HomeMy WebLinkAboutR-98-0543J-98-570
05/18/98
RESOLUTION N09 8 - 543
A RESOLUTION APPROVING THE RESTRUCTURING OF THE
CITY'S MULTI -FAMILY REHABILITATION LOAN IN THE
AMOUNT OF $450,000.00 ("CITY LOAN") PROVIDED IN
CONNECTION WITH THE REHABILITATION OF A 90-UNIT
APARTMENT COMPLEX LOCATED AT APPROXIMATELY 5554
N. W. MIAMI COURT, MIAMI, FLORIDA, IN THE LITTLE HAITI
TARGET AREA; AUTHORIZING AND DIRECTING THE CITY
MANAGER TO ACCEPT $225,000.00 IN FUNDS FROM THE
PROPERTY OWNER AS A PARTIAL PAYMENT ON THE CITY
LOAN; APPROVING A SEVEN (7) YEAR DEFERMENT OF
PAYMENTS ON THE REMAINING BALANCE OF THE CITY'S
LOAN OF $225,000.00 AT SIX PERCENT (6%) INTEREST, PLUS
THE PAST DUE PRINCIPAL AND INTEREST PAYMENTS
CURRENTLY OWED TO THE CITY; FURTHER AUTHORIZING
AND DIRECTING THE CITY MANAGER TO EXECUTE A
SUBORDINATION AGREEMENT IN FAVOR OF EASTERN
NATIONAL BANK' S MORTGAGE IN THE AMOUNT OF
$1,025,000.00, PROVIDED IN CONNECTION WITH THE
REFINANCING OF THE SUBJECT PROPERTY, IN A FORM
ACCEPTABLE TO THE CITY ATTORNEY, SUBJECT TO
CERTAIN TERMS AND CONDITIONS.
WHEREAS, in March of 1987, Mr. Pedro Pelaez and Mr. Michael Zogby as the
owners ("Owners") of a 90-unit multi -family apartment complex, commonly known as the
Barrett Apartments, received a deferred payment loan in the amount of $450,000.00 from the
Department of Community Development ("City Loan") for the rehabilitation of seven (7) multi-
family apartment buildings located at approximately 5554 N. W. Miami Court, Miami, Florida, in
the Little Haiti target area ("Property"); and
CITi COMMSSION
MEETING OF
MAY 2 6 1998
Rwohgion No.
98- 543
WHEREAS, the City Loan is secured by a third mortgage lien on the Property ("City
Mortgage"); and
WHEREAS, the said City Loan was provided through the U.S. Department of Housing
and Urban Development's Rental Rehabilitation Program, which allowed for the deferment of
payments in order to allow the Owners to borrow additional funds from a local lending institution
to cover fifty percent (50%) of the total cost of rehabilitating the Property; and
WHEREAS, the City Loan was deferred for a period of ten (10) years, at six percent
(6%) interest, with payments to commence in April of 1997; and
WHEREAS, for the past fourteen (14) months the Owners have advised the City that
they could not make payments on the City Loan and are attempting to either refinance the
Property, or pay the City Loan at a discount; and
WHEREAS, previous requests to the City for a discount of the City Loan, or an
extension of the deferment period have been denied by the City's Housing Loan Committee; and
WHEREAS, pursuant to the Audit Report dated March 26, 1998 by the U.S.
Department of Housing and Urban Development's District Office of the Inspector General, the
City is mandated to address its outstanding balance of defaulted loans in the amount of
approximately $9,904,456; and
WHEREAS, the City's Housing Loan Committee and the City Administration have
determined that it is in the City's best interest to restructure the City Loan with the Owners; and
WHEREAS, the restructuring of the City Loan contemplates that the City will
subordinate the City Mortgage to a new first mortgage lien in favor of Eastern National Bank in
the amount of $1,025,000.00; however, the City Mortgage will become a second mortgage lien
on the Property;
2 98- 543
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
Section 1. The recitals and findings contained in the Preamble to this Resolution are
hereby adopted by reference thereto, and incorporated herein, as if fully set forth in this Section.
Section 2. The City Manager is hereby authorized to restructure the City's loan in the
amount of $450,000.00 ("City Loan") provided to Mr. Pedro Pelaez and Mr. Michael Zogby as
the owners ("Owners") of the property located at 5554 N.W. Miami Court, Miami, Florida, in
the Little Haiti target area ("Property"), in return for the City's receipt of a partial payment of the
City Loan in the amount of $225,000.00.
Section 3. A deferment for a seven (7) year period of all future payments on the
outstanding balance owed on the City Loan in the amount of $225,000.00 at six percent (6%)
interest, plus the past due principal and interest payments currently owed to the City, is hereby
approved.
Section 4. The Owners are hereby required to provide the City with firm evidence that
all future years real estate taxes are paid in full by the Owners on an annual basis.
Section 5. The City Manager is hereby authorized' and directed to execute a
subordination agreement, in a form acceptable to the City Manager, in connection with the
pending refinancing of the Property, to provide for the subordination of the City Mortgage to a
new first mortgage from Eastern National Bank in the amount of $1,025,000.00, with the City
Mortgage becoming a second mortgage lien on the Property.
' The herein authorization is further subject to compliance with all requirements that may be
imposed by the City Attorney, including, but not limited to, those prescribed by applicable City
Charter and Code provision.
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Section 6. The said restructuring of the City Loan shall be subject to approval by the
State Financial Emergency Oversight Board and the U.S. Department of Housing and Urban
Development.
Section 7. This Resolution shall become effective immediately upon its adoption.
PASSED AND ADOPTED this 2 6 th _ day of May 1998.
ATTEST:
JOE CAROLLO, MAYOR
In accordance with Miami Code Sec. 2.36, since the Mayor did not indicate approval of
this legislation by signing it in the designated place provided, said
domes effective with the elapse of ten (10) d ys from the date of Co sic.
nording same, without the Mayor exer s v to.
tf
a J. oeman. City clerk
WALTER J. FOEMAN, CITY CLERK
CITY CLERK'S OFFICE
DEPARTMENT OF COMMUNITY DEVELOPMENT
REVIEW AND APPROVAL:
GWEND LYN C. WARREN, DIRECTOR
DEPARTMENT OF COMMUNITY DEVELOPMENT
PREPARED AND APPROVED BY:
LINDA KELLY KEARSON
ASSISTANT CITY ATTORNEY
LKK/W2593
4 98- 543
CITY OF MIAMI, FLORIDA
INTER -OFFICE MEMORANDUM
TO The Honorable Mayor, Joe Carollo and
Members of the City Commission
FROM: Jose Garcia -Pedrosa
City Manager
RECOMMENDATION:
21
May 15, 1998
DATE : FILE
SUBJECT: Resolution Approving
Restructuring Plan of Multi -Family
Loan —Barrett Apartments
REFERENCES:
City Commission Agenda Item
ENCLOSURES: May 26, 1998
It is respectfully recommended that the City Commission adopt the attached resolution, approving a
restructuring plan of a CDBG Multi -Family Rehabilitation Loan in the amount of approximately
$450,000, in connection with the rehabilitation of Barrett Apartments, consisting of 90 rental housing
units located at approximately 5554 N. W. Miami Court, in the Little Haiti neighborhood.
The attached resolution authorizes the City Manager to accept $225,000 in funds from the owner and
a deferment of payments for the outstanding balance for a seven-year (7) period. The attached
resolution further authorizes the City Manager to subordinate the City's outstanding loan balance to a
new first mortgage from Eastern National Bank, in the amount of approximately $1,025,000.
BACKGROUND:
In March of 1987, Mr. Pedro Pelaez and Mr. Michael Zogby received a $450,000 deferred payment
loan from the City's Department of Community Development, to rehabilitate a 90-unit apartment
complex in the Little Haiti neighborhood. This deferred payment loan in the amount of $450,000 was
provided to the property owner through the Rental Rehabilitation Grant Program funded by the U.S.
Department of Housing and Urban Development. The Rental Rehabilitation Program was designed
to allow the owners to borrow funds from a local lending institution to cover fifty percent (50%) of
the total rehabilitation cost of the property, with the remaining fifty percent (50%) provided by the
City. The City's loan of $450,000, allowed for the deferment of payment for a ten-year (10) period,
with payments beginning in April of 1997, for a ten-year (10) term, at a six percent (6%) rate of
interest. Presently, the City's loan is in default with approximately $72,540 in payments outstanding.
Moreover, there are also outstanding real estate taxes due for the years 1995, 1996 and 1997 in the
amount of approximately $107,000.
On February 26, 1998, the City's Housing Loan Committee granted preliminary approval to the
property owner's proposal to bring the City's loan current, in addition to addressing the delinquent
98- 543
The Honorable Mayor, Joe Carollo and
Members of the City Commission
May 15, 1998
Page 2
real estate taxes on the properties. The specifics of the restructuring loan proposal as approved by
the Housing Loan Committee are as follows:
1. The City would accept a lump sum payment of $225000 to reduce the City's current loan
of $450,000.
2. The City would defer payments on the remaining balance of the City's loan, pending the
property owner securing a commitment from Eastern National Bank to refinance the
proj ect.
3. The City would agree to subordinate the remaining balance of the City's loan to the bank
financing and continue to defer the repayment of the City's loan for an additional seven
(7) years.
In an attempt to address on a case -by -case basis, the delinquent housing loan accounts in the City
loan portfolio as identified in the HUD audit, it is recommended that the City Commission approve
the attached resolution. Final approval of the proposed loan restructuring plan will also require
approval by the State Oversight Board and the U.S. Department of Housing and Urban
Development.%
JGP/CMC/GCW/JBH:vh
c: Gwendolyn C. Warren
<shared-memosvh>mayorcc62
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Eastern National Bank
May 5, 1998
Mr. Pedro Pelaez
Zogby-Pelaez Partnership #1
5554 N.W. Miami Court
Miami Florida 33127
Re: Proposed Term Loan in the maximum amount of $1,025,000.00 to refinance
a purchase money mortgage i/a/o $685,000.00, pay off second mortgage
of $40,000.00, pay the City of Miami $125,000.00, pay current and past
due real-estate taxes of $107,000.00 and pay closing Costs of
$67,000.00.
Dee:z Mr. Pelaez;
We are pleased to advise you that Eastern National Bank (the "Bank-) has
approved your request for a loan in the amount of $1,025,000.00 (the "Loan") to
provide monies for the above referenced on the following properties: 5601 N.W,
1st Avenue, 5549 N.W. Miami Court, 51 N.W. 56th Street, 5546 N.W. Miami Court,
5554 N.W. Miami Court, 55 N.W. 56th Street, 5610 N.W. Miami Avenue, 45 N.W_ 56th
Street, 39 N.W. 56th Street, Miami, Florida (the "Project") , subject to the
terms and conditions hereinafter set forth.
1. Bnrrada - The Borrower shall be Zogby-Pelaez Partnership 41. (the
"Borrower"). The Borrower may not assign this commitment, and any such
assignment shall be void. There shall be no material charge in the ownership,
management, or control of the Borrower without the Bank's prior written consent.
2. Loan amni7nt, The Bank shall lend up to a maximum amount of
$1,025,000.00. The Loan shall be evidenced by a promissory note in the
Principal amount of the Loan from Borrower payable to the order of the Bank.
3. Loan Term. The Loan will be payable in seventeen (17) monthly payments
of principal and interest based on a 20 year amortization schedule with a
balloon payment due at maturity on the eighteenth (1s) month.
4. Guaran =- As a condition precedent to the making of the Loan, Pedro
and Cynthia Pelaez and Michael and Sandra Zogby, (herein collectively referred
to as the "Guarantor") shall, jointly and severally, unconditionally and
irrevocably guarantee full payment and performance of the Loan and the loan
docinents.
5- Tnterpzr. Pate. The Loan shall bear interest at a rate equal to 9W
percent fired through maturity. The "Prime Rate" at any time shall moan the
highest prime rate as published daily in the wall strPAt. To,r„al. The effective
rate of interest on the Loan shall not exceed the highest rate allowable under
applicable law_
6. Payments. A11 payments of interest on the Loan shall be payable
monthly. On the Maturity Date, all outstanding principal on the Loan, together
with any and all accrued and unpaid interest, shall be due and payable in full.
7. Px_e a = . The Loan may be prepaid, in whole or in part at any time
prior to the Maturity Date, without penalty or premium.
8. omm;*mpr. F P_ in consideration of the services which Bank has
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rendered to the Borrower and in consideration of the Bank holding itself ready
and able to make the Loan, the Borrower shall pay a non refundable Commitment
Fee of $15,375.00 upon execution hereof. The Commitment Fee shall be in
addition to the interest payable under the Loan.
9. Collateral. The Loan shall be secured by the Collateral (the
"Collateral") to be granted to the Bank on the Closing Date, consisting of fully
perfected liens, security interests or pledges (as the case may be) as follows:
a first mortgage on the following properties: 5601 N_w, 18t Avenue, 5549 N.W.
Miami Court, 51 N.W. 56th Street, 5546 N.W. Miami Court, 5554 N.W. Miami Court,
55 N.W. 56th Street, 5610 N.W. Miami Avenue, 45 N.'!. 56th Street, 39 N.W. 56th
Street, Miami, Florida (the "Property").
10. = Qzinq Date. The Loan shall be closed and all conditions to the
disbursement thereunder shall be satisfied, on a date and time mutually
satisfactory to the Bank and the Borrower (the "Closing Date"), but not later
than sixty (60) days from the date of this Commitment Letter, which time is of
the essence, otherwise the Bank reserves the right to modify or cancel, the terms
of this Commitment at its sole discretion.
11. Parriri an 4. Borrower acknowledges that Bank reserves the right,
either before or after the Closing, to sell participating interests in the Loan
to other parties (•Participants,,). Borrower acknowledges and agrees that Bank,
to induce the Participants to acquire interests in the Loan, may disclose
information on the Borrower or, much of which information may be of a
confidential nature.
12. RA=err of =f-nnF-.a. Whether or not the transactions contemplated
hereby shall be consummated, the Borrower shall pay all disbursements and
reasonable fees incurred by the Bank (whether incurred before or after the
Closing) including, but not limited to, title search, examination and insurance
charges, surveys, appraisals, recording fees, charges and taxes, documentary
stamps, intangible taxes, disbursement fees, appraisal fees, brokerage fees, the
fees and disbursements or counsel to the Bank, the preparation and negotiation
of the Loan Documents, and fees of Bank's inspecting architect and other con-
sultants in connection with the origination and/or the closing of the Loan.
13. payment of Brokorc_ The Borrower represents and warrants that it has
dealt with a broker in connection with this Commitment or the Loan. Neither the
Bank nor any of its affiliates shall be obligated to pay any fees, charges,
costs or commissions to any broker, finder, or similar type of person or entity
in connection with the Loan, and the Borrower agrees by its acceptance of this
Commitment Letter to indemnify the Bank against and to hold the Bank harmless
from any and all- such fees, charges, costs, expenses or commissions, including,
but not limited to, any brokerage claims arising out of or in Connection with
this transaction and all attorneys' fees and disbursements (at both trial and
appellate levels) relating to any such brokerage claims resulting from or
arising out of any claim that the Borrower consulted, dealt or negotiated with
the person or entity making such brokerage claims.
14. Closing- Conditinns, As condition precedent to Bank'a obligation to
close and fund the Loan, the Bank shall receive at the Borrower's expense, such
items as the Bank may deem necessary or appropriate in order to show feasibility
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of repayment of the Loan, and in order to provide security for the Loan,
including without limitation, the following items, all satisfactory in form and
content to the Bank and its counsel-
( a) Appraisal. An updated appraisal, satisfactory in amount, form,
scope, and content to the Bank, rendered by an appraiser satisfactory to the
Bank, indicating that the Property has a market value yielding maximum loan to
value based by the income approach of 75% percent loan to Value. If required
by Bank, Borrower shall furnish to Bank, at Borrowers expense, on each
anniversary of the Closing Date, a re -appraisal of the Project. The Bank shall
also have the right to require a re -appraisal of the Project at Borrower's
expense, (1) as a, condition to any modification or renewal of the Loan, (ii) in
the event the Bank deems itself insecure or in the event of a material change
in the financial condition of the ]Borrower,, determined in Lender's sole
reasonable discretion; (iii) as otherwise required by any state or federal law,
rule or regulation applicable to the Bank; or (iv) as otherwise required in the
loan documents.
(b) Audit. A current environmental questionnaire of
the Property, satisfactory in form, scope and content to the Bank, rendered by
an environmental consulting firm satisfactory to the Bank, addressed to the
Bank, showing that no hazardous substances are present at the Property. The
Bank reserves the right to declare this commitment void if the environmental
audit discloses evidence that the Property is contaminated with any hazardous
or toxic materials. The Bank shall be entitled to require subsequent additional
environmental assessments of the Property at Borrower's expense.
(C) Utiliripq. 2.oning. PPmifrq._etr Written evidence: (I) of the
unconditional availability of sewer, water and all other required utilities and
municipal services to the Property; (ii) that the Property is properly zoned for
its proposed development in accordance with the approved plans and specifica-
tions; and (iii) that all required licenses and permits of governmental authori-
ties for the construction and development of the Project, including, without
limitation, building permits and environmental permits, have been
unconditionally and validly issued.
(d) Sty. A current survey of the Property, prepared by a regis-
tered surveyor, reflecting no conditions unsatisfactory to the Bank or counsel
to the Bank and otherwise satisfactory to the Bank in all respects. Such survey
shall show the legal description and location of the Property, and any adjoining
streets (including their widths), all improvements, easements (including the
pertinent recording information with respect to all recorded instruments),
fences, zoning or restriction setback lines, rights -of -way, utility lines to the
points of connection, and any encroachments, which survey must be certified (in
form and content satisfactory to the Bank) to the Borrower, the Bank and the
title company inuring the Bank's interest in any such property. such survey
shall also set forth the average elevation of the subject property in relation
to surrounding properties, highways, access roads and easements, and shall
locate ali means of ingress and egress, certify the amount of acreage, and
indicate the address (if any) of the subject property, and also contain a
location sketch of the same.
(e) Aurh�r' Tarp =o. Certificates and other evidence as the Bank may
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require of the due organization, existence, authority and power of the Borrower,
its partners of the Loan, executed by such representatives of such entities, and
such governmental authorities as may be appropriate, as Bank may require.
(f) FnPararPa. Satisfactory evidence that Borrower maintains: (I)
liability insurance coverage having limits of at least $1,000,000.00 per occur-
rence; (ii) hazard insurance coverage; and (iii) flood insurance (the insurance
required under clauses (ii) and (iii) shall be in amounts satisfactory to Bank)
on all of the Collateral, covering such perils, issued by such insurers, in such
form and naming such insured parties, as the Bank may require. Without limiting
the generality of the foregoing, any and all insurance policies issued pursuant
hereto shall name the Bank as mortgagee/loss payee, and shall require that the
Bank receive notice thirty (30) days prior to the modification or termination
of the policy.
(9) Loan Documents. Promissory note, mortgages and security
agreements, financing statements, subordination agreements, guaranties and
assignments of all contracts and licenses, and such other documents or
instruments as the Bank may require to evidence or secure the Loan.
(h) Title XMide R. A fully paid title insurance policy, issued by
a title insurance company satisfactory to the Bank, insuring the lien of the
Banks mortgage as a first lien upon the Property, subject to no exceptions
other than Permitted Exceptions, and specifically, without limitation, providing
affirmative insurance as the Bank may reasonably request. The commitment for
title insurance shall be delivered to Bank at least ten (10) days prior to the
closing, together with copies of all matters which appear as exceptions
thereunder. The Borrower shall also furnish UCC search reports showing no
filings affecting the Borrower or any of the Collateral.
U) Taxes. Evidence satisfactory to Bank showing that all taxes and
assessments on the Property are current on the date of Closing. Such evidence
of payment of taxes shall be delivered to Bank at least ten (10) days prior to
closing.
(j) Qthwe Matt-P—a, Such other matters or items as the Bank may
reasonably require.
(1) Satisfactory inspection by Rolando Diaz, P.E. for structure,
roof and termites.
(2) Subordination of the remaining $225,000.00 balance from the city
of Miami to Eastern National Bank.
(3) A moratorium from the City of Miami for the remaining
$225,000.00 balance, for an additional seven (7) years.
(4) Establish escrow account for real estate taxes.
(5) Borrower shall provide Bank with proof that an additional
$100,000.00 is available to pay the City of Miami to complete payment for the
proposed subordinated mortgage.
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15. Covenants ;n Lnan noc„m nrs. The Loan Documents shall contain such
covenants and other terms as Bank may require, including, without limitation:
(a) Nei W annsf To or En , h anrg, There shall be no disposition
of any interest in Borrower, or any stock of, or other beneficial interest in,
Borrower, or any other change in the ownership, control, or management of
Borrower, without the Bank's prior written approval. There shall also not be
any transfer, encumbrance, mortgage or other disposition of all or any interest
in any of the Collateral without the Bank's prior written approval, or as
otherwise permitted herein.
(b) Financial StatAmpntra f-tc. The Borrower shall provide or cause
to be provided unaudited financial statements within 90 days of the end of
Borrower's fiscal year; and copies of his federal income tax return within 15
days of the filing thereof. The Bank shall have full and complete access to the
books and records of the Borrower, as they pertain to the Property, during
regular business hours. There shall be no material adverse changes in the
financial condition of Borrower, during the Loan term, in Bank's sole judgment.
(c) L pna, Pre_ There shall not be or exist any liens (other than
liens for real property taxes and other assessments not yet due and payable,
other Permitted Exceptions not in default, and the liens and security interests
of the Loan Documents) on the assets of the Borrower or on the Property.
(d) Aur__hnoxi_r.Y. The Borrower shall represent and warrant as to good
standing and existence, and due authorization to enter into the Loan, absence
of conflicting obligations, absence of material litigation which if adversely
determined would materially and adversely affect the Property, the Borrower, or
would affect the likelihood of timely repayment of the Loan, and such other
representations and warranties as the Bank or its counsel shall deem appropriate
with respect to any such entity or person.
(e) Comnutation of 1_'nteregr; Dpfa„lr Barg, Frc Interest shall be
computed daily on the outstanding principal balance of the Loan. Interest on
the principal balance of the Loan from time to time outstanding will be based
on the actual days elapsed and a 360-day year. From avid after the date that any
default under any of the Loan Documents shall have continued beyond the period
of grace or cure (if any) provided therefor, interest on the unpaid principal
balance of the Loan shall accrue at the highest rate permitted by Florida law.
(f) 12ecery c O Tax S, Tn S,ir »rP anti ARaaaamanto. At Bank Is
Option, in addition to paying installments of principal and/or interest and
other sums due under the Loan, the Borrower shall pay to Bank, on the date of
Payment of principal and interest, 1/12 of the amounts reasonably estimated by
Bank (based on the most recent available bills unless such bills are not
indicative of the amounts next coming due for such purposes) to be sufficient
to enable the Bank to pay all taxes, assessments, and insurance premiums on the
Property when such sums first become due and payable ("Reserves"). Payment or
the Reserves shall not relieve Borrower from its Obligation to pay any
deficiency. The Reserves may, at the Bank's discretion, be commingled with the
Bank's general funds, and no interest shall be payable in respect thereof.
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(g) Lega1 RzX&ases. Borrower shall pay all "Legal Expenses" of
Bank. "Legal Expenses" means all costs and expenses incurred in connection with
the making of the Loan and the exercise of any rights or remedies under or in
any way with respect to any of the Loan Documents including, without limitation,
reasonable attorney s fees of counsel selected by Bank, disbursements of such
counsel, court costs, whether taxable or not, and all other Costs incurred in
investigating, defending, prosecuting and/or settling claims or any litigating
or other proceeding (whether or not suit is brought), including without
limitation, trial, appeals, arbitration, or bankruptcy proceedings, and all
reasonable fees incurred in connection with advising Bank with respect to its
rights under or the interpretation of the Loan Documents and any subsequent
modifications of the Loan Documents.
(h) Choice of Law. This Commitment better and all of the Loan
Documents shall be governed by the internal laws of the State of Florida.
(I) Legal Opinion. The Bank will require a legal opinion or
opinions of outside legal counsel to the Borrower, wherein, among other things,
such counsel opines to the satisfaction of the Bank and its counsel as to those
matters which may be reasonably requested of it by the Bank or its counsel.
16. $ nk'a Ina 1, The form and substance of each of the Loan Documents
and each and every other document, certificate, or other instrument required to
evidence the Loan and the security therefore, or which is delivered in
connection with the Loan, and the surveys, title insurance policies and evidence
of title upon which the same is based, must be satisfactory to and approved by
counsel for the Bank.
17. Representati_onsf Finannial C'nndi Linn In the event that: (I) any
representation or document made or submitted in support of the application for
this Commitment shall be false or misleading in any material respect, (ii) there
shall be any material change in the financial position of Borrower, the Property
as represented to Bank in connection with the application for the Loan, or (iii)
there arises any pending or threatened adverse litigation against the Borrower
or the Property, then Borrower shall be deemed in default hereunder, and Bank
shall have the option to terminate this Commitment Letter.
18. Waiver: Entire Agreement. No waiver of any provisions hereof by the
Bank shall constitute a waiver of any future matter of similar import or of any
other matter at any time in the future. This Commitment Letter constitutes the
entire understanding of the parties with respect to the matters referred to
herein and no modification hereof shall be binding unless in writing and signed
by the party against whom said modification is sought to be enforced. The terms
of this Commitment Letter shall continue to be applicable to the Loan, except
to the extent that any of the provisions hereof shall conflict with any
subsequent loan document signed by the Bank, in which event the terms o£ the
subsequent loan document will control.
BORROWER AND BANK EACH HEREBY--NOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE THE
RIGHT ANY OF THEM MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED
HEREON, OR ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS COMMITMENT LETTER
AND ANY AGREEMENT, DOCUMENT OR INSTRUMENT CONTEMPLATED TO BE EXECUTED IN
CONJUNCTION HEREWITH, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS
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(WHETHER VERBAL OR WRITTEN) OR ACTIONS OF ANY PARTY HERETO. THIS PROVISION IS
A MATERIAL INDUCEMENT FOR BANK ENTERING INTO THIS COMMITMENT LETTER AND AGREEING,
TO EXTEND THE LOAN.
in the event that all parties have not executed and returned the enclosed
duplicate of this Commitment Letter, together with the Commitment Fee, on or
before 10 days from the date of this letter, this Commitment Letter shall be
void.
Very truly yours,
The undersigned accept the foregoing Commitment Letter on this _
1998, and agree to the terms and conditions thereof.
Borrower: Zogby-Pelaez Partnership #1
By:.
Pedro Pelaez, res dent
Guarantor:
By: IzzoV By;
Pedro Pelaez / Q Cynthia Pelaez
By: By:
Michael Zogby Sandra Zogby
day of
98- 543
F5/06/98 1:09p
Eastern National Bank
May 11, 1998
Jose Garcia Pedroso, City Manager
City of Miami
Miami, Florida
ME I -- =I. - I 61PUMAII
Dear Mr. Garcia Pedroso:
This letter shall confirm that the principals of the above referenced partnership have the
additional $100,000.00 available to reduce the subordinated mortgage to the City of Miami. It
is a requirement that the City of Miami mortgage has a 7 year payment moratorium provision.
Should you have any question please feel free to contact me at (305) 347-1190.
Sincerely,
Estate Division
JJP/dt
cc: Mark W. Fleming
Willie Garcia, Esq.
98- 543
P.O. Box 52-7868 / Miami, Florida 33 152-7868 / Telex 4490227 M,:mber FDIC