73. Amended and Restated Memorandum of Lease (HACMB)Prepared by & After
Recording Return To:
Fox Rothschild LLP
BNY Mellon Center
500 Grant St., Suite 2500
Pittsburgh, PA 15219
Attn: Alec Stone
32 I I -389-7QSsc(2)
C FN 2023 e 905261
OR BY, 34013 P9s 2540-25" (5F'ss)
RECORDED 12/ 18/21"123 1.4: 33 e 20
JUAH FE:RNAN0E7_-BARr1UIN
CLERK OF THE COURT g C.:OMPTROLL. F-R
MIAMI-DAOE COUNTYP FL
AMENDED AND RESTATED MEMORANDUM OF LEASE
THIS AMENDED AND RESTATED MEMORANDUM OF LEASE (this "Memorandum of
Lease") is made to be effective as of December 15, 2023, by and between HOUSING AUTHORITY
OF THE CITY OF MIAMI BEACH, a public body corporate and politic established pursuant to
Chapter 421, Florida Statutes (hereinafter referred to as "Landlord"), and VISTA BREEZE, LTD., a
Florida limited partnership (hereinafter referred to as "Tenant").
WITNESSETH:
1. Lease and Premises. Landlord has demised and leased to Tenant, and Tenant has leased
from Landlord, upon the terms and conditions set forth in the "Ground Lease" as defined below, inter
alia, the land and improvements commonly known as 175 & 280- S. Shore Drive, Miami Beach, Florida,
as more particularly described on Exhibit A, attached hereto and incorporated herein by this reference
(the "Premises"). Landlord and Tenant have entered in the following:
a. That certain Ground Lease Agreement dated as of November 1, 2020 ("Original
Ground Lease");
b. The Original Ground Lease was amended and restated pursuant to that certain
Amended and Restated Ground Lease Agreement dated as of August 6, 2021 (the "A & R
Ground Lease"), which A & R Ground Lease was further amended pursuant to that certain First
Amendment to Amended and Restated Ground Lease Agreement dated as of August 6, 2021 (the
"First Amendment"), that certain Second Amendment to Amended and Restated Ground Lease
Agreement dated as of September 13, 2023 (the "Second Amendment"), and that certain Third
Amendment to Amended and Restated Ground Lease Agreement dated as of October 27, 2023
(the "Third Amendment"; the A & R Ground Lease, the First Amendment, the Second
Amendment, the Third Amendment shall be referred to collectively as the ("A & R Ground
Lease"); and
C. The A & R Ground Lease was further amended and restated in its entirety
pursuant to that certain Second Amended and Restated Ground Lease Agreement of even date
herewith (the "Second Amended & Restated Ground Lease"; collectively with the Original
Ground Lease and the A & R Ground Lease, the "Ground Lease").
2. Memorandum of Lease. The parties have previously caused to be recorded (i) a
Memorandum of Lease recorded June 30, 2023, in Official Records Book 33775, Page 3426
("Memorandum #1"), and (ii) a Memorandum of Lease recorded June 30, 2023, in Official Records
Book 33775, Page 3421 ("Memorandum #2"), each as to a portion of the Premises. The parties are now
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5
recording this Memorandum of Lease in order to amend and restate in their entirety Memorandum #1 and
Memorandum #2).
3. Capitalized Terms. All capitalized but undefined terms used in this Memorandum of
Lease have the meanings ascribed to them in the Ground Lease.
4. Ground Lease Term. The Original Ground Lease was originally effective as of November
1, 2020. The term of the Ground Lease commences on the Effective Date (as defined in the Ground
Lease, which coincides with the effective date hereof) and expires on the seventy-fifth (751h) anniversary
of the Effective Date, unless terminated earlier pursuant to the provisions of the Ground Lease.
5. Ratification of Ground Lease. This Memorandum of Lease does not alter, amend, modify
or change the Ground Lease or the exhibits which are a part thereof in any respect.
6. Purpose of Memorandum of Lease. This Memorandum of Lease is executed by the
parties to be recorded in the Public Records of Miami -Dade County, Florida, for the purpose of giving
notice of the existence of the Ground Lease, and it is the intent of the parties that it will be so recorded
and will give notice of and confirm the Ground Lease and exhibits and all of their terms to the same
extent as if fully set forth herein. In the event of any conflict or inconsistency between the provisions of
this Memorandum of Lease and the Ground Lease and exhibits thereto, the provisions of the Ground
Lease and exhibits thereto shall control. Reference is made to the Ground Lease for further details as set
forth therein and in the exhibits attached thereto.
7. Counterpart Execution. This Memorandum of Lease may be executed in counterparts,
each of which shall be deemed an original, but all of which, together shall constitute one and the same
instrument.
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CONTINUED ON NEXT PAGE]
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WITN SE
,l
Print Name: I GU►[�C' I �� f
Print Name:
STATE OF FLORIDA )
)ss:
PARISH OF MIAMI-DADE )
LANDLORD:
HOUSING AUTHORITY OF THE CITY OF
MIAMI BEACH, a public body corporate and politic
estab ' he ursuant to Chapter 421, Florida Statutes
By: V—y S;:�
Name: Miguell Del Campillo
Title: Executive Director L/
The foregoing instrument was sworn to and subscribed before me by means of (X) physical presence or
online notarization, this �/day of 023, by _ Miguell Del Campillo, as Executive
Director of HOUSING AUTHORITY OF THE CITY OF MIAMI BEACH, a public body corporate and
politic established pursuant to Chapter 421, Florida Statutes. She/he is personally known to me or has
produced as identification.
=s;��`••, ROBERTO DIAZ
**= W COMMISSION # HH 313365
EXPIRES' OdDIW30, 2026 Notary Public
Print Name:
My Commission Expires: OCT- 3O/ ;2_,0245
[SIGNATURE PAGE TO MEMORANDUM OF LEASE]
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IN WITNESS WHEREOF, Landlord and Tenant or their authorized representatives or
officers have signed this Memorandum of Lease effective as of the day and year written above.
WITNESS
Print Name:
Print Name. Rt.6ccc-
STATE OF Ftoridc. )
)SS:
COUNTY OF nq ict n; . -tudt )
"MI [�0 9,
VISTA BREEZE, LTD., a Florida limited
partnership
By: APC VISTA BREEZE, LLC, a Florida limited
liability company, its gey*ral partner
L-12
The foregoing instrument was sworn to and subscribed before me by means of (X) physical presence or
online notarization, this I I""' day of NteVr 2023, by Kenneth Naylor, as Vice President of
APC VISTA BREEZE, LLC, a Florida limited liability company, the general partner of VISTA
BREEZE, LTD., a Florida limited partnership. He is personally known to me or has produced
as identification.
[SIGNATURE PAGE TO MEMORANDUM OF LEASE]
=1/412012a6
f Florida
o
Notary Public
Print Name:
My Commission Expires:
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EAST ir`AGE
EXHIBIT A
(Legal Description)
PARCELI:
LOT 3, 4 and 5, Block 55, OF NORMANDY GOLF COURSE, ACCORDING TO THE PLAT
THEREOF, AS RECORDED IN PLAT BOOK 44, AT PAGE 62, OF THE PUBLIC RECORDS OF
MIAMI-DADE COUNTY, FLORIDA.
PARCEL 2:
LOTS 6,7 and 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.
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