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Declaration of Restrictive Covenants 2001 Washington Avenue.' - - ~ IIIIIiilllllllllilllitlllllllllillliilillllll `~ CFN 2lCl0. F2r~1~.5331cd OR Ek 25591 Pss 4994 - 9981 (Sass) REC0RDE6 45!04/2007 15:44:08 This instrument prepared by: HARVEY RUVIMr CLERK Of COURT Raul J.Aguila MIAMI-QAOE COUMTYr FLORIDA Office of the City Attorney City of Miami Beach 1700 Convention Center Drivo Miami Beach Florida 33139 (Space mserved fir Clerk ofCoun) DECLARATION OF RESTRICTIVE COVENANTS This Declaration of Reshicfive Covenants (hereinafter the "Covenant"), is made this ~ L•1 day of ` 2007 by MBCDC: The Allen LLC, a Florida limited liability company whose address is 945 Pennsylvania Avenue, Miami Beach, Florida, 33139 (hereinafter the "Owner"). RECITALS: WHEREAS, Owner is a Florida limited liability company whose sole member is Miami Beach Conununity Development Corporation, Inc., a Florida not for-profit housing corporation winch is also rho City of Miami Beach, Florida's designated Community Housing Development Organization (CHDO); and WHEREAS, Owner is undertaking a project to acquire and renovate/rehabilitate that certain historically designated real property located at 2001 Washington Avenue, Miami Beach, Florida (and hereinafter referred to as the "Premises", as defined herein and in Exhibit "A" attached and incorporated hereto) for the purpose of providing affordable rental housing for low to moderato income individuals and families (the'~roject"); and WHEREAS, the Premises and Pcojeet are/ia located within the City Ceater/Elistotie Convention Village Redevelopment Area, a community redevelopment area in the City of Miami Beach, Florida, designated and created pursuant to Sections 163.330-163.463, Florida Statutes (the "Community Redevelopment Act of 1969" or the "Act") (hereinafter refereed to as the "City Center RDA's; and WHEREAS, the Project is consistent with the City Center/Historic Convention Village Redevelopment and Revitalization Area Plan, as adoped by the City of Miami Beach Commission and the Miami Beach Redevelopment Agency, respectively, and as approved bytheMiami-Dade CountyBoard ofCounty Commissioners (hereinafterrefereed to as the "Redevelopment Plan"); and WHEREAS, the Project wrill promote the Redevelopment Plan objectives by (i) restoring and preserving historically contributing properties within the City Center RDA; and (ii) creating new affordable housing opportunities within said RDA for low and moderate income individuals and families; and WHEREAS, pursuam to Miami BeachRedevelopment Agency Resolution No.540-2007, passed and adopted on January 17, 2007, and Miami BeachRedovelopment AgencyResolutionNo. 545-2007, passed and adopted onMarch 14, 2007, and subject farther to the terms and conditions hereinafter contained, the RDA has agreed to loan Owner the funds for Owmer's acquisition of the Pretises. WHEREAS, Owner and the Miami Beach Redevelopment Agency, a public body corporate and politic (the "RDA")have entered into a LeanAgrecment, dated AprU 30, 2007 (the "Loan Agreement'7, which principal amountwas utilized by Owner is the purchase of the Premises to accomplish the stated purposes of the Project; and WHEREAS, the RDA desires, and Owner hereby acknowledges and agrees, to impose certainprovisions of the Loan Agreement as covenants and restrictions upon the Premises and any improveaunts located orhereinafter to be made thereon. NOW, THEREFORE, Owner voluntarily coveaanta end agrees that the following Premises located in the City of Miami Beach, Miami-Dade County, Florida, and legally described in Exhibit "A" attached and incorporated hemto (hereinafter the "Premises"), shall be subject to the following restrictions that are intended and shall be deemed to be covensnffi running with the land and binding upon Owner, and its successors in interest and assigns, as follows: 1. ThefmdiugssetforthinthaRecitalsofthiaCovenantareherebyadoptedbyroferenceandincotparated horein as if fully net forth in this Section 2. Miami Beach Redevelopment Agency (RDA) !buds, is the amount of Three MUlionFour Hundred Sixty Nine Thousand Three Hundred Forty Seven Dollars and .50/100 ($3,469,347.50) (the "Principal Amount'7, were utilized in the purchase of the Premises, in order to provide affordable housing for tenants in accordance with and consisront with the powers granted to the RDA pursuant to the Act, and the rents charged and the tenants thereof shall qualify under the Hiles and regulations promulgated by the United States Departmem of Housing and Urban Development, as same maybe amended fromtime to time. In consideration ofthese funds, the Premises shall be subject to the following restrictions for a period of thirty (30) years (Affordability Period), which period shall commence upon the date of issuance by the City of Miami Beach Building Department of a Final Certiftcate of Comp]etion for the renovation and rehabilitation of th'e Premises for the stated use and purposes contemplated by the Project. 3. Restrictive Covenants. Owner shall be subject to the following covenants and reauictions: (i) Owner must use the Premises as an affordable rental property for a thirty (30) year period, commencing from the date of issuance by the City of Miami Beach Building Departrttent of a Final Certificato of Completion for the rehabiliffition/renovation of the Premiaee (the "Affordability Period', and the rents charged and the tenaoffi thereof moat qualify under the roles and regulatana promulgated bylhe United States Department ofHousing and Urban Development atCFRPart 92, as same maybe amended from time to lima. Temts defined in 24 CFR Part 92, sad any amendments thereto, not othenvisa defimed in this Covenant, shell have the meaning net forth tharoin, In order to fluUtar ensure the enforcemem of this Section (3), Owner hereby recognizes, agrees, authorizes, end covenants that the Premises shall not be sold transferred, disposed of, or otherwise conveyed, except to the RDA, as provided herein (ii) If at any time during the Affordability Period, the Premises aro no longer used as an affordable rental propertyby the Owner, then the RDA, at its sole option and discretion, mayelect one of the following options: (a} Require Owner to re-pay the Principal Amount, in Rdl, together with all interest thereon, and any and all othar amounts as Huy then be or become due pursuant to the Loan Agreement; or (b} Require Owner, automatically and without further action required by the RDA, to promptly, on written demand, execute and deliver a Special Watranty Deed (subject to no liens or enewnbrances created bythroug6 orundar Owner), conveying good and marketable fee simple title in the Prerrdses to Ute RDA. Owner shall be reapomibla for the coat of documentary atampsand/or outer fax(es) imposed as a result ofthe conveyance contemplated by this subsection (ii)(b). (iii) Upon the conclusion of the Affordability Period, the RDA may, at its sole option and discretion, elect one of the following options; (a) Extend the Loan Agreement and the Affordability Period for an additional term, with such term to be determined in the sole judgment and discretion of the RDA; or (b) Require Owner, automatically and without further action required by the RDA, to promptly, on written demand, execute and deliver a Special Warranty Deed (subject to no liens or encumbrances created by through orundar Owner), conveying good and marketable fee simple title in the Premises to the RDA. Owner shell be responsible for the cost of 2 documentary stamps and/or other tax(es) imposed as a result ofthe conveyance contemplated by this subsection (i~~(b). (iv) The Principal Amount, together with all interest themon, and any and atl other amounts which may become due and payable to the RDA under the Loan Agreement, shall remain a lien superior in dignity to aE other liens, titles, claims, Agreements, and/or other encumbrances, until satisfied in the manner provided in this Covenant, or in the Loan Agreement. 4. IT IS SPECIFICALLY ACKNOWLEDGED BY THE PARTIES HERETO THAT THE PREMISES ARE TO BE USED, OPERATED, AND MAINTAINED ONLY AS AN AFFORDABLE HOUSING RESHENTIAL RENTAL PROPERTY, AND FOR NO OTHER PURPOSE. USE OF THE PREMISES FOR PURPOSES OTHERTHAN AS AN AFFORDABLE HOUSING RESIDENTIAL RENTAL PROPERTY SHALL BE DEEMED A DEFAULT UNDER SECTION 3 HEREOF. 5. The foregoing covenants and restrictioas shall be considered and consnved as covenants and resttictions running with the land, and the same shall bind all persons claiming ownership of all, or any portion of, the Premises. The Owner hereby aclmowledges and agrees that the RDA and the City of Miami Beach, Florida ("City"), respectively, are iatended to be the sole beneficiaries of this Covenant, and nothing in this Covenant shall confer upoa any person or entity, other than the RDA and/or the City, any rights or remedies under or by reason of this Covenaat. (, The Owner shall not release or amend this Covenant without the prior written consent of the RDA. '7. Invalidation of any ofthese covenants by a court of competent jurisdicNonshall inno way affect any of the other covenants, which shall remain in full force and effect. g. This CovenantshallberecordedinthePublicRecordsofMiami-Dade County,Plorida,atthecostof the Owner. 9. It is understood and agreed that any official of the Miami BeachRedevelopment Agency(RDA) may have the right at any time during normal working hours of entering and investigating the use ofthePrenrises, to determine whether the conditions of this Covenant and the requirements set forth herein, era being complied widt 10. AnactiontoenforcethetermsandconditionaofthisCovenantmaybebronghtbytheRDAand/orthe City and may be by action at law or in equity against any party orperson violating or attempting to violate any provision of this Covenant, either to restrain violations or to recover damages. The prevailing party in the action or suit shall be entitled fo recover costs and reasonable attorneys' fees, at all levels oftrial and appeal. This enforoementprovisionshall be in addition to any other remedies available under the law. 11. This Covenant ie to be constmed in all respects and enforced according to the laws of the State of Florida. This Covenant shall be governed by, and conshued is accordance with, the laws of the State of Florida, both substantive and remedial, without regard to the principles of conflict of laws. The oxchtsive vemie for any litigation arising out of this Cmeaant shall be Miami-Dade County, Florida, if in State court, on the U.S. District Court, Southern District of Florida, if in federal court. A:iattoV+GURWGREBMN'M4BCDC(Ths Allen, LLC Closing -Restrictive Covenant (Final 4.27.On.doc (RTsMADVDER OF THIS PAGH LEFT INTENTIONALLY BLANK] IN WITNESS WHEREOF, the Owner has hereunto caused these presents to be signed and, attested by the respective witnesses on this _ day of , 2007. WITNHSSES: OWNER: MBCDC: The Allen, LLC, a Florida limited liability company Hy: Miami Heach Community Development Corporation, A Florida non-profit corporation, its sole member Print Name: AMtfzEO 'lz~k°S nn~~ ,q' By: \,(l S Fula (~p(,l~,~yl Name: R erto atom prior Name: P tC~t ha ~Br erDu n _ Title: President STATE OF FLORIDA ) COUNTY OF MIAMI-DARE ) ~~` The foregoing Restrictive Covenant was acknowledged bafarc me this "/~ day of ~~ 2007, 6y Roberto Datorre, as President of Miami Beach Community DevelopinentCorporation, aFloridanon-profit corporation, the sole member of MBCDC: The Allen, LLC, a Florida limited liability company, oa behalf of the corporation. Ha is personally known to me or has produced Florida Driver's License No. X- T as identification. Name: Notary Public State of Florida at Lazge My wrrunission expires; Ott L'•K 25591 PG s3948 LAST PAGE ~., EXHIBIT "A" LEGAL DESCRIPTION The Premises shall be defined as the real property (the Land) located at 2001 WashingtonAvenue, MiamiBeach,Miami- Dade County, Florida, and legally descnbed as follows: Commencing at the NE corner of Block G as shown on the Plat of the resubdiviaion of Blocks G, H, J and Triangular Tract as recorded in Plat Book 6, Page 102, of the Public Records of Dade County, Florida, rwr Northwesterly along the Southerly line of 21st sheet 225 feet to s point; thence run in a Southwesterly direction along a line parallel to an 225 feet disffint Westerly from the Westerly lice of Sheridan (now park) Avenue 124.91 feet at the point of beginning of the Tract of land herein described; thence continue along the last nuntioned course a distance of 124.91 feet to the Northerly line of 20 street; thence mn a Northwesterly direction along the Northerly line of20th Street a distance of 31.29 feet of the point of curvattue, P.C. of a circular curve; thence mn along the aro of a circular curve deflecting to the right and having for its elements a central angle of 68,04 degrees and a radius of 30 feet a distance of 35.64 feet to the point of tangency P.T. of said circular curve, said P.T. being on the Basterly line of Washington Avenue; theaca run tangent to the last mentioned circular curve along the Westerly line of Washington Avenue a distance of 114,4 feet to a point; thence run in a Southeasterly duec6on along a line parallel to and 124,91 feet distant Northerly from the Northerly Wne of 20th Street a distance of 101.85 feet to the point of beginning of the tract of land herein described and shall include the Land thereof together with any buildings (including footings and foundations), equipment, factures, and other improvements and appurtenances of every kind and description now or hereafter executed, constructed or placed upon the Land and any and all alterations and replacements thereof, additions thereto and substitutions therefor.