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HomeMy WebLinkAboutMortgage and Security Agreement @ This InstlUment Was Prepared By, Record and Return to: 111111I1111111111111I11111111111111I111111111 Raul.!. Aguila, Esq. Office DIthe City Attomey City of Miami Beach 1700 Convention Center Drive Miami Beach, Florida 33139 CFN 2007R01564-54- OR Bk 25363 P9S 1642 - 1654; (13pgsJ RECORDED 02/13/2007 14:48:54 MTG DOC TAX 5,250.00 HARVEY RUVIN, CLERK OF COURT MIAMI-DADE COUNTY, FLORIDA MORTGAGJ~ AND SECURITY AGREEMENT TIDS MORTGAGE AND SECURITY AGREEMENT (the "Mortgage") executed this .tJ' day of Febmary, 2007, by MBCDC MERIDIAN PLACE, LLC, a Florida limited liability company cOlporation (the "Mortgagor"), whose address is 945 Pennsylvania Avenue, Miami Beach, FL 33139, and the MIAMI BEACH RED:EVELOPMENT AGENCY, a public body corporate and politic, a Florida municipal corporatiDn (the "Mortgagee") (which teon as nsed in every instance shall inclnde the MDrtgagee's successors and assigns), whose address is 1700 Convention Center Drive, Miami Beach, Florida 33139, Attention: Executive Dircctor. WITNESSRTH: That for valuable considcration, mld alsD in consideration of the aggregate sum of money described in that celtain Promissory Note (the "Note") of even date herewith, executed by Mortgagor in favor of Mortgagee in the original principal amount of $1,500,000 (the "Principal AmOlmt"), the Mortgagor does grant, bargain, sell, alien, rcmise, release, convey and confirm unto the MOltgagee, in fee simple a lien npDn and security interest in that ccrtain parcel of rcal propelty locatcd in Miami-Dadc County, Florida, winch is described ill Exhibit "A" attached hereto and made a pm hereof. Hereinafter said real estate, buildings, improvements (including improvements to be made hereafter), fixtures herein below described mld located on said real estate are sometinles collectively referred to as the "Premises". TO HAVE AND TO HOLD the Premises and all parts, rights, mcmbers and appm"tenances thcreof, to the use, bencfit and behalf of the Mortgagee, its successors and assigns in fee simple forever, and the MOltgagor covenants that the Mortgagor is lawfully seized and possessed of the Premises in fee simple and has good right to convey the smne, mJd that the Mortgagor will warrilllt arId defend the title thereto against tile elaims of all persons whomsoever, except as hereinafter expressly provided. PROVlOED ALWAYS that if tile Mortgagor shall pay untD the Mortgagee all sums required under the tenns of the Note, and shall comply with and abide by each and everyone of the stipulations, agreements, conditions and covenants contained herein (as such term is define,t below), then in sueh event this Mortgage and tile estate hereby created shall ceage and be null and void. rf)2 . The Mortgagor covenmtswith the Mortgagee as follows: 1 A ~ment QLI!).g.-,,!?!egn"fu~. The MOltgagor will pay the Note according to the tenor thereof and all other sums sccured hereby promptly a~ thc SilllIe shall become due. B Taxes, Liens mId Othcr Charges. (a) In the event of the passage nf any state, federal, municipal or other govermuentallaw, order, rule or regulation, suhsequent to the date hereof, in my mmmer changing or modifying the laws now in forec governing the taxation of debts secured hy mortgages or the manner of collecting taxes so as to affect adversely the Mortgagee, the Mortgagor will prompLly pay any such tax; if the MOItgagor fails to make such prompt payment or if illlY such state, federal, municipal Dr other governmental law, order, mle or regulation prohibits the Mortgagor from making such payment or would penalize the Mmtgagee :o.om making such payment or would penalize the Mortgagee if the Mortgagor makcs such payment, then the entire balance of tile principal sum securcd by this Mortgage and all interest accrued thereon shall, without notice, il1llnediately bceome due and payable at the option ofthc Mortgagee. (b) The Mortgagor will pay, before the same become delinqucnt, all taxes, licns, assessments and charges of every character already lcvicd or asscsscd or that may hereafter be levied or assesscd upon or against thc Premises and all utility charges, whether public or private; and upon demand will fumish tile Mortgagee receipted bills evidencing such payment. ( c) 111e Mortgagor will not suffer any mechanic's, matelialmen's, laborer's, statutory or othel lien which might or could be prior to or equal to tile security interest illld mortgagc liens of this MOltgage to be crcatcd or to remain outstanding upon any part of the Premises. C. Subordination. This Mortgage is subject to and SubOldillate in all respects to that certain mortgage in favor of Angel Perez and Leonel Perez recordcd June 12, 2001, in Omcial Records Book 19717, Page 3094 and that certain 1ll0ltgage in favor of the Florida HouSlllg Finance Corpnration recorded April 7, 2005 in Official Records Book 23247, Page 3710, and that celtain mortgage in favor of Miami-Dade County recordcd August 15,2003 in Official Records Book 21531, Page 2911, all (collectively, the "Senior Mortgagcs"), recorded in the Public Rccords of Miami..Dade County, Florida and to all debt sccured thereby and tn any cxtcnsions, modifications, amcndments, enlargcments, replaccments, renewals or assignmcnts thcrcfore or futurc advanccs made thereunder, whethcr prinr to or after the matnrity datc of the Senior Mortgages. The suhordination set forth herein shall be self-operative and no further instrument of subordination shall be rcquired. Mortgagee, however, shall execute any dOCllmentalion reasonably required by 4= Mortg,,:go~ or . the )rolder.of thc Spnior Mor!gagesto e.ffeetuat., the provisions paragraph. of this D. InsUIilllce. The Mortgagor will keep all buildings illld improvements now or hereafter on the Premises insured against loss or dmnage by fire, extended coverage and other perils, and agrees to deliver said policy or policies to the Mortgagee when issued with the receipts for 111C payment of the premium thercforc; and in the event any sum of moncy becomes payable under such policy or policies, 111" Mortgagee shall permit the Mortgagor to receive and use it, or any part thereof, for repair or restoration of the Premises, subject to !elms reasonably acceptable to Mortgagee, without thereby waiving or impaiting any equity, licn or right undcr or by virtue of tIns Mortgage; illld the Mortgagee if it deems necessary may place and pay for such insmance, or illlY pmt thereof, with aut losing, waiving or affecting MOItgagee's option to foreclose for breach of dns covenant, ar any pmt thereof, or any right or option under this Martgagc, mll! every such payment shall bear interest from date thereof until paid at the default interest rate, and all such payments with interest as aforesaid shall be secured by l1le licn hereof. In thc event illlY loss or damage is suffered M01tgagor shall notify Mortgagee of such lnss or dmnage within seven (7) days after the happcning thereof; the failme to give such notice shall constitute a default and the MOltgagee shall have the rights herein given tor all defaults. E. Cm.e of Premises. (a) The Mortgagor will keep l1le improvements now or hereafter erected on the Premises in good condition and repair, will not commit or sufIer any waste and will not do or suffer to be done illlything which will increase dIe risk of fu.e or other hazard to l1re Prenrises or any pm thereof. (b) The Mortgagor will not rcmovc or demolish nor alter the design or structural character of any building (now or hereafter erected), fixture or chattel which are part of the security or nther part of the PrcmL~es without the prior written consent ofthe Mortgagee. (c) If the Premises or any part thereof is dmnaged by fire or any other cause, the Mortgagor will give written notice of the san1e to the Mmtgagee. (d) The Mortgagec or it, rcpresentative is hereby authorized to cntcr upon and inspect the Prenrises at any time dUJing nOlmal business hours. (c) The Mortgagor will prmnptly comply with all present and future laws, ordinances, rules and regulations of any govermnental authority ailectiug the Premises or mlY part thereof (f) If all or illlY pm of the Premises shall be damaged by fire or other casualty, the MOltgagor will, upnn requcst of the Morlgagee, promptly restore the Prcmises to the equivalent of its condition immediately prior to such dmnage, and jf a pmt of t11C Premises shall be damaged through condemnation, the Mortgagor 3 €f2 will, upnl1 request of Mortgagcc, promptly restore, repair or alter the remaining part nfthe Premises in a malUler reasonably satisfactory to the Mortgagee'-.. ... .. F. Fmther Assurances: Modifications. At any time, and from time to time, upon the reasonable request by thc Mortgagee, the Mortgagor will make, execute and deli vcr or cause to bc made, executed and dclivered, to the MOltgagee, auy and all other further instnnnents, certificates and other documents as may, in the opinion of the Mortgagee, be necessary or desirable in order to effectuate, complete, or perfect or to contillue and preserve (i) the obligations of the MOltgagor under the Note, (ii) the secmity interest of tins MOltgage, mld (Iii) tile mortgage lien hereunder. G. )2i!1enses. The Mortgagor will payor reimburse the Mortgagee for all reasonable attorncy's fees, costs and expenses, of any action, legal proceeding or dispute of any kind in which the Mortgagee is victnrious, affecting the indebtedncss sccured hereby, tIns Mortgage or the interest created herein, or the Prcmises, including but not limited to the foreclosure of tllis MOltgage, any condemnation action involving the Premises or illlY action to protect the security hereof; and any sueh an10\1llts paid by the M()rtgagee shall he secured by this Mnrtgage. (a) E~!9ppg.l.-A.ffjc!,!yiJ'!. The Mortgagor, upon ten (10) days prior-written notice, shall furnish the Mortgagee with a written statement, duly acknowledged, setting forth the unpaid principal of, illld interest on, the indebtedness secured herehy and whether or not Hny off-sets or defenses exist against such principal . and intelest. The Mortgagcc shall providc a similar cstoppel affidavit to Mortgagor, upon ten (10) days pri()r written n()ticc to Mortgagee. H. Perfonnance bv MOltgagee of Defaults bv MOltgagor. If the Mortgagor shall default in the payment of any tax, lien, assessment or charge levied or asscssed against the Premiscs; in the paymcnt of any utility charge, whether public or private; in the payment of any insurance premium; in the procmemcnt of insurmlce coveragc and the delivery nf the insurmlee policies required hereunder; in the periormmlce of any covenant, telUl or condition of mlY leases affecting all or any part of the Premises; or in the performance or observilllce of any covenant, eonditinn or tel111 of this Mortgage; then thc Mortgagee, at its option, may perf 0011 or observe the sanle, and all payments made or costs incUlTed by the M(lrtgagee in connection tllerewith, shall be secured hereby and shall be, without dcmand, imlllcdiatcly repaid by the MOltgagor to the MOltgagee. The Mnrtgagce is hereby empowered to enter and t() authorize others to enter upon the Premises or any part thereof for the purpose of pcrforming or observing any such defaulted covenant, condition or term, without thereby becoming liable to the Mortgagor or any nther person in posscssion holding under the Mortgagor. 1. Re.',tTictive COVenallts. Mortgagor shall be subject to the following recaptuTe pmvisions, covenants and restrictions: (a) If, during the Aff()rdabilily Period (as said lelm is hereafter defined), the Premises are sold, tratlsfelTed or refinanced other than in the maimer stipulatcd in 4 d- subscction (c), thc Mortgagor shall retllrn to thc Mortgagee, the Principal Amount . appiic<:1 towar,rtilli i.i:ansactio;~.at tlie.time of mlY sale, transfer or refiiianceof the Premises. If the net procecds from such sale are less thilll tile Principal Amount, the Mortgagee shall recapture the entire balilllce of whatever net proceeds are available (after deducting the Mortgagor's down paymcnt and contribution, including closing costs). (b) The Principal Amount shall be payahle at the time and in thc mmmer stipulated in subsection (a) above; and with the exception of the Senior Mortgages on the Premises, shall remain a Lien supel~or in dignity to all other liens, titles, claims, mortgages, and/or other encumbrances, until paid. (c) It is acknowledged by the pmties hereto tilat tile Mortgagor must usc the Premiscs as 'ill affordable rental property for a ilurty (30) ycar pcriod, commencing from thc datc of issuance by the City of Miami Beach Building Department of a Final Certificate of Completion for the rehabilitation of the Premises (the "AffOIdabiJity Pcriod") and thc rcnts chargcd mld tile tenants thcreof must qualiiy llilder the rnles and reb'lllations promulgated by the United States Dcparlnlent of Housing and Urban Development at CFR Pm 92, as same may bc amended from time to time. If, during the Affordability Perind, the Premises are no longer used as illl affordable rental property by the Mortgagor, and the Principal Amount has not yet been paid in full, then said Principal AmOllllt shall be due ,>vithin thirty (30) days of such change of use. Thc Mortgagor must. notify the Mortgagcc of any change in use. Aftcr tilC cxpiIation of the AfTordability Period, tins Restrictive Covenant shall lapse and be of no further forcc and cffcct. (d) Notwithstilllding thc restrictions cnntained in Paragraph I(a) abnve, Morlgagnr shall be allnwed to rcfmancc the Prcmiscs without being subjcct to thc provisinns set forth therein so long as thc amount of the rcfinancing dncs not cxcced the then ouhtanding balance of tile Senior Mortgages. In order to further ensure thc enforcemcnt of subsection ( c) above, mlY and all suceessnrs, heirs and assigns herein must obtaill the prior written consent. of the of tile Miami Beach Redevelopmcnt Agency Executive Dircctor prior to the resale of the Premises which consent shall not be unrcasonably withheld. The Mortgagec rescrves the right to revicw compliance with all afford ability requirements, as described above. Notwithstanding anything to thc contrmy contained herein, in the event of a foreclosure md rcsalc of the Premises or a deed in lieu of forcclosurc, this Restrictivc Covenant shall lapsc and he of no iiuther f(lJ:ce and cffcct The foregoing covenants and restrictions shall be considered and constmed as covenants and restrictions recorded against the Premises, and Ole same shall bind all persons claiming nwnership of all or my pOltion of the Premises. The Mortgagor hereby acknowledges and agrees lhat the MOltgagee is a beneficiary of this Restrictive Covenmlt 5 ~ I I ! and the Mortgagor shall nnt r"lcase_ or ~Jl1ell~l tlns)\estrietive Covenmlt without the prim . wri!ten consent of the Mortgagee. Invalidation of mlY of these covenants by a Court of competent jurisdiction shall in no way affect any of the other covenants which shall remain in full force and effect .T. .Colldemn'!tiQn. If all or any material pm of the Premises shall be dantaged or taken through condemnation (which !elm when used in this Mortgage shall include any dmnage or taking by any governmcntal authority, and any transfer by private sale in lieu thereof), either temporarily or permancntly, the entire indebtedness secured hereby shall at the option of the MOltgagee, bccomc immediately due and payable. The Mortgagee shall be entitled to all compensation awards, and 01her payments or relief therefore and is hereby authorized, at its option, to eonunence, appear in and prosecute, in its own or 1hc MOltgagor's nmnc, any action or proceeding relating to any condemnation, and to settle or compromise any claim in connection therewith. All such compensation, awards, damagcs, claims, lights of actiou and proceeds and the light thereto are hereby assigned by tile Mortgagor to the Mortgagee, who, after deducting therefrom all its expenses, including attorney's fees, may l-c1ease any moncys so rcceived by it to Mortgagor without affecting the lien of this Mortgage or may apply the same to the reduction of the sums secured hereby, and tn mlY prepayment charge herein provided, and any balance of such moneys then remaining shall be paid to the Mortgagor. The Mortgagor agrees to execute such further assigmnents of any cnmpensations, awards, damages, claims, rights of action and proceeds as the Mortgagee may reasonably require. Notwithstanding the foregoing., Mortgagee shall allow any proceeds or other smus payable Ii.om a condemnation proceeding to be applied for restoration of the Premises, subject to such terms and conditions as are reasonably satisfactory to Mortgagee. K Hazardous Waste Storag9. The Mortgagor covenants with the Mortgagee that the Prcmises have not bcen used and will not be used in whole or in part for thc storage nf hazatdnus wastc otller than in aceordancc with all applicable governmental reqnircments. II. A. Defm!il. A default shall have occun,ed hereunder if: (a) The Mortgagor shall fail to pay in full within fifteen (15) days from when due auy installment of principal, interest, or late chm"ges required by the Note, this Mortgage and otherwise; or (b) The Mortgagor shall fail to duly observe on time illlY other covenant, condition or agreement of this Mortgagc or of mlY other instrwnent evidencing, securing or executed in cOllilection with the indcbtedness seemed hereby, (herein this Mortgage, Note illld said nther instlU1llents are sometimes collectively called the "Loan Documents") and such failure lemains uncured for a period of thirty (30) days after notice thereof shall have been given by the Mortgagee to the Mortgagor (or for an extended pcriod approved by Mortgagee if such default (, @ statcd in such notice can. be conected, bnt not witlrin such thirty (30) dayp~riod, mld if the Mortgagor commences snch concction within such thirty (30) day period and tllereafter diligently pursues the same to completion within such extended period). ( c) Any warrantics or representations made or agrccd t() be made in any of l1,e Documents cxccutcd in connection with the Note shall be breached by the Mortgagor or shall prove to bc falsc or misleading in any material respect; or (d) Any licn for labor or material or otllerwise shall be filed against the Premises, and such lien is not canceled, removed, trmlsferred, or bondcd off within thirty (30) days; or (c) A levy shall be made undcr mw proccss on, or a receiver be appointed f()r, the Premises or any other property of the Mortgagor; or (:I) The Mortgagor shall file a vnluntary petition in bankruptcy, or illlY other petition or answcr seeking or acquiescing in any rcorgilllization, arrilllgemcnt, composition, readjustment, liquidation or similar relicf for the Mortgagor under any present or future federal, state or othcr statutc, law or regnlation relating to bankruptcy, insolvcncy or other relief for debtor; or (g) Thc MOltgagor shall seek or consent to or acquicscc in the appointment of any t11L~tcc, rcceiver or liquidator of the Mortgagor Dr of all or mlY part of the Premises 01 of illlY or all of the rents, revenucs, issues, emrrings, profits or incolIlc thereof; or (h) The Mortgagor shall make illlY general assignmcnt for the benefit of crcditors; or (i) ln any legal proceeding thc MOltgagor shall bc adjudged to be insolvcnt or unable to pay the MOltgagor's debts as tlley become due; or Q) Thc Mortgagor shall do, or shall omit to do, any act, or any event shall occur, as a rcsult of which mlY obligation ofthc Mortgagor, not arising hereunder, may be declared imIllcdiatcly due and payable ]JY the holdcr thereof; or (Ie) Failure by Mortgagor to comply with thc Rcstrictive Covenants set forth in Section I herein; or (I) An Evcnt of Dcfault occurs under the terms of lhc documents executcd in conncction with thc Notc. B. Acceleration of Matl)rity, If a dcfault shall have occull'ed hereunder, then the wholc unpaid principal sum of thc indebtedness secured hereby with illterest accrucd tllcrcon shall, at the option of the Mortgagee, becomc due and payable without noticc or dcmand, 7 fP timc being of the essence of .thi_s .rvlortgage ?Jld. (jf the Note secured hereby; and no. omission on the part of the Mortgagee to exercise such option when entitled so to do shall be considered as a waiver of such right. C. Right of Lender to Enter mld Take ~osscssion (a) . If any default shall have occurred and be continuing beyond any applicable grace period, thc Mortgagor, upon demmld of the MOltgagee, shall forthwith surrender to the Mortgagee the actual possession of the Premises and if, mid to the extent permitted by law, the Mortgagee may enter and take possession of the Prenrises and may exclude the Mortgagor and the Mortgagor's agents and emplnyees wholly therefrom. (b) For the pm-pose of carrying out thc provisions of this paragraph, the Mortgagor hereby constitutes and appoints the MOltgagee the !me and lawful attorney in fact of the Mortgagor to do and perform, from time to tinle, any and all actions necessary ,md incidental to such purpose and does, by these presents, ratify and COnfi\ID mry and all actinns of said attorney in fact in the Premises. ( c) Whenever all such defaults have been cured mld satisfied, the Mortgagee shall surrender possession of the Premises to the Mortgagor, provided that the right of the Mortgagec to takc possession, from time to time, pursumlt to this subparagraph shall exist if any subsequent default shall occur and be continuing. D. Anl10intment of a Receiver and Foreclosnre. (a) If a default shall have occurred hereundcr, then the whole debt secured by this MOltgage, with all interest therenn, and all other amounts hereby secured shall, at tile option of MOltgagee, becomc immediately due and payable, and may fnrthwitil or at any time thereafter be collected by suit at law, foreclosure of or othcr proceeding upon this Mortgage or by mlY other proper, legal or equitable procedure without declaration of such option and without notice. (b) Upon, or at MY time after, the filing of a complaint to foreclose this Mortgage, the COUlt in wlnch such complaint is filed may appoint a receiver of the Prcmiscs. Such appointmcnt may be made either before or after sale, without notice, without regaId to thc solvency or insolvency of Mortgagor at tile time of application for such receiver and without regard to the then value of the Premises. Such receivcr shall have pnwer to collect the rents, issues and profits of the Premises dllIing the pendency of such foreclosure suit, ,md in case of a sale mld a deficiency, during the full statutnry period of ledcmption, if any, whether there be redemption or not, as well as during MY further times when Mortgagor excellt for the intervention of such receiver, would be entitled to colIcct such rents, issues and profils, mld all other powers which may be necessary or are usual in such cases for the protection, possession, control, management and operation nf the Premises during the wholc of said period. 8 f -... - ( c) Mortgagor shall deliver to Mortgagee at my time on its request, all agrccments for deed, contract~, leases, abstracts, title insurance policies, muniment of title, surveys and other papcrs rclating to the Premiscs, and in case of foreclosure thereof and failure to redeem, the same shall be delivered to and becomc thc propcrty of the person obtaining a decd to the Prcmises by reason of such foreclosure. E. piscontinuance of Proceedings and Restoration of the Pmties. In case thc Mortgagee shall have prneeeded to enfnrce any right or remedy nnder this Mortgage by receiver, entry or otherwise, alld such proceedings shall havc been discontinued or abmdoned for any reason or shall have bccn detelmined adverse to the Mortgagee, tllen and in every such case the Mortgagor and the Mortgagee shall be restnred to thcir former positions and rights hereunder, and all rights, powers and remedies of thc MOltgagee shall continue as if no such proceeding had been taken. F. Remedies Cumulative. No right, powcr or remedy conferred upon or reserved by the Mortgagee by this Mortgage is intended to bc cxclusive of 11llY other right, power 01 remedy, but each md every such right, power md remedy shall be cumulative and concurrent and shall be in addition to any other right, power and remedy given hereunder or now or hereafter existing at law or in equity or by statute. IlL A Successors .and Assigns Included in Palties Whenever in this Mortgage one of the pmties hereto is nmned or referred to, the heirs, legal representatives, SUcceSSOIS and assigns of such parties shall be included md all cnvenants and agreements contained in this indenture by or on behalf of the Mortgagor and by or on behalf of the Mortgagee shall bind mId inure to the bencfit of their respective heirs, legal representatives, successors and assigns, whether so exprcsscd or not. Provided, however, thattllc Mortgagor shall have llO right to assign its obligations hereunder Witllout thc prior written consent of the Mortgagee, which consent shall not be unduly withheld, conditioned or delayed. B. Headings. The headings of the sections, paragraphs mId subdivisions of this Mortgage are for the eOllvcnicnce of rcterencc only, are not to bc considcrcd a pmt hereof and shall not limit or otherwise affect any of the terms hercof. C. Invalid Provisions to Affect No Others. If fulfillment of any provision hcreof or my tImlsaction related hcreto or to the Note, at the time pcrfolmance of such provisions shall be due, shall involvc transccnding thc limit of validity prescribed by law, thcn ipso facto, the obligation to be fulfilled shall be rednced to the limit of such validity; and if any elause or provisinn herein contained operates or wonld prospcetively operate to invalidate this Mortgage in whole or in part, then sllch clause or provision only shall be held for naught, as though not herein contained, ancl the remainder of this MOltgage shall remain operative and in full force and efl"ect. Notwilhstanding mry provision contained herein, 9 ~ the tntal liability of Mortgagor for payment of interest, including selvice charges, penalties or any other fees pursuant to this Agreement, shall not ex.ceed the maximum amount of such interest permitted by applicable law to be chm.ged, and if illlY payments by Mortgagor include interest in exccss of the max.imum allowable amount then said excess shall be applied to the reduction of the unpaid principal amount due pursuant hereto. D. Numher illld Gender. Whenever thc singular or plural number, masculine or feminine or neuter gender is used herein, it shall equally include the other. E. Future Advances. Any loan of money from Mortgagee to Mortgagor made witlnn twenty (20) years from the date hereof. The total amount of the loan from MOltgagee to MOltgagor may decrease or increase from lime to time, but tlle total unpaid aggregate balance secured by this Mortgagc at anyone time shall not exceed $2,000,000.00, plus interest thereon, and any disbursements made for the payment of taxes, levics, insurmlee or other liens on the Premises, with interest on such disbursements. IV. A. Nntice. Any notice or other communication reqnired or permitted to be given hereunder shall be sufficient if in writing mId delivered in person or sent by United States Certified Mail, postagc prepaid, to thc patties being given such notiee at the following addresses: MORTGAGOR: MOCDC Meridian Placc, LJ ,C 945 Pennsylvania Avenue Miami Beach, FL 33139 Attention: Robcrto Datone, President MORTGAGEE: MIAMl BEACH REDEVEOPMENT AGENCY 1700 Convention Center Drive Miami Beach, Florida 33 139 Attention: Execntive Director With a eopy to: CITY OF MIAMI BEACH Housing and Community Development Director Neighborhood Services Department 1700 Convention Center Drive Miami Beach, Florida 33139 Any patty may change said address by giving the other parties hereto notice of such change of address. Notice given as hereinabove prnvided shall be deemed given nn the date nf its deposit in the tftntcd States Mail and, unless sooncr reccived, shall be deemed received by the party tn 10 ~ whoi!l it is ad(lressed on the t~ird. e.ale,l~ar day. following. tlle date. on winch said notice is deposited in the mail, or if an courier system is used, on thc date of delivery of the notice. v A. Assigmnent of Rents and Leases. As further security for payment of principal interest and other amounts due Mortgagee now orhereafteI seenred hemby, Mnrtgagor hereby transfers, assigns mld sets over unto Mortgagee all leases, if any, now or hereafter entered into by Mortgagor with rcspect to all or any part of the Premises, and all renewals, extcnsions, subleases Or assignments thereof; and all otller written or oral oecnpancy agreements, by concession, license or otherwise, togetller with all of the rents, incmne, receipts, revenues, issnes and profits arisingtllerefrom. Mortgagee shall have, in addition to all other rights and remedies herelmder, tllose rights of a mOltgagee under Florida Statutes Section 697..07, as now or hereafter in effect. B. Security Agreement. This instrul11cnt also creates a security interest in mlY and all equipment and fimnshings as arc considcred or detennined to be personal property or fixtnrc.~, together with all replacements, substitutions, additions, products and proceeds thereof, in favor of the Mortgagee undcr the Florida Ulnform Commercial Code to secure payment of principal, interest and othcr mnounts due Mortgagee now or hereafter secured hereby, mld Mortgagee shall also have all the rights illld remedies of a secured party under the Florida Uniform Commercial Code, and without linritation npon or in derogation of the rights mld rcmcdies crcatcd and accorded to the MorLgagee by this Mortgagc pursuant to thc common law or any other laws of thc State of Florida or mw other jurisdiction, it being understood that the rights and remedies of Mortgagee under the Florida Unifon11 Commercial Cnde shall be cmnulative illld in addition to all other rights illld remedies of Mmtgagee arising under the common law or any other laws of the Statc ofFlnrida nr MY otherjurisdiction. C. Chnice of Law. This Mortgage is to be construed in all respects illld enforced according to the laws of the State of Florida. D. .f.jim:W!ILBff"'''-t. This Mortgage shall be binding upon and inure to the benefit of the MnrLgagor and Mortgagce hereto, and their respectivc hcirs, successors and assigns. (SIGNATURE AND ACKNOWU7.DGI'vfI.:NI APPEAR ON NEXT PAGE] 11 '~ IN WITNESS WHEREOF, Mortgagor has caused this Mortgage to be executed on the date first above writtell. WITNESSES: MORTGAGOR: MBCDC Meridian Place, LLC, a Florida not-for- profit corporation By: Miami Beach Community Development Corporation, A Florida llon-profit corporation, its ~-0vua M sole member Print Name:crl.~AA......fV1~Lt:dlfl/ ~ ~~(i.A~ n.j4~tJfhf\O~ ~beii~Datorre Print Name:(ll(,.\t,',l-.. 'PdA_4..,fW k.to.rif\A ~'+eiI'itle: President STATE OF FLORIDA ) COUNTY OF MIAMI-DADE ) ~ The foregoing Mortgage and Security Agreement was acknowledged before me this ~ day of February 2007, by Roberto Datorre, as President of Miami Beach Community Development Corporation, a Florida non-profit corporatioll, the sole member of MBCDC Meridian Place, LLC, a Florida limited liability company, on behalf of the corporation. He is personally known to me or has produced Florida Driver's License No. ~ ~ as identificatioll. 6Ad~~ Name: Notary Public State of Florida at Large My commission expires: 12 OR BK 25363 PG 1654- LAST PAGE EXHIBIT "An LOT 4, in Block 74 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 Miami- Dade County, Florida