Subordination AgreementPlus instrument was preparrd by
~-S fi-doaP
Bcrnardc A. I'amtondo, Esy.
I,iebler, ronzalcz fi portuouAo, P.A.
Counirouse'I rnver, Suilc?iUU
~iL \A•USl Flsgtcr Slr'tXa
Miami, Florida ;? ~ I3U
111111 tilfi IIIII Illif ilill Illli Illll ~~~~!{li
Cdi t;k 2c. ': c~G~, ii,,U.'. - °~Li:; i~$assi
RICUftIiEF.~ i3?/1'7/:?i4p :5:1~:1`~
lFin:VEY Rllb`IFh (L_.6:1( ()f i.DLIRT
M~rtllI-C.~f,C4: C(?UHT'(r FLUI~IUA
SLBORDLV:1'I'ION .4GREENLEV'f
Sspt'
THIS AGRF,ENf6'NT made as of.k~e IS ,'_OOK, by (i} G1LF:\T FLORIDA 13.ANK, a
I~ lorida banking curporatiar (the "Scniur Lender"), ++~hosc• address is I X050 T~.~t'. ?9`t' Court,
Suite 2U0. Miami Lakes, Florida 33016; (iii THL h11A~11 RHACH REDLVJ~.I.OI'b1F.T~T
AGI?~Cl', a public body coryxrrate and politic. (the "Subordinate Lcndcr"). whose post oiiice
address is 1700 Casverd,a., Lenbr Ll't c tN ~ $d~:nd (iii) bIRCDC: `fHE ALLCV, l.L('', a
Florida limited liability company (the " orto'~ve~i '); whose address is 945 I'cnnsvlvania
:'lvenuc, Miami Reach, Florida 33139.
RIsCI'1'ALS
:1. iorrower and Suburdiuate lender entcr+;d into a Loan Agrucm+;nt, dated
April 30, 200'+ (the "Subordinate l.aan Agrccnrcnt"}. pursuant w ++fiich Subordinate Lender
agreed to make a loan in the original principal amount of $3,469.34?.5(1 (the "Subordinate
Loan") to Borrower. The Suburdiuate Loan is secured by a Declaration of Restrictive Covenants,
dated April 30, 300?, and recorded in Offi:;ial Records Rook 25591, at Pate 994 of the Public
Records of Miami-Dade County. Florida (the. '`Declaration"}. The Declaration coustirirtes an
encumbrance on the real propem~ described in Lstribit "A" attached hereW arul trade a part hereof,
t}rc impnwcmcnts thereon, acrd certain personal property relating thereto (arllectivcly, the
"Propety").
R. C`ontcmporaneously with the e~ccutiou of this •4greement, Bunoe~cr and Senior
Lender shall error into a Construction Loam Agreement, of even date herewith (flee "Construction
Loan Agreement"). pursuant W which Senior Lender has agreed to make a constntctiuu loan in tlrc
principal anxxmt of S5U0,000 to Ban~ower (the "Senior Loan") to he evidenced by a promisson•
note in like principal amount from Burro+ver to Senior Lender (the "Scniur Vote"). The Scniur
Note shall tic secured by a ~1ut•[gage. Assignment uI' Rcn[s and Security Agrccrncnt., of even date
herewith. from Borrower to Lender (the "Great rlorida Mortgage"). Hcrcinafta' the C:onsu-uction
Loan Agreement and the Great Florida Ivlorlgage arc collcetively referred to as the "Senior
Mirilgag: ".
C. Lcudcr will not make the Senior Loan unless it is suurul by a ticst priority mortgage
lien upon and security interest in the Property, and to induct the Senior Lender to make the Senior
Loan, lh: Subordinate (..ender is willing to subordinate its rights uudor the Declaratiom to the
rights ol'the Senior Lender under Ih+; Senior ~lortgag+;.
;~GRL'ENIEVT
NOW, THEREFORE, in crnrsideratiun of the sum of T);N AND NO,•'100 UULLARS
(SL(1.U0} and other good and valuable consideraliou, from one to the ollrer paid. the receipt curd
sufticienc}• of +ahich arc herehy aclcru>wlcdgcd. anti to induct Senior Lender to make the Senior
Loan, the panics do hereby agree:
L Recitals. The Recitals arc h'ue and correct and arc made a parr herouC
2. Subordination.
(a) Notwilhstandiug the order of recording of the Senior ~4ortgagc and tltc
Declaration, so long as Qr Senior Mortgage remains outstanding- the Decictr<tlion is and shat I he
made suhordinnte and inferior to the Senior Mortgage and w all debt evidenced or secured
thcreb~ including principal, interest, costs and expenses, and to any and all extensions,
modification,, amendments, enlargcmcuts or renewals thereof or future advances made
thercundcr, further, the tt:nns of the 1)cclaration and all riglus and remedies available to the
Subordinate Lender pursuant to the Declarttion, including but nut lirnited to the right to
purchase the Property or receive the Propony by conveyance or disposition, arc beech}' made
expressly subordinate to the terms of the Senior Mortgage and the rights and remedies of
Senior Lender under the Senior Mortgage.
(b) The indehtcducss of Borrower. and eny other obligor pursuant to the
Subordutate Note. and uny and all other indebtedness and other obli;ations of Borrower to
Subordinate Lender, and the Declaration and all other liens, encurnbranccs and securih interests
givcu to secure the payment oC tttc Subordinate Vote and any other oblivaticros of payment ar
performance of Borrower to Subordinate Lender, whether now existing or hcrcafta' created cx
acyuired, shall be and herehy arc subordinated in lien, priority and payment of principal and
interest and all other charges and fees, including, without limitation, taxes and insurance
premiums paid by Subordinate Lcndcr and interest accruing alter any default or petition in
battlcrttptcy, to the indebtedness of Borrower pursuant to tltc Catstntction Loan :•ygtccmcnt, and
all liens, encumbrances and secwity interests liven to secw-e the payment thct'cof, whether now
existing or hereafter created ur acquirod, including; without limitation, the Senior `4ortgaec, and
arty and all other indeblcdncss of Ron-o+ver to Senior Lcndcr, whether now existing or hereafter
created or acquired, and any and all liens, encumbrances, and securih interests given to secw-e
the repayment or pavmcut thcreot; whether now existing or hereafter created ex acquired, and to
any and all other loans, advances; extensions of credit, or other accommodations to or for the
account of L;orro+ver as Senior Lcndcr may elect to make from time to time to Borrower, for the
following purposes: (a) advances expressly contemplated under the curreit provisions of the
Senior Mortgage; (b) advances or expendihtres for the payment. of real estate taxes, insurance
premiums or actions which, in Senior Lender's reasonable discretion; may be required to protect
and prescrv'c the Property or the' lirst priority lien of the Senior Aortgage; or (c) advances,
1-ollo+ving the occtn-renc~ ul au C~:vent of I)el'ault, to the extent reasonably ncccssat•p• to complete
constnution substantially in acan-dance with the plans trod spccilicatimts for the applicable
improvements, and to such renewals and extensions thereof.
3. Conditions 1'reccd4nt to Remedial :~cti~n_ If a default occurs under the
Subordinate Loan :ygTCCment or the Declaration (a "Subordinate Loan T)cfault") and is
continuing, the Suhordintate bender agrees that, without the Senior Lcud: is prior written
conscut. it will nat exerciso its rights +vith respect to requiring a conveyance of the Property
to Subordinate Lcndcr under the Subordinate loan .4grectncul or the Declaration or exercise any
other rights or remedies it may have under the Subm-dinalc. Loan Agrocment or the Declaration,
including, but not limited to accelerating the Subordinate Loan, collecting payment of principal
due on the Subordinate Loan. rents, appointing (or seeking the appointurcnt ni) a receiver or
exercising an}• other rights or remedies thereunder unless acrd until it has given the Senior Lender
al least 30 da}`~ prior written uuticc. 'fhe Senior Loader shall have the right, but not the
obligation, to cure any Subordinate Loan Default within the g~rcater of (i) thin}` (30) days from the
date it receives notice of the Subordinate Loan Dci'tnrlt or (ii) the sarnc time period for curing a
default which is given to the Borrower under the Declaration, except that the Senior Lender's time
period for cure shall begin on the date on which it receives notice of the Subordinaic Loan
Default. All amounts advanced or cxpcudod b}' the Senior Lender to cum a Subordinate Loan
Dciault shall be dcemcd to have been advanced by the Senior Lendu- pursuant to, and shall be
secured by the lien of, the Senior Vlorlgagc.
]f a default occurs under the Senior Mortgage (a "Senior' Loan Dclault") and is
conliuuing, the Senior Lender agrees that. without the Subordinate Lender's prior wriucn
consent, it will not exercise its rights with respect to cormnencing a foreclosure action
against the Properly under the Senior ~lortgagc ur exercise any other rights ur remedies it may
have under the Senior Mortgage, urcluding, but nut limited to acccleraturg the Senior Loan,
calleclurg payment of principal due ou the Senior Loan, rents, appointing (or seeking the
appointment of) a receiver or exercisinv any other rights or remedies thereunder unless and until it
has given the Subordinate Lender at least ?U days' prior' w•ritton notice. The Subordinate Lender
shall have the right. but not the obligation, to cure any Senior l:aan Ucl'ault within the ~~cater of
('i} thirty (30} days from the date it receives notice of the Senior Loan Default or (ii} the same time
period for curing a default which is given to the Bon'uwer under the Senior ~`}orlgage, except that.
the Subordinate Lender's time period for cure shall begin on the date on which it receives notice
of the Senior Loan Default.
A. Insurance and Condemnation. In the event oC partial or total destruction of the
T'rupcrty +xhich reudts in the pa}•ment of insurance proceeds, or in the event of a condemnation or
similar prucccditrg which results in the payment of an a+vard, the proceeds or award shall be applied
in accordance +vith the relevant provisions of the Senior Vlongagc.
i. Notices. Ail notices hereunder shali be in writing and shall he deemed to have been
sufticicntly given or scn=ed for all purposes when delivered by hand or three (3) days afro
mailing when sent by registered or certified mail; return receipt requested, postage propaid. to the
addresses set forth above, or at such other address of+ahich a pam shall hank notified the park
giving such notice in writing.
6. No lYaiver. Senior l.cnder's exwutiou of this A~cctncnt with respect to the
Declaration is not and shall not be dcemcd a waiver of the Senior Lender; rights to prohibit any
other junior mortgage of the Property. No delay an tlic part. of Senior Lender in fhc exercise of any
right nr remedy hereunder or under the Senior D4ortgage, shall operate as a waiver of any right
hereunder.
C'ountemarls. 'fhe parties hereto agree that this Suhordinatiou Agreement map` be
executed in two ur more counterparts. each of which shall be an original. but all of which shall
eunstihrte one and the sanr. instnuncnt.
8. Cost, of Enforcement. Should suit be brought to enforce the provisions aC this
Agrocment, the prevailin; party shall he entitled to recover its reasonable attorneys' fees
incurred both al trial and un appeal.
9, f ara>;ranh Headings. l'he headings of the varioa~ paragraphs of this Subordinatiou
Agreement have been inser-[ed only lur the purposes of, convenience, and arc not part of this
Suburdination .~greenteul and shalt not be deemed in any manner to modity~, explain or restrict au_v
of the provisiuns of [his Subordination Agrecmau.
10. Chgicc of I,ar+. "Phis :~grcement shall be cousinrcd, interpreted, enforced and
govcmcd h} and in accordance with the laws of the State of 19orida, oxeludutg the principles thereof
governing conflicts of law. If any pruvisiou shall be held pruhibit.ed or invalid uudet• applicable
law•, such provision shall be iucffcctive w the cstcnt of such prohibition or invalidity r~ithout
itmalidating any ut}rcr provision of this Agreement.
11. Bindine lit7ect. 'this Agreement ,hall be binding upon the $orrowcr and the
Subordinate Lender and their respective heirs, successors and assigns and shall inure to the
bcucY"rt of the Senior Lender, its successors and assigns.
(.Signahn•es aPpc>ur ar follorvirv~ pugesJ
S1G'SA'I'UKl+: P:~CE FOR
Sl!BORDINA7'IOV ~GRI:FI~•IFVT
I?~l R'IT~IESS ~~%HF.RF,OF, Senior Lender has caused this Subordination Agreement to be
dttl~ executed as of the day and year lust above written.
address:
Great Florida Kalil:
I ~(l~0 N. W. 79`r' Court, Suite 200
Miami l,ukes. Florida 33016
.Attention: F.rbi Rlanco=l'ruc, Senior Vicc
President:' CRa Officer
GI~aT Fi.ORI .A R:~ '
R?': !C
Erbi Rlan • 1=1'nte. Senior Vice President:`
C1L~10fficer
STATE OF FLORIDA )
SS:
COI;NI'Y OF 1\~9L~t•41-llAllE )
~~~~
I'hc foregoing ittstrument was acktx~~mledgcd before me tkris ~ day of st, 200A
by F.rbi Rlunca-True, the Senior `ice Yresidem .` CR~1 Officer of Great Florida Bank, a Florida
batrkine corporation, Ior and on behalf of said batiling corporation.
Personalh Knosm~n X OR Produced Identilication
'Type of ldcntification Produced
~~ G~-~
Print T Stamp Nantc: _ _
Nota ,• Public, State of Florida, at Laree
i\4y Commission Expires:
~.~' w~ N;,;ary Fuhhc Stale cd Fbritla
_ Lla•a VCunars
°. Idy (:amrcie~r~r DC520~~
rye°E' EzPbe~tWr25:2?70
S-l
SIGNATI RT PA(.L: L~OR
SLSO12INl\ATIOi\ ~\(:RF,6NII•a\T
IN \k'ITN]iSS \\%IIF.RF.OF, Subordinate Lender has caused this Subordination Agrecnrent
to be duly executed as of the day and year first above written.
n4iAN11 REACH FtF.DRY`ELOYMfiNT
AGENCY
Bv:
Prin ame .-
Titl
yeu3 k-tArf Gl~,\~
sTn~rL of FLORrn:~ ~
SS:
COLTTY OF ht1:1AtI-DAnF. )
~~~~c~
The forgoing instrument ~a•as acknowledged beli~re me this ~ day of ~ s . ?008,
b)'~( le.t~he ~C;,Z~ Alfcl~~'tiami Beach Redcveloprnent Agency, a public
Uody orporate and politic, rand on behalf of said agency.
Ycrsotu~lly Kno~~n OK Produced Identification
Type of Identification Produced
Print or Stamp Naine: '
u. L
'
Notary Public, Stoic of Florida, at rye
~
~,.uwv
~
~
'~j~
t'I~V.M°v~ °'.d A3N` i
'~~Iv Commission Expires: pppa 's
Z3WOJ V1W~............~
~
...........
APPROVED A3 TO
FORM & LANGUAGE
& F -EXECUTION
w ''~ ~ '` Y z`I ~~'
ev io enl Agency t~
Gerierel CAUnepl ~., i~_
S1G1\,1TI:RE YACR FOR
$L1BORlliN:1T1ON AGRF.R~1~:ItT
1N Y~'(TNESS 1i`IILRF.OF', Liorrat'rer has caused this Subordination Agreement to he
duly executed as of the day and year first abort written.
NIBCDC': THE: ALLEN. LLC, a 1'lorida lirnitcd
liability company
B~avtlA\dl BL:ICII CONIA•1tINl"!'Y'
DF.VI;LOPi\RF.'~1T COKYOR.~I'ION, INC.. a
l~lorickt corporation, its sole member
L;}`:
Roberto ato .President
SiATF. Oh' k?LORIUA )
)SS:
COUNTY OF M1A\A1-llADF. 1
~~~ ~~
"I'hc foregoing instrument was acknowledged hefore me this 1~ day of a tst, 2008, by
Roberto Uatorre, President of Miami Beach C'ottnnunity llzvelopment Corporation, lnc.. the sole
member of MBCnC: The :Men, I:LC, a Florida limited liability canpany; on behalf of said
ct»npanics.
Personally Ivw~an _~ _ OK Produced identification _
l'ype of Ident ' •at'on Produced _
-+-
-/ ~__~
Print or an Name:
Notar Public. State of Plarida, at Large
Nly Conuttission F.xpires:
~v+~ °~.k '.~o~ary Vunlfc Stale o' FlonAa
i~da^.a d Cuuai;.
'?' 'd'i is?.mnisson J(?S'1094'
-)
t r-~~T F>~~c~t-.
h:JfHiB1T "A"
ULtiC{2TI'TinN OF LANll
Cotnntcncing at the N)1 corner of Blocl< U as shown on the Plat of the rcsuhdivision of Rlocls (i;
I1, J an;l Triangular 7 ract as recorded in flat ftook 6, Page 102, of the Public. hccords of Oado
County. Florida, run Northyl~esterly along the Southerly line of 21st street 22~ fcc: to a point;
thence YUII In a Southwesicrly direction uloug a line parallel to au tZi feet distant ~'`'cstcrly from
the Westerly line of Sheridan ijtew earl-) ~lvcnuc 124.91 feet at the point of beginning of the
't'ract of land herein t}escribed; thence continue along the last mentioned course a distance of
124.9! feet «~ the Northerly line of 2O street; thence run a Northyvesterly dircc:ion along the
Northcrl~~ ]ine of 20th Struct a distance of 3 I ?9 feet of the point of curvat<tre, P.C. of a circular
curve; lncnx run alone the arc of a circular curse deflecting to the right and having fitr its
elements a central angle of 66.04 degrees and a radius of 30 feet a distance of i~.64 feet to the
point of tangency' Y.T. of said circular curve, said P."f. bcinc on the F.astcrly line of 1~'ashington
.'lvenue: thence run tangent to the last mentioned circular curve along the. F.astcriy tine of
Washington Avenue a distance of 114.4 feet to a point; thence run in a Southeasterly direction
along a line parallel to and 124.91 feet distant Northerly from the Northerly line of 20th Street z.
distance of 101.R~ feet to the point of beginning of the tract itf land herein described.
OFFICE OF THE CITY ATTORNEY, Jose Smith, City Attorney
Interoffice Memorandum
To: Bob Parcher Date: October 27, 2008
City Clerk
From: Raul J. Aguila
Deputy City Attorney
Subject: Great Florida Bank Loan to MBCDC: The Allen (Subordination Agreement)
Bob:
Enclosed herewith is the recorded Subordination Agreement regarding the above-
referenced matter.
cc: Anna Parekh, Director of Housing & Community Development