Voluntary Termination
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LAW OFFICES
STEARNS WEAVER MILLER WEISSLER ALHADEFF & SITIERSON, P.A.
MUSEUM TOWER
150 WEST FLAGLER STREET
MIAMI, FLORIDA 33130
TAMPA OFFICE
SUITE 2200
SUNTRUST FINANCIAL CENTRE
401 EAST JACKSON STREET
TAMPA, FLORIDA 33602
(813) 223-4800
MIAMI (305) 789.3200 . BROWARD (954) 463-5440
FAX (305) 789-3395
E. RICHARD ALHADEFF
DIRECT LINE (305) 789.3320
emai1:ralhadeff@swmwas.com
FT. LAUDERDALE OFFICE
SUITE 1900
200 EAST BROWARD BOULEVARD
FORT LAUDERDALE. FLORIDA :13301
(954) 462.9500
September 9, 1999
VIA HAND DELIVERY
Lawrence Levy, Assistant City Attorney
City of Miami Beach
1700 Convention Center Drive
Miami Beach, FL 33139
Dear Larry:
At Bruce Lazar's request, I am sending you the original of the Voluntary Termination of Lincoln
Road Street End Agreement and First Amendment Thereto which has been duly executed by all of
the parties, other than the City of Miami Beach, for your approval as to form so that it may be placed
upon the agenda for the City Commission and for the Mayor to sign. After it has been approved,
please return it to me so that I may hold it pending the closing.
If you have any questions, please call.
E. Richard Alhadeff
Enc.
cc: Bruce E. Lazar VIA TELECOPY
Abraham Galbut VIA TELECOPY
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12-03-1998 2:28AM
FROM BRUCE LAZAR 305 673 8865
P.3
VOLUNTARY TERMINATION
OF LINCOLN ROAD STREET END AGREEMENT AND
FIRST AMENDMENT THERETO
THIS VOLUNTARY TERMINATION AGREEMENT is made and entered
into as of the day of , 1998, by and among the CITY OF
MIAMI BEACH, Florida, a municipal corporation (Crty) , 01 LIDO BEACH HOTEL
CORPORATION, a Florida Corporation, CRESCENT HEIGHTS XXX, INC., a
Florida Corporation, and GFllnvestments, Inc., a Florida corporation, as successor
in interest to Crescent Heights XXX, Inc. (collectively, Owner).
RECITALS
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WHEREAS, the City is the owner of a right-of-way easement from the street
end east of Collins Avenue along Lincoln Road and as recorded in Plat Book 2,
Page 77, of the Public Records of Dade County, Flonda (Street End), which Street
End does not have a public access to the beach; and .
WHEREAS, the Owner is the fee-Simple owner of the property abutting the
. above Street End to the north, south and east, (the Abutting Properties); and
WHEREAS, pursuant to Resolution No. 93-20801, the City and Owner
entered into that certain agreement entitled, "Lincoln Road Street End Agreement"
(the Agreement), as executed on March 14, 1994, to implement a plan to build a
pUblic pedestrian bridge or walkway from the .east end of Lincoln Road to the
public beach for the purpose of prOViding access for the general public from the
Stree~ End to the beach; and . .
WHEREAS, as set forth in the Agreement, the Owner agreed to grant an
easement to the City from the present Street End ,of Uncaln Road to the public
. beach as part of a development plan to improve said Street End and easement
parcel; and
WHEREAS, pursuant to Resolution No. 95-21510, the City and Owner
executed a First Amendment to the Agreement (First Amendment), as executed on
March 21,1995; and
WHEREAS, to date, neither the City nor Owner have commenced their
respective responsibilities pursuant to the Agreement and the First Amendment,
respectively, including obtaining approval from the required state agencies,
construction of the project improvements, and executfon and delivery of the grant
of the easement from Owner to the City; and
..
12-03-1998 2:29AM
FROM BRUCE LAZAR 305 673 8865
P.4
WHEREAS, the City has currently negotiated a Development Agreement, in
compliance with the Florida Local Government Development Agreement Act
pursuant to Section 163_32201 et seq. Fla.Stat.(1997). with one of the owners of
the Abutting Properties and original parties to the Agreement and First
Amendment, Oi Lido Beach Hotel Corporation (Oi Lido); and
WHEREAS, one of the terms of the Development Agreement negotiated
between the City and Oi Lido includes the continued desire by the City to obtain
the aforestated permanent pedestrian easement for access by the public from the
Street End, through that portion of the Abutting Properties owned by Di Lido, to the
beach; and
WHEREAS, as set forth in the Development Agreement between the City
.. .eland. Olbide,-Dilddooagrees-to-gmnt thet-easement for public purposes to the City;...:
and ~
WHEREAS, GFllnvestments, Inc. is the successor in interest to Crescent
Heights XXX, Inc., under both the Agreement and the First Amendment; and
WHEREAS, neither GFI Investments. Inc. or Crescent Heights XXX, Inc.
have any objections to the proposed Development Agreement between the City
and Oi lido with regard to the granting of the public pedestrian easement for
beach access to the City by Di Lido; and
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WHEREAS, accordingly, the City and Owner would jointly recommend that
the Agreement and First 'Amendment be voluntarily terminated by all parties
thereto, having no further force and effect and, withoU\ liability to any of the said
parties thereto.
NOW THEREFORE, in consideration of the mutual premises set forth
herein. the parties hereto, intending to be legally bound, hereby agree as follows:
1. RECITATIONS
The foregoing recitations are true 'and correct and are incorporated
herein by reference.
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12-03-1998 2:30AM
FROM BRUCE LAZAR 305 673 8865
P_5
2. REPRESENTATIVES AND WARRANTIES OF CITY
The City represents and warrants that:
a. . The City is a political.subdivision of the State of Florida_
b. The City is authorized to enter into the transactions
contemplated by this Agreement and to carry out its
obligations hereunder.
b. The City has been duly authorized to execute and deliver this
Agreement.
,.c,;,.._.:........ '3~.~..~..'-REPRESENTAftONS'AN&WAFUtA.NTIESt~F OWNER
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The Owner represents and warrants to City that:
b. Di Lido Beach Hotel Corporation Is a duly existin.9 Florida
corporation.
c. Each of the above corporations is not in violation . of any
provision of its Articles of Incorporation, and has the corporate
power to enter into this Voluntary T~rmlnatlon Agreem~nt and
duly authorized the execution and deliv~ry of said Agreement.
d. Neither corporation's execution, denvery. and performance of
this Voluntary Termination Agreement will result in a breach
or violation of, or constitute a default under any agreement,
lease or instrument to whiGh It Is a party or by which it Is a
party or by which it or its property may be bound or affected
by.
e. Neither corporation received any notice, nor to the best of its
knowledge Is there any pending or threat of any notice, of any
violation of any applicable laws, ordinance~, . regulations.
rules, decrees. awards, permits or orders which would
materially adversely effect its ability to perform hereunder.
12-03-1998 2:31AM
FROM BRUCE LAZAR 305 673 8865
P.6
4. The City and Owner herein 'agree that the Agreeme!'lt and First
Amendment shall be voluntarily terminated, having no further force and effect.
withoLit liability to any of the parties hereto, said voluntary termination to take effect
upon execution by all parties of this Voluntary Termination Agreement.
','-. ..-
5. Pursuant to the execution of this Voluntary Termination Agreement.
the parties hereto, for and in consideration of the aforestated, and other good and
valuable consideration, do hereby remise. release, acquit, satisfy and forever
discharge each other, their parents, subsidiarIes, affiliates, successors, and
assigns, its and their officers, directors, employees, representatives and agents,
and their heirs, executors, administrators, successors and assigns, from all
~ctions, causes of actions, claims, demands, rights, damages, costs, suits, debts,
obligations, and liabilities whatsoever in law, or in equity, which they may have
--"againSt'1t;--orever'haatnow--have; orwl1ieh:mayi"'.ereinafter-canj shall or may have,'..
specifically in connection with. or in any way arising out of. claims raised or which
could be, or could have been raised, pertaining to that certain agreement, dated
March 14, 1994, entitled the "Lincoln Road street End Agreement," and that
certain agreement, dated March 21, 1995, entitled "First Amendment to the Uncoln
Road Street End Agreement," including any and all claims, demands, actions and
causes of actions for damages, in connection with or in any way arising out of, or
which were or could have been, asserted by the parties .with respect thereto. This
is not intended to be a general release, but only a release of any and all claims
arising out of the Lincoln Road Street End Agreement, as amended.
..,
12-03-1998 2:32AM
FROM BRUCE LAZAR 305 673 8865
P_7
IN WITNESS WHEREOF, this Voluntary Termination Agreement has been
executed by the parties on the day and year first above written.
ATTEST:
Ay-r6MQ,~
Robert Parcher, City Clerk
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WItness
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tness
CITY OF 'ijEACH
BY:
Neisen Kasdin, Mayor
APPROVED AS 10
FORM & lANGUAGIE
& FOREXECunON
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GFIINVESTMENTS, INC~,
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CRESCENT HEIGHTS XXX, INC.
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12-03-1998 2:32AM
FROM BRUCE LAZAR 305 673 8865
P.8
CONSENT
Decoplage Condominium Association, Inc., hereby acknowledges its
consent to the termination of the Lincoln Road Street End Agreement, as
amended.
DECOPLAGE.CONDOMINIUM ASSOCIATION, INC.
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