25. Administrative GP's Affidavit - Vista Breeze
#231230938_v4
ADMINISTRATIVE GENERAL PARTNER’S AFFIDAVIT
Re: Certain real property located at 175 S. Shore Drive and 280 S. Shore Drive, Miami
Beach, Miami-Dade County, Florida (the “Premises”)
Miguell Del Campillo, being duly sworn, deposes and says:
1. I am the Executive Director of Vista Breeze HACMB, Inc., a Florida not for profit
corporation (the “Administrative General Partner”), the administrative general partner of Vista
Breeze, LTD., a Florida limited partnership (the “Borrower”).
2. I am fully familiar with all of the Administrative General Partner’s business and
financial affairs including, without limiting the generality of the foregoing, all of the matters herein
described.
3. No part of the Premises has been taken in condemnation or other proceeding, no
casualty has occurred and no such proceeding is pending.
4. To the best of my knowledge, there is no litigation, investigation, arbitration,
proceeding, inquiry, indictment, audit or other action by any governmental authority, including,
without limitation, any state attorney general’s office, grand jury proceeding, state department of
taxation or the district attorney’s office of any state or political subdivision of any state, United
States Attorney’s office, the Securities and Exchange Commission, Internal Revenue Service, or
United States Justice Department, to which the Administrative General Partner is or may be a
party, or is or may be subject, or any other matter which in any manner or in any respect affects,
impedes or interferes with or may affect, impede or interfere with, the Premises, which secure a
loan to Borrower from the Housing Finance Authority of Miami-Dade County, Florida, or
Borrower’s obligations under that certain Construction Disbursement Agreement executed by and
between Borrower and Bank of America, N.A. (the “Bank”), dated as of the date hereof (the
“Construction Disbursement Agreement”) or the Borrower’s ability to repay such loan or satisfy
all of the terms, provisions, and conditions set forth in the documents evidencing and/or securing
such loan, including the Construction Disbursement Agreement.
5. As of the date of this Affidavit, (i) the Administrative General Partner is not subject
to bankruptcy, reorganization or insolvency proceedings and (ii) the Administrative General
Partner is solvent, is able to pay its debts as they mature, and has capital sufficient to carry on the
business in which it is engaged, and the present fair saleable value of its assets is greater than the
amount of its liabilities, and there are no pending or to my actual knowledge threatened actions or
proceedings of any kind or nature against the Administrative General Partner in any court at law
or in equity, or before or by any governmental instrumentality, whether federal, state, county or
municipal, which in any case or in the aggregate, if adversely determined, would materially,
adversely affect the business, operations or condition, financial or otherwise, of the Administrative
General Partner.
6. The Administrative General Partner or any of its shareholders, members, officers,
directors (i) is not, or has not been within the last five years, the subject of any civil or criminal
investigation by any governmental body or any administrative proceeding in connection with their
respective business practices, or (ii) has been found by any court of competent jurisdiction in a
Vista Breeze
Administrative General Partner’s Affidavit
2
civil or criminal action to have violated any laws in connection with their respective business
practices.
7. The Administrative General Partner is not in default beyond any applicable notice
and cure periods under any obligation, loan, grant or contract in favor of Bank.
8. This Affidavit is made and delivered for the purpose of inducing Bank to enter into
the Construction Disbursement Agreement.
Dated as of December 15, 2023.
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