HomeMy WebLinkAboutExhibit5Exhibit C
Form Ground Lease
GY&S/208223.17
Exhibit 33.1
Approved Environmental Consultants
1. PBS & J (Post Buckley) - Contact: William Pitcher
2. Langan - Contact Christina Gonzalez
3. K & B Kaderabek & Barreiro Consultants, Inc. -Contact Thomas Kaderabek
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1.
Exhibit 3.5
Insurance
Commercial General Liability insurance on a commercial general liability coverage form with.
"broad form" coverage, or its equivalent, including contractual liability, products and completed
operations, personal injury, and premises coverage against those sums that the insured becomes
legally obligated to pay as damages in connection with any and all claims, demands or actions,
bodily injury, death or property damage occurring in the Property, the limits of which shall not be
Jess than One Million Dollars ($1,000,000) per occurrence combined single limit for bodily injury
and property damage.
2. Pollution/Environmental Impairment Liability insurance coverage to be provided by Flagstone's
contractors performing the Inspections on a claims basis (provided that such policy period must
be for a minimum of six (6) years from and after the date of the inspections) with limits of One
Million Dollars (S1,000,000) per occurrence, providing coverage for the damage caused by
spillage of any fuel, petroleum, products or any other "hazardous substances", "hazardous
materials" or "toxic substances" (as defined in any and all state, local, or federal laws, rules,
regulations and orders pertaining to environmental, public health or welfare matters), whether
those substances are solid, liquid or gaseous. Said policy of insurance shall also provide coverage
for the cost of cleanup of the affected area and for the removal, transportation and safe disposal of
any contaminated area.
3. Automobile Liability insurance covering all owned, non -owned, and hired vehicles used in
conjunction with Inspections of the Property. The policy or policies of insurance shall contain
such limits as may be reasonably requested by the City from time to time but not less than Five
Hundred Thousand Dollars ($500,000), Worker's Compensation insurance in the amounts and
types regcired by Chapter 440, Florida Statues. Only Flagstone need be named as insured.
4. The limits set forth in paragraphs (1), (2) and (3) above shall be issued by an Insurance Company
maintaining an "A" rating and Financial Strength of "7'.
OY&S/205223.17
Exhibit 4.1.1
Title Matters
For purposes hereof, all references to "Schedules" shall refer to those certain Schedules attached
to that certain Chicago Title Insurance Company ("Title Insurer") A.L.TA. Commitment for Leasehold
Owner.'s Policy with an Effective Date of June 9, 2002 at 11:00 PM (a copy of which is attached hereto).
1, For purposes of' deleting Items 3, 4 and 5 of Schedule B-Section 1 and item 2.e of
Schedule B-Section 2 (as well modifying Item 2.g of Schedule B-Section 2), City shall provide Title
Insurer confirmation that tbere are no outstanding taxes and/or municipal liens (i.e., proof of payment or
exemption from taxation).
2. For purposes of deleting Item 7 of Schedule 13-Section 1 and Items 1, 2,a, 2.d, 4 and 17 of
Schedule B-Section 2, City shall provide Title Insurer a No Lien, Possession and Gap Affidavit executed
on behalf of the City (stating, among other things, that there are no parties in possession or having a right
to possession of any portion of the Property), in form and content reasonably satisfactory to Title Insurer.
3, Item 9 of Schedule.B-Section 1 and Item 8 of Schedule B-Section 2 refer to the 1949
deed from the Board of Trustees of the Internal Improvement Fund (the "Trustees"). City shall use
reasonable, good -faith efforts to obtain from the Trustees: (i) a release of the right of entry with respect to
the oil, gas and mineral reservations contained in this deed (provided that the same not be deemed to
require City to incur any monetary obligation other than normal and customary application fees which
may be charged in connection therewith); (ii) a termination and/or release of Items 15 and 16 of Schedule
B-Section 2, in form and content reasonably satisfactory to Title Insurer to delete the same; and (iii) the
Partial Modification of Restrictions.
4. City shall provide to Title Insurer the resolution and letter described in Item 11 of
Schedule B-Section. 1, in form and content reasonably satisfactory to Title Insurer so es to delete this
item.
5. City shall provide to Title Insurer the affidavit described in Item 13 of Schedule B-
Section 1, in form and content reasonably satisfactory to Title Insurer so as to delete this item.
6. As to Items 9 and 10 of Schedule B-Section 2, City shall use reasonable, good -faith
efforts to obtain from the Miami -bade Water and Sewer Authority Department ("WASA"), written
confirmation that the water and sewer facilities described in these documents have been properly
completed, conveyed and/or dedicated and accepted by WASA, etc. (if such is the case at the time of
execution as of the Lease Delivery Date), and that the City has otherwise fully complied with the terms
and conditions of these documents.
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