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95-21689 Reso t • RESOLUTION NO. 95-21689 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING A SETTLEMENT AGREEMENT BETWEEN THE CITIZENS FOR GREENSPACE, INC., AND THE CITY OF MIAMI BEACH, THE GREATER MIAMI HEBREW ACADEMY, AND THE DAUGHTERS OF ISRAEL, INC. AND AUTHORIZING THE EXECUTION OF • ANY NECESSARY DOCUMENTS. WHEREAS, Plaintiffs have, through their attorney, asserted claims against the Defendants in Case No. 92-1594 CIV-GRAHAM, which is pending in the United States District Court for the Southern District of Florida; and WHEREAS, the parties desire to settle the outstanding claims; and WHEREAS,the parties have agreed to the terms and conditions as set forth in the Settlement Agreement attached hereto as Exhibit "A; and WHEREAS, the Plaintiffs have agreed to dismiss their action against the City upon full execution of this Agreement, City Commission approval of this Agreement and court approval of this Agreement. NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA: Section 1: That the City Commission approves the Settlement Agreement attached as Exhibit "A". Section 2: That the City Commission approves the site plan for the development of the one acre parcel to be retained by the Hebrew Academy. Section 3: That the City Commission authorize 1 necessary City personnel to execute the Settlement Agreement docume PASSED and ADOPTED this 26th day of July, • ' / .40 ATTEST: MAYOR RM APPROVED / ITY CLERK LEGAL DEPT. FaitneenSp.rCS By Date 3 3l-S1 1 CITY OF MIAMI BEACH CITY HALL 1700 CONVENTION CENTER DRIVE MIAMI BEACH FLORIDA 33139 COMMISSION MEMORANDUM NO. t-N"9 S TO: Mayor Seymour Gelber and Members of the City Commission DATE: July 26, 1995 FROM: Jose Garcia-Pedrosa jt E City Manager \` SUBJECT: REPORT ON THEE OPOSED SETTLEMENT AGREEMENT WITH THE HEBREW ACADEMY ADMINISTRATION RECOMMENDATION: The Administration and the Hebrew Academy will explore, during the next 60 days, alternatives to develop parking arrangements . BACKGROUND: The City Commission presented an analysis of the proposed settlement agreement at the July 12, 1995 City Commission Meeting. In that analysis, concerns were raised about parking, development density and usage of the public swale area. On Monday, July 17, 1995, a three hour meeting was held in the City Manager' s Office with David Berger, Counsel for the Academy, Commissioner Susan Gottlieb, myself, Deputy City Attorney Don Papy and Assistant City Manager Harry Mavrogenes. During that meeting, the Administration' s goal was to try to develop alternative parking solutions. At the conclusion, both sides agreed that a reasonable solution was possible, but that additional time was necessary to conduct an analysis. The solutions that were agreed to be explored included: development of an interim parking lot, development of a joint use public garage, possible relocation of the City' s water tanks. 1 AGENDA ITEM R"-?1" ``J DATE '7-2_6-95 ANALYSIS: The above studies will require a reasonable time to develop and review with affected City departments . Staff has already begun the work, with the goal in mind to be ready to return to Commission the first meeting in September. The Administration has contacted counsel for Greenspace for their concurrence so that all parties can go to Judge Graham to ask for a 60-day extension. JGP:jph 2 SETTLEMENT AGREEMENT THIS AGREEMENT made as of this few : (c_ i -' '% , 1995, by and among Citizens for Greenspace, Inc. and Michael Kinerk (referred to collectively as "Plaintiffs" ) , the City of Miami Beach, Seymour Gelber, Neisen 0. Kasdin, Sy Eisenberg, Susan F. Gottlieb, David T. Pearlson, Martin Shapiro, Nancy Liebman, Abe Resnick, (referred to collectively as "Municipal Defendants" ) , and Greater Miami Hebrew Academy, and Daughters of Israel, Inc . (referred to collectively as "Private Defendants") as represented by counsel . WHEREAS, Plaintiffs have, through their attorney, asserted claims against the Municipal Defendants and Private Defendants in Case No. 92-1594 CIV-GRAHAM, pending in the United States District Court for the Southern District of Florida; and WHEREAS, the parties to this Agreement agree and acknowledge that the position of the Plaintiffs is to preserve and protect the open green space of the Miami Beach municipal par three golf course and that the position of the Plaintiffs is that preservation of the par three golf course is of lasting benefit and importance to the people of Miami Beach; and WHEREAS, the parties to this Agreement desire to settle on the terms set forth below all asserted and unasserted claims, both presently known and unknown or which may be discovered in the future; and WHEREAS, the parties to this Agreement agree and acknowledge that the positions of the Municipal Defendants and Private Defendants are that the exchange of properties and related transactions between or involving the Municipal Defendants and the Private Defendants (collectively, the "Exchange Transaction") are valid and enforceable transactions; and WHEREAS, the parties to this Agreement agree and acknowledge that the positions of the Municipal Defendants and Private Defendants are that the use and operation of the mikveh on the 0 . 38 Acre Parcel (as defined below) is consistent with the zoning and land use regulations and the comprehensive plan of the City of Miami Beach, whether owned by the Hebrew Academy or the Daughters of Israel , Inc. , and constitute a valid education use; and WHEREAS, the parties represent that with respect to the approval of this Agreement by all parties, all necessary and appropriate hearings and notices have been held and all necessary approvals have been received, and all necessary corporate and other RE\11228\0001\DJBKJG07.26A 950726 action has been taken, including the preliminary approval of the proposed site plan (as described in Section 13 below) attached hereto, excluding, however, such notices, hearings and approvals described in Section 13 below which are required to allow the development contemplated by the proposed site plan; and WHEREAS, the parties agree and acknowledge that no portion of this Agreement is illegal, invalid, or unenforceable, and specifically waive any right to assert that any provision of this Agreement is illegal, invalid, and unenforceable; and WHEREAS, the parties to this Agreement represent that they have each had the advice of counsel in executing this Agreement and are doing so with full knowledge of the terms and conditions and of their own free accord. THEREFORE, in consideration of the above recitals, all of which are true and correct and incorporated into this Agreement, the parties to this Agreement, for good, valuable, fair and adequate consideration, agree as follows: 1. Deeding of Fana Holtz High School Building and Land to Hebrew Academy. The City of Miami Beach (the "City") agrees to deed to the Hebrew Academy the Fana Holtz High School building and land located at 2425 Pine Tree Drive more particularly described in Exhibit "A". The City acknowledges and agrees that the Fana Holtz High School Building has grandfathered and vested rights as to parking and landscaping for any use of such building within any permitted or conditional use designated under RM-3 or CD-2 zoning classifications, excluding commercial uses. 2 . Deeding of Land to City. The Hebrew Academy agrees to deed to the City the approximately 2 . 49 acre parcel of land more particularly described in Exhibit "B". 3 . Retention of Approx. 0.38 Acre Parcel. The Hebrew Academy retains title to the approx. 0. 38 acre parcel of land, which is the site of the Mikveh presently operated by the Daughters of Israel, Inc. , and which is more particularly described in Exhibit "C"" (the "0. 38 Acre Parcel") , pursuant to and subject to the terms and conditions set forth in paragraph 5 below. 4 . Retention of Approx. 1 Acre Parcel . The Hebrew Academy retains title to an approximately 1 acre parcel of land, which is adjacent to its elementary school building at 2400 Pine Tree Drive, and which is more particularly described in Exhibit "D" (the "1 Acre Parcel") , pursuant to and subject to the terms and conditions set forth in paragraph 6 below. RE\1 1 2 2 810 00 11DJBKJG07.26A 950726 2 5. Payment for Approx. 0.38 Acre Parcel. For the 0. 38 Acre Parcel, the Hebrew Academy shall pay to the City $100, 000. 00 in the following manner: a. $20, 000. 00 within 60 days after the Effective Date; b. $80, 000. 00 evidenced by a note, the form of which is attached as Exhibit "E", payable as follows: i. no interest accrues on the note during the first five years of the ten year period beginning upon the Effective Date, ii . interest accrues on the note at 8% per annum during the last five years of the ten year period beginning upon the Effective Date, iii. the entire principal and accrued and unpaid interest are due and payable upon the earlier of: 10 years after the Effective Date, or the Hebrew Academy's "Use" of the 1 Acre Parcel as "Use" is defined in paragraph 12, iv. the note will be secured by a mortgage on the 1 Acre Parcel, the form of which is attached as Exhibit "F". The note and mortgage will be signed by the Hebrew Academy within ten (10) business days after the Effective Date. 6. Payment for 1 Acre Parcel. For the 1 Acre Parcel, the Hebrew Academy agrees to execute a note, the form of which is attached as Exhibit "G", in favor of the City in an amount equal to $8 . 00/sq. ft. for the 1 Acre Parcel. The note is due upon the earlier of the Hebrew Academy's "Use" of the 1 Acre Parcel as "Use" is defined in paragraph 12 , or 10 years from the Effective Date. The note will be secured by a mortgage on the 1 Acre Parcel the form of which is attached as Exhibit "H". The note and mortgage will be signed by the Hebrew Academy within ten (10) business days after the Effective Date. The Hebrew Academy agrees not to sell or solicit for sale the 1 Acre Parcel or any portion thereof during the 2 year period beginning upon the date the Hebrew Academy pays the note in full. 7 . Recreational Designation of Municipal Golf Course Land. The City agrees to expressly designate the municipal par three golf course land described in Exhibit "I" exclusively for "park and recreational use. " The City agrees that it shall not change the use or designation of that par three golf course land from its present municipal golf course use unless a "super-majority" of commissioners approves such a change in use. A "super-majority" R E11 1 2 2 81000 11DJ B KJG07.26A 950726 3 consists of the number of commissioners otherwise required to approve a resolution plus one additional commissioner. 8 . Configuration of Municipal Golf Course. The City agrees at its expense to reconfigure the par three golf course land adjacent to the 1 Acre Parcel so that the par three golf course retains nine holes without the 1 Acre Parcel or the 0. 38 Acre Parcel and to remove same from any golf agreement affecting the parcels including the delivery of any requisite notice to any management company. The notice to the management company shall be sent by the City within 10 days after the Execution Date and shall provide, subject to the provisions of this Agreement, for the 1 Acre Parcel to continue to be used for golf play as currently being used until the Hebrew Academy's "Use" of the 1 Acre Parcel as "Use" is defined in paragraph 12 . The City shall use its best efforts and, at its expense, cause the reconfiguration to occur within a reasonable time after receipt of written notice by any party of "Use" of the 1 Acre Parcel . As part of its reconfiguration obligations, the City agrees, at its expense, to landscape and maintain the north and westerly boundaries of the current Hebrew Academy campus and the 1 Acre Parcel in accordance with the landscaping set forth in the site plan or in such a similar manner as the City shall require, provided, however, that the City may elect to limit its expenditures for such landscaping to $15, 000 and forego any landscaping which exceeds such limit. The Hebrew Academy shall be responsible for and pay for the installation and maintenance of the landscaping along the Eastern border of its land as shown in the site plan and the Daughters of Israel, Inc. shall be responsible for and pay for any landscaping and maintenance along the Eastern border of the 0. 38 Acre Parcel. Except with respect to the landscaping and maintenance of the parking areas in the public swale as provided in paragraph 13 , no additional landscaping shall be required with respect to the current Hebrew Academy campus and the 1 Acre Parcel and the 0. 38 Acre Parcel . No landscaping shall be required along the common border of the existing Hebrew Academy campus and the existing City fire station site and public works site to the South and West, respectively, anything in the site plan attached hereto to the contrary notwithstanding. 9 . Plaintiffs' Attorneys' Fees. The City agrees to pay Plaintiffs $60, 000. 00, representing a portion of Plaintiffs ' fees and costs incurred in this action. All other fees and costs shall be written off and forgiven. Within ten (10) days after the Execution Date of this Agreement, the City shall place the $60, 000. 00 in an interest bearing escrow account. The fees and any accumulated interest will be payable to the trust account of Holland & Knight within ten (10) days after the Effective Date of this Agreement. If the Effective Date of this Agreement never occurs, the $60, 000 and interest will revert to the City. RE111228\0001 0J8KJGo 7.26A 950726 4 10. Scott Rakow Gymnasium. From the Execution Date of this Agreement and provided the Scott Rakow Gymnasium is available for use by other members of the public and subject to usual and customary fees to the public, the Hebrew Academy will be permitted to use the Scott Rakow Gymnasium for varsity and junior varsity basketball and volleyball games and practice during scheduled times pursuant to a schedule(s) to be submitted to and approved by the City from time to time which approval shall not be unreasonably withheld or delayed. 11. City-Owned Land Adjacent to the Hebrew Academy Elementary School. The Hebrew Academy will be permitted to attempt to acquire through proper legal and administrative processes land adjacent to the Hebrew Academy Elementary School presently owned by the City. 12 . "Use" Defined. (a) "Use" as used in this Agreement, as to the 1 Acre Parcel, means, except as herein provided to the contrary, any of the following: 1 . except as provided herein, the construction of any fence, wall or building upon the land; 2 . paving or covering with concrete any portion of the land other than as needed for use for special events as defined below; 3 . allowing vehicles to park on the land on a regular basis as a parking lot for the Hebrew Academy, but excluding any temporary parking for special events sponsored by the Hebrew Academy; 4 . encumbering or transferring title to any of the land. (b) The parties agree that the Hebrew Academy may from time to time use the land for special events sponsored by the Hebrew Academy such as fundraising and promotional events and such use shall not materially interfere with the use of the affected golf playing areas. The Hebrew Academy may fence the current non- playing areas of the 1 Acre Parcel at any time. The non-playing areas are defined as those portions of the par 3 golf course which are out of bounds. The Hebrew Academy may place signs on the 1 Acre Parcel which identify the Hebrew Academy campus and any events to be conducted or sponsored by the Hebrew Academy. Any fence or sign shall comply with the applicable City codes. The Hebrew Academy may locate stakes, chalk marks and/or other boundary line markers or identifiers from time to time on the land provided same does not materially interfere with the use of the affected golf R E11 1 2 2 61000 11DJ BKJG07.26A 950726 5 playing areas. The City shall notify any applicable party as to these provisions and the removal of the 1 Acre Parcel from any golf agreement. As required due to construction of buildings on the 1 Acre Parcel, the City agrees, at its expense, to relocate, any utilities, easements, cables and systems on the 1 Acre Parcel onto City owned lands if such items interfere with or affect any improvements, building or use from time to time located or to be located on the 1 Acre Parcel, and the City agrees to cooperate with the Hebrew Academy's requests in connection with such relocations. If the City fails to cause such relocations to occur within 30 days after written request to do so, then the Hebrew Academy may cause the relocations to occur on adjacent City land, and at the City' s expense, and offset the costs and fees pertaining thereto against any amounts payable by the Hebrew Academy to the City. 13 . Site Plan. The parties agree that the Hebrew Academy may, subject to and conditioned on the approvals contemplated in paragraph 22, from time to time in connection with any future use, development, renovation, additions or construction on the land owned by the Hebrew Academy, including the existing Hebrew Academy campus at 2400 Pinetree Drive and the 1 Acre Parcel, be allowed to locate improvements, buildings, parking and landscaping on said lands in accordance with the proposed site plan attached hereto as Exhibit "J" which the City confirms that the City Commission has approved prior to its execution of this Agreement. The Hebrew Academy acknowledges that the 'attached approved site plan and this provision shall not obviate the need by the Hebrew Academy to obtain any applicable design review board approvals of the architectural design of any proposed building on said lands. Actual construction of parking, buildings and landscaping shall conform to all applicable construction codes, provided, however, that the application of such codes shall not have the effect of requiring development or construction which is different than that permitted by the attached site plan or imposing stricter building, parking, landscaping, setback or other similar requirements, or imposing any impact fee or payment in lieu of requiring conformity to code minimum standards. No impact fees for parking shall be imposed against the Private Defendants, even though code minimum parking is not provided on site. The Hebrew Academy shall be permitted to construct a parking area, at its own expense, in the area designated as Area A on the attached site plan at any time after the Effective Date and after the Hebrew Academy has obtained a building permit to construct or substantially renovate any new or existing building on the existing Hebrew Academy campus or the 1 Acre Parcel . If the work is not completed within a reasonable time, then Area A shall be restored to its original condition and not be used for parking until the work is completed. [note: this will be the public swale area in front of the existing Hebrew Academy buildings up to the boundary R E111228\0001\DJ8KJGO7.26A 950726 6 of the 1 Acre Parcel] . This parking shall be available for public use after school hours and on weekends provided such public use does not interfere with any use or special events of the Hebrew Academy occurring during such times. The City of Miami Beach shall, upon reasonable request and notice, enforce the provisions of this Agreement so that public parking does not materially interfere with the parking required for the normal and usual operations and special events of the Hebrew Academy. The Hebrew Academy shall be permitted to construct a parking area, at its own expense, in the area designated as Area B on the attached site plan (note: this area is the public swale area in front of the 1 Acre Parcel) only after the Hebrew Academy has fully paid the City all amounts. : wad pursuant to paragraph 5 and 6 of this Agreement; after the Hebrew Academy has applied for and received a building permit to construct a building and commenced construction on the 1 Acre Parcel . If the building is not completed within a reasonable time no parking may be allowed to continue on the public swale in Area B until the building is completed or the area shall be restored to its original condition. This parking shall be available for public use after school hours and on weekends provided such public use does not interfere with any use or special events of the Hebrew Academy occurring during such times. The City of Miami Beach shall, upon reasonable request and notice, enforce the provisions of this Agreement so that public parking does not materially interfere with the parking required for the normal and usual operations and special events of the Hebrew Academy. If parking is constructed on Area A or Area B at any time by the Hebrew Academy, then the Hebrew Academy shall landscape and maintain Area A or Area B, as applicable, at its expense as provided in the site plan attached hereto as exhibit "J". The Hebrew Academy agrees to relocate any parking in Area A and/or Area B to an equal number of parking spaces provided in an adjacent parking lot or garage provided by the City and located along the border of the neighboring fire department site and the existing Hebrew Academy campus (on adjacent lands to be designated by both the City and the Hebrew Academy) subject to reasonable approval of the configuration and location of the alternate parking area by the City and the Hebrew Academy whereupon the Hebrew Academy shall restore the swale area to its former condition, if applicable, and thereafter the Hebrew Academy shall no longer park or landscape or maintain the swale area so long as such alternate parking is provided. The City and the Hebrew Academy agree to use good faith efforts to negotiate an alternative parking lot along the fire department border (or in any other area reasonably acceptable to the City and the Hebrew Academy) in lieu of the Hebrew Academy continuing to utilize the swale in Area A and Area R E\112 2 8\0001\DJ BKJGO7.2 6A 950726 7 B for the parking spaces located therein as shown on the site plan. The parties acknowledge and agree that if the Hebrew Academy utilizes or contributes any of its land for such alternative parking locations, any proposed buildings thereon may be added to the other building proposed to be built or renovated on the Hebrew Academy campus or the 1 Acre Parcel, subject, however, to the height limitations contained in the site plan attached as Exhibit 14 . Exchange of Releases and Dismissal. The parties agree to exchange mutual releases, the forms of which are attached as Exhibit "K" and plaintiffs will dismiss this action with prejudice upon the Effective Date and payment of attorneys fees as set forth in Paragraph 9 . 15. Retention of Jurisdiction to Enforce Agreement. The parties hereby consent to, and the Stipulation of Dismissal will request, that the Court retain jurisdiction to enforce the terms of this Agreement. In consideration for Plaintiffs ' dismissal of Municipal Defendants and Private Defendants in this action, and in consideration of the various agreements herein contained, each party hereby waives and releases the other parties and their respective counsel from any claim for attorneys' fees or costs which any party may have had against another party or their respective counsel if such other party were successful in Prosecuting the action or in defending themselves in the aforementioned action. A party shall not be in default under this Agreement unless it shall have first been given written notice of the alleged default and the opportunity to cure the default within 30 days after receipt of said written notice. 16. Choice of Law. This Agreement shall be governed by and construed under the laws of the State of Florida. The undersigned parties further consent to the exercise of jurisdiction over them exclusively in Dade County, Florida in any such action. 17 . Fees and Expenses. Notwithstanding any other provision of this Agreement, should any person or entity pursue legal recourse to enforce this Agreement, the breaching party shall be obligated to pay to the prevailing party the reasonable legal fees and expenses incurred by the prevailing party. 18 . Acknowledgment of Consideration. The parties hereby agree that the payments for the 1 Acre Parcel and the 0. 38 Acre Parcel, and the other agreements contained herein, constitute good, valuable, fair and adequate consideration for said lands. 19 . Continued Cooperation. The parties hereto, for themselves and their respective officers, directors, shareholders, legal representatives, successors and assigns, agree to cooperate R E111228\0001\DJ 8 KJG07.26A 950726 8 with each other as reasonably requested from time to time to give effect to this Agreement. 20. Miscellaneous. This Agreement is binding upon the parties even though it has not been executed by all the individuals who are named as part of the Municipal Defendants in this Agreement. Within 10 days after the Effective Date, the Plaintiffs hereby agree to dismiss the individuals who are named as part of the Municipal Defendants as well as all other defendants. This Agreement shall inure to the benefit of and be binding on each undersigned party's successors or assigns, present and former subsidiaries, agents, officers, employees, former employees, partners, estates and personal representatives. 21. Integration and Severability. This Agreement and the attached Exhibits, which are incorporated into this Agreement by reference, set forth the entire understanding of the undersigned parties and specifically and completely supersede all prior understandings, commitments, undertakings and agreements whether oral or written relating to any of the subjects addressed directly or indirectly in this Agreement. Should any provision of this Agreement be declared or determined to be illegal, invalid or unenforceable, the validity, legality and enforceability of the remaining parts, terms and provisions shall not be affected thereby and the illegal, invalid or unenforceable part, term or provision shall be deemed not to be a part of this Agreement. The terms of this Agreement are contractual in nature and not merely recitals, and may not be changed except in a writing signed by both parties. 22. Execution Date and Effective Date. (a) Except as provided in paragraph 22 (b) , the agreements and acknowledgments set forth in paragraphs 1 through 20 of this Agreement become effective and binding on the parties on the Effective Date (as defined below) . (b) The agreements and acknowledgments set forth in this paragraph and paragraphs 9, 10, 11, 20, 21 and 23 of this Agreement and any other provision of this Agreement which takes effect from the Execution Date become effective and binding on the parties on the Execution Date (as defined below) . (c) Within 10 days after the Execution Date, the Plaintiffs, in consideration of the various agreements contemplated herein, hereby agree to withdraw their motion against the Private Defendants and their counsel for sanctions pursuant to Rule 11 of the Federal Rules of Civil Procedure. (d) The parties agree and acknowledge that the site plan attached as Exhibit "J" must be approved by various boards (or that RE111228\0001\DJ BKJGO7.26A 950726 9 zoning changes and comprehensive land use plan changes must be approved by various boards and the State of Florida Department of Community Affairs) to allow development in accordance with the site plan, and that such approvals and changes will not occur prior to the Execution Date of this Agreement. The City expressly does not warrant that the site plan attached as Exhibit "J" will be approved or that the zoning and comprehensive land use plan changes will be obtained, although the City agrees to use its best efforts to recommend such approvals and changes, as applicable. The final approval of the site plan attached as Exhibit "J" and obtaining the requisite zoning and land use plan changes, as applicable, is a condition subsequent to paragraphs 1 through 21 of this Agreement. (e) The "Execution Date" of this Agreement is the date authorized representatives of the City of Miami Beach, the Private Defendants and the Plaintiffs execute this Agreement with appropriate corporate resolutions. (f) The "Effective Date" of this Agreement is the date on which all the following are completed (1) the Execution Date shall have occurred; (2) the Court approves this Agreement as executed; and (3) the applicable zoning changes and comprehensive land use plan changes have been obtained. Prior to December 31, 1996, the Hebrew Academy may, at its discretion, agree that the Effective Date has occurred even if all the necessary zoning and comprehensive land use changes have not been approved. If the Effective Date does not occur on or before December 31, 1996 (unless extended by mutual consent of all the parties or their respective counsel) , this Agreement and any incorporated releases pursuant to paragraph 14 are void and unenforceable, and the parties agree to submit to the Court a Joint Motion to Set Action for Trial, the form of which is attached as Exhibit "L". 23 . Standstill Agreement. For due and adequate consideration, the receipt of which all parties hereby acknowledge, the parties expressly agree to maintain the "Status Quo" during the period from the Execution Date through the Termination Date or the Effective Date, whichever comes first. The "Status Quo" as used in this paragraph means that the municipal par three golf course shall remain a municipal par three golf course (with the same use, size, and configuration as currently in effect) , and without any transfer to any third party, except that the 1 Acre Parcel may be used by the Hebrew Academy as provided in paragraph 12 (b) and the 0. 38 Acre Parcel may continue its current use. Further, the Status Quo means that the Hebrew Academy shall not construct any additional parking in the areas identified as Areas A and B on the attached site plan, except pursuant to applicable City approvals. A party shall not be in default under this Agreement unless it shall have first been given written notice of the alleged default and the opportunity to RE11 1 2 2 81000 1\DJBKJGO7.26A 950726 10 cure the default within 30 days after receipt of said written notice . IN WITNESS WHEREOF, Plaintiffs, Municipal Defendants, and Private Defendants, through their duly appointed representatives, have indicated their approval and acceptance of the terms and conditions of this Agreement by signing and sealing below as of the date first written above . PLAINTIFFS: CITIZENS FOR GREENSPACE, INC. By: c G// rniei isman /o/ .4___ M/C EL RINERR t PRIVATE DEFENDANTS : GREATER MIAMI HEBREW ACADEMY By: tres;dek� D UGH RS S L, INC. By: tesidee RE\11228\0001\DJBKJG07.26A 950726 11 MUNICIPAL DEFENDANTS: "/TY OF MIAMI = CH I 1 By: kill ou 'elber, Mayor ATTEST: By:_ ack Lubin, Interim City Clerk FORM APPROVED LE L DEPT. B Date ______ . AEU 1228100011DJBKJG07.28A 950726 12 STATE OF FLORIDA ) SS : COUNTY OF DADE ) I HEREBY CERTIFY that on this ? day of 1995, personally appeared DANIEL VAISMAN, President of Citizens for Greenspace Inc . , a corporation under the laws of the State of Florida, who is personally known to me or has produced the following identification �._ .k tr-_..._ ; ,, /c(> `/ /`/ <- ) , and he has acknowledged before me that he executed the foregoing document as his free act and deed as such officer, for the uses and purposes therein mentioned, and that said instrument is the act and deed of said corporation and that he did not take an oath. NOT y PUBLIOTATE OF FLOR A My Commission Expires : v OFFICFAr,NOTARY SEAL NANCY A.:1 LY L ARY PUBL:C S;'.A:.`O7^LORiDA CO?>MiS3lO'�NO.CC2NCOMMISSION MISSIOsN EXP.JUKE W,:997 RBI 1228\0001\DJBKJG07.26A 950726 13 STATE OF FLORIDA ) ) SS: COUNTY OF DADE ) _ 7 / I HEREBY CERTIFY that on this r day ofe c .�� 1995, personally appeared Michael Kinerk, who is person Yy known C�,mp `-e�L or has produced the following identification ( - A} -v-€- � ,,,,, ie.�G(2-5W--5.7- 2/5-70 , and he acknowledged before me that he executed the foregoing document as his free act and deed, and that he did not take an oath. NOTARY PUBLIC TATE OF FTS. 72k My Commission Expires: OFFI IAL N. • NA NOTARY PUBLIC STATE,OP FLORIDA COMMISSION NO.CC2 4d2g MY COMMISSION EXP. Fla' , '.i R E111228100011DJ BKJG07.26A 950726 14 THIS PAGE INTENTIONALLY LEFT BLANK RE\1122810001\DJBKJG07.26A 950726 15 - ( STATE OF FLORIDA ) SS: COUNTY OF DADE ) I HEREBY CERTIFY that on this /7 day of 0444.4 , 1995, personally appeared Seymour Gelber, of City of Miami Beach, a municipal corporation under the laws of the State of Florida, who is personally known to me or has produced the following identification ( ) , and he acknowledged before me that he executed the foregoing document as his free act and deed as such officer, for the uses and purposes therein mentioned, and that said instrument_ is_.the act and deed- of - - said corporation and that he did not take an oath. ,4641- -(gti, IL' I GIJ t_auch qM NOTARY PUBLIC STATE OF LORIDA My Commission Expires: OFFICIAL NOTARY SEAL LILLIAN BEAUCHAMP NOTARY PUBLIC STATE OF FLORIDA • COMMISSION NO.CC347882 MY COMMISSION EXP.FEB.13,1998 RE111228100011DJBKJG07.26A 950726 16 STATE OF FLORIDA ) SS: COUNTY OF DADE ) I HEREBY CERTIFY that on this 6 day of 0 CT01a^ , 1995, personally appeared L AU 12.E 4 cif G<e o ABM ►9N It-esidec of Greater Miami Hebrew Academy, a corporation under the laws of the State of Florida, who is personally known to me or has produced the following identification ( ) , and he acknowledged before me that he executed the foregoing document as his free act and deed as such officer, for the uses and purposes therein mentioned, and that said instrument is the act and deed of said corporation and that he did not take an oath. NOTARY PUBLIC STATE OF FLORIDA My Commission Expires: ,o),RY PU6 OFFICIAL NOTARY SEAL O t(- DAVID J BERGER j; * COMMISSION NUMBER ti1111; Q CC466425 MY COMMISSION EXP. OF FVC) JUNE 19,1999 RE111228\0001\DJBKJGO726A 950726 17 • STATE OF FLORIDA ) SS: COUNTY OF DADE ) rfik I HEREBY CERTIFY that on this 1 I day of 0c-1-o be r , 1995, personally appeared R1VK►4 kokF , Vvesiaelki of Daughters of Israel, Inc. , a corporation under the laws of the State of Florida, who is personally known to me or has produced the following identification ( ) , and he acknowledged before me that he executed the foregoing document as his free act and deed as such officer, for - _ the uses and purposes therei.n mentioned, and that -said -instrument is the act and deed of said corporation and that he did not take an oath. c li..5—\ (_. K NOTARY PUBLIC STATE OF FLORIDA My Commission Expires: SPRY P!/6, OFFICIAL NOTARY SEAL `ten ^ DAVID J BERGER 1 * COMMISSION NUMBER "!.. . 1. CC466425 9r ,\� MY COkci:HISSION EXP. OF"R�.d JUNE 19,1999 RE11 1 2 2 810 0 01\DJBKJG07.26A 950726 18 EXHIBIT "A" Legal Description of Fanna Holtz High School Site Lot 3, Block 1, FLAMINGO TERRACE ADDITION, according to the Plat thereof recorded in Plat Book 34, at Page 6, of the Public Records of Dade County, Florida, addressed as 2425 Pine Tree Drive, Miami Beach, Florida. RE111228100011DIBKJG04.17A 950417 I F"LfBfT `� ,-t�• . ._.jam . f•Ji i ir . •13,1 . . • . . .. . . . •• .- ..z. s - o F C o a Q•sE i � i!✓,i irJF.rsT at • /�i .c/G� 19/90 r R. F I� �G•t V-fir • u.. L • o-C A'V'3'.,t! E. E El T.f) ii .. t.,. '. •-4 , f c Al 11''•sae F. _--:1,•r . .�.' i 'A 'AB 07 L D iAC ZID Ti•3lM s.�.;3)+t,07,,p�,i' - • *s i .''ii u %. • . t1ADl covert— 7IAit2DA. 1ATii•PAiCik i• �..' s.� .0 "isar it : . ; Commas (7.0..O.) at•a point as the.itia l7_1140-qt;#' 'ai. lla*4,:spa{ 701,1.1111.. r-`• 3attrapctioa liter•tbs liorthasly;1}.ti+6R: Me•x _gtMi*l'ita1i!{,+M-1iries oa• s • the lLit'at 7laltiss4 'frlTa4a lbctairb4 a 4 4%. • - pep 41 of Oa public records of Dods go ty. -ileitis* !i4• ► I_ isstb:aYe�!a�'. 'i: 4g.' Assumed *nazis*. elan the lsatazii Us!!atsaltt'4;4 r c1 at�iet�aaa•e�.• 374.14 teat; tDsoes CURDsa Wit *arose Tine':ko o4 y•a'•tiale of 1011.AO !the llest.rly lie* of aarfl !'•!aa Tree-Trims and idea ii at 14. tset (l.03.) .1 paraal of land hsrataaftar scoriae#; thanes Moms *leas the %orthac2y;•y . •11aa sad its eatoast os raatarly, sbs .propoit4 ciad by tbi Creator nod.lfska•A►•'- • Aoa4e y,=heated at 1400•Tias Tres Woe. II.detene t at 295.00 teem.thee,ia=ea iaa liarti. a distant* of•110.003 t'hsats rue Due litot i.ttata e. ef,40.08.iaat •t'�ea;;'- - , rise >Z.14•ti iy'fi.. a distance of 4�@.00 Moes feet tea`bus *craft-a Sistioes at.:.'4' .i, . 41.54 teat; tboaos rem lt.12.31'27'i... a tiatasot...t 44S730 Eliot{ :ti .- - .•.- .. _... _ . - . ` --:; Tfosos rya l -#aft c'•, tiro L ii�ia I. ': - tbs V.i atly' Ilse of told Tim Tres Drivel thiiOa:alas Des /slit'.oases lb." _-L `•t 1 .f, • •• lima of Pilo Tree Drive, a dSstattte of 107.OS ftat_to•tar ld t•et r1. •• � * The area l+seribed oaeeatia NB.?71 -square to ktR if•;.a?1b� i,.. '.. ' ' alr UM. \ 'it . , 4- •�..+. t, . • ,• 6: e - I - '„ wJ•y • s iy .. • • - . - .. 7.;W:tea.[ . f •‘• . \ ... LESS AND EXCEPTING: THE LANDS DESCRIBED IN EXHIBIT "C" COMMONLY KNOWN AS THE 0 . 38 ACRE PARCEL; AND THE LANDS DESCRIBED IN EXHIBIT "D" COMMONLY KNOWN AS THE 1 ACRE PARCEL. TRTU IS Q A LAMS UT OPi , • • _ °.. • t�Iit4CrL 7.1410 ,AT13 I]1 :': :.40• f. ,- , 3►1. .. .4 . :ilifl `Dl17f.'•-cE TT.-IWtX 1, $ at!ia) 1ARt' T DDIf .r .!.1. .... • • tiblielfte a 0.11.C.) at a point 14 Ito laatsr UM of Pts* foist tpf�riettiaR rrit>t 4s- tiortharlar 34.10 of Afoot nth •$treat- -aataadii west, as sbsq Qt. tilltill:nit•a► -?1 sjR terrace totoidikisteie b ,di'tiient sscotdsd is. Plat kok 3*3: page Et of tts 10 records .o ` ii;i Qoatty, 'Ur4 sal .ieaiAra:iioyllt aaaiti trii-7 assumed Baar4at. 41"s.the Zase.rly--liar of salt tie• T rr. Dries, a &isttttow el 374.96 feet;--tbesc. ran Dee heat eases ties 'rr.. Drive, a liataaea.of 100.00 feet to Oa esta4y Liao of:.said nibs 1•7ta Drive; these..rem D�.Borth along tba iieststl7 ne 11 of fine 2r0e Drirs, a distance of '527-00 fast is the Point of Dsgiating *l.Q.S.) of the "atoll of iasd hersiaifisi:4sscribod; thbace coatlaw aloes•.tbs'last asitf000d worm), a distance sf 30.00 fast; thinks:tea Dos Mast; a-"d stasct of X14.2i' - theace ruo :z'jlYsZ,a distance of l( ,$sati tbasaa repo bun Past. $ diatasni ejg •217.4Z71eet . .the - Point of leginaing, Thee land described contains 1S,Qi7 square feet, or 0.390 acres,'sore or Lees. \\ C�i EXHIBIT ..ON 15:24 FAX 305 673 7002 0:3 'E:1.L' DEPT r I \e �.. i+ j MO 061 fn / you . i tn. 1rn.•r L 1 I jrg � , AI 1 i 9 . Iw �' ^ i Q. z n ! v 1 T .: i FS . p g, - :et . R 1 ITS ,1 s L.c... g rI • W 25" ST. ': i I I 1 1.J . ; 1 Iti:: ! 11 :..gt. , paAy T8ha zrto�s • x (t I.l . in Cz ' _ C11 Ci : _ cg • C) -0_, n 00_CI--4 Acz; p A - fit!" h. O ag ZETE 86 -►` 03nj1 n f66 fi? x n -e ' 3 � i A- � n � o e ' 1F'� � G r- E 0 lEI501 P. i a rEt-24/1'11rn;wX 47 i , 'E�p � R vs7 I. gs_ 'E,vgK 74 • ffiN �id. . �QeC��rr,�� 8H 17.rAia 'arigi??. Ji Nv� st y ^• ; R h '. , .CIAO• i .31- �t01;4ati1 ri 14. t an uci, 7 •81 t v ` 13 ° . , : oral aer e ml n LstsaJIkt. E . Rit i 80, 000. 00 , Florid' 'Miami • t10'95 FOR VALUE RECEIVED, the undersigned, (jointly and severally, if more than one) promises to pay to CITY OF MIAMI BEACH , or order, in the manner hereinafter specified, the principal sum of EIGHTY THOUSAND and 0Q.c,„W /I00 DOLLARS ($80,00 0. 0 0with interest from date at the rate of See rk Cent.per annum on the balance from time to time remaining unpaid. The said principal and interest shall be payable in lawful money of the United States of America at 1700 Convention Center Dr. , Miami Beach, FL 33139,r at such place as may hereafter be designated by written notice from the bolder to the maker hereof,on the date and in the manner following: 1. no interest accrues on this note during the first five years of the ten year term of this note; 2. interest accrues on this note at 8% per annum during the last five years of the ten year term of this note; 3. the entire unpaid principal and accrued and unpaid interest are due and payable upon the earlier of: 10 years from the date of this note; or the Hebrew Academy's "Use" of the 'L Acre Parcel" as said terms are defined in paragraph 12 of that =^er�rtain. ettlement Agreement executed - cwong the parties under Case No. 92-1594 CIV-GRAHAM in the United States District Court, Southern District of Florida. This note with interest u secured by a mortgage on real estate, of even date herewith, made by the maker hereof in favor of the said payee, and shall be construed and enforced according to the laws of the State of Florida. • If default be made in the payment of any of the sums or interest mentioned herein or in said mortgage, or in the performance of any of the agreements contained herein or in said mortgage, then the entire principal sum and accrued interest shall at the option of the holder hereof become at once due and collectible without notice, time being of the essence; and said principal sum and accrued interest shall both bear interest from such time until paid at the highest rate allowable under the laws of the State of Florida. Failure to exercise this option shall not constitute a waiver of the right to exercise the same in the event of any subsequent default. Each person liable hereon whether maker or endorser, hereby waives presentment, protest, notice, notice of protest and notice of dis- honor and agrees to pay all costs, including a reasonable attorney's fee,whether suit be brought or not,if,after maturity of this note or default hereunder, or under said mortgage, counsel shall be employed to collect this note or to protect the security of said mortgage. Whenever used herein the terms "holder", "maker" and "payee" shall be construed in the singular or plural as the context may require or admit. Maker's Address ...( '] .MIAM1...HEBREN_ACADEm (SEAL) 2400 Pinetree Drive By: (SEAL) Miami Beach, FL 33140 (SEAL) (SEAL) EXHIBIT \\ E MORTGAGE DEED TH1f INDINTUII,executed this day of A. D. 19 95 between Greater Miami Hebrew Academy party of the first part, hereinafter called the Mortgagor, which term as used in every instance shall include Mortgagor's heirs, execu• ton, administrators, successors, legal representatives and assigns,and shall denote the singular and/or plural,and the masculine and/or feminine and natural and/or artificial persons whenever and wherever the context so requires or admits, and City of Miami Beach party of the tuned rant hereinafter ailed the Mortgagee. Writ4Iss mH,that for divers good and valuable consideration', and also in consideration of the aggregate sum named in the promissory note of even date herewith,hereinafter described, the said Mortgagor does grant, bargain, sell, alien, remise, release,convey and confirm unto the said Mortgagee, is asceessoes and assigns, in fee simple, all the certain tract of land of which the said Mortgagor is now seized and possessed, and in actual pnswt iott, situate in Dade County,State of Florida,described as follows: See Exhibit "A" attached hereto and incorporated herein by this reference. EX1BT Together with an.wcturn and ins'roten.a, sow .ad►trarher se maid hand, gad the noses, braes and pee(ie, of the above described proper (provided,however,that the hiorteyor than be welded a collect mad retain the said frets, north, and probed until delimit hereunder); and all features mow or hereafter attached so et wed in connection with the protheses bereft described read in addition thereto the following described household appliances which are,and dal/be deemed so be,firearms sad a fart of the realty, and are • portion of else thew*for the indebtedness herein nwtiomed: To Have AND To HOLD the tame, together with the tenements, bereditatnents arsd appurte sanoa unto the said Mortgagee, and its weceattts and assigns,In fee almpk. AND the said Mortgagor,for himself,his heirs,kgal representatives and auigns, does covenant with said Mort. wawa, Its successors, legal representatives and assigns, that said Mortgagor is indefeasibly seized of said land in fee simple; that the said Mortgagor has full power and lawful right to convey said land in fee ample as aforesaid; that it shall be lawful for said Mortgagee,his successors, legal representatives or assigns, at all times peaceably and quietly to enter upon, hold, occupy, and enjoy said land; that said land is free from all encumbrances; that said Mortgagor, his heirs, legal representatives or assigns,will make such further assurances to perfect rise fee simple title to said land in said Mortgagee, in successors, Legal representatives or assigns, as may reasonably be required; that said Mortgagor does hereby fully warrant the title of said land and will defend the same against the lawful claims of all persons whomsoever. PROVIDED ALWAYS,that if said Mortgagor,his heirs, legal representatives or assigns shall pay unto the said Mortgagee, its successors, legal representatives or assigns. that certain promissory note of which the following is a true and correct copy to-wit: COPY OF NOTE FOR $80,000.00 TO BE ATTACHED HERE110 And shall promptly perform, comply with and abide by each and every the stipulations, agreements. conditions and covenants of said promissory note and of this deed, then this deed and the estate hereby created shall cease and be null and void. And the said Mortgagor, foe himself,hie heirs,Ispl teresseestatiras Oe 5OMLiIII, bettby aloes eoasoftat aa.! g : I. To pay all ad insole/the priocipel sad inaaasr sad ether maw of raw? psyseit by virtue of said promissory sae sad dais deed,or either, ►e'omptly oe the Says respectively the met severally become egos. oes, *ad ecu brences of every wore on said da- l. To pay all and wgular the sheet,su+stmweu.pewit;liabilities, obligations, scribed property, each sod every. sad if the ahem ►e ant prompdy paid the said Mortpta°e, its suceoenra ksai reprewwtstives se aeaigtu,may at any time My she mane without weivias or affecusg the option to foreclose or any right hereunder,sad every pelisses so made shall bear Interest from the date thereof at the highest rate allowable umbel the lays of the State of ilonda. S. To pay all and singular the emu,charges and expenses,Melodies lawyer'a lest, reeaonabhy incurred or Pad at say now 101 said Mortgagee, Su surveyors, kph representatives or susens,because of to(salute on the part of the said Moetsssoo,his heirs legal / representatives or assigns, so perform.comply with and abide by each sad every the stlpulatioos asretwwnts,toeditiows mad cosawanu of said promissory note and this hoed,or either.and every such payment shall bear interest ftor date at the highest tate allowable under the Um(of the State of Florida. 4. To keep she buildings now or hereafter on said land insured in • sum equal so the highest imsurtble value, hods fire sod extended coverage, to a company or companies to be approved by said Mortgagee, sad the policy or policws held by sod payable so said Mortgagee, its successors, legal representatives or assigns, and is the/cent any cum of money becomes payable sneer math policy or p.,hiciet,die gfortgagee,his heir,legal representatives or assigns shall have the option so receive sod apply the same on actr""t of the indebtedness hereby secured or to permit the Mortgagor to receive and use it or arty pan thereof tau other purposes wtihw.ut her, fey waning or impairing any tgwry, Iwo or right under or by virtue of this saKutpse• and stay place end pay for such swwrsn,. to may part thereof without waiving/or affecting the'pilots so foreclose of may right herstaaalet,sad each sad every loth p•ytae*t shall .xis inter is Lora date at the higher.rate sllowabk under the laws of the State of Florida. S. He will permit, commit,or suffer so wane, impairment,or dwerioc•tion of said property or say part thereof,tacit"(reason. able wear sod tear; and to the event of the failure of the Mortgagor to keep de buildiass ots said prwtnuss wed s hots so be treesed er said premises, or improveoents thereat, in good repair, the Mortgagee easy make such repairs u in its discretion it may ekes+seer.' eery for the proper pre.ervstioo thereof sod the full astwnt of each sod every such peyrta( shall be doe sod payable tarry (SO) days after deraad,and shall be secured by the lien of this woeigage. 6. To perform ccenphy with and abide by each and every the atip ulstio ass,agreements,conditions gad covetaso in said peootn- tory note. uponso the court havretsutadic or thereof for the 7. The Mcwpgee may. at any rime a wit this aow'ts*it. apply t l appointment of a receiver, and such court shall forthwith appoint a receiver of the premises covered hereby all sad emeuLr,itclosd- ieg all and singular the income, profits, issues, said ravto/ses from whatever source derived, each sod every of which. it bees expressly understood, is hereby mortgaged,as if specifically set fords sod described in the granting mid habendum clauses ; hereofSuch appointment shall be made by such court as an admitted equity and a starter of sbsoluse right to said Mortgagee, and ithoo reference to the adequacy or inadequacy of the 'sloe of the property mortgaged or so the solvency or insolvency of aid Mortgagor of the defendant'. Such rents, profits,income,issues,and revenues shall be applied by such rKeiver according so the lien of this mortgage and she prorate of such court In the'.eat of any default on the pert of the Mortgagor hereunder, the Mortgagor agrees to pay to the Mortgagee on demand as a reasonable monthly rental for the prvmssel met amount at leas. equivalent to pee-twelfth (1 1/12) of she aggregate of the twelve moodily iascallmeots payable in the then curtest year plus the sclual amount of the annual taws, asae,scancs, waver rates, mad insurance premiums for such year not covered by the aforesaid monthly payments. I. If any of said sums of moexy herein referred to be roe promptly sod fully paid witls.ie 50 days bear after die same severally become due and payable,or if each and every the stipulations,agreements, coedttioos sad counsnt of said pro,atswry mote and this deed,or either,are not fully performed,complied with sod abided by the said aggregate sum meataoned in said promissory mute shall become due sod payable forthwith or thereafter at the option of the Mortgagee, its succewaots,legal represenutives or sessgrts,as folly sad completely as if the said aggregate sum were originally stipulated so be paid co each day, seyti'us a wad promissory bat nr herein to the contrary notwithstanding. 9. The mailing of a written notice or demand addressed to the owner of record of the mortgaged premises,or directed to the said owner at the last addreu,actually furnished to the mortgagee,or if none. directed to said owner at said mortgsitd premise., sad mailed by the United States mails, postage prepaid, shall be sufficiieet notice and demand in any case arising under this instrument and required by the provisions hereof or by law. t0. If foreclosure proceedings of any mortgage,or lien of any kind,superior or inferior to this mortgage be Maimed.the Mort- gagee hereunder may at to option, tnrnedately or thereafter,declare this mortgage mad the indebtedness secured hereby doe sad payable. 1N WrTNus WHaasoi, the Mortgagor has hereunto set his hand and seal the day and year first above written. Sighed,sealed and delivered in the presence of: Greater Miami Hebrew Academy BY: (SEAL) —_(SEAL) (SEAL) ----- (SEAL) Sian or FLORIDA. N: COUNTY or DADS I, an officer authorized to take ackrowkdgarents of deeds accoedi tothe Iaws,of tate f F1 hhe Soc a dU f'i'alarm_ Hebrewqualified and acting,HEREBY CERTIFY that r � -resiuenLL OI 1 Academy to me personally known, this day personally appeared and a.ckn swkdged before me that he executed the foregoing mortgage for the purposes therein expressed,and I FURTHER CERTIFY that I know the said person making said acknowledgement to be the individual described in and who executed the said mortgage? on behalf of the coI.pUr- IN WITNess WHaaaor, I hereunto set my hand Sod official tea!at Miami, said Co+asey ation. and State,this day of A.D. 19 95. • N.twy rookie. My commission expires: • STAT1 or FtoamA, ss: COUNTY Or DADS I, an officer authorized to take acknowledgements of deeds according to the haws of the State of Florida, duly qualified and acting,hereby certify,dust tad respectively,as President and Secretary of the to me personally known, this day acknowledged before me that they executed the foregoing mortgage as such officers of said corporation,and that they affixed thereto the official seal of said corporation;and I further certify that I knuw the said persons making said acknowledgement(s) to be the individual(s) described in and who executed the said mortgage. IN a'r7NISS WHEREO►, I have set my hand tad official seal at said County and State. this day of A.D. 19 Notary Nadir. My commission expires: _. .!< o .' a d r • _ u o x 41 GSA IL. ei4 Q IL. r 0 0 • k z Ir r ar T t 2 MORTGAGE NOTE RAMGO roam 83 11 371,'131. 20 Miami ' , Floid, , 1995 FOR VALUE RECEIVED, the undersigned, (jointly and severally, if more than one) promises to pay to CITY OF MIAMI BEACH , or order, in the manner hereinafter specified, the principal sum of THREE HUNDRED SEVENTY ONE THOUSAND ONE HUNDRED THIRTY ONE 20'l00 DOLLARS ($ 371,131.2Qwith interat from date at the rate of 0 per cent. per annum on the balance from time to time remaining unpaid. The said principal and interest shall be payable in lawful money of the United States of America at 1700 Convention Center Dr. , Miami Beach, FL 331393r at such place as may hereafter be designated by written notice from the bolder to the maker hereof,on the date and in the manner following: This note shall be fully due and payable upon the earlier of: 10 years fran the date of this note; or the Hebrew Academy's "Use" of the "1 Acre Parcel" as said terns are defined in para— graph 12 of that certain Settlement Agreement executed among the parties under Case No. 92-1594 CIV—GRAHAM in the United States District Court, Southern District of Florida. This note with interest is secured by a mortgage on real estate, of even date herewith, made by the maker hereof in favor of the said payee, and shall be construed and enforced according to the laws of the State of Florida. If default be made in the payment of any of the sums or interest mentioned herein or in said mortgage, or in the performance of any of the agreements contained herein or in said mortgage, then the entire principal sum and accrued interest shall at the option of the holder hereof become at once due and collectible without notice, time being of the essence; and said principal sum and accrued interest shall both bear interest from such time until paid at the highest rate allowable under the laws of the State of Florida. Failure to exercise this option shall not constitute a waiver of the right to exercise the same in the event of any subsequent default. Each person liable hereon whether maker or endorser, hereby waives presentment, protest, notice, notice of protest and notice of dis- honor and agrees to pay all costs, including a reasonable attorney's fee,whether suit be brought or not,if,after maturity of this note or default hereunder, or under said mortgage, counsel shall be employed to collect this note or to protect the security of said mortgage. Whenever used herein the terms "holder", "maker" and "payee" shall be construed in the singular or plural as the context may require or admit. Maker's Address GREA'r R MIAMI HEBREN] ACADEMY (SEAL) 2400 Pinetree Drive By: ..- (SEAL) Miami Beach, FL 33140 (SEAL? (SEAL) EXHIBIT _ MORTGAGE DEED Tins IND1HTual,emoted this ditty of A. D. 19 95 bttw.tn Greater Miami Hebrew Academy part, hereinafter called the Mortgagor, which term as used in every party heirs ecru tors, administrators, successors, legal representatives and and shallshall include ssingular errM and/oplural,r ed the nuaculine and/or feminine and natural and/or artificial aka w denote the sitr the andt e and for admits, and persona whenever and wherever the context so requires or City of Miami Beach parry of the second pert, hereinafter called the Mortgagee. WiTxassrrst,the for divers good and valuable coessid sties, sod also io coesedteaation of the aggregate scree caned in the promissory none of even date herewith, hereinafter described, the said Mortgagor doer t, bargees, sell, alien, remise, release, matey and confirm unto the said gee Martga$ee, itssuccessors and assigns, in fee simple, all the certain tract of land of which the said Mortgagor es now seised and possessed, and in actual Dade Coup State of Florida, ia nrtutt m County, orsds described u follows: See Exhibit "A" attached hereto and incorporated herein by this reference. EXHIBIT T.pet er aid%.n streetarea..d improveaann son aid bereetar en mid Mond rad dr weea, imam and proles .f t e shawl descried property (prided however,that let Morey nh,1i Iw sacidfad to etallact sod mere ttw said eats, rare, sad prow until default berettndet); and all helmet sow Or ►ereaf.er.naclt.d to .r said s cEnnettps with she promises!teats deem ed sad in r d+uon Metes,it fol omm4 et.cr,bed be.rhold appltaacet which tee,sad ball be d e..ed to be,firtaart.sad a sad ate a portico of the scarily for tee iod.�sdseee Metros.aan.iored: pan el rho realty, To HAvt AND TO Hots the sane, together with the tenements, heredltaments and appurtenances unto the said Magee, and its successors and assigns, in fee simple. Atm the said Mortgagor, fot hlnsseIf,Isla heirs,kgal representatives and assigns, does covenant with said Mort. pre, les soccesaota, legal representatives and assigns, that said Mortgagor is indefeasibly seized of said land in foe simple; that the said Mortgagor has full power and lawful right to convey said land in fee simple as aforesaid: that it shall be lawful for said Mortgagee,his successors, legal representatives or assigns, at all limey peaceably and quietly to enter upon, hold, occupy, and enjoy said land: that said land is free from all encumbrances; that said Mortgagor. his heirs,legal representatives or assigns,will make such further assurances to perfect the fee simple title to said land in said Mortgagee, its successors, legal representatives or assigns, as may reasonably be required; that said Mortgagor does hereby fully warrant the title of said land and will defend the same against the lawful claims of all persons whomsoever, PROVIDED ALWAYS,that if said Mortgagor,his heirs, legal representatives or assigns shall pay unto the said Mortgagee, its successors, legal representatives or assigns, that certain promissory note of which the following is,true and cornett copy to-wit: DOPY OF NOTE FOR $371,131.20 TO BE ATTACHED HERETO • • And shall promptly perform, comply with and abide by each and every the stipulations, agreements, conditions and covenants of said promissory note and of this deed, then this deed and the estate hereby created shall cease and be null and void. STATt Of FLousaa, /1 )M: CouKrr or Dun J1 aR�[ � �{ $�y��j � 1, an off d to take acktaowkdgttrterm of deeds urocdtd5 �i�Is tl I (irk tP_I IYii tItll HP�YeW qualified and HEREBY CERTIFY that r 1 ell O E'a Academy to me personally known, this day personally appeared and acitnowkdged before me that he executed the foregoing mortgage for the purposes therein expressed,and 1 FURTHER CERTIFY that I know the said person making said acknowledgement to be the individual described in and who executed the said mortgage! on behalf of the IN WITNESS 'HaatOf, I hereuntomy act hand and official seal at Miami, and Cowry ation. . and State,this day of A.D. 19 95 Natty haidic. My crosntision ex Fitts:_ • STAT7 or PLORIDA, I.: COI/NTY or DADA 1, an officer authorised to take acknowitdrinients of deeds according to the laws of the State of Florida, duly qualified and acting,hereby certify,that and respectively,as President and Secretary of the to me personally known, this day acknowledged before me that they executed the foregoing mortgage as such officers of said corporation,and that they affixed thereto the official seal of said corporation;and 1 further certify that 1 know the said persons making said aciusowkdgement(s) to be the individual(:) described in and who executed the said mortgage. IN a'nxass 'X'Htator, I have set my hand and official seal at said County and State, this day of A.D. 19 Notary Pvidit. My commission expires: _. a 1 E tt Q , t a 4 0 oG U c% o 1 g 4 o 1 .. Pi • 1( k hi = T 1 EXHIBIT "I" Current Municipal Par 3 Golf Course Land as described in the City of Miami Beach Year 2000 Comprehensive Plan Supporting Documents Section VII and Figure VII-2 excluding: Exhibit "C" (0. 38 Acre Parcel) ; and Exhibit "D" (1 Acre Parcel) . . . . ,• . • ' , . . • • r . , P , , ,,' I . , i ifilill! RI IIIIIII .... . . - - : 111,JILI ii, iii?!. .! / \ • .. EXHIBIT . . drolIF ; 1, i .114; 1,4 l• ,,I; j , \ 11:4t. if ..1 rILL 1 / • . lilgt77 ti 11141 .1 . i 11111111 1 11111 i / \ . . i if i, . 5 \ fill!Ill 1 1110 f .• in \ 1;11j(1 cti tili I Wifiii ri 1,;. s / ..,,. .5 z • 1 i i ;t . 04 • • .'.. /---- •-.., • I , .. . 1 i ‘ - •. 0 I ' ( • • ... . • . ..'.1 •:j i 1 1 • . . .4277 .F.71I ---; : ' • _ 1% . / • 4' -: ' - - r - - - .t . '...-1 ,,,, k . = .. \ — !‘ • •0.? , \ .?4 --- I m •A • — ....; 153 I —_-__-___1 . \ 1 I - N 1 —,./—%, W.24 ST. .61 * s'-'• i: .\ . ll I - . .2 I 4 : • . ' i I r I% L' . 411 --)t . -,.._,L.,...ft.is-r• .-"-,,--,- • ...? . I U lb , r_, • 6ii • 1 ••• f •r—...... 0 A . W.24 TERR - •-/- :.' -74. I [ LA • ) ...N\ , I ft. ., ;5,alli -__=(. :..- ti m , 1, od., . .. , • . . . f. . •\ t . 0 1 1 I‘: R r' . .... ..2 ,i..... m z Ir.. • ! • *7= i I • -: ...,. , :;, \‘' l' i 1 a , '• ., 3 -: .... ' : .) '1. I • .. ' iiii il Ili ! ! ! Th.:.,-i 0 [... 1: ear- -,,,,,,--KT(1.,:,_, t . 4 •,1: .1 .f a i. it i if q i- F. :- ! ,I fi ir i 4 li . . -, ; i o :I :• W.25 ST. 1., ... . 0 i— •Tt 0 ?, • F & rt o I s) rt ii L) '1 co m • r •- -- -- - • T: .. .:: : :11 :1 ::. :: 0, 1 !I I li -........ . . !": I: :, : ,,, 1: 7. I:F. t•:,1, ., . _ :: :. :•' 1! Z • 1. tr.• i . .2...•i.j: i• ..!. ; ! C ...• . - • : - 1 ET i it 10 1 1• : I i . .• . _ .._ 1 • . . , •.. . . srrt tux preposep IY:GAMBACH SKLAR ARCHITECTS 7 tr, SITE PLAN& • ..-; . • ., PLANTING PLAN °477//3 HEBREW ACADEMY al !, 4; nevts.o..rs 4 STREET EDGE& rosenberg design group_ 1... PERIMETER BUFFER 11111(1Y. k4 LAND PLANNING•LANDSCAPE ARCHITECTURE 0.1•14gUe.1:ANIORSCAN •OCIP TV OP 1...•6100,APIII P.00NI•r•CT• . —.— . MUTUAL RELEASE KNOW ALL MEN BY THESE PRESENTS, that CITIZENS FOR GREENSPACE, INC., and MICHAEL KINERK, (hereinafter the "PLAINTIFFS") and the GREATER MIAMI HEBREW ACADEMY and DAUGHTERS OF ISRAEL, INC., THE CITY OF MIAMI BEACH, SEYMOUR GELBER, NEISEN O. KASDIN, SY EISENBERG, SUSAN F. GOTTLIEB, DAVID T. PEARLSON, MARTIN SHAPIRO, NANCY LIEBMAN, and ABE RESNICK (hereinafter the "DEFENDANTS"), for and in consideration of the terms, conditions, stipulations, and acknowledgments of the Settlement Agreement between the parties dated , and for other good and valuable consideration received by all parties, the adequacy of which is hereby acknowledged, do hereby mutually remise, release, acquit, satisfy and discharge one another for themselves, their successors, heirs, assigns, agents and attorneys of and from any and all actions, causes of action, counterclaims, suits, torts, debts, sums of money, accounts, reckonings, contracts, controversies, agreements, promises, damages, constitutional claims, tortious interference claims, malicious prosecution claims, abuse of process claims, judgments, executions, claims and demands whatsoever, past, present and future, in law or in equity, which each had, may have had, asserted, or may have asserted against the other(s) in, on account of, or arising out of the lawsuit styled Citizens for Greenspace, Inc. a Florida nonprofit corporation; Michael Kinerk, Bent Voltelen v. City of Miami Beach, et al. in the United States District Court for the Southern District of Florida, Case No. 92-1594-CIV-GRAHAM. WITNESS our hands and seals this day of , 199 . CITIZENS FOR GREENSPACE, INC. Print Name: Title: MICHAEL KINERK Print Name: 1 EXHIBIT CITY OF MIAMI BEACH Print Name: Title: SEYMOUR GELBER Print Name: NEISEN O. KASDIN Print Name: SY EISENBERG Print Name: SUSAN F. GOTTLIEB Print Name: 2 DAVID T. PEARLSON Print Name: MARTIN SHAPIRO Print Name: NANCY LIEBMAN Print Name: ABE RESNICK Print Name: HEBREW ACADEMY Print Name: Title: DAUGHTERS OF ISRAEL Print Name: Title: MIA3-311606 3 STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by , of . He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by , of . He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: 4 • STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by of . He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: 5 STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by , of . He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: 6 STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by , of . He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: 7 STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by , of . He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: 8 STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by , of . He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: • • • STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by , of He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: 10 • STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by , of He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: 11 STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by of . He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: 12 STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by , of . He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: 13 STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by of . He who is personally known to me/has produced as identification. (SEAL) Printed/Typed Name: Notary Public-State of Florida Commission Number: 14 STATE OF FLORIDA COUNTY OF DADE The foregoing instrument was acknowledged before me this day of , 199 , by , of He who is personally known to me/has produced as identification. (SEAL) • Printed/Typed Name: Notary Public-State of Florida Commission Number: 15 IN THE UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF FLORIDA CITIZENS FOR GREENSPACE, INC. CASE NO. 92-1594-CIV-GRAHAM a Florida nonprofit corporation; and MICHAEL KINERK, Plaintiffs, vs. JOINT MOTION TO CITY OF MIAMI BEACH, a municipal SET ACTION FOR TRIAL corporation of Florida, et al., Defendants. Plaintiffs, Citizens for Greenspace, Inc., Michael Kinerk, and Bent Voltelen ("Greenspace"), and defendants agree and jointly move this Court to set this action for trial on the first available trial calendar, and in support thereof state: 1. The parties have engaged in extensive and lengthy good faith settlement negotiations. 2. Despite the parties' good faith efforts, settlement has not occurred, and in all likelihood cannot occur. 3. Pursuant to the parties' attempted Settlement Agreement dated , the parties agreed to submit this motion. 3. The parties are now desirous of a speedy resolution of this lawsuit at trial. EXHIBIT WHEREFORE, the parties respectfully request that this Court set the action for trial on the earliest available trial calendar. Respectfully submitted, HOLLAND & KNIGHT Attorneys for Plaintiffs 701 Brickell Avenue Miami, Florida 33131 (305) 374-8500 By: CITY OF MIAMI BEACH City Attorney 1700 Convention Center Drive Miami Beach, FL 33139 (305) 673-7470 By: DAUGHTERS OF ISRAEL and THE HEBREW ACADEMY Arenson, Dittmar & Karban 60 E. 86th St. New York, NY 10028 By: MIA3-311639.1 2 'Pr&parAd by: ' David Berger, Esq. 1221 Brickell Avenue, Suite 2600 Miami, FL 33131 SPECIAL WARRANTY DEED Folio No. 02-3227-00-0100 ID No. 59-0651086 THIS SPECIAL WARRANTY DEED, made this Scrim,,!ck. , 2000 by and between the CITY OF MIAMI BEACH, a Florida municipal corporation, whose address is City Hall, 1700 Convention Center Drive, Miami Beach, Florida 33139, hereinafter called the Grantor, to GREATER MIAMI HEBREW ACADEMY d/b/a RABBI ALEXANDER S. GROSS HEBREW ACADEMY OF GREATER MIAMI, a Florida non-profit corporation whose post office address is 2400 Pine Tree Drive, Miami Beach, Florida 33140, hereinafter called the Grantee. • (Wherever used herein the terms "Grantor" and "Grantee" include all the parties to this instrument and the heirs, legal representatives and assigns of individuals, and the successors and assigns of corporations.) WITNESSETII: That the Grantor, for and in consideration of the sum of Ten($10.00) Dollars and other good and valuable considerations, receipt whereof is hereby acknowledged, hereby grants, bargains, sells, aliens, remises, releases, conveys and confirms unto the Grantee, the following described land, situate, lying and being in the County of Dade, State of Florida, to-wit: Lot 3, Block 1, FLAMINGO TERRACE ADDITION, according to the Plat thereof recorded in Plat Book 34, at Page 6, of the Public Records of Miami-Dade County, Florida, addressed as 2425 Pine Tree Drive, Miami Beach, Florida. SUBJECT TO: 1. Taxes and assessments for the year 1999 and subsequent years. 2. Conditions, restrictions, limitations and easements of record, if any, but this provision shall not operate to reimpose the same. TOGETHER with all the tenements, hereditaments and appurtenances thereto belonging or in anywise appertaining. TO HAVE AND TO HOLD, the same in fee simple forever. NOTE: GRANTOR AND GRANTEE REPRESENT THAT THIS DEED IS THE CONSEQUENCE OF A LITIGATION SETTLEMENT RESULTING IN RECONVEYANCE OF A PORTION OF THE LANDS PREVIOUSLY CONVEYED BY THE GREATER MIAMI HEBREW ACADEMY TO THE CITY OF MIAMI BEACH. ACCORDINGLY, NO FLORIDA DOCUMENTARY STAMP TAX OR SURTAX IS DUE ON THIS CONVEYANCE AND SUCH TAXES PREVIOUSLY PAID IN CONNECTION WITH THE ORIGINAL CONVEYANCE SHALL BE REIMBURSED TO THE GRANTEE HEREIN AND THE PARTIES AGREE TO COOPERATE WITH ONE ANOTHER IN THIS REGARD UPON REQUEST. AND the Grantor hereby covenants with said Grantee that the Grantor is lawfully seized of said land in fee simple; that the Grantor has good right and lawful authority to sell and convey said land; that the Grantor hereby fully warrants the title to said land and will defend the same against the lawful claims of all persons claiming by, through or under Grantor. IN WITNESS WHEREOF, the said Grantor has caused these presents to be executed in its name the day and year first above written. Witnesses: CITY OF MIAMI BEACH, a Florida municipal corporation s. 1\sb2 (print name) 1k , �� 4 .C.wGc. � .c.�.�,.Q By: (SEAL) , Mayor (print.name) Pe v erl1.) F. C e r a id(print name) n l Attest: (?1ku k eic&c. eA.L—^ Ci Cler APPROVED AS' icy i FORM & LANGUAC' . +; 8 FOR EXECUTION Do ity Attorney } . STATE OF FLORIDA ) ) SS: COUNTY OF DADE ) I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State aforesaid and in Miami- Dade County aforesaid to take acknowledgements, personally appeared/l ,ce,J (0 r4se/m1, Mayor of the City of Miami Beach, a Florida municipal corporation, to me known to be the person described in and who executed the foregoing instrument on behalf of the City of Miami Beach. WITNESS my hand and official seal in the County and State last aforesaid this ,1 e /2 , 2000. ot ry Public AA/ (3e ri 0(1,4<c r (print name) State of Florida (NOTARY SEAL) My Commission Expires: OFFICIAL NOTARY SEAL ULLIAN BEAUCHAMP NOTARY PUBLIC STATE OF FLORIDA COMMISSION NO.CC738372 MY COMMISSION EXP.APR.29,2002 STATE OF FLORIDA ) ) SS: COUNTY OF DADE ) I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State aforesaid and in Miami- Dade County aforesaid to take acknowledgements, personally appeared /?u/-X ,7 Piwri,er, City Clerk of the City of Miami Beach, a Florida municipal corporation, to me known to be the person described in and who executed the foregoing instrument on behalf of the City of Miami Beach. WITNESS my hand and official seal in the County and State last aforesaid this See-ex/Le r- /2� , 2000. /L't a 434 et .L,/Is%0 No ary Public A-,f fi thU ' bea(.etwer1O (print name) State of Florida (NOTARY SEAL) My Commission Expires: OFFICIAL NOTARY SEAL ULLM BEAUCHAMP NOTARY PUBLIC STATE OF FLORIDA COMMISSION NO.CC738372 t MY COMMISSION EXP.APR.29,2002