Resolution 2023-32638R E S O L U T IO N N O , 2023-32638
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, AMENDING RESOLUTION NO. 2022-32188, WHICH
ADOPTED THE CITY'S ONE-YEAR ACTION PLAN FOR FEDERAL FUNDS
FOR FY 2022, AND INCLUDED THE APPROVAL OF THE ALLOCATION OF
$500,000.00 IN HOME FUNDS TO THE HOUSING AUTHORITY OF THE CITY
OF MIAMI BEACH (HACMB) FOR THE REPLACEMENT OF THE SEAWALL
("SEAWALL PROJECT") AT 280-300 SOUTH SHORE DRIVE ("PROJECT
SITE"); SAID AMENDMENT TO THE RESOLUTION REPLACING HACMB, AS
THE SUB-RECIPIENT FOR THE SEAWALL PROJECT AWARD, WITH VISTA
BREEZE, LTD., AS VISTA BREEZE HAS SECURED CONTROL OVER THE
PROJECT SITE AND THE RIGHT TO DEVELOP AND OWN THE
IMPROVEMENTS ON THE PROJECT SITE, PURSUANT TO THAT CERTAIN
AMENDED AND RESTATED GROUND LEASE AGREEMENT, DATED
AUGUST 6, 2021, BETWEEN HACMB, AS LANDLORD, AND VISTA BREEZE,
AS TENANT.
WHEREAS, on June 22, 2022, the Mayor and City Commission adopt Resolution No.
2022-32188; said Resolution adopting the City's One-Year Action Plan for federal funds for FY
2022, which included the budgets for the Community Development Block Grant (CDBG) program
in the amount of $941,433; the Home Investment Partnerships (HOME) program in the amount
of $676,153; and the HOME American Rescue Plan (HOME-ARP) funds in the amount of
$1,630,667; further, authorizing the City Manager to: ( 1) execute all applicable documents related
to the appropriation and allocation of these program funds; (2) submit the One-Year Action Plan
to the HUD; (3) make minor non-substantial changes to the resulting agreements (which do not
affect the purpose, scope, approved budget and/or intent of the plans); and (4) extend the
expiration dates of said agreements when necessary; and further authorize the City Manager and
City Clerk to execute agreements with Sub-Recipients of CDBG and HOME program funds and
City interdepartmental agreements for recipients of CDBG, HOME and HOME-ARP program
funds; and
WHEREAS, the City had to submit its FY 2022 Action Plan to HUD by August 15, 2022;
and
WHEREAS, the One-Year Action Plan for FY 2022 was based upon the City's Federal
entitlement of $941,433.00 in CDBG funds and $676,153.00 in HOME funds; and
WHEREAS, the planning phase was initiated by the City on January 24, 2022, with the
issuance a Request for Proposals (RFP) for CDBG, HOME and HOME-ARP program funds; and
WHEREAS, no applications were received for HOME funds during this RFP process; and
WHEREAS, as part of Resolution No. 2022-32188, the Administration recommended that
$500,000.00 in HOME funds be allocated to the Housing Authority of the City of Miami Beach
(HACMB) for the replacement of the seawall ("Seawall Project) at 280-300 South Shore Drive
("Project Site"), which Project Site is part of the Vista Breeze affordable housing development;
and
WHEREAS, on August 6, 2021, HACMB, as landlord, and Vista Breeze, Ltd. ("Vista
Breeze"), a related entity of the Atlantic Pacific Companies, as tenant, executed an Amended and
R e sta te d G ro u n d Le a se A greem ent ("G roun d Lease"); said G round Lease granting V ista Breeze
th e rig h t to de ve lop the Proje ct S ite as w ell as other locations as affordable housing
de v e lo p m e nts, w ith the im p ro vem e nts be in g ow ned V ista Breeze during the term of the Gro und
Le a se; an d
WHEREAS, sim u lta n e ously w ith this agenda item , in a separate C ity Com m ission agenda
ite m , the A d m in istratio n is re com m end ing the allo cation to V ista Breeze of $503,970.00 in FY
2023 H O M E fun d s, fo r ga p fund ing fo r the V ista Breeze affordable housing construction pro ject,
co n s is tin g of the ne w co nstructio n of 119 units in tw o buildings on N orm andy Isles, located at
165-185 S . S h o re D rive an d 280-300 S . Sh o re D rive in M iam i Beach; and
WHEREAS, H O M E regulations req u ire the pro ject S ub-R ecipient and ow ner of the
bu ild in g/im p ro ve m e nt to be constructed be the sa m e entity; and
WHEREAS, in addition to the reco m m endatio n fo r HO M E FY 2023 funding fo r the V ista
B re e ze affo rdab le ho u sin g co nstruction pro je ct, the A dm inistration seeks to am end R esolution
N u m b er 2022-32 188 to cha ng e the S u b-R ecip ient fo r the V ista Breeze Seaw all Pro ject from
H A C M B to V ista Bree ze , as the pa rt y w ho w ill be responsible fo r the Seaw all Pro ject and w ho w ill
o w n the se a w a ll du rin g the te rm of the G ro u nd Lea se.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the M ayor and City
C o m m is sion he re b y am end R esolution N o. 2022-32188, w hich adopted the City's One-Year
Action Plan for fede ra l fun d s fo r FY 2022, and included the appro val of the allocation of
$500,0 00.0 0 in H O M E fun d s to the H ousin g A utho rity of the C ity of M iam i Beach (HA C M B) fo r
th e re p la ce m e nt of the se a w a ll ("S eaw all Pr oj ect") at 280-300 South Shore D rive ("P roject Si te");
sa id a m en d m e nt to the R e so lutio n re pla cin g H A C M B , as the sub-reci pient fo r the Seaw all Pro ject
a w a rd , w ith V ista Bree ze , Lt d., as V ista B ree ze ha s secured contro l over the Pro ject Site and the
rig h t to de v e lop an d ow n the im p ro vem ents on the Pro ject Site, pursuant to that cert ain Am ended
a n d R estate d G ro u n d Lea se A greem ent, dated A ug ust 6, 2021, betw een HA C M B , as landlord,
a n d V ista B re e ze, as te na nt.
PAssED an d ADOPTED h is _ aa or_-h"&- ,2 023.
ATTEST:
'1-d JUL - 5 2023
R a fael E. G ran a d o , Ci ty Clerk
D an G elber, M ayor
A P P R O V E D S TO
FO R M LA N G U A G E
/\<<Oc cur+ov
'' 6 c ity Attorney _i a re
R e sol u tion s - ~7 K
MIAMI BEAC H
COMMISSION MEMORANDUM
TO:
FROM:
DATE:
Honorable Mayor and Members of the City Commission
Alina T. Hudak, City Manager
June 28,2023
SUBJECT: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, AMENDING RESOLUTION NO. 2022-32188,
WHICH ADOPTED THE CITY'S ONE-YEAR ACTION PLAN FOR FEDERAL
FUNDS FOR FY 2022, AND INCLUDED THE APPROVAL OF THE
ALLOCATION OF $500,000.00 IN HOME FUNDS TO THE HOUSING
AUTHORITY OF THE CITY OF MIAMI BEACH (HACMB) FOR THE
REPLACEMENT OF THE SEAWALL ("SEAWALL PROJECT") AT 280-300
SOUTH SHORE DRIVE ("PROJECT SITE"); SAI D AMENDMENT TO THE
RESOLUTION REPLACING HACMB, AS THE SUB-RECIPIENT FOR THE
SEAWALL PROJECT AWARD, WITH VISTA BREEZE, LTD., AS VISTA
BREEZE HAS SECURED CONTROL OVER THE PROJECT SITE AND THE
RIGHT TO DEVELOP AND OWN THE IMPROVEMENTS ON THE PROJECT
SITE, PURSUANT TO THAT CERTAIN AMENDED AND RESTATED
GROUND LEASE AGREEMENT, DATED AUGUST 6, 2021, BETWEEN
HACMB, AS LANDLORD, AND VISTA BREEZE, AS TENANT.
---··. -·--·-·- -----···· ---····- ·---
RECOMMENDATION
The Administration recommends amending Resolution No. 2022-32188, which adopted the
City's One-Year Action Plan and approved the allocation of $500,000 in HOME Investment
Partnership Program (HOME or HOME Program) funds to the Housing Authority of the City of
Miami Beach for the replacement of the seawall at 280-300 South Shore Drive.
BACKGROUND/HISTORY
The Five-Year Consolidated Plan is a federal requirement for all U.S. Department of Housing
and Urban Development (HUD) entitlement cities. The City of Miami Beach is a HUD-
designated entitlement city as determined by the decennial census information on population
growth lag, over-crowding, age of housing stock, and poverty. The City of Miami Beach has
been a Community Development Block Grant (CDBG) entitlement community since 1975. The
HOME Program was started in 1992 to provide funding specifically for affordable housing.
As an entitlement community, the City automatically qualifies for an annual allocation of federal
funding under HUD's grant programs. HUD requires each entitlement community to submit an
annual One-Year Action Plan describing how it will utilize funding and resources to address
priority needs identified in the City's Consolidated Plan. The One-Year Action Plan is a
Page 510 of 1808
co m p o n e nt o f th e F ive -Ye a r C o ns o lid a te d P la n fi le d wi th H U D . E n title m e n t citie s m u st m a ke
re co m m e n d a tio n s fo r awa rd e d p roje cts b y A u g u st 16 for th e up co m in g p ro g ra m ye a r, wh ic h
sta rts o n O ct ob er 1.
O n Ja n ua ry 2 4, 2 0 2 2, th e C ity issu e d a F Y 2 2 (O ct ob er 1, 2 0 2 2 - S e p te m b e r 3 0 , 2 0 2 3 ) R e q u e s t
fo r P rop o sal s (RF P ) for C D B G , H O M E , a nd H O M E -A m e rica n R e scu e P la n (A R P ) p ro g ra m
fu n d s. T h e H o u sin g A ut ho rity o f th e C ity o f M ia m i B e a ch (H A C M B ) a p p lie d fo r C D B G fu n d s fo r
the V ista B re e ze S e a wa ll re co n stru ctio n p roje ct fo r $5 0 0 ,0 0 0 . H o we ve r, th e A d m in is tra tio n
re co m m e nd e d fu nd ing th e p ro je ct wi th H O M E fund s .
T h e V ista B re e ze S e awa ll p ro je ct is a co m p o n e nt o f a la rg e r ne w co n stru ctio n p ro je c t co n s istin g
of 119 studi o a p a rtm e n t un its in two (2 ) b u ild ing s o n N o rm a nd y Is le s, lo c a te d at 16 5 -18 5 S o uth
S h o re D rive and 280-300 South Shore Drive in Miami Beach. All units will be rented to persons
65 and older at or below 80% Area Median Income.
On June 22, 2022, the Mayor and City Commission adopted Resolution No. 2022-32188,
adopting the City's One-Year Action Plan for federal funds for FY 2022, which included the
budgets for the CDBG program in the amount of $941,433; the HOME program in the amount
of $676,153; and the HOME-ARP program in the amount of $1,630,667. The Resolution
named HACMB as the approved sub-recipient for the Vista Breeze Seawall project.
ANALYSIS
As part of the FY23 RFA (October 1, 2023- September 30, 2024) due diligence process, the
Administration identified a ground lease agreement between HACMB and Vista Breeze, LTD.,
executed on August 6, 2021. The ground lease agreement names HACMB as the landlord, and
Vista Breeze LTD. (Vista Breeze), a related entity of the Atlantic Pacific Companies (a
subsidiary of Atlantic Pacific Companies), as the tenant. The ground lease grants Vista Breeze
the right to develop and own the improvements during the ground lease term.
As HACMB was approved as a sub-recipient for the HOME Program and HOME guidelines
require the owner and sub-recipient to be the same entity; the Administration is seeking to
amend the One-Year Action Plan approved via Resolution No. 2022-32188 to reflect Vista
Breeze as the sub-recipient of HOME funds.
Note that Vista Breeze has identified and submitted applications for various funding sources
from Florida Housing Finance Corporation (FHFC) to complete the affordable housing project,
including State Apartment Incentive Loan (SAIL), an Extremely Low Income (ELI) loan, a
National Housing Trust Fund (NHTF) loan, and Housing Credits (HC). The project has received
preliminary commitments for a SAIL loan of up to $3,000,000, an ELI loan of up to $600,000,
and an NHTF loan of $1,301,500. Additional funding is needed to complete the seawall
construction and part of the 165 and 185 South Shore Drive units. The Administration is
currently conducting the environmental review and underwriting to ensure compliance with the
HOME Program regulations.
The City's HOME Program loan is a deferred loan that is forgivable provided that the property
remains affordable. If there is a default, the full loan amount would be repayable, in addition to
the default interest rate prescribed in the loan documents. The HOME Program loan would be
subordinate to the FHFC loans. All loan documents, which include a restrictive covenant, HOME
Program agreement, Mortgage, and Promissory Note, will be reviewed and approved by Vista
Breeze's legal counsel, HACMB, HUD, and the Office of City Attorney.
Additionally, Atlantic Pacific Communities applied for HOME funds during the FY23 Request
for Application (RFA) process to fill a funding gap in developing the Vista Breeze project. The
Administration recommends allocating $503,970.00 in FY23 HOME funds for this project. A
Page 511 of 1808
s e p a ra te ite m wi ll b e p re s e n te d to th e M a y o r a n d C ity C o m m is s io n o n J u n e 2 8 , 2 0 2 3 .
P roje c t S ta tu s
T h e s e awa ll p ro je c t is c u rre n tl y p e nd ing a p p ro v a l a n d is s u a n c e o f C ity o f M ia m i B e a c h p e rm its .
V is ta B re e z e in te n d s to c o m m e n c e th e s e a wa ll p ro je c t b y th e e n d o f J u n e 2 0 2 3 .
T h e A d m in is tra ti o n m u s t c o m p le te a n e n vi ro n m e n ta l re vi e w p ro c e s s re q u ire d b y H U D fo r a ll
f u n d e d p ro je c ts to e n s u re th a t th e p ro p o s e d p ro je c t d o e s n o t n e g a tiv e ly im p a c t th e s u rro u n d in g
e n vi ro n m e n t a n d wi ll n o t ha v e a n ad v e rs e e n vi ro n m e n ta l o r h e a lth e ff e c t o n e n d u s e rs , s u c h a s
futu re te n a n ts . T h e e n v iro n m e n ta l re vi e w m u s t b e c o m p le te d wi th a n a p p ro ve d re q u e s t to
re le a s e fu n d s fro m H U D b e fo re e x e c ut ing th e lo a n d o c u m e n ts . U p o n c o m p le tio n o f th e
e n vi r o n m e n ta l re vi e w , th e A d m in is tr a ti o n m u s t a d v e rti s e a no tic e o f in te n t to re q u e s t th e re le a s e
o f f u n d s (R R O F ) wi th a fift e e n (1 5 )-d a y p u b lic c o m m e n t p e ri o d . T h e R R O F is e x e c ut e d b y th e
C ity M a n ag e r a nd s u b m itt e d to H U D u p o n th e c o m p le tio n o f th e c o m m e n t p e ri o d . H U D wi ll
a c c e p t o b je c ti o n s to th e C ity's R R O F c e rt ifi c a ti o n fo r fi ft e e n (1 5 ) d a ys . A ft e r th is , th e C ity is
a uth o ri z e d to u s e th e f u n d s . T he A d m in is tra tio n a d v e rti s e d a N o ti c e o f F in d in g o f N o S ig n if ica n t
Im p a c t a nd a N o tic e o f In te n t to R e q u e s t R e le a s e o f F u nd s fo r p u b lic c o m m e n t p e ri o d , wh ic h
wi ll e xp ir e o n J u n e 2 6 , 2 0 2 3 .
T h e la rg e r V is ta B r e e z e p ro je c t is c u rre n tl y in th e c re d it u n d e rwri ti n g p h a s e wi th F H F C a nd
p roje c te d to cl o s e in S e p te m b e r 2 0 2 3 . A s s u c h , p a rt o f the u n d e rwri ting p ro c e s s e n ta ils
c o n fi rm a tio n f ro m a ll f u n d e rs s u b o rd in a te to th e F H F C fu nd ing , in c lu d ing th e C ity's H O M E
P ro g r a m lo a n . T h e C ity wi ll p ro vi d e a c o n d itio n a l lo a n c o m m itm e n t le tt e r c o n fi rm in g th e lo a n
te rm s , a s re q u e s te d b y A tl a n tic P ac ifi c C o m m u n iti e s . O n c e th e F H F C fu n d in g is fu ll y a p p ro v e d ,
p e rm itt ing a n d c o n s tru c ti o n wi ll c o m m e n c e . C o n s tru c ti o n is p roje c te d to las t fift e en (1 5 ) m on th s.
T h e V is ta B re e z e d e v e lo p m e n t is p ro je c te d to h a v e its fi rs t re s id e n ts b y D e c e m b e r 2 0 2 4 .
S U P PO RTI N G SU RVEY DATA
The Mayor and City Commission identified the need for workforce and affordable housing as a key
objective in the City's 2019 Strategic Plan Through the Lens of Resilience. The City's 2040
Comprehensive Plan prioritizes affordable housing, with the express goal "to encourage
redevelopment that provides workforce and affordable housing" within the City.
FINANCIAL INFORMATION
$500,000 FY22 HOME program funds
CONCLUSION
Vista Breeze has secured control over the project site and the right to develop and own the
improvements pursuant to the ground lease agreement, dated August 6, 2021, between
HACMB as the Landlord and Vista Breeze, as the tenant. Therefore, the Administration
recommends amending Resolution No. 2022-32188, to replace HACMB with Vista Breeze as
the sub-recipient for the Vista Breeze Seawall project award.
Appl icab le Area
Not Applicable
ls this a "Residents Ri gh t
to K now" ite m , purs uant to
City Code Section 2-14?
No
Strategic Connection
Doe s this item utilize G.O,
Bond Funds?
No
Page 512 of 1808
M o bility - Suppo rt aff ordable, com patible wor kf orc e ho using .
Legislative Tracking
Housing and Community Services
ATTACHMENTS;
D escri ptio n
Resolution 2022-32188
Ground Lease
CJ Resolution
Page 513 of 1808
RESOLUTION NO. 2022-32188
A RESO LUTIO N OF THE MAYOR AND CITY CO MMISSION OF THE CITY OF
MIAMI BEACH, FLO RIDA, ADO PTING THE CITY'S ONE-YEAR ACTION PLA N
FO R FEDERA L FUNDS FOR FY 2022, W HICH INCLUDES THE BUDGETS FO R
THE COMMUNITY DEVE LO PMENT BLOCK GRANT (CDBG) PROGRAM IN THE
AMOUNT OF $941,433; THE HOME INVESTMENT PARTNERSHIPS (HOME)
PROGRAM IN THE AMOUNT OF $676,153; AND HOME AMERICAN RESCUE
PLA N (HOME-ARP) FUNDS IN THE AMOUNT OF $1,630,667; AND FURTHER
AUTHORIZING THE CITY MANAGER TO: (1) EXECUTE ALL APPLICABLE
DOCUMENTS RELATED TO THE APPROPRIATION AND ALLOCATION OF
THESE PROGRAM FUNDS; (2) SUBMIT THE ONE-YEAR ACTION PLAN TO
HUD; (3) MAKE MINOR NON-SUBSTANTIAL CHANGES TO THE RESULTING
AGREEMENTS (WHICH DO NOT AFFECT THE PURPOSE, SCOPE,
APPROVED BUDGET AND/OR INTENT OF THE PLAN); (4) EXTEND THE
EXPIRATION DATES OF SAID AGREEMENTS WHEN NECESSARY; AND
FURTHER AUTHORIZING THE CITY MANAGER AND CITY CLERK TO
EXECUTE AGREEMENTS FOR SUB-RECIPIENTS OF CDBG AND HOME
PROGRAM FUNDS AND INTERDEPARTMENTAL AGREEMENTS FOR
RECIPIENTS OF CDBG, HOME, AND HOME-ARP PROGRAM FUNDS.
WHEREAS, the City is an entitlement recipient of Federal formula HUD grant programs
as follows: Community Development Block Grant (CDBG ) funds, and HOME Investment
Partn ersh ips (H OME) funds; and
WHEREAS, the City exp ects to continue to rece ive entitlement funds from these grant
programs to operate the City's housing and community development act ivities; and
WHEREAS, the O n e-Year A ction Plan for Federal funds is a requirement under the U.S.
Department of Housing and Urb an Development (HUD) formula grant progra ms, including the
CDBG and HOME Programs; and
WHEREAS, the City must submit its FY 2022 Action Plan to HUD by August 15, 2022;
and
WHEREAS, the O n e-Yea r A ction Plan for FY 2022 is based upo n the City's Federal
entitlement of $941,433.00 in CDBG funds and $676,153.00 in HO ME funds; and
WHEREAS, the planning phase was initiated by the City on January 24, 2022, with the
issuance a Request for Proposals (RFP) for CDBG , HO ME and HO ME-ARP prog ram funds; and
WHEREAS, a maximum of 15 percen t of the City's CDBG alloca tion, or$141,214.00, may
fund public service activities; and
WHEREAS, the resulting CDBG recommendations for Public Servi ce s, inco rporated into
the O n e-Ye a r A ction Plan for FY 2022 are as follows: $12,000 for UNIDAD of Miami Beach -
Project Link; $35,000 for Boys & Gir1s Club of Miami-Dade afterca re and summer cam p; $10,000
to Starting Now for credit counseling services; and $75,500 to Neighborh ood Housing Service s
of South Florida - W OW Miami Beach; and
P age 514 of 1808
WHEREAS, the City's Grocery Assistance Program will be funded utilizing a total of
$65,783.82 from prior year unexpended CDBG Public Services funds and $8,714 in 2022 Public
Services funds, for a total of $74,497.82; and
WHEREAS, $179,875.00 in 2022 CDBG funds will be allocated to the Housing Authority
of the City of Miami Beach (HACMB) for the replacement of the seawall at 8127 Crespi Blvd., in
support of affordable housing, a priority need identified in the Consolidated Plan; and
WHEREAS, $432,058.00 in 2022 CDBG funds and $204,125.67 in prior year CDBG funds
will be utilized by the City for to acquire scattered site condominium units to be added to the City's
affordable housing portfolio; and
WHEREAS, 20 percent {20%) of the City's CDBG allocation ($188,286.00) will be
allocated to the planning and administration of the Program; and
WHEREAS, the City will contract Housing Opportunities Project for Excellence, Inc.
{HOPE, Inc.) for the provision of HUD-mandated fair housing services in the amount of $20,000,
utilizing CDBG planning and administration funds; and
WHEREAS, no applications were received for HOME funds during the RFP process; and
WHEREAS, the Administration is recommending $500,000.00 in HOME funds be
allocated to the HACMB for the replacement of the seawall at 280-300 South Shore Drive and
that $74,731.00 in HOME funds be allocated to homebuyer assistance and homeowner
rehabilitation; and
WHEREAS, this use will further leverage funds to increase the number of affordable
owner-occupied housing units in the City while promoting homeownership among workforce
personnel who would otherwise be priced out of the market; and
WHEREAS, the City is normally required to set-aside a minimum of 15% of its HOME
funds allocation to a qualified Community Housing Development Organization (CHOO) project;
however, HUD has issued a temporary suspension of the 24-month commitment requirement for
the CHOO set-aside funds through December 31, 2023; and
WHEREAS, a CHOO is a private nonprofit, community-based housing development
organization that has identified the development of affordable housing as its primary mission and
has the capacity to develop affordable housing; and
WHEREAS, a CHOO must meet certain requirements pertaining to its legal status,
organizational structure, capacity and experience; and
WHEREAS, HOME funds may be used to provide special assistance to CHDOs including
up to five percent of the City's allocation for general operating assistance to CHDOs; and
WHEREAS, the Miami Beach Community Development Corporation (MBCDC) was the
only agency to submit an application to the City for CHOO certification during the 2022 RFP cycle;
and
WHEREAS, $33,807.00 will be awarded to MBCDC for CHOO operating expenses; and
Page 515 of 1808
W HER EA S, a 10 percent of the City's HOME allocation ($67,615.00) will be allocated to
the planning and administration of the Program; and
WHEREAS, on January 20, 2022 the Mayor and Commission approved Resolution No.
2022-31979, approving the HOME-ARP Allocation Plan; and
WHEREAS, the resulting HOME-ARP recommendations for Supportive Services are as
follows: $46,866.00 for the Legal Services of Greater Miami - North Beach Homeless Prevention
Program and $183,801.00 for the Legal Services of Greater Miami - Eviction Defense Project;
and
WHEREAS, $1,400,000.00 in HOME-ARP funds will be allocated to the HACMB for the
construction of The Heron, a 20-unit new construction permanent supportive housing
development for elderly persons with special needs; and
WHEREAS, the period of performance for the HOME-ARP funding is through 2030; and
WHEREAS, with the award of these applications, a balance of $277,912 will remain to
utilize on future projects as needs arise; and
WHEREAS, the C itize n Particip a tio n Plan is a required component of the City's
management of federal funds and stipulates how the residents participate in the decision-making
process for the use of said funds; and
WHEREAS, the City advertised a Notice of Public Hearing and Public 30-day Comment
Period (April 4, 2022 - May 4, 2022) for community development needs with a Public Hearing
held on April 19, 2022 at the Affordable Housing Advisory Committee meeting via Zoom; and
WHEREAS, the City advertised a Notice of Public Hearing and Public 30-day Comment
Period (May 2, 2022 - June 1, 2022) for the draft On e -Yea r A c tion Plan for FY 2022 with a Public
Hearing held on May 19, 2022 via Zoom; and
WHEREAS, a final Public Comment Period (June 6, 2022- July 5, 2022) for the Action
Plan was advertised on June 5, 2022; and
WHEREAS, the City Manager is the HUD-designated agent for all formula grants, and
executes the grant applications, agreements, and other applicable HUD documents on behalf of
the City.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City
Commission hereby adopt the City's One-Year Action Plan for federal funds for FY 2022, which
includes the budgets for the Community Development Block Grant (CDBG) program in the
amount of $941,433; and the Home Investment Partnerships (HOME) program in the amount of
$676, 153; and HOME American Rescue Plan (HOME-ARP) funds in the amount of $1,630,667;
further, authorize the City Manager to: (1) execute all applicable documents related to the
appropriation and allocation of these program funds; (2) submit the One-Year Action Plan to the
HUD; (3) make minor non-substantial changes to the resulting agreements (which do not affect
the purpose, scope, approved budget and/or intent of the plans); and (4) extend the expiration
dates of said agreements when necessary; and further authorize the City Manager and City Clerk
Page 516 of 1808
to execut e agreem ents for sub-recipients of CDBG and HO M E program funds and City
interdepartm ental agreem ents for recipients of CD BG , H O M E and H O M E -A R P progra m funds.
PAssED and ADOPTED hs _"i'_day ot I"" 2022.
ATTEST:
Dan Gelber, Mayor 7l 2 3 2022
Rafael E. Granado, City Clerk
Page 517 of 1808
APPROVED AS TO
FORM & LAN GUAGE
& FOR EXECUTION
(> s-3i-
City Attorney~ Date
R esolution s -CZ I
MIAMI BE ACH
COMMI SSION MEMORAN DUM
TO: Honorable Mayor and Members of the City Commission
FROM: Alina T. Hudak, City Manager
DATE: June 22, 2022
SUBJECT: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, ADOPTING THE CITY'S ONE-YEAR ACTION
PLAN FOR FEDERAL FUNDS FOR FY 2022 , WHICH INCLUDES THE
BUDGETS FOR THE COMMUNITY DEVELOPMENT BLOCK GRANT
(CDBG) PROGRAM IN THE AMOUNT OF $941,433; THE HOME
INVESTMENT PARTNERSHIPS (HOME) PROGRAM IN THE AMOUNT OF
$676,153; AND HOME AMERICAN RESCUE PLAN (HOME-ARP) FUNDS IN
THE AMOUNT OF $1,630,667; AND FURTHER AUTHORIZING THE CITY
MANAGER TO: (1) EXECUTE ALL APPLICABLE DOCUMENTS RELATED
TO THE APPROPRIATION AND ALLOCATION OF THESE PROGRAM
FUNDS; (2) SUBMIT THE ONE-YEAR ACTION PLAN TO HUD; (3) MAKE
MINOR NON-SUBSTANTIAL CHANGES TO THE RESULTING
AGREEMENTS (WHICH DO NOT AFFECT THE PURPOSE, SCOPE,
APPROVED BUDGET AND/OR INTENT OF THE PLAN); (4) EXTEND THE
EXPIRATION DATES OF SAID AGREEMENTS WHEN NECESSARY; AND
FURTHER AUTHORIZING THE CITY MANAGER AND CITY CLERK TO
EXECUTE AGREEMENTS FOR SUB-RECIPIENTS OF CDBG AND HOME
PROGRAM FUNDS AND INTERDEPARTMENTAL AGREEMENTS FOR
RECIPIENTS OF CDBG, HOME, AND HOME-ARP PROGRAM FUNDS.
RECOMMENDATION
The administration reco mm end s ap proving the Reso lutio n.
BACK GROUN D/HI S TORY
Th e Five-Year Con solidat ed Plan is a federal requirement for all U.S. Department of Housing
and Urban Development (HUD) entitlement cities. The City of Miami Beach Is a HUD-
designated entitlement city as determined by the decennial census infonnation on population
growth lag, over -crowdi ng, age of housing stock, and poverty. The City of Miami Beach has
been a Community Development Block Grant (CDBG) entitlement community since 1975. The
HOME Program was started in 1992 to provide funding specifically for affordable housing.
As an entitlement community, the City automatically qualifies for an annual allocation of federal
funding under HUD's grant programs. HUD requires each entitlement community to submit an
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annual One-Year Action Plan describ ing how it will utilize funding and resource s to address
prio rity needs id entified in the City's Consolidated Plan. The One-Year Action Plan is a
component of the Five-Year Consolidated Plan filed with HUD.
The City must sub mit its FY 2022 Action Plan to HUD by August 15, 2022.
ANALYSIS
The Five-Year Consolidated Plan is a federal requirement for all U.S. Departm ent of Housing
and Urban Development (HUD) entitl eme nt cities. The City of Miami Beach is a HUD-
designated entitlement city as determined by the decennial census information on population
gro wth lag , ove r-cro wding, age of housing stock. and poverty. The City of Miam i Beach has
bee n a Com m unity Deve lopment Block Grant (CDBG) entitlement community since 1975. The
HO M E Pro gra m was started In 1992 to provide fund ing spec ifically for affordable housing.
As an entitlem ent community, the City auto matically qualifies for an annual allocatio n of federal
fundi ng under HUD's grant programs . HUD requires each entitlement community to submit an
annual One-Year Action Plan describing how it will utilize funding and resources to address
prio rity needs identified in the City's Consolidated Plan. The One-Year Action Plan is a
component of the Five-Year Consolidated Plan filed with HUD.
T he City m us t sub m it its FY 2022 Action Plan to HUD by August 15, 2022.
A NA LY S IS
The allocatio ns for FY 2022 are as follows:
Community Development Block Grant Funds
FY 2022 HUD Enti tlem ent
Less ad m inistrative allowance (20%)
Less Pub lic S ervice s allowance (15%)
N et FY 2 0 2 1 fu nds
$941,433.00
($188,286.00)
($141,214.00)
$611,933.00
HOME Funds
FY 2022 HUD Entitl ement
Less administrative allowance (10%)
Net avallable for project allocati on
$60 8,538 .00
$676,153.00
($67,615.00)
On January 24, 2022, the Administratio n issued a Reques t for Proposals (RFP) for CDBG,
HOME and HOME -ARP funds. The submission deadline was February 23, 2022. To ensure
clarification and proactively address ques tions relating to the completion and submission of the
application, a pre-s ubmission meeting was held on February 2, 2022 to review the RF P with
pros pective ap plicants .
On January 20, 2022 the Mayor and Comm ission approved resolution 2022-31979 app roving
the HO M E-A R P Al locati on Plan as follows:
HOME-ARP Funds
Total HOM E -ARP Allocati on $2,245,38 7.00
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Administrative allowance (15%)
R e ntal Ho u s ing
S u p p o rtive S ervices
No n-P ro fit Capac ity Bui ld ing
$336 ,808 .05
$1,400,000
$396,309.60
$112,269.35
CDBG 2022 Funding
A maximum of 15 percent of the City's allocation, or $141,214.00, may fund public service
activities. Public service activities include meals programs, rent assistance, childcare programs,
etc., for income-eligible participants. The City received applications from four public service
providers. Two applications were received for affordable housing projects from the Housing
Authority of the City of Miami Beach (HACMB). The Administration is recommending funding all
CDBG applications, with the exception of funding one of the HACMB's applications using
HOME funds instead. The administration is recommending allocating those CDBG funds to
property acquisition. This activity can be completed quicker, thus ensuring the City will be In
compliance with the CDBG timeliness requirements for the 2022 program year. Below are the
recommendations for the CDBG Program.
Project L.M I Project
Beneficiaries Funding
Public Services
UNI DAD of Miami Beach - Project Link 180 $12,000.00
Boys and Girts Club of Miami-Dade -- Aftercare and 320 $35,000.00 Summer Camp
Starting Now - Credit counseling 10 $10,000.00
Neighborhood Housing Services of South Florida- 80 $75,500.00 WOW Miami Beach
OCS Grocer y Prog ram 96 $8,714.00
Total Funding $141,214.00
Affordabl e Ho usi ng
Housing Authority of the City of Miami Beach-8127 12 $179,875.00 Crespi Blvd Seawall
CMB Prop erty Acquisition 2 $432,058.00
Total Funding $611,933.00
The City's Grocery Assistance Program will be funded using 2022 CDBG public services funds
and . nded bl" . fund: dotailed below: pnor year une xpe' Du IC services s as le
Original Activity Funding Amo unt Proposed
Source Activitv
Public Services
UNI DAD of M iam i Beach - Project CDBG FY2019 $4,530.00
Link
CMB - Grocery Program $5,068.19
C MB - Grocery Program CDBGFY2020 $913.63 OCSGrocery
Rain Parents - Childcare Services $13,000.00 Program
Police Athletic Leaaue CDBG FY2021 $14,000.00
CMB - Prosperity Initiative $28,272.00
CDBG FY2022 $8,714.00
Total $74,497.82
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Additio nal une xp end ed prio r year CDBG funds will be allocated to property acq uisition as
follows :
Original Activity Funding Amo unt Proposed
Source Activltv
Housing Author ity CDBG FY2019 $200,000.00
Miam i Beac h PAL - Youth CDBG FY2019 $2,727.25 CMB Property Lead ers Acad emy
Planning and Admin istrati on CDBG FY2016 $11.68 Acquisition
Planni ng and Admi nistrati on CDBG FY2017 $1,386.74
Total $204,125.67
Below is a sum of each roiect recom men ded for CDBG fundi :
UNIDAD of Miami The program ensure s that elderly resi dents are co nnected
Beach - Project Link to needed services by providing appropriate infonn ation and
referra ls. Service s co nsist of needs as sessme nts ,
information/referral to a network of human service s
roviders and cas e m ement.
CMB Offi ce of Housing
and Community
Services (OCS) -
Grocery Assistance
Program
The program provides monthly grocery deliveries to elderty
residents . Gene ral Fund s are leve rag ed to ens ure 96
elderly resident hous eho lds rece ive pantry es se ntials and
good nutritional sup ports critical for a po sitive qual ity of life.
Starting Now--- Credit
Counseling
This program will provide low- to mod erate-i nco me Miam i
Beach residents with a financi al education and services to
repair and improve their credit.
Neighborhood Housing
Services of South
Florida (NHSSF) -
WOW Miami Beach
Boys and Giris Club of
Miami-Dade -- Project
Leam and Great
Futures for Teens
NHSSF will provide HUD-Approved Ho meo wne rship
Classes and Co unseling for low- to mod erate-i nco me first-
time ho mebuye rs in the City of Mi am i Beac h. NHSSF's
program addresses an urgent housing crisis and is geared
toward s mortg ag e readiness, homeownership, and financial
abil' to incl ude bud eti and savl .
Th e prog ram s offer a safe stru ctured envi ronment with
evidence-based activities for children and youth from
kind ergarte n thro ug h twelfth grad e. The acti viti es incl ud e:
Science , Tech nology, Eng inee ring , and Math (STEM),
literacy, homework assistance, music, arts & crafts, physical
fitne ss, intramural sports, fami ly engag ement, enrichment
activities, health education, mentori ng and college
read ine ss , employab ility skills, and co lleg e visits for old er
teens.
Housing Authority of the
City of Miami Beach
(HACMB)-- The Egret
Fund ing will be used to replace the seawall al 8127 Cres pi
Boulevard . This site is the locatio n of a future affordab le
ho us ing project, The Egret, a 12-unit new co nstructio n
permanent sup po rtive housing development for elderly
pe rso ns with special nee ds. All of the units shal l be rented
to house holds (pe rson or pe rsons ) with inco mes al or be low
60 % of the Area Medi an Incom e (AMl). Of the 12-uni ts,
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three units will be rente d to ho us eho lds (person or pe rso ns )
with incomes at or below 25% of the Area Median Income
(AMI).
City of Miami Beach--
Property Acquisition
Fund ing 'Nill be used to acquire scattered site condominium
units. These properties 'Nill be ad ded to the City's
affordab le ho using portfolio to be rented to ho us eho lds
eaming at or below 80% AMI. Two or three units 'Nill be
acquired based on funding available.
In addition to the fund ing recommend atio ns above , the Administration will con tract Housing
Opportunities Project for Excellence , Inc . (HOPE, Inc .) for the provision of HUD-m and ate d fair
housing se rvice s in the amount of $20,000. HOPE, Inc . would co ntinue providing ho us ing
ed ucati on workshops to residents and parti cipate in outreach events citywid e. Progr am
ad ministratio n funds will fund this mand ate d service . Althoug h not curre ntly fund ed by the City,
HOPE, Inc. also inve stig ate s allegations of Fair Housing Act violations on behalf of residents
who believe the y are vic tims of discriminati on.
HOME 2022 Funding
No ap plicatio ns we re rece ived for HOME fund s during the RFP process. The Administrati on is
recom mend ing HOME funds be allocat ed to the HACMB and the balance of fund s to
ho mebuye r assistance and ho meo wn er rehab ilitati on. This use will further leverage fund s to
increase the nu mber of affordab le owne r-oc cupied housing units in the City while promoting
homeo wner ship to as many income-eligible applicants on the City's waitlist in ad dition to
improving existing homeowners' property conditions. The HOME Prog ram can assist
ho useho lds earn ing up to 80% AMI and the program can be co mbine d with State Ho us ing
Initiati ve s Partne rship (SHIP) fund s, upon availability.
Blow " br kd e Is a rea own o proects:
Low-Mod
Income Project Funding
Beneficlaries
Affo rdab le Housing
Ho using Autho rity of the City of Miam i Beach - 119 $500,000.00 Vista Bree ze Seawal l
Ho me buye r Ass istance & Homeown er 2 $74,731.00 Rehab ilitati on
CHDO One4tits
Miam i Beach Community Deve lopme nt $3 3,80 7.00 Corporation
fthe FY2022 HOME
The HOME Prog ram rules require each entitlement community rese rve a minimum of 15% 0f its
annual allocatio n for acti viti es und ertake n by qual ified Co mmunity Ho us ing Deve lopment
Organizations (CHDO). A CHDO is a private no np rofit, co mmunity-b ased se rvice organization
that has identified the development of affordable housing as its primary mission and has the
capac ity to deve lop affordab le ho us ing . A CHDO must meet certain requireme nts pertaining to
its leg al status, organizational structure, capacity and experience. However, please note that
HUD has issued a temporary suspension of the CHD O reservation through December 31,
2023.
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HOME fund s may be used to provide special ass istance to CHDOs. Up to five perce nt of
H O M E fund s m ay be used to p ro vid e ge ne ral o p e rati ng ass istance to CHD Os.
B e low is a sumt o f e ach roi e ct recom m en d ed for H O ME fundil I:
Community Housing MB C D C was the o nl y ag e nc y to submit an ap p licatio n to the C ity
Development fo r C H O O ce rtifi catio n du ring the 2 0 2 2 R FP cycle .. H O M E
Organization Funds C H O O fu nd s may be us e d fo r o pe rati ng ass istance , whi ch ca,
be uti lized for costs associated with capac ity building. CHDO's
must apply fo r re -ce rtificatio n o n an amual bas is in o rd e r to
re ce ive set-as id e fund s or o rati fund s.
Homebuyer Assistance
& Hom eo wner
Rehabilitation
T he hi g h co st of re al est ate in the Ci ty p uts homeownership out
of re ac h fo r m any, e sp e cia lly lo w- to m o d e rate inco m e fam ili e s.
T hi s prog ra m helps fill the fundi ng g ap, with up to $40,000 fo r
d own paym e nt as sis tance fo r firs t-ti me ho m e b uye rs . T he fu nd s
award ed to e lig ible residents are secured by a lie n and re stri ctive
co ve nant se curing the C ity's fu nd s that are su b se q ue ntly fo rg ive n
aft e r 15 ye ars . The prog ram al so pro vid e s as sista nce to e xis ting
ho m eowne rs ne ed ing re pai rs to the ir ho m e ste ad e d p ro p e rty to
m a inta in a saf e , de ce n t and san ita livi e nvi ro n m e nt .
Housing Authority of the
City of Miami Beach
(HACMB) -- Vista
B ree ze
F un d ing wi ll be us e d for se awa ll replace me nt and installation of
inf ras truc tu re at 28 0 -3 0 0 S o uth S ho re D rive . This vacan t site is
the locati o n of a future aff o rd ab le ho us ing p roject, Vi sta B re e ze ,
a new co ns truc tion e ld e r1 y aff o rd ab le ho using d eve lopment. All of
the units shal l be rented to elderty househo lds (pe rso n or
p e rso ns ) with inc o me s at o r b el ow 80 % of the Area Median
Inco m e AMI.
HOME-ARP Funding
T he C ity re ce ived two ap plicati ons for sup po rtive services and one ap plicatio n for rental
ho u sing . T he A d m inis tratio n is rec om m en di ng fundi ng all ap p licati ons as follows :
Beneficiaries Total Funding
Affordable Housing
H o us ing A utho rity of the C ity of Miam i Beach - T he 2 0 $1,40 0 ,00 0 .0 0 He ron
Supportive Services
L eg al Services of G re ate r M iami - N o rth B eac h 6 0 $4 6,86 6.0 0 H o m e le ss P re ve ntio n
L e g al S e rvices o f Greater Miami- E vi ctio n 3 80 $183,801.00 Defense P ro ject
T he pe riod of p e rfo rm ance for the H O M E -A R P fu nd ing is thro ug h 2 0 3 0 . With the award of
these app licati o ns, a balance o f $2 7 7 ,9 12 wi ll re m a in to utilize on future projects as need s arise .
B e low is a sum m
Legal Services of
Greater Miami - North
Beach Homeless
Prevention
o f each roi re com m e nd ed for H O ME -AR P fundin 1:
T he No rth Beach Ho m e le ssness Prevention Project wi ll ass ist
individuals and ho use ho ld s who are ho m e le ss, at risk of
ho me less ne ss , and o ther vuln e rabl e po p ulation s , by pro vid ing
d irect legal se rvice s to remo ve barri ers to ho using access and
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stab ility and reduce ho me less ne ss in the City of Miam i Beac h,
with a focus on North Beach (zip cod e 33141 ).
Legal Services of
Greater Miami - Eviction
Defense Project
This progr am will as sist low to moderate-income individuals
citywi de by providi ng legal assistance to (1) tenants in private ,
public, and subsidized housing who are behind on rent and at risk
of eviction and (2) tenants living in public ho us ing who are behind
on their utilities and are at risk of losing their subsidized housing.
Service s will include assistance with public benefits, tax
co ntro ve rsies , and co nsume r iss ues . In res po nse to the
deepe ning ho using crisis this program will provid e servi ce s
citywi de, with a focus on tenants' rights and evict ion defense and
will place Legal Servi ce s staff in the co mmun ity to co nd uct intake
and client educatio n for greate r client acce ss. Services will be
availab le to Miam i Beach residents.
Housing Authority of the
City of Miami Beach
(HACMB) - The Heron
Funding will be used toward the co nstructio n of The Heron, a 20-
uni t new co nstruc tion pe rmane nt sup portive housing
deve lopment for elderly persons with special need s. All of the
units shall be rented to house ho lds (pe rso n or persons ) with
inco me s at or below 60% of the Area Median Incom e (AMI). Of
the 20-u nits, four units will be rente d to ho us eho lds {pe rso n or
pe rso ns) with incomes at or below 28% of the Area Median
Inco me (AMI). The project locati on will be in North Beach
(33141). The Heron project is curre ntly in permitting with
co ns tructio n exp ected to comme nce in late 2022.
In acco rdance with the Citizen Participation Plan, the City ad ve rtised a Notice of Public
hearin g and Public 30-day Comment Period (April 4, 2022 - May 4, 2022) for comm unity
deve lopme nt reeds. The pub lic heari ng was he ld on April 19, 2022.The City advertised a
Notice of a 30-day Public Comme nt Period and Public Hearing (May 2, 2022 - June 1, 2022)
for the draft Action Plan. The Public Hearing was he ld on May 19, 2022.A final Public Comme nt
Period (June 6, 2022 -July 5, 2022) for the Action Plan was ad ve rtised on June 5, 2022.
As of this writi ng , one co mment has be en rece ive d from HA CMB req ues ting that unal locate d
HOME-ARP fund s be allocate d to The Heron project to ass ist the HA CMB in address ing the
project funding gap exp erience d due to increased co nstru ction co sts.
Public co mme nts rece ived will be included In the sub mission of the Action Plan to HUD for final
revie w and ap proval .
SUPPORTING SURVEY DATA
nla
FINANCIAL INFORMATION
All activitie s will be fund ed with fed eral CDB G, HOME and HOME-AR P funds.
CONCLUSION
The Administration recommends approval of the One-Year Action Plan for FY 2022 to allow
the City to draw entitlement funds to as sist income-eligible persons with services and housing,
and to ensure the time ly and co mp liant exp enditu re of HUD fund s.
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Appli cabl e Are a
Citywide
ls this a "Residents Right
to Know" item., pursuant to
City Code Section 2-142
No
Does this item utlllze G.0,
Bond Funds?
No
Strate gic Connection
Mobility - Support affordable, compatible workforce housing.
Legislative Tracking
Housing and Community Services
ATTACHMENTS:
Description
D Resolution
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AM E N D E D A N D RE ST A T E D G R O U N D L E A SE A G R E E M E N T
(Vista Breeze)
T H IS A M E N D E D A N D R E ST A T E D G R O UN D L E A SE A G R E E M E N T (this "L ease") is
entered int o as of the 'T day of August, 2021 (the "E ffectiv e D ate") between H O U SI N G
A U T H O R IT Y O F T H E C IT Y O F M IA M I B E A C H , a public body corporate and politic established
pursuant to Chapter 421, Florida Statutes ("L andlor d") and V IST A B R E E Z E , LT D ., a Florida
limited partnership ("T en ant").
R E C IT A L S
A. Landlord desires to lease to Tenant, and Tenant desires to lease from Landlord, certain
real property located in the City of Miami Beach, Miami-Dade County, Florida and legally described
on Exhibit "A" attached hereto and incorporated herein by this reference (the "Leased Premises").
B. The Leased Premises currently consists of the land and certain improvements for an
affordable rental housing development to be known as Vista Breeze, which Landlord and Tenant intend
to redevelop. The Leased Premises and all future improvements to the Leased Premises to be
redeveloped, constructed and operated by Tenant w ill be known as Vista Breeze and are referred to
herein as the "P roject".
C. Landlord and Tenant desire to amend and restate that certain Ground Lease entered
into by Landlord and Tenant dated November 1, 2020 (the "Original Lease").
L E A SE
NOW, THEREFORE, in consideration of the Leased Premises, the foregoing Recitals, which
are incorporated herein by reference, the sum of One Dollar ($1.00), and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be
legally bound hereby, Landlord and Tenant do hereby amend, restate, supersede and replace the
Original Lease with this Lease and do hereby covenant, represent, warrant, and agree as follows:
I. Grant of Lease. As of the Effective Date, Landlord conveys and leases to Tenant, and
Tenant accepts and leases from Landlord, the Leased Premises, together with all easements and rights-
of-way pertaining thereto. Tenant shall have the right to lease the Leased Premises for and during the
"T erm " (as defined in Section 2). Tenant shall use the Leased Premises for the development and
operation of the Project.
2. Term.
(a) The term of this Lease shall begin on the Effective Date and expire on the sixty-
fifth (65") anniversary of the Commencement Date, unless this Lease is terminated earlier pursuant to
the provisions contained herein (the "T erm "). For purposes of this Lease, the "C om m encem ent D ate"
shall be the closing date of Tenant's construction loan for the development of the Project (the
"C on stru ction L oan"), but in no event later than March 31, 2024. Tenant's right to take physical
possession of the Leased Premises shall begin on the Commencement Date, and Landlord shall have
sole and exclusive control of and responsibility for the Premises until such date except as expressly
herein provided.
12 17 8269 8.5
Page 526 of 1808
(b) For purp oses of this Lease, the term "Le ase Year" m eans the tw elve (12)
co nsecutive m o nth peri od beginning on the C om m encem ent D ate and each tw el ve (12) co nsecutive
m o nth period thereaft er thr oughout the re m ainder of the Tenn .
(c) In the event that Tenant (i) does not obtain an alloc ation fr om th e Florida
H o using Finance C o rp o ra tion of fe deral low incom e housing tax credits under Sect ion 42 of the
In tern al R evenu e C ode of 1986, as am ended, via R F A 2021-203 or R F A 2021-205, in an am ount
su ffi cient, in T enant's so le and absolute discre tion, to enable Tenant to constru ct the Project, w ith all
tim e to appe al su ch alloc ation having expired and w ith no appeal then pending, and no appeal instituted
or petitio n fi led , ( co ll ectiv ely, "Housing Credits") by M arc h 31, 2022, or (ii) fa ils to cl ose on financing
fo r the proposed co n stru ction of the P roject, incl uding syndication of the H ousing C redits, by M arch
31, 20 24 (coll ectively, the "Financing Contingency"), then either landlord or T enant m ay term inate
th is L ease by deliveri n g w ritten notice thereof to the other party. U pon such tenn ination, lan dlord and
T enant agree to enter into a w ri tt en agreem ent to tenn inate this Lease, and T enant here by appoints the
E xecutive D ire ctor of L andlord as its attorn ey-in-fa ct sole ly fo r the purp ose of entering into and
reco rding such term inatio n agree m ent. It is unders tood and agreed that Tenant's fa ilure to satisfy the
F in ancing C ontingency sh all not constitute or be deem ed a defa ult by T enant under this Lease. If this
L ease is term inated by L andlord and Tenant pursuant to this para graph, both Landlord and T enant shall
be released fr om all furt her obligations under this Lease, except those, if any, w hich speci fically
su rv iv e term inatio n hereof.
3. R ent. D uri ng the Term , Tenant covenants and agre es to pay Landlord rent as fo llow s:
C ap ital L ease P ay m ent. O n the C om m encem ent D ate, Tenant shall pay to Landlord a cap ital lease
paym ent in an am o u nt eq ual to the fa ir m ark et value of the Leased Prem ises (estim ated to be
$4,0 85,00 0 but to be deter m ined by appr ai sal) (the "Capital Lease Payment"). Up to 100 % of th e
C apital L ease Paym ent m ay be paid by the execution and delivery by Tenant to landlord of a lessor note
in such am ount on the C om m encem ent D ate.
4 . R ight to C o nst ru ct the Proje ct .
(a) D u ri ng the Term , T enant shall have the right to constru ct the Projec t on the
L ease d Prem ises. T en an t shall com m ence constru ction of the Project no later than sixty (60) days aft er
T enant has close d on th e C onstru ction Loan and syndication of the H ousing C redits, and shall
su b stan tiall y com p lete co nstru ction of the Project w ithin eighteen (1 8) m onths thereafter. The
fo rego in g lim itation o f tim e fo r the com pletion of the Project m ay be extended by w ri tten agre em ent
be tw een L andlord an d T enant, w ith both part ies agreeing to act reasonably and in good fa ith w ith
reg ard s to any such extension.
(b ) D u ring the cours e of constru ction of the Project, T enant shall pro vide to
L and lo rd quart erly w ri tten statu s report s on the P roject, and such other report s as m ay re asonably be
req uested by L an d lord.
(c) Th e P rojec t shall be constru cted in a goo d and w orkm anlike m anner and in
acco rdance w ith the requirem ents of all applicable law s, ordinances, codes, court orders , ru les and
reg ulations (co llec tiv ely, "Applicable Laws") ofa ll govern m ental entities having jurisdiction over the
P roject (coll ectiv ely , "Governmental Authorities"), inclu din g, but not lim ited to, La ndlord and the
U .S . D epart m ent of H o u sin g and U rban D evelopm ent.
Page 527 of 1808
(d) T enan t shall apply fo r and pro secute, w ith reasonable diligence, all necessary
appro vals, perm its and licenses (collecti vely, "Approvals") required by any Governmental Authorities
for the construction, development, zoning, use, and occupation of the Project. Landlord agrees to
cooperate with, and publicly support, Tenant's efforts to obtain such Approvals; provided, however,
that such Approvals shall be obtained at Tenant's sole cost and expense.
(e) Landlord and Tenant acknowledge and agree that Tenant shall be the owner of
all improvements constructed on the Leased Premises during the Term, and as such, shall be entitled
to all depreciation deductions, Housing Credits or other benefits for income tax purposes relating to
said improvements.
5. Forced Delay in Performance. Notwithstanding any other provisions of this Lease to
the contrary, Tenant shall not be deemed to be in default under this Lease where delay in the
construction or perfonnance of its obligations under this Lease are caused by war, revolution, labor
strikes, lockouts, riots, floods, earthquakes, fires, casualties, acts of God, labor disputes, governmental
restrictions, embargoes, litigation (excluding litigation between Landlord and Tenant related to this
Lease), tornadoes, hurricanes, severe weather, inability to obtain or secure necessary labor, materials
or tools (including an inability due to a pandemic confirmed by a declaration of emergency by any
Governmental Authority), delays of any contractor, subcontractor, or supplier, acts or failures to act
by Landlord, delays in obtaining Approvals caused by any Governmental Authorities, or any other
causes beyond the reasonable control of Tenant. The time of performance hereunder shall be extended
for the period of any delays caused or resulting from any of the foregoing causes; provided, however
that Tenant shall use its best efforts to resume performance hereunder as soon as reasonably feasible.
6. Landlord's Representations and Warranties. Landlord hereby represents and warrants
to Tenant on the Effective Date and as of the Commencement Date that Landlord has fee simple and
good and marketable title to the Leased Premises.
7. Tenant's Representations and Warranties. Tenant hereby represents and warrants to
Landlord on the Effective Date and as of the Commencement Date as follows:
(a) Tenant is a duly organized, lawfully existing limited partnership, and is in good
standing under the laws of the State of Florida;
(b) Tenant (i) has the power and authority to own its properties and assets, to
conduct its business as presently conducted, and to execute, deliver and perform its obligations under
this Lease and (ii) has obtained all company authorizations and approvals which are necessary for it to
execute, deliver, and perform its obligations under this Lease;
(c) There is no action, suit, litigation or proceeding pending or, to the best of
Tenant's knowledge, threatened against Tenant which could prevent or impair Tenant's entry into this
Lease and/or performance of its obligations hereunder;
(d) The person signing this Lease on behalf of Tenant is duly and validly
authorized to do so; and
(e) To the best of Tenant's knowledge, no representation, statement or warranty by
Tenant contained in this Lease contains or will contain any untrue statement or omits a material fact
necessary to make the statement of fact therein recited not misleading in any material respect.
Page 52 0f 1808
8. C o n d ition o f th e L eased Prem ises. L A N D L O R D L E A S E S T H E LE A SE D PRE M ISE S
T O T E N A N T , A N D T E N A N T T A K E S T H E LE A S E D PR E M IS E S F R O M LA N D L O R D , IN IT S A S
IS , W H E RE IS C O N D IT IO N . T E N A N T A C K N O W L E DG E S T H A T LA N D L O R D H A S N O T
M A D E A N D W IL L N O T M A K E , N O R SH A L L L A N D L O R D B E D E E M E D T O H A V E M A D E,
A N Y W A R RA N T Y O R RE P R E S E N T A T IO N , E X P R E SS O R IM P LI E D , W IT H R E S PE C T TO TH E
C O N DI T IO N O F T H E L E A S E D PR E M IS E S , IN C L U DI N G A N Y W A R RA N T Y O R
R E P R E S E N T A T IO N A S T O IT S FIT N E SS FO R A N Y PA R TI C U L A R U S E O R PU RP O SE.
T E N A N T A C KN O W L E D G E S T H A T T H E L E A S E D PR E M IS E S IS O F IT S SE L E C TI O N A N D
T H A T T H E L E A S E D PR E M ISE S H A S BE E N IN S P E C T ED B Y T E N A N T A N D IS
S A T IS F A C T O R Y T O IT. IN T H E E V E N T O F A N Y D E F E C T O R D E FI C IE N C Y IN A N Y
P O R T IO N O F T H E L E A S E D PR E M IS E S O F A N Y N A T U R E , W H E T H E R L A T EN T O R PA TE N T ,
L A N D L O R D SH A L L N O T H A V E A N Y R E SP O N S IB ILI T Y O R LI A B ILI T Y W IT H RE SPEC T
T H E R E T O O R FO R A N Y IN C ID E N T A L O R C O N S E Q U E N T IA L D A M A G ES (IN C L U DI N G
S T R IC T LI A BI LI T Y IN T O R T ). T H E PR O V IS IO N S O F T HI S SE C T IO N H A V E B EE N
N E G O T IA T E D , A N D A R E IN T E N D E D T O B E A C O M P L E T E E X C L U S IO N A N D N E G A TI O N
O F A N Y W A R RA N T IE S B Y L A N D L O R D , E X P RE S S O R IM P LI E D . W IT H R ESP E C T T O TH E
C O N D IT IO N O F T H E L E A S E D PR E M IS E S , A R IS IN G PU R S U A N T T O A N Y L A W N O W O R
H E R E A FT E R IN E F F E C T .
9 . L and lo rd A ccess to the Leased Premises and Right of _Inspection. Prior to the
Commencement Date, Landlord shall have the right of possession and control of any improvements
located on the Premises and shall be responsible for same. During the Term, Landlord or its duly
appointed agents shall have the right, at all reasonable times upon the furnishing of reasonable notice
under the circumstances (except in an emergency, when no notice shall be necessary), to enter upon
the Leased Premises to ex.amine and inspect the Project. Tenant hereby covenants to execute,
acknowledge, and deliver all such further documents, and do all such other acts and things, necessary
to grant to Landlord such right of entry.
10. Insurance.
(a) Prior to the commencement of construction of the Project, Tenant shall furnish
to Landlord an "All Risk Builder's Risk Completed Value Form" for the full completed insurable value
of the Leased Premises and in fonn satisfactory to any mortgage lien holders secured against the Leased
Premises.
(b ) During the Tenn, Tenant shall obtain and maintain a comprehensive general
liability insurance policy(ies) insuring against the risk of loss resulting from accidents or occurrences
on or about or in connection with, the development, construction, and operation of the Project, or in
connection with, or related to, this Lease in such amounts set forth on Exhibit "B" attached hereto and
incorporated herein by this reference. Such insurance policies shall be issued by companies reasonably
acceptable to Landlord. Certified certificates evidencing such insurance coverage shall be delivered to
Landlord within five (S) days of Landlord's request therefor, along with evidence that the insurance
premiums have been paid current to date. All insurance policies required to be maintained by Tenant
shall require the insurer to give Landlord thirty (30) days' prior written notice of any change in the
policies and/or the insurer's intentions to cancel such policy or policies ( without a disclaimer of liability
for failure to give such notice).
( c) Prior to the commencement of construction of the Project, Tenant shall furnish
a certificate to Landlord from an insurance company(ies) naming Landlord as an additional insured
Page 549 of 1808
under the insurance policy(ies) obtained by Tenant as required by this Lease and confirm ing that
Tenant and the general contractor of the Project are covered by public liability, automobile liability,
and workm en's compensation insurance policies satisfactory to Landlord.
(d) Tenant agrees to cooperate with Landlord in obtaining the benefits of any
insurance or other proceeds lawfully or equitably payable to Landlord in connection with this Lease.
(e) The "All Risk Builder's Risk Completed Value For" policy with respect to
the Leased Premises shall be converted to an "all risk" or comprehensive insurance policy upon
completion of the Project, naming Landlord as an additional insured thereunder and shall insure the
Leased Premises in an amount not less than the full replacement value of the Leased Premises. Tenant
hereby agrees that all insurance proceeds from the All Risk Builder Risk Completed Value Form policy
(or, if converted, the "all risk" or comprehensive policy) shall be used to restore, replace or rebuild the
Project.
(f) All such insurance policies shall contain (i) an agreement by the insurer that it
will not cancel the policy without delivering prior written notice of cancellation to each named insured
and loss payee thirty (30) days prior to canceling the insurance policy and (ii) endorsements that the
rights of the named insured(s) to receive and collect the insurance proceeds under the policies shall not
be diminished because of any additional insurance coverage carri ed by Tenant for its own account.
(g) If the Leased Premises is located in a federally designated flood plain, an
acceptable flood insurance policy shall also be delivered by Tenant to Landlord, providing coverage
in the maximum amount reasonably necessary to insure against the risk of loss from damage to the
Leased Premises caused by a flood.
(h) Neither Landlord, nor Tenant, shall be liable to the other (or to any insurance
company insuring the other party), for payment of losses insured by insurance policies benefitting the
parties suffering such loss or damage, even though such loss or damage might have been caused by the
negligence of the other party , its agents or employees.
11. Taxes. During the Term , Tenant shall (a) be liable for the payment of all real estate
taxes, special assessments, and any other taxes, levies, or impositions charged by an appropriate taxing
authority with respect to the Leased Premises and (b) if the State of Florida or any other Governm ental
Authorities assess or levy a tax against Landlord on the Capital Lease Payment payable under this
Lease, Tenant shall pay and discharge such taxes levied against Landlord if Landlord is not exempt
from such tax.
12. Utilities. During the Tenn , Tenant shall pay the cost of all utilities used, provided, or
supplied upon, or in conn ection with, the development, construction, and operation of the Project,
including, but not limited to, all charges for gas, electricity, telephone and other comm unication
services, water and sewer service charges, and all sanitation fees or charges levied or charged against
the Leased Premises.
13. Assignment of Lease by Tenant. Tenant has no right, without the prior wri tten consent
from Landlord (which consent shall not be unreasonably delayed, conditioned, or withheld), to assign,
convey, or transfer any legal or beneficial interest in Tenant's estate hereunder, except that Tenant may,
without Landlord's consent, assign or mortgage its interest in this Lease or the Leased Premises as
provided in Section 20 hereof.
Page 50 of 1808
14 . A s s ig n m e n t o f L e a s e b y L a n d lo rd . L a n d lo rd h a s th e rig h t to a s s ig n its in te r e s t in th is
L e a s e to a n a ffi lia te o f L a n d lo rd w ith o u t T e n a n t's p rio r w ritt e n c o n s e n t; h o w e v e r, L a n d lo rd m u s t
p ro v id e w ri tt e n n o tic e to T e n a n t p ri o r to s u c h a s s ig nm e n t. T e n a n t h e re b y a g re e s to a tto m to L a n d lo rd 's
a s s ig n e e a n d to c o n tin u e to c o m p ly w ith a ll o f th e o b lig a tio n s , c o v e n a n ts , a n d c o n d itio n s o f T e n a n t
u n d e r th is L e a s e thr o u g h o u t th e re m a in d e r o f th e T e nn .
15 . Em i n en t D o m a in . In th e e v e n t o f a c o n d e m n a tio n o r ta k in g o f a n y p o rt io n o f th e L e a s ed
P re m is e s b y a n y G o v e rn m e n ta l A u th o ritie s h a v in g th e p o w e r o f e m in e n t d o m a in , L a n d lo rd a n d T e n a n t
a g re e a s fo ll o w s :
(a ) T o ta l T a k in g . T h is L e a se s h a ll b e te rm in a te d if (i) the entire Leased Premises
is taken by the exercise of the power of eminent domain or (ii) in the event of a partial taking, the
remaining portion of the Leased Premises is rendered unusable for Tenant's use or occupancy as the
result of such partial taking, in Landlord's and Tenant's reasonable opinion. Upon termination of this
Lease pursuant to the provisions of this paragraph, Tenant and Landlord shall be released from their
obligations under this Lease, effective on the date title to the Leased Premises is transferred to the
condemning Governmental Authority.
(b) Partial Taking. This Lease shall continue in effect if, in the event of a partial
taking of the Leased Premises, the remaining portion of the Leased Premises remains reasonably
tenantable in Landlord's and Tenant's reasonable opinion.
(c) Award. If there is a taking, whether whole or partial, Landlord and Tenant shall
be entitled to receive and retain such separate awards as may be allocated to their respective interests
in any condemnation proceedings; provided, however, if such taking occurs prior to the
Commencement Date, Landlord shall be entitled to receive and retain the entire condemnation award.
16. Default by Tenant. The following shall constitute an "Event of Default" by
Tenant under this Lease:
(a) failure of Tenant to timely pay the Capital Lease Payment or any other charge
due hereunder, and such default continues for ten (IO) days after written notice from Landlord; or
(b) failure of Tenant to comply with the material terms, conditions, or covenants
of this Lease that Tenant is required to observe or perform (other than the monetary obligations
referenced in Section 16(a) above) and such breach continues for a period of thirty (30) days after
written notice thereof from Landlord; provided, however, that if the cure cannot reasonably be effected
within such thirty (30) day period, the cure period shall be extended for such additional time as may
be required for Tenant to cure such breach (but in no event longer than one hundred twenty ( 120) days
after written notice of the breach from Landlord to Tenant) so long as Tenant has commenced cure
actions during the initial thirty (30) day cure period and diligently pursues the cure during the extended
cure period; or
(c) this Lease or the Leased Premises or any part thereof are taken upon execution
or by other process of law directed against Tenant, or are taken upon or subjected to any attachment
by any creditor of Tenant or claimant against Tenant, and such attachment is not discharged within
ninety (90) days after its levy; or
P age 59 1 of 18 08
(d) ()a breach or tennination by Tenant (or any affiliate of Tenant) of any written
agreement relating to the revitalization of the Project between Tenant (or an affiliate of Tenant) and
Landlord, and (ii) in the event of such a breach, the breach continues for a period of thirty (30) days
after written notice from Landlord; provided, however, that if the cure cannot reasonably be effected
within such thirty (30) day period, the cure period shall be extended for such additional time as may
be required for Tenant to cure such breach (but in no event longer than one hundred twenty ( 120) days
after written notice of the breach from Landlord to Tenant) so long as Tenant has comm enced cure
actions during the initial (30) day cure period and diligently pursues the cure during the extended cure
period; or
(e) Tenant shall file a voluntary petition in bankruptcy or a voluntary petition
seeking reorganization, or to effect a plan or an arrangement with or for the benefit of Tenant's
creditors; or
(f) Tenant shall apply for a consent to the appointment of a receiver, trustee or
conservator for any portion of Tenant's property, or such appointment shall be made without Tenant's
consent, and shall not be removed within ninety (90) days; or
(g) abandonment or vacation of the Project or the Leased Premises by Tenant for
a period of more than thirty (30) consecutive days.
17. Remedies. If Tenant fails to cure an Event of Default within the time provided therefor,
Landlord shall have the right to terminate this Lease, at which point the Term shall be deemed to have
expired, Tenant's right to possession of the Leased Premises will cease, and the estate conveyed by this
Lease to Tenant shall revest in Landlord.
18. Indemnity. During the term of this Lease, Tenant agrees to indemnify, save, and hold
Landlord harmless from and against any and all damages, claims, losses, liabilities, costs, remediation
costs, and expenses, including but not limited to, reasonable legal, accounting, consulting, engineering,
and other expenses, which may be asserted against, imposed upon or incurred by Landlord, its
successors and assigns. by any person or entity and caused by Tenant's construction, development, or
operation of the Project. including liability arising out of or in connection with any and all federal, state
or commonwealth, and local Environmental Laws (as defined in this Section 18). Notwithstanding
anything to the contrary contained herein, Tenant's obligation to indemnify Landlord expressly
excludes any liability relating to any matters affecting the Leased Premises resulting from activities
occurring prior to Tenant taking possession of the Leased Premises.
for the purposes of this Lease, the term "Environmental Laws" as used herein means all
federal, state or commonwealth, and local laws, regulations, statutes, codes, rules. resolutions,
directives, orders, executive orders, consent orders, guidance from regulatory agencies, policy
statements, judicial decrees, standards, permits, licenses and ordinances, or any judicial or
administrative interpretation of, any of the foregoing, pertaining to the protection of land, water, air,
health, safety, or the environment whether now or in the future enacted, promulgated or issued,
including, but not limited to the following: Federal Water Pollution Control Act, 33 U.S.C. § 1251 et
seq.; Clean Air Act, 42 USC. $ 741 et seq. The Comprehensive Environmental Response,
Compensation and Liability Act, 42 U.S.C. $ 9601 et seq., as amended by the Superfund Amendment
and Reauthorization Act of 1986; The Toxic Substances Control Act, 15 U.S.C. $ 2601 et seq.; The
Occupational Safety and Health Act, 29 U.S.C. $ 651 et seq.; The Safe Drinking Water Act, 42 U.S.C.
§ 300(f) et seq.; The Clean Water Act, 33 U.S.C. $ 1317 et seq.; The Federal Insecticide Fungicide and
Page 532 of 1808
R o d e n tic id e A c t, 7 U .S .C . $ 136 et seq.; The Hazardous Materials Transportation Act, The Marine
Protection, Research and Sanctuaries Act; and the Resource Conservation and Recovery Act, 42 U .S.C.
$$ 6991-6991; and each as further amended from time to time and all regulations promulgated
thereunder.
19. Right to Encumber the Leased Premises.
(a) During the Tenn, Landlord shall not encumber the Leased Premises without
Tenant's prior written consent, which shall not be unreasonably delayed, conditioned, or withheld.
(b) Except as otherwise pennitted hereunder, Tenant shall not encumber the
Leased Premises, or its leasehold interest in the Leased Premises, without Landlord's prior written
consent, which consent shall not be unreasonably delayed, conditioned, or withheld. Notwithstanding
any contrary provisions of this Lease, Tenant shall have the right to grant a mortgage encumbering its
leasehold interest in the Leased Premises and Landlord agrees that it shall enter into such amendments
to this Lease as may be reasonably requested by a leasehold mortgagee in furtherance thereof;
provided, however, that Landlord's fee estate in the Leased Premises shall not be subject to such
leasehold mortgage or any related mortgage document.
21. Quiet Possession. Tenant shall, and may peaceably and quietly have, hold, and enjoy
the Leased Premises during the Term, provided that Tenant pays the rent and perfonns all the covenants
and conditions of this Lease that Tenant is required to perform. Landlord shall deliver the Premises
free and clear of any leases or possessory interest as of the Commencement Date.
22. Compliance with Applicable Laws.
(a) During the Term, Tenant agrees to comply with all Applicable Laws related to
the use or occupancy of all, or any part of, the Leased Premises.
(b) Tenant shall, at its sole expense, obtain all necessary Approvals to operate the
Project on the Leased Premises. Landlord shall cooperate with Tenant fully to help Tenant obtain all
necessary Approvals required to operate the Project on the Leased Premises; provided, however, that
the costs of obtaining such Approvals are paid by Tenant.
23. Mechanic's Liens.
(a) At all times during the Tenn, Tenant agrees to keep the Leased Premises free
of mechanics' liens, materialmen's' liens, and other similar type of liens; and Tenant agrees to
indemnify and hold Landlord harmless from and against any and all claims and expenses related
thereto, including reasonable attorneys' fees, and other costs and expenses incurred by Landlord on
account of any such claim or lien.
(b) Within twenty (20) business days of Landlord delivering notice to Tenant that
a lien has been filed against the Leased Premises on account of labor or material furnished in
connection Tenant's development of the Project, Tenant shall either (i) discharge the lien filed against
the Leased Premises, or (ii) post a bond with the clerk of the court of competent jurisdiction, with
instructions to apply the bond towards payment of the lien if it is upheld upon final judgment or return
the bond to Tenant if the lien is discharged. Landlord may discharge the lien by paying the amount of
Page 538 of 1808
the claim due or posting a bond with the applicable clerk of court if Tenant fails to do so within the
time required under this Lease, and Tenant shall reimburse Landlord upon demand for the costs it
incurre d to pay or have the lien discharged . Such amounts due from Tenant shall be charged in addition
to the Capital Lease Payment.
24. Notices. Any notice required by this Lease shall be delivered to the following parties
at the following addresses:
If to Landlord:
Housing Authority of the City of Miami Beach
200 Alton Road
Miami Beach, FL 33139
Attention: Miguell Del Campillo, Executive
Director
Phone: (305) 532-64 01, ext. 3020
Email: miguella hacmb.org
with a copy to:
Fox Rothschild LLP
BNY Mellon Center
500 Grant Street, Suite 2500
Pittsburgh, PA 15219
Attention: Michael H . Syme, Esq.
Phon e: (412) 391-2450
Email: msyme@ foxrothschild.com
And:
Law Offices of Alexander L. Palenzuela, P.A.
1200 Brickell A venue, Suite 1950
Miami, FL 33131-3298
Attn: Alexander L. Palenzu ela, Esq.
E-mail: alp@ alp-law.com
Phone: (305)333-0467
If to Tenant:
Vista Breeze, Ltd.
161 NW 6" Street, Suite 1020
Miami, FL 33136
Attn: Kenneth Naylor
Email: knaylora apcommun ities.com
Phone: (305) 357-4700
with a copy to:
Atlantic Pacific Communities, LLC
I61 NW 6" Street, Suite 1020
Miami, FL 33146
Attn: Michael Fincher, General Counsel
Email: mfincher@apcomm unities.com
Phone: (404) 200-8669
Any notice required or perm itted to be delivered under this Lease shall be deemed to be given
and effective when (a) deposited in the United States mail, postage prepaid, certified or registered mail,
return receipt requested, (b) sent, if sent by a nationally recognized overnight carrier, (c) received, if
delivered pe rsonally, or (d) received, if given by transmittal over electronic transmitting devices such
as email, provided that all charges have bee n prepaid and the notice is addressed to the party as set
forth abo ve. The time period for a response to a notice shall be measured from the date of receipt or
refusal of delivery of the notice. Notices given on behalf of a party by its attorney shall be effective for
and on behalf of such party . Copies of notices are for infonnational purpo ses only, and a failure to give
or receive copies of any notice shall not be deemed a failure to give notice.
Each party shall have the right to specify that notice be addressed to another address by giving
to the other party ten ( I 0) days' written notice thereof.
Page 5%4 of 1808
2 5 . W ai v er . T h e r ig h ts a n d re m e d ie s o f L a n d lo rd u n d e r th is L e a s e , a s w e ll a s th o s e
p ro v id e d o r a c c o r d e d b y la w , s h a ll b e c u m u la tiv e , a n d n o n e s h a ll b e e x cl u s iv e o f a n y o th e r rig h ts o r
r e m e d ie s h e r e u n d e r o r a ll o w e d b y la w . N o w a iv e r b y L a n d lo r d o f a n y v io la tio n o r b r e a c h o f a n y o f th e
te rm s , p ro v is io n s , a n d c o v e n a n ts o f th is L e a s e s h a ll b e d e e m e d o r c o n s tru e d to c o n s titu te a w a iv e r o f
a n y o th e r v io la tio n o r b re a c h o f a n y o f th e te rm s , p ro v is io n s , a n d c o v e n a n ts c o n ta in e d h e re in .
F o r b e a r a n c e b y L a n d lo rd to e n fo rc e o n e o r m o re o f th e re m e d ie s p ro v id e d h e r e in u p o n a n E v e n t o f
D e fa u lt s h a ll n o t be d e e m e d o r c o n s tru e d to c o n s titu te a w a iv e r o f s u c h E v e n t o f D e fa u lt. A c c e p ta n c e
o f a n y in s ta ll m e n t o f re n t b y L a n d lo rd s u b s e q u e n t to th e d a te it is d u e sh a ll n o t a lte r o r a ffe c t th e
c o v e n a n t a n d o b i ig a tio n o f T e n a n t to p a y s u b s e q u e n t in s ta ll m e n ts o f re n t p ro m p tly u p o n th e d u e d a te
th e r e o f.
26. Applicable Law. This Lease shall be construed under the laws of the State of Florida
and shall be binding upon and inure to the benefit of the parties hereto and their respective successors
and pennitted assigns.
27. Interpretation. The words "Landlord" and "Tenant" as used herein, shall include,
apply to, bind and benefit, as the context permits or requires, the parties executing this Lease and their
respective successors and assigns. Wherever the context permits or requires, words of any gender used
in this Lease shall be construed to include any other gender, and words in the singular shall be construed
to include the plural.
28. Captions. The headings and captions contained in this Lease are inserted only as a
matter of convenience and in no way define, limit or describe the scope or intent of this Lease, nor of
any provision contained herein.
29. Care of the Leased Premises. Tenant shall take good care of the Leased Premises and
prevent waste. All damage or injury to the Leased Premises shall be promptly repaired by Tenant at its
expense throughout the Tenn. Notwithstanding the foregoing sentences, Tenant shall have no
obligation to repair or restore any damage to the Leased Premises resulting from acts or omissions of
Landlord or its employees, agents, independent contractors, or invitees, and Landlord hereby
indemnifies Tenant for any liability costs that Tenant may incur due to such damage, with such
indemnity to survive expiration of the Term of this Lease.
30. Net Lease. This is a "Net Lease" and Landlord shall have no obligation to provide any
services, perform any acts, or pay any expenses, charges, obligations or costs of any kind related to the
construction, development, and operation of the Project on the Leased Premises. During each Lease
Year, Tenant hereby agrees to pay any and all Operating Expenses of the Leased Premises. For
purposes of this Lease, the tenn "O perati ng Expenses" shall mean all ordinary and necessary
operating expenses (including real estate taxes for the Leased Premises, property insurance for the
Leased Premises (exclusive of any personal property located thereon), and replacement and
maintenance reserves or accruals required by generally accepted accounting principles) and other
reserves and accruals that are required to operate, maintain, and keep the Leased Premises (including
the Project) in a neat, safe, and orderly condition. It is specifically understood and agreed that Landlord
shall have no obligation under this Lease to expend any monies with regard to the Leased Premises
during the Term of this Lease or any extensions thereof.
31. Surrender of Leased Premises. Upon the expiration of the Tenn, Tenant shall surrender
possession of the Leased Premises, along with all alterations, additions, and improvements thereto, to
Landlord in good condition and repair, reasonable wear and tear and damage by casualty excepted.
Page 5 of 1808
T enan t sh all rem ove all o f its pers onal pro perty not required to be surre ndere d to Landlord from the
L eased Prem ise s be fo re surrendering possession of the Lease d Prem ises to Landlord, and shall repair
any dam age to th e L eased Prem ises caused by the rem oval of Tenant's personal propert y. A ny pe rsonal
pro pert y re m ain in g in th e L eased Prem ises at the expiration of the Tenn shall becom e prope rt y of
L and lord and L and lord shall not have any liability to Tenant therefo r under any circum stances. T enant
ex pressly w aives the be nefit of any A pplicable Law s requiri ng notice fr om Landlord to vacate the
L eased Prem ises at the end of the Term and T enant covenants and agrees to give up quiet and pe acefu l
po ssession an d su rr ender the L ease d Prem ises together w ith all im pro vem ents thereon and
ap purt enances there to up on the expira tion of the T erm or earlier term ination of this Lease w ithout
fu rt her notice fr om L andlo rd. T enant ackn ow ledges and agrees that, upon the expira tion of the Term
or sooner term ination of this L ease, any and all rights and interests it m ay have either at law or in equity
to the L eased Prem ises sh all imm ediately cease.
32. D am ag e by Casualty. Tenant shall rebuild the Project or any part thereof if da m aged
or destroyed by casualt y during the Term , subject to the rights of any m ortgage lien holders.
33 . A ltera tio ns. A fter constru ction of the Project has be en com pleted, T enant shall have
th e right to m ake such ch anges and altera tions to the Leased Prem ises deem ed necessa ry or desira ble
by T enan t. If L an dlord's approval is required fo r changes or alterations to the Leased Prem ises, its
ap proval shall not be unreasonably delayed, conditioned, or w ithheld.
34. M od ifi cation of L ease. T his Lease m ay not be m od ified, altered, or changed in any
m anner other than by a w ritten agreem ent executed by bo th Landlord and Tenant.
35. Part ial Invalidity. If any part of this Lease is invalid or unenfo rc eable under A pplicable
L aw s, su ch port io ns shall be deem ed deleted fr om this Lease and the rem ainder of this Lease shall not
be affected thereby and shall re m ain in fu ll fo rce and effect.
36 . B ind ing O bligation. T his Lease has be en duly and validly executed and delivered by
L and lo rd and T enant and constitutes a legal, valid, and binding obligation of Landlord and T enant
en fo rceable in acco rdance w ith its tenn s.
37. {Co un terpart s_ T his Lease m ay be execute d in m ultiple count erp art s, each of w hich shal l
be deem ed an ori g in al, but all of w hich, together, shall constitute but one and the sa m e instru m ent.
A ny signatu re delivered by fa csim ile, em ail or other fo nn s of electronic tra nsm ission, such as a PD F,
shall be co n sidere d an ori g inal signatu re by the sending party.
38. E ntire A gree m ent. T his Lea se constitutes the entire agre em ent and supersedes all other
prio r agreem ents and understandings, bo th wr itten and ora l, betw een Landlord and T enant w ith re spe ct
to the subject m atter hereo f.
[S IG N A T U R E PA G ES FO L L O W ]
Page 56 of 1808
IN W IT N E S S W H E RE O F . Landlord and Tenant have caused this Lease to be executed as of
the date first written above.
WITNESS:
] 7
''' (- ly,db
/
»oe (/li ch i O'Ha.
LANDLORD:
HOUSING AUTHORITY OF THE CITY OF
MIAMI BEACH, a public body corporate and
politic established pursuant to Chapter 421,
Florida '6Statutes -. . g
Miguel Del cami" Eave Director
WITNESS: TENAN T:
VISTA BREEZE, LTD., a Florida limited
partnership
By: APC YIST A BREEZE, LLC a Florida
limited liability company
By: APCHD MM 11 Jn .
Page 537 of 1808
EXHIBIT A
LEGAL DESCRIPTION OF LEASED PREMISES
1168 Mare lle Dnv e
Folio: 02-3210-012.0310
THE EASTERLY '.OF LOT 13. AND THE WEST '.OF LOT 14 BLOCK9. SECOND REVISED
PLAT OF PORTIONS OF OCEANSIDE SECTION AND TROUVIILE SECTION OF ISLE OF
NORMANDY, ACCORDING TO THE PLAI THEREOF. AS RECORDED I PLAT BOOK 40.
PAGE 35. OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY. FLORIDA
280-330S. Shore Dnve
Folios: 02-3203-007-1170, 02-3203.-007-1160
LOT 3, 4 and 5, Bk 55, OF NORMANDY GOLF COURSE. ACCORDING TO THE PLAT
THEREOF. AS RECORDED I PLAT BOOK 44. AT PAGE 62. OF THE PUBLIC RECORDS OF
MIAMI-DADE COUNTY, FLORIDA
165.185 S. Shore Dnve
Folios: 02-3203-007-1380, 02-3203 -007-1370, 02-3203-007-1360
LOTS 6, 7 ad 8, BLOCK 56. NORMANDY GOLF COURSE SUBDIVISION. ACCORDING TO
THE PLAT THEREOF RECORDED IN PLAT BOOK 44. PAGE 62. OF THE PUBLIC RECORDS
OF MIAMI-DADE COUNTY, FLORIDA
Page 538 of 1808
E X H I B IT B
I N S U RA N C E
Commercial general liability insurance with a combined single limit of not less than Two Million
Dollars ($2,000,000) for injury to or death of any one person, for injury to or death of any number of
persons in one occurrence, and for damage to property, insuring against any and all liability of Tenant
and Landlord including coverage for contractual liability and broad form property damage; provided,
Landlord shall have the right from time to time to determine such higher limits as may be reasonable
and customary for similar properties similarly situated.
Workers' Compensation Insurance in accordance with the laws of the State of Florida. Such other
insurance on or in connection with the Leased Premises as Landlord may reasonably require and which
at the time is commonly obtained in connection with similar properties similarly situated.
Page 539 of 1808