HomeMy WebLinkAboutBack-Up DocumentsLOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
Prepared by and return recorded copy to:
City of Miami Department of Resilience and Public Works
Attention: Juvenal Santana, P.E., CFM
Director of Public Works
444 SW 2nd Avenue, 8w Floor -
Miami, FL 33130-1910
COVENANT RUNNING WITH THE LAND ("COVENANT")�
THIS COVENANT made and entered into this 23 day of February , 20__22,
by and between WATSON BRICKELL DEVELOPMENT, LLC, A DELAWARE
LIMITED LIABILITY COMPANY, (hereinafter called COVENANTOR) and the CITY OF
MIAMI, FLORIDA, a municipal corporation of the State of Florida, located in Miami -Dade
County, hereinafter called CITY; and
WHEREAS, COVENANTOR is the fee OWNER of. See attached Exhibit "A"
containing a legal description of the property (hereinafter called PROPERTY); and
WHEREAS, COVENANTOR has requested permission from CITY to construct and
maintain nonstandard improvements described in Exhibit `B" (hereinafter collectively called
"IMPROVEMENTS") within the public right-of-way on SW 8th Street from South Miami
Avenue to Brickell Plaza, adjacent to PROPERTY; and
WHEREAS, SW 8th Street from South Miami Avenue to Brickell Plaza is under
jurisdiction of the Florida Department of Transportation (hereinafter called "FDOT"); and
WHEREAS, FDOT is requiring that CITY act as permittee for the construction and
maintenance of the improvements within FDOT right-of-way; and
WHEREAS, CITY has required the COVENANTOR to execute and deliver to CITY this
instrument as a condition precedent to acting as Permittee and to the granting of said permission.
LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
NOW THEREFORE, in consideration of the permission by CITY to allow the
construction and maintenance of the IMPROVEMENTS within the dedicated public right of way
by COVENANTOR and in the further consideration of the premises, COVENANTOR does
hereby covenants and agrees with CITY that COVENANTOR shall, at no cost to the CITY,
remove the aforementioned IMPROVEMENTS whenever requested by, and upon thirty (30)
days written notice from, the Director of the Department of Resilience and Public Works of
CITY.
In the event that COVENANTOR, its successors, or assigns fails to remove the
IMPROVEMENTS when so requested, the Director of the Department of Resilience and Public
Works of CITY shall cause the aforementioned IMPROVEMENTS to be removed at the
expense of COVENANTOR; the amount of such removal cost shall be declared and established
as a lien on the property of such defaulting COVENANTOR and enforced as any lien of
materials furnished and work and labor done provided under the Statutes of the State of Florida,
the applicable Codes of the City and the County, and the COVENANTOR voluntarily,
knowingly and freely covenants and agrees that all recourse or cause(s) of action against the
CITY is hereby expressly waived as to any damage caused, direct, indirect, special,
consequential or otherwise, to any portion, in whole or in part, of the remainder of
COVENANTOR'S improvements, resulting from the removal of the aforesaid
IMPROVEMENTS from said public -Right -of -Way.
COVENANTOR shall provide maintenance of the IMPROVEMENTS, in accordance
with the CITY' S standards and specifications.
In addition, COVENANTOR agrees to accept and assume all obligations and
responsibilities being assigned to CITY in that certain FDOT MAINTENANCE
LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
MEMORANDUM OF AGREEMENT (hereinafter called "MMOA"), a copy of which is
attached Exhibit "C". In doing so, COVENANTOR accepts and assumes all obligations and
responsibilities pertaining to the IMPROVEMENTS within the PROJECT LIMITS, as is defined
by FDOT in the attached MMOA (hereinafter called "FDOT PROJECT LIMITS").
COVENANTOR shall inspect, manage and perform maintenance and repairs of all
IMPROVEMENTS located within the FDOT PROJECT LIMITS. COVENANTOR shall further
inspect the FDOT PROJECT LIMITS to ensure that no unpermitted IMPROVEMENTS or
modifications are installed or constructed, and that any such unpermitted IMPROVEMENTS or
modifications are immediately removed, or permitted in accordance with FDOT permitting
requirements. Notwithstanding the foregoing, COVENANTOR shall be obligated to remove any
IMPROVEMENTS or features within the FDOT PROJECT LIMITS that may cause an unsafe
condition to public.
COVENANTOR' S maintenance and repair obligations shall extend and include all
IMPROVEMENTS, located within FDOT PROJECT LIMITS, as is further stipulated in the
MMOA.
COVENANTOR shall ensure that a clear pedestrian path is maintained at all time in the
state right of way and easements, within the FDOT PROJECT LIMITS. For purposes of this
COVENANT, the "Clear Pedestrian Path" is defined as an American Disabilities Act (ADA)
compliant continuous, unobstructed way of pedestrian passage within the FDOT PROJECT
LIMITS, extending horizontally five (5) feet. No IMPROVEMENTS, features, obstructions or
encroachments of any kind shall be permitted within the Clear Pedestrian Path at any time,
except as may be required, and approved by FDOT, pursuant to the Paragraph hereunder.
LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
COVENANTOR'S responsibility and maintenance obligations hereunder shall include,
but not be limited to:.
a. Performing routine and regular inspections of the Clear Pedestrian Path
surface to ensure that the surface is ADA compliant;
b. Identifying damage and/or malfunctions in the surfaces; and repairing
and/or replacing damaged areas to ensure surfaces are maintained and that they do not
pose safety hazards for the public.
C. Ensuring that gaps within the surfaces shall not exceed a quarter (1/4) of
an inch. Differential settlement within the concrete/finish surfaces shall not exceed a
quarter (1/4) of an inch in depth.
d. Undertaking the maintenance and repair (when needed) of proposed
detectable warning surface as specified in the FDOT Plans and the latest Standard
Specifications For Road And Bridge Construction and in accordance with all applicable
FDOT guidelines, standards, and all applicable ADA requirements, as amended from
time to time.
e. When remedial action is required in accordance with the above
requirements, COVENANTOR at its own expense shall complete all necessary repairs
within ninety (90) days of the date the deficiency is identified.
f. COVENANTOR is responsible for obtaining copies of all applicable rules,
regulations, policies, procedures, guidelines, and manuals, and the Project Specification
and Special Provisions, as may be amended from time to time.
LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
g. Maintaining a service log of all maintenance operations that sets forth the
date of the maintenance activity, the location that was maintained, and the work that was
performed.
h. Submitting Lane Closure Requests to FDOT when maintenance activities
will require the closure of the sidewalk or a traffic lane in FDOT right-of-way. Lane
closure requests shall be submitted through the District Six Lane Closure Information
System, to the FDOT area Permit Manager and in accordance with the District Six Lane
Closure Policy, as may be amended from time to time.
COVENANTOR shall indemnify, defend, and hold CITY, its officers and employees,
harmless from any claims, demands, liabilities, losses or causes of action of any nature
whatsoever arising out of the acceptance by the CITY of this Covenant and/or the use,
construction, maintenance and/or removal of the IMPROVEMENTS, or any part hereof, from
and against any orders, judgments or decrees that may be entered, and from and against all costs,
attorneys' fees, expenses and liabilities incurred in the defense of such claim or in the
investigation thereof.
COVENANTOR shall indemnify, defend and save CITY, its officers and employees,
harmless from and against any and all claims, liability, losses and causes of action, of any nature
whatsoever that may arise out of the granting of this Covenant or out of COVENANTOR' S
activities under this Covenant, including all other acts or omissions to act on the part of
COVENANTOR or any person acting for or on COVENANTOR'S behalf, and from and against
any orders, judgments or decrees that may be entered, and from and against all costs, attorneys'
fees, expenses and liabilities incurred in the defense of any such claims or in the investigation
thereof or against, any civil actions, statutory or similar claims, injuries or damages arising or
LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
resulting from the. permitted work or use of the right of way, even if it is alleged that the City, its
officials and/or employees were negligent.
Additionally, COVENANTOR shall indemnify, defend, and hold CITY, its officers and
employees, harmless from any claims, demands, liabilities, losses or causes of action of any
nature whatsoever arising out of the acceptance by the CITY of the MMOA with FDOT, or any
part thereof or activities thereunder, from and against any orders, judgments or decrees that may
be entered, and from and against all costs, attorneys' fees, expenses and liabilities incurred in the
defense of such claim or in the investigation thereof.
COVENANTOR shall keep in full force and effect, at all times during the exercise of this
Covenant, a commercial general liability policy of insurance of at least $1,000,000 per
occurrence and $2,000,000 aggregate for bodily injury, including death, and property damage.
The certificate of insurance should afford coverage for premises and operations liability,
products and completed operations, personal and advertising injury liability, and any other
endorsements pertinent to the scope of work. The insurance should be primary and non
contributory.
The insurance and Covenant shall be subject to the approval of the CITY's Risk
Manager and the CITY Attorney. The insurance policy shall be procured and premiums paid by
COVENANTORS. The effective date of the policy shall be the effective date of the Covenant,
and the policy term or any renewals thereof shall remain in effect for the term of the Covenant.
The insurance carrier for the policy must be rated no less than A- as to management and
no less than Class (V) as to strength by the latest edition of Best's Insurance Guide and must be
approved by the CITY's Risk Manager. CITY shall be listed as Additional Insured under the
policy. Proof of insurance shall be supplied to the satisfaction of CITY prior to the issuance of
LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
any permits. A Certificate of Insurance bearing CITY as "Additional. Insured" shall in no way
relieve COVENANTORS of the .obligation to add CITY as "Additional Insured" to the actual
insurance policy. The insurance policy shall provide that CITY be given at least thirty (30) days
advance written notice of any material changes, cancellation or non -renewal notification of any
policy and, in the event of such material change, cancellation or non -renewal notification,
COVENANTORS shall immediately replace said policy with another policy to the satisfaction of
CITY with the receipt of a certificate of insurance for such policy by CITY at least ten (10) days
prior to the effective date of the material changes, cancellation or non -renewal of any policy. In
the event that CITY is not in possession of same by such date, then CITY shall have the right to
immediately secure a similar insurance policy in its name with the total cost of the premium and
all monies that may become due during the term of the Covenant being charged to
COVENANTOR and CITY shall have the right to declare and establish said costs as a lien on
the PROPERTY of COVENANTOR, enforced as any lien provided for under the statutes of the
State of Florida. COVENANTOR agrees to increase from time to time, as required by the City's
Code, the limits of the comprehensive liability insurance policy required to be provided pursuant
to this Covenant, upon the written request of CITY.
It is expressly understood and agreed that this COVENANT touches and concerns the
PROPERTY, and shall be binding upon COVENANTOR, and also upon grantees, heirs,
successors -in -interest or assigns of COVENANTOR, and shall be a condition -implied in any
conveyance or other instrument affecting the title to the aforesaid property or any portion
thereof.
Any notice, request, demand, approval or consent given, or required to be given, under
this Covenant shall be in writing and shall be deemed as having been given when mailed by
LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
United States registered or certified mail (return receipt requested), postage paid, to the other
parties at the addresses stated below or at the last changed address given by the party to be
notified as hereinafter specified:
COVENANTORS: Watson Brickell Development, LLC
Attn: Francis H. Scola, III
4100 NE 2id Avenue, Suite 307
Miami, FL 33137
CITY: THE CITY OF MIAMI
Attention: Director,
Department of Resilience and Public Works
444 S.W. 2nd Avenue, 8"' Floor
Miami, Florida 33130
COVENANTOR herein expressly acknowledge that (a) permission granted by the CITY
to construct the IMPROVEMENTS on CITY public right of way is solely for the limited
purposes set forth herein and does not constitute a lease and that the rights of the
COVENANTOR hereunder are not those of a tenant but is a mere personal privilege to do
certain acts on CITY public right of way, (b) the CITY retains dominion, possession and control
of the CITY public right of way and can in the event of default by COVENANTOR unilaterally
end the permission granted herein to COVENANTOR, without fault or breach or cause
whatsoever provided, however, that notice is given to COVENANTOR and COVENANTOR has
not cured the event of default within the period of time specified herein after receipt of notice
and (c) COVENANTOR does not and shall not claim at any time any interest or estate of any
kind or extent whatsoever in the CITY public right of way by virtue of its use hereunder or by
virtue of any expenditures incurred in connection herewith.
LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
This Agreement may be executed in any number of. counterparts, each of which shall be
deemed to be an original, and such counterparts shall together constitute but one and the same
Agreement. The Parties shall be entitled to sign and transmit an electronic signature of this
Agreement (Whether by facsimile, PDF, or other electronic transmission), which signature shall
be binding on the party whose name is contained therein.
Signed, Sealed, Attested
And delivered in our presence:
FIRST-'iVI I dVESS: COVENANTOR:
WATSON BRICKELL DEVELOPMENT, LLC,
Sign: A Delaware Limited Liability Company
Print Name:
Address: j�r t -7 5- S h/ i-,e
^4"" M/, `'- — 33/ {i!
SECOND WITNESS:
Sign: I ) L'i kti(�
Print Name: vRjtyj ! ,,
j 0 Address: 1I 11 S� ASAVVV,
�jln,fc2Ny'( i TI 3 3 Drj'
STATE OF FLORIDA)
COUNTY OF MIAMI-DADE)
By:
PTANCIS"H'. SCOLA, III
Authorized Representative
The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑
online notarization, this day of FIIbVOa . 20_, A.D., by Francis H. Scola, III,
Authorized Representative for WATSON BR CKELL DEVELOPMENT, LLC, A Delaware
Limited Liability Company who is personally known to me or who has
produced _ as identification.
V
[Notary Seal] Notary Public _
Name typed, printed or stamped
sP .. VANESSA TORRES
Notary Public State of Florida
My Commission Expires: !I � Z2
Commission ; GG 234808
My Comm. Expires Jul 4, 2022
Bonded through National Notary Assn.
JOINDER BY COLLATERAL ASSIGNEE
Bank OZK, an Arkansas state banking association ("Collateral Assignee"), as collateral
assignee of the Security Instruments (defined below) pursuant to that certain Notice of Collateral
Assignment from MSD PCOF Partners XIII, LLC, a Delaware limited liability company,
recorded March 2, 2020 in Official Records Book 31831, Page 4821, of the Public Records of
Miami -Dade County, Florida being the owner and holder of all the rights, title and interest of the
"Mortgagee" under those certain instruments listed below (collectively the "Mortgage"),
covering alUor a portion of the property described in the foregoing agreement (the "Property"),
does hereby consent and acknowledge that the terms of this Non -Standard Improvement
Covenant ("Restrictive Covenant') and shall be binding upon the undersigned and its successors
in title, and the lien and effect of the Mortgage shall be subject and subordinate to the terms of
the Restrictive Covenant, including, without limitation, in the event that Mortgagee or any other
party shall obtain title through foreclosure or deed in lieu of foreclosure.
(a) Amended and Restated Mortgage, Assignment of Leases and Rents, Security
Agreement, Fixture Filing and Notice of Future Advance given by Watson
Brickell Development, LLC, a Florida limited liability company in favor of MSD
PCOF Partners XIII, LLC, a Delaware limited liability company, as Agent for the
Lender, as defined, dated July 30, 2019 recorded July 31, 2019 in Official
Records Book 31550, Page 2888 of the Public Records of Miami -Dade County,
Florida, securing a promissory note in the original principal amount of
$300,000,000.00;
(b) Assignment of Leases and Rents, recorded July 31, 2019 in Official Records
Book 31550, Page 2922, of the Public Records of Miami -Dade County, Florida;
and
(c) UCC-1 Financing Statement recorded August 5, 2019 in Official Records Book
31555, Page 3806, of the Public Records of Miami -Dade County, Florida.
The sole purpose of Mortgagee joining in the execution of this Restrictive Covenant is to
subject the interests of Mortgage in the Property to the provisions of the Restrictive Covenant
and for no other purpose.
[Signature Page to Follow]
ACTIVE 52757675VI
IN WITNESS WHEREOF, these present have/has been executed as of the - day of
2021.
Signed, sealed and delivered in the
presence of these witnesses:
Witness: �.
Print Name: tJo S m-w- ►[-�< ,,r ,
Witness: n� A.
Print Name: Ck,,,r,olie r R®
STATE OF„
COUNTY OF
COLLATERAL ASSIGNEE:
Bank OZK, an Arkans tate banking association
By:
se er• FaNaos
ExTi ecutive Vice President, Asset Management
— Real Estate Specialties Group
Address: -f30 0 e-
d O
6 P�ttL,TX �szzr
SS:
The foregoing instrument was acknowledged before me by means of [>ia physical
presence o� ]remote online notarization this Z_ day of Z&Q 2021 by
as ",P of Bank OM an Arkansas state
banking association, on behalf of said banking association. He/she appeared before me and is
personally known tome or produced as identification.
[NOTARIAL SEAL]
Aitll a"
l ffW K" �OFWAS
yb,eq� ttlevtoea
ACTIVE 52757675vi
Notary: T ,7J�7 --
Print N Ar 0,2,r.. [ ,r r- 4
Notary Public, State of 5 ,
My commission expires:
COMMISSION NO.
JOINDER B Y MORTGAGEE
MSD PCOF Partners XUL LLC, a Delaware limited liability company, as Agent for itself
and SOF Investments II, L.P., a Delaware limited partnership (together with their successors and
assigns and such other co -lenders as may exist from time to time, collectively, the "Mortgagee")
being the owner and holder of those certain instruments listed below (collectively the
"Mortgage"), covering all/or a portion of the property described in the foregoing agreement (the
"Property'), does hereby consent and acknowledge that the terms of this Non -Standard
Improvement Covenant ("Restrictive Covenant') and shall be binding upon the undersigned and
its successors in title, and the lien and effect of the Mortgage shall be subject and subordinate to
the terms of the Restrictive Covenant, including, without limitation, in the event that Mortgagee
or any other party shall obtain title through foreclosure or deed in lieu of foreclosure.
(a) Amended and Restated Mortgage, Assignment of Leases and Rents, Security
Agreement, Fixture Filing and Notice of Future Advance given by Watson
Brickell Development, LLC, a Florida limited liability company in favor of MSD
PCOF Partners XHL LLC, a Delaware limited liability company, as Agent for the
Lender, as defined, dated July 30, 2019 recorded July 31, 2019 in Official
Records Book 31550, Page 2888 of the Public Records of Miami -Dade County,
Florida, securing a promissory note in the original principal amount of
$300,000,000.00;
(b) Assignment of Leases and Rents, recorded July 31, 2019 in Official Records
Book 31550, Page 2922, of the Public Records of Miami -Dade County, Florida;
and
(c) UCC-1 Financing Statement recorded August 5, 2019 in Official Records Book
31555, Page 3806, of the Public Records of Miami -Dade County, Florida.
The sole purpose of Mortgagee joining in the execution of this Restrictive Covenant is to
subject the interests of Mortgage in the Property to the provisions of the Restrictive Covenant
and for no other purpose.
[Signature Page to Follow]
ACTIVE 52757675v1
IN WITNESS WHEREOF, these present have/has been executed as of the _. day of
December 2021.
Signed, sealed and delivered in the
presence of these witnesses:
Witness:
Print Name• (- l '
4
Witness:
Print Na e• Cb It
STATE OF
COUNTY OF W Vj-'A*AL
MORTGAGEE:
MSD PCOF Partners XIII, LLC, a Delaware limited
liability company
By:
Name: Kenneth Gerold
Title: Vice President
Address: 645 Fifth Avenue, 21 st FI
New York New York 10022
SS:
The foregoing instrument was acknowledged before me by means of [] physical
presence or [ ] remote online notarization this bv*' day of Ve ft-^ Wr 2020 by
nyr,4M 6e(Okd , as _ VK t ft i ckn*- of MSD PCOF Partners XIII, LLC,
a Delaware limited liability company, on behalf of said limited liability company. He/she
appeared before me and is Kpersonally known to me or produced
as identification.
[NOTARIAL SEAL]
COMMISSION NO. M AG 63$14I O
ACTIVE 52757675VI
Notary: 1 04
Print Name. 'SoLCR�MA ► mA, Ke^di a
Notary Public, State of 064- ` 0f Y4
My commission expires: o,21 o4) Z CZ3
-No. 0llVll i7 i1
Qrafum in New Y" C+ "1O . ,
con 11- 6:ptra *a bw 17 1 it Z3
LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
CITY OF MIAMI
a municipal Corporation of the State of Florida
Arthur Noriega, V,
City Manager
APPROVED AS TO CONTENT-.
Juvenal Santana, P.E., CFM
Director of Public Works
Department of Resilience and Public Works
APPROVED AS TO INSURANCE REQUIREMENTS:
Anne -Marie Sharpe
Director of Risk Management
APPROVED AS TO FORM AND CORRECTNESS:
Victoria Mendez
City Attorney
LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
EXHIBIT A
SKETCH AND LEGAL DESCRIPTION
LEGAL DESCRIPTION:
Parcel 1:
Lot 12, LESS the North 0.12 feet of the East 61.70 feet thereof and less that portion of Lot 12, described as
beginning at the Southeast corner of said Lot 12; run thence West along the South line of Lot 12, a distance of
48.01 feet to a point; run thence North a distance of 0.43 feet to a point, said point being at the Southwest
corner of the existing one—story C.B.S. office building on said Lot 12; run thence North 89 degrees 58 minutes 21
seconds East along the Southerly line of said existing building, a distance of 48.13 feet to the intersection with the
Easterly property line of said Lot 12; run thence South 15 degrees 6 minutes 30 seconds West along the Easterly
property line of said Lot 12, a distance of 0.47 feet to the point of beginning, in Block 55 South, CITY OF MIAMI,
according to the Plat thereof, recorded in Plot Book "B", at Page 41, of the Public Records of Miami —Dade County,
Florida; together with a Non —Exclusive Easement as created by Deed recorded in Deed Book 3897, Page 235, of
the Public Records of Miami —Dade County, Florida, for the purpose of ingress and egress over and across S.E. 9th
Street, said Easement located over and on the West 10 feet of Lots 11 and 12, Block 55 South, CITY OF MIAMI,
according to the Plat thereof, recorded in Plat Book "B", at Page 41, of the Public Records of Miami —Dade County,
Florida.
Parcel 2:
Lot 13 and the North 0.12 feet of the East 61.70 feet of Lot 12, in Block 55 South, CITY OF MIAMI, according to
the Plat thereof, recorded in Plat Book "B", at Page 41. of the Public Records of Miami —Dade County, Florida,
together with a Non —Exclusive Easement as created by Deed recorded in Deed Book 3897, Page 235, of the Public
Records of Miami —Dade County, Florida, for the purpose of ingress and egress over and across S.E. 9th Street,
said Easement located over and on the West 10 feet of Lots 11 and 12, Block 55 South, CITY OF MIAMI, according
to the Plat thereof, recorded in Plat Book "B", at Page 41, of the Public Records of Miami —Dade County, Florida.
Parcel 3:
All of Lot 1; and Lot 2 and Lot 3, less the West 68.95 feet of Lots 2 and 3 in Block 55 South, CITY OF MIAMI,
according to the Plat thereof, recorded in Plat Book "B", at Page 41, of the Public Records of Miami —Dade County,
Florida, less and except the North 4.00 feet of said Lot 3 conveyed to The State of Florida in Deed recorded in
Official Records Book 12061, Page 1207, of the Public Records of Miami —Dade County, Florida, and less and except
that certain portion of Lot 3 conveyed to the City of Miami pursuant to Right —of —Way Deed recorded February 10,
2021 in Official Records Book 32345, Page 2030, of the Public Records of Miami —Dade County, Florida.
Parcel 4:
The East 48.89 feet of the West 68.95 feet of Lots 2 and 3, less and except the North 4.00 feet of said Lot 3
conveyed to The State of Florida in Deed recorded in Official Records Book 12061, Page 1207, of the Public
Records of Miami —Dade County, Florida, and less except that certain portion of Lot 3 conveyed to the City of
Miami pursuant to Right —of —Way Deed recorded February 10, 2021 in Official Records Book 32345, Page 2030, of
the Public Records of Miami —Dade County, Florida; together with a Non —Exclusive Easement as created by Deed
recorded in Deed Book 3102, Page 600, of the Public Records of Miami —Dade County, Florida, for ingress and
egress over and across South 12.50 feet of soid Lot 2, less the West 66.6 feet thereof.
D== By MAP LEGAL DESCRIPTION Daft 11 / 19/21
Cad No. 111096 F oR'I'IN LEAVY S KILES INC, sOBL' NOT TO SCALE
xei Dwg2018-031 CONSULTING ENGINEERS, SURVEYORS & MAPPERS 10b- No: 210984
FLOFMACERTMCATEOFALTIHORiZATIONNUMSER:00003653 DW&N& 1020-089-1
180 Northeast 168ih Stceat /Nm1h A ismi Bc=16 Florida 33162
Platted: 11 / 19/21 1 Q 47 t, pha 305-653-4493 / F.30.5-651-7152 / fht 8l �avesr�eamSheet1 of 4
SURVEYOR'S NOTES:
— This site lies in Section 38, Township 54 South, Range 41 East, Mrs. Hagan Donation, City of Miami,
Miami —Dade County, Florida.
— All documents are recorded in the Public Records of Miami —Dade County, Florida
unless otherwise noted.
— Bearings hereon are referred to an assumed value of N 12'56'41 " E for the West right of way line of
S.E. 1 st Avenue.
— Lands shown hereon were not abstracted for easements and/or rights —of —way of records.
— Lands shown hereon containing 33,719 square feet, or 0.774 acres, more or less.
— This is not a "Boundary Survey" but only a graphic depiction of the description shown hereon.
— Dimensions shown hereon are based on Fortin, Leavy, Skiles, sketch #2018-031
SURVEYOR'S CERTIFICATION:
I hereby certify that this "Sketch and Legal Description" was made under my responsible charge on November 19,
2021, and meets the applicable codes as set forth in the Florida Administrative Code, pursuant to Section 472.027,
Florida Statutes.
"Not valid without the signature and original raised seat or a digital signature of the Florida Licensed Surveyor and Mapper shown below"
FORTIN, LEAVY,%J.;,ES, INC., LB3652Digitally signed by Daniel C Fortin
DN: c=US, o=Unaffiliated,
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By: --Date: 2021.11.22 09:52:15-05'00'
Daniel C. Fortin' Jr., For The Firm
Surveyor and Mapper, LS6435
State of Florida.
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SURVEYOR'S NOTES & CERTIFICATION
F ORTm LEAVY, S KILES, INC.
CONSULTING ENGINEERS, SURVEYORS & MAPPERS
FLOREDA CERTIFICATE OF AUTHORIZA110N NUMBER: 00003653
190 Northeast 169th Street / North AChani Beach, Florida 33162
Phone 305-653-4493 / Fos 305-651-7152 / Email ns@l0ssutvey com
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SKETCH OF DESCRIPTION
F 4R'I' N, LEAVY, S KILES, INC.
CONSULTING ENGINEERS, SURVEYORS & MAPPERS
FLORIDA CEELTIFICATB OF AUTHORIZATION NUMBER: 00003653
180 Nmiheast 1681h Stmet / North Miami Beach, Flasida 33162
Phone 305-653-4 1 Faa 305-651-7152 / Email A800marva3r A o
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FORTIN, LEAvY, S KILES, INC.
CONSULnNG ENGINEERS, SURVEYORS & MAPPERS
FLORMA CERTIFICATE OF AumoP 7-AIION NUMBER: 00003653
18o Northeast 168th Suet / North Miami Beach, Florida 33162
Phone 305-653-14931 Fax 305-651-7152 1 1mu19s@Hssasvey.Aom
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11/19/21
Scale NOT TO SCALE
Job- No
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Dw& No.
1020-089-1
St:
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LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
DESCRIPTION OF NON-STANDARD IMPROVMENTS
1. LANDSCAPE
2. PAVERS
LOCATION: 830 BRICKELL PLAZA
MIAMI, FLORIDA 33131
FOLIO No.: 01-0205-050-1010, 01-0205-050-1020,
01-0205-050-1110,01-0205-050-1120
EXHIBIT C
MAINTENANCE MEMORANDUM OF AGREEMENT
FLORIDA DEPARTMENT OF TRANSPORTATION
LANDSCAPE, SIDEWALKS AND PAVERS
MAINTENANCE MEMORANDUM OF AGREEMENT
WITH THE
CITY OF MIAMI
This AGREEMENT, entered into on , 20 , by and
between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, an
agency of the State of Florida, hereinafter called the DEPARTMENT,
and the CITY OF MIAMI, a municipal corporation of the State of
Florida, hereinafter called the CITY, and collectively referred to
as the PARTIES.
RFCTTALS:
A. The DEPARTMENT has jurisdiction over State Road (SR) 90 (US-
41) (SW 81-h Street) from South Miami Avenue to Brickell Plaza,
which are located within the limits of the CITY; and
B. The CITY, pursuant to Permit # 2020-L-690-00017, has drafted
design plans for beautification improvements on SR-90 (SW
8th Street) just west of Brickell Plaza. For the purpose of
this AGREEMENT, the PROJECT LIMITS, herein referenced, as
described in the attached Exhibit `A', will be SR-90 (US-41)
(SW 8th Street) from South Miami Avenue to Brickell Plaza;
and
C. The CITY will install landscape and pavers along SR-90,
inside the DEPARTMENT Right -of -Way, within the PROJECT
LIMITS, in accordance with Permit Number 2020-L-690-00017
(the "Project"); and
D. It is the intent of the PARTIES for this AGREEMENT to
supplement all existing Maintenance Memorandum of Agreement
and existing Permits previously executed between the
DEPARTMENT and the CITY; and
E. The PARTIES to this AGREEMENT mutually recognize the need
for entering into an agreement designating and setting forth
the CITY's responsibilities with regards to the maintenance
of the landscape, pavers, and all associated features (the
"IMPROVEMENTS") within the PROJECT LIMITS; and
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 1 of 13
F. The CITY, by Resolution No. , dated ,
attached hereto as Exhibit `B', which by reference shall
become a part of this AGREEMENT, desires to enter into this
AGREEMENT and authorizes its officers to do so.
NOW, THEREFORE, for and in consideration of the mutual
benefits contained herein and other good and valuable
consideration, the PARTIES covenant and agree as follows:
1. RECITALS
The recitals in this AGREEMENT are true and correct, and are
incorporated herein by reference and made a part hereof.
2.DEPARTMENT RESPONSIBILITIES
The PARTIES agree that the execution of this AGREEMENT shall
constitute an assignment of all maintenance responsibilities
pertaining to the IMPROVEMENTS within the PROJECT LIMITS to the
CITY upon the DEPARTMENT' s issuance of the executed Permit to
the CITY.
3. CITY'S MAINTENANCE RESPONSIBILITIES
So long as the IMPROVEMENTS remain in place, the CITY shall be
responsible for the maintenance of the same. The CITY shall
maintain the IMPROVEMENTS in accordance with all applicable
DEPARTMENT guidelines, standards, and procedures, which shall
include but shall not be limited to the Maintenance Rating
Program Handbook, as may be amended from time to time.
Additionally, the CITY shall maintain the landscape in
accordance with the International Society of Arboriculture
standards, guidelines and procedures, the latest edition of the
"Maintenance Rating Program", and Index 546 of the latest
DEPARTMENT Design Standards as may be amended from time to time.
The CITY shall further maintain the IMPROVEMENTS in accordance
with the standards set forth in the Project Plans, and in the
Project Specifications and Special Provisions. The CITY's
maintenance obligations shall include but not be limited to:
3.1. General Requirements:
a. Removing and disposing of litter from PROJECT LIMITS in
accordance with all applicable government rules,
regulations, policies, procedures, guidelines, and
manuals, as amended from time to time.
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 2 of 13
b. Removing and disposing of all litter and any other debris
resulting from the activities described by 3.2 through
3.4.
3.2. Landscape and Associated Features:
a) Pruning all plant materials, which include trees, shrubs
and ground covers, and parts thereof, including all
material from private property encroaching into the
DEPARTMENT'S Right -of -Way.
b) All pruning and trimming will follow the Maintenance
Rating Program Handbook which specifically requires no
encroachment of trees, tree limbs or vegetation in or
over travel way (or clear zone) lower than 14.5 feet,
or lower than 10 feet over sidewalks.
c) Removing and properly disposing of dead, diseased or
otherwise deteriorated plants in their entirety, and
replacing those that fall below the standards set forth
in the Project Plans and in the Project Specifications,
incorporated herein by reference, and all applicable
DEPARTMENT guidelines, standards and procedures, as may
be amended from time to time. All replacement materials
shall be in accordance with the Project Plans and the
Project Specifications and Special Provisions.
d) Mulching all plant beds and tree rings.
e) Removing and disposing of all undesirable vegetation
including but not limited to weeding of plant beds and
removal of invasive exotic plant materials.
f) Watering and fertilizing all plants as needed to
maintain the plant materials in a healthy and vigorous
growing condition.
g) Repairing irrigation systems as needed. Paying for all
water use and all costs associated therewith.
h) Removing and disposing of litter from roadside and
median strips in accordance with all applicable
government rules, regulations, policies, procedures,
guidelines, and manuals, as amended from time to time.
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 3 of 13
i) Repairing all sidewalks damaged by landscaping found
inside and outside the DEPARTMENT's Right -of -Way.
j) Removing and disposing of all trimmings, roots,
branches, litter, and any other debris resulting from
the activities described by 3.A through 3.I.
3.3. Decorative Sidewalk and Driveway Pavers:
a. Decorative sidewalks included in this AGREEMENT include
pavers, specialty colors, scoring, and broom -finished
sidewalks.
b. Performing routine and regular inspections of the
decorative sidewalks. Identify damages on the surfaces.
Repair and/or replace damaged decorative sidewalks to
ensure surfaces are maintained in accordance with all
applicable DEPARTMENT guidelines, standards, and all
applicable American with Disabilities Act (ADA)
requirements, as amended from time to time.
c. The CITY shall conduct annual condition surveys of the
decorative sidewalks for gaps, settlement, drop-offs
and other deficiencies described in this AGREEMENT for
the life of the decorative sidewalks.
d. Gaps within the decorative sidewalks shall not exceed a
quarter (1/4) of an inch. Gaps at the interface
(perimeter) between the decorative sidewalks and the
adjacent standard concrete sidewalk(s) shall not exceed
a quarter (1/4) of an inch. This requirement also
applies to adjacent areas of existing concrete
sidewalk(s) that have been impacted by the trees planted
within the decorative sidewalks.
e. Differential -settlement within the decorative sidewalks
shall not exceed a quarter (1/4) of an inch in depth.
Differential settlement at the interface (perimeter)
between the decorative sidewalks and the adjacent
standard concrete sidewalk(s) shall not exceed a quarter
(1/4) of an inch in depth. This requirement also
applies to adjacent areas of existing concrete
sidewalk(s) that have been impacted by the trees planted
within the decorative sidewalks.
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 4 of 13
f. When remedial action is required in accordance with the
above requirements, the CITY at its own expense shall
complete all necessary repairs within ninety (90) days
of the date.the deficiency is identified.
g. Paint, repair and/or replace damaged concrete
slabs/flags shall be in kind (texture, geometry, color,
strength, etc.) and in accordance with all applicable
DEPARTMENT guidelines, standards, and all applicable
American with Disabilities Act (ADA) requirements, as
amended from time to time.
3.4. Miscellaneous Improvements:
a. All miscellaneous features built and installed by the
CITY, including but not limited to bus benches, bus
shelters, regular benches, garbage containers, lighting
and bicycle racks, shall be maintained by the CITY.
b. Remove and dispose of litter in accordance with all
applicable government rules, regulations, policies,
procedures, guidelines, and manuals, as amended from
time to time.
c. The CITY shall perform routine and regular inspections
of the features described by 3.3.a to assure that each
are fully functional. Identifying damaged,
malfunctions, repairs and replaced broken components.
d. When remedial action is required in accordance with the
above requirements, the CITY at its own expense shall
complete all necessary repairs within seven (7) days of
the date the deficiency is identified.
Maintaining a service log of all maintenance operations that
sets forth the date of the maintenance activity, the location
that was maintained, and the work that was performed.
Submitting Lane Closure Requests to the DEPARTMENT when
maintenance activities will require the closure of a traffic
lane in the DEPARTMENT's right-of-way. Lane closure requests
shall be submitted through the District Six Lane Closure
Information System, to the DEPARTMENT's area Permit Manager and
in accordance with the District Six Lane Closure Policy, as may
be amended from time to time.
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 5 of 13
The DEPARTMENT may, at its sole discretion, perform periodic
inspection of the IMPROVEMENTS to ensure that the CITY is
performing its duties pursuant to this AGREEMENT. The Department
shall share with the CITY its inspection findings, and may use
those findings as the basis of its decisions regarding
maintenance deficiencies, as set forth in Section 4 of this
AGREEMENT. The CITY is responsible for obtaining copies of all
applicable rules, regulations, policies, procedures,
guidelines, and manuals, and the Project Specification and
Special Provisions, as may be amended from time to time.
4. MAINTENANCE DEFICIENCIES
If at any time it shall come to the attention of the DEPARTMENT
that the CITY's responsibilities as established herein are not
being properly accomplished pursuant to the terms .of this
AGREEMENT, the DEPARTMENT may, at its option, issue a written
notice, in care of the CITY MANAGER, to notify the CITY of the
maintenance deficiencies. From the date of receipt of the
notice, the CITY shall have a period of thirty (30) calendar
days, within which to correct the cited deficiency or
deficiencies. Receipt is determined in accordance with Section
5 of this AGREEMENT.
If said deficiencies are not corrected within this time period,
the DEPARTMENT may, at its option, proceed as follows:
a. Maintain the IMPROVEMENTS or a part thereof and invoice
the CITY for expenses incurred; or
b. Terminate this AGREEMENT in accordance with Section 7,
remove any or all IMPROVEMENTS located within the PROJECT
LIMITS, and charge the CITY the reasonable cost of such
removal.
5. NOTICES
All notices, requests, demands, consents, approvals, and other
communication which are required to be served or given
hereunder, shall be in writing and shall be sent by certified
U.S. mail, return receipt requested, postage prepaid, addressed
to the party to receive such notices as follows:
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 6 of 13
To the DEPARTMENT: Florida Department of Transportation
1000 Northwest 111 Avenue, Room 6205
Miami, Florida 33172-5800
Attn: District Maintenance Engineer
To the CITY: City of Miami
444 SW 2nd Avenue
Miami, Florida 33130
Attention:_ CITY Manager
Notices shall be deemed to have been received by the end of five
(5) business days from the proper sending thereof unless proof
of prior actual receipt is provided.
6. REMOVAL, RELOCATION OR ADJUSTMENT OF THE IMPROVEMENTS
The PARTIES agree that the IMPROVEMENTS addressed by this
AGREEMENT may be removed, relocated or adjusted at any time in
the future, at the DEPARTMENT's sole discretion. In the event
that the DEPARTMENT relocates or adjusts the IMPROVEMENTS, the
CITY's maintenance responsibilities will survive the relocation
or adjustment, as long as the materials remain within the
Project Limits.
7.TERMINATION
This AGREEMENT is subject to termination under any one of the
following conditions:
a. By the DEPARTMENT, if the CITY fails to perform its duties
under Section 3 of this AGREEMENT, following the thirty
(30) days written notice, as specified in Section 4 of this
AGREEMENT.
b. In accordance with Section 287.058(1)(c), Florida
Statutes, the DEPARTMENT shall reserve the right to
unilaterally cancel this AGREEMENT if the CITY refuses to
allow public access to any or all documents, papers,
letters, or other materials made or received by the CITY
pertinent to this AGREEMENT which are subject to provisions
of Chapter 119, of the Florida Statutes.
C. If mutually agreed to by both parties, upon thirty (30)
days advance notice. An agreement to terminate shall be
valid only if made in writing and executed with the same
formalities as this AGREEMENT.
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 7 of 13
8. TERMS
a. The effective date of this AGREEMENT shall commence upon
execution by the PARTIES and shall continue so long as the
IMPROVEMENTS remain in place until termination as set forth
in Section 7.
b. E-Verify
The CITY shall:
i. Utilize the U.S. Department of Homeland
Security's E-Verify system to verify the
employment eligibility of all new employees
hired by the Vendor/Contractor during the term
of the contract; and
ii. Expressly require any subcontractors performing
work or providing services pursuant to the state
contract to likewise utilize the U.S. Department
of Homeland Security's E-Verify system to verify
the employment eligibility of all new employees
hired by the subcontractor during the contract
term. (Executive Order Number 2011-02)
The CITY shall insert the above clause into any contract
entered into by the CITY with vendors or contractors hired
by the CITY for purposes of performing its duties under
this AGREEMENT.
C. This writing embodies the entire AGREEMENT and
understanding between the PARTIES hereto'and there are no
other agreements and understanding, oral or written, with
reference to the subject matter hereof that are not merged
herein and superseded hereby.
d. The CITY may assign its rights, obligations, or
responsibilities hereunder to the owner and/or tenant of
the property abutting the DEPARTMENT Right -of -Way without
further written consent from the DEPARTMENT, without
releasing the CITY from its obligations and/or
responsibilities hereunder.
e. This AGREEMENT shall be governed by and constructed in
accordance with the laws of the State of Florida. Any
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 8 of 13
provisions of this AGREEMENT found to be unlawful or
unenforceable shall be severable and shall not affect the
validity of the remaining portions of the AGREEMENT.
f. Venue for any and all actions arising out of or in
connection to the interpretation, validity, performance or
breach of this AGREEMENT shall lie exclusively in a state
court of proper jurisdiction in Leon County, Florida.
g. A modification or waiver of any of the provisions of this
AGREEMENT shall be effective only if made in writing and
executed with the same formality as this AGREEMENT.
i. The section headings contained in this AGREEMENT are for
reference purposes only and shall not affect the meaning
or interpretation hereof.
j . No term or provision of this AGREEMENT shall be interpreted
for or against either Party because the Party or its legal
representative drafted the provision.
k. The DEPARTMENT is a state agency, self -insured and subject
to the provisions of Section 768.28, Florida Statutes, as
may be amended from time to time. Nothing in this AGREEMENT
shall be deemed or otherwise interpreted as waiving the
DEPARTMENT's sovereign immunity protections, or as
increasing the limits of liability as set forth in Section
768.28, Florida Statutes.
9. INDEMNIFICATION
Subject to Section 768.28, Florida Statutes, as may be amended
from time to time, the CITY shall promptly indemnify, defend,
save and hold harmless the DEPARTMENT, its officers, agents,
representatives and employees from any and all losses, expenses,
fines, fees, taxes, assessments, penalties, costs, damages,
judgments, claims, demands, liabilities, attorney's fees,
(including regulatory and appellate fees), and suits of any
nature or kind whatsoever caused by, arising out of, or related
to the CITY's exercise or attempted exercise of its
responsibilities as set out in this AGREEMENT, including but
not limited to, any act, action, neglect or omission by the
CITY, its officers, agents, employees or representatives in any
way pertaining to this AGREEMENT, whether direct or indirect,
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 9 of 13
except that neither the CITY nor any of its officers, agents,
employees or representatives will be liable under this provision
for damages arising out of injury or damages directly caused or
resulting from the sole negligence of the DEPARTMENT.
The CITY's obligation to indemnify, defend and pay for the
defense of the DEPARTMENT, or at the DEPARTMENT's option, to
participate and associate with the DEPARTMENT in the defense
and trial of any claim and any related settlement negotiations,
shall be triggered immediately upon the CITY's receipt of the
DEPARTMENT's notice of claim for indemnification. The notice
of claim for indemnification shall be deemed received if the
DEPARTMENT sends the notice in accordance with the formal notice
mailing requirements set forth in Section 5 of this AGREEMENT.
The DEPARTMENT" s failure to notify the CITY of a claim shall
not release the CITY of the above duty to defend and indemnify
the DEPARTMENT.
The CITY shall pay all costs and fees related to this obligation
and its enforcement by the DEPARTMENT. The indemnification
provisions of this section shall survive termination or
expiration of this AGREEMENT, but only with respect to those
claims that arose from acts or circumstances which occurred
prior to termination or expiration of this AGREEMENT.
The CITY's evaluation of liability or its inability to evaluate
liability shall not excuse the CITY's duty to defend and
indemnify the DEPARTMENT under the provisions of this section.
only an adjudication or judgment, after the highest appeal is
exhausted, specifically finding the DEPARTMENT was solely
negligent shall excuse performance of this provision by the
CITY.
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 10 of 13
IN WITNESS WHEREOF, the parties hereto have caused these
presents to be executed the day and year first above written.
CITY OF MIAMI:
BY:
CITY Manager
ATTEST: (SEAL)
CITY Clerk
BY:
CITY Attorney
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION:
BY:
District Director of
Transportation Operations
ATTEST:
Executive Secretary
LEGAL REVIEW:
BY:
District Chief Counsel
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 11 of 13
EXHIBIT 'A'
PROJECT LIMITS
Below are the limits of the IMPROVEMENTS to be maintained under
this AGREEMENT.
State Road Number: 90 (US-41) (SW 8t' Street)
Agreement Limits: From South Miami Avenue to Brickell Plaza
County: Miami -Dade
Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami
Page 12 of 13
EXHIBIT 'B'
CITY OF MIAMI RESOLUTION
To be herein incorporated once ratified by the CITY Commission.
Maintenance Memorandum of Agreement between Florida Deparhnent of Transportation and City of Miami
Page 13 of 13