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HomeMy WebLinkAbout08 Parking Sublicense " . r , , (f) 1 This Instrument Prepared By: Lawrence A. Levy First Assistant City Attorney City of Miami Beach 1700 Convention Center Drive Miami Beach, FL 33139 PARKING SUBLICENSEQA r{-- ~ This Parking Sublicense (the "Sublicense") is executefrus ~ day Of~, 1999, by and among MIAMI BEACH REDEVELOPMENT AGENCY, a Florida public agency organized and existing pursuant to the Community Redevelopment Act of 1969, Chapter 163, Part III, Florida Statutes, as amended (the "Redevelopment Agency"), CITY OF MIAMI BEACH, FLORIDA, a Florida municipal corporation (the "City"; the City and the Redevelopment Agency are hereinafter sometimes collectively referred to as the "Licensee") and MIAMI BEACH MARINA ASSOCIATES, LTD., a Florida limited partnership (the "Sublicensee" or "MBMA"). WIT N E SSE T H: WHEREAS, West Side Partners, Ltd., a Florida limited partnership ("West Side"), is the owner of the southern portion ofSSDI South (as more particularly described in Exhibit A attached hereto and made a part hereof) and SSDI North (as more particularly described in Exhibit B attached hereto and made a part hereof), Sun & Fun, Inc., a Florida corporation ("Sun & Fun"), and Beachwalk Development Corporation, a Florida corporation ("Beachwalk"), are the owners of Goodman Terrace (as more particularly described in Exhibit C attached hereto and made a part hereof), East Coastline Development, Ltd., a Florida limited partnership ("East Coastline"), is the owner of the Alaska Parcel (as more particularly described in Exhibit D attached hereto and made a part hereof), and Azure Coast Development, Ltd., a Florida limited partnership ("Azure"), is owner of the Hinson Parcel (as more particularly described in Exhibit E attached hereto and made a part fM'nOLIVLIIoiIAltlNAIPAAII;lNGl.UC . .. hereof) (West Side, Sun & Fun, Beachwalk, East Coastline and Azure hereinafter sometimes collectively referred to as the "Licensor" or the "Portofino Entities"); and WHEREAS, in order to resolve the controversies and the litigation involving ssm North, ssm South, and the Core Parcel (the legal description for the Core Parcel being more particularly described in Exhibit F attached hereto and made a part hereof), the City, the Redevelopment Agency and West Side entered into a stipulation and order ("Order") in the case styled West Side Partners. Ltd.. a Florida limited oartnershio. Plaintiff. vs. City of Miami Beach. Florida. a Florida municioal corooration. and the Miami Beach Redevelooment AlZencv. a Florida municioal alZencv orlZanized and existinlZ I'ursuant to the Community Redevelopment Act of 1969. Defendants, in the 11th Judicial Circuit in and for Miami-Dade County, Florida, Case No. 82-24526-CA-30 (the "1997 Litigation"); and WHEREAS, the II th Judicial Circuit in and for Miami-Dade County, Florida approved the Order on October 19, 1998; and WHEREAS, in conjunction with the settlement of the 1997 Litigation, West Side, Sun & Fun, Beachwalk, East Coastline, and Azure, have entered into that certain Parking License, dated as of , 1999 (the "Parking License"), with Licensee, and MBMA has joined therein; and WHEREAS, City National Bank of Florida, as to ssm South, and Mellon United National Bank, as to the Alaska Parcel, have consented to the granting of the Parking License, and have subordinated their first lien interest in said parcels, pursuant to the Consent and Subordinations attached to the Parking License; and F:\ATftI\LE\IL\),IAItlNAIPAIlKlNQol,UC 2 WHEREAS, the ssm North parcel, which is currently utilized by the MBMA for parking, \Ulder that certain Lease Agreement dated June 24, 1983 between the City, and joined in by the Agency, and Carner-Mason Associates, Ltd., a memorandum thereof being recorded at Official Records Book 11963, Page 1143, Public Records of Dade CO\Ulty, Florida, as amended by First Amendment to Marina Lease Agreement dated October 23, 1991, among the City, Redevelopment Agency and Tallahassee Building Corp. ("TBC"), as further amended by Second Amendment to Marina Lease Agreement dated August 11, 1994 between the City and TBC, as affected by Partial Release of Lease dated December 27, 1995 between the City and TBC, recorded at Official Records Book 17077, Page 1193, Public Records of Dade CO\Ulty, Florida, and as further affected by Memorandum of Lease Amendments dated ,1997 among the City, Agency and mc, recorded at Official Records Book _, Page , Public Records of Dade CO\Ulty, Florida, as further amended by Third Amendment to Marina Lease Agreement among the City, Agency and MBMA, dated as of May 27, 1997, and a Fourth Amendment to Marina Lease Agreement among the City, Agency and MBMA, dated as of April 15, 1998, recorded in Official Records Book at Page _, Public Records of Miami-Dade CO\Ulty, Florida (collectively, the "Marina Lease"), is being released from the Marina Lease, and will be transferred to West Side or its assigns; and WHEREAS, it is necessary and desirable that the Licensee and MBMA enter into an agreement for the use of the lands covered by the Parking License, in order to allow MBMA to utilize such lands for parking for the Miami Beach Marina located at 300 Alton Road, Miami Beach, Florida 33139 (the "Marina"). I"I,\TJ'(f.U!VUM.U.INAIJ.uJUNlM.UC 3 , . NOW, THEREFORE, in consideration of the mutual covenants contained herein, other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Licensee and Sublicensee agrees as follows: 1. Recitals. The foregoing recitals are true and correct and are incorporated herein by reference. 2. Sublicense. Licensee hereby grants to the Sublicensee a sublicense for not less than four hundred thirty-six (436) surface parking spaces, as well as such additional parking spaces as are reclaimed at such time as the City removes the Pwnp Station located on SSDI North, together with unencumbered access thereto, on SSDI North, and, if and to the extent that some of the parking spaces on SSDI North are not available for surface parking use, pursuant to the terms of this Sublicense, then on the Alaska Parcel, Hinson Parcel, Goodman Terrace Parcel and the southern portion of ssm South, excluding the northerly portion of ssm South where the development known as the Yacht Club is currently under construction (Alaska Parcel, Hinson Parcel, Goodman Terrace Parcel and the southern portion of SSDI South are hereinafter sometimes collectively referred to the "Portofino Parcels"), such surface parking to be used by MBMA or any subsequent lessee of the Marina (their successors and assigns, as applicable), without any payment of rent by the Sublicensee. Initially, all of the surface parking spaces shall be located on ssm North; provided, however, that at such time as West Side commences an environmental audit or environmental remediation, or commences construction on SSDI North, all pursuant to the provisions of this Sublicense or the License, so that a portion of ssm North is not available to be used for such surface parking, then such surface parking spaces which are temporarily unusable on SSDI North shall be transferred during said period of time to one or more of the Portofmo Parcels, in the reasonable "IATI'(1,UVLlWAlllNAII'AlKINOUIC 4 discretion of the Licensee. Prior to the transfer of surface parking spaces from SSDI North to one or more of the Porto fino Parcels, the Portofino Parcels may be used by their respective owners for any lawful purpose not inconsistent with the Licensor's or the Licensee's obligation to provide surface parking on said parcels pursuant to the terms and provisions of the Parking License or this Sublicense, and the Licensee shall not otherwise fail to act or to take any action regarding the Portofino Parcels that would in anyway frustrate the rights granted in this Sublicense. The rights granted in this Sublicense in connection with the use of the southern portion ofSSDI South shall be subject to its current uses for a staging area for the construction of the Yacht Club, and to provide fifty (50) temporary surface parking spaces for use by the Sublicensee, and said rights granted under this Sublicense shall terminate as to the southern portion ofSSDI South at such time as Licensor (as such term is defined in the Parking License) commences construction of the building to be constructed thereon pursuant to the concept plan referenced in the 1986 SSDI Documents in its current form, as last approved by the City, as said concept plan may be further amended by the parties hereto, and approved by the City, from time to time (the "Concept Plan"). 3. Construction Seauencing on SSDI North. In order to minimize the disruption to the operation of the Marina during the period that West Side is conducting an environmental audit or environmental remediation or constructing a Proj ect (as hereinafter defined) on S SD IN orth pursuant to the Concept Plan, West Side agreed, in the Parking License, as follows: 3.1 Projects. Two high rise towers, each with related amenities (each tower, plus related amenities shall be considered a "Project," while both towers and related amenities shall be considered the "Projects") will be constructed on SSDI North on the sites shown on the Concept Plan, and that each such site shall not be materially changed as to the size of the land area FM1"lOILEVL\IoIAIIIHAIPAaXINlM,1,JC 5 encompassed thereby, without securing an appropriate amendment to the Concept Plan. The Project lying to the north shall be considered the Project being built on the northerly portion of ssm North and the Project lying to the south shall be considered the Project being built on the southerly portion of SSDI North, and neither Project will be constructed at the same time (i.e., after West Side elects to commence the construction of either the Project to be built on the northerly portion ofSSDI North or the Project to be built on the southerly portion of ssm North, at West Side's option, West Side must complete the construction of the first Project on SSDI North and deliver to the Licensee (for the use of the Sublicensee) the parking spaces required in connection with said Project pursuant to the building plans approved by the City, prior to commencing construction on the second Project on ssm North), nor will environmental remediation be conducted on ssm North which will result in the Sublicensee being unable to use parking spaces on one site for a Project at the same time that the other site for a Project is either under construction or environmental remediation (it being the intention and agreement of the parties hereto that the Sublicensee not lose parking on all of SSDI North at the same time, but only on one site at a time); provided, however, that upon providing the written notice described below and providing additional (paved or unpaved) parking spaces on the Portofino Parcels for the number of parking spaces temporarily unavailable on SSDI North as a result thereof, West Side may commence a de minimis environmental remediation that involves ten (10) or less parking spaces (in the aggregate) and does not interfere with vehicular access to the subject parcel or in a material fashion disrupt the operation of the Marina ("Spot Remediation") at the same time that the other site for a Project is either under construction or environmental remediation. I'l\ATJ'O\UlVUY.Ull'lA\PA2ltIM04.LIC 6 3.2 Notice. West Side shall provide not less than 10 days written notice to the City, the Redevelopment Agency and the Sublicensee of the date when any environmental audit will be conducted, and not less than 90 days written notice to the City, the Redevelopment Agency and the Sublicensee of the date when any required environmental remediation on SSDI North will commence, and not less than 90 da~s written notice to the City, the Redevelopment Agency and the Sublicensee of the date when it shall commence construction on SSDI North. 3.3 Staging. When constructing a Project on either the northerly portion of ssm North or the southerly portion of ssm North pursuantto the Concept Plan, West Side shall not stage the construction on more than three lots contiguous to said site; provided, however, that the ISO-Foot Easement Area more particularly described on Exhibit G attached hereto and made a part hereof, may not be used for construction or construction staging purposes, except as otherwise specifically provided in that certain ISO-Foot Easement granted by West Side to the City of even date herewith. 3.4 Restoration. In the event that the Project that is first constructed on SSDI North is completed and the appropriate certificate of occupancy issued, and West Side has not yet given its written notice in connection with an environmental remediation for the second Project, or in connection with the commencement of construction for the second Project, then West Side shall clean and restore that portion ofSSDI North used for staging in connection with the first Project, so that said area may again be provided to the Licensee (for use by the Sublicensee), for surface parking, pursuant to the provisions of this Sublicense, until such time as West Side commences the environmental remediation or the construction of the second Project, and in the event that West Side has completed any environmental remediation on SSDI North, and West Side has not given its written notice in connection with any additional environmental remediation on SSDI North, or in P:\A"T'IUIUVL1UAlINAIPAIKINlM.uc 7 connection with the commencement of construction on SSDI North, then West Side shall clean and restore, at its cost and expense, that portion of SSDI North previously used for environmental remediation, so that said area may again be provided to the Licensee (for use by the Sublicensee) for surface parking, pursuant to the provisions of this Sublicense, until such time as West Side commences any construction or additional environmental remediation on SSDI North. 4. Partial Release and Termination: 4.1 Partial Release. West Side or any other Portofino Entity may seek a release for any of the Portofino Parcels from the obligation to provide land for surface parking, as set forth in the Parking License and the Sublicensee may not unreasonably withhold or delay its consent to such partial release, provided that West Side can reasonably demonstrate to the Licensee that there is sufficient land on other Porto fino Parcels (and reasonable access to such land for the purpose of surface parking) which shall remain subject to the obligation to provide land for surface parking pursuant to the Parking License or this Sublicense in order to accommodate the existing and future surface parking requirements under the Parking License or this Sublicense; provided, however, that: (i) the southern portion of ssm South shall be released by the Sublicensee from the obligation to provide land for surface parking, as set forth in this Sublicense, upon West Side commencing construction of the improvements contemplated pursuant to the Concept Plan on the southern portion of ssm South, (ii) that the Alaska Parcel may not be released from this Sublicense pursuant to the provisions of this Section 4.1, and (iii) in the event that the Licensee fails to respond on or before fifteen (15) days after receiving written request from West Side or any other Portofino Entity (with a copy simultaneously sent to the Sublicensee) for a release for any of the Portofino Parcels (except for the Alaska Parcel), then such failure to respond shall be deemed a consent by the Licensee to FMT'lOILEVUM.uJNAIPAD:lNOf.IJC 8 .. such release, and the parcel described in said written request shall be automatically released, from the terms and conditions of this Sublicense. 4.2 Termination. This Sublicense shall expire at such time as West Side completes and delivers to the Licensee, and the Licensee, in turn delivers to the Sublicensee, all of the parking spaces to be located on SSDI North and SSDI South, as set forth in the Settlement Agreement by and among the City, the Redevelopment Agency and the Portofino Entities, dated as of April 15, 1998 (the "Settlement Agreement"); provided, however, if the City acquires title to the Alaska Parcel, then the substitute of surface parking spaces which otherwise would have been provided by Licensee and located on one or more of the Porto fino Parcels, shall then be provided by the City on the Alaska Parcel, and this Sublicense shall expire as to the Porto fino Parcels. 5. Entire Agreement. This Sublicense constitutes the entire agreement between the parties hereto with respect to the subject matter hereof. Except as set forth herein, there are no promises, representations, or understandings between the parties of any kind or nature whatsoever. 6. Counteroarts. This instrument may be executed in any nwnber of counterparts, each of which shall be deemed an original for all purposes and all of which shall be one and the same docwnent. 7. Severabilitv. If any provision or portion thereof of this Sublicense is declared or found by any court of competent jurisdiction to be unenforceable or null and void, such provision or portions thereof shall be deemed stricken and severed from this Sublicense, and the remaining provisions and portions thereof shall continue in full force and effect. If a portion is so stricken, it is the intention of the parties that the court give such provision its nearest valid and legal meaning. P1Vo'l"\'O.LEVLlMAAlNAIJ'AIlXltl04.UC 9 , . 8. Conflict of Law. This Sublicense shall be construed and governed in accordance with the laws of the State of Florida without application of the conflict of law principles. All of the parties to this Sublicense have participated fully in the negotiation and preparation hereof; and, accordingly, this Sublicense shall not be more strictly construed against anyone of the parties hereto. 9. Amendment. This Sublicense shall not be modified, altered or amended except by an instrument in writing signed by or on behalf of the parties hereto. 10. Assignment. The Sublicensee shall not assign, transfer or otherwise encumber this Sublicense, or any interest herein, to any other person or entity except the Sublicensee may allow its employees, agents, tenants, licensees, invitees and guests to use surface parking on SSDI North and the Portofino Parcels, in accordance with the provisions of this Sublicense in order to meet the parking requirements for the Marina. Any other attempt to assign, transfer or encumber or any assignment, transfer or encumbrance of this Sublicense in violation hereof shall be void and unenforceable. II. Notices. Any notices required or permitted to be given under this Sublicense 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 or Redevelopment Agency at: 1700 Convention Center Drive Miami Beach, Florida 33139 Attn: City Manager With copies to: 1700 Convention Center Drive Miami Beach, Florida 33139 Attn: City Attorney and ~;\ATrO\UVL\IiIAlllNA\PAltKlNCH.Ul: 10 Steel Hector & Davis LLP 4000 First Union Financial Center Miami, FL 33131 Attn: Thomas V. Eagan, P.A. If to Sublicensee: Miami Beach Marina Associates, Ltd. Miami Beach Marina 300 Alton Road Miami Beach, FL 33139 Attn: Robert W. Christoph With a copy to: Carter McDowell, Esquire Bilzin Sumberg Dunn & Axelrod LLP 2500 First Union Financial Center 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. 12. Indemnification. By execution of this Sublicense, the Sublicensee (on behalf of itself and its successors and assigns) consents and agrees to abide by the terms and conditions of this Sublicense, and hereby indemnifies Licensee and Licensor and holds Licensee and Licensor harmless from any costs, expenses (including, but not limited to attorneys' fees and court costs, at the trial court and any appellate levels) and damages relating to death of or injury to persons, or loss of or damage to property, including, but not limited to, any violation by the Sublicensee, its invitees, agents, employees, guests, lessees or licensees of any laws, rules, regulations or ordinances regarding hazardous materials, hazardous wastes, hazardous substances, solid waste or pollution, whether now existing or hereafter enacted or promulgated, as they may be amended from time to time ("Environmental Laws"), any presence, release, or threat of release of hazardous materials, hazardous wastes, hazardous substances, solid waste or pollution, at, upon, under, from or within 1:IA"iTl1IUVUMARINAIPAU;INGl.l.J(; 11 ssm North and/or the Portofino Parcels arising out of the activities of the Sublicensee, its invitees, agents, employees, guests, lessees or licensees, the failure of Sublicensee, its invitees, agents, employees, guests, lessees or licensees to duly perform any obligations or actions required to be taken under any Environmental Laws, including, without limitation, the imposition by any governmental authority of any lien or so-called "super priority lien" upon SSDI North and/or the Portofino Parcels, any clean-up costs, liability for personal injury or property damage or damage to the environment, and any fines, penalties, and punitive damages, or any fines or assessments arising out of failure of the Sublicensee, its invitees, agents, employees, guests, lessees or licensees to comply with any laws, rules, regulations or ordinances governing the use of ssm North and/or the Portofino Parcels for surface parking, which Licensee and/or Licensor incur as a result of the Sublicensee's using SSDI North and/or the Portofino Parcels for surface parking, but excluding any claim resulting from the intentional or negligent acts of the Licensee or the Licensor (and their successors and assigns), and their respective officers, employees, agents or contractors. Sublicensee (and its successors and assigns) shall defend any such claim asserted against the Licensee and/or Licensor, and their successors and/or assigns, resulting from, arising out of, or incurred in connection with said use of ssm North and/or Portofino Parcels, pursuant to this Sublicense. In such event, the Sublicensee shall be entitled to select counsel of its choice to defend the claim; provided, however, that the Licensee and/or the Licensor shall be permitted, at their cost and expense, to retain independent counsel to monitor the claim proceeding. Prior to taking possession ofSSDI North or any of the Porto fino Parcels pursuant to this Sublicense, the Sublicensee shall provide to the Licensor and the Licensee a copy of its liability insurance along with the appropriate endorsement PMTnI\l.&VUNAIl/flAII'AIlKIN04.UC 12 , . showing the Licensor and the Licensee as additional insureds, which policy shall provide insurance coverage in a commercially reasonable amount for similar types of facilities. In the event that the Sublicensee fails to provide a copy of the renewal information for said liability insurance policy or policies to the Licensor and Licensee prior to the expiration date of said policy or policies, then the right to use the surface parking spaces on ssm North and/or any of the Portofmo Parcels pursuant to this Sublicense shall cease until such time as a copy of said renewal information for said liability insurance policy or policies is provided to the Licensor and the Licensee. Sublicensee, or its agents or employees, shall be liable and responsible for any costs, liabilities, claims or damages, including, without limitation, reasonable attorneys' fees and disbursements at the trial level and all levels of appeal, relating to death of or injury to persons, or loss of or damage to property including, but not limited to, any violation by the Sublicensee, its agents or employees of any Environmental Laws, any presence, release, or threat of release of hazardous materials, hazardous wastes, hazardous substances, solid waste or pollution, at, upon, under, from or within SSDI North and/or the Portofino Parcels by Sublicensee, its agents or employees, the failure of Sublicensee, agents or employees to duly perform any obligations or actions required to be taken under any Environmental Laws, including, without limitation, the imposition by any governmental authority of any lien or so-called "super priority lien" upon SSDI North and/or the Portofmo Parcels, any clean-up costs, liability for personal injury or property damage or damage to the environment, and any fines, penalties, and punitive damages incurred by Licensee or Licensor, their successors and/or assigns or the successors in title to SSDI North and/or any of the Porto fino Parcels, and resulting from, arising out of, or incurred in connection with the use of SSDI North and/or any of the Portofino Parcels by Sublicensee, or its agents or employees, "IA'rI'OIUVUMAiUNAIPARKlN04.UC 13 in connection with the sublicense herein granted or such use of SSDI North and/or any of the Portofino Parcels by the Sublicensee. Sublicensee, or its successors and assigns shall defend any and all claims asserted against Licensee or Licensor, their successors and/or assigns, resulting from, arising out of, or incurred in connection with the use of ssm North and/or any of the Portofino Parcels by Sublicensee, or its agents or employees, guests, lessees or Sublicensees in connection with the sublicense herein granted or such use of SSDI North and/or any of the Portofino Parcels. In such event, Sublicensee shall be entitled to select counsel of Sublicensee's choice to defend the claim; provided, however, the Licensee or Licensor shall be permitted, at their cost and expense, to retain independent counsel to monitor the claim or proceeding. Notwithstanding anything contained herein to the contrary, neither Sublicensee nor its successors or assigns shall be obligated or liable to Licensee, Licensor, or any third parties for any costs, liabilities, expenses, losses, claims or damages, including, without limitation, reasonable attorneys' fees or disbursements at the trial level and all levels of appeal, in respect of third party claims relating to death of or injury to persons, or loss of or damage to property, resulting from, arising out of or incurred in connection with the use of SSDI North and/or the Portofino Parcels by Licensee, Licensor, or their successors and assigns, and their respective agents or employees, in connection with the Sublicense herein granted or the use of ssm North and/or the Portofino Parcels in respect of claims resulting from the intentional or negligent acts of Licensee, Licensor, or their respective officers, invitees, lessees, employees, agents, guests, licensees or contractors. F:\ATlt"l.EVLIMI'RlIlA\PAlIUNOf.UC 14 IN WITNESS WHEREOF, Licensee and Sublicensee have executed this Sublicense as of the date first written above. WITNESSES: Q .~ ~a.;~-- rt2~~Jj4ipr)~~ APPROVED /tIS TO FORM & LANGUAGE & FOR EXECUTION /fI~ dU/dlq City ~ P:lAn'I1IU!VL\WAItINAIPAlUUNCM.UC CITY OF MIAMI BEACH, FLORIDA, :~uniciPal c1Jl1/Jf THE MIAMI BEACH REDEVELOPMENT AGENCY, a public agency organized and existing pursuant to the Community Redevelopment Act of 1969, as amen d, Chapter 163, Part III Florida Statutes By: MIAMI BEACH MARINA ASSOCIATES, LTD., a Florida limited partnership By: SoBe Marine, Inc., a Florida corporation, general partner APPROVED /tIS TO FORM & LANGUAGE & FOR EXECUTION 1i~ \(/;/(19 General Counsel 15 STATE OF FLORIDA ) ) SS: COUNTY OF Hllini- DC! tie ) ~ . The foregoing instrument was acknowledged before me this?' day of~, 19'11by _ ~v....> 0. to ~.(( ~ as J.-I~,\V- of City of Miami Beach, Florida, a municipal corporation, on behalf of the corporation. He/~ personally appeared before me, is person,ally known to me or produced as identification. (NOTARIAL SEAL] ~. {~~ Notary: J I t Print Name: ~~~ ,I llch:$ Notary Public, State of ~/"d~ My commission expires: '1- z.,-Uo3-.. OFFICIAL NOTARY SEAl LILLIAN BEAUCHAMP' NOTARY PUBLIC STATE OF FLORlIJA COMMISSION NO. CC738372 MY COMMISSION EXP. APR. 29.2002 STATE OF FLORIDA ) ) SS: COUNTY OF !I,t/;"'; ...)jqd~ ) tv . The foregoin.g instrument was acknowledged before me this U-#;Iay of J.-.I 'J ' 1911 by USt+l D. '(I!J~ as (!J.cUr 11,..,J of The Miami Beach Redevelopment Agency, a public agency organized and existing pursuant to the Community Redevelopment Act of 1969, as amended, Chapter 163, Part III Florida Statutes. He/~ personally appeared before me, is {'ersonallv known to me <;!r produced as identification. (NOTARIAL SEAL] ~~:Jd~~~~~;r? Notary Public, State of FLor/d ~ My commission expires: I.{" VI. 1-001..-- OFFICIAL NOTARY SEAL LILLIAN BEAUCHAMP NOTARY PUBLIC STATE OF FLORIDA COMMISSION NO. CC738372 MY COMMISSION EXP. APR. 29.2002 l".V.~"'\I'''''KI''OUIC 16 STAlE OFS:' RIDA ) . ) SS: COUNTY OF ~.Li. ~ ) c~~ The foregoing instrument was acknowledged before me thi~~ day of , 95:1 by Robert W. Christoph as President of SoBe Marine, Inc., a Florida corpo on, which is the general partner of Miami Beach Marina Associates, Ltd., a Florida limited partnership, on behalf of the corporation and1Z:~ership. He/she personally appeared before me, is personally known to me or produced-- J/-k:. L iC / as identification. [NOTARIAL SEAL] Notary: PrintNam . No ublic, State of My commission expires: OFFlCIAL NarARysfAC--' , DIANNE CAPESTANY I NarARYPUBUCSfATEOFFLORlDA 1 COMMISSION NO. CC669787 I MY COMMISSION EXP. AUG. 12,2001 J I':IATtUlUVLIM.unlAII'AIlKIN04.LIC 17 CONSENT AND SUBORDINATION The undersigned, ORIX USA CORPORATION, a Delaware corporation, as the holder of the leasehold mortgage encumbering the Marina Lease, and recorded in Official Records Book 17673, Page 2862 of the Public Records of Miami- Dade County, Florida, hereby consents to the foregoing Sublicense and subordinates the lien of said mortgage to the rights granted in said Sublicense. ORIX USA CORPORATION, a Delaware corporation Name: Title: Q )"'1 G~IA STATE OF FLOltlf)A ) COUNTY OF Pz)R1Jr- ) SS: ) nt was acknowledged before me this ~y of ".{}-;:, , 19 ZP by , as I//CL~/,h!_ of ORIX USA CORPO T , a Delaware corporation, on behalf ofthe corporation. He/she personally appeared before me, is personally known to me or produced as identification. [NOTARIAL SEAL] ~:~-~~~ Print Name: '.&/1-/'-0" Notary Public, State of My commission expires: Notary Public, Fulton county, Georgia My Commission Expires July 29, 2001 MIA9801/19086-8 .. .. EXHIBIT "A" SOUTHERN PORTION OF SSDI SOUTH Lots 1 through 7, inclusive, and Southeasterly 30.00 feet of Lot 8, the northwesterly line of said 30.00 feet being parallel to the common line between Lots 7 and 8, in Block II I, of OCEAN BEACH FLORlDA ADDITION NO.3, according to the Plat thereof, as recorded in Plat Book 2, at Page 81, of the Public Records of Dade County, Florida, together with the accretions thereto; ALSO: That part of Biscayne Street (also known as Biscayne Avenue) as shown on said Plat of OCEAN BEACH FLORIDA ADDITION NO.3, lying westerly of the southerly projection of the west Right of Way line of Jefferson Avenue as shown on said Plat and being bounded on the west by Biscayne Bay, together with the accretions thereto; ALSO: All that part of the North 132.0 feet of Section 10, Township 54 South, Range 42 East, described as: Beginning at a point on the Northern boundary of said Section IO, which is intersected by the Easterly boundary of Jefferson A venue extended Southerly across Biscayne Street as a point or place of beginning; thence Southerly continuing the Easterly boundary of Jefferson Avenue extended for a distance of 132.0 feet to a point; thence Westerly 208.1 feet more or less along a line parallel to and 132.0 feet Southerly from the Northern line of said Section 10 to Biscayne Bay; thence Northwesterly meandering the Bay to the intersection of the Northern line of Section 10; . thence Easterly along the Northern line of Section 10, 285.0 feet more or less to the point or place of beginning (the Northerly boundary of said Section 10 being common with the Southerly boundary of Biscayne Street); Also described as: All of that part of the North 132.0 feet of Section 10, Township 54 South, Range 42 East, known as Tract A or the Smith Company Bay Front Tract, more particularly described as follows, to wit: Bounded on the North by the Northern line of said Section 10; bounded on the East by the East line of Jefferson Avenue extended; bounded on the South by a line parallel to and distant 132.0 feet South of the Northern line of said Section 10, and bounded on the West by Biscayne Bay, together with the accretions thereto. EXHIBIT "B" SSDI NORTH PARCEL 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, at Page 81, of the Public Records of Dade County, Florida, together with the accretions thereto. ALSO: Lots 43, 44, 45, 46, 47, 48A, 49B and SOC of DADE COUNTY PROPERTY, according to the Plat thereof, as recorded in Plat Book 14, at Page 70, of the Public Records of Dade County, Florida, together with the accretions thereto. EXHIBIT "C" GOODMAN TERRACE PARCEL Part of the Northwest quarter of Section I 0, Township 54 South, Range 42 East, described as follows: Begin in North line of Section 10, which line is also South line of Biscayne Street at its intersection with East line of Jefferson Avenue extended; then South in line drawn at right angles to South line of Biscayne Street 132 feet, thence, East in line drawn parallel with South line of Biscayne Street to West line of Washington Avenue; thence, North along West line of Washington Avenue to its intersection with South line of Biscayne Street; thence, West along South line of Biscayne Street to point of beginning. Also described as: all that part of North 132.0 feet of Section 10-54-42 known as Smith Cottages Tract and also as Tract B and bounded on North by North line of Section 10; on West by East line of Jefferson Avenue extended; on South by line parallel to and 132' South of North line of Section 10; on East by West line of Washington Avenue extended. EXHIBIT "D" ALASKA PARCEL A parcel ofland and accreted land located in Section 10, Township 54 South, Range 42 East, Dade County, Florida, and being more particularly described as follows: For a Point of Beginning commence at a lO-inch-square concrete monument located on the northerly boundary of the U.S. Army Corps of Engineers Reservation, being the westernmost comer of Lot 6, Block 4, of South Beach Park Subdivision as shown in Plat Book 6, Page 77, of the Public Records of Dade County; said monument designated "c" having grid coordinates of X-784,440.39 and Y-521,9l2.47. Said monument also lies approximately South 24 degrees 27'26" West a distance of 592.30 feet South of and North 65 degrees 36' 16" East a distance of 554.97 feet West of the northeast comer of the northwest 1/4 of Section 10, Township 54 South, Range 42 East, From said Point of Beginning run thence South 24 degrees 25'50" West a distance of 420.43 feet, more or less, to the Mean High Water (M.H.W.) line of the northerly shoreline of the "Government Cut" for the entrance channel of the Miami Harbor; thence North 65 degrees 35'19" West along said M.H.W. line a distance of 261.59 feet to a point on a bulkhead; thence North 31 degrees 08'28" West along said bulkhead a distance of242.83 feet to U.S. Army Corps of Engineers Monument "Virgil" having a grid coordinate of X- 783,902.72 and Y-521,845.63; thence North 57 degrees 41'41" East a distance of226.20 feet to Monument "West" having a grid coordinate of X-784,093.9l and Y-521,966.52; thence North 87 degrees 38'37" East a distance of208.58 feet to Monument "G", having a grid coordinate of X-784,302.32 and Y-521,975.14; thence South 65 degrees 35'12" East a distance of 151.63 feet to Monument "c' and the Point of Beginning. EXHIBIT "E" HINSON PARCEL BLOCK 8, SOUTH BEACH PARK SUBDIVISION, recorded in Plat Book 6, at Page 77, of the Public Records of Dade County, Florida, less and excepting therefrom the following two dedications: A 50.00 foot dedication in BLOCK 8, SOUTH BEACH PARK SUBDIVISION, recorded in Plat Book 6, at Page 77, of the Public Records of Dade County, Florida. Said 50.00 foot dedication being described as follows: . Bounded on the North by the Northerly line of said BLOCK 8; Bounded on the South by the Southerly line of said BLOCK 8; said Southerly line also being the Northerly line of the Government Reservation shown hereon; Bounded on the East by a line parallel to and 50.00 feet distant Easterly of, as measured at 90-degrees to the Westerly line, of said BLOCK 8; Bounded on the West by the Westerly line of the above-referenced BLOCK 8, said Westerly line also being the Easterly line ofBiscayne Bay. A 40.00 foot dedication in BLOCK 8, SOUTH BEACH PARK SUBDIVISION, recorded in Plat Book 6, at Page 77, of the Public Records of Dade County, Florida. Said 40.00 foot dedication being described as follows: Bounded on the North by the Northerly line of the above-referenced BLOCK 8; Bounded on the South by the Southerly line of the above-referenced BLOCK 8, said Southerly line also being the Northerly line of the Government Reservation shown hereon; Bounded on the east by the Westerly line of Washington A venue, said Westerly line also being the Easterly line of BLOCK 8; Bounded on the West by a line parallel to and 40.00 feet distant Westerly of, as measured at 90-degrees to the Westerly line, of the above-referenced Washington Avenue. , EXlllBIT "F" CORE PARCEL 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, at 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 inclusive and the Southerly 40 feet of Lot 21 in Block 111, of OCEAN BEACH FLORIDA ADDITION NO.3); 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, at Page 81, of the Public Records of Dade County, Florida. , ,~ EXHIBIT "G" 150 Foot Easement Area Lots 30, 31 and 32, in Block 111, of OCEAN BEACH FLORlDA ADDITION NO.3, according to the Plat thereof, as recorded in Plat Book 2, at Page 81, of the Public Records of Dade County, Florida.