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Easement Agreement with R & D Inlet Parcel, LLC This instrument was prepared by and after recording should be returned to: Raul J.Aguila, City Attorney City of Miami Beach, Florida 1700 Convention Center Drive Miami Beach, Florida 33139 Folio No.:02-3226-001-1961 (Reserved for Clerk of Court) EASEMENT AGREEMENTt y This Easement- Agreement is made this L day of WI t-- ,2017,by and between the City of Miami Beach, a Florida municipal corporation, whose address is 1700 Convention Center Drive, Miami Beach, Florida 33139 (the 'City") and R 8 D Inlet Parcel, LLC, a Florida limited liability,whose address 1228 Mon Road,Miami Beach, FL 33139 ("Company") (the City or Company may be referred to herein individually as a"party'or collectively as"parties"); WHEREAS, the City owns that land, situate, lying and being in Miami-Dade County, Florida("City's Property") legally described as: That certain unnumbered 'out-lot" lying Westerly of and opposite to Lot 18, Block 34, Ocean Front Property of the Miami Beach Improvement Company, according to plat recorded in Plat 5, Page 7, Public Records of Miami-Dade County, Florida, which "out- lot"constitutes a strip of land on the Easterly shore of Indian Creek lying between Indian Creek Drive on the East and Indian Creek on the West and between the North and South lines of said Lot 18 produced Westerly to Indian Creek_ WHEREAS, in connection with the conveyance from Company to the City of City's Property, the City agreed to grant a perpetual, non-exclusive easement for ingress and egress upon,over and across the City's Property,with the exact location(s)to be determined at a future date, in connection with any future development of any of the Marine Related Uses, as defined in Section 3, which uses are anticipated to be developed adjacent to the seawall of the City's Property,specifically for the benefit of Company's Property; WHEREAS,the City has the authority and capacity to grant the perpetual,non-exclusive easement granted herein pursuant to City of Miami Beach Resolution Number 2017-29749; and WHEREAS, the City Manager as referenced in this Easement Agreement shall mean the chief executive officer of the City or such person(the City Manager's designee)as may from time to time be authorized in writing by such administrative official to act for him/her with respect to any or all matters pertaining to this Easement Agreement NOW THEREFORE, in consideration of Ten and No/100 Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged. the parties agree as follows: 1. The above recitals are true and correct and are incorporated herein as part of this Easement Agreement 1 2. the City does hereby grant to Company, its successors and assigns, a perpetual, non- exclusive easement for ingress and egress upon over, and across the City's Property, including over and across any seawall and/or bulkhead,for the benefit of the Company's Property, for the purpose of allowing Company to obtain authorization from any governmental authority (including the Board of Trustees of the Internal Improvement Fund of the State of Florida) having jurisdiction over the City's Property or the sovereign lands located adjacent thereto, in connection with the construction, operation and maintenance of Marine Improvements (as defined in Section 4) in connection with any Marine Related Uses and subject to the terms and conditions set forth herein. 3. As referred to herein, Marine Related Uses shall include water transportation stops, wet dockage for pleasure craft, kiosks, walkways and decks, the operation of watercraft rental, and other similar improvements and activities associated with the use of the waterway adjacent to the City's Property known as Indian Creek. 4. Company will have the right to construct, operate, and maintain, at its sole cost and expense, improvements in connection with any Marine Related Uses (the 'Marine Improvements"). All Marine Improvements shall require the City Manager's prior written consent,which consent shall not be unreasonably withheld; provided that: (1) Company is in good standing under the terms of this Easement Agreement (including payment of any invoices issued pursuant to Section 6 herein); and (2) the proposed Marine Improvement (i) does not interfere with the use of the City's Property for a public purpose; (ii) does not pose a public health, safety or welfare risk; or(iii) does not pose a risk of damage to the improvements on the City's Property, which City improvements may include, but are not limited to, the seawall/retaining wall, utilities, or other improvements on the City's Property. Company shall pay any assessments of any kind levied or assessed upon the City's Property (including ad valorem taxes) by reason of this Easement Agreement, including, without limitation, any Marine Improvements constructed, operated or maintained by Company and/or any Marine Related Uses operated by Company. 5. Notwithstanding the City's approval of any Marine Improvements, in its proprietary capacity, Company shall be required to secure and comply with all governmental approvals which may be required in order to construct, operate and maintain the approved Marine Improvements including,without limitation, all applicable regulations of the Federal, State, County, City of Miami Beach Code of Ordinances, and any other regulations governing the Marine Related Use (collectively, -Laws"). The City shall not unreasonably withhold any approval that may be required by Federal, State or County agencies or similar third parties for the construction of any approved Marine Improvements. Following completion of any Marine Improvements,Company, at its sole cost and expense, shall have the sole responsibility for repairing and maintaining the Marine Improvements, including any surrounding area, which may include the seawall or bulkhead. Company shall provide the same level of maintenance for the Easement Area and Marine Improvements as the City currently provides for similar areas and similar improvements, but at minimum, the Marine Improvements shall be maintained and operated In a safe, clean and orderly manner. 6. Should Company fail to maintain the Easement Area or any Marine Improvements constructed in connection with any Marine Related Uses, or otherwise comply with any of the terms of this Easement Agreement, then, upon receipt of thirty (30) days written notice from the City, and Company's failure to remedy the condition to the City Manager or City Manager's designee's satisfaction, the City may, but without an obligation to do 2 so, undertake Company's obligations hereunder and Company shall reimburse the City for said expense within thirty (30) days from presentment of the invoice. Any unpaid invoices shall accrue interest at the rate of one percent(1%)per month until paid. 7. Subject to the limitations set forth in Section 4, Company shall have the right to access any portion of the City's Property which may be reasonably necessary to grant Company access to the Marine Improvements or in connection with the operation of any of the Marine Related Uses. Upon the City approving a Marine Improvement, the parties shall execute an amendment to this Easement Agreement, attaching a sketch of the Marine Improvements and the legal description of the easement area ('Easement Area"), describing the location of the Marine Improvement and access locations on the City's Property for ingress and egress related to the Marine Improvement or Marine Related Uses. 8. The City shall not withhold or obstruct Company's access to the Easement Area through the installation of a fence or other similar means; except as may be necessary in connection with any repairs or improvements to the City's Property, such as the installation of a new seawallretaining wall; or as may be necessary for the health, safety, or welfare of the general public. 9. This Easement Agreement may be modified, amended, or released as to any portion of the Easement Area by a written instrument executed by both parties hereto or their successors or assigns, providing that same has been approved by the City Commission. 10.It is understood and agreed that any City official has the right to enter and investigate the use of the Property,to verify compliance with the conditions of this Easement Agreement or any applicable Laws. 11. Company, its employees, agents, servants, partners, principals or subcontractors (collectively, 'Indemnifying Parties") shall indemnify and hold harmless the City, its officers, employees, agents and instrumentalities (collectively, indemnified Parties') from any and all liability, losses or damages, including the costs of any suits, attorney's fees and other expenses in connection therewith, including trial and appeals therefrom, which the Indemnified Parties may incur as a result of claims, demands, suits, causes of action, or proceedings of any kind or nature arising out of, relating to, or resulting from the negligence of the Indemnifying Parties, use of the Easement Area or any Marine Improvements, or in connection with any of the Marine Related Uses. 12. Insurance. a. Construction Insurance. Upon approval of a Marine Improvement by the City, but no later than the date Company secures all required governmental approvals to commence construction, Company shall purchase insurance, as may be requested by the City Manager or his designee, based upon insurance coverages customary for the construction of the approved Marine Improvement, which may include, without limitation, Builder's Risk insurance; Payment and Performance Bond for the value of the construction of the Marine Improvement and Commercial General Liability insurance for the Contractor, reflecting the City as an additional insured (collectively 'Construction Insurance'). b. Upon completion of the first approved Marine Improvement, Company shall secure and thereafter maintain, at all times, insurance covering tt?e Easement Area and all completed Marine Improvements, as may be requested by the City Manager or his 3 designee, based upon insurance coverages customary for the completed Marine Improvement, but in any event, Company shall maintain the following minimum insurance requirements: 1. Commercial General Lability: $1,000,000 per occurrence; $2,000,000 in the aggregate. 2. Property: Full replacement value for any completed Marine Improvements within the Easement Area. Such insurance policies shall name the City as an additional insured and loss payee thereunder, shall be written by insurance companies licensed to do business in Florida and with general policyholder rating of no less than A-and a financial rating of at least VII; and shall provide for waiver of subrogation. Company shall provide the City with a certificate of insurance evidencing said coverages. Company shall provide the City with written notice of any cancellation of coverage within two(2)days from receipt of any notification of cancellation to: The City of Miami Beach Attention of Risk Manager 1700 Convention Center Drive Miami Beach, Florida 33139 The City reserves the right to modify the insurance requirements, in the City Manager or his designee's reasonable discretion, based upon any change in the type or number of Marine Improvements constructed or type of Marine Related Uses. 13.Any notices required or permitted to be given under this Easement Agreement shall be in writing and shall be deemed to have been given if delivered by hand, sent by recognized overnight courier (such as Federal Express) or mailed by certified or registered mail, return receipt requested, in a postage prepaid envelope, and addressed as follows: If to the City at: City of Miami Beach, City Hall 1700 Convention Center Drive Miami Beach, Florida 33139 Attention: City Manager With a copy to: City of Miami Beach, City Hall 1700 Convention Center Drive Miami Beach, Florida 33139 Attention: City Attorney If to Grantee at: R&D Inlet Parcel, LLC 1228 Alton Road Miami Beach, FL 33139 Waith a copy to: Notices personally delivered or sent by overnight courier, or mailed in accordance with the foregoing shall be deemed given upon receipt. The terms of this Section shall survive the termination of this Easement Agreement. 4 14. Either party may bring an action, at law or in equity,to enforce the terms and conditions of this Easement Agreement against any party or person violating or attempting to violate any provision of this Easement Agreement, either to restrain violations or to recover damages. 15.This Easement 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 and conditions herein, exclusive venue for the enforcement of same shall be Miami-Dade County, Florida. This Easement 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 Easement 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 EASEMENT AGREEMENT, COMPANY 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 EASEMENT AGREEMENT. 16. Entire Agreement. This Easement Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings and arrangements, both oral and written. 17.City Representations. City covenants, warrants and represents (I) that City is the fee simple owner of the City's Property and has the right, title and capacity to grant the perpetual easement granted herein, and (ii) there are no lienholders on the City's Property. 18.Easements and Covenants Run with the Land. Each and all of the easements, covenants, obligations and rights granted or created under the terms of this Easement Agreement are appurtenant to the City's Property. The provisions hereof shall run with the land, shall be binding on the parties hereto, their successors and assigns, and shall inure to the benefit of Company's Property. (Signature Pages Follow] 5 Signed,witnessed,executed and acknowledged this,2 day of Vim., ,2017. Signed,sealed and delivered in the presence of: R & D Inlet Parcel, LLC, a Florida limited liability company itnesses: \\\k� By TAw S is w I V-- Print Name: `\ 'U1'} Ake n t CC -rint Name: are.. Print Title: Mthiher /'lel W Be!"!}5 Print Name: STATE OF FLORIDA ) ) ss: COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me this 2 day of 1 I uxX e. , 2017 by Cyt Pesn«k as Mr trir- , on behalf of R & D Inlet Parcel, LLC, a Florida limited liability company, I I who is personally known to me or I 1 who has produced as idea' cation. I My Commission Expires: Notary ublie,St a Florida —`` 1 ,,ly P+ir;i oi*" �e�%, LYNN W.BERNSTEIN 1 '� l`� Notary Public-State of Florida R till My Comm.Expires Sep 25,2017 �t I '-",F�X04:' Commission+k fF 057492 0 6 Signed,witnessed,executed and acknowledged this 9 day of " '`r 2017. Signed,sealed end delivered in the presence of: City of Miami Beach, a Florida unicipal •• ,•ration Witnesses: /i-H By: '111INIM1118 Jimm L.Moral- ., ity Manager Priv e: Attest g '* 4/// Print Name: Rafael E.Granada,Clerk 'S,;\ * INCORP ,ORATED i ; :� /- STATE OF FLORIDA ) , at COUNTY OF MIAMI-DADE ss: N , The foregoing instrument was acknowledged before me this `l day of Ant , 2017 by Jimmy L. Morales and Rafael E. Granado,as City Manager and City Clerk, respectively, of the City of Miami Beach, a Florida municipal corporation, who are personally known to me or who have produced as identification. My Commission Expires: N ary Public, State of Florida UUACARDILLO 4 : :*** MY COMMSSION at FF 155322 .. :; ti 6\PiRES:Au9�t .2018 r'+i,4;....•.•' BondedTluuNatmyPubCUu4.rw'd"r+ APPROVED AS TO FORM &LANGUAGE &FOR EXEUTION a„,,a City Attorney T Dote Easement 5-2017 7 Fort 8283(Rev.12-2014) Page 2 Neme(s)shown on your income tax return Identifying number R&D INLET PARCEL LLC 824513045 Section B.Donated Property Over$5,000(Except Publicly Traded Securities)—Complete this section for one item(or one group of similar items)for which you claimed a deduction of more than$5,000 per item or group(except contributions of publicly traded securities reported in Section A). Provide a separate form for each property donated unless It is part of a group of similar items.An appraisal is generally required for property listed in Section B. See instructions. Part I Information on Donated Property—To be completed by the taxpayer and/or the appraiser. 4 Check the box that describes the type of property donated: a 0 Art'(contribution of$20,000 or more) d 0 Art'(contribution of less than$20,000) g 0 Collectibles^ j 0 Other b 0 Qualified Conservation Contribution e 0 Other Real Estate h 0 Intellectual Property C 0 Equipment f 0 Securities i 0 Vehicles 'Art includes paintings,sculptures.watercolors,prints,drawings,ceramics,antiques,decorative arts,textiles,carpets.silver,we manuscripts,historical memorabilia,and other similar objects. "Collectibles include cokes,stamps,books,gems,lewelry,sports memorabilia,dolls,etc..but not art as defined above. Note.In certain cases,you must attach a qualified appraisal of the property.See Instructions. 5 (a) Description of donated property(If you need (b) If tangible property was donated,give a brief summary of the overall (c) Appraised fair more space,attach a separate statement) physical condition of the property at the time of the gift market value A See Legal Attached-Folio 002-3226-001.1961 waterfront out-lot strip with deteriorated seawall B ' C D N (d)Date acquired (e)How acquired by donor (0 Donor's cost or (g)For bargain sales,enter See Instructions by donor ono.,Yr•) adjusted basis amount received fleAmount c d to s ts Date of contribution A n B C D VIM Taxpayer(Donor)Statement—List each item included in Part I above that the appraisal identifies as having a value of$500 or less.See instructions. I declare that the following item(s)included in Part I above has to the best of my knowledge and belief an appraised value of not more than$500 (per Urn).Enter identifying letter from Part I and describe the specific item.See Instructions.► Signattre of taxpayer(donor)► Date► Part ill Declaration of Appraiser I declare that I am not the donor,the donee,a party to the transaction In which the donor acquired the property,employed by,or related to any of the foregoing persons,or married to any person who Is related to any of the foregoing persons.And,if regularly used by the donor,donee,or party to the transaction,I performed the majority of my appraisals during my tax year for other persons. Also,I declare that I perform appraisals on a ran i r basis:and that became of my qualtlostlons as described In the appraisal,I arrm quaffed to make appraise,i of the type of property being valued.I certify Met the appraisal tees were not bred on a percentage of the appraised property value.Futhenore,I understand that a false Of trarhient overstatement of the property ague as described In the queered appraisal or this Form 8283 may.abject me to the penalty under section 6701(a)(aiding end abetting g the understatement of tar liability),In aeration,I substantial or(Foss vekralion mleetetemert results from appraisal.I that Ibe subject toe panaity uichr section 6595A If I know,a"haavee ret beennably barredfrom a er be used Ini rcr connection with a return a defer for refund and a rip' presenting evkierre or Settkrx:ty by the Office of Prc>tesyonal Responrihiity. Sign Here 1 Signatures Title a Date r Business address(rnckxgng room or site no.) Identifying number City or town,state,and ZIP code Part IV Donee Acknowledgment—To be completed by the charitable organization. This charitable organization acknowledges that It is a qualified organization under section 170(c)and that it received the donated property as described In Section B,Part I,above on the following date► Furthermore,this organization affirms that in the event it sells,exchanges,or otherwise disposes of the property described In Section 13,Part I(or any portion thereof)within 3 years atter the date of receipt,It will file Form 8282, Donee Information Return,with the IRS and give the donor a copy of that form.This acknowledgment does not represent agreement with the claimed fair market value. Does the organization intend to use the property for an unrelated use? ► 0 Yes 0 No Nana of charitable organization(donee) Employer Identification number CITY OF MMAMM BEACH,a Municipal •• ation of th- State of Florida 5946000372 Address(number,street,and room or write ' ) City or town,state,and ZiP code 1700 Convention Cent=.'• Drive 6'l' O11Miami Beach, Florida 33139 Authordzad signature Ilk— Title APPRC719E`©AS TO Jimmy L. Morales , ''63,zy Manager Fnj?M Rt I ANC--,i IAAF & FOR EX C 3(Rev-12-2010 (:::Ta.S.,0ti� 5 L 1 ( `1 f':r.,e.i....,...• t})'1.7' rt,,e SCHEDULE TO IRS FORM 8283(Rev. 12-2014) R&D INLET PARCEL LLC LEGAL DESCRIPTION That certain unnumbered"out-lot"lying Westerly of and opposite to Lot 18, Block 34,Ocean Front Property of the Miami Beach Improvement Company,according to the Plat thereof recorded in Plat Book 5,Page 7,of the Public Records of Miami-Dade County,Florida,which "out-lot"constitutes a strip of land on the Easterly shore of Indian Creek lying between Indian Creek Drive on the East and Indian Creek on the West and between the North and South lines of said Lot 18 produced Westerly to Indian Creek. a/k/a 4021 Indian Creek Dr., Miami Beach,Florida • OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY COMMITMENT Schedule A Fund File Number:434523 Effective Date: Agent's File Reference: Premium: March 28,2017 at 11:00 PM 247174-17 1. Policy or Policies to be issued: Proposed Amount of Insurance: OWNER'S: ALTA Owner's Policy(06/17/06).(With Florida Modifications) $81,600.00 Proposed Insured:City of Miami Beach,a Municipal corporation of the State of Florida MORTGAGEE: Proposed Insured: MORTGAGEE: Proposed Insured: 2. The estate or interest in the Land described or referred to m this Commitment is FEE SIMPLE 3. Tide to the FEE SIMPLE estate or interest in the Land is at the Effective Date vested in: R&D Inlet Parcel,LLC,a Florida limited liability company 4. The Land referred to in this Commitment is described as follows: That certain unnumbered"out-lot"lying Westerly of and opposite to Lot 18,Block 34,Ocean Front Property of the Miami Beach Improvement Company,according to plat recorded in Plat 5,Page 7,Public Records of Miami-Dade County,Florida,which°out-lot"constitutes a strip of land on the Easterly shore of Indian Creek lying between Indian Creek Drive on the East and Indian Creek on the West and between the North and South lines of said Lot 18 produced Westerly to Indian Creek. OLD REPUBLIC NATIONAL 77TLE INSURANCE COMPANY 400 Second Avenue South.Minae olis.MN 55401,(612)371-1111 Issuing Agent: Agent No.: 2226400 Suzanne A.Dockerty 110 Merrick Way Suite 3-B, Coral Gables,FL 33134 Ager s Signature Suzanne A.Dockerty Form CF6-SCH.-A(rey.12110)(With Florida Modifications) Page 1 of 4 • • OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY COMMITMENT Schedule B-I Fund File Number. Agent's File Reference: 434523 247174-17 I. The following are the requirements to be complied with: 1. Payment of the full consideration 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 record: A. Warranty Deed from R&D Inlet Parcel,LLC,a Florida limited liability company to the proposed insured. 3. Good standing under the State of Florida for R&D Inlet Parcel LLC has been verified as of the certification date of this commitment. Satisfactory evidence must be furnished establishing that R&D Inlet Parcel LLC remains in good standing under the laws of Florida at date of the insured purchase and sale and/or loan. 4. If the LLC is relying on a Statement of Authority for the execution of instruments to be insured,confirm that the person executing the instruments to be insured has the authority to bind the LLC pursuant to a Statement of Authority granting said person the authority to transfer or enter into other transactions relating to real property held by the LLC.Said Statement of Authority must be filed with the Florida Department of State and a certified copy must be recorded in the official records of the county where the property lies.A determination must also be made that there is no subsequent Statement limiting that person's authority. 5. If there is no Statement of Authority filed with the Florida Department of State and recorded in the official records of the county where the property lies authorizing the person executing the documents in the current transaction,confirm that the person executing the instruments to be insured is identified as a manager of a manager-managed,or a member of a member-managed limited liability company pursuant to the Articles of Organization or last annual report filed after the year of formation with the Florida Department of State, and that there is no subsequent Statement filed with the Florida Department of State or recorded in the official records of the county where the property lies limiting that manager:member's authority. 6. Where there is knowledge that the information filed with the Florida Department of State is inconsistent with the Operating Agreement of the limited liability company,confirm that the instruments to be insured are executed by a manager or member authorized pursuant to the Operating Agreement.lithe regulations or operating agreement are not produced,then all of the members of the limited liability company,or a majority of the members-in-interest per Sec.605.0102(37),F.S.,if the number of the members is substantial,must execute an affidavit consenting to the transaction.The affidavit shalt establish the names of all of the current members of the limited liability company and their interests. 7. A determination should be made that the member or manager authorizing the transaction or executing the instruments to be insured is not a debtor in bankruptcy and has not been a debtor in bankruptcy since becoming a member or manager of the limited liability company.If the LLC is a sole member LLC,then a determination should be made that there are no creditors who have acquired or are attempting to acquire control of the LLC by executing on or attaching 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. 8. A determination should be made that the limited liability company is not one of a family or group of entities. If the limited liability company is one of a family or group of entities,determine that none of the other entities in this family or group of entities is a debtor in bankruptcy.For these determinations Fund members may rely on an affidavit of the person executing the instruments to be insured. In the event that one or more of the other entities is a debtor in bankruptcy,Fund Underwriting Counsel must approve the transaction before title is insured. 9. A determination should be made that the member or manager authorizing the transaction or executing the instruments to be insured has not become dissociated pursuant to Sec.605.0302(11),F.S.(by filing a statement of dissociation),Secs.605.0212,605.0601,or 605.0602,F.S.,nor has that person wrongfully Form CF6-Schedule B-1(rev.12/10) Page2 of 4 • • OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY COMMITMENT Schedule B-I (continued) Fund File Number. Agent's Fite Reference: 434523 247174-17 caused dissolution of the company.For these determinations Fund members may rely on an affidavit of the person executing the instruments to be insured. 10. A search commencing with the effective date of this commitment must be performed at or shortly prior to the closing of this transaction. If this search reveals a title defect or other objectionable matters,an endorsement will be issued requiring that this defect or objection be cleared on or before closing. I I. Closing funds are to be disbursed by or at the direction of the Title Agent identified at bottom of Schedule A. 12. Title Agent is to record the insured instruments as soon as possible after closing. 13. Affidavit from the owner of the subject property,or some other person having actual knowledge, establishing that no person other than the owner is in possession. 14. Affidavit from a reliable person must be furnished establishing that more than 90 days has elapsed since the completion of all improvements for which payment has not been made in full. 15. A survey meeting The Fund's Title Notes requirements must be furnished. If such survey reveals any encroachments,overlaps,boundary line disputes,or other adverse matters,they will appear as exceptions in the policy to be issued based upon this commitment. 16. The Company has no liability under this commitment until an endorsement is issued stating the amount of the proposed policy.No title policy may be issued in an amount greater than$1,000,000.00 without specific Underwriting approval. 17. The Company has no liability under this commitment for the issuance of a mortgagee policy until an endorsement is issued stating the name of the proposed insured mortgagee. The Company reserves the right to make additional requirements,including but not limited to,review of additional documentation regarding the proposed insured purchaser. Form CF6-Scheduk B-1 continued(m.12/10) Page 3 of 4 110 111) OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY COMMITMENT Schedule B-H Fund File Number. Agent's File Reference: 434523 247174-17 Il. 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. Defects,liens,encumbrances,adverse claims or other matters,if any,created, first appearing in the Public Records or attaching subsequent to the Effective Date hereof but prior to the date the Proposed insured acquires for value of record the estate or interest or Mortgage thereon covered by this Commitment. 2.a.General or special taxes and assessments required to be paid in the year 2017 and subsequent years. b.Rights or claims of parties in possession not recorded in the Public Records. c. Any encroachment,encumbrance,violation,variation,or adverse circumstance that would be disclosed by an inspection or an accurate and complete land survey of the Land and inspection of the Land. d.Easements,or claims of easements,not recorded in the Public Records. e.Any lien or right to a lien,for services,labor or material furnished,imposed by law and not recorded in the Public Records. 3. Any Owner Policy issued pursuant hereto will contain under Schedule B the following exception: Any adverse ownership claim by the State of Florida by right of sovereignty to any portion of the Lands insured hereunder, including submerged.filled and artcially exposed lands,and lands accreted to such lands. 4. Any lien provided by County Ordinance or by Chapter 159,F.S.,in favor of any city,town,village or port authority, for unpaid service charges for services by any water systems, sewer systems or gas systems serving the land described herein;and any lien for waste fees in favor of any county or municipality. 5. All matters contained on the Plat of Amended Map of The Ocean Front Property of the Miami Beach Improvement Company, as recorded in Plat Book 5, Page 7, Public Records of Miami-Dade County, Florida. 6. Reservations in favor of the State of Florida,as set forth in Deed No.20413 dated June 17, 1953 from the Trustees of the Internal Improvement Fund of the State of Florida,recorded in the Public Records of the State of Florida 7. Perpetual non-exclusive easement of ingress and egress set forth in the Easement Agreement between the City of Miami-Beach and R & D Inlet Parcel, LLC, a Florida limited liability company recorded on 2017 in O.R. Book , Page _..__...___.___._., Public Records of Miami-Dade County,Florida. 8. Rights of the lessees under unrecorded leases. Form CF6-SCH-9-11(rev 12/10) Page 4 of 4