•
DATE: February 2, 2015
SUBJECT: City of Miami Beach purchase of the Barclay, LLC
1940 Park Avenue, Miami Beach, Florida 33139
Enclosed please find the following closing documents:
1. Original Settlement Statement
2. Original Release Agreement
3. Original Closing and Proration Agreement
4. Original Satisfaction of Mortgage
5. Original Termination of Property Management Agreement
6. Original Company Affidavit
7. Original Affidavit
8. Original Closing Affidavit
9. Original Bill of Sale
10. Original Warranty Deed
11. Original As-Is" Property Condition Acknowledgment
12. Original of Old Republic Title Commitment
13. Copy Resolution
• 14. Copy of Elevation Certificate
15. Original Sketch of Boundary Survey
GNT/mmm
Enclosures
�:∎ �,.
• Buyer/Seller
A. Settlement Statement Settlement Statement
B. Type of Loan
0 1.FHA Q 2.FmHA Q 3.Conv.Unins. 6.File Number 7.Loan Number 8. Mortg.Ins.Case Num.
247174-3
0 4.V.A. 0 5.Conv.Ins.
ID:
C. NOTE:This form is furnished to give you a statement of actual settlement costs. Amounts paid to and by the settlement agent are shown.Items
marked"(p.o.c.)"were paid outside the closing;they are shown here for informational purposes and are not included in the totals.
D.NAME OF BUYER: City of Miami Beach,a Florida municipal corporation
Address of Buyer: 1700 Convention Cernter Drive,Fourth Floor,Miami Beach,Florida 33139
E.NAME OF SELLER: MBCDC:The Barclay LLC,a Florida limited liability company
Address of Seller: 945 Pennsylvania Avenue,Miami Beach,Florida 33139 TIN:20-8918816
F.NAME OF LENDER:
Address of Lender:
G.PROPERTY LOCATION: 1940 Park Avenue,Miami Beach,Florida 33139
H.SETTLEMENT AGENT: SUZANNE A.DOCKERTY,P.A. TIN:65-0808255
Place of Settlement: 110 Merrick Way,Suite 3-B,Coral Gables,Florida 33134 Phone:
I. SETTLEMENT DATE: 1/30/15 DISBURSEMENT DATE:1/30/15
J:Summary of.buyer'stransaction <K:-Summary of seller's transaction' ""' . _
s:100.Gross,amount due from buyer.: .;400.Gross;amount due?to.seller r,:' -_
101.Contract sales price 10.00 401.Contract sales price 10.00
102.Personal property -402.Personal property
103.Settlement charges to buyer(Line 1400) 75,299.75 403.
104. 404.
105. 405.
Adjustments.for Items; aid b seller,in advance - •
1 p Y: �>: .- �'. '.'Adjustments:for,items pald,by seller in=advance:•,'-;�`....
106.City/town taxes 406.City/town taxes .
107.County taxes -407.County taxes
108.Assessments -408.Assessments
109. -409.
110. -410.
-411.
412.
120.Gross amount due from buyer: 75,309.75 420.Gross amount due to seller: 10.00
,';200r;Amounts.paid or in=behalf`of.buyer ::` 500:.Reductionsiin amount due!to:seller'. z�
201.Deposit or earnest money 501.Excess deposit(see instructions)
202.Principal amount of new loan(s) -502.Settlement charges to seller(line 1400) 2,036.44
203.Existing loan(s)taken subject to -503.Existing loan(s)taken subject to
204.Principal amount of second mortgage -504.Payoff of first mortgage loan -
205. 505.Payoff of second mortgage loan
206. -506.Deposits held by seller -
207.Principal amt of mortgage held by seller 507.Principal amt of mortgage held by seller
208. -508.
209. 509.
Adjustments for-items`'unpaid'by seller: ,.;:- ,;.Adjustments for:items unpaidby.-seller` '<:..
210.City/town taxes 510.City/town taxes
211.County taxes -511.County taxes -
212.Assessments -512.Assessments
213. -513.
214. -514.
215. -515. -
216. -516. -
217. -517.
218. -518. -
219. 519.
220.Total paid by/for buyer: 0.00 520.Total reductions in amount due seller: 2,036.44
:.300.,Cash at settjement'from/to'buyer:.: _,..._" .. 600:;Cash atsettjement to/from seller. ,, ,
301.Gross amount due from buyer 75,309/5 601.Gross amount due to seller 10.00
(line 120) (line 420)
302.Less amount paid by/for the buyer 0.00 602.Less total reductions in amount due seller (2,036.44)
(line 220) (line 520)
303.Cash( IRI From ❑To )Buyer: 75,309.75 603.Cash( ❑To ❑✓ From )Seller: 2,026.44
Substitute Form 1099 Seller Statement: The information contained in blocks E,G,H,and I and on line 401 is important tax Information and is being
furnished to the IRS. If you are required to file a return,a negligence penalty or other sanction will be imposed on you if this item is required to be reported and
the IRS determines that it has not been reported.
Seller Instructions: If this real estate was your principal residence,file Form 2119,Sale or Exchange of Principal Residence,for any gain,with your tax
return;for other transactions,complete the applicable parts of Form 4797,Form 6262 and/or Schedule D(Form 1040).
Bu Initials: Seller's Initial(s):
DoubteTime®
.*
Buyer/Seller Settlement Statement Page 2
.L.Settlement:charges ,.._; : ;:Buyer'POC•:Seller,POC Paid from Paid from
700.Total Sales/Brokers Corn.based on price. $836,537.00 @ %= Buyer's Seller's
Funds at Funds at
701. %to Settlement Settlement
702. %to
703.Commission.aid at settlement
704. to
,'800:Items payable•in connection=with loan -, BuyerPOC.-Seller,POC
801. Loan origination fee %to 802. Loan discount %to
803. Appraisal fee to
804. Credit report to
805. Lender's inspection fee to
806. Mortgage insurance application fee to
807. Assumption Fee to
808. to
809. to
810. to
811. to
x900::Items'required:by:lenderto be paid`in-advance _; = ,:;Buyer:POC SellerPOC,
901.Interest from to @ • /day
902.Mortgage insurance premium for months to
903.Hazard insurance premium for years to
904.Flood insurance premium for years to
905. years to
- ----- --- - -
:.1000.;Reseniesdeposited with lender ..:> :- i _Buyer POC:°;Seller POD,-
1001.Hazard insurance months @ per month
1002.Mortgage insurance months CO per month
1003.City property taxes months @ per month
1004.County property taxes months @ per month
1005.Annual assessments months @ per month
1006.Flood insurance months @ per month
1007. months @ per month
1008. months @ per month
1009.Aggregate accounting adjustment
1100..Title charges •:r:, ::: Buyer FOC':Seller POC-
1101.Settlement or closing fee to
1102.Abstract or title search to SUZANNE A.DOCKERTY,P.A. 275.00
1103.Title examination to
1104.Title insurance binder to
1105.Document preparation to
1106.Notary fees to
1107.Attorneys Fees to
(includes above item numbers: )
1108.Title Insurance to Old Republic Nat.Title/SUZANNE A.DOCKERTY 16,098.75
(includes above item numbers:
1109.Lender's coverage(Premium):
1110.Owner's coverage(Premium): $5,455,000.00($16,098.75)
1111. Endorse:
1112.Courier/Fed Ex Fee to SUZANNE A.DOCKERTY,P.A. 45.00
1113.Wire Fee to SUZANNE A.DOCKERTY,P.A. 35.00
I 1200:Government:recording and transler.charges::
1201.Recording fees . Deed $18.50 Mortgage(s) Releases 18.50
1202.City/county tax/stamps Deed $24,547.50 Mortgage(s) 24,547.50
1203.State tax/stamps Deed $32,730.00 Mortgage(s) 32,730.00
1204. to
1205. to
I:1300.Additional settlement charges. . ' -:Bu y
=••: _ ,:: er-POG;,SellerPOC:•'. `" •
1301.Survey to American Services of Miami,Corp. 1,550.00
1302.Utility Bill to City of Miami Beach 2,036.44
1303. to
1304. to
1305. to
1307. to ==
1307. to
1308. to
1309. _ _
1400.Total
Enter on lines 103,Section J and 502,Section K 75,299.75 2,036.44
Buyer's Initial(s): Seller's Initial(s):
6Cfrc/v
DoubleTime®
, I
BUYER/SELLER
SETTLEMENT STATEMENT ADDENDUM
File Number: 247174-3
I have carefully reviewed the Settlement Statement and to the best of my knowledge and belief,it is a true and
accurate statement of all receipts and disbursements made on my account or by me in this transaction.I further
certify that I have received a copy of the Settlement Statement.
Buyer(s)
City of ,:ami Beach, a rlorida municipal corporation
By: I-,
Ji r, L. Mo =les
(Corporate Seal)
`' Seller(s)
MBCDC: The Barclay LLC, a Florida limited liability company
BY: // .4
Coyne •l rews.
0' I
By: et,) l - AA •`•
-- kis Beatriz Cuenca-Barberio
(Corporate Seal)
Settlement Agent
The Settlement Statement which I have prepared is a true and accurate account of this transaction. I have
caused or will cause the funds to be disbursed in accordance with this statement.
SUZANNE A. DOCKERTY, P.A.
By: _ Date: //� o/z
o
APPROVED AS TO
FORM & LANGUAGE
&FOR EXECUTION
tA4 r\City Attorney ,l Dote
WARNING:It is a crime to knowingly make false statements to the United States on this or any other similar form.
Penalties upon conviction can include a fine and imprisonment. For details see: Title 18 U.S.Code Section 1001
and Section 1010.
DoubleTime®
•
RELEASE AGREEMENT
T IS RELEASE AGREEMENT ("Release Agreement") is made and entered into as of
the ,fit day January, by of Janua , 2015, b and between MBCDC: THE BARCLAY LLC, a Florida
limited liability company ("Seller"), whose manager and sole member is MIAMI BEACH
COMMUNITY DEVELOPMENT CORPORATION, a Florida not-for-profit corporation
("MBCDC"), and CITY OF MIAMI BEACH, Florida, a municipal corporation organized and
existing under the laws of the State of Florida ("City").
WITNESSETH:
WHEREAS, contemporaneously with the execution hereof, Seller has transferred to the
City certain real property located at 1940 Park Avenue, Miami Beach, Florida, known as
Y P P Y >
Barclay Apartments, and which property is more particularly described in Exhibit "A"
attached hereto (the "Property"), pursuant to that certain Real Estate Sales Contract dated
December 3, 2014 between Seller and the City and subsequently amended by that certain
Amendment No. 1 to Real Estate Contract, dated December 23, 2014 (collectively, the
"Contract");
WHEREAS, Seller and/or MBCDC have previously received and/or been awarded public
funding pursuant to the following grant and/or funding agreements, in connection with the
purchase and improvement of the property (collectively, the "Funding Agreements"), attached
hereto as composite Exhibit "B", as follows:
A. Loan Agreement between MBCDC: The Barclay LLC and Miami Beach
Redevelopment Agency, dated April 30, 2007, in the original principal amount of
$5,692,400;
B. Home Program Agreement between Miami Beach Community Development
Corporation, dated March 28, 2011, in the original principal amount of $500,000;
secured by Mortgage and Security Agreement, from MBCDC: The Barclay, LLC
to the City of Miami Beach, dated July 5, 2011 and recorded in O.R. Book 27747,
Page 3717, of the Public Records of Miami-Dade County, Florida, in the original
sum of $500,000.00; and Promissory Note, between MBCDC: The Barclay LLC
and the City, dated July 5, 2011, in the original principal amount of$500,000; and
C. Community Development Block Grant agreement between Miami Beach
Community Development Corporation and the City, dated October 6, 2011, in the
original principal amount of$75,018.
WHEREAS, the parties desire to enter into this Release Agreement to provide mutual
releases in connection with said Funding Agreements, as set forth below.
NOW, THEREFORE, for and in consideration of the sum of Ten and No/100 Dollars
($10.00) and other good and valuable consideration, the receipt, adequacy and sufficiency of
which are hereby acknowledged, the parties hereby covenant and agree as follows:
1. The City, MBCDC and Seller, for themselves, and for their respective officers,
directors, employees, managers, members, owners, shareholders, representatives, affiliates
and agents hereby remise, release, acquit and forever discharge each other from and against
any and all claims, demands (including demands for repayment of the Funding Agreements),
damages, debts, liabilities, obligations, contracts, agreements, causes of action, suits and costs,
{28298849;1}
of whatever nature, character or description, including, without limitation, reasonable attorneys'
fees, whether known or unknown, which the parties may have or claim to have against each
other in connection with, arising from, or in any manner relating to the Funding Agreements.
2. This Release Agreement shall inure to the benefit and be binding upon Seller,
MBCDC and the City and their respective legal representatives, successors and assigns. No
modification of this Release Agreement shall be valid unless in writing and signed by all parties.
3. Any suit, action or proceeding seeking to enforce any provision of or based on
any matter arising out of or in connection with this Release Agreement shall be settled
according to Florida law and venue for any action in connection with this Release Agreement
shall be in Miami-Dade County, Florida. This Release Agreement shall be governed by, and
construed in accordance with, the laws of the State of Florida, without regard to principles of
conflict of laws. The exclusive venue for any litigation arising out of this Release 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 RELEASE AGREEMENT,
SELLER, MBCDC, AND THE CITY EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY
HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO, OR ARISING OUT
OF, THIS RELEASE AGREEMENT.
4. Should any part, clause, provision, or condition of this Release Agreement be
held to be void, invalid, or inoperative, the parties agree that such invalidity shall not affect any
other part, clause, provision, or condition thereof, and that the remainder of this Release
Agreement shall be effective as though such void part, clause, provision, or condition had not
been contained herein.
5. In the event of any litigation arising from this Release Agreement the prevailing
party shall be entitled to recover attorney's fees and costs incurred therewith.
6. This Release Agreement may be executed in one or more counterparts, each of
which shall be deemed an original, and said counterparts shall constitute but one and the same
instrument which may be sufficiently evidenced by one such counterpart.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
{28298849;1}
IN WITNESS WHEREOF, the duly authorized representatives of Seller and the City
have caused this Release Agreement to be properly executed under seal as of this day and
year first above written.
MBCDC: THE BARCLAY LLC, a Florida .
limited liability company
By: Miami Beach Community Development
Corporation, Inc., a Florida not-for-profit
Corporation, its manager and sole member
Attest:
`
By: Ai Zi'
C �r - r Cra i = ' l
I,
Belkis Beatriz Cuenca-Barberio
Chairman of the Board Executive Director
Miami Beach Community Development
Corporation, Inc., a Florida not-for-profit
Corporation, its manager and sole member
Attest:
By: ZAC (J.A.
Corjll rew; Belkis Beatriz Cuenca-Barberio
Chairma of the Board Executive Director
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
On January .1) , 2015 before me, the undersigned Notary Public, in and for the State aforesaid,
personally appeared Cornell Crews, as Chairman of Miami Beach Community Development
Corporation, Inc., and Belkis Beatriz Cuenca-Barberio, as Executive Director of Miami Beach
Community Development Corporation, Inc., on behalf of Miami Beach community Development
Corporation, Inc., and as the manager and sole member of MBCDC:.T E BARCLAY LLC, in the
capacity aforestated. They are personally known to me or ) have produced a valid
P Y Y P Y
Florida driver's license as identification. ; i �/
l tom
Not ry Public
My Commission Expires
[Notary Public Seal]
?O�PR.•P`.'ee•� GISELA NANSON TORRES
MY COMMISSION#EE 150933
4u: EXPIRES:April 6,2016
`�'q- ';,41. Bonded Thru Budget Notary Services
{28298849;1}
THE CITY OF MIAMI BE L CH
ATTEST: /
1!
�1
B f3 ' 'r
By:
Ji y L. '•rales -afael E. Granado
Cit Mana•er City Clerk .v' "%%tt
7<< .\ ...
• ' o
STATE OF FLORIDA ) '' 'fy°j°--
cr \Iu:
COUNTY OF MIAMI-DADE ) 3nV 1
On January 30, 2015 before me, the undersigned Notary'Public,,.jn and=fot,the�State
aforesaid, personally appeared Jimmy L. Morales, as the City Manager'of the of?Miami
'city
Beach, Florida, and Rafael E. Granado, as the City Clerk of the City of Miami_Beach `Florida, in
the capacity aforestated. They are personally known to me or have produced a
valid Florida driver's license as identification.
Notary Public
My Commission Expires
[Notary Public Seal] """> LIUACARDILLO
r �W..4.7—*;t MY COMMISSION#FP 155322
• EXPIRES:August 27,2018
rp ...... Bonded Thru Notary Public Underwriters
APPROVED AS TO
FORM & LANGUAGE
. & FOR E>cECUTION
w , to
City Attor ey �)T Date
•
{28298849;1)
EXHIBIT A
Legal Description
•e
5
Exhibit A
Legal Description
•
•
•
Lot 2,and the Southerly 20 feet of Lot 1, in Block"H"of Plat of Re-Subdivision of Blocks "G","H","J",and"K"of
the Ocean Front Property of the Miami Beach Improvement Company,according to the Plat thereof,as recorded in
Plat Book 6, Page 102,of the Public Records of Miami-Dade County, Florida, the said Southerly portion of said Lot I
being more particularly described as follows:
Being at the Southeast corner of said Lot I, in Block"H";thence Northerly along the Easterly line of aforesaid Lot 1,
(Westerly line of Park Avenue)for a distance of 20 feet to a point;thence Northwesterly along a line parallel to and 20
• feet North of the North line of Lot 2 of said Block "H"for a distance of 214 feet, more or less to the most Westerly
line of said Lot 1,(East line of Washington Avenue);thence South along Westerly line of said Lot I,(East line of
Washington Ave),for a distance of 21.5 feet,more or less,to the Northwesterly corner of said Lot 2;thence
Southeasterly along the Northeasterly line of said Lot 2;thence Southeasterly along the Northeasterly line of said Lot
2 for a distance of 206 feet,more or less,to the Point of Beginning.
•
19
EXHIBIT B
Funding Agreements
i
6
•
LOAN AGREEMENT
•
THIS LOAN AGREEMENT(the"Loan"or the"Agreement")executed this O day of
•
2007, by MBCDC; THE BARCLAY LLC, a Florida limited liability company
(the "Borrower"),Whose address is 945 Pennsylvania Avenue,Miami Beach,Florida 33139, and •
the MIAMI BEACH REDEVELOPMENT AGENCY, a public body corporate and politic
(the "RDA") (which terms as used in every instance shall include the RDA's successors and
assigns),whose address is 1700 Convention Center Drive,Miami Beach,Florida 33139.
WHEREAS, Borrower is a Florida limited liability company whose sole member is •
Miami Beach Community Development Corporation (MBCDC) Inc., a Florida not-for-profit
housing corporation which is also the City of Miami Beach, Florida's designated Community
Housing Development Organization(CBDO); and
WHEREAS, Borrower is undertaking a project to acquire and construct, improve,
renovate,rehabilitate, and equip that certain historically designated real property located at 1940
Park Avenue, Miami Beach, Florida (and hereinafter referred to as the "Premises", as defined
herein) for the purpose of providing affordable rental housing for low to moderate income
individuals and families(the"Project");and
WHEREAS, the Premises and Project ace/is located within the City Center/Historic
Convention Village Redevelopment Area,a community redevelopment area in the City of Miami
Beach, Florida, designated and created pursuant to Sections 163.330— 163.463,Florida Statutes
(the "Community Redevelopment Act of 1969") (hereinafter referred to as the "City Center
RDA");and
WHEREAS, the Project is consistent with the City Center/Historic Convention Village
Redevelopment and Revitalization Area Plan, as adopted by the City of Miami Beach
Commission and the Miami Beach Redevelopment Agency,respectively, and as approved by the
Miami-Dade County Board of County Commissioners (hereinafter referred to as the
"Redevelopment Plan");and
WHEREAS,the Project will promote the Redevelopment PIan objectives by(i)restoring
and preserving historically contributing properties within the City Center RDA; and(ii) creating
new affordable housing opportunities within said RDA for low and moderate income individuals
and families; and
WHEREAS, pursuant to Miami Beach Redevelopment Agency Resolution No. 540-
2007, passed and adopted on January 17, 2007, and Miami Beach Redevelopment Agency
Resolution No. 545-2007, passed and adopted on March 14, 2007, and subject further to the
terms and conditions hereinafter contained, the RDA has agreed to loan Borrower the funds for
Borrower's acquisition of the Premises.
•
EXHIBIT
0 t
r
•
WITNESSETH:
•
That for valuable consideration, and also in consideration of the aggregate sum of money
described in that certain Promissory Note (the "Note") of even date herewith, executed by .
Borrower in favor of the RDA, in the original principal amount of$5,692,400.00 (the"Principal
Amount" or the "Loan"), and attached and incorporated as Exhibit "A" hereto, the Borrower
does grant, bargain, sell, alien, remise, release, convey and confirm unto the RDA, a lien upon
and security interest in that certain parcel of real property located in Miami-Dade County,
Florida,which is described in Exhibit`B", attached hereto and made a part hereof. Hereinafter
said real estate, buildings, improvements (including, any and all improvements to be made
hereafter), and fixtures herein below described and Iocated on said real estate are collectively
referred to as the"Premises".
The Borrower covenants with the RDA as follows: •
•
•
ARTICLE L
A. R pe, resentations Covenants and Warranties of the Miami Beach Redevelopment Agency (RDA). The
RDA represents,covenants and warrants that:
(i) The RDA is a public body corporate and politic, created pursuant to the Community
Redevelopment Act 1969.
(ii) The RDA has been duly authorized to execute and deliver this Agreement,and is authorized
to enter into the transaction(s) contemplated by this Agreement and to carry out its obligations
hereunder.
B Representations.Covenants and Warranties of the Borrower.The Borrower-represents,covenants and
warrants that:
(i) The Borrower is a limited liability company validly organized and existing under the laws of
the State of Florida,whose sole member is Miami Beach Community Development Corporation,Inc.,a not-for-
profit housing corporation validly organized and existing under the laws of the State of Florida,
(ii) The Borrower is not in violation of any provision of its Articles of Organization, has the
corporate power to enter into this Agreement and the Note, or any agreement or instrument to which the
Borrower is a party,used or contemplated for use in the consummation of the transaction(s) contemplated
hereby,and has duly authorized the execution and delivery of this Agreement and the Note,and has or shall
authorize the execution of any agreement or instrument to which the Borrower is a party,used or contemplated
for use in the consummation of the transactions)contemplated hereby.
(iii) The Borrower agrees that during the term of the Affordability Period,as hereinafter defined,it
will maintain its existence as a limited liability company, will have as its sole member Miami Beach
•
2
•
•
Community Development Corporation,Inc.,will not dissolve or otherwise dispose of all or substantially all of
its assets,and will not consolidate with or merge into another legal entity orpermit one or more other legal entities
to consolidate with or merge into it without the prior written consent of the RDA,which consent,if given at all,
shall be at the RDA's sole judgment and discretion.
(iv) Neither the execution and delivery of this Agreement and the Note,nor the consummation of
the transaction(s) contemplated hereby,nor the fulfillment of or compliance with the terms and conditions
hereof and thereof;conflicts with or results in a breach of the terms,conditions,or provisions of any agreement •
•
or instrument to which the Borrower is now a party or by which the Borrower is bound,or constitutes a default
•
under any of the foregoing,or results in the creation or imposition of any lien,charge or encumbrance whatsoever
upon any ofthe property or assets of the Borrower under the terms of any such instrument or agreement.
(v) There is no action, suit, proceeding, inquiry or investigation, at law or in equity,
before or by any court, public board or body, known to be pending or threatened against or
affecting the Borrower or any of its officers,nor to the best knowledge of the Borrower, is there any
basis therefore,wherein an unfavorable decision,ruling,or finding would materially adversely affect the
transactions contemplated by this Agreement and the Note or which would adversely affect,in any way,
the Premises and/or the Project,or any agreement or instrument to which the Borrower is aparty,used or
contemplated for use in the consummation of the transaction(s)contemplated hereby.
• (vi) The Principal Amount will be used only to fund the cost(s) of acquisition for the
Premises,
(vii) Borrower will use due diligence to cause the Premises and the Project to be operated
in accordance with the laws,rulings,regulations and ordinances of the State of Florida and the departments,
agencies and political subdivisions thereof Borrower has obtained or will cause to be obtained all requisite
approvals of the State of Florida and of other federal,State,regional and local governmental bodies, for
the acquisition, construction, improvement, renovation, rehabilitation, and•equipping of the
Premises and the Project.
(viii) Borrower agrees that it shall use, maintain and operate, or caused to be used,
maintained or operated,the Premises and the Project for the welfare and benefit of the general public,
without regard to race, creed, color, sex, age or national origin. Borrower agrees that it shall not use
maintain or operate, or cause to be used,maintained or operated the Premises and the Project,or any
part thereog in a manner which is prohibited by (i) the Establishment of Religion Clause of the First
• Amendment to the Constitution of the United States of America and the decisions of the United States
•
Supreme Court interpreting the same,or(ii) any comparable provision of the Constitution of the State of
Florida and the decisions of the Florida Supreme Court interpreting the same.
(ix) Reasonable Expectations. Based on current facts, estimates and circumstances, it
is expected that:
(a) The Principal Amount is needed for the purpose of paying for the cost of
acquisition of the Premises which, together with other funds to be secured by Borrower
from other sources,are sufficient to complete the Project;and
(b) Work on the Project will proceed with due diligence to completion,
3
•
f
•
(c) The completion date of the Projectwill occur on or prior to May 1,2012.
(x) Changes in Use, No substantial changes will be made in the facilities comprising the
Premises or in the use of the Project without the prior written consent of the Miami Beach
Redevelopment Agency, which consent, if given at all, shall be at the RDA's sole discretion and
judgment. •
(xi) Compliance with Other Contracts. The Borrower has received or will receive certain
grants, loans, contributions or other forms of funds for rehabilitation, renovation, construction,
improvement and equipping of the Project, and shall use such funds.as required pursuant to the
respective grant, loan, contribution or other document providing teams and conditions for the use of such
funds.
ARTICLE IL
A. Loan of Proceeds.,
(i) The RDA agrees,upon the terms and conditions contained in this Agreement,
to lend to the Borrower the Principal Amount,which shall be payable to Borrower out
of monies from the City Center RDA,
(ii) Amounts Payable.
(a) The Borrower hereby covenants and agrees that, provided
Borrower is in good standing, in compliance with,and free from default under the
terms and conditions of this Agreement and complies with the Declaration of
Covenants and Restrictions (the "Covenant") executed by Borrower in favor of
the RDA and the City of Miami Beach, Florida,which Covenant is attached and
incorporated as Exhibit"C"hereto,then Borrower shall not be required and shall
have no obligation to make any payments on the Principal Amount during the
Term hereof; provided however that Borrower shall continue to be obligated to
perform under all other terms and conditions of this Agreement.
(b) Notwithstanding the provisions of Article II (A)(ii)(a) above, and
as additional valuable consideration for the RDA's agreement to defer any
repayment obligation of the Principal Amount during the Term of this Agreement,
Borrower shall satisfy its repayment of the Loan to the RDA as follows: At the
end of the Terni of this Agreement, or the conclusion of the Affordability Period
(as said term is defined herein), whichever is later, Borrower shall immediately,
upon written demand from the RDA,convey good and marketable fee simple title
to the Premises to the RDA, by execution and delivery of a Special Warranty
Deed (subject to no liens and encumbrances). Borrower shall be responsible for
the cost of documentary stamps and/or other tax(es) imposed as a result of the
conveyance contemplated by this subsection,
4
(c) Obligations of Borrower Unconditional. The obligations of the
Borrower required in Article II (A)(ii)(b) above, and to perform and observe the
other terms and conditions of the Agreement and of the Covenant,shall be absolute
and unconditional and shall not be subject to any defense or any right of setoff,
counterclaim or recoupment arising out of any breach by the City of any obligation
to the Borrower, whether hereunder or otherwise, or out of any indebtedness or
liability at any time owing to the Borrower by the City, and, until such time as
Borrower's obligation has been discharged and Borrower has conveyed the Premises
to the RDA,the Borrower will continue to perform and observe all other agreements
contained in this Agreement and the Covenant and will not terminate the Agreement
or the Covenant for any cause including, without limiting the generality of the
foregoing, failure of the Borrower to complete the construction, renovation, •
rehabilitation, improvement and equipping of the Premises and of the Project, the
occurrence of any acts or circumstances that may constitute failure of consideration,
eviction or constructive eviction, destruction of or damage to the Premises, the
taking by eminent domain of title to or temporary use of any or all of the Premises,
commercial frustration of purpose,any change in the tax or other laws of the United
States of America or of the State or any political subdivision of either thereof,or any
failure of the RDA to perform and observe any agreement, whether express or
implied, of any duty, liability or obligation arising out of or connected with this
Agreement.
B. Taxes,Liens and Other Charges.
(a) In the event of the passage of any State, federal, municipal or other
governmental law,order,rule or regulation,subsequent to the date hereof, in any mariner
changing or modifying the laws.now in force governing the taxation of debts secured by
the Agreement or the manner of collecting taxes so as to affect adversely the RDA, the
Borrower will promptly pay any such tax; if the Borrower fails to make such prompt
payment or if any such State,federal,municipal or other governmental law, order,rule or
regulation prohibits the Borrower from making such payment or would penalize the RDA
from making such payment or would penalize the RDA if the Borrower makes such
payment, then, at the sole option and discretion of the RDA, either(i) the entire balance
of the Principal Amount secured by this Agreement and all interest accrued thereon shall,
without notice, immediately become due and payable, or (ii) the Premises shall be
conveyed to the RDA in the manner provided in Article II A(ii)(b).
(b) The Borrower will pay, before the same become delinquent, all taxes,
liens, assessments and charges of every character already levied or assessed or that may
hereafter be levied or assessed upon or against the Premises and all utility charges,
whether public or private; and upon demand will furnish the RDA receipted bills
evidencing such payment.
(c) The Borrower will not suffer any mechanic's, materialmen's, laborer's,
statutory or other lien which might or could be prior to or equal to the security interest
5
•
and Agreement liens of this Agreement to be created or to remain outstanding upon any
part of the Premises,
C. No Subordination of RDA's Interest in Premises. The RDA's interest in the Premises,in
accordance with the provisions of this Agreement,the Note, and the Covenant, and as same may •
•
be modified,amended or reviewed in accordance with the provisions thereof, shall not be subject
or subordinate to (i) any agreement now or hereafter existing, or (ii) any other liens or
encumbrances now or hereafter affecting the Premises without the written consent of the Miami
Beach Redevelopment Agency which consent, if given at all,'shall be at the RDA's sole and
absolute discretion. Borrower shall provide written notice to the RDA prior to applying for any
mortgage, loan, grant, contribution, contract, agreement, and/or other funding application
(hereunder individually, a "funding application" or collectively, the "funding applications"),
which may potentially affect or encumber the Premises; such written notice shall provide the
RDA adequate lead time(and, in any event,shall be given no less than thirty(30)Business days
prior to the submittal of Borrower's application) for review of a proposed funding application,
and shall in no event be deemed by Borrower to constitute approval,whether express or implied,
of a particular funding application.
D. Insurance.
(i) The Borrower will keep all buildings and improvements now or hereafter
on the Premises continuously insured against loss or damage by fire, extended coverage,
and other perils, in such amounts and with such deductible provisions as are satisfactory
to the RDA and at least as are customary in connection with the operation of facilities of
the type and size comparable to the Premises and of the Project,and agrees to deliver said
policy or policies to the RDA when issued with the receipts for the payment of the
premium therefore. In the event any sum of money becomes payable under such policy
or policies, the RDA shall permit the Borrower to receive and use it, or any part thereof,
for repair or restoration of the Premises,subject to terms reasonably acceptable to RDA,
without thereby waiving or impairing any equity, lien or right under or by virtue of this
Agreement, and the RDA if it deems necessary may place and pay for such insurance,or
any part thereof, without losing, waiving or affecting RDA's option to default Borrower
for breach of this covenant, or any part thereof, or any other right or option under this
Agreement, and every such payment shall bear interest from the date thereof until paid at
the default interest rate, and all such payments with interest as aforesaid shall be secured
by the lien hereof. In the event any loss or damage is suffered, Borrower shall notify
RDA of such loss or damage within seven (7) days after the happening thereof; the
failure to give such notice shall constitute a default and the RDA shall have the rights
herein given for all defaults.
•
(ii) The insurance policy or policies obtained in satisfaction of the requirements of
subsection(i)above:
(a) shall be by such insurer(or insurers)as shall be financially responsible,qualified
to dobusiness in the State of Florida,and of recognized standing;
6
(b) shall be in such form and shall have such provisions (including, without .
limitation,the loss payable clauses,the waiver of subrogation clause,the deductible
amount,if any,and the standard agreement endorsement clause), as are satisfactory to the
RDA and as are generally considered standard provisions for the type of insurance
involved;
(c) shall prohibit cancellation or modification by the insurer without at least thirty
(30)days'prior written notice to the RDA;
(d) shall provide that losses thereunder shall be adjusted with the insurer by the
Borrower at its expense on behalf of the insured parties, and the decision of the
Borrower as to any adjustment shall,with the prior written consent of the RDA,which
consent shall not be unreasonably or untimely withheld,be final and conclusive;
(e) shall provide that the RDA shall not be liable for payment of any premiums
and assessments;
(f) without limiting the generality of the foregoing, such insurance policy or
policies shall name both the Miami Beach Redevelopment Agency and the City of Miami
Beach,Florida,respectively,as additional insureds.
(iii) At least thirty(30) days prior to the expiration of any such policy or policies, the
Borrower shall furnish the RDA with evidence satisfactory to the RDA that the policy or
policies has/have been renewed or replaced. At least ten (10) days prior to the due date of any
premium payment(s)for any such policy or policies,Borrower shall furnish the RDA with proof of such
payment(s).
E. Care of Premises.
(i) The Borrower will keep the improvements now or hereafter erected on the
Premises in good condition and repair, will not commit or suffer any waste, and
will not do or suffer to be done anything which will increase the risk of fire or ,
other hazard to the Premises or any part thereof.
(ii) The Borrower will not remove or demolish nor alter the design or
structural character of any building (now or hereafter erected), fixture or chattel
which are part of the security or other part of the Premises, without the prior
written consent of the RDA.
(iii) If the Premises or any part thereof is damaged by fire or any other cause,
the Borrower will immediately give written notice of the same to the RDA.
(iv) The RDA, or its duly authorized representative(s), shall have the right,
but shall not be required, to enter upon and inspect the Premises at all reasonable
times(including,without limitation,at any time during normal business hours).
7
•
(v) The Borrower will promptly comply with all present and future laws,
ordinances, rules and regulations of any governmental authority affecting the
Premises and/or the Project,or any part thereof.
(vi) If all or any part of the Premises shall be damaged by fire or other
casualty, the Borrower will, upon request of the RDA, promptly restore the
► Premises to the equivalent of its condition immediately prior to such damage,and
if a part of the Premises shall be damaged through condemnation, the Borrower
will, upon request of RDA, promptly restore, repair or alter the remaining part of
the Premises in a manner reasonably satisfactory to the RDA.
•
(vii) Maintenance and Modifications of Premises/Project by Borrower, The
RDA shall not be under any obligation to operate,maintain or repair all or any part of
the Premises and/or the Project. Borrower will at its sole cost and expense(i)keep
the Premises/Project in safe operating condition;(ii)keep the Premises/Project in good repair
and in good condition;and(iii)rnake•from time to time all necessary repairs thereto and
renewals and replacements thereof, Borrower shall not permit or suffer others to
commit a nuisance in or about the Premises and/or Project or itself commit a
nuisance in connection with its use,operation,maintenance, and repair of the Premises
and/or Project, Borrower shall duly observe and conform to all present and future
requirements of law and requirements of governmental authorities relative to the use,
operation,maintenance,and repair of the Premises and/or the Project.
(viii) No warranty by the RDA and/or City of Miami Beach..Borrower recognizes
that since all components of the Premises and of the Project have been and are to be
selected by it, and that the Premises and the Project are to be constructed, renovated,
rehabilitated, improved, equipped, operated, maintained, and repaired solely by Borrower
('including without limitation,any officers,directors,members, agents,contractors,servants,
employees, and/or licencees of Borrower), neither the RDA nor the City of Miami Beach,
Florida(City)makes any warranty or representation,express or implied or otherwise, with
respect to the same,or to the location,use, description,design,merchantability,fitness
for use for any particular purpose,condition or durability of the Premises and/or the Project;
it being agreed that all risks incident thereto are to be borne by the Borrower.In the event of
any defect or deficiency of any nature in the Premises or any building, improvement,
fixture or other item constituting a portion thereof,neither the RDA nor the City shall .
have any responsibility or liability with respect thereto. The provisions of this
•
subsection(vii)have been negotiated and are intended to be a complete exclusion and
negation of any warranties or representations by the RDA and/or the City,express or implied,
with respect to the Premises and/or the Project,or any building,improvement,fixture or other
item constituting a portion thereof whether arising pursuant to the Uniform Commercial Code
of Florida,or any other law now or hereafter in effect or otherwise.
F. Further Assurances; Modifications. At any time, and from time to time, upon the
reasonable request by the RDA, the Borrower will make, execute and deliver or cause to be
made,executed and delivered, to the RDA, any and all other further instruments, certificates and
other documents as may, in the opinion of the RDA, be necessary or desirable in order to
8
effectuate, complete,or perfect or to continue and preserve the obligations of the Borrower under
the Agreement,the Note, and/or the Covenant.
G. Expenses. The Borrower will pay or reimburse the RDA for all reasonable attorney's
fees, costs and.expenses, of any action, legal proceeding or dispute of any kind in which the
RDA is victorious, affecting the indebtedness secured hereby, this Agreement or the interest
created herein, or the Premises, including but not limited to the RDA's prosecution to enforce
any term and/or condition, and/or default, of this Agreement and/or the Covenant, any
condemnation action involving the Premises,or any action to protect the security hereof; and any
such amounts paid by the RDA shall be secured by this Agreement.
(i) Estoppel Affidavits, The Borrower, upon ten (10) days prior written
notice,shall furnish the RDA with a written statement,duly acknowledged,which
•
may be relied on by the RDA, certifying the unpaid principal of, and interest on,
the indebtedness secured hereby and whether or not any off-sets or defenses exist
against such principal and interest. The RDA shall provide a similar estoppel
. affidavit to Borrower,upon ten(10)days prior written notice to RDA.
•
H. Performance by RDA of Defaults by Borrower. If the Borrower shall default in the
payment of any tax,lien, assessment or charge levied or assessed against the Premises and/or the
Project; in the payment of any utility charge, whether public or private; in the payment of any
insurance premium; in the procurement of insurance coverage and the delivery of the insurance
policies required hereunder; in the performance of any covenant, term or condition of any leases
affecting all or any part of the Premises; or in the performance or observance of any covenant,
condition or term of this Agreement; then the RDA, at its option, may perform or observe the
same, and all payments made or costs incurred by the RDA in connection therewith, shall be
secured hereby and shall be, without demand, immediately repaid by the Borrower to the RDA.
The RDA is hereby empowered to enter and to authorize others to enter upon the Premises or
any part thereof for the purpose of performing or observing any such defaulted covenant,
condition or term, without thereby becoming liable to the Borrower or any other person in
possession holding under the Borrower.
I. Restrictive Covenants. Borrower shall be subject to the following covenants and
restrictions:
(i) It is acknowledged by the parties hereto that the Borrower must use the
Premises as an affordable rental property for a thirty (30) year period,
commencing from the date of issuance by the City of Miami Beach Building
Department of a Final Certificate of Completion for the rehabilitation/renovation
of the Premises (the"Affordability Period"),and the rents charged and the tenants
thereof must qualify under the rules and regulations promulgated by the United
States Department of Housing and Urban Development at CFR Part 92, as same
may be amended from time to time. Terms defined in 24 CFR Part 92, and any
amendments thereto, not otherwise defined in this Agreement, shall have the
meaning set forth therein. In order to further ensure the enforcement of this
subsection(i),Borrower hereby recognizes, agrees, authorizes, and covenants that
9
the Premises shall not be sold, transferred, disposed of, or otherwise conveyed,
except to the RDA as provided herein.
(ii) If, at any time during the Affordability Period,the Premises are no longer
used as an affordable rental property by the Borrower, then the Miami Beach
Redevelopment Agency, at its sole option and discretion, may elect one of the
following options:
(a) Require Borrower to re-pay the Principal Amount, in full, together
with all interest thereon, and any and all other amounts secured by this
Agreement;or
(b) Require Borrower, automatically, and without further action
required by the RDA, to promptly, on written demand by the RDA,
convey fee simple marketable title to the Premises, by execution and
delivery of a Special Warranty Deed (subject to no liens or encumbrances
created by through or under Borrower) to the RDA. Borrower shall be
responsible for the cost of documentary stamps and/or other tax(es)
imposed as a result of the conveyance contemplated by this subsection(ii)
(b).
(iii) Upon the conclusion of the Term of this Agreement or the Affordability
Period, whichever is later, the Miami Beach Redevelopment Agency may, at its
sole option and discretion,elect on of the following options:
(a) Extend this Agreement and the Affordability Period for an
additional term, with such term to be determined in the sole judgment and
discretion of the RDA;or
(b) Require Borrower, automatically, and without further action
required by the RDA, to promptly, on written demand by the RDA,
convey fee simple marketable title to the Premises, by execution and
delivery of a Special Warranty Deed (subject to no liens or encumbrances
created by through or under Borrower) to the RDA. Borrower shall be
responsible for the cost of documentary stamps and/or other tax(es)
imposed as a result of the conveyance contemplated by this subsection(iii)
(b).
(iv) The Principal Amount, together with all interest thereon, and any and all
other amounts secured by this Agreement, shall remain a lien superior in dignity
to all other liens, titles, claims, Agreements, and/or other encumbrances, until
satisfied in the manner provided herein.
(v) Borrower further recognizes, agrees, acknowledges and herein covenants
that, in order to ensure the enforcement of this Article II (I.), Borrower shall,
concurrent with its execution and delivery of this Agreement and the Note,
10
execute and deliver to the RDA the Declaration of Covenants and Restrictions
(the "Covenant"), which Covenant is attached and incorporated as Exhibit "C"
hereto.
(vi) The foregoing covenants and restrictions(as also set forth in the Covenant
attached and incorporated as Exhibit "C" hereto) shall be considered and
construed as covenants and restrictions running with the land and recorded against
the Premises, and the same shall bind all persons and/or entities claiming
ownership of all or any portion of the Premises. The Borrower hereby
acknowledges and agrees that the RDA and the City of Miami Beach,Florida are
beneficiaries of the restrictive covenants contained herein and in the Covenant,
and that the Covenant shall not be released and/or amended without the prior
written consent of the RDA.
(vii) Invalidation of any of these covenants by a Court of competent
jurisdiction shall in no way affect any of the other covenants which shall remain
in full force and effect.
J. Condemnation. If all or any material part of the Premises shall be damaged or taken
through condemnation (which term when used in this Agreement shall include any damage or
taking by•any governmental authority, and any transfer by private sale in lieu thereof), either
temporarily or permanently,the entire indebtedness secured hereby shall,at the sole option of the
RDA, become immediately due and payable. The RDA shall be entitled to all compensation
awards, and other payments or relief therefore and is hereby authorized, at its option, to
commence, appear in and prosecute,in its own or the Borrower's name, any action or proceeding
relating to any condemnation, and to settle or compromise any claim in connection therewith,
All such compensation, awards, damages, claims, rights of action and proceeds and the right
thereto are hereby assigned by the Borrower to the RDA,who, after deducting therefrom all its
expenses, including attorney's fees,may,at its sole option,release any moneys so received by it
to Borrower without affecting the lien of this Agreement or may apply the same to the reduction
of the sums secured hereby, and to any prepayment charge herein provided, and any balance of
such moneys then remaining shall be paid to the Borrower, The Borrower agrees to execute such
further assignments of any compensations, awards, damages, claims, rights of action and
proceeds as the RDA may reasonably require. Notwithstanding the foregoing, RDA shall allow
any proceeds or other sums payable from a condemnation proceeding to be applied for
restoration of the Premises,subject to such terms and conditions as are reasonably satisfactory to
the RDA.
K, Hazardous Waste Storage, The Borrower covenants with the RDA that the Premises
have not been used and will not be used in \,bole or in part for the storage of hazardous waste
other than in accordance with all applicable governmental requirements.
L, Reports,
•
(i) Progress Reports. During the construction for the improvement, rehabilitation
and renovation of the Premises (as contemplated by the Project herein), Borrower agrees to
•
11
I I
submit monthly progress reports to the RDA, describing the status of the Project and
achievement of objectives as provided herein. The progress reports shall be submitted no later
than 10 days after the end of each month until such time as the Project is issued a Final
Certificate of Completion from the City of Miami Beach Building Department and is fully
occupied.
(ii) Tenant and Rent Schedule Certification.
(a). Borrower shall submit to the RDA for its review and written approval the
proposed rents for the units and, if applicable,the monthly allowances for utilities
and services to be paid by tenant(s). The RDA shall approve submitted rents if
such rents comply with the applicable rules and regulations promulgated by the
United States Department of Housing and Urban Development at CFR Part 92, as
same may be amended from time to time.
(b) Borrower shall provide the RDA with the initial tenant list, and any and all
subsequent updates, amendments and modifications thereto, with documentation
for all tenants confirming family size, income, financial classification, ethnicity,
rents charged, and other information the RDA may reasonably require to ensure
that the objectives of the Project are being met. This report will continue to be
required for the duration of the Term of this Agreement or the Affordability
Period, whichever is later. The initial report shall be due within thirty(30) days
of Project lease-up.
(c). Annually, Borrower shall deliver to the RDA, by October 31st of each
calendar year, its signed report in form and substance acceptable to the RDA, to
include names of tenants, unit type, family size and income, rents charged, and
occupancy/vacancy factor of each unit for the prior fiscal year (October 1st
through September 30th). The report will continued to be required throughout the
Term of this Agreement or the Affordability Period,whichever is later,beginning
on the date of issuance of a Final Certificate of Completion for the Project.
(iii) Borrower shall submit such other reports as may be reasonably required by the
RDA to demonstrate compliance with any of the terms of this Agreement and/or the Covenant.
M. Audit and Inspection. At any time during normal business hours, and as often as
the RDA may deem necessary, there shall be made available to the RDA to audit, examine and •
make audits of all contracts, invoices, materials, payrolls, records of personnel, conditions of
employment, and other data relating to all matters covered by this Agreement. Borrower must
maintain records necessary to document compliance with the provisions of this Agreement
and/or the Covenant.
N. Access to Records. Borrower, agrees to allow access during normal business hours to
all financial records to authorized RDA representatives and agrees to provide such assistance as
may be necessary to facilitate financial audit by such representatives when deemed necessary to
insure compliance with the provisions of this Agreement and/or the Covenant. Borrower shall
12
allow access during normal business hours to all other records, forms, files, and documents
which have been generated in performance of this Agreement and to those personnel as may be
designated by the RDA.
0. Project Marketing Plan: In order to ensure that the Project is, and continues to,
provide the target affordable rental housing benefits to low and moderate income individuals and
families, Borrower shall submit, prior to commencement of any leasing activities for the
•
Premises/Project,for the RDA's review, comment, and approval, its initial"marketing plan"for •
the Project which shall, without limitation, set forth and demonstrate Borrower's objectives and
strategies for leasing of the Project, in accordance with the stated purposes contained herein.
Following the RDA's initial approval of Borrower's marketing plan, Borrower shall, upon
reasonable periodic requests by the RDA, update and revise said plan(or prepare a new plan)in
order to continue to ensure that the Project objectives are being met.
P. RDA Review of Project Income. With one (1) year from the Effective Date of this
Agreement(as said term is defined herein),the RDA and Borrower shall mutually agree upon the
(i) methodology and (ii) policies and procedures under which Borrower shall submit,for RDA's
review, comment, and written recommendation, the appropriation, allocation and/or expenditure
by Borrower of any excess net Project revenues remaining after Borrower's payment of annual
Project operating expenses (hereinafter, the "Project Income"), Said policies, at a minimum,
shall provide for Borrower's timely submittal of proposed Project Income,on an annual basis, in
order to allow adequate time for review and comment by the RDA in conjunction with its annual
fiscal year budget process.
ARTICLE III.
A. Default. A default shall have occurred hereunder if:
(i) Borrower shall fail to duly observe on time any covenant, condition or agreement
of this Agreement or of any other instrument evidencing, securing or executed in
connection with the indebtedness secured hereby (hereinafter this Agreement, the Note,
the Covenant, and said other instruments may sometimes be collectively referred to as the
"Loan Documents") and such failure remains uncured for a period of thirty (30) days
after notice thereof shall have been. given by the RDA to the Borrower (or for an
extended period approved by RDA, in its sole discretion, if such default stated in such
notice can be corrected, but not within such thirty (30) day period, and if the Borrower
commences such correction within such thirty (30) day period and thereafter diligently
pursues the same to completion within such extended period);or
(ii) Failure by Borrower to comply with the restrictive covenants set forth in Article II
(I.) and/or the Covenant attached and incorporated as Exhibit"C" hereto; or
(iii) Any warranties or representations made or agreed to be made in any of the Loan
Documents shall be breached by the Borrower or shall prove to be false or misleading in
any material respect;or
13
(iv) Any lien for labor or material or otherwise shall be filed against the Premises,and
such lien is not canceled,removed,transferred,or bonded off within thirty(30)days;or
(v) A levy shall-be made under any process on, or a receiver be appointed for, the
Premises or any other property of the Borrower;or
(vi) The Borrower shall file a voluntary petition in bankruptcy, or any other petition or
answer seeking or acquiescing in any reorganization, arrangement, composition,
readjustment, liquidation or similar relief for the Borrower under any present or future
federal,state or other statute, law or.regulation relating to bankruptcy, insolvency or other
relief for debtor; or
(vii) The Borrower shall seek or consent to or acquiesce in the appointment of any
trustee, receiver or liquidator of the Borrower or of all or any part of the Premises or of
any or all of the rents,revenues,issues, earnings,profits or income thereof;or
(viii) The Borrower shall make any general assignment for the benefit of creditors;or
(ix) In any legal proceeding the Borrower shall be adjudged to be insolvent or unable
to pay the Borrower's debts as they become due;or
(x) The Borrower shall do, or shall omit to do, any act, or any event shall occur, as a
result of which any obligation of the Borrower, not arising hereunder, may be declared
immediately due and payable by the holder thereof.
(xi) An Event of Default occurs under the terms of the documents executed in
connection with the Note,
B. Remedies on Default. If a default shall have occurred the RDA may take one or any
combination of the following remedial steps hereunder:
(i) by written notice to Borrower, declare the whole debt and/or other obligated secured
hereby with interest accrued thereon, at the option of the RDA, to become immediately
due and payable, time being of the essence of this Agreement and of the Note secured
hereby; and no omission on the part of the RDA to exercise such option when entitled so
to do shall be considered as a waiver of such right. !�!
(ii) Right of RDA to Enter and Take Possession.
(a) If any default shall have occurred and be continuing beyond any
applicable grace period, the RDA may, upon written demand, exercise its rights
pursuant to Article II (A,)(ii)(b) herein and, in such event, the Borrower, upon
demand of the RDA, shall convey the Premises to the RDA (in the manner
provided in I (A)(ii)(b)) and shall forthwith surrender to the RDA the actual
possession of the Premises and, the RDA may enter and take possession of the
14
•
Premises, and may exclude the Borrower and the Borrower's agents and
employees wholly therefrom.
(b) For the purpose of carrying out the provisions of this paragraph, the
Borrower hereby constitutes and appoints the RDA the true and lawful attorney in
fact of the Borrower to do and perform, from time to time, any and all actions
necessary and incidental to such purpose and does, by these presents, ratify and
confirm any and all actions of said attorney in fact in the Premises.
(c) Borrower shall deliver to RDA, upon demand of the RDA, all agreements
for deed, contracts, leases, abstracts, title insurance policies, muniment of title,
surveys and other papers relating to the Premises.
(iii) enforce any remedy provided under the Agreement, the Note, and/or the Covenant,
including,without limitation,enforcing any liens granted thereunder;or
(iv) take whatever action at law or in equity may appear necessary or desirable to collect
the amounts then due and there-after to become due, or to enforce performance and
observance of any obligation,agreement or covenant of the Borrower under this Agreement,
the Note,and/or the Covenant.
(v) Remedies Cumulative, No right, power or remedy conferred upon or reserved by
the RDA by this Agreement is intended to be exclusive of any other right, power or
remedy, but each and every such right, power and remedy shall be cumulative and
concurrent and shall be in addition to any other right,power and rem edy given hereunder
or now or hereafter existing at law or in equity or by statute.
(vi) Agreement to Pay Attorneys' Fees and Expenses. In the event the Borrower should
default under any of the provisions of this Agreement and/or the Covenant and the RDA should
employ attorneys or incur other expenses for the collection of payments required hereunder or
the enforcement of performance or observance of any obligation or agreement on the part of the
Borrower herein contained the Borrower agrees that it will on demand therefore pay to the
RDA the reasonable fees of such attorneys and such other expenses so incurred by the RDA. .
(vii) No Additional Waiver Implied by One Waiver. In the event any agreement
contained in this Agreement should be breached by either party and thereafter waived by the
other party,such waiver shall be limited to the particular breach so waived and shall not be
deemed to waive any other breach hereunder,
ARTICLE IV.
A. Successors and Assigns Included in Parties, Whenever in this Agreement one of the
parties hereto is named or referred to, the heirs, legal representatives, successors and assigns of
such parties shall be included and all covenants and agreements contained in this indenture by or
on behalf of the Borrower and by or on behalf of the RDA shall bind and inure to the benefit of
15
•
•
their respective heirs,legal representatives,successors and assigns, whether so expressed or not.
Provided, however, that the Borrower shall have no right to assign its obligations hereunder
without the prior written consent of the RDA, which consent shall be at the RDA's sole
judgment, if given at all, and discretion.
B. Headings. The headings of the sections, paragraphs and subdivisions of this Agreement
are for the convenience of reference only, are not to be considered a part hereof and shall not
limit or otherwise affect any of the terms hereof.
C. Invalid Provisions to Affect No Others. If fulfillment of any provision hereof or any
transaction related hereto or to the Note,at the time performance of such provisions shall be due,
shall involve transcending the limit of validity prescribed by law, then ipso facto, the obligation
to be fulfilled shall be reduced to the limit of such validity; and if any clause or provision herein
contained operates or would prospectively operate to invalidate this Agreement in whole or in
part, then such clause or provision only shall be held for naught, as though not herein contained,
and the remainder of this Agreement shall remain operative and in full force and effect.
Notwithstanding any provision contained herein, the total liability of Borrower for payment of
interest, including service charges, penalties or any other fees pursuant to the Loan Documents,
shall not exceed the maximum amount of such interest permitted by applicable law to be
charged,and if any payments by Borrower include interest in excess of the maximum allowable
amount then said excess shall be applied to the reduction of the unpaid principal amount due
pursuant hereto.
D. Number and Gender. Whenever the singular or plural number,masculine or feminine or
neuter gender is used herein,it shall equally include the other.
ARTICLE V.
A. Notice. Any notice or other communication required or permitted to be given hereunder
shall be sufficient if in writing and delivered in person or sent by United States Certified Mail,
postage prepaid,to the parties being given such notice at the following addresses:
BORROWER: MBCDC:The Allen,LLC
945 Pennsylvania Avenue
Miami Beach,FL 33139
Attention:Roberto Datorre,President
With copies to: Miami Beach Community Development
Corporation,Inc.
945 Pennsylvania Avenue
Miami Beach,FL 33139
Attention:Roberto Datorre,President
RDA: MIAMI BEACH REDEVEOPMENT AGENCY
1700 Convention Center Drive
16
•
Miami Beach,Florida 33139
Attention: Executive Director
With copies to: CITY OF MIAMI BEACH
City Manager's Office
1700 Convention Center Drive
Miami Beach,Florida 33139
and
CITY OF MIAMI BEACH
Office of the City Attorney
1700 Convention Center Drive
Miami Beach,Florida 33139
Any party may change said address by giving the other parties hereto notice of such change of
address. Notice given as hereinabove provided shall be deemed given on the date of its deposit
in the United States Mail and, unless sooner received, shall be deemed received by the party to
whom it is addressed on the third calendar day following the date on which said notice is
deposited in the mail, or if an courier system is used, on the date of delivery of the notice.
ARTICLE VI.
INDEMNIFICATION
A, Borrower shall and hereby agrees to indemnify and save the Miami Beach Redevelopment
Agency(RDA),and the City of Miami Beach,Florida(City),respectively,harmless against and from
all claims by or on behalf of any person, firm, corporation or other legal entity arising from the
conduct or management of, or from any work or thing done on, the Premises and/or the Project,
including without limitation,(i)any condition of the Premises and/or the Project;(ii)any breach or default on
the part of the Borrower in the performance of any of its obligations under this Agreement,the Note,
and/or the Covenant;(iii)any act or negligence of the Borrower or of any of its agents,contractors,servants,
employees or licensees;or(iv)any act or negligence of any assignee or lessee of the Borrower,or of any
agents,contractors,servants,employees or licensees of any assignee or lessee of the Borrower,Borrower shall
indemnify and save the RDA and/or the City harmless from any such claim arising as aforesaid, or in
connection with any action or proceeding brought thereon,and upon notice from the RDA and/or the City,
Borrower shall defend it in any such action or proceeding.
B. Notwithstanding the fact that it is the intention of the parties hereto that the RDA and/or the City
shall not incur any pecuniary liability by reason of the terms of this Agreement , the Note, and/or the
Covenant;nevertheless,if the RDA and/or the City should incur any such pecuniary liability,then in such
event the Borrower shall indemnify and hold the RDA and/or the City harmless against all claims,
demands or causes of action whatsoever,by or on behalf of any person, firm or corporation or other legal
entity arising out of the same and all costs and expenses incurred in connection with any such claim or in
17
connection with any action or proceeding brought thereon,and upon notice from the RDA and/or the
City,the Borrower shall defend the RDA and/or the City in any such action or proceeding.
C. Borrower agrees to indemnify the RDA and/or the City, against all claims arising out of the
acquisition,construction,improvement,renovation,rehabilitation,equipping,operation and/or management
of the Premises and/or the Project, and to pay or bond or discharge and indemnify and hold harmless the
RDA and/or the City, firm and against (i)any lien or charge upon payments by the Borrower,to or for the
account of the RDA and/or the City hereunder,and(ii)any taxes,assessments,impositions and other
charges of any federal,State or other governmental agency or political body in respect of the Premises and/or
the Project. If any such claim is asserted, or any such lien or charge upon payments or any such taxes,•
assessments, impositions or other charges are sought to be imposed, the RDA and/or the City will give
prompt notice to Borrower, and Borrower shall pay the same or bond and assume the defense
thereof with full power to contest,litigate,compromise orsettle the same in its sole discretion.
D. Borrower shall at all times protect and hold the RDA and/or the City, harmless against any
claims or liability resulting from any loss or damage to property or any injury to or death of any person that
may be occasioned by any cause whatsoever pertaining to the Premises and/or the Project or the use
thereof, such indemnification to include reasonable expenses and attorneys'fees incurred by the RDA
and/or the City,in connection therewith.
E. For purposes of the Indemnification provisions contained in this Article VI, all references
to the RDA and/or the City shall be deemed to include their respective commissioners,members,
officials,employees,agents,and contractors.
F. The indemnification provisions in this Article VI are intended to survive beyond
satisfaction, termination and/or other expiration of this Agreement, the Note, and/or the
Covenant.
ARTICLE VII.
A. Assignment of Rents and Leases. As further security for payment of principal, interest
and other amounts due the RDA now, or hereafter secured hereby, Borrower hereby transfers,
assigns and sets over unto RDA all leases,if any,now or hereafter entered into by Borrower with
respect to all or any part of the Premises, and all renewals, extensions,subleases or assignments
thereof, and all other written or oral occupancy agreements, by concession, license or otherwise,
together with all of the rents,income,receipts,revenues,issues and profits arising therefrom.
B. Security Agreement. This instrument also creates a security interest in any and all
equipment and furnishings as are considered or determined to be personal property or fixtures,
together with all replacements, substitutions, additions, products and proceeds thereof, in favor
of the RDA under the Florida Uniform Commercial Code to secure payment of principal, interest
and other amounts due RDA now or hereafter secured hereby, and RDA shall also have all the
rights and remedies of a secured party under the Florida Uniform Commercial Code and,without
limitation, upon or in derogation of the rights and remedies created and accorded to the RDA by
this Agreement, pursuant to the common law or any other laws of the State of Florida or any
I8
1
other jurisdiction, it being understood that the rights and remedies of RDA under the Florida
Uniform Commercial Code shall be cumulative and in addition to all other rights and remedies
of RDA arising under the common law or any other laws of the State of Florida or any other
jurisdiction.
C. Choice of Law, This Agreement is to be construed in all respects and enforced according
to the laws of the State of Florida. 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 RDA AND BORROWER EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY
HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO, OR ARISING •
OUT OF, THIS AGREEMENT.
D. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the
Borrower and RDA hereto,and their respective heirs,successors and assigns.
E. Term of Agreement. This Agreement shall commence upon execution by the parties
hereto (which date, hereinafter the "Effective Date", shall be the date written on page 1 of the
Agreement), and shall continue in full force and effect for a term of thirty (30) years from such
Effective Date, or from the last date of the term of the Affordability Period, as said date is
defined in Article II(I.)of the Agreement and the Covenant,whichever is later,
F:Natto\AGUR AGREEMNTTMBCDC(The Barclay,LLC Closing)• Loan Agreement(Final 4-27.07).doc
•
[REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK]
19
IN WITNESS WHEREOF, Borrower has caused this Agreement to be executed on the date
first above written.
WITNESSES: BORROWER:
MBCDC: The Barclay, LLC, a Florida limited
liability company
By: Miami Beach Community Development
Corporation, A Florida non-profit corporation, its
sole member
Print Name: gAre,0 tz;,, A.05-
�!►
(A
By:
ame: Ro i-rto Datorre
Print Name: 6e0 A Title: President
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
The for oin Agreement and Security Agreement was acknowledged before me this
�O day of , 2007,by Roberto Datorre, as President of Miami Beach Community
Development Corporation, a Florida non-profit corporation, the sole member of MBCDC: The
Barclay,LLC,a Florida limited liability company,on behalf of the corpor tion. He is personally
• known to me or has produced Florida Driver's License No. as
identification.
tA4A Elti\-01AXJ
owitt�r��fl� Name:
oGx, ° , bo,,� Notary Public
•• Q� s °°�°% State of Florida at Large
� � ti v1:0w1�° My commission expires:
iu
w =-• tvoz �
►nim�+
•
20
: .
- i- - -
"a
.- - _•
•
•
•
•
•
•
•
•
•
•
- - -
,
_ - -
.. -
PROMISSORY NOTE
$5,692,400.00 April 30,2007
Miami Beach,Florida
FOR VALUE RECEIVED the undersigned, MBCDC: THE BARCLAY LLC, a Florida
limited liability company ("Maker"), promises to pay to the order of the MIAMI BEACH
REDEVELOPMENT AGENCY,a public body corporate and politic, together with any other holder of
this Note ("the "RDA"and/or Holder"),at 1700 Convention Center Drive,Miami Beach,Florida 33139,
Attention: Executive Director or such other place as Holder may from time to time designate in writing,
the principal sum of FIVE MILLION SIX HUNDRED NINETY TWO THOUSAND FOUR HUNDRED
DOLLARS AND .00/100 ($5,692,400.00)(the "Principal Amount"), to be paid in lawful money of the
United States of America in accordance with the terms of this Note.
This Note is secured by a Loan Agreement of even date herewith between Maker and Holder(the
"Loan Agreement")encumbering that certain real property located in Miami-Dade County,Florida, 1940
€'�' ) g p p
Park Avenue, Miami Beach, Florida, attached and described as Exhibit"A"hereto (the"Property"). The
foregoing and all other exhibits,agreements,instruments and documents delivered in connection with the
Loan Agreement and with this Note are collectively referred to as the"Loan Documents" (as said term is
also defined in the Loan Agreement).
This Note shall not bear interest. Notwithstanding anything to the contrary herein, the entire
Principal Amount shall be due and payable as follows:At the end of the Term of the Loan Agreement,or
the conclusion of the Affordability Period(as said term is defined in the Loan Agreement)(hereinafter the
"Maturity Date"), whichever is later, Maker shall immediately, upon written demand from the Holder,
convey good and marketable fee simple title to the Property to the RDA,by execution and delivery of a
Special Warranty Deed (subject to no liens and encumbrances). Borrower shall be responsible for the
cost of documentary stamps and/or other tax(es) imposed as a result of the conveyance contemplated by
this subsection.
In the event of a default by the Maker under this Note, the Holder's sole remedy shall be limited
to exercising its rights under the Loan Documents.
This Note has been executed and delivered in,and is to be governed by and construed under the
laws of, the State of Florida, as amended, except as modified by the laws and regulations of the United
States of America.
The "Default Interest Rate" and, in the event no specific Maximum Rate is applicable, the
Maximum Rate shall be twelve percent(12%)per annum.
Holder shall have the right, at its sole option and discretion, to declare the total unpaid balance
and/or obligation hereof to be immediately due and payable in advance of the Maturity Date or require
Maker to convey the Property to Holder,in the manner set forth above and in the Loan Documents,upon
the failure of Maker to comply with the terms of the Loan Documents(including without limitation, that
certain Restrictive Covenant attached and incorporated thereto); or upon the occurrence of an event of
default pursuant to any one of the Loan Documents now or hereafter evidencing,securing or guaranteeing
payment of the indebtedness evidenced by this Note. Exercise of this right shall be without notice to
Maker or to any other person liable for payment of this Note,notice of such exercise is expressly waived.
•
Any payment and/or obligation under this Note not paid and/or satisfied when due (at maturity,
upon acceleration or otherwise) taking into account applicable grace periods shall bear interest at the
Default Interest Rate from the due date until paid.
Time is of the essence. In the event that this Note is collected by law or through attorneys at law,
or under their advice therefrom, Maker agrees, to pay all costs of collection, including reasonable
attorneys' fees, whether or not suit is brought, and whether incurred in connection with collection, trial,
appeal,bankruptcy or other creditors proceedings or otherwise.
Acceptance of partial payments or payments marked "payment in full" or "in satisfaction" or
•
words to similar effect shall not affect the duty of Maker to pay all obligations due under this Note,and
shall not affect the right of Holder to pursue all remedies available to it under the Loan Documents.
The remedies of Holder shall be cumulative and concurrent, and may be pursued singularly,
successively or together, at the sole discretion of Holder, and may be exercised as often as occasion
therefore shall arise. No action or omission of Holder, including specifically any failure to exercise or
forbearance in the exercise of any remedy, shall be deemed to be a waiver or release of the same, such
waiver or release to be effected only to the extent specifically recited in a written document executed by
Holder. A waiver or release with reference to any one event shall not be construed as continuing or as
constituting a cause of dealing, nor shall it be construed as a bar to, or as a waiver or release of, any
subsequent remedy as to a subsequent event.
Any notice to be given or to be served upon the Maker or the Holder in connection with this Note,
whether required or otherwise,may be given in any manner permitted under the Loan Documents.
The term"other person liable for payment hereof'shall include any endorser,guarantor,surety or
other person now or hereafter primarily or secondarily liable for the payment of this Note, whether by
signing this or another instrument.
Whenever the context so requires, the neuter gender includes the feminine and/or masculine, as
the case may be,and the singular number includes the plural,and the plural number includes the singular.
Maker and any other person liable for the payment hereof respectively, hereby (a) expressly
waive any valuation and appraisal, presentment, demand for payment, notice of dishonor, protest,notice
of nonpayment or protest, all other forms of notice whatsoever, and diligence in collection; and (b)
consents that Holder may, from time to time and without notice to any of them or demand, (i) extend,
rearrange, renew or postpone any or all payments, (ii) release, exchange, add to or substitute all or any
part of the collateral for this Note, and/or(iii)release Maker(or any co-maker)or any other person liable
for payment hereof, without in any way modifying, altering, releasing, affecting or limiting their
respective liability or the lien of any security instrument.
BY EXECUTING THIS NOTE, MAKER KNOWINGLY, VOLUNTARILY AND
• INTENTIONALLY WAIVES ITS RIGHTS OR THE RIGHTS OF ITS HEIRS, ASSIGNS,
SUCCESSORS OR PERSONAL REPRESENTATIVES TO A TRIAL BY JURY, IF ANY, IN ANY
ACTION,PROCEEDING OR SUIT,WHETHER ARISING IN CONTRACT,TORT OR OTHERWISE,
AND WHETHER ASSERTED BY WAY OF COMPLAINT, ANSWER, CROSSCLAIM,
COUNTERCLAIM, AFFIRMATIVE DEFENSE OR OTHERWISE, BASED ON, ARISING OUT OF,
UNDER OR IN CONNECTION WITH,THIS NOTE OR ANY OTHER INSTRUMENT,DOCUMENT
OR AGREEMENT TO BE EXECUTED IN CONNECTION HEREWITH OR WITH THE
INDEBTEDNESS OR THE RENEWAL, MODIFICATION OR EXTENSION OF ANY OF THE
FOREGOING OR ANY FUTURE ADVANCE THEREUNDER. THIS PROVISION IS A MATERIAL
•
INDUCEMENT FOR HOLDER'S EXTENDING CREDIT TO A BORROWER AND NO WAIVER OR
LIMITATION OF HOLDER'S RIGHTS HEREUNDER SHALL BE EFFECTIVE UNLESS IN
WRITING AND MANUALLY SIGNED ON HOLDER'S BEHALF.
Maker acknowledges that the above paragraph has been expressly bargained for by Holder as part
of the transaction with Maker and that,but for Maker's agreement to such paragraph,Holder would not •
have loaned the Principal Amount to the Maker pursuant to the terms of this Note. •
THE PROPER FLORIDA DOCUMENTARY STAMP TAX HAS BEEN PAID ON THIS NOTE
AND EVIDENCE OF SUCH PAYMENT APPEARS ON THE LOAN DOCUMENTS SECURING
•THIS NOTE.
IN WITNESS WHEREOF,Maker has executed this Note on the day and year first above written.
MBCDC: THE BARCLAY LLC, a Florida limited
liability company
By: Miami Beach Community Development
Corporation, A Florida non-profit corporation, its
sole member
•
Witnesses:
By: ■1111LIC;ININ■
d'et,(L t Name: ' ••e o a orre
S3 e
Title: President
Print Name
v 1
R. 1 A.
ignature
46 i
Print Name
F:\atto\AGUR\AGREEMNT'MBCDC(The Barclay,LLC Closing)-Note(Final 4-27-07),doc
•
EXHIBTI`"A"
LEGAL DESCRIPTION
The Premises shall be defined as the real property(the Land)located at 1940 Park Avenue,Miami Beach,
Miami-Dade County,Florida,and legally described as follows:
Lot Two(2)and the Southerly Twenty (20) feet of Lot One (1), in Block "H", of Plat of
Resubdivision of Blocks"G", "H","3"and "K" of the Ocean Front Property of the Miami
Beach Improvement Company, according to the Plat thereof, as recorded in Plat Book 6,
Page 102, of the Public Records of Dade County, Florida, the said Southerly portion of
said Lot 1 being more particularly described as follows:
Begin at the Southeast corner of said Lot 1, in Block "H"; thence Northerly along the
Easterly line of aforesaid Lot 1, (Westerly line of Park Avenue) for a distance of 20 feet
to a point; thence Northwesterly along a line parallel to and 20 feet North of the North
line of Lot 2 of said Block "H" for a distance of 214 feet, more or less to the most
Westerly line of said Lot 1, (Cast line of Washington Avenue); thence South along
Westerly line of said Lot 1, (East Line of Washington Avenue), for a distance of 21,5
feet,more or less, to the Northwesterly corner of said Lot 2; thence Southeasterly along
the Northeasterly line of said Lot 2; thence Southeasterly along the Northeasterly line of
said Lot 2 for a distance of 206 feet,more or less,to the Point of Beginning.
and shall include the Land thereof together with any buildings (including footings and foundations),
equipment, fixtures, and other improvements and appurtenances of every kind and description now or
hereafter executed, constructed or placed upon the Land and any and all alterations and replacements
thereof,additions thereto and substitutions therefor.
•
i
1
• MOW ._� {1 ilti {111111111111111111111119 /
MIMI J\��' Jr � '.,� eF�d 2007804.53322
•--- 0/ ��-'� OR Bk 25591 Ps s 1005 - 1009; (5p s s)
,_ o `� :�'•' RECORDED 05/04/2007 15:04:08
•m E This instrument prepared by: �a , HARVEY RUVI N v CLERK OF COURT
�..a ,. Raul J.Aguila ? AL, b ` -if MIAMI-BADE COUNTY? FLORIDA
;a;4 Office of the City Attorney "1 c:,lu Y
=i ° City of Miami Beach �';,�_�' `•r/
venal o 1 700 Convention Center Drive _'" - 'f
a Miami Beach,Florida 33139 (Space reserved for Clerk of Court)
WNW be.4 DECLARATION OF RESTRICTIVE COVENANTS
• r This Declaration of Restrictive Covenants(hereinafter the"Covenant");is made this 4)0/4-1 day of if l 2007
aima , by MBCDC: The Barclay LLC,a Florida limited uted lrabrlrty company whose a ddr ess i s 945 Pennsylvania ve ue,Miami
• 2, Beach,Florida,33139(hereinafter the"Owner"),
...=7..t..&,42,
WN If.
RECITALS:
ce.
WHEREAS,Owner is a Florida limited liability company whose sole member is Miami Beach Community
0-• `.1 d Development Corporation,Inc.,a Florida not-for-profit housing corporation which is also the City of Miami Beach,
Florida's designated Community Housing Development Organization(CHDO);and
U-• `.
c• r WHEREAS, Owner is undertaking a project to acquire and renovate/rehabilitate that certain historically
designated real property located at 1940 Park Avenue, Miami Beach, Florida (and hereinafter referred to as the
"Premises", as defined herein and in Exhibit"A" attached and incorporated hereto) for the purpose of providing
;�: rP ) P rP P
affordable rental housing for low to moderate income individuals and families(the"Project");and
WHEREAS, the Premises and Project are/is located within the City Center/Historic Convention Village
Redevelopment Area,a community redevelopment area in the City of Miami Beach,Florida,designated and created
pursuant to Sections 163.330—163.463,Florida Statutes(the"Community Redevelopment Act of 1969"or the"Act")
(hereinafter referred to as the"City Center RDA");and
WHEREAS,the Project is consistent with the City Center/Historic Convention Village Redevelopment and
Revitalization Area Plan,as adopted by the City of Miami Beach Commission and the Miami Beach Redevelopment
Agency,respectively,and as approved by the Miami-Dade County Board of County Commissioners(hereinafter referred
to as the"Redevelopment Plan");and
WHEREAS, the Project will promote the Redevelopment Plan objectives by(i) restoring and preserving
historically contributing properties within the City Center RDA;and(ii)creating new affordable housing opportunities
within said RDA for low and moderate income individuals and families;and
WHEREAS,pursuant to Miami Beach Redevelopment Agency Resolution No.540-2007,passed and adopted
on January 17,2007,and Miami Beach Redevelopment Agency Resolution No.545-2007,passed and adopted on March
14,2007,and subject further to the terms and conditions hereinafter contained,the RDA has agreed to loan Owner the
funds for Owner's acquisition of the Premises.
WHEREAS,Owner and the Miami Beach Redevelopment Agency,a public body corporate and politic(the •
"RDA")have entered into a Loan Agreement,dated April 30,2007(the"Loan Agreement"),which principal amount was
utilized by Owner in the purchase of the Premises to accomplish the stated purposes of the Project;and
WHEREAS,the RDA desires,and Owner hereby acknowledges and agrees,to impose certain provisions of the
Loan Agreement as covenants and restrictions upon the Premises and any improvements located or hereinafter to be made
thereon.
NOW,THEREFORE,Owner voluntarily covenants and agrees that the following Premises located in the City
of Miami Beach,Miami-Dade County,Florida,and legally described in Exhibit"A"attached and incorporated hereto
(hereinafter the"Premises"),shall be subject to the following restrictions that are intended and shall be deemed to be
[COTE: This Declaration of Restrictive Covenants is being re—recorded to add
Page 2 which had been inadvertently left out at time of original recording.
covenants running with the land and binding upon Owner,and its successors in interest and assigns,as follows:
1, . The findings set forth in the Recitals of this Covenant are hereby adopted by reference and incorporated
herein as if fully set forth in this Section,
2. Miami Beach Redevelopment Agency(RDA) funds, in the amount of Five Million Six Hundred
Ninety Two Thousand Four Hundred Dollars and.00/100 ($5,692,400.00)(the"Principal Amount"),were utilized in the
purchase of the Premises,in order to provide affordable housing for tenants in accordance with and consistent with the
powers granted to the RDA pursuant to the Act,and the rents charged and the tenants thereof shall qualify under the rules
and regulations promulgated by the United States Department of Housing and Urban Development, as same may be
amended from time to time. In consideration of these funds,the Premises shall be subject to the following restrictions for
a period of thirty(30)years(Affordability Period),which period shall commence upon the date of issuance by the City of
Miami Beach Building Department of a Final Certificate of Completion for the renovation and rehabilitation of the
Premises for the stated use and purposes contemplated by the Project.
3. Restrictive Covenants. Owner shall be subject to the following covenants and restrictions:
(i) Owner must use the Premises as an affordable rental property for a thirty(30)year period,
commencing from the date of issuance by the City of Miami Beach Building Department of a Final
Certificate of Completion for the rehabilitation/renovation of the Premises (the "Affordability
Period"),and the rents charged and the tenants thereof must qualify under the rules and regulations
promulgated by the United States Department of Housing and Urban Development at CFR Part 92,as
sante may be amended from time to time. Terms defined in 24 CFR Part 92,and any amendments
thereto,not otherwise defined in this Covenant,shall have the meaning set forth therein, In order to
further ensure the enforcement of this Section(3),Owner hereby recognizes,agrees,authorizes,and
covenants that the Premises shall not be sold,transferred,disposed of,or otherwise conveyed,except
to the RDA,as provided herein.
(ii) If at any time during the Affordability Period, the Premises are no longer used as an
affordable rental property by the Owner,then the RDA,at its sole option and discretion,may elect one
of the following options:
(a) Require Owner to re-pay the Principal Amount,in full, together with all interest
thereon,and any and all other amounts as may then be or become due pursuant to the Loan
Agreement;or
(b) Require Owner,automatically and.without further action required by the RDA,to
promptly,on written demand,execute and deliver a Special Warranty Deed(subject to no
liens or encumbrances created by through or under Owner),conveying good and marketable
fee simple title in the Premises to the RDA. Owner shall be responsible for the cost of
documentary stamps and/or other tax(es)imposed as a result of the conveyance contemplated
by this subsection(ii)(b).
(iii) Upon the conclusion of the Affordability Period, the RDA may, at its sole option and
discretion,elect one of the following options:
(a) Extend the Loan Agreement and the Affordability Period for an additional term,
with such term to be determined in the sole judgment and discretion of the RDA;or
(b) Require Owner,automatically and without further action required by the RDA,to
promptly,on written demand,execute and deliver a Special Warranty Deed(subject to no
liens or encumbrances created by through or under Owner),conveying good and marketable
fee simple title in the Premises to the RDA. Owner shall be responsible for the cost of
2
NOTE: Added Page
documentary stamps and/or other tax(es)imposed as a result of the conveyance contemplated
by this subsection(ii)(b).
(iv) The Principal Amount,together with all interest thereon,and any and all other amounts which
may become due and payable to the RDA under the Loan Agreement, shall remain a lien superior in
dignity to all other liens,titles,claims,Agreements,and/or other encumbrances,until satisfied in the
manner provided in this Covenant,or in the Loan Agreement,
A. IT IS SPECIFICALLY ACKNOWLEDGED BY THE PARTIES HERETO THAT THE
PREMISES ARE TO BE USED,OPERATED,AND MAINTAINED ONLY AS AN AFFORDABLE HOUSING
RESIDENTIAL RENTAL PROPERTY,AND FOR NO OTHER PURPOSE. USE OF THE PREMISES FOR
PURPOSES OTHER THAN AS AN AFFORDABLE HOUSING RESIDENTIAL RENTAL PROPERTY SHALL
BE DEEMED A DEFAULT UNDER SECTION 3 HEREOF.
5. The foregoing covenants and restrictions shall be considered and construed as covenants and
restrictions running with the land,and the same shall bind all persons claiming ownership of all,or any portion of,the
Premises.The Owner hereby acknowledges and agrees that the RDA and the City of Miami Beach,Florida("City"),
respectively,arc intended to be the sole beneficiaries of this Covenant,and nothing in this Covenant shall confer upon
any person or entity,other than the RDA and/or the City,any rights or remedies under or by reason of this Covenant.
6. The Owner shall not release or amend this Covenant without the prior written consent of the RDA.
7, Invalidation of any of these covenants by a court of competent jurisdiction shall in no way affect any of
the other covenants,which shall remain in full force and effect.
8. This Covenant shall be recorded in the Public Records of Miami-Dade County,Florida,at the cost of
the Owner.
9. It is understood and agreed that any official of the Miami Beach Redevelopment Agency(RDA)may
have the right at any time during normal working hours of entering and investigating the use of the Premises,to determine
whether the conditions of this Covenant and the requirements set forth herein,are being complied with
10. An action to enforce the terms and conditions of this Covenant may be brought by the RDA and/or the
City and may be by action at law or in equity against any party or person violating or attempting to violate any provision
of this Covenant,either to restrain violations or to recover damages. The prevailing party in the action or suit shall be
entitled to recover costs and reasonable attorneys'fees,at all levels of trial and appeal. This enforcement provision shall
be in addition to any other remedies available under the law.
11. This Covenant is to be construed in all respects and enforced according to the laws of the State of
Florida. This Covenant shall be governed by,and construed in accordance with,the laws of the State of Florida,both
substantive and remedial,without regard to the principles of conflict of laws. The exclusive venue for any litigation
arising out of this Covenant shall be Miami-Dade County,Florida,if in State court,on the U.S.District Court,Southern
District of Florida,if in federal court.
F\atto\AGUR\AGRE MNTIMBCDC(The Barclay,LLC Closing)-Restrictive Covenant(Final 4-27-07).cloc
[REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK]
3
IN WITNESS WF,the Owner has hereunto caused these presents to be signed and,attested by the
respective witnesses on this,;( 4 day of rn ,2007.
WITNESSES: OWNER:
MBCDC: The Barclay,LLC,aFlorida limited liability company
.") By: Miami Beach Community Development Corporation, A
Florida non-profit corporation,its sole member
(( ec(XL__
• Nv e: .1Cir(rQ 10/1/)(t
By:,
114 Name: Rob rto rre
Print Name: C Title: President
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE ) M
'\
The foregoing Restrictive Covenant was acknowledged before me this2 �{ day of I I ,2007,by
Roberto Datorre,as President of Miami Beach Community Development Corporation,a Florida non-profs orporation,
the sole member of MBCDC: The Barclay,LLC,a Florida limited liability company,on behalf of the corporation.He is
personally known to me or has produced Florida Driver's License No, as identification.
`p"
Name: '+tlel 01
Notary Public
State of Florida at Large
My commission expires:
• „40 I Pineda
y ; My Commission 00285722•
o,J Expires February 08 2008
•
4
CDR ETA,. 25591 PG 1009
LAST PAGE
44+
EXHIBIT"A"
LEGAL DESCRIPTION
The Premises shall be defined as the real property(the Land)located at 1940 Park Avenue,Miami Beach,Miami-Dade
}'i�0 County,Florida,and legally described as follows:
OC
Lot Two(2)and the Southerly Twenty(20)feet of Lot One(1),in Block"H",of Plat ofResubdivision
NI '
of Blocks "0", "H",, J and"K"of the Ocean Front Property of the Miami Beach improvement
Company,according to the Plat thereof,as recorded in Plat Book 6,Page 102,of the Public Records
ofDade County,Florida,the said Southerly portion of said Lot t being more particularly described as
CI IT follows;
Begin at the Southeast corner of said Lot 1,in Block"H";thence Northerly along the Easterly line of
aforesaid Lot 1, (Westerly line of Park Avenue) for a distance of 20 feet to a point; thence
Northwesterly along a line parallel to and 20 feet North of the North line of Lot 2 of said Block"H"
for a distance of 214 feet, more or less to the most Westerly line of said Lot 1, (East line of
Washington Avenue); thence South along Westerly line of said Lot 1, (East Line of Washington
Avenue),for a distance of 21.5 feet,more or less,to the Northwesterly corner of said Lot 2;thence
Southeasterly along the Northeasterly line of said Lot 2;thence Southeasterly along the Northeasterly
line of said Lot 2 for a distance of 206 feet,more or less,to the Point of Beginning.
and shall include the Land thereof together with any buildings(including footings and foundations),equipment,fixtures,
and other improvements and appurtenances of every kind and description now or hereafter executed,constructed or
placed upon the Land and any and all alterations and replacements thereof,additions thereto and substitutions therefor.
aTATt.OP FLORIDA,COUNTY OF DADE "•; :, •
HEREBY CERTIFY Mat th:;)sstoC.)>>y frha
lrrgin81 I,!0 r + I °on day of
fV�c- AD :U j
•Y n Ess r ".an.1 Lf/r,;,JI Sol :i_.•
HARVEY RAM,CLERY,ti of Circus, n County Courts
, D.V. 4" ,'••';k
•
•
5
•
\ 0 kt) ZI*W
HOME PROGRAM AGREEMENT
THIS AGREEMENT,entered into this ay ofrufeg,2011,by and between the CITY OF
MIAMI BEACH, a Florida municipal corporation, having its principal office at 1700 Convention
Center Drive, Miami Beach, Florida, (hereinafter referred to as the City), and the MIAMI BEACH
COMMUNITY DEVELOPMENT CORPORATION, a not-for-profit Florida corporation,with offices
located at 945 Pennsylvania Avenue, Miami Beach, Florida (hereinafter referred to as MBCDC).
WITNESSETH:
WHEREAS,on February 18,1992,the City was designated by the United States Department
of Housing and Urban Development(HUD)as a participating jurisdiction for the receipt of funds as
provided under the HOME Investment Partnerships Program and pursuant to the HOME Program
Final Rule, 24 CFR PART 92, as same may be amended from time to time; and
WHEREAS, the City has an agreement with HUD for the purpose of conducting an
affordable housing program with federal financial assistance under the HOME Program; and
WHEREAS, on April 8, 1993, the Mayor and City Commission approved Resolution No.
93-20756,designating Miami Beach Community Development Corporation(MBCDC)as a qualified
' Community Housing Development Organization (CHDO) under the HOME Program; and
WHEREAS,on March 14,2007,the RDA adopted Resolution No.545-2007,authorizing an
appropriation of $13,650,000 from City Center/Historic Convention Village (City Center)
Redevelopment Agency non-TIF funding sources,to MBCDC,for the purpose of providing funds to
MBCDC for the balance due in connection with its purchase of the following three properties located
within the City Center RDA: 1940 Park Avenue(The Barclay), 1965-1975 Washington Avenue(The
London House), and 2001 Washington Avenue (The Allen House); and
WHEREAS, the City has determined the necessity for providing affordable housing in the
City through the Fiscal Year 2010/2011 One-Year Action Plan for Federal funds, adopted by
Resolution No. 2010-27428 on July 14, 2010. _
NOW, THEREFORE,in consideration of the mutual promises contained herein,the parties
hereto agree as follows:
ARTICLE I
DEFINITIONS
As used in this Agreement the terms listed below shall have the following meanings:
(a) HOME Program: HOME Investment Partnerships Program,Final Rule,24 CFR Part
92, as same may be amended from time to time;
(b) HUD: United States Department of Housing and Urban Development or any
successor agency;
(c) CHDO: Community Housing Development Organization, as defined in the HOME
Program;
Pa.e 1 of 20
EXHIBIT
a
2
'
1I •
(d) Funds: HOME Program funds;
(e) CHDO Operating Expenses: Those eligible reasonable and necessary costs for the
operation of the CHDO such as salaries, wages, and other employee compensation and
benefits;employee education,training,and travel;rent;utilities;communication costs;taxes;
insurance; and equipment, materials and supplies. MBCDC agrees that eligible operating
expenses under this Agreement are limited to those eligible costs for operating expenses as
outlined in the HOME Program, at 24 CFR PART 92.208. Funds may not be used to pay
operating expenses incurred by a CHDO.acting as a sub-recipient or contractor under the
HOME Program. • • . .
Any term not otherwise defined in this Article I or in this Agreement shall have the meaning set forth
in the HOME Program.
ARTICLE II
ALLOCATION OF HOME FUNDS
In consideration for the performance by MBCDC of its role and responsibilities, as set forth in this
Agreement, the City will provide MBCDC with HOME Program funding in the total amount of FIVE
HUNDRED THOUSAND DOLLARS ($500,000) (the Funds).
The Funds will be provided to MBCDC from the City's Fiscal Year 2010/2011 HOME Program
allocation, to be used for eligible CHDO Project Expenses for the rehabilitation of the apartment
building known as The Barclay, located at 1940 Park Avenue,Miami Beach, Florida 33139,that will
provide thirty-six (36) units of affordable rental housing (the Project).
• MBCDC will provide the services to the Project in accordance with the Scope of Services(Exhibit A)
and Project Line-Item Budget, Project Pro Forma, and Construction Timeline (Exhibit B), attached
and incorporated hereto. Such Line-Item Budget will include all sources of Project funding and the
uses of each source of funds.
MBCDC will maintain required HOME Program rent and occupancy limitations and standards for a
minimum period of thirty (30) years, commencing with the issuance of a Temporary Certificate of
Occupancy(TCO)or Certificate of Occupancy(CO),whichever is earlier,for the Project by the City
of Miami Beach Building Department (the Affordability Period). - •
ARTICLE III
PROCEEDS FROM HOME INVESTMENT
In accordance with the HOME Program, at 24 CFR PART 92.300(a)(2), MBCDC may retain the
proceeds resulting from investment of its CHDO set aside funds for use in other housing activities
which benefit low-income families. However,any retention of HOME funds for housing not meeting
the affordability requirements of the HOME Program, at (24 CFR PART 92.254(a)(5)(ii)), will be
considered Program income and will be repaid in accordance with the requirements of the HOME
Program, (at 24 CFR PART 92.503).
Page 2 of 20
•
l
ARTICLE IV
SPECIAL PROVISIONS APPLICABLE TO FUNDS
PROVIDED UNDER THE HOME PROGRAM
MBCDC expressly agrees that the following provisions shall be applicable to the Funds:
(a) MBCDC will enter into a written agreement (or agreements) with the City, within
twenty-four(24) months of the effective date the Fiscal Year 2010/2011 HOME Agreement
between HUD and the City, in order to commit the Funds to a specific eligible CHDO project
or projects. The City, at its sole discretion, may require commitment of the Funds within an
alternate time period, as determined in the sole and reasonable discretion of the City
Manager, in the event same is necessary to avoid recapture of said Funds.
(b) MBCDC will maintain a financial management system that conforms to the financial
accountability standards of the HOME Program, at 24 CFR PART 84.21 ("Standards for
Financial Management Systems").
(c) Affirmative Marketing. MBCDC shall adopt and implement affirmative marketing
procedures for rental and home buyer projects containing five(5)or more HOME-assisted
housing units, as set forth in the HOME Program, at (24 CFR 92.351), and to maintain
records of its affirmative marketing activities in accordance with the record keeping
requirements of the HOME Program, (at 24 CFR 92.508 (a)(7)(ii)).
(d) CHDO Capabilities. MBCDC(acting as a CHDO)shall develop,sponsor or own the
projects funded by the Funds and, in any of these capacities,shall at all times have/maintain
effective management control.
(e) Change in Status:. MBCDC shall advise the City, in writing,within thirty(30)days of
any organizational, operational, or legal status changes made by MBCDC that affect
documents that were submitted by MBCDC to obtain CHDO status.
(f) Property Standards: MBCDC shall comply with the property standards requirements
set forth in the HOME Program, (at 24 CFR PART 92.251).
(g) MBCDC shall comply with the requirements of Executive Orders Nos. 11625 and
12432 concerning Minority Business Enterprise and 12138 Women's Business Enterprise
which encourage the use of minority and women's business enterprises, to the maximum
extent possible, in connection with HOME-funded activities.
(h) MBCDC shall comply with the Displacement, Relocation, and Acquisition
requirements in accordance with the Uniform Relocation Assistance and Real Property
Acquisition Policies Act of 1970 (URA) (42 U.S.C.4201-4655) and 49 CFR Part 24.
(i) MBCDC shall comply with all of the following federal laws, executive orders and
regulations pertaining to fair housing and equal opportunity, as same may be amended:
(1) Title VI of the Civil Rights Act of 1964(42 U.S.C.2000d)--States that no person
may be excluded from participation in, denied the benefits of, or subjected to
discrimination under any program or activity receiving federal financial assistance on
the basis of race, color, or national origin. Its implementing regulations may be
found in 28 CFR Part 1.
Page 3 of 20
• i
(2) Title VIII of the Civil Rights Act of 1968(the"Fair Housing Act")(42 U.S.C.3601)
and its implementing regulations at 24 CFR Part 100-115--Prohibits discrimination
in the sale or rent of units in the private housing market against any person on the
basis of race, color, religion, sex, national origin,familial status or handicap.
(3) Equal Opportunity in Housing (Executive Order 11063, As Amended by
Executive Order 12259) and implementing regulations at 24 CFR Part 107 --
Prohibits discrimination in housing or residential property financing related to any
federally assisted activity against individuals on the basis of race,color,religion,sex
or national origin.
(4) Age Discrimination Act of 1975, (42 U.S.C. 6101) and its implementing
regulations at 24 CFR Part 146--Prohibits age discrimination in programs receiving
federal financial assistance.
(5) Equal Employment Opportunity, Executive Order 11246, and its implementing
regulations at 41 CFR Part 60--Prohibits discrimination against any employee or
applicant for employment because of race, color, religion, sex, or national origin.
Provisions to effectuate this prohibition must also be included in all construction
contracts exceeding $10,000.
(j) MBCDC shall comply with the requirements of Section 3 of the Housing and Urban
Development Act of 1968 (12 U.S.C. 1701u) --which requires that, to the greatest extent
feasible, opportunities for training and employment arising from HOME will be provided to
low-income persons residing in the program service area, and, to the greatest extent
feasible, contracts for work to be performed in connection with HOME will be awarded to
business concerns which are located in or owned by persons residing in the program service
area.
(k) MBCDC will ensure that all units in a project assisted with HOME funds comply with
the Lead Based Paint Poisoning Prevention Act(42 U.S.C. 4821, et) and its implementing
regulations at 24 CFR PART 35. MBCDC will ensure that all contractors performing
renovation, repair and painting of projects assisted with HOME funds comply with the
certification requirements of the 2008 EPA Rule under 40 CFR Part 745.
(I) MBCDC shall comply with the Federal Labor Standards Provisions, as described in
HUD Handbook 1344-1 (Federal Labor Standards Compliance in Housing and Community
Development Programs)--Applies to all projects with twelve(12)or more HOME-assisted
units, regardless of whether HOME funds are used for construction or other costs.
(m) MBCDC agrees to administer a policy to ensure that it complies with the Drug-Free
Workplace Act requirements under 24 CFR Part 24, Subpart F, and will ensure that the
workplace is free from the unlawful manufacture,distribution,dispensing,possession or use
of drugs or alcohol.
•
(n) MBCDC agrees to adhere to and be governed by the following accessibility
requirements:
•
1. Architectural Barriers Act of 1968, As Amended (42 U.S.C.4151) and its
Page 4 of 20
implementing regulations at 35 CFR Part 107 -- States that public (i.e., those
intended to be accessible to the general public)buildings and conveyances financed
with federal funds are designed,constructed,or altered to provide accessibility to the
physically handicapped.
2. Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794) and
implementing regulations at 24 CFR Part 8 -- Prohibits discrimination in federally
assisted programs on the basis of handicap and imposes requirements to ensure
that "qualified individuals with handicaps" have access to programs and activities
that receive federal funds.
3. Title VIII of the Civil Rights Act of 1968,As Amended the"Fair Housing Act"
(42 U.S.C. 3601) and its implementing regulations at 24 CFR Part 100-115.
4. MBCDC must complete and submit the City's Disability Non-Discrimination
Affidavit (Affidavit), a copy of which is attached hereto and incorporated herein as
Exhibit"E". In the event MBCDC fails to execute the City's Affidavit, or is found to be
in non-compliance with the provisions of the Affidavit, the City may impose such
sanctions as it may determine to be appropriate, including but not limited to, •
withholding of payments to MBCDC under the Agreement until compliance, and/or
termination of the Agreement.
ARTICLE V
'INTENTIONALLY OMITTED]
ARTICLE Vi
METHOD OF PAYMENT
•
The Funds shall be paid to MBCDC as follows:
(a) . MBCDC shall be paid for eligible Project Expenses, as set forth in the Budget
(Exhibit B); based on actual costs; and with supporting documentation. MBCDC shall be
paid only for those expenditures identified in the Budget. Project Expenses not identified in
the Budget must obtain the prior written approval of the City Manager prior to MBCDC
incurring same. Budget line item transfers must also have the prior written approval of the
City Manager.
Supporting documentation shall include, but not be limited to,the following:
(1) Books, records and documents in accordance with generally accepted
accounting principles, procedures and practices, which sufficiently and properly
reflect all revenues and expenditures of Funds. •
(2) A system of allocation that will assure reliable cost measurements and customary
service delivery costs.
Page 5 of 20
f
(3) Time sheets for split-funded employees,who work on more than one activity, in
order to record the HOME activity delivery cost by project and the non-HOME related
charges.
(b) Requests for payment shall be assembled by calendar month and received by the
City no later than the 10th day of the succeeding month. Failure to comply may result in
rejection of invoices.
(c) No payments will be made without evidence of all appropriate insurance required by
this Agreement.
•
(d) MBCDC understands and.agrees that disbursements of Funds under this Agreement
may not be requested until said Funds (or portions thereof) are needed for payment of
eligible costs. The amount of each request must be limited to the amount needed. In no
event shall the City provide advance funding to MBCDC, nor shall MBCDC advance Funds
•
to any party.
Payment of all or any portion of the Funds may be withheld pending the receipt and approval by the
City of any and all reports and documents which MBCDC is required to submit pursuant to this
Agreement.
ARTICLE VII
SUBCONTRACTS
(a) MBCDC agrees that no work or services contemplated by this Agreement(including
without limitation,consultant work or services)shall be subcontracted or reimbursed without
the prior written approval of the City Manager.
(b) MBCDC shall require, and shall include language in all contracts with sub-
contractors, that said sub-contractor shall hold the City of Miami Beach, Florida, harmless
against all claims of whatever nature arising out of the subcontractor's performance of work
or services.
(c) MBCDC shall provide the City with copies of all executed subcontracts within ten(10)
days after execution.
ARTICLE VIII
[INTENTIONALLY OMITTED]
ARTICLE IX
TERM OF AGREEMENT(TERM)
This Agreement shall be deemed to have commenced on October 1, 2010, and shall terminate at
the conclusion of the thirty (30)year Affordability Period (as same is defined in Article II herein)
Page 6 of 20
•
( l
•
•
ARTICLE X
[INTENTIONALLY OMITTED]
ARTICLE XI.
AMENDMENTS
Any amendments or modifications to this Agreement shall only be valid when they have been
reduced to writing and duly approved and signed by both parties hereto. Any changes which do not
materially change the scope of the Agreement,or increase the total amount of Funds payable under
this Agreement, shall be valid only when reduced to writing and approved and executed by the
parties but, as to the City, such amendments may be approved and signed by the City Manager.
•
ARTICLE XII
CONFLICT OF INTEREST
(a) MBCDC shall comply with the standards contained in the HOME Program,at 24 CFR
Part 92.356, which states that no owner, developer or sponsor of a project assisted with
HOME funds(or Officer,employee, agent or consultant of the owner,developer or sponsor),
whether private for-profit or non-profit (including a CHDO when acting as an owner,
developer or sponsor) may occupy a HOME-assisted affordable housing unit in a project.
This provision does not apply to an owner-occupant of single- family housing or to an
employee or agent of the owner or developer of a rental housing project who occupies a
HOME assisted unit as the project manager or maintenance worker. Exceptions may only
be granted by the City in accordance with 24 CFR Part 92.356(0(2).
(b) MBCDC shall disclose any possible conflicts of interest or apparent improprieties of
any party that is covered by the above standards. MBCDC shall make such disclosure in
. writing to the City Manager immediately upon MBCDC's discovery of such possible conflict.
The City will then render an opinion, which shall be binding on all parties.
(c) Related Parties. MBCDC shall report to the City the name, purpose, and any other
relevant information in connection with any related-party transaction. This includes, but is
not limited to,a for-profit or non-profit subsidiary or affiliate organization,an organization with
overlapping board of directors, and an organization for which MBCDC is responsible for
appointing memberships. MBCDC shall report this information to the City upon forming the
relationship or, if already formed, shall otherwise report it immediately.
ARTICLE XIII
INDEMNIFICATION AND INSURANCE
MBCDC shall indemnify and hold harmless the City, and/or its officers, directors, employees, and
agents, from any and all claims, liabilities, losses, and causes of action which may arise out of an
act, omission, negligence or misconduct on the part of MBCDC, or any of its officers, directors,
employees,agents,servants,contractors,subcontractors,consultants and sub consultants,patrons,
Page 7 of 20
•
guests,clients,and/or invitees. MBCDC shall pay all claims and losses of any nature whatsoever in
connection therewith and shall defend all suits in the name of the City,and/or its officers, directors,
employees and agents, and shall pay all costs and judgments which may issue thereon. This
indemnification shall survive termination and/or expiration of this Agreement.
MBCDC shall maintain, during the term of this Agreement, the insurance specified below.
(1) General Liability: $1,000,000 combined single limit for bodily injury and property
damage, for each occurrence, subject to adjustment for inflation.
(2) Contractual Liability: the policy must include coverage to cover the above
indemnification.
.(3) Automobile and vehicle coverage, in the amount of $1,000,000 per occurrence,
subject to adjustment for inflation,shall be required when the use of automobiles and other
vehicles are involved in any way in the performance of the Agreement, including non-
owned automobile coverage.
(4) Workers'Compensation Coverage as required pursuant to Florida Statute.
(5) Builders Risk/Comprehensive Fire and Hazard Insurance: MBCDC shall deliver to
the City the original policy of Builder's Risk and Comprehensive Fire and Hazard
Insurance, in completed value form, with extended coverage in the amount of the full
insurable value of the specific funded project or projects,upon completion of construction
• (and providing for adjustment subject to inflation), issued by a company satisfactory to the
City.
(6) Flood Insurance: If the floor grade of the first level of the building is determined to be
below the base floodplain elevation required by the Federal Emergency Management
Agency(FEMA) of eight(8)feet above National Geodetic Vertical Datum(NGVD),MBCDC
shall deliver to the City evidence satisfactory to the City that the premises are covered by
flood insurance supplied by the Federal Insurance Administration,to the maximum amount
available, all as provided in the Flood Disaster Protection Act of 1973, as amended,
together with appropriate endorsement. MBCDC agrees that the City shall have the right
to take any action necessary to continue said insurance in full force.
MBCDC shall submit to the City ORIGINAL certificates of insurance for the above coverages,
with the City of Miami Beach, Florida,named as an additional insured. All insurance coverage
shall be approved by the City's Risk Manager prior to the release of any Funds under this
Agreement. Further, in the event evidence of such insurance is not forwarded to the City's Risk
Manager within thirty (30) days after the execution of this Agreement, this Agreement shall
automatically terminate and become null and void,without further notice to MBCDC required, and
the City shall have no obligation under the terms hereof. In the event of such automatic termination,
MBCDC shall immediately return the entire amount of the Funds to the City,and the City's rights and
remedies against MBCDC shall be the same as set forth in Article IX.
•
Page 8 of 20
•
ARTICLE XIV
REPORTS
(1) Progress Reports. MBCDC agrees to submit Monthly Status Reports (Exhibit C),
which shall describe the progress made by MBCDC in achieving the objectives identified in
the Scope of Services and shall include photographs of recent Project progress. The status
report shall be submitted no later than ten (10) days after the end of each month. Except
that any request for payment shall be accompanied by an updated pro forma, line-item
budget, and construction timeline. It will be the sole responsibility of MBCDC to notify the
City, in writing, of any action, law, or event that will impede or hinder the success of the
activities contemplated by this Agreement. After such notification,the City Manager will take
whatever actions it deems appropriate to ensure the success of the project/program.
• (2) Annual Report. MBCDC shall submit a cumulative status report(hereinafter referred
to as the Annual Report) which shall describe the progress made by MBCDC in achieving
each of the objectives identified in the Scope of Services during the previous year. The
Annual Report shall cover the period of twelve(12)months,beginning October 1 and ending
September 30 and shall be received by the City by October 15.
(3) The City may require that MBCDC submit such other reports, as the City Manager
• may reasonably deem necessary to demonstrate compliance with any of the terms of this
Agreement.
If the required reports described above are not submitted to the City, or are not completed in a
manner reasonably acceptable to the City Manager, the City may withhold further payments until
they are completed,or take any other such action, including default, as the City Manager may deem
appropriate.
•
ARTICLE XV
AUDIT AND INSPECTIONS
MBCDC shall maintain any and all records, as necessary, to document compliance with the
provisions of this Agreement. At any time during normal business hours and as often as the City
(and/or the comptroller of the United States)may deem necessary,there shall be made available to
the City Manager and/or his authorized representatives, (and/or the U.S. Comptroller and/or his
authorized representatives),to audit,examine and make audits,of all contracts,invoices,materials,
payrolls, records of personnel, conditions of employment, and other data relating to all matters
covered by this Agreement. If during the course of a monitoring, the City determines that any
payments made to MBCDC do not constitute an allowable expenditure,the City will have the right to
re-capture said monies, which shall include, without limitation, the right to deduct/reduce those
amounts from their related invoices and/or from any remaining portion of Funds not yet paid to
MBCDC.
At a minimum, at least one monitoring site-visit will be performed annually during the term of the
contract.Documentation and information required is outlined in the Monitoring Summary(Exhibit D).
Page 9 of 20
ARTICLE XVI
COMPLIANCE WITH LOCAL, STATE AND FEDERAL REGULATIONS
MBCDC shall comply with all applicable Federal regulations as they may apply to program
administration. Additionally, MBCDC will comply with all State,County and City laws and ordinances
hereto applicable.
ARTICLE XVII
TERMINATION DUE TO LACK OF FUNDING
It is expressly understood and agreed by the parties hereto that the Funds originate from grants of
HOME funds and must comply with all applicable HUD rules and regulations.
It is expressly understood and agreed that, in the event of curtailment or non-production of said
Federal funds,the financial sources to pay MBCDC under this Agreement will not be available and,
then in such event,this Agreement will thereby terminate effective as of the time that it is determined
by the City Manager, in his sole and reasonable judgment and discretion, that said funds are no
longer available. .
In the event of such termination, MBCDC agrees that it will not look to, nor seek to hold,the City of
Miami Beach and/or any of its officials, officers, employees, agents and/or contractors, personally
liable for performance of this Agreement, and the City shall be released from further liability to
MBCDC under the terms of this Agreement.
ARTICLE XVIII
• ACCESS TO RECORDS
MBCDC shall allow access to all financial and other records, during normal business hours, to
authorized Federal, State, Miami-Dade County, or City representatives, and-shall provide such
assistance as may be necessary to facilitate financial and/or other audit by any of these
representatives including,without limitation,as deemed necessary by such representatives to insure
compliance with applicable accounting and financial standards.
•
ARTICLE XIX
[INTENTIONALLY OMITTED]
•
ARTICLE XX
PROJECT PUBLICITY
MBCDC agrees that any news release or other type of publicity pertaining to the project must
recognize the City as the recipient funded by the United States Department of Housing and Urban
Development and administered by the City of Miami Beach Office of Real Estate, Housing and
Community Development as the entity which provided Funds for the Project. Such news releases
and publicity shall include the statement:
Page 10 of 20
"FUNDED BY THE CITY OF MIAMI BEACH HOME PROGRAM"
In written materials, the words below shall appear in the same size letters or type as the name of
MBCDC:
"CITY OF MIAMI BEACH HOME PROGRAM FUNDS ADMINISTERED BY THE CITY OF
MIAMI BEACH OFFICE OF REAL ESTATE, HOUSING AND COMMUNITY
DEVELOPMENT"
ARTICLE XXI
[INTENTIONALLY OMITTED]
ARTICLE XXII
ASSIGNMENT
No part of this Agreement may be assigned or subcontracted without the prior written consent of the
City, which consent, if given at all, shall be at the City's sole discretion and judgment.
ARTICLE XXIII
[INTENTIONALLY OMITTED]
ARTICLE XXIV
INDEPENDENT CONTRACTOR
MBCDC, and its employees, contractors and agents, shall be deemed to be independent
contractors and not agents or employees of the City, and shall not attain any rights or benefits under
the Civil Service or Pension Ordinances of the City, or any rights generally afforded Classified or
Unclassified employees; further he/she shall not be deemed entitled to the Florida Workers'
Compensation benefits as an employee of the City.
ARTICLE XXV
[INTENTIONALLY OMITTED]
•
ARTICLE XXVI
TERMINATION FOR CAUSE
This Agreement may be terminated, in whole or in part, for cause. "Cause" shall include the
following:
(a) MBCDC's failure to comply and/or perform in accordance with any of the terms and
Page 11 of 20
( l
conditions of this Agreement, or any applicable Federal, State, County or City law or
regulation.
(b) MBCDC's failure to maintain the insurance required by the City.
(c) Submitting any required report to the City which is late, incorrect, or incomplete in
any material respect after notice and opportunity to cure, as set forth in subparagraph (e)
hereof, has been given by the City to MBCDC.
(d) Implementation of this Agreement for any reason is rendered impossible or
infeasible.
(e) Failure to respond in writing within thirty(30)days of notice of same from City to any
concerns raised by the City, including providing substantiating documentation when
requested by the City;
(f) Any evidence of fraud, waste or mismanagement as determined by the City's
monitoring of project(s)under this Agreement, or any violation of applicable HUD rules and
regulations;
(g) MBCDC's insolvency or bankruptcy;
(h) An assignment or transfer of this Agreement(or any interest therein)which does not
comply with the procedures set forth in Article XXII herein; or
(I) Failure to comply and/or perform in accordance with the affordability
requirements, and/or an unauthorized transfer of title to its HOME projects.
If the default complained of is not fully and satisfactorily cured within thirty (30) days of receipt of
such notice of default to MBCDC, at the expiration of said thirty(30)day period (or such additional
period of time, as may be permitted by the City Manager, in his sole discretion, as required to cure
such default and in the event MBCDC is diligently pursuing curative efforts)this Agreement may,at
the City's sole option and discretion, be deemed automatically canceled and terminated, and the
City fully discharged from any and all liabilities, duties and terms arising out of,or accruing by virtue
of,the Agreement. In the event of a default for cause,the City may also, at its option,avail itself of
any and all remedies pursuant to the HOME Program(at 24 CFR Part 85.43),including suspension
and/or re-capture(in whole or in part)of the Funds,and any other remedies that may be available at
law or equity.
ARTICLE XXVII
TERMINATION FOR CONVENIENCE
Notwithstanding Article XXVI above, the City may terminate this Agreement, in whole or in part,for
convenience, as set forth in 24 CFR Part 85.44. In the event of termination for convenience,
MBCDC shall immediately return any unused Funds (as of the date of termination) to the City.
Notwithstanding the preceding,the City reserves any and all legal rights and remedies it may have
with regards to recapture of all or any portion of the Funds as•a result of incomplete and/or
unsatisfactory performed program/project items.
Page 12 of 20
ARTICLE XXVIII
ADDITIONAL CITY REMEDIES
In the event of a default and termination for cause,the City shall also be entitled to bring any and all
legal and/or equitable actions which it deems to be in its best interest, in Miami-Dade County,
Florida,in order to enforce the City's rights and remedies against the defaulting party. The City shall
be entitled to recover all costs of such actions, including reasonable attorney's fees. To the extent
allowed by law, the defaulting party waives its right to jury trial and its right to bring permissive
counterclaims against the City in any such action.
ARTICLE XXIX
MAINTENANCE AND RETENTION OF RECORDS
MBCDC shall maintain all records required pursuant to the HOME Program, (at 24 CFR Part
92.508),in an orderly fashion and in a readily accessible, permanent and secured location,and that
it will prepare and submit all reports required herein,and/or as otherwise required to assist the City
in meeting record keeping and reporting requirements herein.
(a) Records shall be maintained for a period of five(5)years after the closeout of Funds
under this Agreement, except as provided in subsections (b), (c)and (d), herein.
(b) If any litigation,claim, negotiation, audit or other action has been started before the
regular expiration date, the records must be retained until completion of the action and
resolution of all issues which arise from it, or until the end of the regular period specified in
subsection_(a), whichever is later.
(c) Records regarding project requirements that apply for the duration of the period of
affordability,as well as the written agreement and inspection and monitoring reports must be
retained for five (5) years after the period of affordability terminates. -
(d) Records covering displacements and acquisition must be retained for at least five(5)
years after the date by which the persons displaced from the property and all persons whose
property is acquired for the project have received the final payment to which they are entitled
in accordance with 24 CFR Part 92.353.
ARTICLE XXX
LIMITATION OF LIABILITY
The City desires to enter into this Agreement only if in so doing the City can place a limit on the
City's liability for any cause of action for money damages due to an alleged breach by the City of this
Agreement, so that its liability for any such breach never exceeds the sum of $10,000 less any
amounts actually distributed by the City to MBCDC. MBCDC hereby expresses its willingness to
enter into this Agreement with MBCDC's recovery from the City for any damage action for breach of
contract to be limited to a maximum amount of$10,000 less any amounts actually distributed by the
City to MBCDC. Accordingly, and notwithstanding any other term or condition of this Agreement, •
MBCDC hereby agrees that the City shall not be liable to MBCDC for damages in an amount in
excess of$10,000, for any action or claim for breach of contract arising out of the performance or
Page 13 of 20
•
non-performance of any obligations imposed upon the City by this Agreement. Nothing contained in
this paragraph or elsewhere in this Agreement is in any way intended to be a waiver of the limitation
placed upon the City's liability as set forth in Florida Statutes, Section 768.28.
ARTICLE XXXI
VENUE
This Agreement shall be enforceable in Miami-Dade County,Florida,and if legal action is necessary
by either party with respect to the enforcement of any or all of the terms or conditions herein,
exclusive venue for the enforcement of same shall be in Miami-Dade County, Florida.
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, CITY AND MBCDC EXPRESSLY WAIVE ANY RIGHTS EITHER
PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO, OR
ARISING OUT OF, THIS AGREEMENT.
ARTICLE XXXII
[INTENTIONALLY OMITTED]
. ARTICLE XXXIII
[INTENTIONALLY OMITTED]
ARTICLE XXXIV
NOTICES
All notices shall be sent to the parties at the following addresses:
City: Anna Parekh, Director
City of Miami Beach
Office of Real Estate, Housing, and Community Development
1700 Convention Center Drive
Miami Beach, FL 33139
MBCDC: Roberto Datorre, President
Miami Beach Community Development Corporation
945 Pennsylvania Avenue
Miami Beach, FL 33139
or such address and to the attention of such other person as the City or MBCDC may from time to
time designate by written notice to the other.
Page 14 of 20
J
ARTICLE XXXXV
MISCELLANEOUS
(a) Title and paragraph headings are for convenient reference and are not a part of this
Agreement.
(b) In the event of conflict between the terms of this Agreement and any terms or
conditions contained in any attached document, the terms in this Agreement shall rule.
(c) No waiver or breach of any provision of this Agreement shall constitute a waiver of
any subsequent breach of the same or any other provision hereof, and no waiver shall be
effective unless made in writing.
(d) If any provision of this Agreement is held invalid, the remainder of this Agreement
shall not be affected thereby if such remainder would then continue to conform to the terms
and requirements of applicable law.
(e) City and MBCDC agree that this Agreement shall be binding upon the parties herein,
and their respective heirs, executors, legal representatives, successors, and assigns.
IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed by
their duly authorized officials on the day and date first above indicated.
MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION, INC.
a Florida not-fo • ofit corporation
ATTEST:
Secre -ry ° President Sign re
A, , / J Roberto Datorre, President
Print Name Print Name and Title
CITY OF MIAMI BEACH •
a Florida Municipal corporation
ATTEST:
— a (A,(A. V iltatiL . ,.
4'i'ff-i' dr ,‘
City lerk May•'
Robert Parcher Matti Herrera Bower, Mayor
Print Name Print Name and Title APPROVED AS TO
• Page 15 of 20 FORM&LANGUAGE
&FOR EXECUTION
i ' City I. ney �
i�6 Date --
•
EXHIBIT A
. Scope of Services
Rehabilitation/Elevator Modernization/Electrical Upgrade
Elevator modernization and electrical upgrade of the Barclay Apartments, located at 1940 Park
Avenue, as outlined in the attached budget and as described in the approved plans(including any
approved revisions. Such project to remain a 66-unit affordable rental apartment that benefits
income-eligible residents.
•
Page 16 of 20
EXHIBIT B
Project Line-Item Budget,
Project Pro Forma,
Construction Timeline
Page 17 of 20
(1 i
(�
r. r•
T gt
E
S
= `
og 3314miE°°mmu3 38 ggg'g- ti V8-13 8'8 is i3°g o 1322' 32 $ 2
0 gn 0000 0
of: -ON o ,�V NhOOi tO'O 0 of.m am N D Py of ` Nf� N '- 0 x
.- ' (( * - r W ON M N d m.- 9 -N r Vr n p N g m M
p a - OW10 U)0 at�IA0O00T0000
�K a,, 4 VN' UU m2m tig N
"lila W1 Vg
m .0 m 0 2 °i
t S C' YTtr NQ. ?
Q G*um.-r- 0 N�TrRr
a $ `C d rW - 1111111111111�. 7 o- f
oriEBT32mg , gye.6 a
ti
NW, n 111111111111 1
N • rtM N r
`
I!IIII111111
m N
Z A Q O.
I bi o E . ai
C m e 6.ao1u.uw -oz.mEum�Fm- can c a o° �°v� s= ° °6 5 m' v u Z�6�t c a Q > a.�. 0 . 0
- O y R £ = , 0 O 3 m O¢=50oI C C C34 �a io on 1.-W OO r r
iE r.
W a 2700000
c W
O 7c 0) a, 2 ,o 1111111111111
U. 1.0°
CL
Illi 3
Q o c iiiiiiii iu o ii
K {off
UJ 0. mM r vMPIC")M� C
LL M Q
1 li
e 0 o e D' - re
—�'a�i° ma p�L ....
'°°.° ! c
. -,0 , •- .3° N —W WW Wp .m i co000 ENNNNNNNN c
.214-q. O .0 ��_!'�>ill 1] ® rrTrs-TTr—
w e flE U >IWLITMMt J— G cL ie
W w. LI W W W W�O? o V
r '�CLI W rQF-Q o Ce
E iu
u� m
Q� N N v W e N
# r.,-, 0
`o =arm o o ti N' o o m
o z;o o d
o Q r T O o w m 0 0T
O Q 1,
0.7.!--W �Pp R0 P1 O w
m •)pt mma O�ppNmm as m a
!D .IA N r V w r w r`v � .c r
d 4a 'g"""'
.d
13
W W tL
,_ a n e ° cm) m. •
zi,..... O R : W i U y 52— N
Q+ y ! WKWW a .. o t: fl [. N EyA m
m En y3 o 0 r U O (J r c� C ° t a c E +/)m $m u t (W'J N
mm m N .0 m O� cnDo00oc O
�'a ' ` o o 0=g ..
.ZE kcVLIEaA � EEtVW_=�� m oa om a a���_ tz� m`
}gym 2" "2� Qwr� a� 0�a mo �o$e „� 0 E>'�O •• e,AMg Q V 2
ggm cY ° o.., t-mNocmimo Q mo z a �� �; mg peo ~ a F- m
U 0-c- o m--�o o o oc� o—.c c F- 0— Fd
G U >0 ID lL m[O .� z . A O g LL m
.3—NSooMe6a0 k *Dam�h F- OC w z Z 0 '�
m,-5g'c.UC)WaQ' to50,00u-00f-mEi� Q -r- _
E
r N M .t N w r•
m
m
. f
a
A
e
m
Cl •
":r
a
ag
::-,, —I....■. Via'
q• 1▪ ,14,--;ii-::4,,•;':,::: ^ I(y,
5 4s.
• i'ti" N
E,}!`x':14 ▪jj �11 yJ L:
N `
iir=_i' 'Trd_s' 0Y P;
S_ j. �J.., ...L' t .
r Et Is
sy+ 3▪ M•,4~ y 2 '4
+�
z?:xf5fil ice Fs° 1, O
iiec - - : Z 71,1•• i
w
,.......;,...,....,S.
,- i- ,r�.•• :o -fl�u
U i :it
D >= r:: p
Q = ti 4�3 s- .s .'^
s.- j -h=
51 '3--.`.g▪i ,-mom -
: rJ sue• r ?. .
f4fita:Fiz.,.: d
AF '.. 7 `i,S. nM ice. ?P■
w f -:.,,,,..:...,...f. . g
.:
.3... •
ErE .}'--rte''.:
PI
< 04-ii-Ag• l , • Fa tig• 0; n,
Ce
Lij :,,,,„0,:,:i
.,.,, 5 t=-141 4: gi '-r; .
f i A.
let b ...
•
liff
;�4�!...." V III U z •
Z `= 3i : W Mil Z
........ :;-#5.1g-,..:.:3-,! ..... was 0 I— •
F z U U
cc
• x Q _
._� = L cC2 a ~ 0 0 w LU
G co L!1 O •
,; ; > 0 W O U Q W O Li
U—I
aY;tya�.._.▪f - v Oy r� i— I--
u..r �y-. O [� Z LL G. V W r, 0
a- ..4 -LT_
1
•
EXHIBIT C.
Monthly Project Status Report Form .
•
•
•
•
Page 18 of 20
Monthly Project Summary
Mli‘t\AIBEACH Office of Real Estate,Housing&Community Development
- - �x = -�,.i'.,,.. gib.= ?i-•r:.'•�'
,"-;Y-'�iy;•,•�z2.�(1r_;y:•R.M1:�''s
�Moje{.�i- .47e-i�_.^�::r.;• •-rv;i: r..�.}+:'r.:<,r.:..
JDJS + EDEN Account#:
- ��_-•.- .�• __-� -��=�� ,;:��a' ��. ���-=t- ❑ CDBG ❑ CDBG-R CI HOME 0 NSP [I] SHIP
:sfr. :: ::._ ::•: _s::
'ri,�4--i:`t;r" til''•�=F'��;:.,-bT"4i 7 ;�,-•r,:�i,.�-r:a;--:�t-.. ,r.r.''•.
"•;
November/10 ❑ December/10 ❑Janua y
/11 epvr#ir gTter os yj �; ',, ❑ October/10 ❑
A `- ❑ February/11 ❑ March/11 ❑April/11 ❑ May/11
Ne: y �- = ., June/11 ❑Jul /11 ❑August/11 ❑ September/91
.• AS'kl,+{�Cji i'"'•y�'�• ;i�• 1. � `i-. ::1'r-_,-..?'::..`ic.��:_:
Please provide a narrative summary for each service category, as applicable.
..hr«..;a• -•tY •Y-h". .y� �t:� :.+r:- -•�r:'�._.,;•-• .•s'• - ::�-='•- `Yr.:' _ =`i:"v�'.•-.
��,c u sa io � fi clutle� nv"tor�r�entai���ev�ew•T#?i':,fg�?...S.._.. .Sn`��_...,gr�._:�?.:►?._ _.PP.�.... .!. .�Qa:..►�,.. . . -
'P:ercenta 'e':of.'Corn a letion:as of.This.:Re ort-: `�
1�::r_::.5,_•.;-�'r .ai: .G .
- >1._ -_ ,�^• ;a,. :.,ter"`,,,- ':, -- -
- v - - '�.r" -[-. 10-S• 4 - sf. - -Y¢d_.::,K=='�-
-.Ty - ••y5__ E,� •a.,. ,1 Wit,
ite tial` nines_ oistnuctia fc:' .;ti. . :�:.r: _ �.,
eha�i7ttm t�winvides�?er�ti •;�1ch,-.�..._..,.�_ti� ,.-..... ,._. ...,.._. .. .,..-�!, -.. ..:,�;<����:�r.;��:._...,_, ._..-�.._...:..:>.::� .,.y`,_•. -
Percents i'e •.Com.letion•.as•of This Re■Ott:
..� _ - ':.::ri4G�JJi2t •t,�,d..y.:tiv'- ';1:.:°' ._ =r.'.,ya.#.-: --.9: ,«�1.hr:-_,...c:{±-..,,.;,.�...i.;t�=,::,sla�''i,+..t:.�.�_ '•:o.-:r.t�e�^.:-w �rtiy�;y-'Ta.^` .°u}�"�T,^T.a'°°.°r;4x.•7.v:A11c>±,!:�5;
R= - rye . . 1 �fj i creerim :Tl6r, catiort- x �rts461', :611 n� V :4:��iE,... ,�,-,EN s L-�
�e�an� aape�n. ,..- �s�e,. t_9...r :.:� - -�,. - , :......... E..P. __. .._ ......__ _-..�_. ...��-�-_:a.,�:`. �:4r....,:�. ,.
_ �_ .. _ ._.- ter_._,. .__ J ..1., .7�:_ ef., .i,:?-,- _. .. .1':-'V.,.+..u..: .. _...,
�•Percenta a of Com •letion as of This Re•ort
Prepared By Signature Date
•
EXHIBIT D
Monitoring Summary
Administration/Financial Management
Includes organizational structure,Board of Directors,personnel records,maintenance of appropriate
insurances, written operational policies and procedures, maintenance of an adequate financial
management system, fiscal year audit report and findings, and maintenance of the City contract
documentation.
General Files Maintenance
Includes overall submission of required reports (both financial and narrative), documentation on
project staff as necessary, maintenance of correspondence with the City, and the maintenance of
original program application and amendments.
Procurement
Includes the maintenance of a written procurement policy/procedure,and actual sample of process
to determine issuance and publicizing of RFP,number of proposals received,evaluation criteria and
procedure, use of sealed bid process, and the actions taken to solicit proposals from
minority/women-owned businesses and local residents.
Contracts Management
Includes sampling of contracts to determine if all appropriate HUD required language/references are
included, such as Title VI and Title VIII of the Civil Rights Act, Americans with Disabilities Act,
Copeland Anti-Kickback Act, Davis-Bacon Act, etc. Also review of bid guarantee,
performance/payment bond requirements, and wage rate determination.
Programmatic Evaluation
Includes review of the internal evaluation plan for the achievement of project goals,maintenance of
necessary Environmental Review file, maintenance of Labor Standards records, maintenance of
Section 3 records, and EEO, Affirmative Action, Fair Housing plans/policies.
Acquisition and Relocation
If real property was acquired were proper URA guidelines followed and appropriate documentation —
maintained.
Page 19 of 20
Exhibit E
Certifications
Page 20 of 20
CERTIFICATION REGARDING LOBBYING
Name of Recipient: CITY OF MIAMI BEACH
Name of Sub-recipient: MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION
Grant Program Name: HOME INVESTMENT PARTNERSHIP PROGRAM
Grant Number: M-10-MC-12-0212
The undersigned certifies,to the best of his or her knowledge and belief,that:
1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned,
to any person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or any employee of a Member of
Congress in connection with the awarding of any Federal contract,the making of any Federal grant,
the making of any Federal loan,the entering into of any cooperative agreement, and the extension,
continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or
cooperative agreement.
2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or any employee of a Member of Congress in
connection with this Federal contract, grant, loan, or cooperative agreement,the undersigned shall
complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying", in accordance
with its instructions.
3. The undersigned shall require that the language of this certification be included in the award
documents for all sub-awards at all tiers (including sub-contracts, sub-grants, and contracts under
grants, loans, and cooperative agreements).and that all individuals receiving sub-awards shall
certify and disclose accordingly.
MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION
AIM
2 I (b
Signature
Date
Roberto Datorre
Print Name of Authorized Signatory Print Title of Authorized Signatory
Page 1 of 1
•
F
CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS
Name of Recipient: CITY OF MIAMI BEACH
Name of Sub-recipient: MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION
(MBCDC)
Grant Program Name: HOME INVESTMENT PARTNERSHIP PROGRAM
Grant Number: M-10-MC-12-0212
The Provider shall insert in the space provided below the site(s) expected to be used for the performance
of work under the grant covered by the certification:
Place of Performance(include street address,city,county,state,zip code for each site):
/9.4zo 4', '
/& /W1 / in/ x r l4- lY A/ y
33 / 37
MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION
-4.7:411e
Signature __ Date
Roberto Datorre
Print Name of Authorized Signatory Print Title of Authorized Signatory
Page 1 of 1
r
•
ACKNOWLEDGEMENT OF DISABILITY NONDISCRIMINATION AFFIDAVIT
CONTRACT REFERENCE HOME CONTRACT Fiscal Year 2010/2011
NAME OF FIRM, CORPORATION,OR ORGANIZATION:MIAMI BEACH COMMUNITY
DEVELOPMENT CORPORATION.MBCDC)
AUTHORIZED AGENT COMPLETING AFFIDAVIT Roberto Datorre
POSITION President,MBCDC PHONE NUMBER(305)538-0090
I,Roberto Datorre,being duly first sworn state:
That the above named form, corporation or organisation is in compliance with and agrees to
continue to comply with, and assure that any subcontractor, or third party contractor under this
project complies with all applicable requirements of the laws listed below including,but not limited
to,those provisions pertaining to employment, provision of programs and services, transportation,
communications,access to facilities,renovations,and new construction.
The Americans with Disabilities Act of 1990 (ADA): Pub. L. 101-336, 104 Stat 327, 42 U.S.C.
12101-12213 and 547 U.S.C. Sections 225 and 611 including Title I, Employment; Tittle II,
Public Services; Title III, Public Accommodations and Services Operated by Private Entities;
Title IV,Telecommunications;and Title V,Miscellaneous Provisions.
The Rehabilitation Act of 1973: 29 U.S.C. Section 794.
The Federal Transit Act,as amended:49 U.S.C. Section 1612.
The Fair Housing Act as amended:42 U.S.C.Section 3601-3631.
likktAk1
Signature Date
SUBSCRIBED AND SWORN TO(or affirmed)before me on )(( ( I,( by
(Date)
. He/She is personally known to me or has
(Affiant)
presented /.' 6 i4 as identification.
(Ty•e of identification)
(S gnature of Notary) (Serial Number)
(Print or Stamp Name of Notary) tI:s.,DNOloyy P ublic-state of Florida
' on Expires May 5,2092
�;: Commission/OD 7b7T45
Notary Public ,,'' 2--(State)Notary Seal ,•,�;�,. •
An.
The City of Miami Beach will not award a contract to any firm,corporation or organization that fails to
complete and submit this Affidavit with the firm,corporation or organization's bid or proposal or fails to
have this Affidavit on file with the City of Miami Beach.
Page 1 of 1
CERTIFICATION
Name of Recipient: CITY OF MIAMI BEACH
Name of Sub-recipient: MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION
(MBCDC)
Grant Program Name: HOME INVESTMENT PARTNERSHIP PROGRAM
Grant Number: M-10-MC-12-0212
The undersigned certifies,to the best of his or her knowledge and belief,that:
1. All construction or rehabilitation plans and specifications for the project must be approved by the
of Planning, Works, Fire and Building, and by the City's divisions of
City's departments g, g� Y tY
Community Development and Code Compliance.
2. If the project is located in the Miami Beach Architectural District, or affects a building listed or
eligible for listing on the National Register of Historic Places, all plans and specifications must be
approved by the State Historic Preservation Office (SHPO), in accordance with the Memorandum of
Understanding between the SHPO and the City.
3. The Sub-Recipient certifies that it intends to comply with efforts to identify, evaluate and
appropriately condition project activities to avoid, minimize or mitigate adverse project impacts to
any properties listed, or which satisfy the criteria of eligibility for listing (36 CFR 60.4), in the
National Register of Historic Places.
4. Name and telephone number of individual designated to fulfill these conditions (include street
address,city,county,state,zip code and area code):
VC' .kytrr-c. #-L`elf9 Afir
kzuxzt 'tom 3n l3 9 3or-6 .cam 0
I hereby acknowledge that I have read the specific requirements contained in this
Certification, and that eligibility of my organization's project depends upon compliance with the
requirements contained in this document.
eg
Signature Date
•
•
Roberto Datorre
Print Name of Authorized Signatory Print Title of Authorized Signatory
Page 1 of 1
•
•
•
•
•
.4-. - - -
•
' € .
;� - . •
•
, „ - - ,
--
• .
. _ - r.' _
•
. ?11 t!!(1 1ii11I II 111111111111111f11 1111
l_-FN -,01.11=0:144!:--;471
OR Ek 2774.7 F'Qs 3717 - 3725; (l2as
RECORDED 07/07/2011 13:08=40
HARVEY RLIVIH r CLERK. OF COURT
MIAM1-r.'Ar,E COMM FLORIDA
This Instrument Was Prepared By, Record .
•
and Return to:
•
Raul J. Aguila, Esq.
of the City-Attorney :' — I
`-a`ti CLE.9X�\C�\l
City of Miami Beach `' E,�� �,eAt
1700 Convention Center Drive ==� r ., } "j.
Miami Beach, Florida 33139
•
MORTGAGE AND SECURITY AGREEMENT
T
Ll-IS MORTGAGE AND SECURITY AGREEMENT (the "Mortgage") executed this AT H`
day of`.It, , 2011, by MBCDC: THE BARCLAY, LLC, a Florida Limited Liability Company,
whose sole irnember is Miami Beach Community Development Corporation (the "Mortgagor"),
and whose address is 945 Pennsylvania Avenue, Miami Beach, FL 33139, and the CITY OF
MIANII BEACH, a Florida municipal corporation (the "Mortgagee") (which term as used in every
instance shall include the Mortgagee's successors and assigns), whose address is 1700
.Convention Center Drive, Miami Beach, Florida 33139.
WITNESSETH:
That for valuable consideration, and also in consideration of the aggregate sum of
money described in that certain Promissory Note (the "Note") of even date herewith, executed
by Mortgagor in favor of Mortgagee, in the original Principal Amount of $500,000.00 (the
"Principal Amount"), (such funds provided from the following source: HOME Program $500,000),
the Mortgagor does grant, bargain, sell, alien, remise, release, convey and confirm unto the
Mortgagee, in fee simple a lien upon and security interest in that certain parcel of real property
located in Miami-Dade County, Florida, which is described in Exhibit "A" attached hereto and
made a part hereof. Hereinafter said real estate, buildings, improvements (including
improvements to be made hereafter), fixtures herein below described and located on said real
estate are sometimes collectively referred to as the "Premises".
TO HAVE AND TO HOLD the Premises and all parts, rights, members and
appurtenances thereof, to the use, benefit and behalf of the Mortgagee, its successors and
•
assigns in fee simple forever, and the Mortgagor covenants that the Mortgagor is lawfully seized
and possessed of the Premises in fee simple and has good right to convey the same, and that
the Mortgagor will warrant and defend the title thereto against the claims of all persons
whomsoever, except as hereinafter expressly provided.
PROVIDED ALWAYS that if the Mortgagor shall pay unto the Mortgagee all sums
required under the terms of the Note, and shall comply with and abide by each and every one of
the stipulations, agreements, conditions and covenants contained herein (as such term is
defined below), then in such event this Mortgage and the estate hereby created shall cease and
be null and void.
d
The Mortgagor covenants with the Mortgagee as follows:
•
A. Payment of Indebtedness, The Mortgagor will pay the Note according to the terms
thereof and all other sums secured hereby promptly as the same shall become due.
B. Taxes, Liens and Other Charges.
(a) In the event of the passage of any state, federal, municipal or other
governmental law, order, rule or regulation, subsequent to the date hereof, in any
manner changing or modifying the laws now in force governing the taxation of
debts secured by mortgages or the manner of collecting taxes so as to affect
adversely the Mortgagee, the Mortgagor will promptly pay any such tax; if the
Mortgagor fails to make such prompt payment' or if any such state, federal,
municipal or other governmental law, order, rule or regulation prohibits the
Mortgagor from making such payment or would penalize the Mortgagee from
making such payment or would penalize the Mortgagee if the Mortgagor makes
such payment, then the entire balance of the principal sum secured by this
Mortgage and all interest accrued thereon shall, without notice, immediately
become due and payable at the option of the Mortgagee.
(b) The Mortgagor will pay, before the same become delinquent, all taxes,
liens, assessments and charges of every character already levied or assessed or
that may hereafter be levied or assessed upon or against the Premises and all
utility charges, whether public or private; and upon demand will furnish the
Mortgagee receipted bills evidencing such payment.
(c) The Mortgagor will not suffer any mechanic's, materialmen's, laborer's,
statutory or other lien which might or could be prior to or equal to the security
interest and mortgage liens of this Mortgage to be created or to remain
outstanding upon any part of the Premises,
C. Intentionally Deleted.
D. Insurance. The Mortgagor will keep all buildings and improvements now or hereafter on
the Premises insured against loss or damage by fire, extended coverage and other
perils, and agrees to deliver said policy or policies to the Mortgagee when issued with
the receipts for the payment of the premium therefore; and in the event any sum of
money becomes payable under such policy or policies, the Mortgagee shall permit the
Mortgagor to receive and use it, or any part thereof, for repair or restoration of the
Premises, subject to terms reasonably acceptable to Mortgagee, without thereby waiving
or impairing any equity, lien or right under or by virtue of this Mortgage; and the
Mortgagee if it deems necessary may place and pay for such insurance, or any part
thereof, without losing, waiving or affecting Mortgagee's option to foreclose for breach of
this covenant, or any part thereof, or any right or option under this Mortgage, and every
such payment shall bear interest from date thereof until paid at the default interest rate,
and all such payments with interest as aforesaid shall be secured by the lien hereof. In
the event any loss or damage is suffered Mortgagor shall notify Mortgagee of such loss
or damage within seven (7) days after the happening thereof; the failure to give such
notice shall constitute a default and the Mortgagee shall have the rights herein given for
all defaults.
2
E. Care of Premises. ;_•
(a) The Mortgagor will keep the improvements now or hereafter erected b ,1--;;;I�*:.i"
the Premises in good condition and repair, will not commit or suffer any waste
and will not do or suffer to be done anything which will increase the risk of fire or
other hazard to the Premises or any part thereof.
(b) The Mortgagor will not remove or demolish nor alter the design or
structural character of any building (now or hereafter erected), fixture or chattel
which are part of the security or other part of the Premises without the prior
written consent of the Mortgagee.
(c) if the Premises or any part thereof is damaged by fire or any other cause,
the Mortgagor will give written notice of the same to the Mortgagee.
(d) The Mortgagee or its representative is hereby authorized to enter upon
and inspect the Premises at any time during normal business hours.
(e) The Mortgagor will promptly comply with all present and future laws,
ordinances, rules and regulations of any governmental authority affecting the
Premises or any part thereof.
(f) If all or any part of the Premises shall be damaged by fire or other
casualty, the Mortgagor will upon request of the Mortgagee, promptly restore the
Premises to the equivalent of its condition immediately prior to such damage, and
if a part of the Premises shall be damaged through condemnation, the Mortgagor
will, upon request of Mortgagee, promptly restore, repair or alter the remaining
part of the Premises in a manner reasonably satisfactory to the Mortgagee,
F. Further Assurances: Modifications. At any time, and from time to time, upon the
reasonable request by the Mortgagee, the Mortgagor will make, execute and deliver or
cause to be made, executed and delivered, to the Mortgagee, any and all other further
instruments, certificates and other documents as may, in the opinion of the Mortgagee,
be necessary or desirable in order to effectuate, complete, or perfect or to continue and
preserve (i) the obligations of the Mortgagor under the Note, (ii) the security interest of
this Mortgage, and (iii)the mortgage lien hereunder.
G. Expenses. The Mortgagor will pay or reimburse the Mortgagee for all reasonable
attorney's fees, costs and expenses, of any action, legal proceeding or dispute of any
kind in which the Mortgagee is victorious, affecting the indebtedness secured hereby,
this Mortgage or the interest created herein, or the Premises, including but not limited to
the foreclosure of this Mortgage, any condemnation action involving the Premises or any
action to protect the security hereof; and any such amounts paid by the Mortgagee shall
be secured by this Mortgage.
(a) Estoppel Affidavits. The Mortgagor, upon ten (1 0) days prior written
notice, shall furnish the Mortgagee with a written statement, duly acknowledged,
setting forth the unpaid principal of, and interest on, the indebtedness secured
hereby and whether or not any off-sets or defenses exist against such principal
and interest. The Mortgagee shall provide a similar estoppel affidavit to
Mortgagor, upon ten (1 0) days prior written notice to Mortgagee.
3
f, .
H. Performance by Mortgagee of Defaults by Mortgagor. If the Mortgagor shall defy lj in
the payment of any tax, lien, assessment or charge levied or assessed against,the -,
Premises; in the payment of any utility charge, whether public or private; in the paynie.pt... ..:t.
of any insurance premium; in the procurement of insurance coverage and the delivery of
the insurance policies required hereunder; in the performance of any covenant, terns or
condition of any leases affecting all or any part of the Premises; or in the performance or
observance of any covenant, condition or term of this Mortgage; then the Mortgagee,, at
its option, may perform or observe the same, and all payments made or costs incurred
by the Mortgagee in connection therewith, shall be secured hereby and shall be, without
demand, immediately repaid by the Mortgagor to the Mortgagee. The Mortgagee is
hereby empowered to enter and to authorize others to enter upon the Premises or any
part thereof for the purpose of performing or observing any such defaulted covenant,
condition or term, without thereby becoming liable to the Mortgagor or any other person
in possession holding under the Mortgagor.
Restrictive Covenants. Mortgagor shall be subject to the following recapture provisions,
covenants and restrictions; all of which shall also be deemed covenants running with,
and binding upon, the Premises:
(i) Mortgagor must use the Premises as an affordable rental property for a thirty(30)
year period, commencing from the date of issuance by the City of Miami Beach Building
Department of a Final Certificate of Completion for the rehabilitation/renovation of the
Premises (the"Affordability Period"), and the rents charged and the tenants thereof must
qualify under the rules and regulations promulgated by the United States Department of
Housing and Urban Development at CFR Part 92, as same may be amended from time
to time. Terms defined in 24 CFR Part 92, and any amendments thereto, not otherwise
defined in this Covenant, shall have the meaning set forth therein. in order to further
ensure the enforcement of this Section (I), Mortgagor hereby recognizes, agrees,
authorizes, and covenants that the Premises shall not be sold, transferred, disposed of,
or otherwise conveyed, except as provided herein.
•
(ii) If at any time during the Affordability Period, the Premises are no longer used as
an affordable rental property by the Mortgagor, then the Mortgagee, at its sole option
and discretion, may elect one of the following options:
(a) Require Mortgagor to re-pay the Principal Amount, in full, together
with all interest thereon, and any and all other amounts as may then be or
become due pursuant to the Mortgage and Security Agreement; or
(b) Require Mortgagor, automatically and without further action
required by the Mortgagee, to promptly, on written demand, execute and
deliver a Special Warranty Deed (subject to no liens or encumbrances
created by through or under Mortgagor), conveying good and marketable
fee simple title in the Premises to the Mortgagee. Mortgagor shall be
responsible for the cost of documentary stamps and/or other tax(es)
imposed as a result of the conveyance contemplated by this subsection
(ii)(b).
4
IfJ g kJ ': 1,P
(iii) Upon the conclusion of the Affordability Period, the Mortgagee may at
option and discretion, elect one of the following options:
(a) Extend the Mortgage and Security Agreement and the Affordability
Period for an additional term, with such term to be determined in the sole
judgment and discretion of the Mortgagee;or
(b) Require Mortgagor, automatically and without further action
required by the Mortgagee, to promptly, on written demand, execute and
deliver a Special Warranty Deed (subject to no liens or encumbrances
created by through or under Mortgagor), conveying good and marketable
fee simple title in the Premises to the Mortgagee. Mortgagor shall be
responsible for the cost of documentary stamps and/or other tax(es)
imposed as a result of the conveyance contemplated by this subsection
(iii)(b).
(iv) The Principal Amount, together with all interest thereon, and any and all other
amounts which may become due and payable to the Mortgagee under the Mortgage and
Security Agreement, shall remain a lien superior in dignity to all other liens, titles, claims,
Agreements, and/or other encumbrances, until satisfied in the manner provided in these
Covenants, or in the Mortgage and Security Agreement.
IT IS SPECIFICALLY ACKNOWLEDGED BY THE PARTIES HERETO THAT THE PREMISES
ARE TO BE USED, OPERATED,AND MAINTAINED ONLY AS AN AFFORDABLE HOUSING
RESIDENTIAL RENTAL PROPERTY, AND FOR NO OTHER PURPOSE. USE OF THE
PREMISES FOR PURPOSES OTHER THAN AS AN AFFORDABLE HOUSING RESIDENTIAL
RENTAL PROPERTY SHALL BE DEEMED A DEFAULT UNDER SECTION I HEREOF.
The foregoing Restrictive Covenants (as set fourth in this Section I) shall be considered
and construed as covenants and restrictions recorded against the Premises, and the
same shall bind all persons claiming ownership of all or any portion of the Premises.
The Mortgagor hereby acknowledges and agrees that the Mortgagee is a beneficiary of
these Restrictive Covenants and the Mortgagor shall not release or amend any of these
Restrictive Covenants without the prior written consent of the City Manager of the City of
Miami Beach.
Invalidation of all or any of these covenants by a court of competent jurisdiction shall in
no way affect any of the other covenants, which shall remain in full force and effect.
J. Condemnation, if all or any material part of the Premises shall be damaged or taken
through condemnation (which term when used in this Mortgage shall include any
damage or taking by any governmental authority, and any transfer by private sale in lieu
thereof), either temporarily or permanently,the entire indebtedness secured hereby shall
at the option of the Mortgagee, become immediately due and payable. The Mortgagee
shall be entitled to all compensation awards, and other payments or relief therefore and
is hereby authorized, at its option, to commence, appear in and prosecute, in its own or
the Mortgagor's name, any action or proceeding relating to any condemnation, and to
settle or compromise any claim in connection therewith. All such compensation, awards,
damages, claims, rights of action and proceeds and the right thereto are hereby
assigned by the Mortgagor to the Mortgagee, who, after deducting there from all its
expenses, including attorney's fees, may release any moneys so received by it to
Mortgagor without affecting the lien of this Mortgage or may apply the same to the
5
•
•
reduction of the sums secured hereby, and to any prepayment charge herein provided,-
and any balance of such moneys then remaining shall be paid to the Mortgagor.``The
Mortgagor agrees to execute such further assignments of any compensation, awards;...:.:;;. ..:
damages, claims, rights of action and proceeds as the Mortgagee may reasonably
require. Notwithstanding the foregoing, Mortgagee shall allow any proceeds or other
sums payable from a condemnation proceeding to be applied for restoration of the
Premises, subject to such terms and conditions as are reasonably satisfactory to •
Mortgagee.
K. Hazardous Waste Storage. The Mortgagor covenants with the Mortgagee that the
Premises have not been used and will not be used in whole or in part for the storage of
hazardous waste other than in accordance with all applicable governmental
requirements.
El.
A. Default. A default shall have occurred hereunder if:
(a) The Mortgagor shall fail to pay in full within fifteen (15) days from when
due any installment of principal, interest, or late charges required by the Note,
this Mortgage and otherwise; or
(b) The Mortgagor shall fail to duly observe on time any other covenant,
(including without limitation, failure to comply with or the breach of the Restrictive
Covenants in Section ! hereof), condition or agreement of this Mortgage or of any
other instrument evidencing, securing or executed in connection with the
indebtedness secured hereby, (herein this Mortgage, Note and said other
instruments are sometimes•collectively called the "Loan Documents") and such
failure remains uncured for a period of thirty (30) days after notice thereof shall
have been given by the Mortgagee to the Mortgagor (or for an extended period
approved by Mortgagee if such default stated in such notice can be corrected,
but not within such thirty (30) day period, and if the Mortgagor commences such
correction within such thirty (30) day period and thereafter diligently pursues the
same to completion within such extended period).
(c) Any warranties or representations rnade or agreed to be made in any of
• the Documents executed in connection with the Note shall be breached by the
Mortgagor or shall prove to be false or misleading in any material respect; or
• (d) Any lien for labor or material or otherwise shall be filed against the
•
• Premises, and such lien is not canceled, removed, transferred, or bonded off
within thirty (30) days; or
(e) A levy shall be made under any process on, or a receiver be appointed
for, the Premises or any other property of the Mortgagor; or
(f) The Mortgagor shall file a voluntary petition in bankruptcy, or any other
petition or answer seeking or acquiescing in any reorganization, arrangement,
composition, readjustment, liquidation or similar relief for the Mortgagor under
any present or future federal, state or other statute, law or regulation relating to
bankruptcy, insolvency or other relief for debtor;or
6•
•
c.: \t
•
( Cam.`_
•
(g) The Mortgagor shall seek or consent to or acquiesce in the appointiierit,:`:
•
of any trustee, receiver or liquidator of the Mortgagor or of all or any part of
•
Premises or of any or all of the rents, revenues, issues, earnings, profits or
income thereof; or •
•
•
(h) The Mortgagor shall make any general assignment for the benefit of
creditors; or
(i) In any legal proceeding the Mortgagor shall be adjudged to be insolvent
or unable to pay the Mortgagor's debts as they become due; or
•
(j) The Mortgagor shall do, or shall omit to do, any act, or any event shall
occur, as a result of which any obligation of the Mortgagor, not arising hereunder,
may be declared immediately due and payable by the holder thereof; or
(k) An Event of Default occurs under the terms of the documents executed in
connection with the Note.
B. Acceleration of Maturity. If a default shall have occurred hereunder, then the whole
unpaid principal sum of the indebtedness secured hereby with interest accrued thereon
shall, at the option of the Mortgagee, become due and payable without notice or
demand, time being of the essence of this Mortgage and of the Note secured hereby;
and no omission on the part of the Mortgagee to exercise such option when entitled so
to do shall be considered as a waiver of such right.
•
C. Right of Mortgagee to Enter and Take Possession.
(a) If any default shall have occurred and be continuing beyond any
applicable grace period, the Mortgagor, upon demand of the Mortgagee, shall
forthwith surrender to the Mortgagee the actual possession of the Premises and
if, and to the extent permitted by law, the Mortgagee may enter and take
possession of the Premises and may exclude the Mortgagor and the Mortgagor's
agents and employees wholly there from.
(b) For the purpose of carrying out the previsions of this paragraph, the
Mortgagor hereby constitutes and appoints the Mortgagee the true and lawful
attorney in fact of the Mortgagor to do and perform, from time to time, any and all
actions necessary and incidental to such purpose and does, by these presents,
ratify and confirm any and all actions of said attorney in fact in the Premises.
(c) Whenever all such defaults have been cured and satisfied, the Mortgagee
shall surrender possession of the Premises to the Mortgagor, provided that the
right of the Mortgagee to take possession, from time to time, pursuant to this
subparagraph shall exist if any subsequent default shall occur and be continuing.
D. Appointment of a Receiver and Foreclosure.
(a) If a default shall have occurred hereunder, then the whole debt secured
by this Mortgage, with all interest thereon, and all other amounts hereby secured
shall, at the option of Mortgagee, become immediately due and payable, and
may forthwith or at any time thereafter be collected by suit at law, foreclosure of
7
•
•
or other proceeding upon this Mortgage or by any other proper, legal or equitable .
procedure without declaration of such option and without notice.
(b) Upon, or at any time after, the filing of a complaint to foreclose this
Mortgage, the court in which such complaint is filed may appoint a receiver of the
Premises. Such appointment may be made either before or after sale, without
notice, without regard to the solvency or insolvency of Mortgagor at the time of •
application for such receiver and without regard to the then value of the
Premises. Such receiver shall have power to collect the rents, issues and profits
of the Premises during the pendency of such foreclosure suit, and in case of a •
sale and a deficiency, during the full statutory period of redemption, if any,
whether there be redemption or not, as well as during any further times when
Mortgagor except for the intervention of such receiver, would be entitled to collect
such rents, issues and profits, and all other powers which may be necessary or
are usual in such cases for the protection, possession, control, management and
operation of the Premises during the whole of said period.
(c) Mortgagor shall deliver to Mortgagee at any time on its request, all
agreements for deed, contracts, leases, abstracts, title insurance policies,
muniment of title, surveys and other papers relating to the Premises, and in case
of foreclosure thereof and failure to redeem, the same shall be delivered to and
become the property of the person obtaining a deed to the Premises by reason of
such foreclosure.
E. Discontinuance of Proceedings and Restoration of the Parties. In case the Mortgagee
shall have proceeded to enforce any right or remedy under this Mortgage by receiver,
entry or otherwise, and such proceedings shall have been discontinued or abandoned
for any reason or shall have been determined adverse to the Mortgagee, then and in
every such case the Mortgagor and the Mortgagee shall be restored to their former
positions and rights hereunder, and all rights, powers and remedies of the Mortgagee
shall continue as if no such proceeding had been taken.
F. Remedies Cumulative. No right, power or remedy conferred upon or reserved by the
Mortgagee by this Mortgage is intended to be exclusive of any other right, power or
remedy, but each and every such right, power and remedy shall be cumulative and
concurrent and shall be in addition to any other right, power and remedy given
hereunder or now or hereafter existing at law or in equity or by statute.
Ill.
A. Successors and Assigns Included in Parties. Whenever in this Mortgage one of the
parties hereto is named or referred to, the heirs, legal representatives, successors and
assigns of such parties shall be included and all covenants and agreements contained in
this indenture by or on behalf of the Mortgagor and by or on behalf of the Mortgagee
shall bind and inure to the benefit of their respective heirs, legal representatives,
successors and assigns, whether so expressed or not. Provided, however, that the
Mortgagor shall have no right to assign its obligations hereunder without the prior written
consent of the Mortgagee, which consent shall not be unduly withheld, conditioned or
delayed.
B. Headings. The headings of the sections, paragraphs and subdivisions of this Mortgage
are for the convenience of reference only, are not to be considered a part hereof and
shall not limit or otherwise affect any of the terms hereof.
8
' r
;./
• mot,\V
ii
11111 i._S`..•"..u«�:/-�„
C. Invalid Provisions to Affect No Others. If fulfillment of any provision here fr',or-.ay e°t\,
transaction related hereto or to the Note, at the time performance of such prdv►sig: 1.
shall be due, shall involve transcending the limit of validity prescribed by law, then ipso
facto, the obligation to be fulfilled shall be reduced to the limit of such validity; and if any
clause or provision herein contained operates or would prospectively operate to
invalidate this Mortgage in whole or in part, then such clause or provision only shall be
held for naught, as though not herein contained, and the remainder of this Mortgage
shall remain operative and in full force and effect. Notwithstanding any provision
contained herein, the total liability of Mortgagor for payment of interest, including service
charges, penalties or any other fees•pursuant to this Agreement, shall not exceed the
maximum amount of such interest permitted by applicable law to be charged, and if any
payments by Mortgagor include interest in excess of the maximum allowable amount
then said excess shall be applied to the reduction of the unpaid Principal Amount due
pursuant hereto.
D. Number and Gender. Whenever the singular or plural number, masculine or feminine or
neuter gender is used herein, it shall equally include the other.
E. Future Advances. (Any loan of money from Mortgagee to Mortgagor made from the date
hereof). The total amount of the loan from Mortgagee to Mortgagor may decrease or
increase from time to time, but the total unpaid aggregate balance secured by this
Mortgage at any one time shall not exceed $500,000.00, plus interest thereon and any
disbursements made for the payment of taxes, levies, insurance or other liens on the
Premises, with interest on such disbursements.
iv.
A. Notice. Any notice or other communication required or permitted to be given hereunder
shall be sufficient if in writing and delivered in person or sent by United States Certified
Mail, postage prepaid,to the parties being given such notice at the following addresses:
MORTGAGOR: MBCDC:THE BARCLAY, LLC
945 Pennsylvania Avenue
Miami Beach, FL 33139
Attention: Roberto Datorre, President, MBCDC
Managing Member
MORTGAGEE: CITY OF MIAMI BEACH
1700 Convention Center Drive
Miami Beach, Florida 33139
Attention: City Manager
With a copy to: CITY OF MIAMI BEACH
Office of Real Estate,
Housing &Community Development
CITY OF MIAMI BEACH
1700 Convention Center Drive
Miami Beach, Florida 33139
Attention: Director
9
Any party may change said address by giving the other parties hereto notice of such change of
address. Notice given as hereinabove provided shall be deemed given on the date of its
deposit in the United States Mail and, unless sooner received, shall be deemed received by the
party to whom it is addressed on the third calendar day following the date on which said notice
is deposited in the mail, or if an courier system is used, on the date of delivery of the notice.
V.
A. Assignment of Rents and Leases. As further security for payment of principal interest
and other amounts due Mortgagee now or hereafter secured hereby, Mortgagor hereby
transfers, assigns and sets over unto Mortgagee all leases, if any, now or hereafter
entered into by Mortgagor with respect to all or any part of the Premises, and all
renewals, extensions, subleases or assignments thereof, and all other written or oral
occupancy agreements, by concession, license or otherwise, together with all of the
rents, income, receipts, revenues, issues and profits arising there from. Mortgagee shall
have, in addition to all other rights and remedies hereunder, those rights of a mortgagee
under Florida Statutes Section 697.07, as now or hereafter in effect.
B. Security Agreement. This instrument also creates a security interest in any and all
equipment and furnishings as are considered or determined to be personal property or
fixtures, together with all replacements, substitutions, additions, products and proceeds
thereof, in favor of the Mortgagee under the Florida Uniform Commercial Code to secure
payment of principal, interest and other amounts due Mortgagee now or hereafter
• secured hereby, and Mortgagee shall also have all the rights and remedies of a secured
party under the Florida Uniform Commercial Code, and without limitation upon or in
derogation of the rights and remedies created and accorded to the Mortgagee by this
Mortgage pursuant to the common law or any other laws of the State of Florida or any
other jurisdiction, it being understood that the rights and remedies of Mortgagee under
the Florida Uniform Commercial Code shall be cumulative and in addition to all other
rights and remedies of Mortgagee arising under the common law or any other laws of the
State of Florida or any other jurisdiction.
C. Choice of Law. This Mortgage is to be construed in all respects and enforced according
to the laws of the State of Florida.
D. Binding Effect. This Mortgage shall be binding upon and inure to the benefit of the
Mortgagor and Mortgagee hereto, and their respective heirs, successors and assigns.
•
•
10
• IN WITNESS WHEREOF, Mortgagor has caused this Mortgage to be executed on the
date first above written.
WITNESSES: MORTGAGOR:
MBCDC: THE BARCLAY, LLC, a Florida limited
liability corporation
By: MIAMI BEACH COMMUNITY
DEVELOPMENT CORPORATION, INC., a
Florida not for profit corporation, Managing
.'-- Member
IMP
•
Signature Robert Dom•- •ent
f<1)iZC I-(c=,f.' /S /
Print Name /
Si nature
Print Name /
•
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
The foregoing Mortgage and Security Agreement was acknowledged before me this
5 day of ?v1t.} , 2011, by Roberto Datorre, as President of Miami Beach Community
Development Corporation, a Florida not-for-profit corporation, Managing Member of MBCDC:
THE BARCLAY, LLC, a Florida limited liability company. He is personally known to me or has
produced Florida Driver's License No. as identification.
` `,t\
r�+�,_ Notary Public State of Florida — •
Andrea Diaz Name:Arid rC o D ryz
E saaaha 0E 0e3385 Notary Public
State of Florida at Large
My commission expires:
ril
or B F-. 27747 PG 372
L. .=T F='rrG
EXHIBIT "A"
LEGAL DESCRIPTION
The Barclay Apartments
1940 Park Avenue, Miami Beach, FL 33139
LEGAL DESCRIPTION:
(20) feet of Lot One 1 in Block "H", of Plat of
Lot Two (2) and the Southerly Twenty ( 0) ( }, ,
Resubdivision of Blocks "G", "H", "J", and "K" of the Ocean Front Property of the Miami
Beach Improvement Company, according to the Plat thereof, as recorded in Plat Book 6, Page
102, of the Public Records of Dade County, Florida, the said Southerly portion of said Lot 1
being more particularly described as follows:
Begin at the Southeast corner of said Lot 1, in Block "H"; thence Northerly along the Easterly
line of aforesaid Lot 1, (Westerly line of Park Avenue) for a distance of 20 feet to a point;thence
Northwesterly along a line parallel to and 20 feet North of the North line of Lot 2 of said Block
"H" for a distance of 214 feet, more or less to the most Westerly line of said Lot 1, (East line of
Wasington Avenue); thence South along Westerly line of said Lot 1, East line of Washington
Avenue), for a distance of 21.5 feet, more or less, to the Northwesterly corner of said Lot 2;
thence Southeasterly.along the Northeasterly line of said Lot 2; thence Southeasterly along the
Northeasterly line of said Lot 2 for a distance of 206 feet,more or less,to the Point of Beginning.
STATE OF RONDA,c lsn-f OF
P—Cof u `1 P
J cEY R�n�F^`r .u __---Ihr� sa o fii ;
O7s —b`„‘ p �..a
` ;^ttr:v S 4 fN/�.1.1Vy .d i Ci• V
1 4
12
,,
- .
. ;
. --
. _
•
f - ' r. .. -
. . • _
i .
-. - ' -
•
-- - .1 -
.
PROMISSORY NOTE
($500,000) 5 :f 6y / , 2011
Miami Beach, Florida
FOR VALUE RECEIVED the undersigned, MBCDC: THE BARCLAY, LLC, a Florida
limited liability company whose sole member is Miami Beach Community Development
Corporation, a Florida not for profit corporation) and having its principal office at 945
Pennsylvania Avenue, Miami Beach, Florida, ("Maker"), promises to pay to the order of the
CITY OF MIAMI BEACH, a Florida municipal corporation, together with any other holder of this
Note ("Holder"), at 1700 Convention Center Drive, Miami Beach, Florida 33139, Attention: City
Manager, or such other place as Holder may from time to time designate in writing, the principal
sum of FIVE HUNDRED THOUSAND DOLLARS ($500,000) (the "Principal Amount"), to be
paid in lawful money of the United States of America in accordance with the terms of this Note.
This Note may be prepaid in whole or in part at any time, without any fee, penalty or
premium. Any prepayment hereunder shall be applied first to unpaid costs of collection,
servicing fees, and late charges, if any, then to accrued, deferred and unpaid interest and the
balance, if any,to the principal balance.
This Note is secured by a Mortgage and Security Agreement of even date herewith from
Maker in favor of Holder (the "Mortgage") encumbering certain real property (the "Property")
located in Miami-Dade County, Florida. The foregoing and all other agreements, instruments
and documents delivered in connection with the Mortgage and with this Note are collectively
referred to as the "Loan Documents."
This Note shall not bear interest. The entire unpaid Principal Amount shall be due and
payable upon the sale or transfer of the Property during the "Affordability Period" (as said term
is defined in the Mortgage) by the Maker in accordance with the terms of paragraph 1.1 of the
Mortgage.
In the event of a default by the Maker under this Note, the Holder's sole remedy shall be
limited to exercising its rights under the Loan Documents, including foreclosure and the exercise
of the power of sale or other rights granted thereunder, but shall not include a right to proceed
directly against the Maker, or any of its partners, or the right to obtain a deficiency judgment
after foreclosure against the Maker or any of its partners.
This Note has been executed and delivered in, and is to be governed by and construed
under the laws of, the State of Florida, as amended, except as modified by the laws and
regulations of the United States of America.
The "Default Interest Rate" and, in the event no specific Maximum Rate is applicable,
the Maximum Rate shall be twelve percent(12%) per annum.
Holder shall have the right to declare the total unpaid balance hereof to be immediately
due and payable in advance of the Maturity Date upon the failure of Maker to comply with the
Restrictive Covenants set forth in the Mortgage; or upon the occurrence of an event of default
pursuant to any one of the Loan Documents now or hereafter evidencing, securing or
guaranteeing payment of the indebtedness evidenced by this Note. Exercise of this right shall
Page 1 of 3
be without notice to Maker or to any other person liable for payment of this Note, notice of such
exercise is expressly waived.
Any payment under this Note not paid when due (at maturity, upon acceleration or
otherwise) taking into account applicable grace periods shall bear interest at the Default Interest
Rate from the due date until paid.
Time is of the essence. In the event that this Note is collected by law or through
attorneys at law, or under their advice therefrom, Maker agrees, to pay all costs of collection,
including reasonable attorneys' fees, whether or not suit is brought, and whether incurred in
connection with collection, trial, appeal, bankruptcy or other creditors proceedings or otherwise.
Acceptance of partial payments or payments marked "payment in full" or"in satisfaction"
or words to similar effect shall not affect the duty of Maker to pay all obligations due under this
Note, and shall not affect the right of Holder to pursue all remedies available to it under the Loan
Documents.
The remedies of Holder shall be cumulative and concurrent, and may be pursued
singularly, successively or together, at the sole discretion of Holder, and may be exercised as
often as occasion therefore shall arise. No action or omission of Holder, including specifically
any failure to exercise or forbearance in the exercise of any remedy, shall be deemed to be a
waiver or release of the same, such waiver or release to be effected only to the extent
specifically recited in a written document executed by Holder. A waiver or release with
reference to any one event shall not be construed as continuing or as constituting a cause of
dealing, nor shall it be construed as a bar to, or as a waiver or release of, any subsequent
remedy as to a subsequent event.
Any notice to be given or to be served upon the Maker or the Holder in connection with
this Note, whether required or otherwise, may be given in any manner permitted under the Loan
Documents.
The term "other person liable for payment hereof" shall include any endorser, guarantor,
surety or other person now or hereafter primarily or secondarily liable for the payment of this
Note, whether by signing this or another instrument.
Whenever the context so requires, the neuter gender includes the feminine and/or
masculine, as the case may be, and the singular number includes the plural, and the plural
number includes the singular.
Maker and any other person liable for the payment hereof respectively, hereby (a)
expressly waive any valuation and appraisal, presentment, demand for payment, notice of
dishonor, protest, notice of nonpayment or protest, all other forms of notice whatsoever, and
diligence in collection; and (b) consent that Holder may, from time to time and without notice to
any of them or demand, (i) extend, rearrange, renew or postpone any or all payments, (ii)
release, exchange, add to or substitute all or any part of the collateral for this Note, and/or (iii)
release Maker (or any co-maker) or any other person liable for payment hereof, without in any
way modifying, altering, releasing, affecting or limiting their respective liability or the lien of any
security instrument.
Page 2 of 3
BY EXECUTING THIS NOTE, MAKER KNOWINGLY, VOLUNTARILY AND
INTENTIONALLY WAIVES ITS RIGHTS OR THE RIGHTS OF ITS HEIRS, ASSIGNS,
SUCCESSORS OR PERSONAL REPRESENTATIVES TO A TRIAL BY JURY, IF ANY, IN ANY
ACTION, PROCEEDING OR SUIT, WHETHER ARISING IN CONTRACT, TORT OR
OTHERWISE, AND WHETHER ASSERTED BY WAY OF COMPLAINT, ANSWER,
CROSSCLAIM, COUNTERCLAIM, AFFIRMATIVE DEFENSE OR OTHERWISE, BASED ON,
ARISING OUT OF, UNDER OR IN CONNECTION WITH, THIS NOTE OR ANY OTHER
INSTRUMENT, DOCUMENT OR AGREEMENT TO BE EXECUTED IN CONNECTION
HEREWITH OR WITH THE INDEBTEDNESS OR THE RENEWAL, MODIFICATION OR
EXTENSION OF ANY OF THE FOREGOING OR ANY FUTURE ADVANCE THEREUNDER.
THIS PROVISION IS A MATERIAL INDUCEMENT FOR HOLDER'S EXTENDING CREDIT TO
A BORROWER AND NO WAIVER OR LIMITATION OF HOLDER'S RIGHTS HEREUNDER
SHALL BE EFFECTIVE UNLESS IN WRITING AND MANUALLY SIGNED ON HOLDER'S
BEHALF.
Maker acknowledges that the above paragraph has been expressly bargained for by
Holder as part of the transaction with Maker and that, but for Maker's agreement to such
paragraph, Holder would not have loaned the Principal Amount to the Maker pursuant to the
terms of this Note.
THE PROPER FLORIDA DOCUMENTARY STAMP TAX HAS BEEN PAID ON THIS
NOTE AND EVIDENCE OF SUCH PAYMENT APPEARS ON THE MORTGAGE SECURING
THIS NOTE.
IN WITNESS WHEREOF, Maker has executed this Note on the day and year first above
written.
MORTGAGOR:
MBCDC: THE BARCLAY, LLC, a Florida
limited liability corporation
By: MIAMI BEACH COMMUNITY
DEVELOPMENT CORPORATION, INC., a
Florida not for profit corporation, Managing
Member
By: •_.--
Roberto D>- e, President
Page 3of3
I,
'I ll •
i, i fI
is •.
y ' 1
i. 1
11. !•i
corm-UNITY D, ELOPMENT BLOCK GRAt liAORE1» IIENT
BETttt ;°THE.CITY OF MiANii BEACH:AND..,
MIAMI BEACH C MUMITY DEVELOPMENT COI�t?ORATLON
• This Agreement made and enured into thI 1day of d 2011,by and between the CITY
OF MIAMi BEACH, a Florida mu icipal corporation having its principal office at 1700 Convention
Center Drive, Miami Beach, Florid r X331 m8, (hereinafter referred to as "City"), and MIAMI BEACH
COMMUNITY DEVELOPMENT CO' PORATION,a not-for profit corporation having its principal office
at 945 Pennsylvania Avenue,MIamIt each,Florida,33139(hereinafter referred to as"Provider").
WHEREAS, the City is ai entitlement recipient of U.S. Department of Housing and Urban
Development(HUD)grant prbgramd;community Development Block Grant(CDBG)funds, and HOME
investment funds (HOME), and thgiCity expects to continue to receive entitlement funds from these
grant programs to operate the'City's;tivusing and community development activities;and
WHEREAS,each year, tti®City prepares a One-Year Action Plan detailing how It intends to
allocate funds received from HUD to.conduct;'eligible activities for the benefit of low and moderate-
income Miami Beach residents;and i
WHEREAS, on May 18,,12g11, the; City`s Community:Qevelopment Advisory Committee
(CDAC) approved the funding rec 4endati in'of the One✓Year Action 1 1an for Fiscal Year (FY)
2011/20/2 activities;end , !• '
<<
WHEREAS, in accordanc *th HU.D regulations and the City's Citizen Participation Plan
concerning the preparation of the':r,�np,e-Year, Action Plan, the Administration held two (2) public
meetings,receiving citizens'comme',,.s,and advertised a 30-day citizen comment period,from June 14,
2011,through July 11,2011;and •
{ t' •
WHEREAS, on July 13, * li1,• the City Commission approved Resolution No. 2011-27694
approving the One-Year Action Plant nr Federal Funds for FY 2011/2012, and providing CDBG funds,
in the amount of$75,018, to Miami Bach Community Development Corporation for Rehabilitation of
the Barclay Apartments,located at 1940 Park Avenue,Miami Beach,Florida,33139.
i1 :'
NOW,THEREFORE,in consideration of the mutual benefits contained herein,the City and
Provider agree as follows: Ij .
Section 1. Agreement Docurneigs: Agreement documents shall consist of this Agreement and
the following four (4);a&tachme0,ts, all of which are attached and incorporated In this
Agreement: •' ••
a . Attachment.i-Stat�'n ent of\IVA and contains a descripti r of the Project.
O Attachment ri-Budet Summtary,
O Attachment IIi-Financials for'GDBG funded activities.
• Attachment IV-Ap, lirfable federal regulations, •
';I
Section 2. Statement of Work: 'h Provider agrees to implement the Project in accordance with
Attachments I and II,''rld:as summarized as follows:
Rehabilitation of thal, arciay Apartments
Rehabiltiation of the Barclay Apartments.(SOS to be determined).
Section 3. Agreement Amount!'`Tile City agrees to make available SEVENTY FIVE THOUSAND
NINE HUNDRED AND EIGHTEEN DOLLARS($76:018)for use by the Provider during
the Term of the Agreement (hereinafter, the efo'estated amount including, without
limitation, any additional amounts Included thereto as.a result of a subsequent
amendments}to the Agreement;shall be referred to as the"Funds").
• il•1
•
rr f.
EXHIBIT ..
.
a
t -
Section 4. Alterations: Any proposed changes in the Project including, without limitation, the
Budget in Attachment.ii,shall first be submitted,reviewed,and approved, In writing, by
the City Manager, which approve!, if given at all, shall be at his/her sole reasonable
judgment and discretion.
Section 5. Method of Payment and Reporting Requirements: During the Term, Provider shall
submit quarterly Project progress reports to the City on the 10 day of January, April,
July and October,respectively. As part of the report submitted in October,the Provider
also agrees to include,a comprehensive final report covering the agreed-upon Project
objectives, activities, and expenditures, and including, but not limited to, performance
data on client feedback with respect to the goals and objectives outlined in Attachment
I. Attachment Ili contains reporting forms to be used in fulfillment of this requirement.
Other reporting requirements may be required by the City Manager In the event of
Project changes; the need for additional information or documentation arises; and/or
legislative amendments are enacted. Reports and/or requested documentation not
received by the due d to shall be considered delinquent and may be cause for default
and termination of this Agreement,pursuant to Section 12 hereof.
Section 6. Monitoring: At Its discretion, the City may schedule at least one (I) annual on-site
monitoring visit with the Provider to evaluate the progress of the Project, and/or to
provide technical assistance. At the City's option, a desk top review of the activities
may be conducted in lihu of an on-site visit.
Section 7. Additional Conditions and Compensation: The parties acknowledge that the Funds
originate from CDBG:grant funds from HUD, and must be implemented in full
compliance with all of,laUD's rules and regulations. In the event of curtailment or non-
production of said fettle'funds, the financial sources necessary to continue to pay the
Provider all or any portions of till) Funds will not be available. In that event, the City
may terminate this Age ement,which termination shall be effective as of the date that it
is determined by the City Manager, in his/her sole discretion and judgment, that the
Funds are no longer available. In the event of such termination, the Provider agrees
that It will not look to, nor seek too,hold the City, nor any individual member of the City
Commission and/or City Administration, personally liable for the performance of this
Agreement, and the City shall be,released from any further liability to Provider under
the terms of this Agreement. 1."
Section B. Compliance with Local State and Federal Regulations - The Provider agrees to
comply with all appllicoble Federal regulations as they may apply to Project
administration and to`I carry out; each activity in compliance with the laws and
regulations as describled in 24 CFR 570 Subpart K, as same may be amended from
time to time. Addition lf', the Provider will comply with all State and local (City and
County) laws and ordi lances hereto applicable. it shall be the Provider's sole and
absolute responsibilityjo�continually familiarize Itself with any and all such applicable
Federal,State,Countyit-and City regulations,laws,and/or ordinances.
Section 9, Restrictions for Ce ' in Reslc(ent Aliens - Certain newly legalized aliens, as
described in 24 CFR art 49, d're not eligible to apply for benefits under covered
activities funded by the'CDSG Pr'ogr'am. "Benefits"under this section means financial
assistance,public services,jobs,and access to new or rehabilitated housing and other
facilities made avallabl, under agttvlties funded by the CDBG Program. 'Benefits"do
not include relocation slces and payments to which dlspiacees are entitled by law.
Section 10. Assignment/Subcontr, ct: No part of this Agreement may be assigned or
subcontracted without he prior wltten consent of the City, which consent, if given at
all,shall be at the City's!sole discretion and judgement.
' f
ve 4.4 -
I :
!f j
I ?`
'I
1
Section 11. Term: This Agree rat shall Commence on October 1, 2011, and terminate on
September 30, 2093,•,file Term), with the understanding that at,the end of the Term,
the City Commission ,' 'the authority to reappropriate any remaining unused Funds.
Section 12. Termination of Afire, , ent:
41.
12.1 Js n t on fot`Co enience:This Agreement may be terminated by the City,
for convenience •nil, without cause,through the City Manager,upon 30 days prior
written notice to• eovider. in the event of such termination for convenience, the
City shall cease;! by payments to Provider for costs resulting from obligations
which were not a proved t fore the effective date of termination. Provider shall
be solely respor ible for inlcnedlately returning any unused or unapproved Funds
as of the date of terminalioo,and shall also be solely responsible for submitting a
final report, as ibtrpvided in Section 5 hereof, (detailing ail Project objectives,
. activities and exriehditures pp to the effective date of the termination). Said final
report shall be d ® within five (5) working days following the effective date of
termination. Up, n timely receipt of Provider's final report, the City, at its sole
discretion, shall ` etorminel the amount (If any) of any additional portion of the
Funds to be retu4ted to the3City as a result of any unapproved or unused Funds,:
or incomplete Pr:Oct items,and shall provide Provider with written notice of any
monies due. Sa d additional monies shall be due and payable Immediately upon
receipt of such('n'etiee by Provider. Notwithstanding the preceding, the City
reserves any alto#,:all legal' rights and remedies it may have with regard to
recapture of all a any portion of the Funds,or any assets acquired or improved in
whole or In part 4th said Funds.
12.2 Termination fo C se: Notwithstanding Subsection 12.1 above, the City may
also terminate th greemtInt for cause."Cause"shall include, but not be limited
to,the foflowing:;j •
a. Failure to $rppfy anibFor perform, in accordance with the terms of this
Agreement,'i any Federal,State,County or City law, or regulation.
b. Submitting Worts to the City which are late, Incorrect, or incomplete in arty
material resioct,
c. implemental on of this�' greement,for any reason, is rendered impossible or,
infeasible. ' i '
d. Failure to rd,s and In
I. to a
F g any concerns raised by the City, Including
substantiati dooumeoats when required/requested by the City.
a. Any evlden of fraud;mismanagement,and/or waste, as'determined by the
v
City's monit, ipg and applicable HUD rules and regulations.
The City shall notify'the Provi er in.writing when the Provider has been placed in
default Such notiftq�a,lion shall Include:(i)actions taken by or to be taken by the City,
such as withhold!ngt bf payments; (Ii) actions to be taken by the Provider as a
condition precedentt`..,d curing the default; and (Ill) a reasonable cure period, which
shall be no less thar,tbirty(30)days from notification date. in the event the Provider
falls to cure such dealt within,the aforestated cure period,this Agreement shall be
considered terminal'd.for cause, without requiring further notice to Provider, and
Provider shall be sot t r resporsible for repayment to the City of all or any portion of
the Funds disburse' to Provider, as deemed required by the City, in Its sole and
reasonable discretiq .. Said;•monies shall be Immediately due and payable by
Provider. NotwithstOding the preceding, the City reserves any and all legal rights, . -
and remedies It may,have with.iegard to recapture of all or any portion of the Funds,; •
or any assets acquired or Improved in whole or In part with said Funds. '. •
'I •
4 . if. ' Ilk 5'ilitO 4-''4,-,7
f.
/lrl {t
ii1 . 1
;.
at,
•
12,3 foil Lack of'Funds: In the event of curtailment of or regulatory
constraints placel on the Funds by HUD,this Agreement will terminate,effective
as of the time tilt it is determined by the City Manager that such Funds are no
longer available sil ;Costs of the Provider incurred after termination are not
allowable unless,expressly authorized in Writing by the City Manager(whether in
the notice of tettlnation or.
r,subsequent thereto), and, in that case, may only be
allowable If,in fhb sole discretion of the City Manager:
!I, ,
a. The costs resulted from obligations which were properly Incurred before the
effective d•te, of termination, were•not In anticipation of It, and are
noncanceia g,and
b. The costs uid be allowable If the Agreement expired normally at the end
of its Term.1
Section 13. Equal Employment Opportunities:: The Provider shall comply with equal employment
opportunities as state,. in Exedistive Order 11246, entitled "Equal Employment
Opportunity'as amended,Executive'Order 11375,and as supplemented in Department of
Labor regulations;
Section 14. Program income: Any ;Program Income" (as such term.is defined under applicable
Federal regulations)gal*from any activily of the Provider funded by CDBG funds shall
be reported to the City ark()utilized by the Provider in the operation of the Project. •
Section 15. Religious Organization'or Owned Property: CDBG funds•may be used by religious.
organizations or on property owned by religious organizations only with prior written
approval from the City M Jlager,ant only In accordance with requirements set in 24 CFR
§570.2000).The Provide ,shall comply with First Amendment Church/State principles, as
follows:
a. It will not dlscriminate.pgainst any employee or applicant for employment on the basis
of religion and will n ¢tlfnit employment or give preference in employment to persons
on the basis of rellgio..:
b. It will not discrfminate!iagainst any person applying for public services on the basis of
religion and will not Whit such services or give preference to persons on the basis of
religion.
c. it will retain its independence from Federal, State, and local governments, and may
continue to carry out Its•misslorii including the definition, practice, and expression of
its religious beliefs, pl;ovided that it does not use direct CDBG funds to support any
inherently religious activities,such as worship,religious instruction,or proselytizing.
d. The Funds shall not=be used for the acquisition, construction, or rehabilitation of
structures to the exte r that thosd structures are used for inherently religious activities.
Where a structure Is; ed for 136th eligible and Inherently religious activities, CDBG
funds may not excee the cost.of those portions of the acquisition, construction, or
rehabilitation that arellattrlbutablie to eligible activities In accordance with the cost
accounting requiremeM applicable to CDBG funds in this part. Sanctuaries,chapels,
or other rooms that a' `DBG-funded religious congregation uses as its principal place
• of worship,however,41 el,ineiigibfe for CDBG-funded improvements.
r
Section 16. Reversion of Assets: in the event of a termination of this Agreement,or upon expiration
of the Agreement, and tai 'ddltion to any and all other remedies available to the City•
(whether under this Agr Mont, or at law or In equity), the Provider shall immediately
transfer to the City any F''„ ds on hand at the time of termination(or expiration)and any
accounts receivable attrlb table to tf)e use of Funds. The City's receipt of any Funds on
hand at the time of term atfon, shall not waive the City's right (nor excuse Provider's
obligation)to recoup all or any portion of the Funds,as the City may deem necessary.
„.„„s r
•
•1
i
:;I ' :i
11! 1
•
Any real property under tie!Provider`-s control that was acquired or improved in whole or in,
part with CDBG funds.(1n'pcuding CDBG funds provided to the Provider in the form of a
loan)In excess of$25,000•must either:
i
a. Be used to mee'one of the national obJectives.in 24.CFR 570.208 (formerly
section 570.981)' rtif five years after expiration.of the term of this Agreement, or
for such longer p''rlod of e as determined to be appropriate by the City and as
memorialized by(} We
City and Provider in an amendment to this Agreement or.
such Instrument the City,:at its discretion,determines appropriate;or
b. If not used In ace r lance with the above subsection(a), the Provider shall pay to
the City an amo nt equal to the current market value of the property less any
portion of the vJue attributable to expenditures of non-CDBG funds for the
acquisition of,or ilpFrovemdcit to,the property.
Section 17. Conformity to HUD rags!ations:The Provider agrees to abide by guidelines set forth by
HUD for the administrq Ion and ;implementation of the CDBG Program, including
applicable Uniform Admlhistrative 'Requirements set forth In 24 CFR 570.602, and
applicable federal laws aid•regulatlbns in 24 CFR 570.600, of seq. In this regard, the
Provider agrees that duly authorized representatives of HUD shall have access to any
books, documents, papers and recdrds of the Provider that are directly pertinent to this
Agreement for the pure e.of mak",tg audits, examinations, excerpts and transcriptions.
The Provider shall com0 With the,Fequlrements and standards of OMB Circular No. A-
122, "Cost Principles for; Non-profit Organizations", or OMB Circular No. A-21, "Cost
Principles for Educationalfi.lr)stitutions"as applicable. The Provider shall comply with the
following provisions of t1i�:Uniform,AdmInlstrattve requirements of OMB Circular A-110
(implemented at 24 CFR! art 84, "uniform Administrative Requirements for Grants and
Agreements With 1nstitt' .ris. of Higher Education, Hospitals, and Other Non-Profit
Organizations")or the rettid CDBG�provlslan,as specified in this section:
iii
a. Subpart A-"Genrai°; ..
i'l •b. Subpart B -"Pre,` ward Requirements", except for 084.12, "Forms for Applying
for Federal Assts r ryes';
c. Subpart C,-"Post ward Requirements",except for:
;Et .5
•(1) Section 84.221'�Payrnerit Requirements"-Grantees shall follow the standards
' of o0 85.20(i)(')and 0.21 in making payments to sub-recipients;
(2) Section 84.23j�"Cost Sharing and Matching";
(3) Section 84.24) "Program,Income";In lieu of 0 84.24, CDBG sub-recipients
shat!follow 0170.504;
(4) Section 84.251"Revislonof Budget and Program plans';
f , J.
(5) Section 84.3 "'eai Property-in lieu of 084,32, CbBG sub-recipients shall
follow 0 570.6 6;
i
(6) Section 84.3 ii
a "Equipment" - in lieu of the disposition provisions of ,
84.34(g),the f Bowing applies:
jf li
a. in all cases`in which equipment Is sold, the proceeds shall be program
income(p. 'rated to,reflect the extent to which CDBG funds were used to
acquire th,, equlprnor t);and
11' i it . L4 V,:a Ar
1 .
R `
S. r
•' C I
1
t• 1
,� I
b. Equlpme,t;iot needed by the sub-recipient for CDBG activities shall be
trensferr drto the .recipient for the CDBG program or shall be retained
after comrpensating the recipient;
(7) Section 84.511(b), (c), '(d), (e), (f), (g), and (h), "Monitoring and Reporting
Program Pe!ormance";
(8) Section 84.5 ,r"Financial Reporting"; ,.
(9) Section 84.0b),"Ret ntion and access requirements for records". Section
64.53(b)applies With tide following exceptions:
a The real Oon period referenced in ❑ 84.53(b) pertaining to individual
CDBG 40vities shall be four years;and
b. The ret Lion period starts from the date of submission of the annual
perform', ge and evaluation report, as prescribed in 24 CFR 91.520, in
which th, specific activity is reported on for the final time rather than from
the date,' t submission of the final expenditure report for the award;
(10) Section 84: 1,"Termiiation"-in lieu of the provisions of❑84.61,CDBG
subreclpierts shalt,comply with❑570.503(b)(7);and
d. Subpart 0 - "Altai-the-Award Requirements" - except for ❑ 84.71, "Closeout
Procedures". .: ti
Section 18. Sponsorships: The Pilrider agrees that all notices, informational pamphlets, press
releases, advertisements descriptions of the sponsorship of the Program, research
reports,and similar publltilnotices prepared and released by the Provider for, on behalf of,
andior about the ProIect,lhell include the statement: • .
ti
"FUNDED BY THE CI . 6P MiAI ,1 BEACH COMMUNITY DEVELOPMENT
BLOCK GRANT PROD. WI"
in written materials,the iiliotds
"CITY OF MIAMI BEA COMMUNITY DEVELOPMENT BLOCK GRANT
FUNDS ADMINISTER!, 'BY THE CITY OF MIAMI BEACH OFFICE OF
REAL ESTATE Ha SING -AND COMMUNITY - DEVELOPMENT
DEPARTMENT" I,
shall appear In the same$fiio lettorsor type as the name of the Provider, ;
Section 19. Examination of Records:The Provider shall maintain sufficient records in accordance
with 24 CFR 670.602 ana:870.506 tb determine compliance with the requirements of this
Agreement, the CDBG Rrogram, and all other applicable laws and regulations. This
documentation shall molt*,but not be limited to,the following;vi
a. Books,records a d!documejits in accordance with generally accepted accounting
principles, proce4 tes and•', ractices, which sufficiently and properly reflect all
revenues and d enditure§ 'of funds provided directly or indirectly by this
Agreement, Inciu' rig matching funds and Program income. These records shall
be maintained t •file extent of such detail as will properly reflect ail net costs,
direct and indireo:labor, materials, equipment, supplies and services, and other
costs and expens s;of whatever nature for which reimbursement is claimed under
the provisions of 1)11 Agreement.
i ;
., r• 4- c.1
i
•I, .
1,
;i1 f
.t .
, I
1 t1 : .
b. Time sheets for;piit funded employees,which work on more than one activity, in
order to record 4t 6 CDBG'activity delivery cost by Project and the non-CDBG
related charges.'d '
.. . .
c. How the Statutory:National,Objective(s) as defined in 24 CFR 570.208 and the
eligibility requireixrent(s)under which funding has been received, have been met.
These also include special requirements such as necessary and appropriate
determinations 0 defined tea 24 CFR 570.209, income certifications, and written
Agreements with,beneflciarles,where applicable. .
The Provider Is respon ibie for maintaining and storing all records pertinent to this
Agreement in an orderly: ashlon In:p readily accessible, permanent and secured location
for a period of four (4j jars after expiration of this Agreement, with the following
exception:if any litigation'dlaim or audit is started before the'expiration date of the four(4)
year period, the record 1.01 be maintained until all litigation, claims or audit findings .
Involving these records .,e::resolved:The City shall be informed In writing after closeout of .
this Agreement,of the ad 1rpss where the records are to be kept.
Section 20. Audits and Inspection4:1At any lime during normal business hours,and as often as the
City (and/or Its represenitives)may deem necessary, the Provider shall make available
all records, documented. ; and any other data relating to all matters covered by the
Agreement,for review,ins action or audit.
Audits shall be conducted hnnually,and shall be submitted to the City 180 days after the
end of the Provider's fiscal year. The Provider shall comply with the requirements and
standards of OMB A-13 "Audits of institutions of High Education and Other Non-Profit
institutions"(as set forth In.24 CFR Part 45),or OMB Circular A-128,"Audits of State and
Local Governments"(as let forth lr(;24 CFR Part 44), as applicable, if this Agreement is
closed-out prior to the receipt of an Audit report,the City reserves the right to recover any
disallowed costs identified in an audit after such closeout.
Section 21. tndemnificationlfnsuran, a Requltements: The •Provider shall Indemnify and hold.
harmless the City, its offlpers, employees and agents, from any and all claims, liability,.
losses and causes of Rion whit may arise out of an act, omission, negligence or
misconduct on the part ofilie Provider,or any of its agents,officers,servants,employees,
contractors, patrons, gueets, clients, licensees, Invitees, or any persons acting under the
direction, control, or subevision of Provider, pursuant to this Agreement and/or the
Project. The Provider hall pay ail claims and losses of any nature whatsoever in
connection therewith an hall deified all suits in the name of the City, and shall pay all
costs (including attorne .s( fees) and judgements which may issue thereon. This
•Indemnification shall survi, e.the termination and/or expiration of this Agreement.
1
The Provider shall not cd mence any work and/or services pursuant to this Agreement
until all insurance required-under this Section has been obtained and the City's Risk'
Manager ha s app roved dikib insurance. In th e event
evidence of such insurance is not,
i a
forwarded to the City's Risk.Manag..r within thirty(30)days after the commencement date
of the Term,this Agreem.' t shall a;rtomaticaily terminate and become null and void,and
the City shall have no obilq Ion under the terms and conditions hereof.
The Provider shall maint,it and ca try in full force during'the Term of this Agreement,
and/or throughout the dUt tlon of file Project contemplated.herein, whichever Is longer,,
the following insurance: , :'
a. General Liability .o Folic),withticover 9 a for Bodily in 1 ur and Property Damage,e, in
I •
the amount of$tI004,OQ0sine
limit, subject to adjustment for Inflation. The
policy must incl,qde coverage for contractual liability to cover the above .
indemnification.
4:- s' : =,,,,,!,; 17, , _,,-
, il,. i, t __--.r
,.'.11 '. - .._,-- ,
.,,f , s..;
.,
i, !, ..
i
'1i !-
'I6 }
:4 . ,
b. Worker's Cempe '4t/on and
Empl o yer s Liability, a s required pursuant to Florida
I
Statutes. t
c. Automobile and 4' tide coverage shall be required when the use of automobiles'
and other vehicle are Involved in any way in the performance of the Agreement.
Limits for such' verage 'shall be In the amount of $500,400, subject to
adjustment for Inft t(on.
si
The City of Miami Beach ihall be'rramed as an additional insured under all such Insurance.
contracts. Thirty-(30)day yvritten notice of cancellation or substantial modification of the
insurance coverage musAbe given,to the City's Risk Manager by the Provider and its..
insurance company. The Insurance must be furnished by insurance companies
authorized to do business! In the;State of Florida, and approved by the City's Risk
Manager, The companie must booted no less than"B+"as to management, and not
less than "Class VI" as• o strength by the latest.edition of.Best's Insurance Guide,
published by A.M. Best G. rnpany, t ldwick, New Jersey, or Its equivalent, subject to the
approval of the City's Rle ik Manager. Original Certificates of Insurance for the above•
coverage must be submftked to the;City's Risk Manager for approval prior to any work'
commencing. These ceillficates wilt be kept on file In the Office of the Risk Manager,
Third Floor City Hail. • 111 j
The City shall have the rig t to at=tain from the Provider specimen copies of the insurance
policies, in the event thate omitted Certificates of Insurance are Inadequate to ascertain'
compliance with required � Omitted Compliance with the foregoing requirements shall not
relieve the Provider of itse l ligation to indemnify and hold the City harmless,as required
in this section.
i.�
Section 22. Conflict of interest: T 'Provido�` covenants that no person under its employ who .
presently exercises eny''fiinctions::or responsibilities in conneotion with community
development funded activities has any personal financial interests,direct or Indirect, in this
Agreement. The Providr'.covenarts that in the performance of this Agreement, no'
person having such confuting Interest shall be employed..The Provider covenants that it
will comply with all provl Ions of.24:CFR 570.611 "Conflict of Interest", and the, State,
County and City of Miami;Beach stalUtes,regulations,ordinances or resolutions governing
conflicts of Interest. Tt4 iProvider;shall disclose, in writing, to the City any possible'
conflicting interest or app ent imprgpriety that is covered by the above provisions. This
disclosure shall occur Im dIately upon knowledge of such possible conflict. The City will
then render an opinion, cjt shall be binding on bath parties.i.
Section 23. Venue: This Agreement;'siiall be governed by, and construed in accordance with, the
laws of the State of Flori q,both subptantive and remedial,without regard to principles of
conflict of laws. The excft eve venue for any litigation arising out of this Agreement shall
be Miami-Dade County, l otide, If in state court, and the U.S. District Court, Southern
District of Florida, if in fq' eeal court BY ENTERING INTO THIS AGREEMENT, CITY
AND PROVIDER EXPRE S'LY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A
TRIAL BY JURY OF ANY CNIL LITIGATION RELATED TO,OR ARISING OUT OF,THIS
AGREEMENT.
t' :
Section 24. Notices: All notices required under;.this Agreement shall be sent to the parties at the
following address: l • i'.
City; Abria Parekii,Director
d ce of Re Estate, Housing and Community Development
• C y of Miami Beach
1O0 Convention Center Drive,Miami Beach,FL 33139
. E,
i 'i
ii
71 1 C A- . +I, -r,„N,
. 1, „., '',o1
t,I l
,�
il . .. • - •
111 i
:1 ,s
Provider: oberto Datorre, President
timi Beep Community Development Corporation
5 Pennsylvania Avenue
i ml Beach,Ft.33139
1! f
Section 25. Limitation of Liability:119 City desires to enter Into this Agreement only if In so doing
the City can place a limit ghCity's liability for any cause of action for money damages due
to an alleged breach by ti#3 tty of this Agreement,so that its liability for any such breach
never exceeds the sum of$10,000.: Provider hereby expresses its willingness to enter ,
into this Agreement with rovider's..recovery from the City for any.damage action for
breach of contract to be iiitjlted to a riiaximum amount of$10,000.
P '
Accordingly, Provider het`eby agrees that the City shall not be liable to Provider for
damages in an amount In:4xcess of$10,000,for any action or claim for breach of contract
arising out of the performance or nonperformance of any obligations imposed upon the
City by this Agreement. 'Nothing dbntained in this subparagraph or elsewhere in this
Agreement is in any way;llt tended to be a waiver of the limitation placed upon City's
liability as set forth In Fior t al,Statutes;Section 708.28,
,j I
Section 20. This Agreement shall bell iiiinding upon all parties hereto and their respective •heirs,
executors,administrators,t!uccessorss and assigns.
1' i p
[SIdbATURES=To FOLLOW]
,1 j;
ht
}.
!t r =(
•1
ill 1 ii
ii. ,.
Itt ti
• r.
,,;j •!
'i
.1
'i1 1 li
ii ,, .r
.„--,,....„ Ai, ci•-iii..,,,, ..,,,,..:
=Y
1: ,
Vii. 1
111 i
..
•
f,l ; -
ir. •
IN WITNESS WHEREOF,the pa4Ies heretci have caused this Agreement to be executed by their
duty authorized officials on the day and dpjtq first above Indicated.
• ,;fy
NII AMI BEACH COIVIMUNiTY DEVELOPMENT COI PORATION
a Florida not-for-profit corporation •1 ;
ATTEST:
Secrets r Presid t e
_t / ," . Roberto Datorr�,PresTder�t
Print Name Print Name and Title
CITY OF BEACH
a Florida Municipal corporation
ATTEST:
lAA/t+- )i
City Clerk la
re-O p A.124
1 i Matti Herrera Bower
Print Name Print Name
•
.1 ,
;1 .
,ri ; APPROVED AS TO
•
FORM&LANGUAGE
=i &FOR.EXECUTION
• „dor: ' 1'I ii
ttorn r,_ Date
1
I:lRf1CD1$ALL\H$G•CD1BRtAtCONTRAC`r$11O-111MBCaC\CDBt3 Agreement Homeownership Asst-Rev 10 610
coPy
.t
1,
..1
City of Miami Beach
:..1
Application for Federal Funds
I Fiscal Year 2011-12
V11.BUDGET SUMMARY SHEET,ITEMIZATION& RRATI E•
BUDGET SUMMARY SHEET
Activity Name: Barclay APartmente Funding Year 2011.12
Agency Name: Miami Bearpti C.ommuptty Development Corporation
ggga::,FAV,t-**AW-ViraE;srr4W4*a*1VM%)-EtqPI,ajlgrVRVAPKC6.#. Wii0144441, 75;4:
gegigagainikIte010:426ATAMOOKlitirigtiAttrIlickg.!:4-t..,A0CYZOlf4F-41.000:00))**Atitaa
Personnel'-Salaries&Benefits o $5 $0
0.eratint $0 $0 .$0
CgalianquIpment Coats a ;
. --
Other:Contract Costs " $0 $0 - $0
Other:Rehahtlitet --ion FI5-;018 $0 $75,018
--
------- ;
•
Total C R •uwt , $70,010 F5,'IilLg..4•VN',:`:n 3 1
Total Other Funds
$0:1„.•:::Zg...',.A•tiY, ;1,;;P.:://,‘V7'
Project Total 675,016
01 the fundro request ilif/OVO,what whtl the amount for OPER,-471Ho'cos-raldp nct tnclucte efees and $75,018
Fringe bendie)?
•1a
• 0 V 60
What Is the percentage for ADMINISTRATIVE COSTS? 1000%
24
,
g
lit
I.
k 3..
..1
•
.1
1, c
•
r I ;
A
. .
•■
,
,, City of Miami Beach
I Application for Federal Funds
• Fiscal Year 2011-12
---
.r . .
BUDGET ITEMIZATION SHEET z.! 1
i .
•:
Activity Name: Barclay Apartments Funding Year 2.011.12
Agency Name: Miami Beach community Development Corporation
,
Detail!ternization . Sub-Category of Line ..
Item I I !! CDBG Funds Other Funds Totals
I ::---Zi*rWAPIMeig.t.t..WIAV-- eA--410416)7:1111,tIVAWA.17.1,717-4?.....e--,: p':---!24`'ZIV...:.0.4-14r.r,,L.7;..-351-77;:-----,.,,,-',,,,-'7'-`..,..:,„T.:3..„';rer'..,.7•71,..2.,....177._11:77,....,:7174.,...,..
,1 $0 . $0 , $0 $0
$0 $0 $0 $0 .
11111111 1 :$0 $0 $0 $0 •
$0 $0 • •0
IMMO •■I .• '.$0 $0 SO $0
$0 $i $0 $0
$0 $0 — $0 $0
0)00-fieggtE., Ti?1,kWIN•,:-R-.t.).W.:,4v. t .-
.• -
; . $0 0 $o $0
$0 .0 $0 $0
• '$0 $0 la $0
' $0 $0 $0 $0
$0 -$0 $0 $0
,
:10- to $0 $0
.. $o $0 $0 $0
'
..,.._____ $0 $0 $0 $0
..
111.111 " $0 $0 $0 $O
$0 SO $0 $0
tP. :415-oxi .itieek.-4-mo.Aio,....,g-,,,:-: 4 -: ,?
Mil '.i. . so
$0 o so
$0 o So
So so
$0
11111111111 • 796 --$71 $0 O 0
PTORSP:Ogitgigt.i.WW,6ir4. -7- 14,*--10- . 1:-::::-lig•MaiCRA%M. '. p:42}fiag:AT :'": Ircilargititigg
Simla, 'ailments Rehabilbtton :',' $0 O 375,018 $0 _ $75.018
$70013 $0 $75 018
,
4,i ; • i
25 ,:1
.. ',
,
A
.1
1
1 ;
?r ,
lif
..,i ,
•
.!, ; •ii
4:.. •
, . .
11
+4
•
t•
.:3
CDBG'AGREEMEWT
October 1,2011'to September 30,2012
ATTACHMENT Ill
GUIDELINES FOR FINANC L MANAGEMENT OF CDBG-FUNDED ACTIVITIES
FINANCIAL MANAGEMENT SYSf;EM
To comply with federal regulations) each program must have a financial management system
that provides accurate, current ar{t complete disclosure of the financial status of the activity.
This means the financial system ti;ist be capable of generating regular financial status reports
which indicate the dollar amount allocated for each activity (including any budget revisions),
amount obligated (i.e., for which cor;tract.exists), and the amount expended for each activity.
The system must permit the comparison of actual expenditures and revenues against budgeted
amounts. The City must be.able to isolate and to trace every CDBG dollar received and prove
where it went and for what it was used.
The City is responsible for reviewirig and certifying the financial management of any operating
agency,which is not a City departr rt or bureau, in order to determine whether or not It meets •
all of the above requirements. if the agency's system does not meet these requirements and
modifications are not possible, the!City roust administer the CDBG funds for the operating
agency,
SUPPORT FOR EXPENDITURES '1.1
Sufficient support for expenses depInds on the type of expenditure, They normally include the
following items:
'+1
D Salaries (should be supported}.by proper' documentation in personnel files of hire date,:
position,duties, compensation, ralses witti'effective date, termination date, and similar type.
information. Non-exempt employees are required by law to complete a tirnesheet showing
number of hours they worked dieing the day. All employees paid in whole or in part from:
CDBG funds should prepare a tir'ne sheet Indicating the hours worked on CDBG projects for
each pay period. Based on those time sheets and the hourly payroll costs for each
employee, a voucher statement:Indicating the distribution .of payroll charges should be
prepared and placed In the appropriate files.)
b Employee Benefits (should be upportec# by personnel policies and procedures manual,'
describing the types of benefits,eligibility and other relevant information.)
A
Professional Services(should by supported by a complete and signed copy of the contract
between the organization and the1•Independent contractor,describing at the minimum,period
of service, type of service and "Method for payments, In addition to the invoice from the
private contractor.) 1
0 Purchases(at a minimum,purch es should be supported by a purchase order,packing list
and vendor Invoice. Credit card stpments,,travel itineraries, vendor statements and similar
items do not represent support for,en expense.)
Page 1 of 2 �
•
Ei
•
��if r 1•
1 i
ii !
f- .
RECORDS `
4.
Accounting records must be supported by source documentation. invoices, bills of lading,
purchase vouchers, payrolls and thelike must be secured and retained for four years in order to
show for what purpose funds were spent. Payments should not be made without invoices and
vouchers physically in hand. All you hersrnvoices should be on vendor's letterhead. Financial
records are to be retained for a peri6t.of four years,with access guaranteed to the City,to IHtJD
. or Treasury officials or their represeiiative.
AUDITS i
Y
For years beginning after June 30,11,96, all.nonprofit organizations, state governments, and
local governments that receive Federal funding fall under the revised OMB Circular A-133,
Audits of States, Local Government , and Nonprofit Organizations. Non-Federal entitles that
expend $300,000 or more in a yearn.Federal awards must have a single or program-specific.
audit. .,,I
One copy of the sub-recipient or vendors'audited financial statement shall be submitted to the
City immediately following the end of;the fiscalyears)during which CDBG funds are received.
All auditees must submit to the Federal Audit Oearinghouse(FAC)a data collection form(Form
SF-SAC)and reporting package uperi•completion of the annual audit in accordance with OMB
Circular A-133. The deadline for this submission is the earlier of the 30 days after receipt of the
auditor's report(s), or nine months Otiar the end of the audit period, unless a longer period is
agreed to in advance by the codnizant at oversight agency for the audit. Address for
submission is: Ir.
;'
The:Pederal Audit Clearinghouse
):f 11201 E. 10'Street
Jefhersonvilte, IN 47132
Phone(31p1)457-1551 or(800)253-0696
Oka:gov Jec c census.nov
Web ter:llharvster.census.govlsac
REQUESTS FOR PAYMENTS • 1:
Payments to sub-recipients will be ibn a reimbursement basis. Requests are to be submitted
utilizing the enclosed financial status, client;profile and narrative report forms,. in a format
consistent with the approved bud t as shown in Attachment 11, including an analysis of
expenses to budget. A cash advandb may be}bvallable upon special re uest, All requests must
be submitted to: it i
rjl :f
t3 `` na Parekh, Director
Office of Real Estate(Housin and Community Development
,. - .9 Y P
City of Miami Beach
17 !Convention Center Drive
Mtn,rl Beach, Florida 33139
.ik ,f
ill!i "
1) .,
4 S
•
fi
tLi.'7 ;t
=1 ; Page 2 oft g
[ • .t
r ,I ....;
�5
,i!i
1,1 h. 4
,cDf3G'AGREEMENT
O�abOr 1,2011'to September 30,2012
. ATTACHMENT IV
APPLIC:, OLE FEDERAL REGULATIONS
I. NON-DISCRIMINATION EQUAL ACCESS . . ..
No person in the United -tales shall on the grounds al race, color, national origin,
religion or sex be exclude . ;.denied!benefits or subjected to discrimination under any
program funded in whole oh iii part by CMG funds. The'Provider must take measures
to ensure non-dlscriminatcf ;f treatment, outreach and access to program resources.
This applies to empioymen.Ond contracting, as well as to marketing and selection of
program participants, ' ',
Fair Housing and Equal O,p rtunity
The Provider must comply,i� ith all the following Federal laws, executive orders and
regulations pertaining to t housing and equal opportunity. They are summarized
below: I'
B Title yi of the Civil Rights Aot of 1964�As Amended 42 USC 2000d at seq 1: States
that no person.may be:'excluded from participation in, denied the benefits of, or
subjected to discrimination under any program or activity receiving Federal financial
assistance on the bags, of race, color or national origin. The regulations
Implementing the Title Vl,:Civil Rights Act provisions.for HUD programs may be found
in 24 CFR Part 1.' y
a The Fair Housing Act f42:USC 36D1--3620}: Prohibits discrimination In the sale or
rental of housing, the fil)apcing of housing or the provision of brokerage services
against any person on th basis of Taos, color, religion,sex, national origin,handicap
of familial status. Fair :dosing Act implementing regulations may be found in 24
CFR Part 100-115. i,
® Equal Opportunity in Hqy tsino, Executive Order 11063, as amended by Executive
Order 122591: Prohibits dsrimination against individuals on the basis of race, color,,
religion, sex or nationali;QtIgin in ;the sale, rental, leasing or other disposition of
residential property, or IrA the use,,or occupancy of housing assisted with Federal
funds. Equal Opportunitrl'Housing regulations may be found in 24 CFR Part 107.
Age f�iscriminatlon Act,bf 19 o1jAs Amended 442 USC 6�t01�: Prohibits age
discrimination in programs receiving Federal financial assistance. Age
Discrimination Act regulations may pe found in 24 CFR Part 146.
',
s
Sectio 109 o Title 1 °f rill,: Houdin• and Commu it Develo•ment Act 0 1 974:
Requires that no person•Shall be excluded from participation in, denied the benefits'
of,or be subjected to disciihnInatfori under any program or activity funded with CDBG
funds on the basis of racaii color,religion, national origin or sex.
Affirmative Marketing i
The Provider must adopt a r native Marketing procedures and requirements for all
CDBG-assisted housing wlth;if or more units. Requirements
and procedures must
include: i ,.
iii 1(
•
I' i,
1' ti dry°s •+A y='•X-.?•' ra'
1 I ,
li ?
11! ;i
II/ /
9 Methods for informing the public, owners and potential tenants about fair housing•
saws and the Provider's poilcies (for example: use of the Fair Housing logo or equal
opportunity language); • . i
t
® A description of what o miers and/or the Provider will do to affirmatively market
housing assisted with CDBG funds;
O A description of what owners and/or the Provider will do to inform persons not likely
to apply for housing without epeeist' .
8 Maintenance of records,/o document actions taken to affirmatively market CDBG-
assisted units and to assess marketing effectiveness;and
O A description of how efforts will be assessed and what corrective actions will be
taken where requirement,are not met.
Handicapped Accessibility:. ,
y
The CDBG regulations al`9q,.require' adherence to the three following regulations
governing the accessibility oPederally-assisted buildings,facilities and programs.
O Americans with Disabiliti •1 Act (42 USC 12131; 47 USC 155, 201, 218 and 2251:
Provides comprehensive:gJvit rights to individuals with disabilities in the areas of
employment, public accxrimodations, state and local government services and
telecommunications. The Act, also referred to as the ADA, also states that
discrimination includes a failure:to design and construct facilities (built for first
occupancy after January..?6, 1993)that are accessible to and usable by persons with
disabilities. The ADA also;requirep the removal of architectural and communication
barriers that are.structurliln natul<e in existing facilities, Removal must be readily
achievable, easilyiccorrinlishabie;and able to be carded out without much difficulty
or expense. 1 •
m
Fair HousingAct: Multi-Willy ily dweilings must also meet the design and construction
requirements at 24 CFR1 t 00.205,.'which implement the Fair Housing Act (42 USC
3601-19) t :a .`
e Section 504: Section 504'of the Rehabilitation Act of 1973 prohibits discrimination in
federally assisted prog' ryas on the basis of handicap. Section 504 imposes
requirements to ensure .. iit "qualified individuals with handicaps" have access to
programs and activities. at receive Federal funds. ,Under Section 504, recipients
and subrecipients are i4 iequired to take actions that create unique financial and
administrative burdens 'after th fundamental nature of the program. For any
Provider principally lnvol eI in housing or social services, ail of the activities of the
agency--not only those!'directiy receiving Federal assistance -- are covered under
Section 504. Contractors`or vendo(s are subject to Section 504 requirements only In
the work they do on behalf of the Provider or the City, The ultimate beneficiary of the
Federal assistance is not-Aubject toSection 504 requirements.
The Architectural Barriejs,Act ofF 1988 (42 USC 4151-4157): Requires certain
Federal and Federally funded *Wings and other facilities to be designed,
constructed or altered in'ccordan-e with'standards that ensure accessibility to, and
use by, physically handic€��ped people. .
41 -1
ri .
i )
!}! , 69--,e,' (-,,--=`�� .i Page 2 of 8 \ vs � �iz
4 4
,'1 1•
i
1! _ . .
t• 'i
.
IL EMPLOYMENT AND CONTACTING
The Provider must compf lth the, regulations below governing employment and
contracting opportunities. 'Wiese concern equal opportunity, labor requirements and
contracting/procurement prodiaftures. • .
I ,
Equal Opportunity .
The Provider must comply With the•following regulations that ensure equal Opportunity
for employment and cantractino.
O E•ual Em•io me 0,io unit •Exe ti a Order.11246 as amen. +: Prohibits
discrimination against a, ;employee or applicant for employment because of race,
color, religion,sex'or na >}al origi i. Provisions to effectuate this prohibition must be
included in all constructi&in contracts exceeding $10,000. lrnplenienting regulations
may be found at 41 CFR; art 60. '.
1`,iL
O Section 3 of the Housingj�and Urban Deveiopment Act of 1 68; Requires that; to the
greatest extent feasibiell opportunities for training and employment arising from
CDBG funds will be prorAded to low-income persons residing in the program service
area. Also, to the gretest extent feasible, contracts for work (all types) to be
performed in connection', jth CDC will be awarded to business concerns that are
located In or owned by ' ns residing in the program service area.
yp , g p
Iii f
6 MinoritviWomen's Rusin s Enterprise: Under Executive Orders 11625, 12432 and
12138, the City and the Provider must prescribe procedures acceptable to HUD for a
minority outreach program;;to ensure the inclusion, to the maximum extent possible,
of minorities and worngny and *entities owned by minorities and women, in all
contracts(see 24 CFR 8t:36(e)). .
Labor Requirements .. I
ti I •
The Provider must comply with certai; regulations on wage and labor standards. in the
case of Davis-Bacon and tit 'Contrat Work Hours and:Safety Standards Acts, every
contract for construction (in; e case of residential construction; projects with eight or.
more units)triggers the requJ dments. I'
9 Davis-Bacon and Relet ',Acts 40 USC 276(A)-7): Ensures that mechanics and
laborers employed in co truction;work under Federally-assisted contracts are paid
wages and fringe benefit`equal to`those that prevail In the locality where the work is
performed. This act alsds'� ?ovides for the withholding of funds to ensure compliance,
and excludes from th4' t}rage requirements apprentices enrolled in bona fide
apprenticeship programsil ..s
Contract Work Hours an'0 -:Safe Standards Act as amended .. USC 27-333
Provides that tnechanis-P taborers employed on Federally-assisted construction
jobs are paid time and.,,bne-half'for work in excess of 40 hours per week, and
provides for the payment pf liquidated damages where violations occur. This act
also addresses safe and, ealthy working conditions.
0 Co.eland Anti-Kickb. ;Act 40 USC 275e: Governs the deductions from
paychecks that are alterable. Makes it a criminal offense to induce anyone,
employed on a Federally0siste4project to relinquish any compensation to which
he/she is entitled, and f equlres ;tali contractors to submit weekly payrolls and
statements of compiiancq' ;,
.
41. 1' .{:: ..fi-- ;r4,`�.-ev'4 4ti ill i Page3 of 4;.61 it p
i
'i ,
,,, 1
:11 I'
�" .4
•
il# l :
v Fair Labor Standards*of ill
1938;As Amended (29 USC 209, et. sea.); Establishes
the basic minimum wa a:for all work and requires the payment of overtime at the
rate of at-least time e a:one-half. It also requires the-payment of wages for the
entire time that an smpiii'.ee is required or permitted to work, and establishes child
labor standards. . . 1 i
,oi :
Contracting and Procurer ht Prao!lces
The CDBG program is sub} to Certi in Federal procurement rules. In addition,the City
and the Provider must take,ip asures;to avoid hiring debarred or suspended contractors
or subrecipients and conflict'p-interest situations. Each is briefly discussed below.
6 Procurement: f the CI
or ; the procurement standards of 24 CFR 85.36 apply. For
. non-profit organizations e'ceiving;CDBG funds, the procurement requirements at 24
CFR Part 84 apply. j: ' `
,
m Conflict of interest: It ODBG, regulations require:grantees the City), state
recipients and subrecip nts (the: Provider) to comply with two different sets of
conflict-of-interest provisions, The first set of provisions comes from 24 CFR Parts
84 and 85. The second, vbhich applies only in cases dot covered by 24 CFR Parts
84 and 85, is set forth i;n:the CDBG-regulations. Both sets of requirements are
discussed below. •i: F
- The provisions at 24 FR 85.36 and 24 CFR 84.42 apply in the procurement of
property and service',1y grantees (the City), state recipients, and subrecipients
(the Provider). Thes regulations require the City and the Provider to maintain
written standards gd'ji&ning the performance of their employees engaged in
awarding and adminli erring coltracts. At a minimum,these standards must: ,
- Require that no• �tployee;officer, agent of the City or the Provider shall.
participate in the$p'potion, award or administration of a contract supported by.
CDBG if a conflicttof fnteres.either real or apparent,would be involved; .
- Require that empliairees, officers and agents of the, City or the Provider not
. accept gratuities,f fevors oi'• anything of monetary value from contractors,
potential contact or parti' ss to subagreenientsFand
- Stipulate provisiorlpjfor penalties, sanctions or other disciplinary actions for•
violations of standair is. .
A conflict would arise�irl?en any. f the following has a financial or other interest in
a firm selected for an Girard:
- An employee,age 1t or Ole*of the City or the Provider;
if Any member of am pioyeO's, agent's or officers immediate family;
- An employee's,agnts or officers partner;or
An organization th4tt.ems plo or is about to employ an employee, agent or
officer of the City Otte Provider.
- The CDBG regulationslaf 24 Ci= • 570.611 governing conflict-of-interest apply in
cases not covered by 24!CFR 8536 and 24 CFR 84.42. These provisions cover
employees, agents, c4suftantsofficers and elected or appointed officials of the
grantee (the City), state recipient or subrecipieht(the Provider). The regulations
state that no person-c veered who exercises or has exercised any functions or ••
responsibilities With r pect to'i CDBG activitio's Or who•is in a position to
participate in decisions`br gain it ide information:
1111 i7
i! Psg .%of 8f
i
;11 ,
,lisi1 I.
w
,
y '
.I;i1 ,
May obtain a financial interest or benefit from a CDBG activity;or
- Have an interes(E ri'any contract, subcontract or agreement for themselves or
for persons with ;usiness,gr family ties.
This requirement applies to covered persons during their tenure and for one year
after leaving the gr ntee (tile City), the state recipient or subreciptent (the
Provider)entity. i'l 1
i'
Upon written requeit,excep#ions to both sets of provisions may be granted by
HUD on a case-by-c• s'e only after the City has:
Disclosed the full:hature of'the conflict and submitted proof that the disclosure
has been made public; aridi
- Provided a legal t;Tinion from the City stating that there would be no violation
of state or local tail if the exception were granted.
e Debarred contractors: in accordance with 24 CFR Part 5, CDBG funds may not be
used to directly or Indirectly employ, award contracts to or otherwise engage the
services of any contractor or •subrecipient during any period of debarment,
suspension or placemen1 of ineligi6llity status. The City should check all contractors,
subcontractors, lower-t(ph contractors or subreciplents against the Federal
publication that lists debdrOd,suspended and ineligible contractors.
III. ENVIRONMENTAL REQUIREMENTS
The City is responsible forpieting ai number of environmental requirements, including
environmental reviews,foonsurance,and site and neighborhood standards.
1iii j
Environmental Review .
The City is responsible for urjdertakiri,
g environmental reviews In.accordance with the
requirements imposed on"rgctplents" in 24 CFR 68. Reviews must be completed, and.
Requests for Release of F!jrjds (RI OF) submitted to HUD before CDBG funds are
committed for non-exempt ; cfivities. ?'Private citizens and organizations may object to
the release of funds for CbBG pro}ects on certain procedural grounds relating to
environmental review (see 2 .!CFR 58.70 - 58,77 . To avoid challenges, grantees (the
City) and subrecipients (the 'provider) should be diligent about meeting procedural
requirements. •4
Flood Insurance t i ;, ..
Section 202 of 1 e Flood Di ..star Protection Act of 1973 42 USG 4106 : Requires that
CDBG funds shall not be pte lded to`an area that has been identified by the Federal
Emergency Management A .'ency(FERIA) as having special flood hazard, unless: The
community is participating in,itfie NatiOal Flood Insurance Program, ,p.4 It has been less
than a year since the com 'i njty was'designated as having special flood hazards; and
Flood insurance Is obtained..): '
IV. LEAD-BASED PAINT is
On September 95, 1999, the). equlrenlents for Notification,Evaluation and Reduction of
Lead-Based Paint Hazards\;iIrf Federally Owned Residential Property and Housing
Receiving Federal Assistance;E Final Mile"was published within title 24 of the Code of
Federal Regulations:as part p.(24 CFIii 35).. The regulation was Issued under sections'
1012 and 1013 of the Reskblitial Lead-Based Paint Hazard Reduction Act of 1992,
which is Title X(ten)of the HiKsing and Community Development Act of 1992. Sections.
ii h Page 5 of$ .. '0 ' ',-,9"
c;1 .11 i
P It ii
.t. i.
��. Si
isg
•
4ended 1 012 and 1013 of title X the Lead-Based Paint Poisdning Prevention Act of
1971,which is the basic 1ami;cbvering lead-based paint in-federally associated housing.
The regulation sets hazard, dductlonf'requirements that give much greater emphasis to
reducing lead in house dust Scientific research has found that exposure to lead hi dust
is the most common way c oting children become lead poisoned. Therefore, the new
regulation requires dust tad(rig after paint Is disturbed to make sure the home is lead-
safe. Specific requirement. 'depend.on whether the housing is being disposed Qf or
assisted by the federal g .eirnment,,and also on the type and amount of financial
assistance, the age of th ,.. tructure, and whether the dwelling Is rental or owner
occupied. a 1 ,r� ,
1 if
On April 22, 2008, the EPA,i4sued aquie requiring the use of lead-safe practices and
other actions,aimed at prevrfing leas,poisoning to protect against the hazards created
by exposure to lead dust in,,xlsting!structures built prior to 1978. Under the rule, all
contractors performing renovation, repair and painting projects that disturb lead-based
paint in homes, child care fa;4ilities, a,rid schools built before 1978 must be certified and
follow specific work,practice to preve c t lead contamination. This rule(40 CFR Part 745)
is enforced as of Apri1.22,2Q`Q.The rule must be executed'by all sub-contractors.
ilf. k
PROPERTY EXEMPT FROI t;EAD-BASED PAINT REGULATION.
• Housing built since Janua 1, 1976,when lead paint was banned for residential use;.
• Housing exclusively for 1 d elderly'or people With disabilities, unless a child under
age 6 is expected to resid !there; ',
O Zero-bedroom dweilings�' h ciuding• efficiency apartments, dingle-room occupancy
housing,dormitories or i fry barracks;
8 Property that has been faur"jd to be�iree of lead-based paint by a certified lead-based
,n, .
paint inspector; ,' :.
i Property where all lead-bdi,ed painthas been removed;
6 Unoccupied housing that vii remain vacant until demolished;
• Non-Residential property�i d ti
O Any rehabilitation ear housipj Improvement that does not disturb a painted surface.
TYPES OF HOUSING SUDJ,1 UT TO 21 CFR 35
a Federally-Owned housln ein so ;
O Housing receiving a feder ii:subsidy that is associated with the property, rather than•
with the occupants (project teased:assistance);
• Public housing; r)! ,!
9 Housing occupied by a fa''I I y(with § child) receiving tenant-based subsidy(such as'
a voucher or certificate); f. r�
O Multifamily housing for%,N tilmortg�agc a Insurance is being'sought;and
O Housing receiving federal 'sistance for rehabilitation, reducing homelessness, and ;
other special needs. . ,
if you want copies of the regulation or have general questions, you can call the National
Lead Information Center at (8p ) 424-LEAD, or TOD (800) 526-5456 for the hearing
impaired. You can also downlpad the'regulation and•other educational materials at
hilp://www.hudmoviofficeedload/Inthtx.cfni: ror further information, you may call HUD at
(202)755-1785,ext. 1 04,or e- t li HULI;,at lead rsguiattans, hud.nov.
Page0of8 s tin.pr `p ry F,i
.li ; •j
1
',i sl i,
V. DISPLACEMENT,.REL000ON,AdQUISrTICN AND REPLACEMENT OF HOUSING
CDBG projects involving a6Ivisition,'•rehabilitation or demolition may be subject to the
provisions of the Uniform leibcation 141(UDA). Demolition or conversion of units•with
CDBG funds may trigger seOtion 1041d)(also known as the"Barney Frank Amendment"
requirements.) ''.1
VI. COMPLIANCE WITH NATIp AL O1; JECTIVE
The Provider will ensure an. iaintairi evidence that activities assisted with CDBG funds
from the City of Miami Beacj+ Omply With the primary National Objective,"Benefit to Lolly
and Moderate Income Pars' "and Will provide services or activities that benefit at least
51% low and moderate in, *le persons. A (ow or moderate-income household is
defined as:a household ha* 9 an income equal to, or less than, the limits cited below.
Individuals who are unrelaj d but are sharing the same household shall each be
considered as one-person he 'sehoids:
Low and Moderate Housel#/34Id Income Limits (Effective 05/14/2010) (Source: U,S.
Department of Housing & urban Development) (Note: Low-income (80% of Medlar;
income), Very Low-Income 50 % of Median Income), Extremely Low (30% of Median
Income)
,i
';l US HUI7 INCOME LIMITS
Household Size ' Extre `Oly Low; Very Low-Income Low-income
30% 4 Median' 50%of Median 80%of Median
t 1 Person $1;',850 '. $26 400 • $42,200
2 Person $'1' ,J Oa $30,150 $48,200
r 3 Person $ $40 ,i $33,900 $54,250
4 Person $2� 0
, a $37650 $60,250
6 Person $2i,� Q -,- $40,700 $65,100
6 Person $29,?50 $43,700 $69,900 1
7 Person $4050 $46,700 $74,750
8 Person $29,,,,F0 $49,700 $79,550
%j! ; 'r
{,•.
I.yl i
�� 'i`•A r..1 .
., . i
•
i•
,.1; ...
1
r.
``
LOS{/MODERATE INCOME DATA
I. •
.
SO THERN TARGET AREA
•1
Census Tract Total Persans Total Persons % LowlAllod .
40,00.5 310 1 448 69.20
41.01-1 .;( 614 757 81.11
41.01-2 '2,137 " • 4,002 53.40
41.01-3 . E 610 • 1,511 53.61
42 ;10 fl42_ 13,736 73.1'
43 it pi728 . 9,582 70.21
44 1'0;774 ' 13,244 81.35
45 1 • 68 2,307 76.64 ,
TOTAL X83 . 45,587 - -73% UM
NORTHERN TARGET AREA
:•I ti
Census Tract Total!;/M Verso :s Total Persons %Lo /Mod •
39.01-1 663 1,036 58.20
39.01-2 620 836 • 74.16
39.01-3 407 468 86.97
39.01-4 118 772 - • 67.10
39.01-6 1.593 . .. 2,256 - 70.61
39.131-6 1=581 '• 2,240 70.58
39.02-1 .!PO4 • I 897 78.48
39.02-2 8T6. .: 1 187 73.80
39.02-3 _411 211 • 100.00
39.02-4 100 44..� , 2,097 74.58
39.06-2 st'a 08 3,346 71.97
39.05-4 ' 101 3,071 78.18
TOTAL. _ a1A-7 12,000 72%L/M
" t ;,
i '?
1 ` :{
Y ti
9
f
i S
4� e?
BAHCLASALLIHSG-CDSlaniFY2011 121tsartr..Ga\FY 11-12 CnMSast04�.€diwnellls\Attsc vtt tVWW1 Rp cabto Pecte0 Re laSons dcc
: vz •tea{� `. f \ f f',
I, f s3 "k�--'� 4i
-I Pag�Sof8 ,�, 4.�. �y`F•'1 F
r ! ;y ,
;ii 'a
i •`
4' y 1
•
i
C '.t I ',,,TAO: - 'GOD he GLOBBYING
i e•
Name of Recipient: CITY OFr,>MIAMI BEACH
t i .1
Name of Sub-recipient: MIAMI l EACH COMMUNITY DEVELOPM1NT CORPORATIOI�1•
Grant Program Name: -COMMUNITY DEVE T,OP FLACK GRANT
i
Grant Number: B- 9- C- 22 OQ14 -
CYDA Numberfritle: .142181'}d0 MUM=DEVELOPMENT BLOCK GRANT
Date: ii
The undersigned certifies,to the best of: 's or her knowledge and belief,that:
1 •
I. No Federal appropriated funds hA 'been paid or will be paid,by or an behalf of the undersigned,
to any person for influencing or tt mpting to influence in officer or employee of any agency,a
Member of Congress, an officer+t+or employee of Congress, or any employee of a Member of
Congress in connection with the aa€ding•of any Federal contract;the making of any Federal grant,
the making of any Federal loan,the; teringinto of any cooperative agreement,and the extension,
continuation, renewal, amendmapt,. or mo ication of any Federal contract, grant, loan, or•
cooperative agreement, ., i •I
2. If any funds other than Federal appropriated' ds have been paid or will be paid to any person for
influencing or attempting to infllzece an:officer or employee of any agency, a Member of
Congress, an officer or omploye01 of•Cony}ess, or any employee of a'Member of Congress in
connection with this Federal cosct,grant,loan,or cooperative agreement, the undersigned shall
complete and submit Standard FotIn-LLL, "Disclosure Donn to Report Lobbying",in accordance
with its instructions. { •I
3. The undersigned shall require th :the language of this-certification.be included in the award
documents for all sub-awards at a tiers(including sub-contracts, sub-grants, and contracts under
grants, loans, and cooperative a. r cnts)"and that all individuals receiving sub-awards shall
certify and disclose accordingly. i
i i lY BEACi CO rI'Z DE iju° E T`.t'CORFORA.TIQI
_ - - _ _ 1\ ,XL2 \
Signature '.ri Date
Print Name of Authorized Signatory .1' ` ,i Print Title of Authorized Signatory
';1 I,
i
t ) t
.. .1
�i it
i• '
1'1 i
{�' t }-
0•i � Page 1 of 1 � {�� •� ::,i,
,.
.1f ;
.41 ;
.; A•
CERTIFICATIQB ItEGAIth G DRI1G-FREE WORICP CE *TYBEMENT,.
•
. •
Name of Recipient: 11-Y,CIF MIAMI BEACH
Name of Sub.recipient; MIAlvil BEACECOMMUNITY DEVELOPMENT CORPORATION,
Grant Program.Name: COMMUNITYDEVELOPME+1T BLOCK GRANT
•
Grant Number: 114971i1c-1.2-0014
CFDA Number/Title: 4218,4 COmmulqn'Y DEVELOPMENT BLOCK GRANT
Date: .
The Provider shall insert in the space wovided below the site(s)expected to be used for the performance
of work under the grant covered by the Oertification:
I
Place of Performance(include street adtkeis,city,county,state,zip code for each site):
•
.;
•)
; •
KTAMI BEACH CO1I ITY DEYELOPB NT C01:RP L RATIO
Signature ;
Date
•
•
Print Name of Authorized Signatory Print Title of Authorized Signatory
. •
•
..14
• 1
; FrANN
•
Page 1,of I It"tlj
•r
ACI i iO V' ,EDCUIl�IEILT 0{Y3ISABI11TY NONDSCR MIN TION AB DAVIT
CONTRACT REFERENCE CDB0 CONTRACT YEAR 35,Fiscal rear 20090010
NAME OP FIRM, CORPORAT IdN3 OR ORGANIZATION MIAMI BEACH COMMI.INITW
DEVBLOPMENT CORFORAZ'IOI� :
AUTHORIZED AGENT COMM ET q AFFIDAVIT
POSITION. PHONE NUMBER �..
,being duly first sworn state:
That the above named form, on poration or organization is in compliance with and agrees to
continue to comply with, and assure that airy subcontractor, or third party contractor under this
project complies with all applicable requirements of the laws listed below including,but not limited
to those provisions pertaining to-employment,provision of programs and services,transportation,
communications,access to facilities,renovations;and new construction.
The Americans with Disabilitieii Act of 1990(ADA):Pub. L. 101-336, 104 Stat 327,42 U.S.C.
1210142213 and 547 U.S.C.;Sections 225 and 611 including Title I, Employment; Tittle L{,
Public Services; Title BI, I'u' tiv Accomthodations and Services Operated by Private Entities;
Title[V,Telecommunications;O.id Title V,Miscellaneous Provisions.
The Rehabilitation A of 1973 U.S.C.Section 794.
The Federal Transit Act as aniedi:49 U;S.C.Section 1612.
The Fair Housing Act as antendc4;42 U.S.C.Section 3601-3631.
', a
` G, 12.\ 2,1)
Signature Date
SUBSCRIBED AND SWORN TO(or affirmed)before me on q ID L g_ \_ by
(Date)
' ranfft. . Ue1She is persona aknown to me or has
(Affiant) ' t
presented I. :: as identification.
(Type o x'teptificatian }
, Notary Public Sato of Florida,
Andrea Diaz
A:AI .. it f may;=. 4 Ni Commission 55083385
(Signature o -a ��' , (Stria! •Nu a.�• ;a' f
(Print or Stamp Name of Notary) +' - (Expiration Date)
Notary Public. 4-7-1
Notary Potasy seal
The City of Miami Beach will not award a,ontract to)ny firm,corporation or organisation that fails to'
complete and submit this Affidavit with th ti n,corporation or organization's bid or proposal or fails to
have this Affidavit on file with the City of Miami Beach.
t� t
'1 G� Cut,J�•-l�� a� u /
Page I:of 1 t�''jPG _..4'r Lr[ •
tIl
i
Closing and Proration Agreement
January 30, 2015
The undersigned, MBCDC: THE BARCLAY LLC, a Florida limited liability company("Seller"),
whose manager and sole member is MIAMI BEACH COMMUNITY DEVELOPMENT
CORPORATION, a Florida not-for-profit corporation ("MBCDC"), and the CITY OF MIAMI
BEACH, Florida, a municipal corporation organized and existing under the laws of the State of
Florida ("City") enter into this Proration Agreement as of January 30, 2015 ("Closing Date") with
respect to the sale/purchase of the property located at 1940 Park Avenue, Miami Beach,
Florida, known as Barclay Apartments, and which property is more-particularly
described in Exhibit "A" attached hereto (the "Property").
1. The undersigned parties agree that the Property is currently vacant and that the
Seller has properly returned all deposits to all prior tenants, including, without
limitation, the tenants identified in Exhibit"B", attached hereto ("Tenants").
Additionally, Seller warrants and represents that none of said prior tenants, including
the identified Tenants, had paid rent in advance.
2. To the best of Seller's knowledge, Seller further warrants and represents that there
are no pending, executory service contracts with respect to the Property and there
are no outstanding balances which are due and owing to any vendors, contractors,
suppliers or any other lienholders for the Property, except as set forth in the Old
Republic National Title Insurance Company Title Insurance Commitment Fund File
No. 01-2014-110816.
3. Seller will coordinate the cancellation of the water and FPL account, excluding phone
or other utility bills ("Utility Bills")with the City. Seller shall pay for any bills, including,
without limitation, utility Bills incurred through the date prior to the Closing Date and
the City shall be responsible for the Utility Bills incurred from the Closing Date
forward.
4. Seller shall assume any master agreements for services, such as phone, etc., and
will take the necessary steps to cancel said services with respect to this particular
Property.
5. Seller shall hold the City of Miami Beach harmless and fully indemnify it (including
but not limited to attorneys' fees, whether suit be brought or not, and at trial and all
appellate levels, and court costs and other litigation expenses) with respect to the
matters set forth herein.
6. Any suit, action or proceeding seeking to enforce any provision of or based on any
matter arising out of or in connection with this Proration Agreement shall be settled
according to Florida law and venue for any action in connection with this Release
Agreement shall be in Miami-Dade County, Florida. This Proration Agreement shall
be governed by, and construed in accordance with, the laws of the State of Florida,
without regard to principles of conflict of laws. The exclusive venue for any litigation
arising out of this Proration 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 PRORATION AGREEMENT, SELLER AND
MBCDC EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A
TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO, OR ARISING OUT OF,
THIS PRORATION AGREEMENT.
7. In the event of any litigation arising from this Proration Agreement, the prevailing
party shall be entitled to recover attorney's fees and costs incurred therewith.
MBCDC: THE BARCLAY LLC, a Florida
limited liability company
By: MIAMI BEACH COMMUNITY DEVELOPMENT
CORPORATION, INC., a Florida not-for-profit
Corporation, its manager and sole member Attest:
By: f ��
y: /. ���
rCor I r•� Belkis Beatriz Cuenca-Barberio
Chairman of the Board Executive Director
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
On January J-6 , 2015 before me, the undersigned Notary Public, in and for the State aforesaid,
personally appeared Cornell Crews, as Chairman of MIAMI BEACH COMMUNITY
DEVELOPMENT CORPORATION, INC., and Belkis Beatriz Cuenca-Barberio, as Executive
Director of MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION, INC., as the
manager and sole member of MBCDC: THE BARCLAY LLC, in the capacity aforestated. They
are personally known to me or )( have produced a valid Florida driver's license as
identification.
Notary Public
,.:5'Y••,Z/C' GISELA MANSON TORRES My Commission Expires
S MY COMMISSION#EE 150933
[Notary Public Seal]
EXPIRES:April 6,2016
F;dr Bonded Thru Budget Notary Services
OFFl.O\ 'ry�l
Page 2 of 5
THE CITY OF MIAMI B;ACH
a
Attest:
By: b'cf/12 -
�
Jim , L. M•rales R ' ael E. Granado'
City anager City Clerk , wax
? ✓,\r,..,... .... ,::„,/7
-�---'. .• �� �,t;}• /
STATE OF FLORIDA ) -r .0' �a„ `'
) ?, z✓-^ L.:E.,,- _ f.
' c,7-
COUNTY OF MIAMI-DADE ) - Ir � UAPI I a�j En *i14,, , ;
On January 3 W.
0 , 2015 before me, the undersigned NotaP,u:blic;,in..aii,dNfor%the State
aforesaid, personally appeared Jimmy L. Morales, as the City Managero ofY•the.,<Citji of Miami
Beach, Florida, and Rafael E. Granado, as the City Clerk of the City o? i6c:M -Beach, Florida, in
the capacity aforestated. They are personally known to me or have produced a
valid Florida driver's license as identification.
i
Notary Public
My Commission Expires
u.„
[Notary Public Seal] _44.!,::P ;•, UUACARDILLO•
*: t ..:? MY COMMISSION#FF 155,322
4..7.4,,A—„4//i EXPIRES:August 27,2018
":firth-so• Bonded Thru Notary Public Underwriters
NIMINIIMNIMIIMIMPOW
APPROVED AS LANGUAGE FORM &LANG
&F.R E ECUTION
tA ,‘S
g, . \
. City Attorney• AI.,, . Date
Page 3 of 5
EXHIBIT A
Legal Description
Page 4 of 5
1 I
Exhibit A
Legal Description
J p
Lot 2,and the Southerly 20 feet of Lot 1,in Block"H"of Plat of Re-Subdivision of Blocks"G","H","J",and"K"of
the Ocean Front Property of the Miami Beach Improvement Company,according to the Plat thereof,as recorded in
Plat Book 6,Page 102,of the Public Records of Miami-Dade County,Florida,the said Southerly portion of said Lot I
being more particularly described as follows:
Being at the Southeast corner of said Lot 1,in Block"H";thence Northerly along the Easterly line of aforesaid Lot 1,
(Westerly line of Park Avenue)for a distance of 20 feet to a point;thence Northwesterly along a line parallel to and 20
feet North of the North line of Lot 2 of said Block"H"for a distance of 214 feet, more or less to the most Westerly
line of said Lot 1,(East line of Washington Avenue);thence South along Westerly line of said Lot I,(East line of
Washington Ave), for a distance of 21.5 feet,more or less,to the Northwesterly corner of said Lot 2;thence
Southeasterly along the Northeasterly line of said Lot 2;thence Southeasterly along the Northeasterly line of said Lot
2 for a distance of 206 feet,more or less,to the Point of Beginning.
I '
I i
19
EXHIBIT B
Leases
Tenant Earl Ex•iration of Lease Lease Date Tenant De•osit
1 Paulo Cesar Morales 7/18/2014 6/19/2013 $400.00
2 Daniel F.Horta 2/27/2015 2/27/2014 $450.00
3 Joaquin Curbelo 8/31/2014 8/16/2013 $0.00
4 Antonio R.Garcia 10/31/2014 10/29/2013 $400.00
5 Maria C.Rojas 8/31/2014 8/16/2013 $400.00
6 Jose Luis Castillo 2/28/2015 2/21/2014 $500.00
7 Ernest Davis 9/30/2014 9/17/2013 $600.00
8 Filippa Latorre 8/31/2013 8/15/2012 $450.00
9 Stanley K.Shapiro 5/31/2015 5/19/2014 $649.00
10 Cristobal Giraldo 8/1/2014 7/31/2014 $649.00
11 Carmen N.Rodriguez 11/30/2014 11/27/2013 $100.00
12 Paul K.Booth 3/31/2015 3/28/2014 $600.00
13 Irene T.Polito 2/28/2015 2/27/2014 $430.00
14 Steve J.Volk 9/30/2014 9/18/2013 $400.00
15 Kaaren Mils 9/30/2014 9/19/2013 $400.00
16 Ana M.Gomez 10/31/2014 10/31/2013 $450.00
17 Idania Diaz Gonzalez 11/30/2014 11/29/2013 $400.00
18 Joaquin Curbelo 8/31/2014 8/16/2013 $0.00
19 Antonio A.Hernandez 4/30/2015 4/22/2014 $400.00
20 Maria E.Salgado 9/30/2014 9/19/2013 $400.00
21 Diamond M.Andrew 1/31/2015 1/22/2014 $200.00
22 Hector S.Perez 12/31/2013 12/28/2012 $400.00
23 Israel lee Marquez 4/30/2015 4/18/2014 $400.00
24 Carlos Mas 4/30/2015 4/28/2014 $400.00
25 Joe Debord 7/31/2015 5/20/2014 $450.00
26 Magda Sandra Jeudi 8/31/2013 8/27/2012 $0.00
27 Guillermo C.Dopico 11/30/2014 11/11/2013 $524.00
28 Julia Catalina Wallace 4/30/2015 4/29/2014 $650.00
29 Ricardo L.Rivera 9/30/2014 9/25/2013 $500.00
30 Manuel Suarez 10/31/2014 10/22/2013 $450.00
31 Reyna A.Tamayo 10/31/2014 10/31/2013 $0.00
32 Rafael L.Amado 2/28/2014 2/20/2013 $450.00
33 James Gorman 12/31/2011 12/2/2010 $1,134.00
34 Valentin Moya 12131/2014 12/27/2013 $425.00
35 Joseph Karl Jorczak 2/28/2014 2/5/2013 $400.00
36 Mason Elic Orr 3/31/2015 3/26/2014 $600.00
37 Charles Azulai 12/31/2014 12/30/2013 $600.00
38 Mirtha D.Escalante 7/31/2014 7/24/2013 $400.00
39 Donald A.Defronzo 1/31/2015 1/31/2014 $0.00
40 Felix Borges 3/31/2015 3/25/2014 $400.00
1$16,461.00
Page 5 of 5
Prepared by and return to:
Suzanne A.Dockerty
Attorney at Law
SUZANNE A.DOCKERTY,P.A.
110 Merrick Way Suite 3-B
Coral Gables,FL 33134
File Number:247174-3
[Space Above This Line For Recording Data]
SATISFACTION OF MORTGAGE
Witnesseth: That City of Miami Beach, a Florida municipal corporation the owner and holder of a certain mortgage
deed executed by MBCDC: The Barclay LLC,a Florida limited liability company,whose sole member is Miami Beach
Community Development Corporation, a Florida not-for-profit corporation to City of Miami Beach, a Florida
municipal corporation dated July 5,2011,and recorded in Official Records Book 27747,Page 3717,in the Public Records
of Miami-Dade County, Florida, securing one or more notes in the original principal sum of$500,000.00, and certain
promises and obligations set forth in the mortgage deed,upon the following described land,to-wit:
Lot 2,and the Southerly 20 feet of Lot 1, in Block"H" of Plat of Re-Subdivision of Blocks "G", "H", "J",and
"K" of the Ocean Front Property of the Miami Beach Improvement Company,according to the Plat thereof,as
recorded in Plat Book 6, Page 102, of the Public Records of Miami-Dade County, Florida, the said Southerly
portion of said Lot 1 being more particularly described as follows:
Being at the Southeast corner of said Lot 1,in Block"H"; thence Northerly along the Easterly line of aforesaid
Lot 1, (Westerly line of Park Avenue) for a distance of 20 feet to a point; thence Northwesterly along a line
parallel to and 20 feet North of the North line of Lot 2 of said Block"H" for a distance of 214 feet, more or less
to the most Westerly line of said Lot 1,(East line of Washington Avenue); thence South along Westerly line of
said Lot 1,(East line of Washington Ave), for a distance of 21.5 feet, more or less, to the Northwesterly corner
of said Lot 2; thence Southeasterly along the Northeasterly line of said Lot 2; thence Southeasterly along the
Northeasterly line of said Lot 2 for a distance of 206 feet,more or less,to the Point of Beginning.
Parcel Identification Number:02-3234-016-0110
hereby acknowledge(s) full payment and satisfaction of said note(s) and mortgage deed, and surrender(s) the same as
cancelled, including the release of all Restrictive Covenants contained therein, and hereby direct(s) the Clerk of the said
Circuit Court to cancel the same of record.
In Witness Whereof,the said corporation has caused these presents to be executed in its name,and its corporate seal to
be hereunto affixed,by its proper officer(s)thereunto duly authorized,on January ,2015.
Signed,sealed and delivered in our presence: City of Miami Beach, ., lorida municipal corporation
/H) A
)114:1
��oo,,�'' By:
Witness Name: law j s NO NS wags
Print N.;me: Jimmy L. Morales
New-
AO A Title: City Manager
Witness Name: Arhigg e toe
APPROVED AS TO
FORM & LANGUAGE
& FO XECUTION
ams 141., — (5
'r:
D-@ DoubleTim
City Attorney e�'
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me on this 30th day of January, 2015 by
I
Jimmy I. Morales as City Manager (title) of City of Miami Beach, a Florida municipal
corporation, on behalf of the corporation, being personally known to me or [ ] having produced a Driver's license(s) as
identification. /`'
1(7/ dial/7
[Notary Seal] Notary Pub is
Printed Name:
4o°::;; , GISELANANSONTORRES My Commission Expires:
_ * MY COMMISSION#EE 150933
s` ''!!'' EXPIRES:April 6 2016
'No '" Bonded Thru Budget Net;Services
Satisfaction of Mortgage-Page 2 DoubleTime
TERMINATION OF PROPERTY MANAGEMENT AGREEMENT
THIS TERMINATION OF PROPERTY MANAGEMENT AGREEMENT ("Termination
Agreement") is made and entered into as of the 80 day of January, 2015, by and between
MBCDC: THE BARCLAY LLC, a Florida limited liability company ("Seller"), and MIAMI BEACH
COMMUNITY DEVELOPMENT CORPORATION, a Florida not-for-profit corporation
("MBCDC"), who is Seller's manager and sole member.
WITNESSETH:
WHEREAS, contemporaneously with the execution hereof, Seller has transferred to the
City of Miami Beach certain real property located at 1940 Park Avenue, Miami Beach,
Florida, known as the Barclay Apartments (the "Property"); and
WHEREAS, Seller and MBCDC have previously entered into a Property Management
Agreement, dated as-of September 30, 2014, for the operation and management of the Property
("Management Agreement"), a copy of which is attached hereto and incorporated herein by
reference as Exhibit "A"; and
WHEREAS, Seller and MBCDC wish to terminate said Management Agreement.
NOW, THEREFORE, for and in consideration of the sum of Ten and No/100 Dollars
($10.00) and other good and valuable consideration, the receipt, adequacy and sufficiency of
which are hereby acknowledged, the parties hereby covenant and agree as follows:
1. Seller and MBCDC hereby agree to terminate the Management Agreement.
2. Seller and MBCDC warrant and represent that all obligations under the
Management Agreement have been fulfilled as of this date.
3. Seller and MBCDC warrant and represent that there are no pending, executory
contracts pursuant to the Management Agreement.
4. Seller and MBCDC warrant and represent that there are no outstanding balances
which are due and owing to any vendors, contractors, suppliers or any other
lienholders pursuant to said Management Agreement.
5. Seller and MBCDC acknowledge that the City of Miami Beach is a third party
beneficiary under this Termination Agreement and further shall hold the City of
Miami Beach harmless and fully indemnify it (including but not limited to
attorneys' fees, whether suit be brought or not, and at trial and all appellate
levels, and court costs and other litigation expenses) with respect to the matters
set forth herein.
6. Any suit, action or proceeding seeking to enforce any provision of or based on
any matter arising out of or in connection with this Termination Agreement shall
be settled according to Florida law and venue for any action in connection with
this Termination Agreement shall be in Miami-Dade County, Florida. This
Termination Agreement shall be governed by, and construed in accordance with,
the laws of the State of Florida, without regard to principles of conflict of laws.
The exclusive venue for any litigation arising out of this Termination 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
TERMINATION AGREEMENT, SELLER AND MBCDC EXPRESSLY WAIVE
ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY
{28298849;1)
CIVIL LITIGATION RELATED TO, OR ARISING OUT OF, THIS TERMINATION
AGREEMENT.
7. In the event of any litigation arising from this Termination Agreement the
prevailing party shall be entitled to recover attorney's fees and costs incurred
therewith.
IN WITNESS WHEREOF, the duly authorized representatives of Seller and MBCDC
have caused this Termination Agreement to be properly executed under seal as of this day and
year first above written.
MBCDC: THE BARCLAY LLC, a Florida
limited liability company
By: MIAMI BEACH COMMUNITY DEVELOPMENT
CORPORATION, INC., a Florida not-for-profit
Corporation, its manager and sole member
Attest:
By: ,/,/4?' an I Cc-150,A\C
Cor -II Crs' Belkis Beatriz Cuenca-Barberio
Chairman of the Board Executive Director
MIAMI BEACH COMMUNITY DEVELOPMENT
CORPORATION, INC., a Florida not-for-profit
Corporation
Attest:
Y �.
Co hell Cre Belkis Beatriz Cuenca-Barberio
Chairman of the Board Executive Director
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
P
On January 3®°'2015 before me, the undersigned Notary Public, in and for the State aforesaid,
personally appeared Cornell Crews, as Chairman of MIAMI BEACH COMMUNITY
DEVELOPMENT CORPORATION, INC., and Belkis Beatriz Cuenca-Barberio, as Executive
Director of MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION, INC., on behalf of
MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION, INC., and as the manager
and sole member of MBCDC: THE BARCLAY LLC, in the capacity aforestated. They are
personally known to me or Ni( have produced a valid rids ive 's Iicens_ s-
identification. .. ; a ,
Notary Public
My Commission Expires
[Notary Public Seal] 400a;puti,„ GISELA NANSON TORRES
* �_i if * MY COMMISSION#EE 150933
EXPIRES:AprIl 6,2016
{28298849;1}
9rFO �a, Bonded Thru Budget Notary Services
PROPERTY MANAGEMENT AGREEMENT
Between
MBCDC:Barday LLC Owner,and
and
Miami Beach Community Development Corporation,Agent
THIS PROPERTY MANAGEMENT AGREEMENT ("Agreement") is entered into by and between MBCDC: The
Barclay LLC ("Owner") a Florida limited liability company, and Miami Beach Community Development
Corporation ("Agent") a Florida not for profit col put Owner desires to contract with Agent to provide
property management services. In consideration of the covenants and agreements below,the parties agree as
follows:
Article I: Definitions
The following definitions reflect the terms as used in this agreement:
(a) "Fiscal Year"is the year ending September 30th.
(b) "Gross Collections" are all amounts actually collected by Agent as rents but excluding Tenant
Deposits.
(c) "Lease" is any rental agreement whereby Owner has agreed to let and Tenant has agreed to
accept a Rental Unit in the Property identified in the Lease in accordance with the terms of the
Lease. The form of Lease entered into by a Tenant must meet the requirements set forth in
Section 4.3(d)and have attached thereto the form of lease rider described in Section 4.3(e).
(d) "Operating Account" is an account in Agent's name on behalf of the Owner designated of
record.The account name should identify the Property and be approved in writing by Owner,at
such financial institution as Owner may specify from time to time in writing.
(d) "Operating Budget"is annual operating budget approved by the Owner.
(e) "Property"is the real property located at located at 1940 Park Ave., Miami Beach FL
(f) "Property Requirements" are the leasing and other requirements communicated in writing to
the Agent by the Owner in connection with its ownership of the Property
(g) "Rent" is the monthly amount that a Tenant is obligated to pay Owner pursuant to the terms of
a Lease.
(h) "Rental Unit"is a dwelling unit in the Property rented and to be rented to residential Tenants.
(I) "Tenant"is one or more persons occupying a Rental Unit pursuant to a Lease.
(j) "Tenant Deposit" is any security deposit, cleaning deposit, prepaid rent deposit, or other sum
s max'
1 EXHIBIT M r
I
advanced by a Tenant under terms that may require repayment by Owner or application against
a future liability of such Tenant.
Article 2: Appointment and Acceptance
The Owner appoints the Agent for the management of the Property, and the Agent accepts the appointment,
subject to the terms and conditions set forth in this Agreement.
Article 3: Term and Termination
3.1 The duties of the parties to'perform under this Agreement shall commence on October 1,2014.
3.2 This Agreement shall continue until one year after the Commencement Date. After that one year
period this Agreement will continue until terminated by 90 days written notification given by either party
Article 4: Services of Agent
4.1 Agent shall offer for lease and shall lease the Rental Units in the Property in accordance with all written
instructions from the Owner or written policies adopted by the Owner. Pursuant to its responsibilities,Agent
shall:
(a) use all reasonable efforts to market the Rental Units
(b) Maintain a current list of acceptable prospective tenants and undertake all arrangements
necessary and incidental to the acceptance of rental applications and the signing of Leases.
Agent shall market the rental units in accordance with any affirmative fair housing marketing
plans adopted by the Owner (if any) and shall maintain records of the marketing activity for
compliance review purposes.Agent shall exercise its best efforts(including, but not limited to,
placement of advertising, interview of prospective Tenants, assistance and counseling in
completion of rental applications and signing of Leases, processing of documents and credit
and employment verifications,etc)to effect the leasing of the Rental Units and the renewal of
leases in accordance with the terms of each lease and the requirements so that the Property is
occupied as fully as possible.
(c) Show rental units in the Property to all prospective tenants.
(d) Take and process applications and application fees for rentals, including interviewing and
screening prospective tenants to determine if they meet the Owner's requirements.Applicants
shall be selected from the waiting list in chronological order. If an application is rejected,the
applicant shall be advised in writing of the reason for rejection. If the rejection is based on
information from a credit bureau, the source of the report must be revealed to the applicant
pursuant to the Fair Credit Reporting Act. The rejected application, together with the written
notice of the rejection and any other related correspondence, shall be kept on file for three
years following the rejection.
(e) Agent shall lease Rental Units only to individuals or families who meet the criteria
2
communicated to the Agent by the Owner(including any relevant Tenant income limits).
(f) Agent shall use a lease form approved by the Owner.
(g) Certify or re-certify Tenants as to their income and assets as may be required by the Owner.
(h) All leases shall be in the Owner's name with the Agent being authorized to sign on behalf of
the Owner's as its agent.
(i) Collect,deposit,and disburse tenant deposits,if required, in accordance with the terms of each
Lease and Article 8 hereof.
(j) Participate with the Tenant in the inspection of each rental unit identified in the Lease prior to
move-in and upon move-out, and record in writing any damage to the Rental Unit at the time
the Tenant moved in and any damage occurring during the Tenant's occupancy.
4.2 Agent shall collect, when due, all rents, charges and other amounts receivable on Owner's account in
connection with the management and operation of the Property. Such receipts shall not be commingled with
other funds and shall be deposited and held in the Operating Account in accordance with the provisions of
Article 8 herein.
4.3 Agent shall secure full compliance by each Tenant with the terms of such Tenant's lease and in a
w -mannerrconsistentwith the-Landlord-Tenant laws governing the Property,--Agent-may,-and shall if-requested by
Owner, lawfully terminate any tenancy when,in Agent's judgment,sufficient cause for such termination occurs
under the terms of Tenant's Lease, including, but not limited to,nonpayment of rent. For this purpose,Agent is
authorized to consult with legal counsel to be designated by Owner and bring actions for eviction and execute
notices to vacate and judicial pleadings incident to such actions; provided, however, that Agent shall keep
Owner informed of such actions and shall follow such instructions as Owner may prescribe for the conduct of
any such action. Reasonable attorney fees and other necessary costs incurred in connection with such actions,
as determined by Owner, shall be paid out of the Operating Account. Agent shall properly assess and collect
from each Tenant or the Tenant Deposit the cost of repairing any damages to a Rental Unit arising during the
Tenant's occupancy.
4.4 The Agent will ensure that the Property is maintained and repaired in accordance with the Owner's
specifications and any relevant state and local health and building codes.The Agent shall, at Owner's expense,
maintain the Property in a decent, safe,and sanitary condition. The Agent will ensure that the site will be kept
in a condition acceptable to the Owner, including but not limited to cleaning, painting, decorating, plumbing,
carpentry, grounds care, and such other maintenance and repair work as may be necessary. The following
provisions will apply:
(a) Special attention shall be given to preventive maintenance.
(b) Subject to Owner's prior written approval, Agent shall contract with qualified independent
contractors for the maintenance and repair of major mechanical systems, and for the
performance of extraordinary repairs beyond the capability of regular maintenance personnel.
Prior to commencement of any work Agent shall obtain appropriate written evidence of such
contractor's liability and worker's compensation insurance.
3
(c) Agent shall systematically and promptly receive and investigate all service requests from
Tenants, take such action thereon as may be justified, and keep records of the same.
Emergency requests shall be serviced on a 24-hour basis. Complaints of a serious nature shall
be reported to Owner after investigation. At Owner's request, Owner shall receive all service
requests and the reports of action thereon.
(d) Agent shall take such action as may be necessary to comply with any and all orders and
requirements of federal, state, county, and municipal authorities and of any board of fire
underwriters, insurance companies,and other similar bodies pertaining to the Property.
(e) Except as otherwise provided in this Section, Agent is authorized to purchase, at Owners
expense,all materials,equipment,tools, appliances, supplies and services necessary for proper
maintenance and repair.of-the Property. Agent shall obtain°bids for all contracts, materials,
supplies, utilities, and services exceeding$1,000.00 for those items that can be obtained from
more than one source. Agent shall secure and credit to Owner all discounts, rebates, or
commissions obtainable with respect to purchase, service contracts, and all other transactions
on owner's behalf.
(f) Notwithstanding the foregoing; the prior written approval of Owner will be required for any
contract that exceeds one year in duration, or expenditure that exceeds$5,000.00 in any one
instance for labor,materials,or otherwise in connection with the maintenance and repair of the
Property, except for emergency repairs involving manifest danger to persons or property, or
• -....required-to-avoid-suspension.-of any-necessary-servicerta the-Property:_,. ..._. .................................,_ . ._.._..T.
(g) In the event of emergency repairs, Agent shall notify Owner promptly, and in no event later
than 72 hours from the occurrence of the event.
4.5 Agent shall make arrangements for water, electricity,gas, fuel, oil, sewage, and trash disposal,vermin
extermination,decoration of common areas, laundry facilities,telephone services,and other necessary services
in connection with the Property. Subject to Owner's prior written consent as may or may not be required in
Article 4,Agent shall make such contracts as may be necessary to secure such utilities and services.
4.6 Disbursements from the Operating Account shall be made in accordance with the Operating Budget. In
the event that the balance in the Operating Account is at any time insufficient to pay disbursements due and
payable,Agent shall promptly inform Owner of the fact and Owner may then remit to Agent sufficient funds to
cover the deficiency. In no event shall Agent be required to use its own funds to pay such disbursements or be
liable for any losses,costs,or damages arising out of Owner's failure to cover the deficiency.
4.7 Operating Budget.
(a) Agent shall prepare a recommended annual operating budget and projected rental rates for the
Property for each Fiscal Year during the term of this Agreement.Agent shall submit the annual
operating budget to Owner at least 90 days before the beginning of such Fiscal Year. The
proposed budget shall be subject to approval by Owner. Owner shall inform Agent of any
changes incorporated in the approved operating budget within 45 days after receipt from
Agent.
(b) The annual operating budget shall include a schedule of recommended rents to be charged for
each Rental Unit, including recommended Rent increases with respect to Lease renewals and
new Leases. The recommended rents shall be in compliance with the Property Requirements,
including consideration of changes in median family income and utility allowances.
(c) In preparing each proposed annual Operating Budget, Agent shall use its best efforts to take
into account anticipated increases in real estate taxes, utility charges,and other operating costs.
To the extent feasible,Agent shall support anticipated increases in real estate taxes and utility
charges with written evidence or documentation.
(d) At the same time Agent prepares the annual Operating Budget,Agent shall prepare for Owner's
approval an assessment of the capital needs of the Property for the coming year and for the
two years following the coming year.
(e) Agent shall make no expenditures in excess of the amounts in the approved operating budget,
for each line item of operation expense itemized,without the prior written approval of Owner,
except as permitted pursuant to Article 4 for emergency repairs involving manifest danger to
persons or property,or required to avoid suspension of any necessary services to the Property.
4.8 Escrow and Tax Payments; Property Tax Exemption: - If required by the terms of a morteaee
encumbering the Property, Agent shall make monthly escrow payments required under the mortgage loan for
the purpose of funding insurance,tax, and such other reserve or escrow accounts from funds collected. Agent
shall promptly present tax bills and insurance premium notices to the escrow agent for payment and shall
- ,-furnish-Owner-w#th-evidence of timely-payment-of such-taxes and insurance premiums;and of timely-payment--- - -
of mortgage and escrow payments.
4.9 Agent shall acquire and keep in force at Owner's expense any and all licenses and permits required for
the operation of the Property as rental housing.
4.10 Agent shall prepare and provide reports reasonably required by the Owner(such as monthly occupancy
reports, Property's balance sheets, monthly budgeted and actual income and expense reports, and tenant
eligibility reports,etc.)
4.11 Agent shall establish and maintain a system of records, books, and accounts in a manner reasonably
satisfactory to the Owner. Agent shall establish Tenant files containing copies of Leases, certification forms,
notices, and other documentation reasonably required by Owner. All records,files, books, and accounts shall
be subject to examination at reasonable hours upon reasonable notice by any authorized representative of
Owner.
Article 5: Management Authority
5.1 Agent's authority is expressly limited to the provisions contained herein. Owner expressly withholds
from Agent any power or authority to make any structural change in the Property or to make any other major
alterations or additions in or to the Property or fixtures or equipment therein, or to incur any expense
chargeable to Owner other than expenses related to exercising the express powers granted to Agent by the
terms of this Agreement,without the prior written consent of Owner.
•
5
5.3 Agent shall comply fully with all federal, state, county, municipal and special district laws, ordinances,
rules, regulations, and orders relative to the leasing, use, operation, repair, and maintenance of the Property.
Agent shall promptly remedy any violation of any such law, ordinance, rule, or regulation which comes to its
attention and shall notify Owner by the end of the next business day after Agent becomes aware of any
violation for which Owner may be subject to penalty. Agent shall take no action so long as Owner is contesting
or has affirmed its intention to contest any such order or requirement.
5.4 In the performance of its obligations under this agreement,the Agent will comply with the provisions of
any Federal, State, or local Fair Housing law prohibiting discrimination in housing or employment on the
grounds of race, color, religion, sex, familial status, National origin, or handicap, and other nondiscrimination
laws such as Title VI of the Civil Rights Act of 1964 (Public law 88-352, 78 Stat. 341), Section 504 of the
Rehabilitation Act of 1973, and the Age Discrimination Act of 1975, and the Americans with Disabilities Act, as
applicable.
5.5 Agent shall maintain as confidential any financial information obtained from or about Owner,even after
termination of this Agreement.
Article 6: Insurance and Indemnification
6.1 Except as expressly provided to the contrary herein, the obligations and duties of Agent under this
Agreement shall be performed as agent of Owner, but Agent shall be personally liable for its breaches of this
Agreement and for damages and costs(including reasonable attorney fees) resulting from Agent's negligence or
---- _—misconduct: _
6.2 Insurance.
(a) Agent shall obtain and keep in force such forms and amount of insurance as required by the
Owner with insurance companies satisfactory to Owner. Such insurance shall include but is not
limited to, fidelity insurance, workers compensation insurance, insurance against physical
damage (e.g.,fore and extended coverage endorsement, boiler and machinery,etc.)and against
liability for loss (including loss of income due to business interruption), damage, or injury to
property or persons which might arise out of the occupancy, management, operation or
maintenance of any part of the Property. Agent shall provide a copy of such insurance policies
to Owner.
(b) Agent shall be named as an additional insured while acting as agent for Owner in all liability
insurance maintained with respect to the Property.
(c) Agent shall investigate and promptly furnish to Owner full written reports of all accidents,
claims,and potential claims for damages relating to the Property,and shall cooperate fully with
Owner's insurers,regardless of whether the insurance was arranged by Agent or others.
(d) Agent shall furnish whatever readily available information is requested by Owner for the
purpose of obtaining insurance coverage, and shall aid and cooperate in every reasonable way
with respect to such insurance and any loss.
6.3 Indemnification
6
(a) To the extent permitted by law, Agent agrees to defend, indemnify and save harmless teh
Owner from and against all claims, investigations, and suits with respect to (i) any alleged or
actual violation of state or federal labor, discrimination or other laws pertaining to agent's
employees, it being expressly agreed and understood that as between Owner and Agent, all
persons employed in connection with the Property are employees of Agent, not Owner; or (ii)
Agent's breach of this Agreement or its negligence or misconduct.
(b) To the extent permitted by law, Owner agrees to defend, indemnify, and save harmless Agent
from and against all claims, investigations and suits in connection with the Property, provided
that such claims, investigations and suits are attributable to bodily injury, sickness, disease, or
death,or to injury to or destruction of tangible property, and such claims and suits arise,or are
alleged to arise, in whole or in part out of any negligent act or omission of Owner, its officers,
employees, or agents. Owner agrees to"include Agent as an additional insured in Owner's
public liability policy with respect to the Property, but only while Agent is acting as real estate
manager for Owner under this Agreement. Owner shall provide Agent with a certificate of
insurance evidencing such iiabiiity insurance and providing not less than ten days' notice to
Agent prior to cancellation.
(c) The indemnity obligations contained in this Agreement shall survive the termination of this
Agreement.
Article 7: Owner's Right to Audit
7.1 Owner reserves the right to conduct or Lo appoint others to conduct examinations,at Owner's expense,
without notification, of the books and records maintained for Owner by Agent and to perform any and all
additional audit tests relating to Agent's activities hereunder.
7.2 Should Owner's employees or appointees discover either weaknesses in internal control or errors in
record keeping, Agent shall correct such discrepancies either upon discovery or within a reasonable period of
mite. Agent shah infoa i Owner in writing of the action taken to correct such audit discrepancies.
Article 8: Remittance of Funds
8.1 Agent shall deposit immediately upon receipt all Rents, Gross Rents, Gross Collections and other funds
collected from the operation of the Property, including any and all advance funds, in a bank account approved
by Owner. Such account shall be in the name of the Agent for the benefit of Owner.
8.2 Agent shall deposit immediately upon receipt all Tenant Deposits in a separate bank account approved
by Owner. Such account shall be in the name of the Agent for the benefit of Owner.The amount of each Tenant
Deposit shall be held by Agent in an account, separate from all other accounts and funds. Interest on Tenant
Deposits shall be paid according to State law and Agent shall maintain detailed records of all Tenant Deposits
and such records shall be open for inspection by Owner's employees or appointees.
8.3 Any disbursements made by Agent pursuant to this Agreement shall be made out of the Operating
Account,except as otherwise designated as expenses of the Agent. Owner agrees to make necessary operating
funds available to Agent. Agent shall not be obligated to make any advance to the Operating Account or to pay
any amount except out of funds in the Operating Account, nor shall Agent be obligated to incur any
extraordinary liability or obligation unless Owner shall furnish Agent with the necessary funds for the discharge
7
thereof. If Agent shall voluntarily advance any amount of its own funds on behalf of Owner for the payment of
any obligation or necessary expense connected with the maintenance or operation of the Property or
otherwise,Owner shall reimburse Agent therefore within a reasonable time after demand.
8.4 Notwithstanding any of the foregoing provisions or any similar provisions that follow,the prior written
approval of the Owner will be required for any expenditure which exceeds $5,000.00 in any one instance for
litigation involving the project,or labor, materials,or otherwise in connection with the maintenance and repair
of the Property (including withdrawals from the replacement reserve to fund maintenance and repair of the
Property). This limitation is not applicable for recurring expenses within the limits of the Operating Budget or
emergency repairs involving manifest danger to persons or property,or that are required to avoid suspension of
any necessary service to the project. In the tatter event, the Agent will inform the Owner of the facts as
promptly as possible.
Article 9: Agent Compensation
The Owner agrees to pay Agent $0,000/month as cuiiipeiisation for the services set Furth in this Agreement.
The Owner shall pay this amount to the Agent not later than the fifteenth (15) day of month following the
month upon which the amount was calculated unless otherwise agreed by the parties.
Article 10:Termination
10.1 This Agreement shall be terminated automatically and immediately upon destruction, condemnation,
�.._ _.h..,.—or transfer of ownership of the Property by Owner: y,.,. .._..._....__...._..._._ .... .._
10.2 This Agreement may be terminated by mutual written consent of Agent and Owner
10.3 This Agreement shall terminate upon the occurrence of any of the following circumstances,which shall
be considered a default:
(a) The filing of a voluntary or involuntary petition of bankruptcy in the United States Bankruptcy
Court by either Owner or Agent;
(b) The failure of Agent to perform,keep,or fulfill any of its duties or to comply with the covenants,
undertakings,obligations,or conditions set forth in this Agreement,and the continuance of any
such default for a period of 30 days after written notice of such failure (except in the event of
Agent's misconduct,in which case no notice shall be required).
(c) The failure of Owner to make available sufficient funds to maintain the Property in compliance
with applicable state and local laws, and such failure to provide funding continues for a period
of 30 days after Agent provides Owner with written notice of the need for such funds.
Upon any such event of default, the non-defaulting party may, without prejudice to any other recourse at law
that it may have,give to the defaulting party notice terminating this.
10.4 Within five days after the termination of this Agreement, Agent shall close all accounts and pay the
balances or assign all certificates of deposit regarding the Property to owner. Within ten days after the
termination of this Agreement, Agent shall deliver to Owner all plans and surveys of the Property in its
possession and all books and records, keys, reports, files, Leases, contracts, and all other written material and
8
property concerning the Property. Within 30 days after the termination of this Agreement,Agent shall submit
to Owner all reports required under Section 4.14 hereof to the date of such termination,and Agent and Owner
shall account to each other with respect to all matters outstanding as of the date of termination. Upon Owner's
request, Agent shall assign to Owner all contracts requested by Owner concerning the Property,to the extent
permitted by such contracts, and shall cooperate (at no expense to Agent)with Owner in connection with the
transition to a new manager.
10.5 Upon termination of this Agreement for any reason, Agent shall deliver to Owner immediately upon
termination(or upon Agent's subsequent receipt or acquisition)the following with respect to the Property:
(a) Any Tenant Deposits or other monies belonging to Owner held by Agent on Owner's behalf;and
(b) All records, contracts, Leases, receipts for deposits, unpaid bills, and other papers or
documents relating to the Property.
Article 11:Miscellaneous
11.1 Special Power of Attorney. Owner authorizes Agent as attorney-in-fact for Owner to enter into and
execute Leases and rental agreements with respect to the Property on forms approved by Owner, to coiled
rents and other funds due Owner in Agent's name on Owner's behalf, and to establish and make deposits into
and withdrawals from the Tenant Deposit Account and the Operating Account in accordance with the terms of
this Agreement.
11.2 Entire Agreement. This Agreement constitutes the entire Agreement between Agent and Owner, and
no amendment, alteration, modification, or addition to this Agreement shall be valid or enforceable unless
expressed in writing and signed by the parties hereto and unless such amendment,alteration, modification, or
addition has been consented to in writing by the HUD.
11.3 Waiver. The waiver of any of the terms and conditions of this Agreement on any occasion or occasions
shall not be deemed as waiver of such terms and conditions on airy future occasion.
11.4 Illegality. If any provision of this Agreement shall prove to be illegal, invalid or unenforceable, the
remainder of this Agreement shall not be affected thereby.
11.5 Relationship. Nothing contained in this Agreement shall be construed to create a relationship of
employer and employee between Owner and Agent, it being the intent of the parties hereto that the
relationship created hereby is that of an independent contractor. Nothing contained herein shall be deemed to
constitute the Owner and Agent relationship as a partnership or joint venture.
11.6 Governing Law. This Agreement shall be governed by and interpreted in accordance with the laws of
the state of Florida.
11.6 Successors and Assigns. This Agreement shall inure to the benefit of and constitute a binding obligation
upon Owner and Agent and their respective successors and assigns; provided, however, that Agent shall not
assign this Agreement or any of its duties hereunder,without the prior written consent of Owner.
11.7 No Third-Party Beneficiaries. Nothing in this Agreement is intended to benefit any person or entity other
than Owner or Agent and this Agreement shall not be construed to provide any other persons or entities with
9
any rights or remedies against the parties. No one other than Owner or Agent shall be entitled to rely on the
implementation or enforcement of any term of this Agreement.
11.8 Consent - Whenever in this Agreement the consent or approval of Agent or Owner is required, such
consent or approval shall not be unreasonably withheld or delayed. Such consent shall be in writing and shall
be duly executed by an authorized officer or agent for the party granting such consent or approval; provided,
however, notwithstanding anything in this Agreement to the contrary, if such consent or approval would be
required for Agent to comply with the Requirements,Agent shall not be responsible for a failure to comply with
the Requirements as a result of Owner's refusal or unreasonable delay to so consent or approve.
11.9 Cooperation- If any claims, demands, suits, or other legal proceedings that arise out of any of the
matters relating to this Agreement be made or instituted by any person against either Owner or Agent, Owner
or Agent shall give to each other all pertinent information and reasonable assistance in the defense or other
disposition thereof,at its sole expense.
MBCDC:Barclay LLC
By Miami Beach Community Development
Corpora ion, Inc.,i _ managing Member
11 L f
By:WI% '± _.L C� - Date:
.Sietature�
r.� �.__ ___ .�,. --� `��1. -+r-,.•'-_ y—mod etc-a – a-- _,. .... ,,., �.
Print name and title
By Miami Beach Community Development
Corgi• .i• ,Inc.
By: s -. kr Date: R J l i '(
•S nature
-,T)CLY12 EYak ‘ >`'t
Print name and title
10
•
COMPANY AFFIDAVIT
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE)
BEFORE ME, the undersigned authority, personally appeared Cornell Crews ("Affiant"), who,
being first by me duly sworn,deposes and says:
1. THAT Affiant is the Chairman of Miami Beach Community Development Corporation, Inc. a
Florida not-for-profit corporation(the"Company").
2. THAT Miami Beach Community Development Corporation, Inc., a Florida not-for-profit
corporation is the Manager and Sole Member of MBCDC: The Barclay LLC, a Florida limited
liability company(the"LLC").
3. THAT as of the date of this Affidavit, the Company and the LLC are active and in good standing
under the laws of the State of Florida.
4. THAT the Company and LLC have full power and authority to sign and deliver to City of Miami
Beach, a Florida municipal corporation (the "Buyer") the Warranty Deed, Bill of Sale, Closing
Affidavit, and such other documents required to consummate the sale of the property set forth in
Exhibit"A",to the City.
5. THAT the LLC is a member managed company and as Chairman of the Manager and Sole
Member,Affiant is authorized to bind the LLC.
6. THAT neither the LLC nor Company have ever been the subject of a bankruptcy proceeding.
7. THAT the sale has been made in compliance with Section 617.1202,Florida Statutes.
8. THAT the Bank, Old Republic Title Insurance Company ("Title Company") and Suzanne A.
Dockerty P.A. as agent for Title Company, shall be fully protected in relying on this Affidavit,
and shall be indemnified for any claims, expenses, or loss resulting from the honoring of any
signature hereby certified,or refusing to honor any signature not so certified.
Affiant further states that he is familiar with the nature of an oath and what the penalties provided
by the laws of the State of Florida are for falsely swearing to statements made in an instrument of this
nature, and Affiant further certifies that he has read, or has heard read to him, the full facts of this
Affidavit and understands its contents.
[NO FURTHER TEXT/SIGNATURE PAGE FOLLOWS]
•
•
MBCDC: The Barclay LLC,a Florida
limited liability company
By: Miami Beach Community Development
Corporation, Inc., a Florida not-for-profit corporation, its
Manager and Sole Member
(BCor'ell Crews,Chairman
Attest: •' LA
By:Belkis Beatriz Cuenca-Barberio,Executive
Director
State of Florida
'County of Miami-Dade County
g g acknowledged before me this a U day of January, by Cornell Crews,
foregoing instrument was y ry, y ,
Chairman, Miami Beach Community Development Corporation, Inc., Manager and Sole Member of MBCDC:
The Barclay LLC, and attested by Belkis Beatriz Cuenca-Barberio, Executive Director who [j are personally
known to me or [ have produced a driver's licenses as identificati
WIWI/ !ad,/
[Notary Seal] Notary Public
Printed Name:
2e::16.t, GISELA NANSON TORRES My Commission Expires:
MY COMMISSION#EE 150933
-'111' EXPIRES:April 6,2016
�lq ` ° Bonded Thru Budget Notary Services
Exhibit"A"
Legal Description
Lot 2, and the Southerly 20 feet of Lot 1, in Block "H" of Plat of Re-Subdivision of Blocks
"G", "H", "J", and "K" of the Ocean Front Property of the Miami Beach Improvement
Company, according to the Plat thereof,as recorded in Plat Book 6,Page 102,of the Public
Records of Miami-Dade County, Florida, the said Southerly portion of said Lot 1 being
more particularly described as follows:
Being at the Southeast corner of said Lot 1, in Block "H"; thence Northerly along the
Easterly line of aforesaid Lot 1,(Westerly line of Park Avenue) for a distance of 20 feet to a
point; thence Northwesterly along a line parallel to and 20 feet North of the North line of
Lot 2 of said Block "H" for a distance of 214 feet, more or less to the most Westerly line of
said Lot 1, (East line of Washington Avenue); thence South along Westerly line of said Lot
1, (East line of Washington Ave), for a distance of 21.5 feet, more or less, to the
Northwesterly corner of said Lot 2; thence Southeasterly along the Northeasterly line of
said Lot 2; thence Southeasterly along the Northeasterly line of said Lot 2 for a distance of
206 feet,more or less,to the Point of Beginning.
Also known as: 1940 Park Avenue,Miami Beach,FL 33139
Prepared by:
Return to:
AFFIDAVIT
State of Florida
County of Miami-Dade:
BEFORE ME, the undersigned officer, duly authorized to administer oaths and
take acknowledgements, personally appeared Belkis B. Cuenca a/k/a Belkis Beatriz
Cuenca-Barberio, who being by me first duly sworn, deposes and says as follows:
1. The undersigned is the Executive Director of MIAMI BEACH COMMUNITY
DEVELOPMENT CORPORATION, a Florida not-for-profit corporation
("MBCDC"), who is the manager and sole member of MBCDC; NEPTUNE, LLC,
a Florida limited liability company("Seller"), which entity is selling to the CITY
OF MIAMI BEACH, Florida, a municipal corporation organized and existing under
the laws of the State of Florida ("City") property located at 1632 Meridian
Avenue, Miami Beach, Florida 33139, known as the Neptune Apartments
("Property") and more particularly described as follows:
Lot 5, Block 49, of Lincoln Subdivision, according to the Plat thereof, as recorded
in Plat Book 9, Page 69, of the Public Records of Miami-Dade County, Florida
a/k/a 1632 Meridian Avenue, Miami Beach, Florida 33139
2. The undersigned is the Executive Director of MIAMI BEACH COMMUNITY
DEVELOPMENT CORPORATION, a Florida not-for-profit corporation
("MBCDC"), which is the manager and sole member of MBCDC: THE BARCLAY
LLC, a Florida limited liability company ("Seller"), which entity is selling to the
CITY OF MIAMI BEACH, Florida, a municipal corporation organized and existing
under the laws of the State of Florida ("City"), property located at 1940 Park
Avenue, Miami Beach, Florida, known as Barclay Apartments, which
property is more particularly described in Exhibit "A", attached hereto and
incorporated herein by reference.
3. The undersigned has signed all purchase and sale documents, including all
closing documents, under the name of Belkis Beatriz Cuenca-Barberio; however,
affiant is also known as Belkis B. Cuenca, as shown on her identification, and
they are one and the same person.
4. Affiant further states that she is familiar with the nature of an oath, and with the
penalties as provided by the laws of this state for falsely swearing to statements
made in an instrument of this nature and further certifies that she has read, or
has had read to him/her, the full facts of this affidavit, and understands its
context.
5. This affidavit is given for the purpose of clearing any possible question or
objection to the title to the above referenced property and, for the purpose of
inducing Suzanne A. Dockerty, P.A. and Old Republic National Title
Insurance Company to issue title insurance on the subject property, with the
knowledge that said title companies are relying upon the statements set forth
herein. Affiant hereby holds Suzanne A. Dockerty, P.A. and Old Republic
National Title Insurance Company harmless and fully indemnifies same
(including but not limited to attorney's fees, whether suit be brought or not, and at
trial and all appellate levels, and court costs and other litigation expenses) with
respect to the matters set forth herein.
FURTHER AFFIANT SAYETH NAUGHT.
Rec
Be kis B. Cuenca a/k/a Belkis Beatriz Cuenca-Barberio
SWQRN TO AND SUBSCRIBED before me in the County and State aforesaid this
day of w40.' 2015 by Belkis B. Cuenca a/k/a Belkis Beatriz Cuenca-Barberio,
who is personally known or `( has produced a dri er's license as identification.Oh:0'
(Notary Seal) NOTARY PUBLIC
STATE OF FLORIDA
My Commission Expires:
";:Y•:;e40 GISEIA NANSON TORRES
} * MY COMMISSION#EE 150933
{,,'� •>,;. EXPIRES:April 6,2016
ja Banded Thru Budget Notary Services
�OFf��
s.-..,.^"tY'.,x,�;':,.,^.S';:;�C:vw;.«,:xaxx�.7•.:asamr^n�xe..,..wnv,-,e:«..,»w.,b...,»:.-....w-... .,......_..............
IEs
Exhibit A
tqt
Legal Description
£
it
3£
y�y
Lot 2,and the Southerly 20 feet of Lot I,in Block"H"of Plat of Re-Subdivision of Blocks"G","H","J",and"K"of
the Ocean Front Property of the Miami Beach Improvement Company,according to the Plat thereof,as recorded in
Plat Book 6, Page 102,of the Public Records of Miami-Dade County,Florida,the said Southerly portion of said Lot 1
being more particularly described as follows:
Being at the Southeast corner ofsaid.Lot 1,in Block"H";thence Northerly along the Easterly line of aforesaid Lot I, 1
(Westerly line of Park Avenue)for a distance of 20 feet to a point;thence Northwesterly along a line parallel to and 20
feet North of the North line of Lot 2 of said Block"1-1" fora distance of 211 feet, more or less to the most Westerly
line of said Lot I,(East line of Washington Avenue);thence South along Westerly line of said Lot I,(East line of
Washington Ave),fora distance of 2.1.5 feet,more or less,to the Northwesterly corner of said Lot 2;thence
Southeasterly along the Northeasterly line of said Lot 2;thence Southeasterly along the Northeasterly line of said Lot
2 for a distance of 206 feet, more or less,to the Point of Beginning.
3
1
f t
j£
g 3
RR {�
a S
G I
£
i3
p
f )S
1:9
£
Closing Affidavit
(Seller)
Before me, the undersigned authority,personally appeared the undersigned ("Affiant"),who being by me first duly sworn,
on oath,depose(s)and say(s)that:
1. MBCDC: The Barclay LLC, a Florida limited liability company ("Seller"), is the owner of and is selling the
following described property to City of Miami Beach,a Florida municipal corporation ("Buyer"),to wit:
Lot 2, and the Southerly 20 feet of Lot 1, in Block "H" of Plat of Re-Subdivision of Blocks "G", "H", "J",
and "K" of the Ocean Front Property of the Miami Beach Improvement Company, according to the Plat
thereof, as recorded in Plat Book 6,Page 102,of the Public Records of Miami-Dade County;Florida,the said
Southerly portion of said Lot 1 being more particularly described as follows:
Being at the Southeast corner of said Lot 1, in Block "H"; thence Northerly along the Easterly line of
aforesaid Lot 1, (Westerly line of Park Avenue) for a distance of 20 feet to a point; thence Northwesterly
along a line parallel to and 20 feet North of the North line of Lot 2 of said Block "H" for a distance of 214
feet, more or less to the most Westerly line of said Lot 1, (East line of Washington Avenue); thence South
along Westerly line of said Lot 1,(East line of Washington Ave),for a distance of 21.5 feet,more or less,to the
Northwesterly corner of said Lot 2; thence Southeasterly along the Northeasterly line of said Lot 2; thence
Southeasterly along the Northeasterly line of said Lot 2 for a distance of 206 feet, more or less,to the Point of
Beginning.
2. The above described property is free and clear of all liens,taxes,encumbrances and claims of every kind,nature and
description of record whatsoever, except for mortgage or mortgages, if any, described in the Deed and except for
real estate and personal property taxes for the year 2015, which are not yet due and payable, and except as set forth
in the title commitment from Old Republic Title Insurance Company, Fund File No. 01-2014-110816, having an
effective date of January 15,2015.
3. To the best of Seller's knowledge, there have been no improvements, alterations, or repairs since acquisition by the
Seller to the above described property for which the costs thereof remain unpaid,that there are no claims for labor or
material furnished for repairing or improving the same,which remain unpaid since the acquisition by Seller,and that
there are no mechanic's, materialmen's, or laborer's liens since acquisition by Seller against the above described
property.
4. There have been no documents recorded in the Public Records of Miami-Dade County, Florida subsequent to
January 15, 2015, which affect title to the Property and Seller has not entered into any contracts for the sale,
disposition or leasing of the Property since said date except as may have been disclosed to SUZANNE A.
DOCKERTY,P.A.in writing,and Seller has no knowledge of any matter affecting title to the Property.
5. To the best of Seller's knowledge, the personal property contained in the building on said property, or on the said
premises,and which, if any, is being sold free and clear of all liens,encumbrances,claims and demands whatsoever,
except for those UCC-1 financing statements listed on the Old Republic National Title Insurance Company
Commitment, Fund File No. 01-2014-110816 or listed with the Florida Secured Transactions Registry. The Seller
knows of no violations of Municipal or County Ordinances pertaining to the above described property, except as
disclosed in the Old Republic National Title Insurance Company Commitment,Fund File No. 01-2014-110816 and
the attached lien search. No judgment or decree has been entered in any court in this State or the United States
against said Seller which remains unsatisfied. There are no persons other than Seller in possession of the above
described property.
6. Seller agrees that in the event the current real estate or personal property taxes vary in amount from the figures used
in making the prorations used in closing the transfer and conveyance of the above described property to said buyers,
then a new proration and a correct and proper adjustment will be made upon demand.
7. To the best of Seller's knowledge, there are no matters pending against the Seller that could give rise to a lien that
would attach to the property between the effective date of commitment and the recording of the interest to be
insured. Seller has not and will not execute any instruments that would adversely affect the interest to be insured.
File Number:«Closing» DoubleTime
8. Seller's title to, and possession and enjoyment of, the property have been open, notorious, peaceable and
undisturbed,and have never been disputed nor questioned.
9. There are no disputes concerning the boundary lines of the property.
10. Affiant has received no notice of any public hearing regarding assessment for improvements or changes in
applicable zoning laws concerning said property within the past ninety(90)days.
11. To the best of Seller's knowledge,there are no actions or proceedings now pending in any State or Federal Court to
which the Seller is a party, including but not limited to, proceedings in bankruptcy, receivership or insolvency, nor
are there any judgments, bankruptcies, liens or executions of any nature which constitute or could constitute a
charge or lien upon said property.
12. To the best of Seller's knowledge,there are no unrecorded easements, claims of easement or rights-of-way affecting
all or any portion of the property.
13. Seller understands that Section 1445 of the Internal Revenue Code provides that a Buyer of a United States real
property interest must withhold tax if the Seller is a foreign person. To inform the Buyer that withholding of tax is
not required upon purchase of the above described property, Seller certifies the following:
a. Seller is not a nonresident alien individual, foreign corporation, foreign partnership, foreign trust or foreign estate
for purposes of United States federal income taxation.
b. Seller's U.S.Taxpayer Identification Number is 20-8918816.
c. Seller's address is: 945 Pennsylvania Ave,Miami Beach,FL 33139.
d. No other persons or entities have an ownership interest in the above described property.
Seller understands the Buyer of the described property intends to rely on the foregoing representations in connection
with the United States Foreign Investment in Real Property Tax Act. (FIRPTA). Seller understands this certification may
be disclosed to the Internal Revenue Service by the Buyer and that any false statements contained in this certification
may be punished by fine, imprisonment or both. Seller has the authority to sign this affidavit as either individual Seller
or on behalf of an entity Seller. Under penalties of perjury, Seller states that this declaration was carefully read and is
true and correct.
14. This affidavit is given for the purpose of clearing any possible question or objection to the title to the above
referenced property and, for the purpose of inducing SUZANNE A. DOCKERTY, P.A. and Old Republic
National Title Insurance Company to issue title insurance on the subject property, with the knowledge that said
title companies are relying upon the statements set forth herein. Seller hereby holds SUZANNE A. DOCKERTY,
P.A. and Old Republic National Title Insurance Company harmless and fully indemnifies same (including but
not limited to attorneys'fees,whether suit be brought or not,and at trial and all appellate levels, and court costs and
other litigation expenses) with respect to the matters set forth herein. "Affiant", "Seller" and "Buyer" include
singular or plural as context so requires or admits. Seller further states that he/she is familiar with the nature of an
oath and with the penalties as provided by the laws of the United States and the State of Florida for falsely swearing
to statements made in an instrument of this nature. Seller further certifies that he/she has read,or heard read,the full
facts of this Affidavit and understands its context.
Closing Affidavit(Seller)-Page 2
File Number:«Closing» DoubleTime
Under penalties of perjury,I declare that I have read the foregoing Affidavit and that the facts stated in it are true.
MBCDC: The Barclay LLC,a Florida limited
liability company
By:Miami Beach Community Development Corporation,
Inc.,a Florida not-for-profit corporation,its Manager and
Sole Me ber
y: C i ,•11 Cr> s,Chairman
Attest:
- -
By:Belkis Beatriz Cuenca-Barberio,Executive Director
State of Florida
County of Miami-Dade
The foregoing instrument was acknowledged before me this 327 day of January, 2015 by Cornell Crews,Chairman,
Miami Beach Community Development Corporation, Inc., Manager and Sole Member of MBCDC: The Barclay LLC, and
attested by Belkis Beatriz Cuenca-Barberio,Executive Director who [_-] are personally known to me or[)(have produced a
driver's licenses as identification.
[Notary Seal] Notary Public
Printed Name:
.1':PUe(i GISELA NANSON TORRES
z ;•••• My Commission Expires:
t, MY COMMISSION#EE 150933
�''°,i it-"
EXPIRES:April 6,2016
d>1.4OF F10... ;+e Bonded Thru Budget Notary Services
•
Closing Affidavit(Seller)-Page 3
File Number:«Closing» DoubleTime
1 CITY
0 CONVENTION CENTER DRIVE, BEACH F33139-1824
BEACH
i!!!:1:::11
Telephone(305)873-7420
January 28,2015
Property Address: 1940 PARK AVE STATEMENT#98 INT
FOLIO NO: 02-3234-016-0110
Percentage of Ownership of the unit towards Condo elements:I
*/All releases are aood ONLY for 3p dells. If not Wald b date additionMal fees will incur. Releases are aood undo,. 2127/15 •
ENTIRE PROPERTY
THIS IS TO CERTIFY THAT THE FOLLOWING MUNICIPAL LIENS OR ASSESSMENTS ARE DUE AND PAYABLE AGAINST:
MIAMI BEACH IMPROVEMENT CO OCEANFRONT PROP RESUB PB 6-102LOT 2 8,SW2OFT LOT 1 BLK HLOT SIZE 150.000 X 1750R 13518-337 1287 1COC 25591-1002 04 2007 6
Charge Type ; cou :S rVice_ •Due: ;j#tiu>tt; . s' Tfte st ' �rditl_ { �:..1 4 I.. 4•�li,•. $!nbe..,.1,1:''Y"Akin)- .ei •Date.%.,_ .• !Due • . ,L'-' 5 Fees - •x,__9?� _l ,'t Y ,ht�:,.1=
1)UTILITY BILL: I I '
503730-01 01/20/15 $6,907.38'
2)DEMOLITION& -„ 1 $0.00'
BOARDING-UP LIENS : _.._.._.......i_.........._._.._.I I
3)RESORT TAX LIENS*• ;Contact Richard Ajami at 305-673-6373 for information on below.; _ $0.00':•:•:•.•:•:•:•:':•:•:•:•:•:•:•1
4)CITY BILLS i s $O.00;:•:':•.•:•:-:-::':•:':-:':':•1
I 1 i• i
1
i 1 i
1 5)SPECIAL MASTER• `JC11000871* THE BARCLAY,INC. I $19,100.00!~ —$11.00! $19,111.00:•:•:-.•.•....•.•.•.•,....•.•.1
-THE BARCLAY LLC ' $94,045.441 ' $11.00
;3610000145 _— , $94,056.44 :::::::::::: ;::::;:::�
JB12000035 'THE BARCLAY LLC $76773.64' $22.00• $76,795.64. :-.-:•:•:•:-:•:•:-:•:':.;:
JB15000082* MBCDC:THE BARCLAY LLC $100.00. $100.001.: • :':'.': -':•:'?
:Y ' i*CASE NOT IN LIEN STATUS ` I !
WO','1"' t.'3" : '�� .I'.t :1 hi;+r:'•fO + -.r gi`rr..t!? �'. - 'Wf-+ :.:4. r•• t F - t z ';'�.. . ,_ - "• t�... . :
� ''�±!!"r� ,,-�!r ,<f» ,�..r�i.� ;� t .r,.,„i; ,,ar,.r >x 1:.v r;}`..° C; k T l4. ti.:� ,::::':.,i.,_,'::-.=.1--
5,,'rz � r A r
n `! /`1•'. 1+r i. t i ,..�� d rt i 4 4 f,t °1,x r tl::,- Wkr a . ;,. ,f y. ^..S
i S.XC?.g J M+ �...5.tss,y, ,�t_1�1,� 3s 1� G I f'=_ A:(i SI ti':2�( tk ...x� ,�-'t s�r •I � - �'.-c .>. �i i�t•�:�;
'��'• ':1,"..:` ..z.+, t��"tist ,�•i - ,sat•a TI 4,:>`t�- iv4- s$f.`-e „�a s 7',^4.ifslt ^3.;f,,,er ;.s e-i.:: . '+vi•r-.` re Ki ,..v,. - . Y,1�:
' �/... �� srS` + ...-SX`� 9 lh'r ..t. �i . t� ,�.ss , -p �. ��^
(.? :, j:��r_� .-�;z_.i'•s ,. ,t�.t .5_.i.r A.S:i� rl.'<•,x�:�N e..., f.,ai.1 �tl ._ :'~{ .... .� ,_ .f.....y s �i_t7, �•�.. �t�,_}:.1 i. .`r
i
i I
_.._........ - .. ._ .. -- .!.-....._._._.. _... -........._._ _.__._....... --I ......_.._...........
�'
6)SPECIAL ASSESSMENT 1
t- ,"•••.....•••••••••••••••••..
, 1 , ! . .. .
7)PERMITS,CERTIFICATE OF` BL950894 ;BARCLAY PLAZA HOTEL _(.._.. _ ._.i..._._._.__.-..__...._.i..___.__...._.__$275.00; ::::::' ::::::
USE LICENSES I I
i
,
, i i i :I
I
8)OTHER Contact Building Department for further information.305-673-7610 ntact Code Co t 305-673-7555 '•'•••••••"••'
BV11000978* ! l ! i j i S0:00;::•; :;:' :::. ::::]
BV09000255' i i $0.00I.•...:•::•;.IAN.• ':.•I
:BV15000218• . -•--._._._. I _ $o.00i:••:•:•:•:•:•:•:•:•:•:•:•:•:F
-CE14012115• 1 I.[ 1 $0.01)1 :•:•:•:•:•:•:•:•:•:•:•:•:•:•i
BR100360**. € I ;{ __... ..... - -•
_.. _.._ _.... _.._..._.__._._...._..
'
iBREV140167*** 1 I $312.06•:':•:':•:•:•:•:•:•:•:•:•:•;.:,
CE15004562* $0.00:-::•:•::•:•:•:•:•::•::•:•:
•...............
...............
.. . ..........•
TOTAL AMOUNT DUE $197,645.46•:•••••••••••••:•••:SO.AO•
•If needed call phone#(305)673-7181 ••if needed call phone#(305)673-7447
ADDITIONAL BILLS MAY BE DUE FROM DATE OF LAST REGULAR READING TO DATE OF FINAL READING.ALL DELINQUENT CHARGES BEAR A PENALTY
OF 10%.RECORDED LIENS BEAR INTEREST AT 12%PER ANNUM.UNPAID AND/OR DELINQUENT CHARGES TOGETHER WITH ALL PENALTIES IMPOSED
THEREON,SHALL REMAIN AND CONSTITUTE SPECIAL ASSESSMENT LIENS AGAINST THE REAL PROPERTY.
NOTICE-SHORT TERM RENTALS OF LESS THAN SIX MONTHS AND ONE DAY ARE NOT PERMITTED IN SINGLE FAMILY HOMES,AND IN ZONING DISTRICTS THAT DO NOT
PERMIT HOTEL USES.SEE SECTIONS 142-906(b)(6)AND 142-1111,MIAMI BEACH CITY CODE.
I hereby certify that this Lien Statement Is a true and accurate reflection(as of the date of this Lien Statement)of those Liens and For City Bills(per the files
of the City of Miami Beach Finance Department)due and owing the City of Miami Beach regarding the subject property.
C _ig. ,
if
FERNANDO PESTANA,FINANCIAL ANALYS
r7�
SUBCRIBED AND SWORN TO before me this o'1 da•o Q UlQ 2015.
_tiVow.____-
41:?,. r _ g,t mss ^3 !,,;.
—..011111111 r' DE COUNTY 1::`;,'°,--J. : .!17
`) .. t• I
MIAMI BEACH
City of Miami Beach
Interest In Real Property
Internal Use Only
Not Valid for Commercial Title Search
This document serves as constructive notice of the
City of Miami Beach's interest in the real property identified below.
Property Address : 1940 PARK AVE
Parcel : 0232340160110
MIAMI BEACH IMPROVEMENT CO OCEANFRONT PROP RESUB PB 6-102LOT 2&SW2OFT
LOT 1 BLK HLOT SIZE 150.000 X 1750R 13518-3371287 1COC 25591-1002 04 2007 6
Search performed by finapesf of City of Miami Beach on Wed Jan 28 09:07:58 PST 2015
Tracking Number:1045261
(LIEN 1 of 7)
.. Mater:. -� .. ,� ...- ,...•. -
Y
Case Number: JC15000082
Balance Due: $100.00 )(
Name: MBCDC:THE BARCLAY LLC
(LIEN 2 of 7)
Special Master. _
Case Number: JC11000871
Balance Due: $19,100.00 x
Name: THE BARCLAY, INC. ?C
(LIEN 3of7) i
Special master--:_ =__ -�'L - .
Case Number: JB10000145
Balance Due: $92,953.10
Name: THE BARCLAY LLC
(LIEN 4 of 7)
_ =-1`r�`- �:;;r : - .. -..
_ SS-"ecial Master
Case Number: JB12000035
Balance Due: $75,786.89 k
Name: THE BARCLAY LLC
(LIEN 5of7) -
Licensing: -. . .
Name: BARCLAY PLAZA HOTEL
Balance Due: $0.00
This report prepared and delivered via ConduitsTM,a service from Net Assets Corporation
City of Miami Beach
Interest In Real Property
(LIEN 6 of 7)
Licensing • • z
Name: M BCDC:THE BARCLAY LLC
Balance Due: $0.00
(LIEN 7 of 7)
.":FieCOrded Liet! ": t7 ;:
Book Page: 29330/3349
Original Lien Amt: $0.00
Date Recorded: 10/01/2014
Satisfaction Date: • NA
Balance: $0.00
t
(UTILITY 1 of 1)
(nS (3O° () 3
_ . ..„, .....,..,. _ . .,
Account Number: 503730-01
Customer Number: 08785538 v
Invoice Due Date: 01/20/2015 1"
Balance Due: $6,907.38
Permits of Record:
Case Number f?c; Permit Status . Dalt .1 Expired Date 11; Balance
time issued for permit has
B1205877 09/27/2012 03/20/2013 09/01/2014
ceased $0.00
Remodeling to elevator machine room
BCU1100957 application denied 08/12/2011 NA 08/12/2011 $0.00
66 Apartment Units/1940 PARK AVENUE
BE132439 plans approved 06/04/2013 06/04/2013 02/01/2015 $0.00
Rnw BE120975/Replacement permit BE102008,5 panels electrical recertification correction(40 year),Rasie electrical service for 40
Yr.. Remove all electrcal equip.New life saftey Fire alarm
BE140182 plans approved 10/16/2013 10/16/2013 09/01/2014 $0.00
B1205877/Electrical for elevator machine room
BEL10894 plans approved 10/08/1990 11/30/1990 NA $0.00
ANNUAL ELEVATOR INSPECTION D-5094
BEL30894 plans approved 10/01/1992 11/17/1992 09/30/1993 $0.00
ANNUAL ELEVATOR INSPECTION D-5094
BEL40894 plans approved 10/01/1993 11/04/1993 09/30/1994 $0.00
ANNUAL ELEVATOR INSPECTION D-5094
BEL20894 plans approved 10/01/1991 02/24/1992 09/30/1992 $0.00
ANNUAL ELEVATOR INSPECTION D-5094
This report prepared and delivered via ConduitsTM,a service from Net Assets Corporation
City of Miami Beach
Interest In Real P
'Cmsmmomber � Aiii•rovidflit4: uafiv pmlamcci!
BR100360 |v���onoauou,booem�oonu� 09/07/2010 NA |NA $400.00
. .
RECERTIFICATION OF BUILDING 40 YEAR OLD'MIAMI DADE COUNTY CODE Ordinance Section 8-11(f). /`
8REV1401e7 submitted application 10/22/2013 NA NA $312.0e
RSVN to BE132439 Replace/repair existing time worn electrica branch circuits.To units
Bv090002ee permit active 1200/2008 12/30/200e NA $0.00
FAILURE TO COMPLY WITH THE REQUIRED RECERTIFICATION OF BUILDING 40 YEAR OLD-MIAMI DADE COUNTY CODE
Ordinance Section 8-11(f).
BV11000e78 permit active 08/02/2011 08/02/2011 NA $0.00
.
NOTICE OF VIOLATION ISSUED.OPERATING AS APPARTMENT OCCUPANCY(R2)PERMANENT RESIDENT WITHOUT
CERTIFICATE OF OCCUPANCY/USE.NEED TO OBTAIN APPROVED CERTIFICATE OF OCCUPANCY/USE TO OPERATE AS
APPARTMENT OCCUPANCY(R2)PERMANENT RESIDENT.
BV15000218 permit active 12/12/2014 12Y12/2014 NA $0.00
NOTICE OF VIOLATION ISSUED.As per Miami-Dade‘County Section 8-5 the Building Official has the authority to deem and declare
the property as an UNSAFE STRUCTURE.EMERGENCY DEMOLITION ORDER IS ISSUED.Property needs to be demolished within
7 days.
Code Violations:
CAmw'Nmmier I . ��umx���p `�� ��+ p'w '- �w� ����z � » ��mn�w��• �� �� .
-^� '�rJ*1��` ' =�"°'���= �� '.~� ^� /�� ' `
Cs/ann4amu |*o�veCoan | $0.00
/ ^'
F�uo�no over Qmwnsu�e�aroypmpa�' `
OE14012115 /Gone uz Spec Mmz $0I0
P.M violation-trash-debris-ovegrowth-stagnant water-throughout the property-poo needs to be maintained-pool doors need to be fixed
in a workmanlike manner-Hand deliver vio to 945 Penn Ave-violation was signed by Vice Pres-Karl Kennedy-305-538-0030-
CE13011315 Complaint Invalid-Complaint Closed $0.00
LOUD MUSIC UNIT#304 10/1/13 No report from PD received therefore changed status to Invalid
reason invalid-PD R.Thomas/710
GRAND TOTAL:����'���.��
.
NOTE FOR CONDOMINIUMS
The above figures are for the specific unit requested.There may be additional charges for the common areas not listed
above. In order to obtain this information, please email your request to Customer Service at raulsoria@miarnibeachfI.gov or
fax to 305-604-2428.
This report prepared and delivered via ConduitsTM,a service from Net Assets Corporation �0��
Bill of Sale
This Bill of Sale,made on January Jof3 ' ,2015,between MBCDC: The Barclay LLC,a Florida limited liability
company ("Seller"),and City of Miami Beach,a Florida municipal corporation ("Buyer").
Witnesseth, that Seller, in consideration of the sum of TEN DOLLARS ($10.00)and other good and valuable consideration
paid to Seller by Buyer, receipt and sufficiency of which is hereby acknowledged, delivers, grants, bargains, sells and
transfers forever to Buyer the following goods and chattels,to wit:
As per the Real Estate Sales Contract
Said property being located at:
Lot 2,and the Southerly 20 feet of Lot 1, in Block "H" of Plat of Re-Subdivision of Blocks "G", "H", "J",and
"K" of the Ocean Front Property of the Miami Beach Improvement Company,according to the Plat thereof,as •
recorded in Plat Book 6, Page 102, of the Public Records of Miami-Dade County, Florida, the said Southerly
portion of said Lot 1 being more particularly described as follows:
Being at the Southeast corner of said Lot 1, in Block "H"; thence Northerly along the Easterly line of aforesaid
Lot 1, (Westerly line of Park Avenue) for a distance of 20 feet to a point; thence Northwesterly along a line
parallel to and 20 feet North of the North line of Lot 2 of said Block"H" for a distance of 214 feet,more or less
to the most Westerly line of said Lot 1,(East line of Washington Avenue); thence South along Westerly line of
said Lot 1, (East line of Washington Ave), for a distance of 21.5 feet, more or less, to the Northwesterly corner
of said Lot 2; thence Southeasterly along the Northeasterly line of said Lot 2; thence Southeasterly along the
Northeasterly line of said Lot 2 for a distance of 206 feet,more or less,to the Point of Beginning.
Also known as: 1940 Park Avenue,Miami Beach,FL 33139
Seller covenants to Buyer that Seller is the lawful owner of the said goods and chattels; that they are free from all
encumbrances; that Seller has good right to sell that property, and that Seller will warrant and defend the sale of said
property,goods and chattels unto the Buyer against the lawful claims and demands of all persons whomsoever.
"Seller" and "Buyer" shall be used for singular or plural, natural or artificial, which terms shall include the heirs, legal
representatives,successors and assigns of Seller and Buyer whenever the context so requires or admits.
MBCDC:The Barclay LLC,a Florida limited
liability company
By: Miami Beach Community Development Corporation,
Inc.,a Florida not-for-profit corporation, its Manager and
Sole Me is ber
A; ('.2
By: Cor ell Crews,Chairman
Attest k212, 0
By:Belkis Beatriz Cuenca-Barberio,Executive Director
DoubleTime
State of Florida
County of Miami-Dade
The foregoing instrument was acknowledged before me this day of January,2015 by Cornell Crews,Chairman,
Miami Beach Community Development Corporation, Inc., Manager and Sole Member of MBCDC: The Barclay LLC, and
attested by Belkis Beatriz Cuenca-Barberio, Executive Director who L] are p-rsonall known to me or y have produced a
driver's licenses as identification. �
✓, r . a‘401
[Notary Seal] Notary Public
Printed Name:
AY PV
,o`".•..6% GISELA NANSON TORRES My Commission Expires:
�_ * MY COMMISSION#EE 150933
u�u_•• EXPIRES:April 6,2016
44,op v,ep Bonded Thru Budget Notary Services
Bill of Sale-Page 2 DoubleTimew
Prepared by and return to:
Suzanne A.Dockerty
Attorney at Law
SUZANNE A. DOCKERTY,P.A.
110 Merrick Way Suite 3-B
Coral Gables,FL 33134
File Number: 247174-3
[Space Above This Line For Recording Data]
Warranty Deed
This Warranty Deed made this 3�� day of January, 2015 between MBCDC: The Barclay LLC, a Florida
limited liability company whose post office address is 945 Pennsylvania Ave, Miami Beach, FL 33139,grantor, and City
of Miami Beach, a Florida municipal corporation whose post office address is 1700 Convention Center Drive, Fourth
Floor,Miami Beach,FL 33139,grantee:
(Whenever used herein the terms "grantor" and "grantee" include all the parties to this instrument and the heirs, legal representatives, and assigns of
individuals,and the successors and assigns of corporations,trusts and trustees)
Witnesseth, that said grantor, for and in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) and other
good and valuable considerations to said grantor in hand paid by said grantee, the receipt whereof is hereby acknowledged,
has granted, bargained, and sold to the said grantee, and grantee's heirs and assigns forever, the following described land,
situate, lying and being in Miami-Dade County,Florida to-wit:
Lot 2, and the Southerly 20 feet of Lot 1, in Block"H" of Plat of Re-Subdivision of Blocks "G", "H", "J",and
"K" of the Ocean Front Property of the Miami Beach Improvement Company,according to the Plat thereof,as
recorded in Plat Book 6, Page 102, of the Public Records of Miami-Dade County, Florida, the said Southerly
portion of said Lot 1 being more particularly described as follows:
Being at the Southeast corner of said Lot 1,in Block "H"; thence Northerly along the Easterly line of aforesaid
Lot 1, (Westerly line of Park Avenue) for a distance of 20 feet to a point; thence Northwesterly along a line
parallel to and 20 feet North of the North line of Lot 2 of said Block"H" for a distance of 214 feet, more or less
to the most Westerly line of said Lot 1, (East line of Washington Avenue); thence South along Westerly line of
said Lot 1,(East line of Washington Ave), for a distance of 21.5 feet, more or less, to the Northwesterly corner
of said Lot 2; thence Southeasterly along the Northeasterly line of said Lot 2; thence Southeasterly along the
Northeasterly line of said Lot 2 for a distance of 206 feet,more or less,to the Point of Beginning.
Parcel Identification Number:02-3234-016-0110
Together with all the tenements,hereditaments and appurtenances thereto belonging or in anywise appertaining.
To Have and to Hold,the same in fee simple forever.
And the grantor hereby covenants with said grantee that the grantor is lawfully seized of said land in fee simple; that the
grantor has good right and lawful authority to sell and convey said land;that the grantor hereby fully warrants the title to said
land and will defend the same against the lawful claims of all persons whomsoever; and that said land is free of all
encumbrances,except taxes accruing subsequent to December 31,2014.
In Witness Whereof,grantor has hereunto set grantor's hand and seal the day and year first above written.
Signed,sealed and delivered in our presence:
DoubleTim?
In Witness Whereof,grantor has hereunto set grantor's hand and seal the day and year first above written.
Signed,sealed and delivered in our presence:
MBCDC:The Barclay LLC,a Florida limited
liability company
By:Miami Beach Community Development Corporation,
Inc.,a Florida not-for-profit corporation,its Manager and
)34/liit ./a/;03
Sole Member
Witness Name: 60cifrf,lnicov y: Cor ..11 Vews,Chairman
d)AJAci„, II / Attest:'
Witness Name: COL'. ' L r1- ( ���k GLA,.
By: Belkis Beatriz Cuenca-Barberio,Executive Director
State of Florida
County of Miami-Dade County
The foregoing instrument was acknowledged before me this 30 day of January,2015 by Cornell Crews,Chairman,
Miami Beach Community Development Corporation, Inc., Manager and Sole Member of MBCDC: The Barclay LLC, and
attested by Belkis Beatriz Cuenca-Barberio, Executive Director who L] are personally known to me or have produced a
driver's licenses as identification.
( / 4fi )7 , L
[Notary Seal] Notary Public
Printed Name:
°`•.�. GISELANANSpNTORRES My Commission Expires:
oi ., MY COMMISSION#EE 150933
"1!!�"-f' EXPIRES:April 6,2016•
�4.0F sloe Bonded Thru Budget Notary Services
Warranty Deed-Pa2e 2 DoubleTime®
"As-Is" Property Condition
Acknowledgment
Seller: MBCDC: The Barclay LLC,a Florida limited liability company
Buyer: City of Miami Beach,a Florida municipal corporation
Property: 1940 Park Avenue,Miami Beach,FL 33139
Closing Date: January 30,2015
Loan Number:
File Number: 247174-3
Buyer hereby certifies that Buyer has investigated the adequacy and conditions of the above referenced
property and is satisfied with the "as-is" condition. Buyer is aware that Buyer is purchasing the property without
the benefit of a warranty.
The above is certified to be true and correct. Buyer shall include singular or plural as the context so
requires or admits.
1. The property is encumbered by the following existing code violations,which appear in the public
records,for which the Buyer shall assume responsibility:
a. Violation No.BV11000978 recorded in O.R.Book 28841,Page 2831;
b. Violation No.BV09000255 recorded in O.R.Book 29022,Page 3966; and
c. Violation No.BV11000978 recorded in O.R.Book 29330,Page 3349;
2. Additionally,pursuant to the lien search,dated January 28,2015,attached hereto as Exhibit"A",the
Buyer shall assume responsibility for any open code and building violations set forth therein,as
follows:
a. JC11000871;
b. JB10000145;
c. JB12000035;
d. JB15000082;
e. BV 15000218;
f. CE14012115;
g. BR100360;
DoubleTime®
h. BREV 140167;and
CE 15004562.
City of Miami Beach,a Florida municipal corporation
By: ti 1-
J. y L. orales,City Manager
(Corp.I ate Seal)
APPROVED AS TO
FORM & LANGUAGE
& OR XECUTION
2.01
City Attorney Dote
DoubleTime®
I II IIIHIN111111111101 1111111111111111111111
CFN 2013R0770519
OR Bk 28841 Ps 2831; (1Ps)
RECORDED 09/27/2013 09:06:39
BEFORE THE SPECIAL MASTER HARVEY RUVIN► CLERK OF COURT
IN AND FOR THE CITY OF MIAMI-DADE COUNTY, FLORIDA
MIAMI BEACH,FLORIDA LAST PAGE
Special Master Case#: JB12000035
Department Violation#: BV11000978
Owner/Agent: THE BARCLAY LLC
Property Owner: THE BARCLAY LLC .
VIOLATION: Miami Beach City Code Chapter 14,Sections 14-401 and 14-403
Property Address: 1940 PARK AV MBCH
Legal Description: MIAMI BEACH IMPROVEMENT CO OCEANFRONT PROP RESUB PB 6-102LOT 2&SW2OFT LOT 1 BLK
150.000 X 1750R
13518-337 1287 1C0C 25591-1002 04 2007 6
This cause came on to be heard ex-parte, as provided by F.S. 162.09 and Miami Beach City Code Section 30-77,
before the Special Master, based upon an Affidavit of Noncompliance, evidencing that the above-referenced violation(s)still
exists,and that this Special Master's prior Order has not been complied with,therefore,it is: -
ORDERED AND ADJUDGED:
1: A fine of$150.00 a day for each day of noncompliance shall begin July 16,2013,pursuant to a prior Special
Master Order.
The Clerk of the Special Master is directed to record a certified copy of this Order in the Public Records of Miami-
Dade County,Florida,at which time this Order shall become a LIEN upon all real or personal property owned by the violators.
The amount of the lien, along with costs, interest and attorneys fees, shall corgi t4f ftaiRIDAti1 satisfied by full payment.
After 3 months from the date of filing of said lien, if unpaid, the City AttomODUTIINCiE EADErized to foreclose upon said
lien. The Clerk of the Special Master,
City of Miami Beach, Florida,does •
•
Done and ered as of -' 1 2013. hereby certify that the above and
foregoing is a true and correct copy
of the original thereof on file In
ABRAHAM LAESER this office.
As Special Master for the City of Miami Beach •at►� •. my •-nd nd fflcl 20- I this
State of Florida Cynthia eves
County Of Miami-Dade) ss Clerk o the Spe Ioi Master
The foregoing instrument was acknowledged before me on It 5 -, 2013, by
ABRAHAM L SER ,;e�►�'t�'t 'gp cial Master for the City of Miami Beach,F1ori ,who is personally known tome
z ? �;CV � ii
an
i
who id not oa �Q,\';5•••°.•
CYN L. NEVES,totitirubDea c§:, o=
State of Florida ---.-- .0CP ' c
This instrument prepared by`:;1C �Ccov' J cbl°Attorney, 1700 Convention Center Dr.,Miami Beach,FL 33139.
• Copy furnished to: THE BARC ,gyy, y ��\'
•
•
Rnnk7RR41/paria7Rg1 r__PKIIi9f11qf177f 1 A pant 1 of 1
i 111!!1 11111 11111 IIII IIIIt III11 llfll I I II1!
CFtot 20 1 4RO09 337
OR Bk 29022 Fs 3966; (1ps)
RECORDED 02/07/2014 09:48:21
BEFORE THE SPECIAL MASTER HARVEY RUVIN, CLERK OF COURT
IN AND FOR THE CITY OF MIAMI-DADS COUNTY, FLORIDA
MIAMI BEACH,FLORIDA - LAST PAGE
Special Master Case#: JB10000145
Department Violation#: BV09000255
Owner/Agent: THE BARCLAY LLC
Property Owner: THE BARCLAY LLC
VIOLATION: Miami Beach City Code Chapter 14,Sections 14-401 and 14-403
Property Address: 1940 PARK AV MBCH
Legal Description: MIAMI BEACH IMPROVEMENT CO OCEANFRONT PROP RESUB PB 6-102LOT 2&SW2OFT LOT 1 BLK
150.000 X 1750R
13518-337 1287 1COC 25591-1002 04 2007 6
This cause came on to be heard ex-parte, as provided by F.S. 162.09 and Miami Beach City Code Section 30-77,
before the Special Master,based upon an Affidavit of Noncompliance,evidencing that the above-referenced violation(s) still
exists,and that this Special Master's prior Order has not been complied with,therefore,it is: •
ORDERED AND ADJUDGED:
1: A fine of$200.00 a day for each day of noncompliance shall begin December 12,2013,pursuant to Special
Master Order of December 12,2013.
The Clerk of the Special Master is directed to record a certified copy of this Order in the Public Records of Miami-
Dade County,Florida,at which time this Order shall become a LIEN upon all real or personal property owned by the violators.
The amount of the lien,along with costs,interest and attorneys fees, shall contineM:lrWEPAatisfied by full payment.
After 3 months from the date of filing of said lien, if unpaid,the City Attorney' h3�Yrffu ed t foreclose upon said
lien. a Cie of the pecf a master,
• City of Miami Beach, Florida,does
p hereby certify that the above and
Done . �Sa :-red:s of ,2013. foregoing is a true and correct copy
of the original thereof on file in •
this office.
ABRAHAM LAESER .itness my h-iv and official sea this
As Special Master for the City of Miami Beach ' •y O'►:. /, 20
_._.. .Dravtiiilia1I . :
State of Florida Cynthia Neves
County of Miami-Dade) ss
�j'�1- .• rk of the Special Master
..
,• , -'-. dg 1 2013, by •
The foregoing instrument; � pw�ed ed before me on
ABRAHAM LAESER aeral te,Ir ti ity of Miami Beach,Florida,who is personally known to me
and who did not ath. ,I
' Lit
CYNTHI t �Ft Public
State o� , Ory
04 ep
This htianentxre areiil4 Dffice of the City Attorney, 1700 Convention Center Dr.,Miami Beach,FL 33139.
Copy furgishet�rt E 1 Q4I AY LLC
Rnnk7Q1177/PanalCIAR r.Fi\1 7n1AnnowIR7 paria 1 of 1
CFN:20140680463 BOOK 29330 PAGE 3349
DATE:10/01/2014 08:13:49 AM
HARVEY RUVIN,CLERK OF COURT, MIA-DADE CTY
BEFORE THE SPECIAL MASTER
IN AND FOR THE CITY OF
\i.TAIVI1•BEACH,FLORIDA
Special Master Case#: JB12000035
Department Violation#: BVl 1000978
• LLC
Own.er/A ent: THE BARCLAY L
g L
Property Owner: THE BARCLAY LLC
VIOLATION: Miami Beach City Code Chapter 14,Sections 14-401 and 14-40;
Property Address: 1940 PARK AV MBCH w ,N.z.;,. e J. z „' :
Legal Description: MIAMI BEACH IMPROVEMENT CC)OCEANFRONT PROP RESL]3 PB 6-102LOT 2&SW2OFT LOT 1 BLI,
150.000 X 17508
13518-337 1 2 8 1 0 2 5 9 1-1 0 0 2 0 0 6 7
This cause came on to be heard ex-parte, as provided by F.S. 162.09 and Miaini Beach City Code Section 30-77,
before the Special.Master, based upon an.Affidavit of Noncompliance, evidencing that the above-referenced violation(s)still
exists,and that this Special Master's prior Order has not been complied with,therefore,it is:
ORDERED AND ADJUDGED:
I: A fine of$250.00 a day for each day of noncompliance shall begin August 25,2014, pursuant toy a prior
Special Master Order.
The Clerk of the Special Master is directed to record a certified copy of this Order in the Public Records of 1bEialni-
Dade County, Florida,at which time this Order shall become a LIEN upon all rear or personal property owned by the violators.
The amount of the lien, along with costs; interest and attorneys fees, shall contiAtgptocictqmpAil satisfied by Lull payment.
After 3 months tin Ile date of filing of said lien, if unpaid, the City Attorne,MOtiwedqiggErized to toreclose upon said
lien. Th.e Clerk of the Special Master,
-,. ,,..„---,, 4,..,..., .--) City of Mlaml Beach, Florida,asses
Done at.: Ld, of ..� f)}- 4. 20 1,I; hereby certify that the above
._._.__ ,.- and
IfQregoing is a true and correct copy
of the original:therebf on file in -
N' QUE ZA • A this office.
s •pecial M e for the City or Miami Beach ,./A) js my n an official segilithIS
State of Florida. .k.:::„. \,.
--b—
County of.Miami-Dade) s • Ci rk 'N-1e Speclo,1 Master
4/
The toregoins instrument Was' acknowledged befbre one on 7 6 , 2014, by
ENRIOU \.iv1ORA ,as Speclill Master:or the City of Miami Beach,Florida;who is personally known to me
a ai Who did.not tike amc3'ah. : .
�1 •Y•
1,i t ' - 1 • �•;; yF-' CYNTHIA!..NEYES
Z c E:iiiI0C1:1;i FFAIEeP1r°1;Fiari�la CYNTHIA•L° NEVIS,Note '.� ,o. .li: =M4,20tS State of Florida ., �� . 82��
-may'"5 �."L1ti._. .. '.: ,:.... -.... ..::;::-. :.x ..• .-..1. ..._.
1"hi5r):Mil.een�, r3 by: 0 lice oi•the City Attorney, 1700 Convention Center.Dr., Miami:Beach,FL 33139.
C96 irtiis ,tor. tkARCT:,AY LLC i ,.;,....... .....„-.,c..:.---.z,. -..,..,_,..T.;,,
v
[,: .INCORP tor,
CITY OF MIAMI BEACH
CA1700 CONVENTION CENTER DRIVE,MIAMI BEACH FL 33139-1824
Telephone(305)673-7420
January 28,2015
Property Address: 1940 PARK AVE STATEMENT#98 INT
FOLIO NO: 02-3234-016-0110
Percentage of Ownership of the unit towards Condo elements:[ • (
I
X911 releases are aood ONLY for 3_0_days. If not paid by due date additional fees will incur. Releases are Good up tom, f, .2127115 . •
ENTIRE PROPERTY
THIS IS TO CERTIFY THAT THE FOLLOWING MUNICIPAL LIENS OR ASSESSMENTS ARE DUE AND PAYABLE AGAINST:
MIAMI BEACH IMPROVEMENT CO OCEANFRONT PROP RESUB PB 6-102LOT 2&SW2OFT LOT 1 BLK HLOT SIZE 150.000 X 175OR 13518-337 1287 1COC 25591-1002 04 2007 6
Charge Type f: co4itf 1 S i vfee =_ -Due: •'[ A�xr, S rife t ; Tdr•clin �- !al=. ' ,y�.'.•I-ttulnbe I'• t P od .,,.. .D$e. ,` . pu.ek,s .• �, "` Fees Due ' t "1,1 cjz
1)UTILITY BILL: • i : I 1- :.:. :_•..
503730-01 01120115 1 $6,907.38`:• .$6,.907,38;:•:•:::::::::::•:::-:::•:••,:::i
•
2)DEMOLITION& ' I 1 I $0,00-•_::::.:.:::::
BOARDING-UP LIENS : I
3)RESORT TAX LIENS n• :Contact Richard Ajaml at 305-6.73-6373 for information on below. _ f $0.00•:.:.:.:.:-:.•.::•:•:•:•:•: •,
4)CITY BILLS
! ------ - -: ---•---_••- ; I $0.00:':::::::::::::::
I I
• i I ; 1
5)SPECIAL MASTER. ;JC11000871' THE BARCLAY,INC. I $19,100.00? $11.001 $19,111.00_.:,::?::: :: :.:.:::•:'
JB10000145 THE BARCLAY LLC $94,045.44: . $11.00; $94,056.44
IJB12000035 THE BARCLAY LLC i $76,773.64i $22.00! $76 795.64; :•:•••:•:•:•::•:•:•JB15000082" .MBCDC:THE BARCLAY LLC $100.00' $100.00:•-:•::••:••:•:•. ••:•;•)
_ __.. `"CASENOTINLIENSTATUS ' -- - 1-- -- -__ ....___.__.._.—_-1T_______----•--.__.
s -. rte... _.7 s1 w 7 -.y-••y. r.r" }i, _•: !.:::.:,.•:•:::::::::::•:.::.::;
<.,,,,
(a. w rr Pt `�• r7 e i �� y"gyp.- ky' 1... '�j�n�. �x e -r e . t- \AC - a w r .
4:$06 iii. �- J9 F4S:.;1.,7 .iii-.1- E •',. _.,d- fie c7 ,Y.�. • ,V` .,+. '?a �'tc y ,r'f`'j- 1
.
-,..�- 2 '�. :yfr"z; :441,, /to;t •=q,'"—'-'-. - -r k r y, -:,,k z •c - E „�5 -,•t.� :. -, .R. ff t:t -' , , r a X G i,-t- �-— -fir '� c ti I -...41,(s.,,,.��•�u 'l ++,t.. j'v_ �' �,y �S "^'4a l it
`? ..° � •(''��. .. -G 8`V"•.. 5' b, `r�-,-� 'J'j y �,�S i r e `,� tat ^!'i,.,'�' �„;�,�:a`�''�44 r'r� lw�-�� ��+t
�t�: : �..,,-�: �`Sr '.,'a �i�3='•3 � t i F �!" �f"Tam .I:S:,S�i" � .�(_ i•�E� f7^ � � _
,, .,----
1 f- ✓1-,•-.. - ♦ i' F'e.]...-c-.. Qt _ Z -.w1, _ )_. F U' ,?"-3 •__F. i_'_ -t' a,f�_',i_1 _ .r_;=..,.
_.-._- ---*--_r.. _ .... __.--.__ ._.__.___._..._-__ -..___--__.__. ... __ .- ..---1- _.___..._.._- _. . .._.__ .
i I .......;...__..........- _-_--•__._....__—i� ........._..._._..__fie:s
6)SPECIAL ASSESSMENT _ _.._. ` _ ._. _._L._.: ..._ -- • - --1__._-..___...._I_ _. _- '$0_00:•,
7)PERMITS,CERTIFICATE OF BL950894 :BARCLAY PLAZA HOTEL $275.00 r. ...Q
USE LICENSES __ I.... _ __.. I
•
8)OTHER i•Contact Building Department for further information.305-673-7610 ;*Contact Code Compliance at 305-673-7555 i:•• ••••••••!
BV09000265• ; -"
---00265* ) $0.00' '1
y —__._ . .. E $0_00:•:•:•... .1
r _ .
CE14012115*- I:-:... _. t i_.. I $0.00; . ::..i
0R100360.." i. ._ _.. _ $400.00:•••:: :::::::::!
;BREV140167".. 1- .. - -- -.-.__. -- - - -
;
L i l $312.06-:•:-:•: .:!;:,:.•.:.::•:,:i
CE15004562" $0.00:•:•:•:•:......:•:•::•::•:•:
TOTAL AMOUNT DUE •$197,645.46::::�:�:�:�:�;::�:�;SO:Ofl.•
•If needed call phone#(305)673-7181 ••if needed call phone#(305)673-7447 —-'-`'_'"`-r'"` . '"1•'= '''t"
ADDITIONAL BILLS MAY BE DUE FROM DATE OF LAST REGULAR READING TO DATE OF FINAL READING.ALL DELINQUENT CHARGES BEAR A PENALTY
OF 10%.RECORDED LIENS BEAR INTEREST AT 12%PER ANNUM.UNPAID AND/OR DELINQUENT CHARGES TOGETHER WITH ALL PENALTIES IMPOSED
THEREON,SHALL REMAIN AND CONSTITUTE SPECIAL ASSESSMENT LIENS AGAINST THE REAL PROPERTY.
NOTICE-SHORT TERM RENTALS OF LESS THAN SIX MONTHS AND ONE DAY ARE NOT PERMITTED IN SINGLE FAMILY HOMES,AND IN ZONING DISTRICTS THAT DO NOT
PERMIT HOTEL USES.SEE SECTIONS 142-905(b)(5)AND 142-1111,MIAMI BEACH CITY CODE.
I hereby certify that this Llen Statement Is a true and accurate reflection(as of the date of this Lien Statement)of those Liens and For City Bills(per the files
of the City of Miami Beach Finance Department)due and owing the City of Miami Beach regarding the subject property.
,joy
FERNANDO PESTANA,FINANCIAL ANALYST/
¢e'1
SUBCRIBED AND SWORN TO before me this '' da of 4 1,1CtYL 2015.
WNW Ir ♦sr�.fib wa�.Y.,,,,,:-r ra.
��'!- �1 ):?Y' :; BAFJ3 RA],�'►.4.vv∎-: -�0-�
11111KIVIRLILMI: 111.01 •• 17.0R113*e•DE COUNTY Ej 1'f•'-'!'' `�. -. ''-r,.:1 b:
Y-1 �` tr:.7..�a,:It�;!_.. ,.. i% +t
:3
MIAMI BEACH
City of Miami Beach
Interest In Real Property
Internal Use Only
Not Valid for Commercial Title Search
This document serves as constructive notice of the
City of Miami Beach's interest in the real property identified below.
Property Address.: 1940 PARK AVE
Parcel : 0232340160110
MIAMI BEACH IMPROVEMENT CO OCEANFRONT PROP RESUB PB 6-102LOT 2 &SW2OFT
LOT 1 BLK HLOT SIZE 150.000 X 175OR 13518-337 1287 1COC 25591-1002 04 2007 6
Search performed by finapesf of City of Miami Beach on Wed Jan 28 09:07:58 PST 2015
Tracking Number:1045261
(LIEN 1 of 7) f
• "-Special Master: _4,. �.. Y:
Case Number: JC15000082
Balance Due:
$100.00 )(
Name: MBCDC:THE BARCLAY LLC
(LIEN 2 of 7)
Special Master .y: _.i; .
Case Number: JC11000871
Balance Due: $19,100.00 ?C.
Name: THE BARCLAY, INC.
(LIEN 3of7)
Special ilia z z _ r _.rK •:
Case Number: JB10000145
Balance Due: $92,953.10
Name: THE BARCLAY LLC
(LIEN 4 of 7)
zSpecial Master
Case Number: JB12000035
Balance Due: $75,786.89 k
Name: THE BARCLAY LLC
(LIEN 5of7)
Licensing - :.: _ , _ �: r. r :-
Name: BARCLAY PLAZA HOTEL
Balance Due: $0.00
This report prepared and delivered via ConduitsTM,a service from Net Assets Corporation
4/
City of Miami Beach
Interest In Real Property
(LIEN 6 of 7)
Licensing ]•-•:. . • .
Name: MBCDC:THE BARCLAY LLC
Balance Due: $0.00
(LIEN 7 of 7) •
. . . . _
! •'Recorded Lien
Book Page: 29330/3349
Original Lien Amt: $0.00
Date Recorded: 10/01/2014
Satisfaction Date: • NA
Balance: $0.00
Ircit666113 0°,610),, 0 3-C
(UTILITY I of 1)
..•. . - • • • .•:.• • • . •.•... •••.•,•••• • ,•,•••••••••,r,.••••••-7.••• •• •.•,.• . • .•; .
Account Number: 503730-01
Customer Number: 08785538 v
•
Invoice Due Date: 01/20/2015
•
Balance Due: $6,907.38
Permits of Record:
-Casi,Number Permit Sttus . ApphedDate ApiirOed Daft . xl?Yed:44-te Er_aldh0::
time issued for permit has
B1205877 09/27/2012 03/20/2013 09/01/2014
ceased $0.00
Remodeling to elevator machine room
BCU1100957 application denied 08/12/2011 NA 108/12/2011 $0.00
•
•
66 Apartment Units/1940 PARK AVENUE
BE132439 plans approved 06/04/2013 06/04/2013 02/01/2015 $0.00
Rnw BE120975/Replacement permit BE102008,5 panels electrical recertification correction(40 year),Rasie electrical service for 40
Yr.. Remove all electrcal equip.New life saftey Fire alarm
BE140182 plans approved 10/16/2013 10/16/2013 09/01/2014 $0.00
B1205877/Electrical for elevator machine room
BED 0894 plans approved 10/08/1990 11/30/1990 NA $0.00
ANNUAL ELEVATOR INSPECTION D-5094
BEL30894 plans approved 10/01/1992 11/17/1992 09/30/1993 $0.00
ANNUAL ELEVATOR INSPECTION D-5094
BEL40894 plans approved 10/01/1993 11/04/1993 09/30/1994 $0.00
ANNUAL ELEVATOR INSPECTION D-5094
BEL20894 plans approved 10/01/1991 02/24/1992 09/30/1992 $0.00
ANNUAL ELEVATOR INSPECTION D-5094
This report prepared and delivered via ConduitsTM,a service from Net Assets Corporation
City of Miami Beach
Interest In Real Property
'Case Number Nth-nitplitika AptillaDate Approved Date 71'=axplred Date -• Balance'. .
BR100360 violation case to be sent to court 109/07/2010 NA NA $400.00
RECERTIFICATION OF BUILDING 40 YEAR OLD-MIAMI DADE COUNTY CODE Ordinance Section 8-11(f). X
BREV140167 I submitted application 110/22/2013 I NA 1NA $312.06
RSVN to BE132439/Replace/repair existing time worn electrical branch circuits.To units
BV09000255 permit active 12/30/2008 12/30/2008 NA $0.00
FAILURE TO COMPLY WITH THE REQUIRED RECERTIFICATION OF BUILDING 40 YEAR OLD-MIAMI DADE COUNTY CODE
Ordinance Section 8-11(f).
BV11000978 permit active 08/02/2011 08/02/2011 NA $0.00 z
A
' NOTICE OF VIOLATION ISSUED.OPERATING AS APPARTMENT OCCUPANCY(R2)PERMANENT RESIDENT WITHOUT
CERTIFICATE OF OCCUPANCY/USE.NEED TO OBTAIN APPROVED CERTIFICATE OF OCCUPANCY/USE TO OPERATE AS
APPARTMENT OCCUPANCY(R2)PERMANENT RESIDENT.
BV15000218 permit active 12/12/2014 12/12/2014 NA $0.00
NOTICE OF VIOLATION ISSUED.As per Miami-Dade County Section 8-5 the Building Official has the authority to deem and declare
the property as an UNSAFE STRUCTURE.EMERGENCY DEMOLITION ORDER IS ISSUED.Property needs to be demolished within
7 days.
Code Violations:
Case Number • Code Vlolatlori'Pt4us I: 7 -4 Balance , •
CE15004562 Active Case $0.00
Ficus tree over grown at the rear of property
CE14012115 Gone to Spec Mstr $0.00
P.M violation-trash-debris-ovegrowth-stagnant water-throughout the property-pool needs to be maintained-pool doors need to be fixed
in a workmanlike manner-Hand deliver vio to 945 Penn Ave-violation was signed by Vice Pres-Karl Kennedy-305-538-0030-
CE13011315 1Complaint Invalid-Complaint Closed $0.00
LOUD MUSIC UNIT#304 10/1/13 No report from PD received therefore changed status to Invalid
reason invalid-PD R.Thomas/710
GRAND TOTAL:$195,559.43
NOTE FOR CONDOMINIUMS
The above figures are for the specific unit requested.There may be additional charges for the common areas not listed
above. In order to obtain this information, please email your request to Customer Service at raulsoria@miamibeachfl.gov or
fax to 305-604-2428.
This report prepared and delivered via ConduitslM,a service from Net Assets Corporation
4/
OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY
COMMITMENT
chedule A
Fund File Number: 01-2014-111'
Effective Date: / .P Agent's File Reference: Premium:
January 15,2015 @ :00 PM 1 247174-3
/
f
1. Policy or Policies to be issued: Proposed Amount of Insurance:
OWNER'S: ALTA Owner's Policy(06/17/06).(With Florida Modifications) $5,455,000.00
Proposed Insured: City of Miami Beach,a Florida municipal corporation
MORTGAGEE: N/A
2. The estate or interest in the Land described or referred to in this Commitment is FEE SIMPLE.
3. Title to the FEE SIMPLE estate or interest in the Land is at the Effective Date vested in:
MBCDC: The Barclay LLC,a Florida limited liability company
4. The Land referred to in this Commitment is described as follows:
Lot 2, and the Southerly 20 feet of Lot 1, in Block "H" of Plat of Re-Subdivision of Blocks "G", "H", "J", and "K" of
the Ocean Front Property of the Miami Beach Improvement Company, according to the Plat thereof, as recorded in
Plat Book 6,Page 102,of the Public Records of Miami-Dade County, Florida,the said Southerly portion of said Lot 1
being more particularly described as follows:
Being at the Southeast corner of said Lot 1, in Block "H"; thence Northerly along the Easterly line of aforesaid Lot 1,
(Westerly line of Park Avenue)for a distance of 20 feet to a point;thence Northwesterly along a line parallel to and 20
feet North of the North line of Lot 2 of said Block "H" for a distance of 214 feet, more or less to the most Westerly
line of said Lot 1, (East line of Washington Avenue); thence South along Westerly line of said Lot 1, (East line of
Washington Ave), for a distance of 21.5 feet, more or less, to the Northwesterly corner of said Lot 2; thence
Southeasterly along the Northeasterly line of said Lot 2;thence Southeasterly along the Northeasterly line of said Lot
2 for a distance of 206 feet, more or less,to the Point of Beginning.
OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY
400 Second Avenue South,Minneapolis,MN 55401,(612)371-1 1 11
Issuing Agent: Agent No.: 22264
Suzanne A.Dockerty P.A.
110 Merrick Way
Suite 3-B ��
Coral Gables, FL 33134 c
Agent's Signature
Suzanne A. Dockerty, P.A.
Form CF6-SCH.-A(rev. 12/10)(With Florida Modifications)
Page 1 of 4
OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY
COMMITMENT
Schedule B-I
Fund File Number: Agent's File Reference:
01-2014-110816 247174-3
I. The following are the requirements to be complied with:
•
1. •aymen o e consi.eration to,or for the account of,the grantors or mortgagors.
2. Instruments creating the estate or interest to be insured which must be executed,delivered and filed for reco••:
A. Warranty Deed from MBCDC: The Barclay LLC, a Florida limited liability company to e proposed
insured purchaser(s).
3. Record satisfaction of the mortgage from MBCDC: The Barclay LLC, a Florida limited liability 4mpany to City of
Miami Beach, a Florida municipal corporation dated July 5, 2011, and recorded in O.R. Bo s' 27747, Page 3717,
Public Records of Miami-Dade County,Florida.
4. Review certified copy of Articles of Organization and amendments thereto, if any, to v, ify who may sign for the
company as well as procedures to authorize such signatory. Further requirements m. be necessary upon review
thereof.(MBCDC: The Barclay LLC,a Florida limited liability company)
5. Review of a true and correct copy of regulations or operating agreement to verify , ho may sign for the company as
well as procedures to authorize such signatory. Further requirements may be ,cessary upon review thereof. If the
regulations or operating agreement is not produced, then all of the member of the limited liability company, or a
majority of the members if the number of members is substantial, mus execute an affidavit consenting to the
transaction. The affidavit shall establish the names of all the current , embers of the limited liability company.
(MBCDC: The Barclay LLC,a Florida limited liability company)
6. A determination should be made that the limited liability company ' not one of a family or group of entities. If it is,
then it should be determined that none of the other entities i, this family or group of entities is a debtor in
bankruptcy. The determination may be made by an affidavit ' the manager or managing member of the limited
liability company. In the event that one or more of the othe entities is a debtor in bankruptcy, Fund underwriting
counsel must approve the transaction before title is insures. (MBCDC: The Barclay LLC, a Florida limited liability
company)
7. A determination should be made that the member ex. uting the Deed is not a debtor in bankruptcy and has not been
a debtor in bankruptcy since becoming a membe of the limited liability company. if the LLC is a sole member
LLC, then a determination should be made the are no creditors who have acquired or are attempting to acquire
control of the LLC by executing on or attachi•! or seizing the member's interest in the LLC. These determinations
may be made by an affidavit of the member/executing the instruments to be insured. (MBCDC: The Barclay LLC, a
Florida limited liability company) j
8. If the limited liability company has elected to be governed by Ch. 605, F.S. by amending their operating agreement
pursuant to same,the following requirements apply: i)Recordation and review of a certified copy of the amendment
to the operating agreement, in a ordance with Sec. 605.1108(1)(b), F.S. ii) Recordation and review of a certified
copy of the statement of auth ity in accordance with Sec. 605.0302, F.S. iii) A determination must be made that a
certified copy of a statement f authority limiting the authority of,or a statement of authority granting authority of a
person to transfer real pr erty held in the name of the limited liability company, to one or more members or
managers has not been re orded pursuant to Sec. 605.0302, F.S. iv)A determination should be made that the person
executing the deed or ortgage has not become dissociated pursuant to Sec. 605.0302(11), F.S. (by filing a
statement of dissoci)ion), Secs. 605.0601, or 605.0602, F.S., nor has that person wrongfully caused dissolution of
the company. These determinations may be made by an affidavit of the person executing the instruments to be
insured.(MBCDC: The Barclay LLC,a Florida limited liability company)
9. Verified copy/of bylaws must be checked for any provisions as to the powers of the directors and officers and any
procedure elating to the transaction to be insured. (MIAMI BEACH COMMUNITY DEVELOPMENT
CORPORATION, INC.,a Florida not for profit corporation.)
10. Record resolution from the governing board consistent with the bylaws authorizing the transaction and specifying
e officers who are to execute the instrument to be insured to be attached to the instrument to be insured. ( AMI
BEACH COMMUNITY DEVELOPMENT CORPORATION,INC.,a Florida not for profit corporation.)
Form CF6-SCH.-B-I(rev. 12/10) I '3e
Page 2 of 4
I
OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY
COMMITMENT
Schedule B-I (Continued)
Fund File Number: Agent's File Reference:
01-2014-110816 247174-3
11. Com.li,i - • • - • -. -i i . . I , .S., from membership if the subject property constitute . or
substantially all of the assets of the corporate grantor.(MIAMI BEACH COMMUNITY DEV . •PMENT
CORPORATION,INC.,a Florida not for profit corporation.)
12. A determination must be made that there are no unrecorded special assessment liens or up. -corded liens arising by
virtue of ordinances, unrecorded agreements as to impact or other development fees p npaid waste fees payable to
the county or municipality,or unpaid service charges under Ch. 159,F. S.,or co ordinance.
13. Resolution by the City of Miami Beach, in compliance with all applicable ocedures, for purchasing the property to
be insured.
14. Affidavit to be executed by a knowledgeable person stating: here are no matters pending against the seller that
could give rise to a lien that would attach to the prope •etween the effective date of this commitment, and the
recording of the interest to be insured. 2)That the sel (s)have not and will not execute any instruments that would
adversely affect the interest to be insured.
15. A survey meeting The Fund's Title N s requirements must be furnished. If such survey reveals any
encroachments, overlaps, boundary li disputes, or other adverse matters, they will appear as exceptions in the
policy to be issued based upon this mmitment.
16. Closing funds are to be disb •ed by or at the direction of the Title Agent identified at bottom of Schedule A.
17. A search commencin: , ith the effective date of this commitment must be performed at or shortly prior to the
closing of this tra .:ction. If this search reveals a title defect or other objectionable matters,an endorsement will be
issued requiri I.that this defect or objection be cleared on or before closing.
18. Title A.!_, t is to record the insured instruments as soon as possible after closing.
19. If osing does not occur within six weeks of the effective date of this product, the memb4 mus, co, irm the
continued good standing of any buyer,seller or a•r _• . •• • • . •: . . :-- . . ,/2
Form CF6-SCH.-B-I continued(rev.05/10)
Page 3 of 4
OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY
COMMITMENT
Schedule B-II
Fund File Number: Agent's File Reference:
01-2014-110816 247174-3
II. Schedule B of the Policy or Policies to be issued will contain exceptions to the following matters unless the same are
disposed of to the satisfaction of the Company:
1. I feet -Eiens;entumbrances, adverse claims or other matters. if any,_create first ap Baring in th-e-Pubtic-Rwerds
or attaching subse ue ective Date hereof but prior to the date the Propo nd In re acquir s 5 0al
rec • covered by this Commitment.
2.a.General or special taxes and assessments required to be paid in the year 2014, and subsequent years.
b. of arties in .• . •-• •_ ' 'e_e •s.
c. Any encroachment, encumbrance, violation, variation, or -. erse circumstance that would be disclosed by an
inspection or an accurate and complete land survey of • and and inspection of the Land.
d. Easements,or claims of easements, not rec. s-4 in the Public Records.
e. Any lien, or right to a lien, for - 'ices, labor, or material furnished, imposed by law and not recorded in the Public
Records.
3. Any Owner Pe 'cy issued pursuant hereto will contain under Schedule B the following exception: Any adverse
ownersh. claim by the State o f Florida by right o f sovereignty to any portion o f the Lan'.,nsur d h _Bard r
inc ,.! : sub r• :•• .e • e e all ex osed ��� i i' .,. - •� ' . ids �
j4. All matters contained on the Plat of Re-Subdivision of Blocks G "H", "J", and "K" and Triangular Tract lying�L.
South of Block H and West of Block G together with Cardinal Street (vacated), as recorded in Plat Book 6, Page(s;
102,Public Records of Miami-Dade County,Florida.
5. Declaration of Restrictive Covenants recorded May 4, 2007, in O.R. Book 25591, Page 1005, as re-recorded in O.R.
Book 25696,Page 4781,Public Records of Miami-Dade County,Florida.
6. Rights of the lessees under unrecorded leases.
7. City of Miami-Beach code violations recorded in O.R. Book 28841; Page 2831, O.R. Book 29022; Page 3966 and
O.R. Book 29330,Page 3349,Public Records of Miami-Dade County,Florida.
Form CF6-SCH.-B-11(rev. 12/10)
Page 4 of 4
•
Prepared by and return to:
Suzanne A. Dockerty
Attorney at Law
SUZANNE A.DOCKERTY,P.A.
110 Merrick Way Suite 3-B
Coral Gables,FL 33134
RESOLUTION OF
MBCDC: The Barclay LLC, a Florida Limited Liability Company and
Miami Beach Community Development Corporation,Inc.,a Florida Not-For-Profit Corporation
The undersigned certifies that at a meeting of all of the members and directors of MBCDC: The Barclay
LLC, a Florida Limited Liability Company and Miami Beach Community Development Corporation,
Inc., a Florida Not-For-Profit Corporation held on January �'0 , 2015, the following resolution was
duly adopted and voted, and it is in full force and effect and has not been rescinded or countermanded as of the
date hereof:
RESOLVED, that Cornell Crews, as Chairman of Miami Beach Community Development Corporation, Inc.,
a Florida not-for-profit corporation, is hereby authorized and directed to solely execute and deliver any and
all such instruments, agreements, and such other documents and take such other action on behalf of Miami
Beach Community Development Corporation, Inc., a Florida not-for-profit corporation as Manager and Sole
Member of MBCDC: The Barclay LLC, a Florida limited liability company, as may be necessary or
appropriate to close on the sale of the property in Exhibit "A" attached hereto and made a part hereof to the
City of Miami Beach, a Florida municipal corporation, including but not limited to Warranty Deed, Bill of
Sale, Closing Affidavit, Settlement Statement, and to otherwise carry out the transaction contemplated by or
to be taken by Miami.Beach Community Development Corporation, Inc., a Florida not-for profit corporation
as Manager and Sole Member of MBCDC: The Barclay LLC, a Florida limited liability company. All
documents shall be in such form as is deemed in the best interest of Miami Beach Community Development
Corporation, Inc., a Florida not-for-profit corporation as Manager and Sole Member of MBCDC: The Barclay
LLC a Florida limited liability company in the opinion of Cornell Crews, Chairman, whose determination
thereof shall be conclusive and final.
CERTIFIED TO this 9)--0 day of January, 2015.
Miami Beach Community Development
Corporation, Inc., a Florida not-for profit
corporation
l► 750..A.
Witness Name: I • Z_ By: Jo Asmu':dsson, Secretary
.
•itness Name: a - c>rA-
Q
State of Florida
County of Miami-Dade
The foregoing instrument was acknowledged before me this day of January, 2015 by Jo Asmundsson,
Secretary of Miami Beach Community Development Corporation, Inc., a Florida not- .r-profit corporation, on
behalf of said corporation. She [ ] is personally know to me or [ ] has prod 'ed a dr' ' license as
identification. /
[Notary Seal] so. Notary Public State of Florida ary Public
714:4 Biala Fonseca
My Commission FF 154985
Ofix Ex0ires09/19no18 Printed Na e
DEPARTMENT OF HOMELAND SECURITY
ELEVATION CERTIFICATE
FEDERAL EMERGENCY MANAGEMENT AGENCY OMB No. 1660-0008
National Flood Insurance Program Important: Read the instructions on pages 1-9. Expiration Date:July 31, 2015
SECTION A-PROPERTY INFORMATION `t` •,i . 140,
j _ x a�';aE P't',`gtr yR'� r,�a -Hi t
Al. Building Owner's Name:CITY OF MIAMI BEACH,A FLORIDA MUNICIPAL CORP. , ',., 4 t € 4 >=,erg; iti r any
A2. Building Street Address(including Apt.,Unit,Suite,and/or Bldg.No.)or P.O.Route and Box No
IF---,7475irmr,m777w7
1940 PARK AVENUE { z �,4 -fit. ,`. 'Mi o, �i V-
City MIAMI BEACH State FL ZIP Code 33139
A3. Property Description(Lot and Block Numbers,Tax Parcel Number,Legal Description,etc.)
LOT 2&SW 20 FT OF LOT 1 BLK H OF MIAMI BEACH IMPROVEMENT CO OCEAN FRONT PROP PB 6 AT PAGE 102 FOLIO 02-3234-016-0110
A4. Building Use(e.g.,Residential,Non-Residential,Addition,Accessory,etc.)RESIDENTIAL
A5. Latitude/Longitude:Lat.25°45'09" Long.-80°21'51" Horizontal Datum: ❑ NAD 1927 ® NAD 1983
A6. Attach at least 2 photographs of the building if the Certificate is being used to obtain flood insurance.
A7. Building Diagram Number 8
A8. For a building with a crawlspace or enclosure(s): A9. For a building with an attached garage:
a) Square footage of crawlspace or enclosure(s) 6.720 sq ft a) Square footage of attached garage N/A sq ft
b) Number of permanent flood openings in the crawlspace b) Number of permanent flood openings in the attached garage
or enclosure(s)within 1.0 foot above adjacent grade 11 within 1.0 foot above adjacent grade N/A
c) Total net area of flood openings in A8.b 7,942 sq in c) Total net area of flood openings in A9.b N/A sq in
d) Engineered flood openings? ❑ Yes (E1 No d) Engineered flood openings? ❑ Yes ® No
SECTION B-FLOOD INSURANCE RATE MAP(FIRM)INFORMATION
B1.NFIP Community Name&Community Number B2.County Name B3.State
CITY OF MIAMI BEACH 120651 MIAMI-DADE FLORIDA
B4.Map/Panel Number B5.Suffix B6.FIRM Index Date B7.FIRM Panel B8.Flood B9.Base Flood Elevation(s)(Zone
12086C0317 L 9/11/2009 Effective/Revised Date Zone(s) AO,use base flood depth)
9/11/2009 AE 8.00
B10. Indicate the source of the Base Flood Elevation(BFE)data or base flood depth entered in Item B9.
❑ FIS Profile ® FIRM ❑ Community Determined ❑ Other/Source:
B11. Indicate elevation datum used for BFE in Item B9: ® NGVD 1929 ❑ NAVD 1988 ❑ Other/Source:
B12. Is the building located in a Coastal Barrier Resources System(CBRS)area or Otherwise Protected Area(OPA)? ❑ Yes ® No
Designation Date:N/A ❑ CBRS ❑ OPA
SECTION C-BUILDING ELEVATION INFORMATION(SURVEY REQUIRED)
Cl. Building elevations are based on: ❑ Construction Drawings* ❑ Building Under Construction* Z Finished Construction
*A new Elevation Certificate will be required when construction of the building is complete.
C2. Elevations-Zones Al-A30,AE,AH,A(with BFE),VE,V1-V30,V(with BFE),AR,AR/A,AR/AE,AR/Al-A30,AR/AH,AR/AO.Complete Items C2.a-h
below according to the building diagram specified in Item A7.In Puerto Rico only,enter meters.
Benchmark Utilized Y-30-R ELEV.(5.62 FT) Vertical Datum: N.G.V.D.1929
Indicate elevation datum used for the elevations in items a)through h)below. ®NGVD 1929 ❑NAVD 1988 ❑Other/Source:N/A
Datum used for building elevations must be the same as that used for the BFE.
Check the measurement used.
a)Top of bottom floor(including basement,crawlspace,or enclosure floor) 7.00 ®feet ❑meters
b)Top of the next higher floor ®feet ❑meters
c) Bottom of the lowest horizontal structural member(V Zones only) N/A ®feet ❑meters
d)Attached garage(top of slab) N/A ®feet ❑meters
e)Lowest elevation of machinery or equipment servicing the building N/A ®feet ❑meters
(Describe type of equipment and location in Comments)
f) Lowest adjacent(finished)grade next to building(LAG) 5.60 ®feet ❑meters
g) Highest adjacent(finished)grade next to building(HAG) 5.80 Z feet ❑meters
h)Lowest adjacent grade at lowest elevation of deck or stairs,including structural support N/A Z feet ❑meters
SECTION D-SURVEYOR, ENGINEER,OR ARCHITECT CERTIFICATION
This certification is to be signed and sealed by a land surveyor,engineer,or architect authorized by law to certify elevation
information. /certify that the information on this Certificate represents my best efforts to interpret the data available.
I understand that any false statement may be punishable by fine or imprisonment under 18 U.S. Code,Section 1001.
X Check here if comments are provided on back of form. Were latitude and longitude in Section A provided by a
❑ Check here if attachments. licensed land surveyor? X Yes ❑ No SEAL
Certifiers Name ED PINO License Number 6771 HERE
Title PRESIDENT Company Name AMERICAN SERVICES OF MIAMI,CORP.
Address 9370 SW 72nd ST.,SUITE A-102 City MIAMI State FL ZIP Code 33173
Signature Date December 5,2014 Telephone 305-598-5101
FEMA Form 086-0-33(7/12) See reverse side for continuation. Replaces all previous editions.
ELEVATION CERTIFICATE, page 2
x k
IMPORTANT:In these spaces, copy the corresponding information from Section A. FOR.NSURANGE CO�IlP i(USEr,
Building Street Address(including Apt.,Unit,Suite,and/or Bldg.No.)or P.O.Route and Box No Policy NUmber
1940 PARK AVENUE
City MIAMI BEACH State FLORIDA ZIP Code 33139 Company NATO Number`
SECTION D—SURVEYOR,ENGINEER,OR ARCHITECT CERTIFICATION(CONTINUED)
Copy both sides of this Elevation Certificate for(1)community official,(2)insurance agent/company,and(3)building owner.
Comments HIGHTEST CROWN OF THE ROAD ELEVATION 4.46 FEET(NGVD 1929)
-SHOWN LATITUDE&LONGITUDE WERE OBTAINED WITH A HAND HELD GPS UNIT.
-AIR CONDITIONER IS LOCATED ON WALL
Signature Date December 15,2014
SECTION E—BUILDING ELEVATION INFORMATION(SURVEY NOT REQUIRED)FOR ZONE AO AND ZONE A(WITHOUT BFE)
For Zones AO and A(without BFE),complete Items E1—E5.If the Certificate is intended to support a LOMA or LOMR-F request,complete Sections A,B,
and C.For Items El—E4,use natural grade,if available.Check the measurement used.In Puerto Rico only,enter meters.
E1. Provide elevation information for the following and check the appropriate boxes to show whether the elevation is above or below the highest adjacent
grade(HAG)and the lowest adjacent grade(LAG).
a)Top of bottom floor(including basement,crawlspace,or enclosure)is ❑feet ❑meters ❑above or❑below the HAG.
b)Top of bottom floor(including basement,crawlspace,or enclosure)is ❑feet ❑meters ❑above or❑ below the LAG.
E2. For Building Diagrams 6-9 with permanent flood openings provided in Section A Items 8 and/or 9(see pages 8-9 of Instructions),the next higher floor
(elevation C2.b in the diagrams)of the building is ❑feet ❑meters ❑above or ❑below the HAG.
E3. Attached garage(top of slab)is ❑feet ❑meters ❑above or ❑below the HAG.
E4. Top of platform of machinery and/or equipment servicing the building is ❑feet ❑meters ❑above or❑below the HAG.
E5. Zone AO only: If no flood depth number is available,is the top of the bottom floor elevated in accordance with the community's floodplain management
ordinance? ❑Yes ❑ No ❑ Unknown.The local official must certify this information in Section G.
SECTION F—PROPERTY OWNER(OR OWNER'S REPRESENTATIVE)CERTIFICATION
The property owner or owner's authorized representative who completes Sections A,B,and E for Zone A(without a FEMA-issued or community-issued BFE)
or Zone AO must sign here.The statements in Sections A,B,and E are correct to the best of my knowledge.
Property Owner's or Owner's Authorized Representative's Name
Address City State ZIP Code
Signature Date Telephone
Comments
❑Check here if attachments.
SECTION G—COMMUNITY INFORMATION(OPTIONAL)
The local official who is authorized by law or ordinance to administer the community's floodplain management ordinance can complete Sections A,B,C(or E),and G
of this Elevation Certificate.Complete the applicable item(s)and sign below.Check the measurement used in Items G8—G10. In Puerto Rico only,enter meters.
G1. ❑ The information in Section C was taken from other documentation that has been signed and sealed by a licensed surveyor,engineer,or architect who
is authorized by law to certify elevation information. (Indicate the source and date of the elevation data in the Comments area below.)
G2. ❑ A community official completed Section E for a building located in Zone A(without a FEMA-issued or community-issued BFE)or Zone AO.
G3. ❑ The following information(Items G4—G10)is provided for community floodplain management purposes.
G4.Permit Number G5. Date Permit Issued G6. Date Certificate Of Compliance/Occupancy Issued
G7. This permit has been issued for: ❑New Construction ❑Substantial Improvement
G8. Elevation of as-built lowest floor(including basement)of the building: ❑feet ❑meters Datum
G9. BFE or(in Zone AO)depth of flooding at the building site: ❑feet ❑meters Datum
G10. Community's design flood elevation: ❑feet ❑meters Datum
Local Official's Name Title
Community Name Telephone
Signature Date
Comments
❑Check here if attachments.
FEMA Form 086-0-33(7/12) Replaces all previous editions.
ELEVATION CERTIFICATE, page 3 Building Photographs
See Instructions for Item A6.
IMPORTANT: In these spaces,copy the corresponding information from Section A. FOR INSURANCE"COMPANY USE
Building Street Address(including Apt., Unit,Suite,and/or Bldg No.)or P.O. Route and Box No Policy Number
1940 PARK AVENUE
City MIAMI BEACH State FL ZIP Code 33139 Company NA[C Nr�mbe� '�
If using the Elevation Certificate to obtain NFIP flood insurance, affix at least 2 building photographs below according to the instructions
for Item A6. Identify all photographs with date taken; "Front View" and "Rear View"; and, if required, "Right Side View' and "Left Side
View." When applicable, photographs must show the foundation with representative examples of the flood openings or vents, as
indicated in Section A8. If submitting more photographs than will fit on this page, use the Continuation Page.
FRONT VIEW 12/12/2014 SIDE VIEW(12/12/2014)
Y
% 4
r - 1 ,'iii a - tea, a,S ,i �" F t r -
t
Y
{ t
�� .F = `sue `:
a=
z , -- :";71 .
�i^"',�f za- _.' r,
-- - z'`y
REAR VIEW 12/12/2014
[4 ,„,,,,,„,,,,,,,,..
kt
, ..' f ,,,,,,
,-„. ,,. ,,...... ,- , 1...
glove - .1 �x li :fin, ,
it 4 j
•
, 3
VjJ:
a ,
FEMA Form 086-0-33(7/12) Replaces all previous editions.