HomeMy WebLinkAboutBackup from AdministrationPUBLIC BENEFIT AGREEMENT REGARDING SAWYER'S WALK
THIS PUBLIC BENEFIT AGREEMENT ("Agreement") is made this [ ] day of
, 2021, between BLOCK 55 RESIDENTIAL, LP, a Florida limited liability
company ("Owner"), and the City of Miami, Florida, a municipal corporation and a political
subdivision of the State of Florida (the "City") (Owner and the City are together referred to as the
"Parties').
WITNESSETH
WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency is a
public agency created pursuant to Section 163.356, Florida Statutes (the "CRA');
WHEREAS, Owner is the owner of that certain real property in the City of Miami located
at 249 NW 6 Street, more particularly described in Exhibit "A" attached hereto, and made a part
hereof (the "Property");
WHEREAS, the CRA was the previous owner of the Property and transferred title of the
Property to Block 55 Owner, LLC ("Block 55 Owner") as of September 2, 2020;
WHEREAS, the City is the owner of the right of way adjacent to the north side of the
Property in the location of NW 7th Street between NW 2nd Avenue and NW 3rd Avenue ("Sawyer's
Walk");
WHEREAS, the CRA issued request for proposals ("RFP") RFP No. 17-02 for the
development of the Property;
WHEREAS, pursuant to the CRA's RFP public selection process, the CRA selected
Downtown Retail Associates, LLC's ("DRA") proposal as the best redevelopment option for the
Property and the Overtown community;
WHEREAS, pursuant to CRA Resolution No. CRA-R-18-0041, the CRA Board authorized
the CRA's Executive Director to negotiate a development agreement with the DRA;
WHEREAS, the CRA and DRA entered into that certain Block 55 Development Agreement
dated as of October 1, 2018, as amended (the "Development Agreement") which required DRA,
and its successors in interest, among other things, to construct on the Property the project (the
"Project") consisting of: (i) not less than 578 residential units (the "Residential Units"); (ii) not
less than 250,000 rentable square feet of retail/restaurant/office/entertainment uses (the "Retail
Space"); (iii) a minimum of 925 parking spaces (the "Parking Garage") and (iv) improvements to
Sawyer's Walk;
WHEREAS, the Development Agreement, among other requirements, required DRA, and
its successors in interest, to lease fifty percent (50%) of the Residential Units to persons or families
("Lower Income Tenants") whose income does not exceed fifty percent (50%) of the then
applicable median family income for Miami -Dade County, Florida, standard metropolitan statistical
area, determined in a manner consistent with Section 42(g)(1) of the Internal Revenue Code of 1986,
including adjustments for family size as published annually by the U.S. Department of Housing and
Urban Development ("AMI") and the balance of the Residential Units leased to individuals or
families ("Modest Income Tenants") whose income is greater than fifty percent (50%) of AMI and
does not exceed eighty percent (80%) of AML The Development Agreement further provided that
one hundred percent (100%) of the Residential Units complying with the income limitations could
be leased to tenants sixty-two (62) years of age and older;
WHEREAS, DRA assigned its rights and obligations under the Development Agreement to
Block 55 Owner and then Block 55 Owner assigned its rights and obligations under the
Development Agreement to Owner;
WHEREAS, the pursuant to the Development Agreement, the CRA and Block 55 Owner
entered into that certain Block 55 Restrictive Covenant dated as of September 2, 2020 which was
recorded in Official Records Book 32095, at Page 3457 of the Public Records of Miami -Dade
County, Florida (the "Block 55 Restrictive Covenant") which, among other things, requires the
owner of the Property to develop the Project and Sawyer's Walk in accordance with the plans and
specifications approved by the CRA;
WHEREAS, pursuant to the Development Agreement, Block 55 Owner and the CRA
entered into that certain Housing Restrictive Covenant dated as of September 2, 2020 which was
recorded in Official Records Book 32095, at Page 3520 of the Public Records of Miami -Dade
County, Florida (the "Housing Restrictive Covenant"), which, among other things, requires fifty
(50%) of the Residential Units to be leased to Lower Income Tenants and the balance of the
Residential Units to be leased to Modest Income Tenants and allows one hundred percent (100%)
of the Residential Units to be leased to people 62 years of age or older meeting the income
restrictions;
WHEREAS, the Property is located within the Southeast Overtown Density Increase Area
and, based on the size of the Property, is entitled to 1,025 dwelling units as of right;
WHEREAS, the City faces a critical shortage of Affordable and Attainable Housing
options;
WHEREAS, the City has a demonstrated commitment to increasing the supply of
Affordable and Attainable Housing in the City for its residents;
WHEREAS, the City seeks to increase housing affordability in the City's Urban Central
Business District in close proximity to employment opportunities, premium transit, retail and service
amenities, and entertainment attractions by incentivizing shovel -ready projects such as the Project;
WHEREAS, the City incentivizes the development of Affordable and Attainable Housing
project through the Miami 21 Zoning Code, Development Agreements, and Public Benefit
Agreements;
WHEREAS, the foregoing requirements of the Development Agreement, imposed by the
CRA, as evidenced and superseded by the Block 55 Restrictive Covenant and the Housing Restrictive
Covenant, are separate and apart from any requirements under Miami 21;
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WHEREAS, Owner initially committed to the City to ensure the Project is a qualifying
Affordable Housing project, as described in Section 3.15.1 of Miami 21: to provide a minimum of
twenty percent (20%) of the total number of units as Affordable Housing units, serving residents
earning fifty percent (50%) AMI or below;
WHEREAS, Owner has increased its initial commitment to the City from twenty percent
(20%) Affordable Housing units, to a qualifying Attainable Mixed -Income Housing project, as
described in Section 3.15.2 of Miami 21: providing a minimum of forty percent (40%) of the units
as Affordable Housing serving residents at or below sixty percent (60%) of AMI, and the remainder
of the units serving residents up to eighty percent (80%) AMI;
WHEREAS, Owner is committing to the City to go beyond the minimum requirements for
Attainable Mixed -Income Housing projects and to provide fifty percent (50%) of units, or not less
than 289 units, as Affordable Housing units serving residents at or below fifty percent (50%) of AMI,
and fifty percent (50%) of the units serving residents at or below eighty percent (80%) of AMI;
WHEREAS, Article 3, Section 3.15.6.a. of Miami 21 provides up to one additional unit of
density per Attainable Housing unit, providing a minimum of forty percent (40%) of the units as
Affordable Housing serving residents at or below sixty percent (60%) of AMI, and the remainder of
the units as Workforce Housing serving residents up to one hundred and forty percent (100%) AMI;
WHEREAS, as incentive for development of an Attainable Mixed -Income Housing project
providing fifty percent (50%) of units serving residents at or below fifty percent (50%) of AMI and
the remainder of the units as Workforce Housing serving residents at or below eighty percent (80%)
of AMI, the City wishes to provide the additional unit of density per unit provided at the Project;
WHEREAS, due to height and floor area limitations Owner is unable to utilize all
permissible 1,156 units on the Property;
WHEREAS, as incentive for development of an Attainable Mixed -Income Housing project
of this size and commitment, the City wishes to allow the transfer of unused density to a receiving
property or properties;
WHEREAS, the Block 55 Restrictive Covenant also obligates Owner, at its sole cost and
expense, to construct and maintain Sawyer's Walk in good condition and repair, substantially in its
condition as of the completion of the Project for a period of thirty (30) years from completion of the
Project;
WHEREAS, the Block 55 Restrictive Covenant confirms that Sawyer's Walk is a public
pedestrian walkway and that no interest in Sawyer's Walk was transferred as a result of the Block
55 Restrictive Covenant;
WHEREAS, the City's approval of the Project and this Agreement will authorize Owner's
improvements to and maintenance of Sawyer's Walk, facilitate compliance with the Development
Agreement, encourage development in line with the Property's context, and promote the
development of a qualifying Attainable Mixed -Income Housing project and an employment hub in
a mixed -use, walkable area; and
WHEREAS, the City issued Warrant Final Decision No. PZ-19-2545 related to the Project
on March 27, 2020 ("Warrant Approval");
WHEREAS, the City subsequently issued a Substantial Compliance Final Determination
stamped approved on May 20, 2020, which modified and deleted certain conditions of approval in
the Warrant Approval;
WHEREAS, the City issued a second Substantial Compliance Final Determination stamped
approved on April 5, 2021, which modified and deleted certain conditions of approval in the first
Substantial Compliance Final Determination;
NOW THEREFORE, in consideration of the mutual covenants contained herein, it is hereby
understood and agreed:
Section 1. Recitals; Consideration. The recitals and findings contained in the Preamble
or Whereas Clauses to this Section are adopted by reference and incorporated as if fully set forth in
this Section. The Parties hereby agree that the consideration and obligations recited and provided for
under this Agreement constitute substantial benefits to both Parties and thus adequate consideration
for this Agreement.
Section 2. Rules of Legal Construction. For all purposes of this Agreement, unless
otherwise expressly provided:
(a) A defined term has the meaning assigned to it;
(b) Words in the singular include the plural, and words in plural include the singular;
(c) A pronoun in one gender includes and applies to other genders as well;
(d) The terms "hereunder", "herein", "hereof', "hereto" and such similar terms shall refer to the
instant Agreement in its entirety and not to individual sections or articles;
(e) The Parties hereto agree that this Agreement shall not be more strictly construed against either
the City or Owner, as all parties are drafters of this Agreement; and
(f) The recitals are true and correct and are incorporated into and made a part of this Agreement.
The attached exhibits shall be deemed adopted and incorporated into the Agreement; provided
however, that this Agreement shall be deemed to control in the event of a conflict between the
attachments and this Agreement.
Section 3. Purposes. The Parties have entered into this Agreement for the following
purposes: (a) for the City to authorize Owner to construct and maintain improvements on and within
Sawyer's Walk, (b) to document those certain improvements, (c) to outline Owner's access,
utilization, and maintenance of Sawyer's Walk for the benefit of the public, and (d) to provide for
the transfer of development density as incentive for the public benefit of Affordable Housing.
Section 4. Improvements to Sawyer's Walk. Owner shall cause Sawyer's Walk to be
improved substantially in accordance with page HS-1 of the Warrant Approval plans, prepared by
Witkin Hults Design Group and dated February 7, 2020, attached hereto as Exhibit " B" ("Sawyer's
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Walk Improvements"). The plans included in Exhibit "B" are conceptual in nature and do not
constitute complete architectural and engineering drawings. The City shall grant Owner the authority
to implement the Sawyer's Walk Improvements; such authority shall be formalized in a) a right of
way permit, and b) a covenant for nonstandard right of way improvements in connection with the
staging, construction, and maintenance of Sawyer's Walk.
Section 5. Maintenance of Sawyer's Walk. Owner shall be responsible for maintaining
the Sawyer's Walk Improvements for a period of thirty (30) years from the date of completion of the
Project, substantially in accordance with the Warrant Approval, as evidenced by permanent
certificates of occupancy for all of the Residential Units and permanent certificates of completion
(or their equivalent) for all other components of the improvements comprising the Project
("Completion").
Section 6. Transfer of Development Density. (a) In recognition of and as an incentive
for developing a qualifying Attainable Mixed -Income Housing project providing fifty percent (50%)
of units serving residents at or below fifty percent (50%) of AMI and the remainder of the units as
Workforce Housing serving residents at or below eighty percent (80%) of AMI, the City shall
provide one additional unit of density per unit provided on the Property and allow Owner, or its
successor in interest, to transfer any unused density to any property or properties within: a) a T4,
T5, or T6 Transect Zone, and b) within a Transit Oriented Development area or Transit Corridor
area.
(b) The Project includes 578 Attainable Mixed -Income Housing units, accordingly, Owner
shall be entitled to 1,156 units. The City shall permit Owner to transfer the difference between the
number of constructed units at the Property and up to 1,156 dwelling units off -site to a receiving
property or properties. Upon the City's issuance of a building permit for construction of the Project
with fifty percent (50%) of units serving residents at or below fifty percent (50%) of AMI and the
remainder of the units as Workforce Housing serving residents at or below eighty percent (80%) of
AMI, and at least 250,000 rentable square feet of retail, restaurant, office, and/or entertainment uses;
the City's Zoning Administrator, or designee, shall issue a letter confirming that Owner is entitled
to sell the unused density (1,156 dwelling units minus the number of dwelling units shown in the
plans) to an eligible receiving property or properties. The City shall provide the density bonus
without requiring the provision of Workforce Housing or Affordable Housing at the receiving
property.
(c) Owner shall memorialize the commitment to provide fifty percent (50%) of units serving
residents at or below fifty percent (50%) of AMI and the remainder of the units as Workforce
Housing serving residents at or below eighty percent (80%) of AMI via a covenant running with the
land for a term of thirty (30) years; this commitment may be incorporated into a covenant running
with the land as required for Affordable Housing development benefits described in Section 3.15.1
of Miami 21. Owner, or successor in interest, shall advise the City's Zoning Administrator of each
transfer of density and the Zoning Administrator shall issue a letter confirming the sale of the units
and the balance of units eligible to be transferred after each transfer transaction ("TDD Balance
Letter"). The Zoning Administrator shall expedite the review and issuance of the TDD Balance
Letter.
(d) The City will prepare and process a code amendment to establish the regulatory
framework for the increase and transfer of density by a property owner, or its successor in interest,
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for projects providing fifty percent (50%) of units serving residents at or below fifty percent (50%)
of AMI and the remainder of the units as Workforce Housing serving residents at or below eighty
percent (80%) of AMI, including but not limited to provisions relating to bonus density based on
the property's as of right development, eligible receiving sites, and the transfer process.
Section 7. Term of Agreement, Effective Date and Binding Effect. This Agreement
shall have a term of thirty (30) years from the date of execution (the "Effective Date") and shall be
recorded in the public records of Miami -Dade County by Owner and filed with the City Clerk. Owner
shall furnish to the City a certified copy of the recorded Agreement within twenty (20) days of it
being recorded. The term of this Agreement may be extended by mutual consent of the Parties. This
Agreement shall become effective on the date of execution and shall constitute a covenant running
with the land that shall be binding upon, and inure to, the benefit of Owner, its successors, assigns,
heirs, legal representatives, and personal representatives.
Section 8. Local Development Permits. The Sawyer's Walk Improvements will
require permits and/ or approvals from the City, County, State, or Federal government and any
division thereof. Subject to required legal processes and approvals, the City shall make a good faith
effort to take all reasonable steps to cooperate with and facilitate all such approvals, including acting
as an applicant. Such approvals include, without limitation, the following approvals and permits and
any successor or analogous approvals and permits:
(a) Building and Public Works permits;
(b) Certificates of use and/or occupancy;
(c) Stormwater Permits; and
(d) Any other official action of the City, County, or any other government agency having
the effect of permitting development of the Property and Sawyer's Walk.
Section 9. Insurance. Owner shall cause its general contractor and subcontractors to
obtain and maintain in force for the term of this Agreement, adequate insurance coverage deemed
acceptable by Owner. The City's requirements for insurance are attached as Exhibit "D" hereto.
Owner shall maintain such insurance coverages as are specified on this Exhibit and they will be
required as specified throughout the term of this Agreement.
Section 10. Cooperation; Expedited Permitting and Time is of the Essence. The
Parties agree to cooperate with each other to the full extent practicable pursuant to the terms and
conditions of this Agreement. The Parties agree that time is of the essence in all aspects of their
respective and mutual responsibilities pursuant to this Agreement. The City shall use its best efforts
to expedite the permitting and approval process in an effort to assist Owner in achieving its
development and construction milestones. The City will accommodate requests from Owner's
general contractor and subcontractors for review of phased or multiple permitting packages, such as
those for excavation, site work and foundations, building shell, core, and interiors. In addition, the
City will designate an individual within the City Manager's Office who will have a primary (though
not exclusive) duty to serve as the City's point of contact and liaison with Owner in order to facilitate
expediting the processing and issuance of all permit and license applications and approvals across
all of the various departments and offices of the City which have the authority or right to review and
approve all applications for such permits and licenses.
Notwithstanding the foregoing, the City shall not be obligated to issue development
permits to the extent Owner does not comply with the applicable requirements of the Zoning, the
Comprehensive Plan, this Agreement, and applicable building codes.
Section 11. Entire Agreement. This Agreement sets forth the entire Agreement and
understanding between the Parties with respect to the subject matter contained herein and merges all
prior discussions between Owner and the City.
Section 12. Notice. All notices, demands and requests which may or are required to be
given hereunder shall, except as otherwise expressly provided, be in writing and delivered by
personal service or sent by United States Registered or Certified Mail, return receipt requested,
postage prepaid, or by overnight express delivery, such as Federal Express, to the Parties at the
addresses listed below. Any notice given pursuant to this Agreement shall be deemed given when
received. Any actions required to be taken hereunder which fall on Saturday, Sunday, or United
States legal holidays shall be deemed to be performed timely when taken on the succeeding day
thereafter which shall not be a Saturday, Sunday or legal holiday.
To the City: City Manager, City of Miami
3500 Pan American Drive
Miami, FL 33133
With a copy to: City Attorney, City of Miami
Miami Riverside Center
444 S.W. 2nd Ave., 9th Floor
Miami, FL 33130
To Owner: Block 55 Residential, LP
Attention: Michael Swerdlow
2901 Florida Avenue
Coconut Grove, FL 33133
With a copy to: Bercow Radell Fernandez Larkin & Tapanes, PLLC
Attention: Melissa Tapanes Llahues, Esq.
200 S. Biscayne Boulevard, Suite 300
Miami, FL 33131
Any Party to this Agreement may change its notification address(es) by providing written notification
to the other Parry pursuant to the terms and conditions of this section.
Section 13. Multiple Ownership. In the event of multiple ownership subsequent to the
development of the Project, the subsequent owners, mortgagees and other successors in interest in and
to the Residential Units and the Retail Space (or any portion thereof, including condominium unit
owners) shall be bound by the terms and provisions of this Agreement as covenants that run with the
Residential Units and the Retail Space.
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Section 14. Modification. This Agreement may be modified, amended or released by a
written instrument executed by the then-owner(s) of the Property, including joinders of all
mortgagees, if any, provided that the same is also approved by the City Manager in writing.
Section 15. Enforcement. The City, its successors or assigns, and Owner, its successors
or assigns, shall have the right to enforce the provisions of this Agreement. Enforcement shall be
by action at law or in equity against any parties or persons violating or attempting to violate any
covenants, either to restrain violation or to recover damages or both. Each party shall bear their
own respective Attorney's fees.
Section 16. Exclusive Venue, Choice of Law, Specific Performance. It is mutually
understood and agreed by the Parties that this Agreement shall be governed by the laws of the State
of Florida, and any applicable federal law, both as to interpretation and performance, and that any
action at law, suit in equity or judicial proceedings for the enforcement of this Agreement or any
provision hereof shall be instituted only in the courts of the State of Florida or federal courts and
venue for any such actions shall exclusively in a court of competent jurisdiction in Miami -Dade
County. In addition to any other legal rights, the City and Owner shall each have the right to specific
performance of this Agreement in court. Each party shall bear its own attorney's fees in connection
with any litigation, mediation or arbitration arising out of this Agreement. Each party waives any
defense, whether asserted by motion or pleading, that the aforementioned courts are an improper or
inconvenient venue. Moreover, the Parties consent to the personal jurisdiction of the
aforementioned courts and irrevocably waive any objections to said jurisdiction. The Parties
irrevocably waive any rights to a jury trial.
Section 17. Voluntary Compliance. The Parties agree that in the event all or any part of
this Agreement is struck down by judicial proceedings or preempted by legislative action, the Parties
shall continue to honor the terms and conditions of this Agreement to the extent allowed by law;
provided that if the invalidation of such terms and conditions would have a material adverse effect
on the Parties and/or Parties' ability to perform its obligations under this Agreement, as determined
in the Parties' reasonable discretion, then the adversely affected Party shall have the right to
terminate this Agreement upon sixty (60) calendar days prior written notice to the other Party.
Section 18. Severability. If for any reason any provision, sentence, word or phrase
contained in this Agreement is determined to be invalid or unenforceable under the laws of the State
of Florida or the City of Miami, then such provision, sentence, word or phrase shall be deemed
modified to the extent necessary in order to conform with such laws, or if not modifiable, then the
same shall be deemed severable, and in either event, the remaining terms and provisions of this
Agreement shall remain unmodified and in full force and effect.
Section 19. Events of Default.
(a) Owner shall be in default under this Agreement if Owner fails to perform or breaches any
term, covenant, or condition of this Agreement which is not cured within thirty (30) days after receipt
of written notice from the City specifying the nature of such breach; provided, however, that if such
breach cannot reasonably be cured within thirty (30) days, then Owner shall not be in default if it
commences to cure such breach within said thirty (30) day period and diligently prosecutes such cure
to completion.
(b) The City shall be in default under this Agreement if the City fails to perform or breaches
any term, covenant, or condition of this Agreement and such failure is not cured within thirty (30)
days after receipt of written notice from Owner specifying the nature of such breach; provided,
however, that if such breach cannot reasonably be cured within thirty (30) days, the City shall not be
in default if it commences to cure such breach within said thirty (30) day period and diligently
prosecutes such cure to completion.
(c) It shall be a default under this Agreement if either party is declared bankrupt by a court
of competent jurisdiction.
Section 20. Remedies Upon Default. Upon the occurrence of a default by a party to
this Agreement not cured within the applicable grace period, Owner and the City agree that either
party may seek specific performance of this Agreement, and that seeking specific performance shall
not waive any right of such party to also seek monetary damages, injunctive relief, or any other
relief. The City hereby acknowledges that any claim for damages under this Agreement is not
limited by sovereign immunity or similar limitation of liability.
Section 21. Obligations Surviving Termination Hereof. Notwithstanding any contrary
term or provision contained herein, in the event of any lawful termination of this Agreement, the
following obligations shall survive such termination and continue in full force and effect until the
expiration of a one (1) year term following the earlier of the effective date of such termination or the
expiration of the Term: (i) the exclusive venue and choice of law provisions contained herein; (ii)
rights of either party arising during or attributable to the period prior to expiration or earlier
termination of this Agreement, and (iii) any other term or provision herein which expressly indicates
either that it survives the termination or expiration hereof or is or may be applicable or effective
beyond the expiration or permitted early termination hereof.
Section 22. No Oral Change or Termination. This Agreement and the exhibits and
appendices attached hereto and incorporated herein by reference, if any, constitute the entire
Agreement between the Parties with respect to the subject matter hereof. This Agreement supersedes
any prior agreements or understandings between the Parties with respect to the subject matter hereof,
and no change, modification, or discharge hereof in whole or in part shall be effective unless such
change, modification or discharge is in writing and signed by the Party against whom enforcement
of the change, modification or discharge is sought. This Agreement cannot be changed or terminated
orally.
Section 23. Lack of Auncy Relationship. Nothing contained herein shall be construed
as establishing an agency relationship between the City and Owner and neither Owner nor its
employees, agents, contractors, subsidiaries, divisions, affiliates or guests shall be deemed agents,
instrumentalities, employees, or contractors of the City for any purpose hereunder, and the City, its
officials, contractors, agents, and employees shall not be deemed contractors, agents, or employees
of Owner or its subsidiaries, divisions or affiliates.
Section 24. Successor(s), Assigns, and Designees. The covenants and obligations set
forth in this Agreement shall binding upon and inure to the benefit of the permitted successors and
assigns of the respective parties hereto. Nothing contained herein shall be deemed to be a dedication,
conveyance or grant to the public in general nor to any persons or entities except as expressly set
forth herein.
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Section 25. Representations; Representatives. Each party represents to the other that
this Agreement has been duly authorized, delivered, and executed by such party and constitutes the
legal, valid, and binding obligation of such party, enforceable in accordance with its terms.
Section 26. Third Party Defense. The City and Owner shall each, at their own cost and
expense, vigorously defend any claims, suits or demands brought against them by third parties
challenging the Agreement or the Project, or objecting to any aspect thereof, including, without
limitation, (i) a consistency challenge pursuant to Section 163.3215, Florida Statutes (2014), (ii) a
petition for writ of certiorari, (iii) an action for declaratory judgment, or (iv) any claims for loss,
damage, liability, or expense (including reasonable attorneys' fees). The City and Owner shall
promptly give the other written notice of any such action, including those that are pending or
threatened, and all responses, filings, and pleadings with respect thereto.
Section 27. No Third -Party Beneficiary. No persons or entities other than Owner, the
City, their heirs, permitted successors and assigns, shall have any rights whatsoever under this
Agreement.
Section 28. Recording. This Agreement shall be recorded in the Public Records of
Miami -Dade County, Florida at Owner's expense. A copy of the recorded Agreement shall be
provided to the City Clerk and the City Attorney within twenty (20) days of recording.
Section 29. No Exclusive Remedies. No remedy or election given by any provision in
the Agreement shall be deemed exclusive unless expressly so indicated. Wherever possible, the
remedies granted hereunder upon a default of the other Party shall be cumulative and in addition to
all other remedies of law or equity arising from such event of default, except where otherwise
expressly provided.
Section 30. Further Assurances. The parties agree to execute and deliver such further
instruments and do such further acts and things as may be required to carry out the intent and
purposes of this Agreement.
Section 31. Estoppel. The City shall, within thirty (30) days of its receipt of a written
request from Owner, provide Owner with a written estoppel certificate duly executed stating (a) to
the best of the City's knowledge, whether Owner is in default or violation of this Agreement and
setting forth with specificity the default or violation (if any); (b) that this Agreement is in full force
and effect and identifying any amendments to the Agreement as of the date of such certificate; and
(c) such other information as may be reasonably requested by Owner or any prospective purchaser
or lender. Such estoppel certificate shall be certified to Owner and any prospective purchaser and/or
lender, as applicable. The City may charge a modest regulatory fee for processing of each such
request.
Section 32. Titles. Titles of the provisions of this Agreement are for descriptive purposes
only and shall not control or alter the meanings of this Agreement as set forth in the text.
Section 33. Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall be deemed an original of this Agreement binding on the parties
hereto.
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Section 34. Force Maieure. The Parties shall not be liable to the other nor be deemed to
have defaulted hereunder, and shall excuse the other from their respective obligations under this
Agreement for any failure or delay in performing their respective obligations where such failure or
delay to perform is caused by a Force Majeure event, which is defined herein as any acts of national
security, national emergency, acts of God, war, act or threats of terrorism, domestic government
regulations, strikes (other than strikes of Owner's employees), epidemic, pandemic, public health
emergency, fire or other natural calamity, disorder, civil disobedience, curtailment of transportation
facilities or service, or any other occurrence which makes it illegal or impossible for either of the
Parties to perform their respective obligations under this Agreement. Neither party shall be entitled
to claim Force Majeure for events caused, directly or indirectly, by the claiming party or individuals
or entities under its control and Force Majeure is not intended to include any contract dispute between
Owner and its contractors.
NOW, WHEREOF, the City and Owner have caused this Agreement to be duly executed.
[Execution Pages for the City and Owner Follow]
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ATTEST:
IIn
Todd B. Hannon
City Clerk
APPROVED AS TO LEGAL FORM AND
CORRECTNESS:
I0
Victoria Mendez
City Attorney
STATE OF )
)SS
COUNTY OF )
CITY OF MIAMI, a municipal corporation
of the State of Florida
Wo
Arthur Noriega V
City Manager
APPROVED AS TO INSURANCE
REQUIREMENTS:
Ann -Marie Sharpe
Risk Management Director
The foregoing instrument was acknowledged before me, by means of ( ) physical presence or
) online notarization, this day of , 2021 by
of the City of Miami, Florida who is
( ) personally known to me or ( ) produced a valid driver's license as identification.
Notary Public:
Sign Name:
Print Name:
My Commission Expires:
[NOTARIAL SEAL]
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IN WITNESS WHEREOF, these presents have been executed this day of 2021.
BLOCK 55 RESIDENTIAL, LP,
Witnesses
By:
Print Name:
By:
Print Name
STATE OF
COUNTY OF
)SS
a Florida limited liability partnership
Name:
Title:
By: Pacific Southwest Community
Development Corporation, a
California nonprofit public benefit
corporation, its general partner
The foregoing instrument was acknowledged before me, by means of ( ) physical presence or ( )
online notarization, this day of 2021 by
of Pacific Southwest Community Development Corporation, as
the general partner of Block 55 Residential, LP, a Florida limited liability partnership, on behalf of
said companies, who is ( ) personally known to me or ( ) produced a valid driver's license as
identification.
Notary Public:
Sign Name:
Print Name:
My Commission Expires [NOTARIAL SEAL]
EXHIBIT "A"
THE "PROPERTY"
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE COUNTY OF MIAMI-
DADE, STATE OF FLORIDA, AND DESCRIBED AS FOLLOWS:
LOTS 1 THROUGH 20, INCLUSIVE, OF BLOCK 55 NORTH, MAP OF MIAMI, DADE CO.
FLA., ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK B, PAGE
41, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA; LESS AND
EXCEPT THE EAST 7.5 FEET OF LOT 20; AND FURTHER LESS AND EXCEPT THAT
PORTION OF LOT 10 TAKEN BY THE STATE OF FLORIDA DEPARTMENT OF
TRANSPORTATION BY ORDER OF TAKING RECORDED IN OFFICIAL RECORDS BOOK
5349, PAGE 129, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA,
BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGIN ON THE WEST LINE OF SAID LOT 10 AT A POINT 14.51 FEET SOUTH 02016'16"
EAST FROM THE NORTHWEST CORNER THEREOF, SAID POINT BEING THE
BEGINNING OF A CURVE CONCAVE SOUTHEASTERLY HAVING A RADIUS OF 14.5
FEET, THENCE FROM A TANGENT BEARING OF NORTH 02016'16" WEST RUN
NORTHWESTERLY, NORTHERLY AND NORTHEASTERLY 22.79 FEET ALONG SAID
CURVE THROUGH A CENTRAL ANGLE OF 90002'57" TO THE NORTH LINE OF SAID
LOT 10, THENCE WESTERLY 14.51 FEET ALONG SAID NORTH LINE TO THE
NORTHWEST CORNER OF SAID LOT 10, THENCE SOUTH 02016'16" EAST 14.51 FEET
ALONG THE WEST LINE OF SAID LOT 10 TO THE POINT OF BEGINNING.
LESS AND EXCEPT:
ROW LESS OUT LEGAL DESCRIPTION:
THOSE PORTIONS OF LOT 1 AND LOTS 10 THROUGH 20, OF BLOCK 55N, MAP OF
MIAMI, DADE CO. FLA., ACCORDING TO THE PLAT THEREOF, AS RECORDED IN
PLAT BOOK B, PAGE 41, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY,
FLORIDA; LESS AND EXCEPT THE EAST 7.50 FEET OF SAID LOT 20; AND FURTHER
LESS AND EXCEPT THAT PORTION OF SAID LOT 10 TAKEN BY THE STATE OF
FLORIDA DEPARTMENT OF TRANSPORTATION BY ORDER OF TAKING RECORDED
IN OFFICIAL RECORDS BOOK 5349, PAGE 129, OF THE PUBLIC RECORDS OF MIAMI-
DADE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGIN ON THE WEST LINE OF SAID LOT 10 AT A POINT 14.51 FEET SOUTH 02016'16"
EAST FROM THE NORTHWEST CORNER THEREOF, SAID POINT BEING THE
BEGINNING OF A CURVE CONCAVE SOUTHEASTERLY HAVING A RADIUS OF 14.5
FEET, THENCE FROM A TANGENT BEARING OF NORTH 02016'16" WEST RUN
NORTHWESTERLY, NORTHERLY AND NORTHEASTERLY 22.79 FEET ALONG SAID
CURVE THROUGH A CENTRAL ANGLE OF 90002'57" TO THE NORTH LINE OF SAID
LOT 10, THENCE WESTERLY 14.51 FEET ALONG SAID NORTH LINE TO THE
NORTHWEST CORNER OF SAID LOT 10, THENCE SOUTH 02° 16' 16" EAST 14.51 FEET
ALONG THE WEST LINE OF SAID LOT 10 TO THE POINT OF BEGINNING.
SAID RIGHT-OF-WAY DEDICATION PARCEL LYING IN SAID BLOCK 55N AND BEING
DESCRIBED AS FOLLOWS:
THE EAST 12.50 FEET OF SAID LOT 1.
AND
THE WEST 10.00 FEET OF SAID LOT 10.
AND
THE WEST 10.00 FEET AND THE SOUTH 10.00 FEET OF SAID LOT 11 AND THE
EXTERNAL AREA OF A CIRCULAR CURVE, LYING WITHIN SAID LOT 11, SAID
CIRCULAR CURVE FORMED BY A 25.00 FOOT RADIUS, CONCAVE TO THE
NORTHEAST, AND TANGENT TO A LINE 10.00 FEET EAST OF AND PARALLEL WITH
THE WEST LINE OF SAID LOT 11 AND TANGENT TO A LINE 10.00 FEET NORTH OF
AND PARALLEL WITH THE SOUTH LINE OF SAID LOT 11.
AND
THE SOUTH 10.00 FEET OF SAID LOTS 12 THROUGH 19, INCLUSIVE.
AND
THE SOUTH 10.00 FEET AND THE WEST 5.00 FEET OF THE EAST 12.50 FEET OF SAID
LOT 20 AND THE EXTERNAL AREA OF A CIRCULAR CURVE, LYING WITHIN SAID
LOT 20, SAID CIRCULAR CURVE FORMED BY A 25.00 FOOT RADIUS, CONCAVE TO
THE NORTHWEST, AND TANGENT TO A LINE 12.50 FEET WEST OF AND PARALLEL
WITH THE EAST LINE OF SAID LOT 20 AND TANGENT TO A LINE 10.00 FEET NORTH
OF AND PARALLEL WITH THE SOUTH LINE OF SAID LOT 20.
LESS AND EXCEPT:
PARKING GARAGE PARCEL:
DRIVEWAY PARCEL (LEVEL 1)
AN AIRSPACE PARCEL BEING THAT PORTION OF LOTS 7, 8, 9, 10, 13, AND 14, OF
BLOCK 55 NORTH, MAP OF MIAMI, DADE CO. FLA., ACCORDING TO THE PLAT
RECORDED IN PLAT BOOK B, PAGE 41, OF THE PUBLIC RECORDS OF MIAMI-DADE
COUNTY, FLORIDA, WHICH LIES ABOVE A HORIZONTAL PLANE AT ELEVATION 8.64
FEET (NATIONAL GEODETIC VERTICAL DATUM OF 1929) AND LIES BELOW A
HORIZONTAL PLANE AT ELEVATION 28.47 FEET (NATIONAL GEODETIC VERTICAL
DATUM OF 1929), THE PERIMETER BOUNDARIES OF WHICH ARE MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCE AT THE NORTHEAST CORNER OF LOT 1 OF SAID BLOCK 55 NORTH;
THENCE NORTH 89057'47" WEST, ALONG THE NORTHERLY LINE OF SAID BLOCK 55
NORTH, ALSO BEING THE SOUTHERLY RIGHT-OF-WAY LINE OF NW 7TH STREET, A
DISTANCE OF 355.04 FEET; THENCE SOUTH 00002'13" WEST, A DISTANCE OF 19.12
FEET TO THE POINT OF BEGINNING; THENCE CONTINUE SOUTH 00°02'13" WEST, A
DISTANCE OF 27.00 FEET; THENCE SOUTH 38059'23" EAST, A DISTANCE OF 25.68
FEET; THENCE SOUTH 00'02' 13" WEST, A DISTANCE OF 204.72 FEET; THENCE NORTH
89°57'47" WEST, A DISTANCE OF 32.08 FEET; THENCE NORTH 00002'13" EAST, A
DISTANCE OF 11.34 FEET; THENCE NORTH 89057'47" WEST, A DISTANCE OF 10.33
FEET; THENCE NORTH 00002'13" EAST, A DISTANCE OF 14.99 FEET; THENCE NORTH
89057'47" WEST, A DISTANCE OF 6.00 FEET; THENCE NORTH 00°02'13" EAST, A
DISTANCE OF 158.33 FEET; THENCE NORTH 89057'47" WEST, A DISTANCE OF 0.58
FEET; THENCE NORTH 00002'13" EAST, FOR A DISTANCE OF 5.48 FEET TO THE POINT
OF CURVATURE OF A CIRCULAR CURVE CONCAVE TO THE SOUTHWEST, HAVING
AS ITS ELEMENTS A RADIUS OF 15.00 FEET AND A CENTRAL ANGLE OF 89059'27";
THENCE NORTHWESTERLY ALONG SAID CURVE, FOR AN ARC DISTANCE OF 23.56
FEET; THENCE NORTH 89057'15" WEST, FOR A DISTANCE OF 30.99 FEET TO THE
POINT OF CURVATURE OF A CIRCULAR CURVE CONCAVE TO THE SOUTHEAST,
HAVING AS ITS ELEMENTS A RADIUS OF 65.00 FEET AND A CENTRAL ANGLE OF
42051'l2"; THENCE SOUTHWESTERLY ALONG SAID CURVE, FOR AN ARC DISTANCE
OF 48.62 FEET; THENCE NORTH 00004'06" WEST, A DISTANCE OF 72.91 FEET; THENCE
SOUTH 89057'47" EAST, A DISTANCE OF 39.08 FEET; THENCE SOUTH 87010'14" EAST,
FOR A DISTANCE OF 1.64 FEET TO THE POINT OF CURVATURE OF A CIRCULAR
CURVE CONCAVE TO THE SOUTHWEST, HAVING AS ITS ELEMENTS A RADIUS OF
30.00 FEET AND A CENTRAL ANGLE OF 13035'14"; THENCE SOUTHEASTERLY ALONG
SAID CURVE, FOR AN ARC DISTANCE OF 7.11 FEET; THENCE SOUTH 73035'00" EAST,
A DISTANCE OF 27.60 FEET; THENCE SOUTH 89057'47" EAST, A DISTANCE OF 48.96
FEET TO THE POINT OF BEGINNING.
RAMP PARCEL (LEVEL 1):
AN AIRSPACE PARCEL BEING THAT PORTION OF LOTS 4, 5, 6, 7, AND 8, OF BLOCK
55 NORTH, MAP OF MIAMI, DADE CO. FLA., ACCORDING TO THE PLAT RECORDED
IN PLAT BOOK B, PAGE 41, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY,
FLORIDA, WHICH LIES BELOW A HORIZONTAL PLANE AT ELEVATION 28.47 FEET
(NATIONAL GEODETIC VERTICAL DATUM OF 1929) AND LIES ABOVE A PARTIAL
INCLINED PLANE, THE PERIMETER BOUNDARIES OF WHICH ARE MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCE AT THE NORTHEAST CORNER OF LOT 1 OF SAID BLOCK 55 NORTH;
THENCE NORTH 89057'47" WEST, ALONG THE NORTHERLY LINE OF SAID BLOCK 55
NORTH, ALSO BEING THE SOUTHERLY RIGHT-OF-WAY LINE OF NW 7TH STREET, A
DISTANCE OF 183.91 FEET; THENCE SOUTH 00002'13" WEST, A DISTANCE OF 2.12
FEET TO THE POINT OF BEGINNING OF SAID PARTIAL INCLINED PLANE HAVING
AN ELEVATION OF 28.47 FEET; THENCE SOUTH 00002'13" WEST, A DISTANCE OF 23.00
FEET TO A POINT HAVING AN ELEVATION OF 28.47 FEET; THENCE NORTH 89057'47"
WEST, FOR A DISTANCE OF 92.90 FEET TO THE POINT OF CURVATURE OF A
CIRCULAR CURVE CONCAVE TO THE SOUTHEAST, HAVING AS ITS ELEMENTS A
RADIUS OF 26.34 FEET AND A CENTRAL ANGLE OF 20027'03 ", AND HAVING AN
ELEVATION OF 20.39 FEET; THENCE SOUTHWESTERLY ALONG SAID CURVE, FOR
AN ARC DISTANCE OF 9.40 FEET TO A POINT HAVING AN ELEVATION OF 19.81 FEET;
THENCE SOUTH 69035'10" WEST, FOR A DISTANCE OF 46.81 FEET TO THE POINT OF
CURVATURE OF A CIRCULAR CURVE CONCAVE TO THE NORTHWEST, HAVING AS
ITS ELEMENTS A RADIUS OF 31.50 FEET AND A CENTRAL ANGLE OF 20027'02", AND
HAVING AN ELEVATION OF 19.81 FEET; THENCE SOUTHWESTERLY ALONG SAID
CURVE, FOR AN ARC DISTANCE OF 11.24 FEET TO A POINT HAVING AN ELEVATION
OF 19.81 FEET; THENCE NORTH 89057'48" WEST, A DISTANCE OF 14.16 FEET TO A
POINT HAVING AN ELEVATION OF 19.81 FEET; THENCE NORTH 00°02'13" EAST, A
DISTANCE OF 26.00 FEET TO A POINT HAVING AN ELEVATION OF 19.81 FEET;
THENCE SOUTH 89057'47" EAST, FOR A DISTANCE OF 11.08 FEET TO THE POINT OF
CURVATURE OF A CIRCULAR CURVE CONCAVE TO THE NORTHWEST, HAVING AS
ITS ELEMENTS A RADIUS OF 30.00 FEET AND A CENTRAL ANGLE OF 17008'18", AND
HAVING AN ELEVATION OF 19.81 FEET; THENCE NORTHEASTERLY ALONG SAID
CURVE, FOR AN ARC DISTANCE OF 8.97 FEET TO A POINT HAVING AN ELEVATION
OF 19.81 FEET; THENCE NORTH 72053'55" EAST, FOR A DISTANCE OF 48.42 FEET TO
THE POINT OF CURVATURE OF A CIRCULAR CURVE CONCAVE TO THE SOUTHEAST,
HAVING AS ITS ELEMENTS A RADIUS OF 31.50 FEET AND A CENTRAL ANGLE OF
17°08'18", AND HAVING AN ELEVATION OF 19.81 FEET; THENCE NORTHEASTERLY
ALONG SAID CURVE, FOR AN ARC DISTANCE OF 9.42 FEET TO A POINT HAVING AN
ELEVATION OF 20.16 FEET; THENCE SOUTH 89057'47" EAST, A DISTANCE OF 95.66
FEET TO THE POINT OF BEGINNING.
AND
PARKING GARAGE PARCEL (LEVELS 2 THROUGH 5):
AN AIRSPACE PARCEL CONSISTING OF THAT PORTION OF THE FOLLOWING
DESCRIBED PROPERTY ("the Property"), WHICH LIES ABOVE A HORIZONTAL PLANE
AT ELEVATION 28.47 FEET (NATIONAL GEODETIC VERTICAL DATUM OF 1929) AND
LIES BELOW A HORIZONTAL PLANE AT ELEVATION 78.47 FEET (NATIONAL
GEODETIC VERTICAL DATUM OF 1929):
"The Property" AS REFERENCED ABOVE IS COMPRISED OF:
ALL OF LOTS 2, 3, 4, 5, 6, 7, 8, AND 9, AND THAT PORTION OF LOTS 1, 10, 11, 12, 13, 14,
15, 16, 17, 18, 19, AND 20, ALL OF BLOCK 55 NORTH, MAP OF MIAMI, DADE CO. FLA.,
ACCORDING TO THE PLAT RECORDED IN PLAT BOOK B, PAGE 41, OF THE PUBLIC
RECORDS OF MIAMI-DADE COUNTY, FLORIDA, BEING MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
COMMENCE AT THE NORTHEAST CORNER OF LOT 1 OF SAID BLOCK 55 NORTH;
THENCE NORTH 89057'47" WEST, ALONG THE NORTHERLY LINE OF SAID BLOCK 55
NORTH, ALSO BEING THE SOUTHERLY RIGHT-OF-WAY LINE OF NW 7TH STREET, A
DISTANCE OF 22.17 FEET TO THE POINT OF BEGINNING; THENCE CONTINUE SOUTH
00002'13" WEST, A DISTANCE OF 282.34 FEET; THENCE NORTH 89057'47" WEST, FOR A
DISTANCE OF 457.91 FEET TO THE POINT OF INTERSECTION OF A CIRCULAR CURVE
CONCAVE TO THE NORTHEAST, HAVING AS ITS ELEMENTS A RADIUS OF 25.00 FEET
AND A CENTRAL ANGLE OF 3801 F05"; A RADIAL LINE THROUGH SAID POINT BEARS
SOUTH 37009'39" WEST; THENCE NORTHWESTERLY ALONG SAID CURVE, HAVING
TANGENTS WHICH ARE 12.50 FEET NORTH OF AND PARALLEL TO THE SOUTH LINE
OF SAID BLOCK 55 NORTH AND 10.00 FEET EAST OF AND PARALLEL TO THE WEST
LINE OF SAID BLOCK 55, FOR AN ARC DISTANCE OF 16.66 FEET; THENCE NORTH
00002'13" EAST, FOR A DISTANCE OF 268.33 FEET TO THE POINT OF INTERSECTION
OF A CIRCULAR CURVE CONCAVE TO THE SOUTHEAST, HAVING AS ITS ELEMENTS
A RADIUS OF 14.50 FEET AND A CENTRAL ANGLE OF 13040'48"; A RADIAL LINE
THROUGH SAID POINT BEARS NORTH 13038'35" WEST; THENCE EASTERLY ALONG
SAID CURVE, FOR AN ARC DISTANCE OF 3.46 FEET; THENCE SOUTH 89057'47" EAST,
ALONG SAID NORTHERLY LINE OF BLOCK 55 NORTH, ALSO BEING THE
SOUTHERLY RIGHT-OF-WAY LINE OF NW 7TH STREET, A DISTANCE OF 463.57 FEET
TO THE POINT OF BEGINNING.
LESS AND EXCEPT:
NORTH RESIDENTIAL ELEVATOR:
A PORTION OF LOTS 7 AND 8, OF BLOCK 55 NORTH, MAP OF MIAMI, DADE CO. FLA.,
ACCORDING TO THE PLAT RECORDED IN PLAT BOOK B, PAGE 41, OF THE PUBLIC
RECORDS OF MIAMI-DADE COUNTY, FLORIDA, BEING MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
COMMENCE AT THE NORTHEAST CORNER OF LOT 1 OF SAID BLOCK 55 NORTH;
THENCE NORTH 89057'47" WEST, ALONG THE NORTHERLY LINE OF SAID BLOCK 55
NORTH, ALSO BEING THE SOUTHERLY RIGHT-OF-WAY LINE OF NW 7TH STREET, A
DISTANCE OF 328.93 FEET; THENCE SOUTH 00°02'13" WEST, A DISTANCE OF 1.51
FEET TO THE POINT OF BEGINNING; THENCE SOUTH 00°02'13" WEST, A DISTANCE
OF 6.92 FEET; THENCE NORTH 89°57'47" WEST, A DISTANCE OF 26.67 FEET; THENCE
NORTH 00002'13" EAST, A DISTANCE OF 6.92 FEET; THENCE SOUTH 89057'47" EAST, A
DISTANCE OF 26.67 FEET TO THE POINT OF BEGINNING.
FURTHER LESS AND EXCEPT:
EAST RESIDENTIAL ELEVATOR:
A PORTION OF LOTS 1, 2, 19, AND 20, OF BLOCK 55 NORTH, MAP OF MIAMI, DADE
CO. FLA., ACCORDING TO THE PLAT RECORDED IN PLAT BOOK B, PAGE 41, OF
THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCE AT THE NORTHEAST CORNER OF LOT 1 OF SAID BLOCK 55 NORTH;
THENCE NORTH 89057'47" WEST, ALONG THE NORTHERLY LINE OF SAID BLOCK 55
NORTH, ALSO BEING THE SOUTHERLY RIGHT-OF-WAY LINE OF NW 7TH STREET, A
DISTANCE OF 47.59 FEET; THENCE SOUTH 00002'13" WEST, A DISTANCE OF 146.42
FEET TO THE POINT OF BEGINNING; THENCE SOUTH 00002'13" WEST, A DISTANCE
OF 26.67 FEET; THENCE NORTH 89057'47" WEST, A DISTANCE OF 6.92 FEET; THENCE
NORTH 00002'13" EAST, A DISTANCE OF 26.67 FEET; THENCE SOUTH 89057'47" EAST,
A DISTANCE OF 6.92 FEET TO THE POINT OF BEGINNING.
4881-7871-0791, v. 1