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HomeMy WebLinkAboutExhibit A111111111111111111111111111111111111111111111 This Instrument prepared by: Julie O. Bru, City Attorney City of Miami, Florida 444 S.W. 2nd Avenue, Suite 945 Miami, Florida 33130-1910 After recordation, this Instrument to be returned to: Office of Asset Management City of Miami, Florida 444 S.W. 2nd Avenue, Suite 326 Miami, Florida 33130-1910 Space Above This Line For Recording Data CIFInd 2012ROF;60999 OR Pkk 2S222 F'9s 4315 - 4324; (1Op9s) R7E(C1ORECORDEDOS/ i9f2ii12 111161i 9 DEEC' C'Ot_ TAX 0,60 HARVEY F'UVTNr CLERK OF COURT. MIAMI-•C'AC'E COUNTYr FLORIDA QUITCLAIM DEED This QUITCLAIM DEED ("Deed") is made this ( day ofi'LS./. , 2012, by and between the CITY OF MIAMI, FLORIDA, a municipal corporation of the State of Florida, with its administrative offices at 444 S.W. 2nd Avenue, Miami, Florida ("City"), of the first part as grantor, and the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY of the city of Miami, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes, with offices at 49 N.W. 5th Street, Suite 100, Miami, Florida ("CRA"), of the second part as grantee. WITNESSETH That the City, for and in consideration of the sum of Ten and No/100 Dollars ($10.00) to it in hand paid by the CRA, receipt and sufficiency of which are hereby acknowledged, has remised, released and quitclaimed to the CRA, its heirs and its assigns, subject to the right of reverter and reentry set forth below, the land lying situate in the county of Miami —Dade, state of Florida, being more particularly described in Exhibit "A," attached hereto and made a part hereof ("Property"). This Deed conveys only the interests of the City in the Property described herein, and shall not warrant title thereto. This Deed is made and executed upon, and is subject to, the following conditions, restrictions and covenants, which are part of the consideration for the Property conveyed and are taken and construed as running with the land: 1. The City represents that certain federal funds, being subject to 24 C.F.R. § 570.208(a)(4), as amended ("CDBG Regulations"), have been utilized on past projects at the Property. The CRA agrees that, for a period of not less than five (5) years commencing on the date of this conveyance ("CDBG Compliance Period"), the CRA shall use, or cause to be used, the Property, subject to all applicable CDBG Regulations. 2. During the CDBG Compliance Period, the CRA agrees to provide, or cause to be provided, to the City evidence of the creation of no less than sixteen (16) jobs of which fifty-one (51%) percent of such jobs, computed on a full-time equivalent basis, involve the employment of low- and moderate -income persons, pursuant to, and within the meaning of CDBG Regulations. Such jobs created under this Paragraph 2 shall each be created and thereafter maintained for a period of not less than one (1) year. 3. The CRA shall be liable for any failed compliance as stated in Paragraphs 1 and 2 above. The CRA shall, within ten (10) days of its receipt of notice of such failed compliance, begin and thereafter diligently prosecute the curing of such failure, which prosecution shall include providing to the City any assistance, documents, technical information, or other materials as may be required therefor. The City shall be reimbursed for any fine or other penalty assessed and for any expense it shall reasonably incur as a result of such failed compliance. 4. The CRA agrees that in no event shall any interest in, or any right of occupancy or possession of, the Property be granted to: (a) any natural person, firm, partnership, association, corporation, limited liability company, trust, public body, authority, governmental unit or other entity ("Person") whose use of the Property would be entitled to an exemption from ad valorem taxation under any applicable Exemption Law (regardless of whether such Person has been granted an exemption thereunder); or (b) any Person whose use of the Property is prohibited by any deed restriction, or covenant running with the land Page 1 of 3 Overtown Shopping Center Quitclaim Deed Public Facilities > Asset Management > Real Estate > Overtown Shopping Center (1490 N.W. 3rd Avenue) Book28222/Page4315 CFN#20120560999 Page 1 of 10 (individually and collectively, "Exempt Organization"). For purposes of this Paragraph 4, "Exemption Law" shall mean, individually and collectively, (c) Sections 501(c) or 501(d) of the Internal Revenue Code of 1986, as amended; (d) Chapter 196, Florida Statutes, as amended; and (e) all regulations promulgated thereunder. 5. Notwithstanding the provisions of Paragraph 4, the CRA agrees to reserve on the Property no less than Two Thousand Two Hundred (2,200) contiguous square feet within the improved portions of the Property for the exclusive use of the City ("Reserved Space"). Notwithstanding any other provision to the contrary, the City shall: (a) be responsible for all necessary utilities for the Reserved Space; (b) use the Reserved Space for any lawful municipal business and for no other purpose whatsoever; and (c) not be required to pay any consideration to the CRA for the exclusivity granted by this Paragraph 5. 6. Notwithstanding the provisions of Paragraph 4, the CRA agrees to reserve on the Property no less than Three Thousand Five Hundred (3,500) contiguous square feet within the improved portions of the Property for the temporary and exclusive use of the City ("Temporary Space"). The City and the CRA shall each have the option to terminate this Paragraph 6 upon written notice to the non -terminating party, no later than ninety (90) days prior to the effective date of such termination. Notwithstanding any other provision to the contrary, the City shall; (a) be responsible for all necessary utilities for the Temporary Space; (b) use the Temporary Space for any lawful municipal business and for no other purpose whatsoever; and (c) not be required to pay any consideration to the CRA for the exclusivity granted by this Paragraph 6. 7. If at any time the CRA shall transfer its interest in the Property, as granted by this Deed, in whole, to any Person, then in such event, the proceeds of such transfer shall be divided, with the City receiving a share equal to sixty (60%) percent thereof and the CRA receiving a share equal to forty (40%) percent thereof, less and except those Documented Expenses. For purposes of this Paragraph 7 "Documented Expenses" shall mean those costs incurred by the CRA for direct improvements (excluding administrative costs, fees, utilities, or any other "soft cost") to the Property, duly authorized by a resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency. The City Commission shall approve any transfer the CRA desires to make. Upon such transfer, the CRA shall receive no less than fair market value for its interest in the Property. 8. The City may review, but not approve, any agreement or other instrument granting to any Person an interest in, or any right of occupancy or possession of, the Property. The CRA shall provide to the City copies of all such agreements. 9. If at any time the Property shall be Dormant, then in such event the Commission of the City of Miami, Florida at its option may pass and adopt a resolution declaring that the title and all the rights and interest of the CRA in the Property revert to the City. For purposes of this Paragraph 9 "Dormant" shall mean the absence of any agreement or other instrument granting to any Person an interest in, or any right of occupancy or possession of, a substantial part of the Property, for a period of five (5) years after City conveyance of the Property to the CRA. In the event the Property shall be conveyed pursuant to Paragraph 7, then in such event, the provisions of this Paragraph 9, and the benefits derived therefrom, shall immediately cease upon such conveyance. 10. Except as may be otherwise provided herein, the restrictions, conditions and covenants set forth in Paragraphs 1 through 9 of this Deed shall be deemed covenants running with the land and shall be binding to the fullest extent permitted by law and equity, and enforceable by, for the benefit and in favor of, the City. The City shall have the right to exercise all the rights and remedies; and to maintain any and all actions or suits at law or in equity, as it deems appropriate to enforce the foregoing restrictions, conditions and covenants, or to cure any breach thereof. 11. In the event the CRA violates or otherwise fails to comply with any of the restrictions, conditions and covenants set forth in this Deed, the CRA shall correct or cure such default/violation within thirty (30) days of notification of the default by the City ("Cure Period"). If the CRA fails to remedy such default within the Cure Period, the City shall have the right to reenter and take possession of the Property or any portion of the Property. In the event of any default, failure or violation of any such condition which is not cured within the Cure Period, the Commission of the City of Miami, Florida at its option may pass and adopt a resolution declaring that the title and all the rights and interest of the CRA in the Property revert to the City. The CRA shall have no recourse against the City's exercise of this option. 12. The City grants the Property to the CRA so long as the CRA is in existence and so long as there is a legally - and validly -organized successor entity. If the CRA is abolished or ceases to exist and there is no legally- and validly -organized Page 2 of 3 Overtown Shopping Center Quitclaim Deed Public Facilities > Asset Management > Real Estate > Overtown Shopping Center (1490 N.W. 3rd Avenue) Book28222/Page4316 CFN#20120560999 Page 2 of 10 successor which shall have assumed all of the obligations of the CRA, then the Property shall automatically revert to the City, its successors and assigns. 13. It is stipulated and agreed that the terms of this Deed constitute a reasonable restraint on alienation of use, control and possession of or title to the Property given the interests of the City and the promises made by the CRA, as stated herein. 14. This Deed was approved by the Commission of the City of Miami, Florida, by Resolution No. R-12-0114, passed and adopted on the 22nd day of March, 2012, a copy of which is attached as Exhibit "B" hereto and made a part hereof. ATTEST: IN WITNESS WHEREOF, the City has caused this Deed to be executed the day and year first above written. V/eltz,. APPROVED AS TO LEGAL FORM AND CORRECTNESS: By I� Julie O. B City Attorney STATE OF FLORIDA COUNTY OF MIAMI-DADE )SS: CITY OF MIAMI, FLORIDA, a municipal corporation of the state of Florida ("City") By: J j' nny Marti ez, P. y Manager The foregoing Deed was acknowledged before me this /fc day of 2012 by Johnny Martinez, P.E. as City Manager of the CITY OF MIAMI, FLORIDA a municipal corporatio of the a State of Florida, who is personally as identification and who did/did not take an oath. known to me or who has produced (SEAL) My Commission Expires: Signature: Print Name: Page 3 of 3 er"4246 NI+.JRKA LORENZO MY COMMISSION # 14,/10 41 EXPIRES: January 8 17. NOM'Ditoa1M A.mGa, Notary Public, State of Florida Overtown Shopping Center Quitclaim Deed Public Facilities> Asset Management> Real Estate> Overtown Shopping Center (1490 N.W. 3rd Avenue) Book28222/Page4317 CFN#20120560999 Page 3 of 10 EXHIBIT "A" The Property Tract 9 of TOWNPARK SUBDIVISION 4, U.R PROJECT FLA. R-10, according the plat thereof, as recorded in Plat Book 87, at page 52 of the Public Records of Dade County, Florida; AND A portion of Tract 10 of TOWNPARK SUBDIVISION 4, U.R PROJECT FLA. R-10, according to the plat thereof, as recorded in Plat Book 87, at page 52 of the Public Records of Dade County, Florida, being particularly described as follows: Begin at the Southeast corner of said Tract 10; thence South 87°49'21" West along the South line of said Tract 10 for 170.98 feet; thence North 03°21'00" West for 70.02 feet; thence North 87°49'22" East for 50.98 feet; thence North 03°21'00" West for 125.60 feet; thence North 87°43'20" East for 120.00 feet to a point on the East line of the aforesaid Tract 10; thence South 03°21'00" East along the West right-of-way line of N.W. 3rd Avenue, the same being the East line of Tract 10 for 195.83 feet to the Point of Beginning. Exhibit A/Page 1 of2 Overtown Shopping Center Quitclaim Deed Public Facilities> Asset Management> Real Estate> Overtown Shopping Center (1490 N.W. 3rd Avenue) Book28222/Page4318 CFN#20120560999 Page 4 of 10 6 1,917a6Ed/ZZZ9ZAoo9 6660990Z L.0Z#NdO syrr� it 5.1 ' 10. BM N0.1 Sanitary Manhal. 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NAYNM.00MR0POA * ..R NM MK. 11.OA0.0363 EXHIBIT "B" City Resolution Overtown Shopping Center Quitclaim Deed Public Facilities > Asset Management> Real Estate> Overtown Shopping Center (1490 N.W. 3rd Avenue) Book28222/Page4320 CFN#20120560999 Page 6 of 10 City of Miami Certified Copy City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 12-00224 Enactment Number: R-12-0114 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO EXECUTEA QUITCLAIM DEED, IN SUBSTANTIALLY THE FORM OF EXHIBIT "A," ATTACHED HERETO AND MADE A PART HEREOF, CONVEYING AT NO COST TO THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, THE CITY OF MIAMI, FLORIDA-OWNED PROPERTY LOCATED AT 1490 NORTHWEST THIRD AVENUE, MIAMI, FLORIDA, ALSO KNOWN AS THE OVERTOWN SHOPPING CENTER; FURTHER AUTHORIZING THE EXECUTION AND RECORDATION OF A COVENANT OF USE IN FAVOR OF THE UNITED STATES DEPARTMENT OF COMMERCE ECONOMIC DEVELOPMENT ADMINISTRATION, IN SUBSTANTIALLY THE FORM OF EXHIBIT "B," ATTACHED HERETO AND MADE A PART HEREOF. WHEREAS, the City of Miami, Florida ("City") owns that certain property, and the improvements thereon, located at 1490 Northwest Third Avenue, Miami, Florida ("Property"); and WHEREAS, on September 26, 1980, the City received a grant, in the amount of One Million Five Hundred Eighty Thousand Four Hundred and No/100 Dollars ($1,580,400.00), from the United States Department of Commerce Economic Development Administration ("EDA"), for the construction of a shopping center within the Overtown section of the City ("Federal Grant"); and WHEREAS, pursuant to the Federal Grant, the City and the Overtown Economic Development Corporation, a not -for -profit corporation organized under the laws of the State of Florida on March 19, 1980 and involuntarily dissolved on November 4, 1988 ("OEDC"), executed a memorandum of agreement to memorialize their respective responsibilities and interests under the Federal Grant ("Grant Memorandum"); and WHEREAS, to further the intent of the Federal Grant, the City, the EDA and the OEDC entered into that certain property management agreement dated June 21, 1983, which governs any conveyance of the Property, including any such conveyance as contemplated herein ("Management Agreement" and, together with the Federal Grant and Grant Memorandum, the "Grant Documents"); and WHEREAS, the original term of the Grant Documents is for a period of forty (40) years, which term is not expected to expire earlier than the Year 2020, unless sooner terminated as contemplated herein; and WHEREAS, the City desires to convey the Property to the Southeast Overtown/Park West Community Redevelopment Agency ("CRA") for its rehabilitation; and WHEREAS, to further such conveyance, the City will be required to execute and record in the public records a covenant of use in favor of the EDA, in exchange for the EDA's release of any interest in the Property granted to the EDA by the Grant Documents; and City of Miami Pagel of 3 R-12-0114 Book28222/Page4321 CFN#20120560999 Page 7 of 10 File Number: 12-00224 Enactment Number: R-12-0114 WHEREAS, the CRA is responsible for carrying out redevelopment activities, projects and goals within its redevelopment area pursuant to its approved redevelopment plan; and WHEREAS, Section 4, at pages 62 to 65, of the Redevelopment Plan, identifies as a project area that certain portion of the redevelopment area bounded by Northwest 22nd Street to the north, Interstate 395 to the south, Northwest First Place to the east, and Northwest Fourth Avenue to the west, Miami, Florida ("Focus Area"); and WHEREAS, the Property, located within the Focus Area, is currently in a depressed condition, which condition has a blighting effect on its surrounding area; and WHEREAS, the instant transaction is authorized by Section 29-B of the Charter of the City of Miami, Florida ("Charter") as a "[conveyance] of property to implement projects authorized under the [Community Redevelopment Act of 1969];" and WHEREAS, pursuant to Section 29-B of the Charter, the Miami City Commission wishes to authorize the City Manager to execute (1) a quitclaim deed conveying the Property to the CRA, and (2) a covenant of use in favor of the EDA in exchange for the EDA's release of any interest in the Property; 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 adopted by reference and incorporated as if fully set forth in this Section. Section 2. The City Manager is authorized{1} to execute a quitclaim deed, in substantially the form of Exhibit "A," attached hereto and made a part hereof, conveying at no cost to the CRA, the City -owned Property also known as the Overtown Shopping Center. Section 3. The City Manager is authorized{1 } to execute and record in the Public Records of Miami -Dade County, Florida, a covenant of use in favor of the EDA, in substantially the form of Exhibit "B," attached hereto and made a part hereof, in exchange for the EDA's release of its interests, in the Property, under its grant to the City. Section 4. As conditions precedent to the foregoing, the CRA shall: (a) perform, or cause to be performed, a survey of the Property, in a form satisfactory to the City Manager; and (b) agree to cover all costs supplemental and necessary toward the transfer of the Property, which costs shall include without limitation, document recording fees. Section 5. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.{2} Date: MARCH 22, 2012 Mover: COMMISSIONER SPENCE-JONES Seconder: COMMISSIONER CAROLLO Vote: AYES: 4 - COMMISSIONER(S) GORT, CAROLLO, SUAREZ AND SPENCE-JONES ABSENT: 1 - COMMISSIONER(S) SARNOFF Action: ADOPTED WITH MODIFICATIONS City of Miami Page 2 of 3 R-12-0114 Book28222/Page4322 CFN#20120560999 Page 8 of 10 File Number: 12-00224 Enactment Number: R-12-0114 Date: Action: MARCH 29.2012 SIGNED BY THE MAYOR I, Priscilla A. Thompson, City Clerk of the City of Miami, Florida, and keeper of the records thereof, do hereby certify that this constitutes a true and correct copy of Resolution No. R-12-0114, with attachments, passed by the City Commission on 3/22/2012. June 07, 2012 C ty Clerk, Deputy Clerk (for P. A. Thompson, Date Certified City Clerk) {1 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 provisions. {2} If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. City of Miami Page 3 of 3 R-12-0114 Book28222/Page4323 CFN#20120560999 Page 9 of 10 OR Ba` 23222 PG 432 - 1..._AST PAGE-. City of Miami Master Report Enactment Number: R-12-0114 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 12-00224 Version: 2 File Type: Resolution Reference: Status: Passed Controlling Body: File Name: Execute Quit Claim Deed - Overtown Shopping Ctr. Introduced: Requester: Department of Public Facilities Cost: Final Action: Office of the City Clerk 2/16/2012 3/22/2012 Title: A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO EXECUTE A QUITCLAIM DEED, IN SUBSTANTIALLY THE FORM OF EXHIBIT "A," ATTACHED HERETO AND MADE A PART HEREOF, CONVEYING AT NO COST TO THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, THE CITY OF MIAMI, FLORIDA-OWNED PROPERTY LOCATED AT 1490 NORTHWEST THIRD AVENUE, MIAMI, FLORIDA, ALSO KNOWN AS THE OVERTOWN SHOPPING CENTER; FURTHER AUTHORIZING THE EXECUTION AND RECORDATION OF A COVENANT OF USE IN FAVOR OF THE UNITED STATES DEPARTMENT OF COMMERCE ECONOMIC DEVELOPMENT ADMINISTRATION, IN SUBSTANTIALLY THE FORM OF EXHIBIT "B," ATTACHED HERETO AND MADE A PART HEREOF. Sponsors: Notes: Indexes: Attachments: 12-00224 Summary Form.pdf,12-00224 Notice to the Public.pdf,12-00224 Federal Grant.pdf,12-00224 Grant Memorandum.pdf,12-00224 Release of Property Interest.pdf,12-00224 Legislation.pdf,12-00224 Exhibit 1 SUB.pdf, History of Legislative File Version: Acting Body: Date: Action: Sent To: Due Date: Return Date: Result: 1 2 2 2 2 Office of the City 3/21/2012 Reviewed and Attorney Approved City Commission 3/22/2012 ADOPTED WITH MODIFICATIONS City Commission 3/22/2012 ADOPTED WITH MODIFICATIONS Office of the City 3/28/2012 Reviewed and Attorney Approved Action Note: MODIFICATIONS MADE TO EXHIBIT Office of the Mayor 3/29/2012 Signed by the Mayor Office of the City Clerk 2 Office of the City Clerk 3/29/2012 Signed and Attested by City Clerk Pass Pass City of Miami Page 1 Printed on 6/7/2012 Book28222/Page4324 CFN#20120560999 Page 10 of 10