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HomeMy WebLinkAboutLetterPEDRO G. HERNANDEZ, P.E. C1 7Y MANAGER August 20, 2008 .� Cnrt t�xxr�.� Exhibit 1 c (Y OF 1, mute ` �,tuncr ,C u .t t c CO., Off, Mr. Marc S. Plonskier Madison Housing, Ltd. and Madison Housing Il, Ltd. c/o The Gatehouse Group, Inc. 120 Forbes Blvd. Mansfield, MA 02048 Dear Mr. Plonskier: P.O. ROX330708 MIAMI, FLORIDA 3x2.:3-070© (3G5) 250-5400 FAX (305) 250-5410 This correspondence serves to clarify the City's understanding and intent regarding various provisions of the Madison Housing and Madison Housing II conveyance and assumption documents (collectively, the "Conveyance Documents") relating to the properties described on Exhibit A hereto (the "Properties"). Please consider the following: 1. The City acknowledges that the Conveyance Documents are being executed and delivered in order to facilitate the timely financing application to Miami -Dade County (the "Application") and that but for the Application certain issues would have been resolved before the delivery of the Conveyance Documents. 2. The City agrees that after the delivery of the Conveyance Documents: (a) Gatehouse will provide the City with a request to amend the Conveyance Documents in order to facilitate the development of the Madison View Apartment Complex (the "Amendment Request"). The Amendment Request shall be provided to the City within 90 calendar days of the execution of the Conveyance Documents; and (b) at such time as firm project financing from a third party lender(s) is confirmed, Gatehouse may request, and the City will consider, subordinating its Declaration of Restrictive Covenants to the mortgage liens of two such senior project lenders, 3. In the event that the Amendment Request is not approved by the City, Gatehouse shall have the option to terminate the Conveyance Documents by written notice to the City delivered to the City on or before December 28, 2008 (provided, that it is acknowledged that as part of the Amendment Request, Gatehouse may request that this termination deadline be extended to February 28, 2009). In the event of the termination of the Conveyance Documents, the Property shall be conveyed Mr. Marc Plonskier Madison Housing, Ltd. and Madison Housing II, Ltd. August 20, 2008 back to the City and thereafter, neither Gatehouse, Madison Housing, Ltd., Madison Housing II, Ltd., nor any of their aff liates or principals (collectively, the "Gatehouse Entities") shall have any responsibility or liability relating to Conveyance Documents other than as provided below. Also, upon the termination of the Conveyance Documents, the City agrees that the Gatehouse Entities shall not be placed on the City's "default" list and the Gatehouse Entities shall continue to be able to obtain financing from the City for other affordable housing projects without restrictions relating to the Conveyance Documents and/or the Madison View Apartment Complex transaction. 4. Gatehouse, on behalf of itself and Madison Housing, Ltd., Madison Housing II, Ltd. and the other Gatehouse Entities acknowledges that: (a) the Property will be transferred to the City in the same condition as when conveyed pursuant to the Conveyance Documents, (b) they will indemnify the City for any actions taken by them, or otherwise occurring, during the ownership of the Property by the Gatehouse Entities, and (c) the City of Miami will not be responsible for any development costs associated with their attempt t dev the Property. Y, Pedro G. HZrsanz, P.E. City Manager ACKNOWLEDGED AND AGREED: The GatehousGroup, Inc., a Massachusetts corporation By: Nikul Inamdar, Vice President Date: z,�' z acS Approved As To Form and Correctness: Julie O. Bru City Attorney 2 Mr. Marc Plonskier Madison Housing, Ltd. and Madison Housing II, Ltd. August 20. 2008 Exhibit A Legal Description of the Property to be Conveyed to Madison Housing, Ltd. Tracts B and D, New Hope Overtown, according to the Plat thereof, as recorded in Plat Book 157, at Page 14, of the Public Records of Miami -Dade County, Florida Legal Description of the Property to be Conveyed to Madison Housing II, Ltd. Tracts A and C, New Hope Overtown, according to the Plat thereof, as recorded in Plat Book 157, at Page 14, of the Public Records of Miami -Dade County, Florida