Grant of Perpetual Easement
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Prepared by and Return to:
Joseph M. Hernandez, Esq.
Greenberg Traurig, P .A.
1221 Brickell Avenue
Miami, FL 33131
GRANT OF PERPETUAL EASEMENT (LINCOLN ROAD)
THIS GRANT OF EASEMENT (this "Easement") is made this _ day of September,
1999, by DI LIDO BEACH HOTEL CORPORATION, a Florida corporation (the "Owner")
having its principal place of business at 155 Lincoln Road, Miami Beach, Florida in favor of the
CITY OF MIAMI BEACH, a Florida municipal corporation (the "City"), having its principal
place of business at 1700 Convention Center Drive, Miami Beach, Florida.
WHEREAS, the Owner owns that certain property situated, lying and being in Dade
County, Florida, known as the Di Lido Beach Hotel located at 155 Lincoln Road, Miami Beach,
Florida, and as more particularly described in Exhibit "A" attached hereto (the "Property");
WHEREAS, the City and the Owner entered into that certain Agreement dated as of June
11, 1999, recorded in Official Records Book 18165, at Page 955, of the Public Records of
Miami-Dade County (the "Development Agreement"), whicp. constitutes a development
agreement pursuant to the Florida Local Government Development Act, Section 163.3220, et.
seq., Florida Statutes (the "Act") and which contemplates the renovation of the existing hotel and
commercial building located on the Property (the "Planned Development");
WHEREAS, pursuant to the Development Agreement, the Owner has agreed to grant to
the City a perpetual easement for the purpose of providing public pedestrian and vehicular access
through and over that portion of Lincoln Road North of the center line of the existing road right-
of-way lying East of the Eastern right-of-way line of Collins Avenue and which is more
particularly described in Exhibit "B" attached hereto (the "Easement Parcel") in exchange for,
among other things, the City vacating its rights in and to the Easement Parcel and the issuance of
development permits and approvals in order to develop the Planned Development; and
WHEREAS, pursuant to the Development Agreement, the Owner has agreed to construct
certain improvements as described therein (the "Lincoln Road Improvements") in and on that
portion of Lincoln Road lying East of Collins Avenue (the "Lincoln Road Section") and on that
portion of the Property which the Owner has granted the City certain easement rights in order to
provide public access to the beach and the Atlantic Ocean and the City has agreed to construct
the Lincoln Road Improvements.
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NOW THEREFORE, in consideration of Ten and NollOO Dollars ($10.00) and other
good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
the Owner by these presents hereby grants, sells, and conveys to the City, its successors and
assigns, a perpetual easement on, in, and over the Easement Parcel for the purpose of providing
public pedestrian and vehicular access through and over the Easement Parcel and for the purpose
of laying, constructing, maintaining, repairing and replacing the Lincoln Road Improvements.
The Owner and the City further agree to the following:
1. The Owner hereby grants to the City its employees, contractors, or
representatives, the permanent right and license for purposes of ingress and egress
to and from the Easement Parcel for the purposes of laying, constructing,
operating, inspecting, maintaining, repairing, and replacing the public roadway,
public sidewalks, landscaping, lighting, utilities and irrigation, and all other
related improvements to be constructed on the Easement Parcel. The Owner
hereby also grants the City the right to use and occupy the subsurface of the
Easement Parcel for any utility or drainage or other use or purpose, including,
without limitation, the right to construct, install, maintain and operate therein
electrical, telephone, telegraph, telecommunication, gas, gasoline, sewer, water,
and drainage fixtures and the Owner grants to the City the right to grant easements
to third parties to do the same.
2. Following the completion of the Lincoln Road Improvements, the City shall have
the sole responsibility and shall bear the total cost for the repair and maintenance
of same, except for any repairs and maintenance arising from the negligence of
the Owner or any successor thereto.
3. The City shall provide the same level of maintenance on the Easement Parcel and
the improvements thereon as it currently provides for the Lincoln Road Mall. The
City agrees that it shall insure and provide security for the Lincoln Road Section
in the same manner as it provides security for its public sidewalks and
right-of-ways.
4. The Owner reserves unto itself, its successors and assigns, the perpetual right and
privilege of:
a. Right of ingress and egress to and from the Easement Parcel for
construction access to the Property, provided that Owner shall bear the
cost for repairing any damage to the Easement Parcel, resulting from such
construction;
b. Unrestricted access to, over, across and in the Easement Parcel, provided
that such use does not materially interfere with the continued use of the
Easement Parcel as permitted herein by Grantee and the public; and
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c. Using and occupying, and granting to any parties providing utility service,
telephone service and to other similar parties, the right to use and occupy
the subsurface of the Easement Parcel for any utility or drainage or other
use or purpose which does not materially interfere with the non-exclusive
rights herein granted to Grantee, and its authorized invitees, agents,
employees, guests, lessees and licensees, including, without limitation, the
right to construct, install, maintain and operate therein electrical,
telephone, telegraph, telecommunication, gas, gasoline, sewer, water, and
drainage fixtures.
5. The parties agree that in connection with each of their respective rights to install
and maintain utilities in the subsurface of the Easement Parcel pursuant to this
grant of easement, each party (i) shall notify the other of its intention to install,
repair or otherwise maintain such utilities, (ii) shall cooperate fully with the other
party and take such steps as may be necessary to insure that any such installation,
maintenance or repair of said utilities will not interfere with the use or functioning
of existing utilities, (iii) shall, to the extent feasible, integrate any proposed
installation, maintenance or repair with any proposed work of a similar nature by
the other party, and (iv) shall not unreasonably interfere with the use of the
Easement Parcel by the other party as permitted under this grant of easement.
6. Owner shall not construct or permit to be constructed any structure or obstruction
on or over or interfering with the construction, maintenance, or any other aspect
of the Lincoln Road Improvements located upon the Easement Parcel.
7. Owner covenants, warrants and represents that (i) it is the fee simple owner of the
Easement Parcel and has the right, title, and capacity to grant the perpetual
easement granted herein, and (ii) Commercial Bank of Florida is the sole lienor
and holder of a recorded (or unrecorded) security interest in the Easement Parcel.
8. This grant of perpetual easement shall inure to the benefit of and be binding upon
the heirs, legal representatives, successors and assigns of the parties hereto, as
applicable.
9. Notices. Any notices required or permitted to be given under this Easement shall
be in writing and shall be deemed to have been given if delivered by hand, sent by
recognized overnight courier (such as Federal Express) or mailed by certified or
registered mail, return receipt requested, in a postage prepaid envelope, and
addressed as follows:
If to the City at:
City of Miami Beach, City Hall
1700 Convention Center Drive
Miami Beach, Florida 33139
Attn: City Manager,
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City Attorney
If to Owner at:
c/o Bruce Lazar, Esq.
Seville Beach Hotel, Suite M
2901 Collins Avenue
Miami Beach, FL 33140
(if not in leave with concierge)
With a copy to:
Juan P. Loumiet, Esq.
Greenberg Traurig, P.A.
1221 Brickell Avenue
Miami, Florida 33131
Notices personally delivered or sent by overnight courier shall be deemed given
on the date of delivery and notices mailed in accordance with the foregoing shall
be deemed given three (3) days after deposit in the U.S. mails. The terms of this
Section shall survive the termination of this Easement.
10. Construction.
(a) This Easement shall be construed and governed in accordance with the laws of the
State of Florida. All of the parties to this Agreement have participated fully in the
negotiation and preparation hereof; and, accordingly, this Easement shall not be
more strictly construed against anyone of the parties hereto.
(b) In construing this Easement, the use of any gender shall include every other and
all genders, and captions and section and paragraph headings shall be disregarded.
(c) All of the exhibits attached to this Easement are incorporated in, and made a part
of, this Agreement.
11. Severability. In the event any term or provision of this Easement be determined
by appropriate judicial authority to be illegal or otherwise invalid, such provision
shall be given its nearest legal meaning or construed as deleted as such authority
determines, and the remainder of this Easement shall be construed to be in full
force and effect.
12. Litigation. In the event of any litigation between the parties under this Easement
for a breach hereof, the prevailing party shall be entitled to reasonable attorney's
fees and court costs at all trial and appellate levels. The terms of this Section shall
survive the termination of this Easement.
13. Time of Essence. Time shall be of the essence for each and every provision
hereof.
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14. Entire Agreement. This Easement, together with the documents referenced
herein, constitute the entire agreement and understanding among the parties with
respect to the subject matter hereof, and there are no other agreements,
representations or warranties other than as set forth herein. This Easement may
not be changed, altered or modified except by an instrument in writing signed by
the party against whom enforcement of such change would be sought.
15. Force Maieure. Any prevention, delay or stoppage due to strikes, lockouts, labor
disputes, acts of God, inability to obtain labor or materials or reasonable
substitutes therefor, riot, civil commotion, fire or other casualty, and other causes
beyond the reasonable control of the party obligated to perform, excluding the
financial inability of such party to perform shall excuse the performance by such
party for a period equal to any such period of prevention, delay or stoppage.
IN WITNESS WHEREOF, the undersigned has caused this grant of perpetual easement
to be executed by execution of this instrument as of this day of September, 1999.
Witnesses:
THE OWNER
DI LIDO BEACH HOTEL CORPORATION,
a Florida corporation
Sign Name:
Print Name:
Sign Name:
Print Name:
By:
Name: Bruce Lazar
Title: Vice President
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CONSENT
The undersigned lienor, owner and holder of a mortgage encumbering the Property,
hereby consents to the grant of easement rights as provided herein and subordinates the lien and
effect of its security interest to this Easement.
COMMERCIAL BANK OF FLORIDA, a
Florida banking corporation
By:
Name:
Title:
Sign Name:
Print Name:
Sign Name:
Print Name:
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STATE OF FLORIDA )
) SS:
COUNTY OF MIAMI-DADE)
The foregoing instrument was acknowledged before me this _ day of September,
1999 by Bruce Lazar, as Vice President of Di Lido Beach Hotel Corporation, a Florida
corporation, on behalf of the corporation. He is personally kllown to me or has produced
as identification and who did (did not) take an oath.
NOTARY PUBLIC
Typed or Printed Name of Notary
My Commission expires:
Serial No., if any:
ACKNOWLEDGED AND ACCEPTED this f#;- day of September, 1999 by:
Sign Name:
Print Name:
CITY OF MIAMI BEACH, FLORIDA, a
:~CiWI/tion
.
Witnesses:
Neisen O. Kasdin, Mayor
~ f:udv.--
Robert Parcher, City Clerk
APPROVED AS m
FORM & LANGUAGE
& FOR EXECUTION
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STATE OF FLORIDA )
)SS:
COUNTY OF MIAMI-DADE)
The foregoing instrument was acknowledged before me this 91!i- day of September,
1999, by Neisen O. Kasdin, as Mayor of the City of Miami Beach, a municipal corporation, on
behalf of the Corporation. He is personally known to me,. Qf-- l.ns ereatlcca-
as identification and who d~: take an oath.
~tdEZvl'
NOTARY PUBLIC
\"Hlll"
/#..1f'.'. r~~. Ruth Rub'
b<"8);l MY COMMISSION # CC624373 EXPIRES
<Jf/......~'.'< Apr1125,2001
'..9f.o~"" BONDED THRU TROY FAIN INSURANce. INC.
Typed or Printed Name of Notary
My Commission expires:
Serial No., if any: .
MIAMI/HERNANDEZJ/947176/k@%g07!.DOC/9/08/99
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