72-89 RDA
RESOLUTION NO.
72-89
A RESOLUTION OF THE MIAMI BEACH REDEVELOPMENT
AGENCY, AUTHORIZING THE CHAIRMAN AND
SECRETARY TO EXECUTE A JOINDER, ON BEHALF OF
THE AGENCY, TO AN AGREEMENT WITH MIAMI BEACH
MARINA VILLAGE, INC. WHICH PROVIDES FOR
TRANSFERRING THE OPERATIONS OF THE MIAMI
BEACH MARINA TO MIAMI BEACH MARINA VI LLAGE,
INC. AND SETTLING THE PENDING LITIGATION
BETWEEN STEPHEN CARNER, ET AL, AND THE
AGENCY, ETC., ET AL.; AND AUTHORI ZING THE
EXECUTIVE DIRECTOR, THE CHAIRMAN AND THE
SECRETARY TO EXECUTE ANY DOCUMENTS NECESSARY
TO EFFECTUATE THE CLOSING; PROVIDING AN
EFFECTIVE DATE.
WHEREAS, on June 24,1983, the Miami Beach Redevelopment
Agency
(the
"Agency")
joined
ln a Lease Agreement
(the
"Lease")between the City of Miami Beach ("City") and Carner-Mason
Associates,
Ltd.
("Carner-Mason" )
which provided
for
the
development and operation of a full serVlce marlna facility on
the southwest portion of Miami Beach (the "Marina"); and
WHEREAS, the Lease specified certain obligations and rights
of the City and certain obligations and rights of Carner-Mason;
and
WHEREAS,
disputes
have
ar i sen between the City and
Carner-Mason concerning various provisions in the Lease; and
WHEREAS, as a result of those disputes, a lawsuit has been
filed, styled Stephen Carner, et al. vs. City of Miami Beach,
F lor i d a , e t c ., eta 1 , Cas e No. 8 5 - 3 58 7 9 - CA - 1 9 , tow h i c h the
Agency is a party (the "Litigation"); and
WHEREAS, Miami Beach Marina village, Inc. ("Marina village")
has an agreement with Carner-Mason, pursuant to which Marina
Village will take over the operations of and finish construction
of the Marina, and which agreement also provides for the settling
of the Litigation; and
WHEREAS, the agreement attached hereto has been negotiated,
recommended by the Executive Director and approved as to form by
the Agency Attorney.
NOW,
THEREFORE,
BE
IT RESOLVED by the Miami
Beach
Redevelopment Agency as follows:
Section 1.
That the Chairman and the Secretary are hereby
authorized to join ln, on behalf of the Agency, the attached
agreement which provides for settling the Litigation and
transferring the operations of the Marina to Marina village.
Section 2. That the Executive Director and the Chairman and
Secretary are hereby authorized to execute any and all documents
necessary to effectuate the closing.
Section 4.
That this Resolution shall be effective upon
adoption.
PASSED AND ADOPTED this 8th day of March, 1989.
ATTEST:
'U(LL~~
SECRE'i'ARY
);JJ ~~/\ /
Form Approved
GENERAL COUNSEL
c:?~~
Date: r/?J'
WPAD:2DC0307RJW
This document has been prepared at the direction of
the City Attorney as part of the pending litigation
styled Stephen Carner, et ale v City of Miami Beach,
etc., et al., Case No. 85-35879-CA-19, in the Circuit
Court of the 11th Judicial Circuit in and for Dade
County, Florida.
AGREEMENT
This agreement (the "Agreement") IS made as of March L,
1989 between the City of Miami Beach, a Florida municipal corpo-
ration (the "City"), and Miami Beach Marina Village, Inc., a
Florida corporation ("Marina Village"). The Miami Beach Redevel-
opment Agency, a public agency organized and existing pursuant to
the Community Redevelopment Act of 1969, as amended, Chapter 163,
Part I I I, Florida Statutes (1987) (the "Agency"), has executed
this Agreement for the limited purposes as stated on page 32.
Recitals
A. The Miami Beach Marina located in the southwest portion
of the City adjacent to Government Cut consists of Areas 1, 2, 3
and 4 (the "Marina Site"). Legal descriptions of Areas 1, 2, 3
and 4 are attached as Exhibit 1.
B. The City owns Area 1 which consists of approximately
2.9 acres (the "Marina Uplands"). Located on the Marina Uplands
IS a Marina Core Building (the "Core Building"). Area 2 consists
of submerged lands (the "Submerged Lands") leased by the City
pursuant to a Sovereignty Submerged Land Lease dated January 21,
1986 between the Board of Trustees of the Internal Improvement
Trust Fund of the State of Florida and the Ci ty (the "Submerged
Land Lease") and certain concrete piers and other marina facili-
ties which are constructed on the Submerged Lands (the "Marina").
Area 3 is owned by the City and the Agency and is located south
of the Marina Uplands and currently consists of vacant land, tem-
porary parking facilities and temporary bathroom and laundry
f ac i 1 it ies. Area 4 is owned by the Agency and located north of
the Marina Uplands. Located on Area 4 is a two-story concrete
building housing several marina related activities (the "Junior's
Building"), underground fuel tanks currently serving the Marina
the (the "Underground Fuel Tanks") and certain other Improve-
ments, including temporary bathroom and laundry facilities. Col-
lectively Areas 3 and 4 are known as the SSDI Property (the "SSDI
Property").
C. The City leased Areas 1, 3 and 4 to Carner-Mason Asso-
ciates, Ltd., a Florida limited partnership ("Carner-Mason"),
pursuant to a lease agreement entered into June 24, 1983 (the
"Marina Lease"). The Marina Lease also granted to Carner-Mason
certain rights to use Area 2.
D. The City, the Agency, and South Shore Developers, Inc.,
a Florida corporation ("SSDI"), pursuant to a Stipulation and
Order dated July 1, 1985 entered in litigation styled South Shore
Developers, Inc., Clipper South Shore, Inc., and Venture Concept,
Inc., d/b/a BT South Shore Associates, f/k/a BT Associates v.
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City of Miami Beach, Florida and Miami Beach Redevelopment
Aqency, Case No. 82-24526 (19), in the Circuit Court of the 11th
Judicial Circuit in and for Dade County, Florida (the "Stipula-
tion and Order"), executed:
1. a Mortgage dated July 24, 1985 executed by the
Agency in favor of SSDI, recorded July 31, 1985 in Official Rec-
ords Book 12590, Page 2786, of the Public Records of Dade County,
Florida (the "Mortgage");
2. a Contract of Sale dated July 24, 1985, recorded
July 31, 1985 in Official Records Book 12590, Page 2795, of the
Public Records of Dade County, Florida, as amended by Amendment
of Contract of Sale dated April 17, 1986, recorded April 30, 1986
in Official Records Book 12873, Page 2602, of the Public Records
of Dade County, Florida (the "Contract of Sale");
3. the SSDI Development Agreement dated April 17,
1986, recorded April 30, 1986 In Official Records Book 12873,
Page 2612, of the Public Records of Dade County, Florida (the
"Development Agreement"); and
4. a Parking Agreement dated April 17, 1986,
recorded April 30, 1986 in Official Records Book 12873, Page
2731, of the Public Records of Dade County, Florida (the "Parking
Agreement").
Collectively the Stipulation and Order,
Contract of Sale, the Development Agreement
Agreement are the "SSDI Documents".
the Mortgage, the
and the Parking
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E. Carner-Mason and Marina Village entered into a Purchase
and Sale Agreement dated February 3, 1989, as amended (the "Pur-
chase Agreement"). Pursuant to the Purchase Agreement,
Carner-Mason has agreed to convey to Marina Village the Marina
Lease and all of Carner-Mason' s interest ln an escrow account
(the "Escrow Account") established pursuant to a Stipulation and
Order dated June 16, 1986 in litigation styled City of Miami
Beach v. Carner-Mason Associates, Ltd., Case No. 86-10965-CA-19,
in the Circuit Court of the 11th Judicial Circuit in and for Dade
County, Florida (the "City Litigation").
F. The Purchase Agreement provides for a closing on or
before April 27, 1989, or such later date as the parties thereto
may agree upon in writing, subject to certain contingencies (the
"Purchase Closing"). Those contingencies include among other
things:
1. on or before March 10, 1989 the Ci ty' s consent to
modifications to the Marina Lease;
2. the City's consent to an assignment and transfer of
the Marina Lease from Carner-Mason to Marina Village (the
"Assignment");
3. the full and final set t lemen t of the lit iga t ion
styled Steven Carner, et ale v. City of Miami Beach, etc. et al.,
Case No. 85-35879-CA-19 in the Circuit Court of the 11th Judicial
Circuit in and for Dade County, Florida, and the City Litigation
(collectively the "Carner-Mason Litigation"); and
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4. the execution by the City, for itself and on behalf
of the Agency, of a mutual release in the same form and content
as set forth in Exhibit 2.
G. The parties want to satisfy the four conditions listed
above so that the Purchase Closing can occur and all litigation
concerning the Marina Site can be dismissed.
In consideration of Ten and No/100 Dollars ($10.00) and
other good and valuable consideration, the receipt and suffi-
ciency of which are hereby acknowledged, the parties agree as
follows:
Terms
1. Recitals. The foregoing recitals are true and are made
a part of this Agreement.
2. Obliqations of Marina Villaqe. Marina village hereby
agrees:
2.1
chase Clos i ng ,
Litigation;
2.2 to provide the City, at the Purchase Closing,
with a mutual release executed by Carner-Mason, Stephen Carner,
Irwin Mason, and Lis, Inc., in the form set forth In Exhibit 2;
2.3 a t the Purchase Clos i ng, to execute in favor of
the City a release in the form set forth in Exhibit 3;
to obtain for the City, prior to or at the Pur-
dismissals with preiudice of the Carner-Mason
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2.4 that Sections 3.4, 3.5, and 3.6 of this Agreement
are sufficient to satisfy the City's obligation to provide park-
ing under the Marina Lease;
2.5 that the following instruments are currently suf-
ficient to satisfy the City's obligation to provide utility and
public access to the Marina:
2.5.1 the Marina Lease, as amended;
2.5.2 Grant of Easement dated May 2, 1986,
recorded May 9, 1986, in Official Records Book 12883, Page 2207,
of the Public Records of Dade County, Florida;
2.5.3 Easement Deed dated July 23,
recorded August 24, 1984 in Official Records Book 12248,
3129, of the Public Records of Dade County, Florida; and
2.5.4 Easement Deed dated July 24, 1984,
recorded August 1, 1984 in Official Records Book 12223, Page 853,
of the Public Records of Dade County, Florida;
2.6 that at such time as Marina village's interest in
the SSDI Property is terminated pursuant to Article I, Paragraph
3, of the Marina Lease, the following instruments, upon execu-
tion, delivery and recording, will be sufficient to satisfy the
Ci ty' s obl igat ion to prov ide publ i c access to the Mar i na, pro-
vided the City executes and delivers to Marina Village such addi-
tional instruments which are contemplated by the easements
described in Sections 2.6.1 through 2.6.3, so as to grant Marina
Village rights to use said easements, and thereafter such
1984,
Page
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easement parcels shall be deemed a portion of the Marina Site for
the purposes of the insurance and indemnity provisions set forth
in Articles XVII and XXIII of the Marina Lease:
2.6.1 Baywalk Easement to be executed by SSDI
pursuant to Paragraph 10 (b) and Exhibi t F-l of the Development
Agreement; and
2.6.2 Access Easements to be executed by SSDI
pursuant to Paragraph 10(b) and Exhibit F-2 of the Development
Agreement; and
2.6.3 pedest r i an access easements to be exe-
cuted by SSDI from Alton Road to the Marina Site pursuant to Par-
agraph lO(c) of the Development Agreement as shown on the Overall
Site Plan at tached to the Development Agreement as I tern 2 of
Exhibit E;
2.7 to execute prIor to or at the Purchase Closing an
agreement relating to the use of marIna slips In a mutually
acceptable form and con ten t (the "Mar ina Slip Agreement"). The
Marina Slip Agreement shall be assignable in accordance with its
terms;
2.8 that the ex is t ing terms and condi t ions of the
Submerged Land Lease, if in good standing, satisfy the require-
ments In the Mar ina Lease wi th respect to the Lessee's right
under the Marina Lease to use Area 2;
2.9 that upon the Purchase Closing it shall be bound
by the terms and conditions of the Marina Lease as amended
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hereby, including, without limitation, those terms and conditions
concerning maintenance of the baywalk after the Baywalk Construc-
tion, and the applicable provisions of the Submerged Land Lease;
2.10 to remove the trailer (the "Trailer") on pier E
(the "Fuel pier") as required by the Submerged Land Lease, unless
Marina village obtains approval from the Department of Natural
Resources of the State of Flor ida (the "DNR") to permi t the
Trailer to remain on the Fuel Pier on an interim basis, provided
that maintaining the Trailer on the Fuel pier does not place the
City in default under the Submerged Land Lease;
2.11 at the Purchase Closing, to provide the City with
documents evidencing that all mechanics' liens for work done for
or on behalf of Carner-Mason which have been filed against the
Marina Site have either been satisfied or sufficient funds have
been deducted from the proceeds of the Purchase Closing to sat-
isfy or bond off such outstanding mechanics' liens as soon as
possible after the Purchase Closing;
2.12 at no cost or expense to the Ci ty other than
administrative costs and expenses, which shall include travel
costs of City employees (collectively "Administrative Costs"), to
diligently pursue permits for, design and construct the follow-
lng, subj ect to governmental approvals, and in accordance wi th
plans approved by the City pursuant to the procedure outlined in
Exhibit 4 ("Mutually Acceptable Plans"):
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2.12.1 80 davit slips, 432 dry stack units, 20
wet slips for the dry stack staging area, and a fuel service
facility to be located at the end of the Fuel pier (collectively
"Phase I"). Construction of Phase I shall commence within 90
days following issuance of all governmental approvals necessary,
and cont inue In accordance wi th Sect ion 304.3 (f) of the South
Florida Building Code, 1988 Edition (the "Building Code") until
complete, without waiving any other rights Marina Village may
have under the Building Code. At Marina Village's option, Marina
Village may include in Phase I the ships store, yacht club and
administrative offices referred to in Section 2.12.2; and
2.12.2 an additional 432 dry stack units, demol-
ish the Core Building and construct a ships store, yacht club and
administrative offices containing approximately 30,000 square
feet (collectively "Phase II"). Construction of Phase II shall
commence wi thin 90 days following issuance of all governmental
approvals necessary, and continue In accordance with Section
304.3(f) of the Building Code, until complete, without waiving
any other rights Marina Village may have under the Building Code.
Marina Village's obligations under this Section 2.12.2 are con-
tingent upon the ability of Marina Village to obtain acceptable
financing for such purposes;
2.13 to engage architects, engineers, attorneys and
other professionals necessary to obtain all required governmental
approvals for the construct ion of a 25-foot wide baywalk (the
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"Baywalk Construction") and for the restoration of the shoreline
(the "Shoreline Restoration") from MacArthur Causeway southward
to the existing southern breakwater (the "Southern Breakwater")
In accordance with Mutually Acceptable Plans;
2.14 to engage architects, engIneers, attorneys and
other professionals necessary to obtain all required governmental
approvals for the relocat ion of the Southern Breakwater (the
"Relocated Southern Breakwater") and the extension of the Baywalk
Construct ion and the Shorel ine Restorat ion up to the Relocated
Southern Breakwater in accordance with Mutually Acceptable Plans.
Collectively, the relocation of the Southern Breakwater, the
extension of the Baywalk Construction and the Shoreline Restora-
tion up to the Relocated Southern Breakwater, including the
obtaining of necessary governmental approvals, are the "Mar ina
Extension". The obligations of Marina Village pursuant to this
Section 2.14 are contingent upon incremental tax revenues gener-
ated from, or to be generated from, the development of the SSDI
Property and, if applicable, Area 1 and/or Area 2 ("Incremental
Revenues") being sufficient to support bonds in an amount suffi-
cient to pay for the Marina Extension;
2.15 to install replacement fuel tanks on Area 1 In
coordination with the City's removal of the Underground Fuel
Tanks pursuant to Section 3.12;
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2.16 in accordance with Mutually Acceptable Plans, to
construct two piers with approximately 52 wet and davit slips in
the Marina Extension subject to:
2.16.1 the City performing its obligations under
Section 3.21; and
2.16.2 obtaining
all
necessary
governmental
approvals;
2.17 to indemnify, hold harmless, and defend the City
and the Agency and their respective officers and employees
against all claims, litigation, damages, liability, attorneys'
fees and costs (including those for appellate proceedings and
those of paralegals and similar persons), and all other expenses
related to, growing out of, or arising from the violation at, on,
or under the Mar ina Site of any federal, s ta te, reg ional, or
local statutory or common law or regulation relating to pollution
or protection of the environment (collectively "Environmental
Laws"), if such violation occurs by reason of the operations of
Mar ina vi llage or its of f i cers, employees, agents, contractors,
1 icensees, sublessees or i nvi tees on the Mar i na Site after the
date on which Marina Village takes possession of the Marina Site
(the "Possession Date"). In the event the Possession Date IS
other than the date of the Purchase Closing, Marina Village shall
notify the City in writing of the Possession Date.
The foregoing indemnity shall not requIre Marina vil-
lage to indemnify the City for claims, litigation, damages or
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liability arising out of any action or inaction of the City or
its officers, employees, agents or contractors.
Provided that such 1nsurance 1S avai lable at commer-
:ially reasonable rates, Marina Village shall insure the forego-
ing indemnity to the limits set forth in the Marina Lease;
2.18 upon the City's release of the funds in the
Escrow Account to Mar ina Vi llage, pursuant to Sect ion 3.14, to
use such funds for the following purposes, subject to pr10r
approval by the City of all contracts in accordance with the pro-
visions of Exhibit 4 ("Mutually Acceptable Contracts"):
2.18.1 reimbursement to the City for the costs
of the Environmental Audit authorized by the City Commission on
March 1, 1989;
2.18.2 temporary reconstruction of approximately
100 feet of the seawall of Area 1 to allow boats stored in the
dry stack to be launched;
2.18.3 installation of the fire safety equipment
and other improvements necessary to obtain a certificate of occu-
pancy for the Marina and the Core Building, including necessary
engineering and architectural services; and
2.18.4 demolition of the Junior's Building.
In the event that the funds in the Escrow Account plus
accrued interest ("Escrow Funds") exceed the cos t of the items
described 1n Sections 2.18.1 through 2.18.4 (the "Escrow
Expenses"), one-half of the remaining Escrow Funds shall be paid
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by Marina Village to the City. In the event that the Escrow
Expenses exceed the Escrow Funds ("Excess Expenses"), Marina Vil-
lage shall pay the Excess Expenses subj ect to re imbursemen t by
the City pursuant to Section 3.25. Escrow Funds shall be placed
in a separate interest bearing account, subject to audit by the
City in accordance with the audit provisions of the Marina Lease.
Marina Village shall provide the City with a monthly statement of
Escrow Expenses and Escrow Funds:
2.19 in addition to accepting the easements set forth
in sections 2.5 and 2.6 regarding utility and public access to
the Mar ina Site, Mar ina Vi llage hereby releases and agrees to
hold harmless the City and the Agency and their respective offi-
cers and employees f rom any and all c la ims, causes of act ion,
suits, debts, sums of money, accounts, reckonings, bonds, cove-
nants, contracts, controvers ies, agreements, promises, damages,
costs, expenses, compensation, judgments, executions, and demands
whatsoever in law or in equity, in contract or in tort (collec-
tively "Claims"), whether known or unknown, which Marina Village
ever had, now has, or hereafter can, shall or may have against
the City or the Agency or their respective officers or employees
relating to or arIsIng out of the development contemplated under
the SSDI Documents: provided, however, that this release shall
not release the City or the Agency from any Claims in the event
that any provision of the SSDI Documents or development pursuant
to the SSDr Documents prevents or substantially interferes with
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Marina Village in its development of or operations on the Marina
Site as contemplated in the Marina Lease, the First Amendment to
the Marina Lease, and this Agreement ("Substantial Interfer-
ence"). Nei ther development of the SSDI Property in accordance
with the Concept Plan as that term is defined in Section 2, Para-
graph G of the Development Agreement, and as shown in the draw-
ings attached to the Development Agreement as Exhibit E, nor any
development of the SSDI Property substantially similar to that
shown on the Concept Plan shall be deemed to be Substantial
Interference;
2.20 that the City shall have the option with respect
to any obligation to provide public parking spaces under Sections
3.4, 3.5 or 3.6, to provide any portion of the public parking
spaces on the SSDI Property pursuant to Paragraph 11 of the
Development Agreement; and
2.21 that upon development of the SSDI Property, the
demolition of the two existing facilities having showers,
restrooms and clothes washing machines (the "Bathroom Facili-
ties") and relocation of such Bathroom Facilities, at the City's
cost and expense, in accordance wi th the provis ions of the SSDI
Documents contained in Paragraph 11 of the Development Agreement
and the Parking Agreement relating to the provision of Bathroom
Facilities within the structured parking to be provided on the
SSDI Property, satisfies Marina Village's requirements under the
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Marina Lease for the provision of such Bathroom Facilities, pro-
vided that:
2.21.1 the City shall use its best efforts to
have such Bathroom Facilities centrally located In accordance
with Mutually Acceptable Plans; and
2.21.2 Marina Village, its employees, subles-
sees, tenants, and invitees are granted full right of use of the
Bathroom Facilities.
3. Obliqations of the City. The City agrees:
3.1 through the City Manager to consent to the
Ass ignment, and to de 1 i ver to Mar ina Vi llage at the Purchase
Closing an instrument evidencing such consent;
3.2 to deliver at the Purchase Closing, for itself
and on behalf of the Agency, the mutual release contained In
Exhibit 2;
3.3 to take for itself and on behalf of the Agency,
such actions as are reasonably required to effectuate the dis-
missal with preiudice of the Carner-Mason Litigation;
3.4 at such time as Marina Village loses the ability
to use more than 50% of the land area of either Area 3 or Area 4
for parking, to provide:
3.4.1 300 public parking spaces which shall be
located within approximately 1,000 feet from Area 1, provided
that as many parking spaces as possible shall be located in a
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surface parking lot to be constructed by the City on Block 81, of
Ocean Beach Flor ida Addi t ion No.3, less Lots 1 and 2 thereof,
according to the Plat thereof, as recorded in Plat Book 2, Page
81, of the Public Records of Dade County, Florida (the "Offsite
Parking Location"); and
3.4.2 a pedestrian crossing with traffic signals
on Alton Road at or near Second Street adjacent to the Marina
Site;
3.5 at such time as Marina Village loses the ability
to use more than 50% of the land area of Area 3 and more than 50%
of the land area of Area 4 for parking ("Loses Parking"), use its
best efforts to supply an additional 300 public parking spaces,
for a total of 600 public parking spaces, which additional spaces
shall either be located on the Offsite Parking Location or at
another location within approximately 1,00 feet from Area 1;
3.6 at such time as Marina Village Loses Parking and
Incremental Revenues are sufficient to support bonds in an amount
required for construction of a parking garage on the Offsi te
Park ing Location (the "parki ng Garage"), to supply a total of
1,000 public parking spaces, of which a minimum of 700 parking
spaces shall be located in the Parking Garage or on the SSDI
Property pursuant to Paragraph 11 of the Development Agreement;
provided, however, that the provision of the Parking Garage shall
in no way prevent the City from developing, leasing or selling
the air rights on the Offsite Parking Location, so long as
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parking shall be provided for such air rights development In
accordance with the City Zoning Code.
The balance of the 1,000
parking spaces shall be within approximately 1,000 feet from Area
1 .
,
3.7 that when the City constructs the Parking Garage,
it shall also construct a pedestrian overpass from the Offsite
Parking Location to the western side of the Alton Road
r igh t-of -way adj acent to Area 1 (the "Overpass") prov ided that
Incremental Revenues are sufficient to enable the City to finance
the construct ion of the Overpass and the Parking Garage. The
City's obligations pursuant to this Section are further subject
to obtaining necessary governmental approvals for the Overpass.
The City shall not delay the construction of the Parking Garage
because the I ncremen tal Revenues are not suf f ic i ent to finance
the construction of both the Parking Garage and the Overpass;
3.8 that within 120 days after Marina Village has
obtained the necessary governmental approvals for the Baywalk
Construction and the Shoreline Restoration, pursuant to Section
2.13, it shall begin Baywalk Construction and the Shoreline Res-
toration in accordance with the permits and continue in accor-
dance with Section 304.3(f) of the Building Code, until complete,
without waiving any other rights the City may have under the
Building Code;
3.9 In accordance with Mutually Acceptable Plans
landscape and irrigate the area immediately south of the
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MacArthur Causeway (the "Entrance Area") so as to create an
enhanced "entrance" to the Marina Site and "South pointe" and
allow Marina Village to place signs in the Entrance Area. The
City's obligation to provide landscaping pursuant to this Section
shall not exceed $75,000;
3.10 as soon as practicable after the Purchase Clos-
ing, to render the sewage pump-out station on the Marina Site
fully operational including hook-ups;
3.11 after the Purchase Closing, and within 90 days of
a written request from Marina Village, to relocate the median
opening and one curb cut on Alton Road for the Marina Site in
accordance with Mutually Acceptable Plans, subject to obtaining
necessary approvals from state and county agencies;
3.12 after the Purchase Closing, to remove the Under-
ground Fuel Tanks, and otherwise complete, on a timely basis, the
environmental clean-up of Area 1 as may be required under the
Environmental Laws (collectively "the Clean-up"). The City shall
provide Marina Village with certifications from appropriate gov-
ernmental agencies that the Clean-up has been completed. The
Clean-up shall be coordinated with Marina Village and to the
extent possible be conducted so as to minimize disruption of
Marina Village I s operations on and development of the Marina
Site.
The cost to the City of the Clean-up shall not exceed
$2,000,000, excluding amounts reimbursed to the City for Clean-up
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from any source including federal, state or local governmental
agencies. In the event that the cost of the Clean-up exceeds
$2,000,000 ("Excess Clean-up Costs"), Marina Village shall pay
the Excess Clean-up Costs. Marina Village or its mortgagees
shall be entitled, beginning in the Lease Year commencing January
1, 2000, to withhold from annual rent due, all rent in excess of
the Minimum Annual Guaranteed Rent due in each Lease Year, until
Marina Village or its mortgagees have been reimbursed for all
Excess Clean-up Costs paid;
3.13 to the extent permitted by applicable law, to
indemnify, hold harmless, and defend Marina Village and its offi-
cers, directors, employees, successors, assigns, and mortgagees
against all claims, litigation, damages, liability, attorneys'
fees and costs (including those for appellate proceedings and
those of paralegals and similar persons), related to, growing out
of, or arising from any event prior to the Possession Date caus-
ing or leading to a violation at, on, or under the Marina Site of
any Environmental Laws;
3.14 to take, at or before the Purchase Closing, all
actions necessary to transfer the funds in the Escrow Account to
Marina Village, to be placed into a special interest bearing
account to be used for the purposes described in Section 2.18 and
in accordance with the procedures set forth in Exhibit 5;
3.15 before the Purchase Closing, to supply Marina
Village with an estoppel letter in a form reasonably acceptable
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to Marina Village from DNR confirming that the Submerged Land
Lease is current and in good standing and if the letter states
otherwise, the City shall cure any def ects pr lor to or at Pur-
chase Closing. The City further agrees that Marina Village shall
not be responsible for the payment of any rents or other fees
that are or may be or become due under the Submerged Land Lease;
3.16 that Marina Village shall have the right to use
the logo of the City and the name "Miami Beach Marina";
3.17 to use its best efforts to cause the Building
Official of the City to promptly Issue a Certificate of Occupancy
upon the fulfillment of requirements contained in the Building
Code;
3.18 at no cost or expense to the Ci ty, except for
Administrative Costs, and to the extent legally permissible, to
use its best efforts to assist and support Marina Village In
securing all governmental approvals necessary for the construc-
tion of Phase I and Phase II, including, if necessary or desir-
able, acting as an applicant or co-applicant. In the event that
certain of these approvals are required from the City, the City
will use its best efforts to process all such applications In a
timely fashion;
3.19 to use its best efforts, to the extent legally
permissible, to assist and support Marina Village in its efforts
to obtain variances to permit liquor sales and consumption on the
Marina Site;
-20-
3.20 wi th i n a reasonable per iod pr ior to the expi ra-
tion of the term of the Submerged Land Lease, to have the term of
the Submerged Land Lease extended to co inc ide wi th the term of
the Marina Lease as modified by this Agreement. In the event
that Mar ina vi llage exerc Ises its opt ion to extend the Mar i na
Lease, the City shall use its best efforts to have the term of
the Submerged Land Lease extended to coincide with the extended
term of the Marina Lease, but in any event the City shall provide
a continuous and uninterrupted right for Marina Village to use
and operate in Area 2. In the event that Marina Village or its
mortgagees want to extend the term of the Submerged Land Lease
prior to the Ci ty commencing its efforts to extend the term of
the Submerged Land Lease, then in that event the City shall, at
no cost to the City, other than Administrative Costs, assist and
support Marina Village or its mortgagees in their attempt to have
the term of the Submerged Land Lease extended;
3.21 in accordance with Mutually Acceptable Plans, to
construct the Marina Extension subject to the following:
3.21.1 the consent of necessary parties;
3.21.2 Marina Village's obtaining all necessary
governmental approvals; and
3.21.3 the generation of sufficient
Revenues to support bonds in an amount sufficient
permitting, and construction costs;
Incremental
for design,
-21-
3.22 to pay, in accordance with the procedures In
Exhibit 5, to Marina Village 100% of the cost of architects and
engineers engaged by Marina Village pursuant to Section 2.13, In
accordance with Mutually Acceptable Contracts;
3.23 provided that Marina Village first obtains all
governmental approvals for the Baywalk Construction and Shoreline
Restoration, to pay, in accordance with the procedures in Exhibit
5, to Marina Village 50% of the cost of attorneys and other pro-
fessionals, excluding architects and engIneers, retained by
Marina Village pursuant to Section 2.13 and Mutually Acceptable
Contracts. The City's obligation to pay Marina Village for
attorneys and other professionals, excluding architects and engi-
neers, pursuant to this Section and Section 3.24 shall not exceed
$125,000;
3.24 after all conditions In Section 3.21 are satis-
fied, to pay Marina Village, pursuant to the procedures In
Exhibi t 5, 100% of the cost of archi tectural and engineering
serVIces and 50% of the costs and expenses of attorneys and other
professionals contracted for by Marina Village pursuant to Mutu-
ally Acceptable Contracts and Section 2.14. The City's obliga-
tion to pay Marina Village for attorneys and other professionals,
excluding architects and engineers, pursuant to this Section and
Section 3.23 shall not exceed $125,000;
-22-
3.25 to pay to Marina Village 50% of the Excess
Expenses. The City's obligation to pay Excess Expenses pursuant
to this Section shall not exceed $500,000;
3.26 that it will not amend the SSDI Documents so as
eliminate or diminish the easements provided for in Section 2.6
of this Agreement; and
3.27 that in the event that the rights of SSDr or its
successors or ass igns to acqui re and/or develop the SSDr Prop-
erty, pursuant to the SSDr Documents, are terminated for any rea-
son, to grant easements to Marina Village in substantially the
same form and content as the easements referred in Section 2.6 of
this Agreement.
4. Modifications to Marina Lease. Upon the Purchase Clos-
Ing and assignment of the Marina Lease by Carner-Mason to Marina
Village, the Marina Lease shall be deemed and shall be hereby
amended by the parties in accordance with the First Amendment to
Marina Lease attached as Exhibit 6.
5. Tax Increment Financinq. The part ies agree that In
cases where the City, pursuant to this Agreement, has an obliga-
tion which is contingent upon Incremental Revenues being availa-
ble to pay for such obligation ("Contingent Obligation") the fol-
lowing procedures shall apply:
5.1 Mar ina Village shall have the r igh t to prov ide
the City and the Agency with a feasibility study which sets forth
the expected assessed value of capital improvements to be
-23-
constructed on the SSD I Property and, if appl i cable, Area 1
and/or Area 2 as well as an overall assessment of the incremental
revenue available from those capital improvements, and a state-
ment as to whether those Incremental Revenues are sufficient to
fund the Contingent Obligation (the "Feasibility Study").
5.2 Upon the receipt of a Feasibility Study showing
Incremental Revenues sufficient to fund the Contingent Obliga-
tion, the Feasibility Study shall be reviewed without delay by a
professional team designated by the Agency consisting of invest-
ment bankers, the Agency's Finance Director, a Financial Advisor,
and bond counsel (the "Review Committee"). The Review Committee
shall render its determinat ion as to whether the Feas ibi 1 i ty
Study is acceptable or not acceptable, and if not acceptable, the
reasons therefor, wi th i n 30 days of rece ipt of the Feas ibi 1 i ty
Study by the Agency.
5.3 Upon acceptance of the Feas ibi 1 i ty Study by the
Review Committee, the Agency shall, without delay, develop and
implement a financing plan based upon the Feasibility Study (the
"Financing Plan"). The Financing Plan shall provide for the
issuance of taxable or tax exempt obligations which shall not be
general obI igat ions of the Ci ty, but shall be secured by tax
increment revenues and any other revenues the Agency or the City
may wish to include and any additional credit enhancement which
may be necessary to sell the obligations to either institutional
investors or the general public. It is understood that there
-24-
shall be no obligation for the City or the Agency to provide rev-
enue sources other than Incremental Revenues.
5.4 The Ci ty and/or the Agency shall use its best
efforts to have Marina Village participate in the structuring and
marketing of the obligations.
5.5 In the event that Incremental Revenues are not
sufficient to pay for the Contingent Obligation, Marina Village
shall have the right but not the obligation to propose alterna-
tive financing plans or to fund the deficiency between the amount
of funds to be available from Incremental Revenues and the cost
of the proposed improvements (the "Deficiency") in order to expe-
dite construction. In the event that Marina Village chooses to
fund the Deficiency, the City and/or the Agency shall have the
obI igat ion to construct the Cont ingent ObI igat ion wi thout any
obI igat ion on the part of the Ci ty or the Agency to repay the
Deficiency; provided, however, that neither the City nor the
Agency shall have the obligation to issue any debt with respect
to or construct the Contingent Obligation until Marina Village
secures the Deficiency in a manner satisfactory to the City.
6. Effective Date.
6.1 The obI igat ions of either party wh i ch are
required by the terms of this Agreement to be performed prior to
or at Purchase Closing shall become effective upon execution of
this Agreement by all parties.
-25-
6.2 Obligations other than those which are to be per-
formed prior to or at the Purchase Closing shall become effective
upon the Purchase Closing.
6.3 If this Agreement IS not executed by all parties
on or before March 10, 1989, at 5:00 p.m., this Agreement shall
be of no force or effect. The date of this Agreement shall be
the date when the last one of the City, the Agency or Marina Vil-
lage has signed this Agreement, as stated on the signature page.
7. Automatic Termination. In the event that the Purchase
Agreement IS terminated for any reason in accordance wi th its
terms or the Purchase Closing does not otherwise commence on or
before April 27, 1989 and conclude on or before April 30, 1989 at
5: 00 p.m. or such later dates as the Ci ty, by and through the
City Manager, and Marina Village may agree upon in writing, this
Agreement shall automatically terminate and be of no further
force and effect, and the parties shall be relieved of all fur-
ther obligations under this Agreement. Upon Marina Village's
request, the City shall participate in the Purchase Closing In
order to expedite the completion of the Purchase Closing. Noth-
ing in this Section shall limit either party from pursuing any
remedies it may have in law or in equity against the other party
for a breach of this Agreement which caused either the Purchase
Agreement to terminate or the Purchase Closing not to occur.
-26-
8. Default/Cure.
8.1 Notwithstanding any other provISIon of the Marina
Lease, in the event that either party fails to perform an obliga-
tion which it was required to perform prior to or at the Purchase
Closing, either party shall be entitled to invoke any right or
remedy allowed by law or in equity.
8.2 The provisions of Paragraph 11 of the First
Amendment to the Marina Lease shall provide the remedies concern-
Ing default of any covenant, agreement or condition of this
Agreement which is required to be performed after the Purchase
Closing.
9. Notices. Any notices required or permitted to be given
under this Agreement shall be delivered by hand or by Federal
Express or other nationally recognized overnight delivery serv-
ice, and addressed as described below.
Notices shall be deemed
effective only upon receipt or refusal of delivery.
Marina Village:
Miami Beach Marina Village, Inc.
c/o Fine Jacobson Schwartz Nash
Block & England
One CenTrust Financial Center
100 S.E. 2nd Street
Miami, Florida 33131
Attn: Richard Jay Weiss, Esq.
with a copy to:
Fine Jacobson Schwartz Nash
Block & England
One CenTrust Financial Center
100 S.E. 2nd Avenue
Miami, Florida 33131
Attn: Richard Jay Weiss, Esq.
-27-
To City:
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
Attn: Rob W. Parkins, City Manager
with a copy to:
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
Attn: Arnold M. Weiner, City Attorney
10. Governinq Law.
This Agreement has been negotiated and
executed In Florida, and shall be construed and governed In
accordance with the laws of the State of Florida, without appli-
cation of conflict of laws principles.
11. provisions Severable.
In the event any term or provl-
Slon of this Agreement IS determined by appropriate judicial
author i ty to be illegal or otherwise inval id, such prov is ion
shall be gIven its nearest legal meanIng or be construed as
deleted as such authority determines, and the remainder of this
Agreement shall be construed to be in full force and effect.
12. Gender and Case.
Whenever used in this Agreement, the
singular shall include the plural, the plural shall include the
singular, and any gender shall include every other gender.
13. Captions.
The capt ions and sect ion headings In this
Agreement are for the convenience of reference only and shall not
be deemed to alter any provision of this Agreement.
14. Exhibits and Sections.
All references to Exhibits or
Sections are to Exhibits or Sections of this Agreement, unless
the
reference expressly
identifies
another document.
All
-28-
Exhibi ts of this Agreement are attached to and made a part of
this Agreement.
15. Entire Aqreement. This Agreement, together wi th the
Marina Lease, constitutes the entire agreement between the par-
ties, and supersedes all other prior written or oral agreements
between the parties, with respect to the subject matter of this
Agreement. The terms and conditions of this Agreement shall con-
trol to the extent they are inconsistent with the terms and con-
ditions of the Marina Lease.
16. Amendments. This Agreement may not be changed,
altered, or modified except by an instrument in writing signed by
all parties.
17. Waiver. No waIver by either party of any breach by the
other party of any term or condition of this Agreement, and no
failure by the non-breaching party to exerCIse any right or rem-
edy in respect of any such breach, shall constitute a waiver or
relinquishment for the future, or bar any right or remedy of the
non-breaching party in respect of, any other breach of such term
or condition or any breach of any other term or condition of this
Agreement.
18. Successors and Ass iqns. All of the terms and cond i-
tions of this Agreement shall be binding upon and shall inure to
the benefit of the parties to this Agreement and their respective
successors and ass igns. Any wa i ver of r igh ts by either party
shall be deemed not only to be a waiver of such rights by such
-29-
party but also a waiver of such rights for and on behalf of such
party's successors and ass igns; provided, however, that Marina
Village shall not assign this Agreement without the City
Manager's prior written consent, which shall not be unreasonably
withheld. Such consent shall not, however, be required for
assignment, within six months after the Purchase Closing, to a
limited partnership in which Marina village is a general partner,
prov ided that the ass ignee shall agree to be bound by all the
terms and condi t ions of this Agreement and the Mar ina Lease as
amended.
19. Construction. Each of the parties to this Agreement
has participated fully In its negotiation and preparation.
Accordingly, this Agreement shall not be more strictly construed
against anyone of the parties.
20. Time of the Essence. Time IS of the essence as to all
material terms of this Agreement.
21. Counterparts. This Agreement may be executed In two or
more counterparts, each of which shall be deemed to be an orIgI-
nal and all of which, taken together, shall be deemed to be one
agreement.
22. Further Actions. The parties shall take all such
act ions and execute all such documents as may be necessary to
carry out the purposes of this Agreement, whether or not specifi-
cally provided for in this Agreement. In that regard, the par-
ties acknowledge that certain terms and conditions of this
-30-
Agreement are inconsistent with the terms and conditions of the
Marina Lease and agree to negotiate in good faith and execute a
restated Marina Lease having terms and conditions which are con-
sistent with the terms and conditions of this Agreement.
23. Attorneys' Fees.
In the event of litigation arIsIng
out of this Agreement, the prevailing party shall be entitled to
reasonable attorneys' fees, including fees for the services of
paralegals and similar persons, and all such expenses and costs
incurred by the prevailing party through all appellate levels.
The parties have executed this Agreement as of the date
set forth in the first paragraph of this Agreement.
Signed, sealed, and delivered
in the presence of:
(\
~.~\J ~C2~
~6.~
By:
a Florida
City of Miami
municipal
Dated:
t) /9t9
Attest :/"'fC/(/-11 /
City Clerk
c, Lr) J
/;1} &/I...L'i-/
.
FORM APPROVED
LEGAL DEPT.
B~~~
Date ~/~/~')
-31-
d)d~
J(~Ji~
Miami
Inc.,
By:
Alton
G
Dated:
LIMITED JOINDER OF MIAMI BEACH REDEVELOPMENT AGENCY
The Miami Beach Redevelopment Agency hereby approves and
agrees to be bound by this Agreement insofar as the Agency, as a
separate and distinct entity, is affected or obligated by the
terms of this Agreement, but only to the extent that the Agency
owns any portions of the Marina Site, has regulatory control of
the Marina Site (pursuant to the provisions of the Community
Redevelopment Act and/or certain licenses and permits which may
be held by the Agency for the construction, development and oper-
at ion of the Mar ina), or has author i ty to issue tax i ncremen t
bonds.
Signed, sealed, and delivered
in the presence of:
~~~ ~ Ul~~
~'B.~
178RL0246D
( /,)
At test: I 7:J! /0f./I"/
.A,~/I'<'~EZA:.(;) 6/ r; / J 1
FORM APPROVED
REDEVELOPMENT AGENCY
GENERAL COUNSEL
BY~ ?r~,-
.3/.9/ J'"
r
Date
-32-
LIST OF EXHIBITS
EXHIBIT 1
LEGAL DESCRIPTION
EXHIBIT 2
MUTUAL RELEASE OF ALL CLAIMS
(WITH RESPECT TO THE CARNER-MASON LITIGATION)
EXHIBIT 3
RELEASE
(BY MARINA VILLAGE)
EXHIBIT 4
MUTUALLY ACCEPTABLE PLANS OR CONTRACTS
EXHIBIT 5
PROCEDURES FOR REPAYMENT OR REIMBURSEMENT
EXHIBIT 6
FIRST AMENDMENT TO MARINA LEASE
Exhibit 1
Legal Description
[Exact legal description is subject to verification by the
parties prior to the Purchase Closing.]
AREA 1
All of Lots 22 through 29, inclusive, and Lot 21, less
the southerly 40 feet thereof, in Block Ill, of OCEAN
BEACH FLORIDA ADDITION NO.3, according to the Plat
thereof as recorded in Plat Book 2, page 81, of the
Public Records of Dade County, Florida; together with a
40-foot right-of-way on the Bay side of the Hope and
Rebecca Tower property, (being Lots 15 through 20 and
the southerly 40 feet of Lot 21 in Block 111, of OCEAN
BEACH FLORIDA ADDITION NO.3) as recorded in Plat Book
2, page 81, of the Public Records of Dade County,
Florida.
TOGETHER WITH:
The West 2 feet of Lots 15 through 20, inclusive, and
the westerly 40 feet of the southerly 40 feet of Lot
21, in Block 111, of OCEAN BEACH FLORIDA ADDITION NO.
3, according to the Plat thereof as recorded in Plat
Book 2, Page 81, of the Public Records of Dade County,
Florida.
AREA 2
A portion of 'and 1,ing Vest of Ind adjlcen\ to
Block 111 of OCEAN lEACH. FLA. ADDITION 110. 3
according to the "at thereof al r.corded tn "at
Book 2. at 'ag. 81 of the Public R.cordS of Old.
County. florid.. More p.rticularl, d.scribed .s
follows: Commence at the Northwest corner of
Section 3. Township 54 South. Range 42 Elst;
thenee run Easttrly ,'ong th. North ltn. of Ilid
Section 3 for 1550.00 feet. IIOr. or less. to .
potnt on the Elst l1ne, of Block 10 of aforementioned
Plat; thene. run S 00030'00" E 110ng thl East
ltne of Blocks 90. al. 88. 87. 86. 85. 84. 83. 82.
81, 80, 79. and a portlon of Block 111 Ind along
their extensions for 5207 feet to the Southelst
corner of Lot 1. Block 111 of said Subdivision;.
thence run 5 89005'00" V Ilong the South line of
said lot 1, Block 111, for 260.00 feet to a point
on the East ~aterltne of Biscayne Bay, said point
also being.the P01nt of Beginning. of Tract of land
hereinafter described; thence run N 32000'00" W,
300 feet West of and parallel to the Westerly Right
of Way Line of Alton Road for 2150.00 feet to I
~oint. thence run H 250-37'-26" W for 335.00 feet
to the Horthwesterly corner of a Lot designated 50-C
less the Northerly 15 feet thereof IS shown on Amended
Plat of lots 43 to 50. Bloct 111. Ocean Beach. Florida.
No. 3 recorded in Pllt Book 14, at Page 70 of the
Public Records of Dade County. Florida; thence
run S 58000'00" W It right angles to said Alton Road
for 600.35 feet.to I point; thence run S 32000'00" E
for 1264.00 feet to a point; thence run S 58000'00"
W for 150 feet to I point; thence run 5 32000'00"
E for 500.00 feet to I point; thence run H 58000'00"
E for 150.00 feet to I point; thence run.S 32000'00"
for 172 feet to I point; thefte. run S 67036'06" E
for 438 feet to I potnt; thence run H 58000'00" E.
for 330 feet. more or less, to other llnd of the
City of H1amt Belch; thence run 32000'00" W for
for 368 feet. more or less. by other land of the City
of Hiami Belch to the Point of Beginning; containing
1.648.911 square fe.t (31.85 Icres). more or less.
MEA 3
..
L.ts 1 tb,ou,. ,. tlclultV' .'ock 111. OCEAN lEACH FLA.. ADDITION NO. J. .ccor01ng to
tb. ".t tb.'lof. P.c.p", 'n 'lat look' .t ,a,. Ii .f tb. publIC ,.corda of D.G.
COUlt,. ",,"a. To,.tb., wtth tb. 10.00 'oot I,ght-of-Wa, of IlscI,n. Str..t. 1,'ng
M.st of Alt.. 101' .n' tlst .f the 5ho,. Lt.. of Itsclln. 1'1 a,' ,aI, Str..t I, Ihown
" the .~.w. p.f.,.nc.' I.eo,' "at.
~LSO TOGETHER MITH:
All thlt ,art of the North 112.00 flit of Stctlon 10. To.nahlp 54 South. ::ug. 42 lilt.
~I" Cou.t,. flo"'I. "Ic"~.' II follo.a:
Co...nc. It I ,0'lt on tho No,th.rl, III' of III' S.ctlon 10 ( Illd North.rly l1n.
~"lg co..o. .tth tho South.", ltn. of 11Ic"n. St'l.t ). ,.,, poInt b,'ng tho
tnt.rs.ctt.1 0' tb. tllt.rl1 ltn. of ~.ff.'son Ay.nu. ..t.n,.d South.rl, IcrOla "ac.yn.
Str..ti Tb.lc. rUI S.I-"'30"1. 110ng the ..t.nlton South"'l of the [I.t.rl, line of
J.ff.,sol AV.lu" . .'atlne. of 132.00 f..ti Th.nc. rUI S.17 38'S7.W. 110ng I l1n.
,a,all., to tho lorth.rl, ltn. of S.etton 10. a "stanc. of 162.00 f..t to tho Point 0'
~.glnnllg ('.O.~.) of tbat pa,t If 'arc.' 3 h.r.tnaft.r '.Ic,tb.d. Th.ne. conti nUl
S.*7-)8'i7"W. "011 tho '.st .Intlon.d cours.. a distinct of .5 f..t. .orl or I.... to
the short ".. of Ilcllnt I',i Thine. run lorthlrl" ...ndlr'ng thl Ihor. ltnl of
't,c.,n. '1,. . .t'tlnc. of 152 f..t. ~ort or '.Ia. to thl Int.ra.ct10n 0' the Horth.rly
I'.. of 'It' S.ct'Oft 10i Th.ne. ,un N.87"38'57"[. .long the North.rly line of S.ctlon la,
110ng tho South.rl, l1n. of "acI,n. Str..tf I dlat.ne. of 121.~ f.et. ~or. or II" to
I ,otnt "'.uO f..t w.'t.rl,. ., ...Iur.d . ong tha Northarly ltn. of ~.ctlon la, tro.
tn. t.t.,.act'o. of tho ..t.na'on Southarl, of the [.It.rl, It.. of J.f'.rson Av.nue.
Ih.ncI ,un S. ,....JO. E.. . ".t.nc. of 132.00 ,..t to t.a Potnt of ..gtnnlng (P.O.~.).
Ar.. G'IC,,~.d contl'nl 10.'" ,qu.r. ,..t. aor. or 1.1. or 0.251 .cre.. or. or le~l.
AREA 4
Lots 30 through 42, inclusive, In Block 111, of OCEAN
BEACH FLORIDA ADDITION NO.3, according to the Plat
thereof as recorded in Plat Book 2, page 81, of the
Public Records of Dade County, Florida; and all of DADE
COUNTY PROPERTY OF MIAMI BEACH, according to the Plat
thereof recorded in Plat Book 14, at page 70, of the
Public Records of Dade County, Florida, also described
as the amended Plat of Lots 43 through 50, inclusive,
in Block 111, of OCEAN BEACH FLORIDA ADDITION NO.3,
according to the Plat thereof as recorded in Plat Book
2, page 81, of the Public Records of Dade County,
Florida.
CP:178CP1347D
;:X:i4C~':. 2
~ .1fT ."'SB or AU. CLAIM
1. KNOW ALL MEN BY TH!S! PRESENTI that CARND-MASON
ASSOCIATES, LTD., a Florida limited partn.r.hip, STEPKEN CARNE~,
IRWIN MASON, and LIS, INC., a Florida corporation and their
succ...or., a..iqn., heir. and r.pr...ntativ.. (h.r.after
collectiv.ly r.t.rred to a. "Carn.r-Ma.on"), tor and in
con.id.ration of the payment of Thr.e Million and No/100 Doll.r.
('3.000,000.00) and other good and valuable con.id.r.tion. the
rec.ipt and .ufticiency of which i. h.r.by .cknowledged. do..
her.by r.l...., remi... .cquit. ..ti.fy and torev.r di.ch.rg.
the CITY OF MIAMI BEACH, l'LORIDA (h.reaft.r r.t.rred to a. "th.
City"), . 'lorid. municipal corporation. and the MIMI BEACH
RJm!'VELOPMDIT AGDfCY (hereafter reterred to .. "the Agency"). ot
and trom .11 mann.r of Claim.. cau... of action. .uit.. d.btl,
IWIlI of money. account.. reckoning., bond.. covenant.,
contr.ct.. controv.r.ie., agreement., promi.e., damag.., CO.tl,
.xpen..., compen.ation, judgment.. .xecution. aDd demand.
wh.tloev.r in law or in equity, 11l contr.ct or tort, whether
know or unknow, 1nclwUIl9 lleq11gence. wh1ch Carner-Ma.on ever
had. now ha. or h.r.illaft.r CaD, .h.ll or may h.v. .g.1n.t the
City or the Agency for, upon or by r."oll of any matt.r, cau.e
or thing wh.t.oev.r frOll the beq1nning of the World through the
date of thl. MUtual ..1.... of All Cl.tma, including but not
limited to any aDd all clai.., demand. or caUle. of action
.ri.ing out of or 11lvolv1D9 th.t c.rt.ill te... Agreement, d.ted
June 24, 1913, .xecuted by Camer-Ma.oll bIOCi.t.., Ltd., the
City and the Agency, aDd my cla1.. or matter. wh1ch .ith.r vere
or could have been rai.ed in that cert.11l action .tyled Ste~hen
Carner. .t al. v. City of "1.-1 Beach. etc., et a1., Ca.e Ho.
1'-3'179-cA-l' ill the Circuit COurt of the 11th Judicial Circuit
ill &Dd for D.d. COUDty, rlorida.
2. 1QIOIf ALL lID BY THEIl 'U8arr. th.t the Cl ty and
conlid.ration of the r.l.a.. of all claim. I.t forth in
paraqraph 1 above .nd oth.r qood .nd v.lu.bl. conlid.r.tion. the
r.C.ipt .nd luffici.ncy of which i. h.r.by .cknowledqed, do
h.r.by r.l...., r.mi.., .cquit .ati.fy and tor.v.r dilcharq.
C.rner-Ma.on of .nd from all mann.r ot claim., cau... of action,
.uit.. debt., .um. ot mon.y, account., r.ckoninq., bond.,
cov.nant., contract., controver.i.., aqr.ement., promi...,
damaq.., co.t., .xpen..., campen. at ion, judqm.nt., .x.cution.
and demand. what.o.v.r in law or in equity, in contr.ct or tort,
wh.th.r known or unknown, includinq neqliq.nc., which City or
the Aq.ncy .v.r had, now h.v. or h.r.in.tt.r can, .hall or may
have .qain.t Carn.r-M..on for, upon or by r...on of any m.tt.r,
cau.e or thing what.o.ver fram the beqinninq of the World
throuqh the d.t. of thi. Mutual R.l.... ot All Cl.im., includinq
but not limited to any and .11 cl.im., demand. or cau... of
.ction .ri.ing out ot or involvinq th.t c.rt.in L.... Aqr.em.nt,
d.ted Jun. 2t, 1"3, .xecuted by C.rn.r-Ma.on A..octat.., Ltd.,
the City and the Aq.ncy, and any clai.. or matt.r. which .ith.r
w.r. or could h.v. b.en r.i.ed in th.t c.rt.in action .tyled
St.~h.n C.rn.r, .t .1. v. City ot Miami B..ch, .tc., .t al.,
C... No. .S-3S17'-cA-19, in the Circuit Court ot the 11th
Judici.l Circuit 1n aDd tor Dad. County, '10r1d..
3. E.ch party to thi. MUtu.l ..1.... of All Cl.im.
r.pr...nt. and warrant. th.t it ha. not ...1qned or tran.f.rred
any int.r..t, r1qht or cl.im, which would oth.rwi.. h.v. b..n
r.l...ed or di.ch.rqed in Paraqraph. 1 or 2, to any per.on,
p.rtn.r.hip corpor.tion or other .ntity.
t. It i. .xpr...ly aqreed that the mutu.l r.l.....
h.v. b..n qiv.n by the part i.. to compromi.. doubtful and
di.puted cl.im., and th.t n.ith.r the r.l..... nor the provi.ion
ot any con.ld.r.tion for the r.l..... con.titut.. any admi..ion
of leqal liability or r.,ponlibility on the part of any perlon
r.l...ed, and that .ach of the perlon. r.l.aled d.ni.. any luch
legal liability or r.lponllbility.
6. Thi. will al.o acknowledgl that the un4.rlign.4,
who Ir. 4uly luthorized to an4 h.v. 'xecuted this Mutual R.l....
h.v. r.c.ived the advic. ot counl.l on the .ffect of the
signing, Iw.aring to, and d.liv.ry ot this in.trum.nt.
IN WITNESS WKEREOF, the und.r.iqned have aftiXed th.ir
handl and ..al..
DATE]) this
day of
, 19.9.
CARND-MASOW ASSOCIATES, LTt).,
a Florida limited partn.rlhip,
By
Gen.ral Partn.r
Witn...
Witn...
Witn...
St.ph.n Carn.r
Witn...
Witn...
Irvin Ma.on
Witn...
LII, lHe., a Plorida corporation
By
Leonard I. Salra, Pr..id.nt
Witn...
Witn...
C1ty of M1..i ".ch, Florida,
a. municipal corporation
Witn...
By
Mayor
Witn...
Atte.t
City Clerk
JUaai Beach bc1eYelopllent Agency
EXHIBIT 3
RELEASE
1. KNOW ALL MEN BY THESE PRESENTS that Miami Beach Marina
Village, I nc., a F lor ida corporat ion and its successors and ass igns r
(hereinafter collectively referred to as "Marina Village") for and in
cons iderat ion of the payment of Ten Dollars (SlO. 00) and other good
and valuable cons ide rat ion, the rece ipt and suf f ic iency of wh i ch is
hereby acknowledged, does hereby release, remise, acquit, satisfy and
forever discharge the CITY OF MIAMI BEACH, FLORIDA (hereinafter
referred to as "the City"), a Florida municipal corporation, and the
MIAMI BEACH REDEVELOPMENT AGENCY (hereinafter referred to as "the
Agency"), and their respective officers, employees, successors and
ass igns of and f rom all manner of claims, causes of act ion, su its,
debts, sums of money, accounts, reckonings, bonds, covenants,
contracts, controversies, agreements, promises, damages, costs,
expenses, compensation, judgments, execut ions and demands whatsoever
in law or in equ i ty, in cont ract or tort, whether known or unknown,
including negligence, which Marina Village ever had, now has or
hereinafter can, shall or may have against the City or the Agency
from the beginning of the World through the date of this Release for
any and all claims, demands or causes of act ion ar is i ng out of or
involving that certain Lease Agreement, dated June 24, 1983, executed
by Carner-Mason Associates, Ltd., the City and the Agency, and any
claims or matters which either were or could have been raised in that
certain action styled Stephen Carner. et ale v. City of Miami Beach,
etc.. et a1., Case No.. 85-3S879-CA-19 in the Circuit Court of the
11th Judicial Circuit in and for Dade County, Florida.
2. This Release shall not operate nor apply to:
2.1 any act ion or inact ion of the Ci ty or the Agency
occurring after the date of this Release;
2.2 matters covered by Section 3.13 of the Agreement
between the City and Marina Village dated the
day of March, 1988
(the "Agreement"); or
2.3 any other obl igat ion of the Ci ty or the Agency set
forth in the Agreement and its Exhibits.
3. This Release shall be governed and construed according to
the laws of the State of Florida.
4. Th is wi 11 also acknowledge that the unders igned, who are
duly authorized to and have executed this Release have received the
advice of counsel on the effect of the signing, swearing to, and
delivery of this instrument.
IN WITNESS WHEREOF, the unders igned has af fixed its hand and
seal.
DATED THIS
DAY OF
, 1989.
MIAMI BEACH MARINA VILLAGE
INC., a Florida Corporation
Witness
By:
Alton E. Jones, President
Witness
WPRL:IRE0306SBP
-2-
EXHIBIT 4
MUTUALLY ACCEPTABLE PLANS OR CONTRACTS
"Mutually Acceptable Plans" or "Mutually Acceptable Con-
tracts" shall mean plans and specifications or contracts .....hich
are prepared and approved subs tan t i ally in accordance ..... i th the
follo.....ing procedures. The parties shall agree to the exact pro-
cedures before the Purchase Clos ing, and such exact procedures
shall be attached to this Agreement as a revised Exhibit 4:
1. The party which is obl igated under the Agreement to
complete specified work (the "Work") in accordance with Mutually
Acceptable Plans or Contracts (the "Preparing Party") shall dili-
gent ly prepare plans and spec i f icat ions (the "Plans") or con-
tracts (the "Contracts") for the Work. All Plans or Contracts
shall comply with all ordinances and other governmental require-
ments. Approval of Plans by the Ci ty pursuant to these proce-
dures, shall not be considered final approval pursuant to all
applicable codes, ordinances and requirements, unless Marina Vil-
lage specifically requests such approval in writing. In the
event such a request is made, all applicable time frames shall be
doubled.
2. The Preparing Party shall submit the Plans or Contract
to the other party (the "Reviewing Party") for the Reviewing
Party's approval. Such approval shall not be unreasonably
withheld.
3. The RevieW'ing Party shall have ten working days after
its receipt of the Plans or Contract to reject the Plans or Con-
tract by giving written notice to the Preparing Party (the
"Notice"). The Plans or Contract shall be deemed approved if the
RevieW'ing Party fails to give the Notice W'ithin the ten W'orking
day period.
4. If the Reviewing Party accepts the Plans or Contract,
by failing to give the Notice within the ten day period or other-
wise, the Preparing Party shall be authorized to complete the
Work in ~ccordance with the Plans or Contract and otherwise in
the manner required by this Agreement.
5. If the Reviewing Party rejects the Plans or Contract,
its Notice shall set forth the reason or reasons for its
rejection.
6. The Preparing Party shall have 30 days after its
receipt of the Notice to:
6.1 prepare and submit to the RevieW'ing Party revised
Plans or Contracts W'hich are revised based upon the reason or
reasons for rejection set forth in the Notice, (the "Revised
Plans" or "Revised Contract"), or
6.2 give written notice to the Reviewing Party
explaining why the Plans or Contract cannot be so revised.
7. The Reviewing Party shall 'have seven days after its
receipt of Revised Plans or a Revised Contract to accept or
reject the Revised Plans or Revised Contract by giving written
-2-
notice to the Preparing Party. The Revised Plans or Revised Con-
tract shall be deemed approved if the Revie\iing Party fails to
glve the Notice \iithin the seven day period.
8. If the Revie\iing Party accepts the Revised Plans or
Revised Contract, by failing to give the Notice or otherwise
\iithin the seven day period, the Preparing Party shall be autho-
rized to complete the Work in accordance \iith the Revised Plans
or Revised Contract and other\iise in the manner required by the
Agreement.
9. If the Revie\iing Party rejects the Revised Plans or
Revised Contract, its Notice shall set forth the reason or rea-
sons for its rejection.
10. If the Preparing Party has given Notice of its refusal
to revise the Plans or Contract or the Reviewing Party has given
notice of its rejection of the Revised Plans or Revised Contract,
the Reviewing Party and the Preparing Party shall meet \iithin ten
days after either such notice has been received, and attempt in
good faith to agree, to Plans or Contracts \ihich are mutually
acceptable. If the Preparing Party and the Reviewing Party can-
not so agree, then either may pursue any and all legal or equita-
ble remedies available.
178RL0246D
-3-
EXHIBIT 5
PROCEDURES FOR PAYMENT OR REIMBURSEMENT
Payments or reimbursements in connection with Mutually
Acceptable Contracts shall be made substantially in accordance
with the following procedures. The parties shall agree to the
exact procedures before the Purchase Closing, and such exact pro-
cedures shall be attached to this Agreement as a revised Exhibit
5 :
1. The Preparing Party shall include in all requests for pay-
ment or reimbursement (the "Request") the following:
1.1 Summary of payment or reimbursement request
1.2 Copies of executed contracts
1.3 Copies of invoices
1.4 Copy of permit, if applicable
1.5 An affidavit attesting that all work covered in the
request has been completed
1.6 other items reasonably requested by Reviewing Party
2. The Reviewing Party shall have ten (10) working days after
receipt of the Request to reject the Request by giving
Notice to the Preparing Party (the "Notice"). The Request
shall be deemed approved if the Previewing Party fails to
give Notice.
3. If the Revie~ing Party approves the Request, either by fail-
ing to give Notice or other~ise the Reviewing Party shall
prepare a check for the Preparing Party in the amount of the
Request.
4. If the Revie~ing Party rejects the supporting documentation,
the Notice shall set forth the reason or reasons for
rejection.
5. The Preparing Party shall have ten (10) calendar days after
its receipt of any notice:
5.1 Prepare and submit to the Revie~ing Party a Request
~hich is revised based upon the reason or reasons for
rejection set forth in the Notice ("Revised Request"),
or
5.2 Give written Notice to the Reviewing Party explaining
why the Request cannot be so revised or resubmitted.
6. The Reviewing Party shall have seven (7) working days after
receipt of the Revised Request to accept or reject the
Revised Request by giving ....ritten Notice to the Preparing
Party. The Revised Request shall be deemed approved if the
Reviewing Party fails to give the written Notice ....ithin the
seven (7) day period.
-2-
7. If the Preparing Party has given notice of its refusal to
revise the Request or if the Revie.....ing party has rejected
the Revised Request the Parties shall meet .....ithin ten days
after either such notice has been received and shall in good
faith attempt to agree to a mutually acceptable request. If
the PartieS cannot so agree then either party may pursue any
and all legal or equitable remedies available.
l78RL0246D
-3-
EXHIBIT 6
FIRST AMENDMENT TO MARINA LEASE
The Marina Lease is hereby amended by this First Amend-
ment to Marina Lease ("First Amendment") as follows and in the
event of any inconsistency or conflict between the terms and pro-
visions of this First Amendment and the Marina Lease, this First
Amendment shall prevail:
1. The first two sentences of Article I, Paragraph 1
are hereby deleted in their entirety, and the following four sen-
tences are hereby added to the beginning of Article I, Paragraph
1 :
The CITY hereby leases unto the LESSEE for
the purposes and under the conditions herein-
after set forth, the real property (hereinaf-
ter called the "demised premises" or "prem-
ises"), located in the City of Miami Beach,
F lor ida, cons is t ing of three tracts of land
together with improvements thereon, desig-
nated as Areas 1, 3 and 4 and legally
described in revised Exhibit A annexed hereto
and made a part hereof. Appurtenant to Area
1, LESSEE shall have the right to use the
tract designated as Area 2 and legally
described in revised Exhibit A in accordance
wi th and subj ect to a Submerged Land Lease
dated January 21, 1986 between the Board of
Trustees of the Internal Improvement Trust
Fund of the State of Flor ida and the Ci ty
(the "Submerged Land Lease") and the applica-
ble rule~ and regulations of governmental
agencies having jurisdiction. Area 2 is
coextensive with the area leased by the City
under the Submerged Land Lease (the "Sub-
merged Land Leased Area"). I f the Submerged
Land Leased Area is expanded in the future,
Area 2 shall include the expanded Submerged
Land Leased Area.
2. The first sentence of Article I, Paragraph 2 1S
hereby amended in its entirety to read as follows:
The term of this Lease Agreement for Area 1
(and LESSEE's right to operate the marina on
Area 2) shall be thirty (30) full Lease Years
commenc ing after the Date of Possess ion (as
defined in this Article) and ending upon the
exp i ra t ion of the th i rt i eth (30th) consecu-
tive Lease Year on December 31, 2020 (herein-
after called the "Initial Term").
3. Article II, Paragraph 2 is hereby amended in its
entirety to read as follows:
2. Rental.
The LESSEE shall pay to the CITY as
Base Rent the Minimum Annual Guaranteed Rent
QL the Annual Percentage Rent specified below
of Gross Receipts, whichever may be qreater:
A. Minimum Annual Guaranteed Rent as
follows:
a. For 1989, $160,000 multiplied by a frac-
tion, the numerator of which is the num-
ber of days from the Date of Possession
through December 31, 1989, and the
denominator of which is 365.
b. For 1990, $200,000.
c. For 1991, 1992, 1993, and 1994, $240,000
per year.
d. For 1995 and for the remainder of the
Initial Term or Extended Terms, if any,
$320,000 per year, or
B. "Annual Percentage Rent", which shall
mean, with respect to each Lease Year an
amount equal to the following:
-2-
Two cents ($0.02)
sale of gasoline
plus
b. Two cents ($0.02) per gallon from the
sale of diesel fuel in such Lease Year,
plus
a.
per gallon from the
in such Lease Year,
c. Eight percent (8%) of all other Gross
Receipts from the Date of Possession
through December 31, 1989 and during
each Lease Year from 1990 through 1996,
and ten percent (10%) of all other Gross
Receipts during each Lease Year from
1997 through the rema i nder of the In i-
tial Term or Extended Terms, if any.
4. The third and fourth sentences of Article II, Par-
agraph 3 are hereby amended in their entirety to read as follows:
The first full Lease Year shall begin on Jan-
uary 1, 1990 and subsequent Lease Years shall
begin upon January 1 of each calendar year
thereaf ter. Each report shall be signed by
LESSEE or his responsible agent and shall
include the following:
A. The Total Gross Receipts for said
portion of the Lease Year, itemized
as to each of the three (3) catego-
ries specified in paragraph 2(B)(a)
- 2(B)(c) of this Article for which
a separate percentage rental rate
is established;
B. The resulting Annual Percentage
Rent for each of such three (3)
categories computed as herein pro-
vided and the total thereof;
c. The total Base Rent previously paid
by LESSEE for the Lease Year within
which the preceding month falls.
5~ Article III, paragraph 1(1) is hereby amended in
its entirety to read as follows:
-3-
(i) the entire amount of the price charged,
....hether ....holly or partially in cash or on
credit (and in the case of sales on credit
....hether or not payment be actually made
therefor), or other....ise, for all fuel, goods,
....ares, merchandise and chattels of any kind,
sold, leased, licensed or delivered, and all
charges for services sold or performed in,
at, upon or f rom any part of or through the
use of the Marina Site or any part thereof by
LESSEE, including dry stacks, or by means of
any mechanical or other vending device (other
than pay telephones and those soft drink and
other s imi lar vendi ng dev ices operated pr i-
marily for the convenience of LESSEE's
employees);
6. Article III, Paragraph l{iv) is hereby amended in
its entirety to read as follows:
(iv) all Gross Receipts, including rents,
received by LESSEE resulting from occupancy
or use of the Marina Site or any part thereof
by any independent, third-party sublessee,
concess iona i re or part ies operat ing through
any sublessee or concess iona i re, except for
Gross Rece ipts rece i ved by LESSEE f rom any
independent, third-party sublessee or conces-
sionaire operating dry stacks or wet slip
facilities on the Marina Site.
7. The follo....ing Paragraph 1 (vi) is hereby added to
Article III:
(vi) all Gross Receipts, including rents,
received by any independent, third-party sub-
lessee or concessionaire operating dry stack
or wet slip facilities on the Marina Site.
8. The first sentence of Art icle IV, Paragraph 1 is
hereby amended in its entirety to read as follo....s:
LESSEE agrees to prepare true and complete
records and accounts of all Gross Receipts
for each Lease Year, in accordance ....i th gen-
erally accepted accounting principles consis-
tently followed, itemized as to each of the
-4-
deleted:
cle XX:
three (3) categories for which a separate
percentage rental rate is established pursu-
ant to Article II, Paragraph 2(B)(a)
2(B)(c).
9. The fOllo.....ing portion of Article XXIII is hereby
The CITY shall indemnify and save harmless
LESSEE, except to the extent of LESSEE's o.....n
negligence, against any and all claims, dam-
ages or causes of action connected .....ith,
related to, by reason of, or arising out of
certain litigation styled South Shore Devel-
opers, Inc. et. at. v. City of Miami Beach,
Florida et al., Case No. 82-24526, 11th Judi-
cial Circuit, Dade County for any direct
injury, loss of profits, or damages to busi-
ness interests sustained by reason of any
judgment or lis pendens in the above styled
case, including but not limited to all costs,
attorneys' fees, expenses and liabilities
incurred in the defense of any claim and the
investigation thereof.
10. The follo.....ing Paragraph 9 is hereby added to Arti-
Lessee's Procedures and Remedies for Default
by the City or the AQency
Not.....ithstanding anything contained in this
Lease to the contrary, in the event that Les-
see believes that the City and/or the Agency
is in def aul t .....i th respect to any term or
condition contained in this Lease, Lessee
shall give the City and/or the Agency as
applicable a notice of default .....hich shall
specify the nature of the alleged default
and, where appropriate the manner and period
of time in which such default may be satis-
factor i ly cured (the "Not ice of Def aul t" ) .
In no event shall the Notice of Default spe-
cify a time period less than thirty (30) days
measured from the date of mailing of the
Not ice of Def aul t for the Ci ty and/or the
Agency to cure the alleged breach (the "Cure
Period"). During any Cure Period, the Ci ty
-5-
and/or the Agency, as appl icable, shall not
be considered in default for the purpose of
institution of legal proceedings. If the
default is cured during the Cure Period then
no default shall be deemed to have existed
and Lessee shall take no further action.
After a Notice of Default and the expiration
of the Cure Period, Lessee may at its option
institute legal proceedings for enforcement
of this Lease at law or in equity. Failure
or delay in giving a Notice of Default pursu-
ant to this section shall not constitue a
waiver of any default. Any failure or delay
by Lessee in asserting any of its rights or
remedies as to any default shall not operate
as a waiver of any default or of such rights
or remedies or deprive Lessee of its rights
to institute and maintain any actions or pro-
ceedings which it may deem necessary to pro-
tect, assert or enforce any such r igh ts or
remedies.
11. Paragraph 17 of Article XXVIII is hereby created
to read as follows:
Notwithstanding any other provision in the
Marina Lease, the Agreement between Miami
Beach Marina Village, Inc. and the City dated
the ____ day of March, 1989 (the "Marina Vil-
lage Agreement") or this First Amendment, all
covenants, agreements and conditions set,
forth in the Marina Village Agreement, other
than covenants, agreements and conditions
which are required to be performed at or
prior to the Purchase Closing, as that term
is defined in the Marina Village Agreement,
are incorporated into this Lease as though
fully set forth herein and shall be deemed to
be covenants, agreements and conditions of
this Lease and subject to all terms and con-
ditions of this Lease, as amended, including
but not limi ted to the def aul t and termina-
tion provisions set forth in Article XX of
this Lease, as amended, by paragraph 10 of
this First Amendment to this Lease.
178RL0246D
-6-
Revised Exhibit A
Legal Description
[Exact legal description is subject to verification by the
parties prior to the Purchase Closing.]
AREA 1
All of Lots 22 through 29, inclusive, and Lot 21, less
the southerly 40 feet thereof, in Block 111, of OCEAN
BEACH FLORIDA ADDITION NO.3, according to the Plat
thereof as recorded in Plat Book 2, page 81, of the
Public Records of Dade County, Florida; together with a
40-foot right-of-way on the Bay side of the Hope and
Rebecca Tower property, (being Lots 15 through 20 and
the southerly 40 feet of Lot 21 in Block 111, of OCEAN
BEACH FLORIDA ADDITION NO.3) as recorded in Plat Book
2, page 81, of the Public Records of Dade County,
Florida.
TOGETHER WITH:
The West 2 feet of Lots 15 through 20, inclusive, and
the westerly 40 feet of the southerly 40 feet of Lot
21, in Block 111, of OCEAN BEACH FLORIDA ADDITION NO.
3, according to the Plat thereof as recorded in Plat
Book 2, Page 81, of the Public Records of Dade County,
Florida.
~r.. 2
. ,.
LtGAL D[SCRI'TIO~
"1A:41 lEACH ..,AkltlA
A ,ortion of land 11'ng Wtst Of .nd .dJ.cent to 110ck 111 0' OCE~I ltAtH, FLA.
AO~rTIO~ no.) Iccordlng to the Pl.t thtr.o' .s recorded ~n Pl.t look Z, .t
P.;. al 0' the Public ltcord~ Of O.Ct County. Florid.. cor. Plrttcul.rl1 't.
. .
Icr'btd I' follows: C~nct It the Horth~t't corntr 0' S.ct'on 3. Township
.
54 South klnge 42 t.st; thenCt run [.sttr11 ,'ong the north ,int of Iltd Sec-
.
tion 3 for 1350.00 feet, r~re or 1tss. to . point on the t.st line of "ock
.0 of the .forementioned P1.t. thence run 500.)0'00.[ .10ng the t.st line of
"ocks '0. I'. 18. 17. 16, IS, .~, 13. 12, 11. 10, 7t. .nd . portion of "ock
111 .nd .'ong thtlr Southtr1y fattns10ns for 5207 feet to the Southt.st conner
of lot 1. "ock 111 of s.1d SubdiviSion; thenCt run S89.0S'00.W .10ng tht South
line of s.1d lot " "ock 111 for 260.00 feet to . point on the [ast wlter)ine
of Ihc.yne Ily. said point aho being the POUlT OF IElmUctrlCi of the Tr.ct of
land hereinafter described; thence run "3Z'OO'00-~, .10ng . line )00 ftet Vest
of .n~ par,"e' to the ~ester1y P.i~ht of V.y line of ~lton Ro.d for 2150.00
feet to . point; thence run "2~'37"26-W for 335.62 f.et to .n intersection with
. Hne that is 35.00 fut northerly of .n~ par.llel to tht :'orth Hne of . lot
-
des Ignited '9 B IS Sh"",n on the A:':~;IO~O PLio. T of lOTS CJ to SO. SlOtr: 111, OCEA.'l
. , .
ItI.CH. FLA.. .A~OITIC:; :;0. 3 .s record!~ in Pllt 6oc~ 1~. It P.,. 70, of the
Pu~11c RecordS of D~~r Co~~t,. Floridd; lh~ne~ run sse'oo'oo-~ It right .r.g1e,
to said Alton ~oJd for 6oo.)~ f~t't to . point; thenCf run S3~:OO'D\)"E ftr llU 00 I
fut to . poir.t; thr~cr run 5~i!'vO'{\:>";: for \50.00 f~!t to . point; thence n:n
S32.00'CO"[ for SCO.OO feet to . point; thrnef run MS.oo'CO-[ for 150.00 ff~t
to . point; th~nef rL;n 532'00'0::>[ for 9\2.CO fef.. to . point; tt:~nce rull
~
S67.35'06-i for 40:>.3e f~e t to d point; t~rncr ,"Un :;:5.00'00-( for )30.00 fut,
l:Iore or leBo to othrr hl'l~s 0' tI".f C1tj of !li~~i 6f~ch; th~nct n:n r:n.oo'OO""
for 30. f!e~. :-.ol'~ or l~H. t:;; o~u~~ l~r::~ ;;;f ~t:e :;;:, oi :'~:l.::\i teder.. to tr.e
POF;! OF i>EGl:;::I::C; co~t. idr.c;; 1,6l: ,911 '~;.Iare fut (37.a!l .cres). r.ore cr less.
~A ,
L"I , ",.~., ,. 'IC'."". ".ck ",, OelAl 'IAtM, FLA., ADDITIOI 10. a. .ee.r,t., ,.
,.. 'I., ,..,..f, r.e.r',' ,. .,., .... , .t .... I, .f 'h. ,~~I'c r.e.r'i .f D.,.
C.~.". ".r",. '.,.,'.r .." ,.. 10..e f.., .'.ht-.f-WI, .f "IC.,ftl Itr..l, l,tftl
M.lt .f Alt.. .... ... 1.1' .f ,~. Sh.,. Lt.. .f ".CI,ftl .., '1"'" Itr'lt 'i Ih..n
.. ,.. .~... r.f.r'.c.' a.e.r. .,.,.
ALSO 1051'.[& MIl.:
All .~.t ..rt .f ,.. ..,'h 111.00 f.., ,f ,.ett.. 10, t.wnlh', ,. S.uth, ::.n,. 42 l.it.
_... C.M.t" 'l.rt.., ...cr.... 'I f"',wl:
.
C.....e. .t . f.t., .a 'h. """'" 't.. If I'" S.ct... '0 ( ,... ..rthlr', 1'..
..t.. ,..... . ,. ,.. S'.""" ".. .f "ICI,.I Itr..t ), .... "'ftt ~,'ft' tb.
'...r..ct'.. .f ,.. l.".r'l ,... .f ~.tf"I'. A..nu. ,,'.n',' S..t..", .cr'ii .tic.,n.
I,r..t; ,...C. r.. I.'-I.'ao'l. ',... th. 'It'I"'. S.uthlr'l .f ,.. 1.lt.", ltll .f
~.'t.rl" A...u'. . 'I.t.ac. .f ,az. 0 f,.t. '..nc. r.a S.'7 "IIJ'M. .,.., . 'tl'
..,."., t. th. I.rt..," It.. .f S.ct'" ,0 . .tlt..C' .f "'.00 f..t t. 'h. "'1' .f
..&'..t., ('.O.M.) .f ,..t ..rt .t '.,c.l J ..,.tn.ft., "Ie"~.'. Th.ne. e..ltnu.
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AREA 4
Lots 30 through 42, inclusive, in Block 111, of OCEAN
BEACH FLORIDA ADDITION NO.3, according to the Plat
thereof as recorded in Plat Book 2, page 81, of the
Public Records of Dade County, Florida~ and all of DADE
COUNTY PROPERTY OF MIAMI BEACH, according to the Plat
thereof recorded in Plat Book 14, at page 70, of the
Public Records of Dade County, Florida, also described
as the amended Plat of Lots 43 through 50, inclusive,
in Block 111, of OCEAN BEACH FLORIDA ADDITION NO.3,
according to the Plat thereof as recorded in Plat Book
2, page 81, of the Publ ic Records of Dade County,
Florida.
CP:178CP1347D
.