HomeMy WebLinkAboutPre-LegislationCity of Miami
Legislation
Resolution: R-05-0371
City Hall
3500 Pan American
Drive
Miami, FL 33133
www.miamigov.com
File Number: 05-00377 Final Action Date: 6/9/2005
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. ONE, IN
SUBSTANTIALLY THE ATTACHED FORM, TO THE AGREEMENT WITH FLAGLER
FIRST CONDOMINIUMS, LLC, RELATING TO THE REDEVELOPMENT OF AN
AFFORDABLE HOUSING CONDOMINIUM PROJECT KNOWN AS FLAGLER FIRST
CONDOMINIUM, LOCATED AT 101 EAST FLAGLER STREET, MIAMI, FLORIDA
("PROJECT"), PROVIDING AN EXTENSION OF THE DEADLINE FOR THE
RECEIPT OF CERTIFICATES OF OCCUPANCY AND THE SALE OF EIGHTY-ONE
(81) OF THE PROJECT'S RESIDENTIAL CONDOMINIUM UNITS, UNTIL
DECEMBER 23, 2006.
WHEREAS, the City of Miami ("City") entered into an Agreement (the "Agreement") with Flagler
First Condominiums, LLC (the "Developer") relating to the redevelopment of an affordable housing
condominium project, known as Flagler First Condominium, located at 101 East Flagler Street, Miami,
Florida, to consist of no less than ninety (90) affordable residential condominium units and
approximately 7,000 square feet of retail space (the "Project"); and
WHEREAS, in accordance with the Agreement the Developer is required to obtain certificates of
occupancy for the Project and sell eighty-one (81) of the Project's residential condominium units by
June 23, 2005; and
WHEREAS, the Developer has experienced delays beyond its reasonable control in conducting
extensive structural testing as required by the City (including complete asbestos abatement), in
vacating tenants and in bringing the building's premises to current hurricane/wind load and fire code
requirements, which has resulted in a delay in the completion of the plans not initially contemplated by
the Developer; and
WHEREAS, for the aforesaid reasons the Developer has requested an extension until December
23, 2006 for the receipt of Project certificates of occupancy and the sale of eighty-one (81) of the
Project's residential condominium units;
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 Amendment No. One, in substantially the
attached form, to the Agreement with the Developer, relating to the Project, to provide an extension for
the receipt of certificates of occupancy and the sale of eighty-one (81) of the Project's residential
condominium units, until December 23, 2006.
City of Miami Page 1 of 2 File Id: 05-00377 (Version: 1) Printed On: 1/17/2014
File Number: 05-00377 Enactment Number: R-05-0371
Section 3. This Resolution shall become effective immediately upon its adoption and signature of
the Mayor.{2}
Footnotes:
{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 2 of 2 File Id: 05-00377 (Version: 1) Printed On: 1/17/2014
EXHIBIT A
Flagler First Condominiums
101 E. Flagler Street Miami, Florida 33131
Protect Budget
Hard Construction Cost
$ 11,000,000
Construction Interest Expense
$ 730,000
Construction Loan Origination
Fee
$125,000
-
Accounting
$55,000
Appraisal
$18,000
Architect Supervision
$175,000
Architect Fee Design
$309J500
Insurance
$150,000 .
Building Permit
$160,000
Engineering Fee
$230,000
Environmental Report and
Remedlatlon
$170,000
Impact Fee
$140,000
Inspection Fee
$55,000
Legal Fee•Partnership
$150,000
Marketing and Advertisement
_
$95,000
Property Taxes
$75,000
Survey Including As-Bullts
$25,000
Title Insurance and RZecordinj
$165t000
Utility Connection Fee
$138,000
DMCDC Consulting Fees
$ 100,000
Contingency (Soft Cost)
(IRelmbursables) .
$85,000
Developers Fee and Overhead
$895,000
Existing Building Owned
$ 3,536,000
$ 18,593,500
/Pi C .•.>c)(_)25V
EXHIBIT B
Flagler First Condominiums
101 E. Flagler Street Miami, Florida 33131
Unsold Units as of May 26, 2005
Unit Numbers:
1. 306
2. 408
3. 409
4.508-_.
5. 509
6. 608
7. 609
8. 708
9. 709
10.808
11.908
12.1008
AMENDMENT NO. 1 TO THE AGREEMENT
BETWEEN
THE
CITY OF MIAMI
AND
FL4Gj ER FIRST CONDOMINIUMS, L.L.C.
Thls Amendment is entered into this . day of , 2005
(the "Amendment") by and between the City of Miami, a municipal corporation of the State of
Florida (the "City") and Flagler First Condominiums, L.L.C,, a Florida limited liability
company, having its offices at 48 Fast Flagler Street, Penthouse-5, Miami, Florida 33131
("FFC"), joined by Old Centrust Building Partnership, a Florida general partnership, for the
purpose of modifying that certain Agreement between the City and FFC dated
(the "Agreement").
WHEREAS, on December 23, 2002, the City and FFC entered into the Agreement
relating to the redevelopment of an affordable housing condominium project, known as Flagler
First Condominium, located at 101 East Flagler Street, Miami, Florida, to consist of no less than
ninety (90) affordable residential condominium units and approximately 7,000 square feet of
retail space (the "Project"); and
WHEREAS, in accordance with the Agreement, FFC is required to obtain the Project
certificates of occupancy and sell eighty-one (81) of the Project's residential condominium units
by June 23, 2,005; and
WHEREAS, FFC has experienced delays beyond its reasonable control in conducting
structural testing as required by the City (including complete asbestos abatement), in vacating
tenants, and in bringing the building's premises to current hurricane/wind load and fire code
requirements, which has resulted in a delay in the completion of the plans not initially
contemplated; and
WHEREAS, for the aforesaid reasons FFC has requested an extension until December
23, 2006 for the receipt of Project certificates of occupancy and the sale of eighty-one (81) of the
Project's residential condominium units; and
WHEREAS, on June 9, 2005, the City of Miami City Commission approved the
extension of time until December 23, 2006 requested by FFC; and
WHEREAS, the City and FFC desire and agree to amend the Agreement as hereinafter
provided;
().` t 't'M� �.7_C., �,
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the City and FFC agree as follows:
1. Each and every of the above recitals is true and correct.
2. FFC acknowledges that the outstanding principal balance on the Grant is
3. The Grant Documents are hereinafter amended to provide that FFC shall complete
the following no later than December 23, 2006, subject to the provisions of paragraph 4 below:
(a) obtain all required certificates of occupancy and/or certificates of completion (as appropriate)
for the Project, (b) sell no less than eighty-one (81) of the residential condominiums in the
Project in accordance with the requirements of Section 2502 of the Zoning Ordinance of the City
of Miami, Florida, provided that the unsold units as of May 26, 2005 (listed on Exhibit "B"
attached) will not be priced in excess of two hundred thousand dollars ($200,000).
4. The extension of time provided in paragraph 3 above is conditioned upon FFC
providing the following documents to the City no later than August 15, 2005;
a) Copy of approved construction building permit;
b) Copy of fully executed contract with general contractor; and
c) Copy of fully executed construction loan agreement evidencing adequate funds to
complete the project in accordance with the budget attached hereto as Exhibit "A" .
Failure to provide any of the above. -described documents to the City on or before August 15,
2005 shall be deemed an Event of .Default with no right to cure. In such event, this Agreement
shall be deemed automatically terminated effective August 15, 2005, and FFC shall repay to the
City the full amount of Funds disbursed to FFC pursuant to this Agreement.
5. FFC represents, warrants and confirms to the City that: (i) the Agreement as modified
hereby is a valid obligation of FFC enforceable in accordance with its terms and is binding upon
FFC, and its successors, assigns and administrators without any claim, defense of off -set or other
sum due, pending or existing; (ii) all of the terms, covenants, conditions, representations,
warranties and agreements contained in the Mortgage are hereby ratified and confirmed in all
respects; (iii) certain obligations imposed on FFC under the Grant Documents shall continue to
be secured by the Mortgage without novation or interruption; and (iv) the Mortgage is a valid
obligation of Old Centrust Building Partnership enforceable in accordance with its terms and is
binding upon Old Centrust Building Partnership, and its successors, assigns and administrators
without any claim, defense of off -set or other sum due, pending or existing.
6. Except as modified herein, all terms and conditions of' the Grant Documents shall
remain in full force and effect.
7. If any provision of this Amendment conflicts with any applicable law or regulation,
only the conflicting provision shall be deemed by the parties hereto to be modified, or to be
deleted if modification is inappropriate, to cause the provision to be consistent with the law or
2
regulation, However, the obligations under this Amendment shall continue and all other
provisions of this Amendment shall remain in full force and effect,
8, This Amendment shall be construed, interpreted, enforced and governed by and in
accordance with the laws of the State of Florida.
9. This Amendment sets forth the entire agreement between the parties and supersedes all
prior and contemporaneous negotiations, understandings and agreements, written or oral between
the parties relating to the subject matter herein.
10, All capitalized terms used but not defined herein shall have their respective meanings
set forth in the Loan Documents,
11, Waiver of Jury Trial. Neither FFC, nor any assignee, successor, heir or personal
representative of FFC, nor any other person or entity, shall seek a jury trial in any lawsuit,
proceeding, counterclaim or any other litigation procedure based upon or arising out of any of
the Grant Documents and/or this Amendment, or the dealings or the relationship between or
among such persons or entities, or any of them. Neither FFC, nor any other person or entity will
seek to consolidate any such action in which a jury trial has been waived with any other action,
The provisions of this paragraph have been fully discussed by the parties hereto, and the
provisions hereof shall be subject to no exceptions. No party to this Amendment has in any
manner agreed with or represented to any other party that the provisions of this paragraph will
not be fully enforced in all instances,
3
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 1 to
the Agreement on the day and year first above written.
ATTEST:
Corporate Secretary
Flagler First Condominiums, L.L.C.,
a Florida limited liability company
By: 01d Centrust Building Partnership, a
Florida general partnership, Sole
Member
By:
Sergio Rok, Managing Partner
ATTEST: City of Miami, a municipal corporation
of the State of Florida
Priscilla A. Thompson
City Clerk
APPROVED AS TO FORM AND
CORRECTNESS:
Jorge L, Fernandez
City Attorney
4
By:
Joe Arriola
City Manager
Old Centrust Building Partnership, a Florida general partnership, joins in the execution of
this Amendment as the owner of the Property (referred to in the Agreement as the "Property
Owner") for the purpose of confirming its agreement to: (1) the amendments herein provided,
and, ,(2) continue to comply with all obligations and requirements of the Grant Documents
relating to the Property and the improvements thereon that constitute all or any part of the
Project.
Old Centrust Building Partnership represents, warrants and confirms to the City that: (i) all
of the terms, covenants, conditions, representations, warranties and agreements contained in the
Mortgage are hereby ratified and confirmed in all respects; (ii) certain obligations imposed on
FFC under the Grant Documents shall continue to be secured by the Mortgage without novation
or interruption; and (iii) the Mortgage is a valid obligation of Old Centrust Building Partnership
enforceable in accordance with its terms and is binding upon Old Centrust Building Partnership,
and its successors, assigns and administrators without any claim, defense of off -set or other sure
due, pending or existing.
Old Centrust Building Partnership,
Print Naive: a Florida generai'partnership
By:
Print Name: Sergio Rok, Managing Partner
IT-Ficglcr First-Arncidmcnt-04.22.05
5
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
Before me, the undersigned authority, personally appeared, _
, as, of to me well known to
be the person described in and who executed the foregoing instrument and who acknowledged to and
before me that he/she executed said instrument under oath, and for the purposes therein expressed.
Witness my hand and official seal in the County and State last aforesaid this day of
, 2005.
PRINTED, STAMPED OR TYPED SIGNATURE OF NOTARY PUBLIC
NAME OF NOTARY PUBLIC STATE OF FLORIDA
Did Take An Oath
Did Not Take An Oath
Personally Known
Produced I.D.
Type of I.D. Produced:
• My Commission Expires:
STATE OF FLORIDA )
COUNTY OF MIAMI.DADE )
Before me, the undersigned authority, personally appeared,
, as, of to me well known to
be the person described in and who executed the foregoing instrument and who acknowledged to and
before me that he/she executed said instrument under oath, and for the purposes therein expressed.
Witness my hand and official seal in the County and State last aforesaid this day of
, 2005,
PRINTI3D, STAMPED OR TYPED SIGNATURE OF NOTARY PUBLIC
NAME OF NOTARY PUBLIC STATE OF FLORIDA
Did Take An Oath
Did Not Take An Oath
Personally Known
Produced I.D,
Type of I.D. Produced:
My Commission Expires:
STATE OF FLORIDA )
COUNTY OF MIAMI•DADE )
6
Before me, the undersigned authority, personally appeared, _
, as, of , to me well known to
be the person described in and who executed the foregoing instrument and who acknowledged to and
before me that he/she executed said instrument under oath, and for the purposes therein expressed,
Witness my hand and official seal in the County and State last aforesaid this day of
, 2005,
PRINTED, STAMPED OR TYPED SIGNATURE OF NOTARY PUBLIC
NAME OF NOTARY PUBLIC STATE OF FLORIDA
Did Take An Oath
Did Not Take An Oath
Personally Known
Produced
Type of 1,D, Produced:
My Commission Expires;
7
City of Miami
Legislation
Resolution: R-06-0733
City Hall
3500 Pan American
Drive
Miami, FL 33133
www.miamigov.com
File Number: 06-02177 Final Action Date:12/14/2006
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 2, IN
SUBSTANTIALLY THE ATTACHED FORM, TO THE AGREEMENT WITH FLAGLER
FIRST CONDOMINIUMS, LLC, RELATING TO THE REDEVELOPMENT OF AN
AFFORDABLE HOUSING CONDOMINIUM PROJECT KNOWN AS FLAGLER FIRST
CONDOMINIUM, LOCATED AT 101 EAST FLAGLER STREET, MIAMI, FLORIDA
("PROJECT"), PROVIDING AN EXTENSION OF THE DEADLINE FOR THE
RECEIPT OF CERTIFICATES OF OCCUPANCY AND THE SALE OF EIGHTY-ONE
(81) OF THE PROJECT'S RESIDENTIAL CONDOMINIUM UNITS, UNTIL JUNE 30,
2007.
WHEREAS, the City of Miami ("City") entered into an Agreement ("Agreement") with Flagler First
Condominiums, LLC ("Developer"), relating to the redevelopment of an affordable housing
condominium project, known as Flagler First Condominium, located at 101 East Flagler Street, Miami,
Florida, to consist of no less than ninety (90) affordable residential condominium units and
approximately 7,000 square feet of retail space ("Project"); and
WHEREAS, in accordance with the Agreement the Developer was required to obtain certificates of
occupancy for the Project and sell eighty-one (81) of the Project's residential condominium units by
June 23, 2005; and
WHEREAS, the Developer experienced delays beyond its reasonable control in conducting
extensive structural testing as required by the City (including complete asbestos abatement), in
vacating tenants and in bringing the building's premises to current hurricane/wind Toad and fire code
requirements, which has resulted in a delay in the completion of the plans not initially contemplated by
the Developer; and
WHEREAS, for the aforesaid reasons the Developer requested an extension until December 23,
2006 for the receipt of Project certificates of occupancy and the sale of eighty-one (81) of the Project's
residential condominium units, and was granted the extension by Resolution No. 05-0371, adopted
June 9, 2005; and
WHEREAS, the Developer experienced unexpected further delays due to further structural work
required, hurricane preparations in 2005, sidewalk construction taking place on Flagler Street causing
significant delays in the construction, and the difficulties associated with this site without the use of a
staging area; and
WHEREAS, the Developer is requesting an additional extension until June 30, 2007, in order to
comply with the City's requirements, complete construction of the building, and obtain its Certificate of
Occupancy;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI,
FLORIDA:
City of Miami Page 1 of 2 File Id: 06-02177 (Version: 1) Printed On: 1/17/2014
File Number: 06-02177 Enactment Number: R-06-0733
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 Amendment No. 2, in substantially the
attached form, to the Agreement with the Developer, relating to the Project, to provide an extension for
the receipt of Project certificates of occupancy, and the sale of eighty-one (81) of the Project's
residential condominium units (in accordance with stated requirements), until June 30, 2007.
Section 3. This Resolution shall become effective immediately upon its adoption and signature of
the Mayor.{2}
Footnotes:
{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 2 of 2 File Id: 06-02177 (Version: 1) Printed On: 1/17/2014
AMENDMENT NO. 2 TO THE AGREEMENT
BETWEEN
CITY OF MIAMI
AND
FLAGLER FIRST CONDOMINIUMS, L.L.C.
This Amendment is entered into this day of , 2006
(the "Amendment") by and between the City of Miami, a municipal .corporation of the State of
Florida (the "City") and Flagler First Condominiums, L.L.C., a Florida limited liability company,
having its offices at 48 East Flagler Street, Penthouse-5, Miami, Florida 33131 ("FFC"), joined
by Old Centrust Building Partnership, a Florida general partnership, for the purpose of
modifying that certain Agreement between the City and FFC dated December 23, 2002 (the
"Agreement").
WHEREAS, FFC has undertaken the redevelopment of an affordable housing
condominium project, known as Flagler First Condominium, located at 101 East Flagler Street,
Miami, Florida, to consist of no less than ninety (90) affordable residential condominium units
and approximately 7,000 square feet of retail space (the "Project"); and
WHEREAS, in connection therewith, the City allocated $1,800,000 foil Project
redevelopment expenses (the "Grant"), as set forth more fully in the Appement; and
WHEREAS, the Grant is subject to the terms and conditions co, tained in various Grant
documents, including, but not limited to, the Agreement, the Note and the Mortgage and Security
Agreement (the "Mortgage") executed in connection therewith.
WHEREAS, in accordance with the Agreement, FFC is required to obtain the Project
certificates of occupancy and sell eighty-one (81) of the Project's residential condominium units
by June 23, 2005; and
WHEREAS, pursuant to City Commission Resolution 05-0371, adopted June 9, 2005
and Amendment No. 1 to the Agreement, dated June 15, 2005, the City and FFC agreed to an
extension, until December 23, 2006, for FFC to obtain the Project certificates of occupancy and
sell eighty-one (81) of the Project's residential condominium units. (Collectively, the Agreement,
the Note, the Mortgage and Amendment No. 1, and any and all other documents executed in
connection with the Grant, are hereinafter referred to as the "Grant Documents") ; and
WHEREAS, FFC experienced delays in conducting extensive structural testing as
required by the City (including complete asbestos abatement), in vacating tenants and in bringing
the building's premises to current hurricane/wind load and fire code requirements, which has
resulted in a delay in the completion of the plans not initially contemplated; and
WHEREAS, FFC experienced unexpected further delays due to further structural work
required, hurricane preparations in 2005, sidewalk construction taking place on Flagler Street
it:Document 50208 (5)
1
causing significant delays in the construction, and the difficulties associated with this site
without the use of a staging area; and
WHEREAS, for the aforesaid reasons FFC has requested an extension until June 30,
2007 for the receipt of Project certificates of occupancy and the sale of eighty-one (81) of the
Project's residential condominium units; and
WHEREAS, the City and FFC desire and agree to amend the Agreement and the other
Grant Documents as hereinafter provided;
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the City and FFC agree as follows:
1. Each and every of the above recitals is true and correct,
2. FFC acknowledges that the outstanding principal balance on the Grant is
3. The Grant Documents are hereinafter amended:
(a) To provide that FFC shall satisfy the following requirements on or before June 30,
2007: (i) obtain all required certificates of occupancy and/or certificates of completion (as
appropriate) for the Project, and (ii) ,sell no less than eighty-one (81) of the residential
condominiums in the Project in accordance with the requirementikof Section 2502 of the Zoning
Ordinance of the City of Miami, Florida, provided that the unsold units as of May 26, 2005
(listed on Exhibit "B" attached) will not be priced in excess oltwo hundred thousand dollars
($200,000); and
(b) To provide that in the event that, on or before June 30, 2007, FFC has not: (i)
obtained all required certificates of occupancy and/or certificates of completion (as appropriate)
for the Project, and (ii) sold no less than eighty-one (81) of the residential condominiums in the
Project in accordance with the requirements of the Grant Documents, as amended hereby, then,
in such event: (x) interest shall be charged on the amount Grant funds disbursed and outstanding
for the period beginning on December 23, 2006 and continuing thereafter until both requirements
described above have been fully satisfied, (y) interest shall be charged at the Federal Reserve
Bank Prime Rate in effect on June 30, 2007, and (z) FFC shall pay such interest to the City
beginning on July 30, 2007 for the period from December 23, 2006 until June 30, 2007, and
every 30 days thereafter for the preceding 30 day period or any part thereof until both
requirements set forth above have been fully satisfied.
4. FFC represents, warrants and confirms to the City that: (i) the Agreement as
modified hereby is a valid obligation of FFC enforceable in accordance with its terms and is
binding upon FFC, and its successors, assigns and administrators without any claim, defense of
off -set or other sum due, pending or existing; (ii) all of the terms, covenants, conditions,
representations, warranties and agreements contained in the Mortgage are hereby ratified and
confirmed in all respects; (iii) certain obligations imposed on FFC under the Grant Documents
shall continue to be secured by the Mortgage without novation or interruption; and (iv) the
Mortgage is a valid obligation of Old Contrast Building Partnership enforceable in accordance
it:Document 50208 (5) 2
with its terms and is binding upon Old Centrust Building Partnership, and its successors, assigns
and administrators without any claim, defense of off -set or other sum due, pending or existing.
5. Except as modified herein, all terms and conditions of the Grant Documents shall
remain in full force and effect.
6. If any provision of this Amendment conflicts with any applicable law or
regulation, only the conflicting provision shall be deemed by the parties hereto to be modified, or
to be deleted if modification is inappropriate, to cause the provision to be consistent with the law
or regulation. However, the obligations under this Amendment shall continue and all other
provisions of this Amendment shall remain in full force and effect.
7. This Amendment shall be construed, interpreted, enforced and governed by and in
accordance with the laws of the State of Florida.
8. This Amendment sets forth the entire agreement between the parties and
supersedes all prior and contemporaneous negotiations, understandings and agreements, written
or oral between the parties relating to the subject matter herein.
9. All capitalized terms used but not defined herein shall have their respective
meanings set forth in the Grant Documents.
10. Waiver of Jury Trial. Neither FFC, nor any assignee, sucessor, heir or personal
representative of FFC, nor any other person or entity, shall seek a jury trial in any lawsuit,
proceeding, counterclaim or any other litigation procedfire'based upon or arising out of any of
the Grant Documents and/or this Amendment, or the ilealings or the relationship between or
among such persons or entities, or any of them. NeitherFC, nor any other person or entity will
seek to consolidate any such action in which a jury trial has been waived with any other action.
The provisions of this paragraph have been fully discussed by the parties hereto, and the
provisions hereof shall be subject to no exceptions. No party to this Amendment has in any
manner agreed with or represented to any other party that the provisions of this paragraph will
not be fully enforced in all instances.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 2 to
the Agreement on the day and year first above written.
Witness:
Print Name:
it:Document 50208 (5)
Flagler First Condominiums, L.L.C.,
a Florida limited liability company
By: Old Centrust Building Partnership,
Florida general partnership, Sole Member
By:
Sergio Rok, Managing Partner
Date:
3
ATTEST: City of Miami, a municipal corporation
of the State of Florida
Priscilla A. Thompson, City Clerk
Date:
APPROVED AS TO FORM AND
CORRECTNESS:
Jorge L. Fernandez, City Attorney
By:
Date:
Pedro G. Hernandez, City Manager
Old Centrust Building Partnership, a Florida general partnership, joins in the execution of
this Amendment No 2, as the owner of the Property (referred to in the Agreement as the
"Property Owner") for the purpose of confirming its agreement to: (1) the amendments herein
provided, and, (2) continue to comply with all obligations and requirements of the Grant
Documents relating to the Property and the impjpvements thereon that constitute all or any part
of the Project.
Old Centrust Building Partnership represents, warrants and confirms to the City that: (i) all of
the terms, covenants, conditions, representations, warranties and agreements contained in the
Mortgage are hereby ratified and confirmed in all respects; (ii) certain obligations imposed on
FFC under the Grant Documents shall continue to be secured by the Mortgage without novation
or interruption; and (iii) the Mortgage is a valid obligation of Old Centrust Building Partnership
enforceable in accordance with its terms and is binding upon Old Centrust Building Partnership,
and its successors, assigns and administrators without any claim, defense of off -set or other sum
due, pending or existing.
Witness:
Print Name:
IT-Flagler Amendment No. 2-09.13-06
it:Document 50208 (5)
Old Centrust Building Partnership,
a Florida general partnership
By:
Sergio Rok, Managing Partner
Date:
4
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
Before me, the undersigned authority, personally appeared,
, as, of , to me well known to
be the person described in and who executed the foregoing instrument and who acknowledged to
and before me that he/she executed said instrument under oath, and for the purposes therein
expressed,
Witness my hand and official seal in the County and State last aforesaid this day
of , 2006.
PRINTED, STAMPED OR TYPED SIGNATURE OF NOTARY PUBLIC
NAME OF NOTARY PUBLIC STATE OF FLORIDA
Did Take An Oath
Did Not Take An Oath
Personally I(.nown
Produced I.D.
Type of I.D. Produced:
My Commission Expires:
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
fA,
t
Before rne,.the undersigned authority, personally appeared,
, as, of , to me well known to
be the person described in and who executed the foregoing instrument and who acknowledged to
and before me that he/she executed said instrument under oath, and for the purposes therein
expressed.
Witness my hand and official seal in the County and State last aforesaid this day of
, 2006.
PRINTED, STAMPED OR TYPED SIGNATURE OF NOTARY PUBLIC
NAME OF NOTARY PUBLIC STATE OF FLORIDA
Did Take An Oath
Did Not Take An Oath
Personally Known
Produced I.D.
Type of I,D. Produced:
My Commission Expires:
it:Document 50208 (5)
5
STATE OF FLORIDA)
COUNTY OF MIAMI-DADE )
Before me, the undersigned authority, personally appeared, ' to me well known to
as, of
be the person described in and who executed the foregoing instrument and who acknowledged to
and before me that he/she executed said instrument under oath, and for the purposes therein
expressed.
Witness my hand and official seal in the County and State last aforesaid this day of
, 2006. •
PRINTED, STAMPED OR TYPED SIGNATURE OF NOTARY PUBLIC
NAME OF NOTARY PUBLIC STATE OF FLORIDA
Did Take An Oath
Did Not Take An Oath
Personally Known
Produced I.D.
Type of I.D. Produced:
My Commission Expires:
t
it:Document 50208 (5)
6
EXHIBIT A
'Flagler First Condominiums
101 E. Flagler Street Miami, Florida 33131
Project Budget
Hard Construction Cost
$ 11,000,000
Construction Interest Expense
$ 730,000
Construction Loan Origination
Fee
$125,000
Accounting
$55,000
Appraisal
• $18,000
Architect Supervision
$175,000
Architect Fee Design
$309,500
Insurance
$150,000
Building Permit
$160,000
Engineering Fee
$235,000
Environmental Report and
Remediation
`‘
$175,000
Impact Fee ,r-. -
$140,000
Inspection Fee
$55,000
Legal Fee-Partnertbip
$150,000
Marketing and Advertisement
$95,000
Property Taxes
$75,000
Survey Including As-Builts
$25,000
Title Insurance and Recording
$165,000
Utility Connection Fee
$138,000
DMCDC Consulting Fees
$ 100,000
Contingency (Soft Cost)
(Reimbursables)
$85,000
Developers Fee and Overhead
$895,000
Existing Building Owned
$ 3,538,000
$ 18,593,500
Unit Numbers:
1. 306
2. 408
3. 409
4. 508
5. 509
6. 608
7. 609
8. 708
9. 709
10. 808
11, 908
12. 1008
•
t
EXHIBIT B
Flagler First Condominiums
.101 E. Flagler Street Miami, Florida 33131
Unsold units as of November 2006
City of Miami
Legislation
Resolution: R-08-0227
City Hall
3500 Pan American
Drive
Miami, FL 33133
www.miamigov.com
File Number: 08-00441 Final Action Date: 4/24/2008
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 3, IN
SUBSTANTIALLY THE ATTACHED FORM, TO THE AGREEMENT WITH FLAGLER
FIRST CONDOMINIUMS, LLC, RELATING TO THE REDEVELOPMENT OF AN
AFFORDABLE HOUSING CONDOMINIUM PROJECT KNOWN AS FLAGLER FIRST
CONDOMINIUM, LOCATED AT 101 EAST FLAGLER STREET, MIAMI, FLORIDA
("PROJECT"), PROVIDING AN EXTENSION OF THE DEADLINE FOR THE
RECEIPT OF CERTIFICATES OF OCCUPANCY UNTIL JUNE 30, 2008, AN
EXTENSION OF THE DEADLINE FOR THE SALE OF ALL PROJECT RESIDENTIAL
CONDOMINIUM UNITS UNTIL JUNE 30, 2010, A THIRTY (30) YEAR COVENANT
PERIOD FOR TWENTY-FIVE (25) OF THE PROJECT UNITS, AND SUCH OTHER
TERMS AS PROVIDED IN THE ATTACHED AMENDMENT AND COVENANT.
WHEREAS, the City of Miami ("City") entered into an Agreement (the "Agreement") with Flagler
First Condominiums, LLC (the "Developer") relating to the redevelopment of an affordable housing
condominium project, known as Flagler First Condominium, located at 101 East Flagler Street, Miami,
Florida, to consist of no less than ninety (90) affordable residential condominium units and
approximately 7,000 square feet of retail space (the "Project"); and
WHEREAS, in accordance with the Agreement the Developer was required to obtain certificates of
occupancy for the Project and sell eighty-one (81) of the Project's residential condominium units by
June 23, 2005; and
WHEREAS, the Developer experienced delays beyond its reasonable control in conducting
extensive structural testing as required by the City (including complete asbestos abatement), in
vacating tenants and in bringing the building's premises to hurricane/wind Toad and fire code
requirements, which resulted in a delay in the completion of the plans not initially contemplated by the
Developer; and
WHEREAS, for the aforesaid reasons the Developer requested an extension until December 23,
2006 for the receipt of Project certificates of occupancy and the sale of eighty-one (81) of the Project's
residential condominium units, and was granted the extension by Resolution No. 05-0371, adopted
June 9, 2005; and
WHEREAS, the Developer experienced unexpected further delays due to further structural work
required, hurricane preparations in 2005, sidewalk construction taking place on Flagler Street causing
significant delays in the construction, and the difficulties associated with this site without the use of a
staging area; and
WHEREAS, for the aforesaid reasons the Developer requested an additional extension until June
30, 2007 in order to complete construction of the building, and obtain its certificate of occupancy, and
was granted the extension by Resolution No. 06-0733, adopted December 14, 2006; and
City of Miami Page 1 of 2 File Id: 08-00441 (Version: 1) Printed On: 1/17/2014
File Number: 08-00441 Enactment Number: R-08-0227
WHEREAS, the Developer has experienced further delays, which have resulted in a delay in the
completion of the project; and
WHEREAS, for the aforesaid reasons the Developer has requested an extension until June 30,
2008 for the receipt of Project certificates of occupancy and until June 30, 2010 for the sale of all of
the Project's residential condominium units;
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 Amendment No. 3, in substantially the
attached form, to the Agreement with the Developer relating to the Project, providing an extension until
June 30, 2008 for the receipt of Project certificates of occupancy, until June 30, 2010 for the sale of all
of the Project's residential condominium units, a thirty (30) year covenant period for twenty-five (25) of
the Project units, and such other terms as provided in the attached Amendment and Declaration of
Restrictive Covenants.
Section 3. This Resolution shall become effective immediately upon its adoption and signature of
the Mayor.{2}
Footnotes:
{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 2 of 2 File Id: 08-00441 (Version: 11 Printed On: 1/17/2014
AMENDMENT NO. 3 TO THE AGREEMENT
BETWEEN
CITY OF MIAMI
AND
FLAGLER FIRST CONDOMINIUMS, L.L.C.
This Amendment is entered into this day of , 2008
(the "Amendment") by and between the City of Miami, a municipal corporation of the State of
Florida (the "City") and Flagler First Condominiums, L.L.C., a Florida limited liability company,
having its offices at 48 East Flagler Street, Penthouse-5, Miami, Florida 33131 ("FFC"), for the
purpose of modifying that certain Agreement between the City and FFC dated December 23,
2002 (the "Agreement").
WHEREAS, FFC has undertaken the redevelopment of an affordable housing
condominium project, known as Flagler First Condominium, located at 101 East Flagler Street,
Miami, Florida, to consist of no less than ninety (90) affordable residential condominium units
and approximately 7,000 square feet of retail space (the "Project"); and
WHEREAS, in connection therewith, the City allocated $1,800,000 for Project
redevelopment expenses (the "Grant"), as set forth more fully in the Agreement; and
WHEREAS, the Grant is subject to the terms and conditions contained in various Grant
documents, including, but not limited to, the Agreement, the Note and the Mortgage and Security
Agreement (the "Mortgage") executed in connection therewith.
WHEREAS, in accordance with the Agreement, FFC is required to obtain the Project
certificates of occupancy and sell eighty-one (81) of the Project's residential condominium units
by June 23, 2005; and
WHEREAS, pursuant to City Commission Resolution 05-0371, adopted June 9, 2005,
Amendment No. 1 to the Agreement, dated June 15, 2005, City Commission Resolution 06-
0733, adopted December 14, 2006 and Amendment No. 2 dated February 8, 2007, the City and
FFC agreed to an extension, until June 30, 2007, for FFC to obtain the Project certificates of
occupancy and sell eighty-one (81) of the Project's residential condominium units. (Collectively,
the Agreement, the Note, the Mortgage, Amendment No. 1 and Amendment No. 2, and any and
all other documents executed in connection with the Grant, are hereinafter referred to as the
"Grant Documents".); and
WHEREAS, FFC has experienced further delays, which have resulted in a delay in the
completion of the project; and
WHEREAS, for the aforesaid reasons FFC has requested an extension until June 30,
2008 for the receipt of Project certificates of occupancy and until June 30, 2010 for the sale of all
of the Project's residential condominium units; and
it: Document 115993
1
WHEREAS, the City and FFC desire and agree to amend the Agreement and the other
Grant Documents as hereinafter provided;
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the City and FFC agree as follows:
1. Each and every of the above recitals is true and correct.
2. FFC acknowledges that the outstanding principal balance of the Grant is
$1,800,000.
3. The Grant Documents are hereinafter amended:
(a) To provide that on or before June 30, 2008, FFC shall obtain all required certificates
of occupancy and/or certificates of completion, as appropriate, for the Project.
(b) To provide that on or before June 30, 2010, FFC shall sell all of the residential
condominiums in the Project in accordance with the requirements of the Grant Documents, as
amended hereby.
(c) To provide that in the event that on or before June 30, 2008 FFC has obtained all
required certificates of occupancy and/or certificates of completion, as appropriate, for the
Project, then, in such event, interest shall cease to be charged on the amount of Grant funds
disbursed as of the date of issuance of all such certificates of occupancy and/or certificates of
completion.
(d) To provide that in the event that on or before June 30, 2010 all of the residential
condominiums in the Project have not been sold in accordance with the requirements of the
Grant Documents, as amended hereby, then, in such event, FFC shall pay to the City $72,000 for
each of the twenty-five (25) City Assisted Units identified in the Declaration of Restrictive
Covenants, a copy of which is attached hereto as Exhibit A (the "Covenant"), that remains
unsold as of that date. Such payment shall be made on or before July 15, 2010. For the purposes
hereof, the term "sold" shall mean that title and possession to such residential condominium unit
shall have been conveyed to such homebuyer.
(e) . To provide that resale restrictions will be imposed on the twenty-five (25) City
Assisted residential condominium units in the Project, as described more fully in the Covenant.
4. FFC represents, warrants and confirms to the City that: (i) the Agreement as
modified hereby is a valid obligation of FFC enforceable in accordance with its terms and is
binding upon FFC, and its successors, assigns and administrators without any claim, defense of
off -set or other sum due, pending or existing; (ii) all of the terms, covenants, conditions,
representations, warranties and agreements contained in the Mortgage are hereby ratified and
confirmed in all respects; (iii) obligations imposed on FFC under the Grant Documents shall
continue to be secured by the Mortgage without novation or interruption; and (iv) the Mortgage
is a valid obligation of FFC enforceable in accordance with its terms and is binding upon FFC, and
its successors, assigns and administrators without any claim, defense of off -set or other sum due,
pending or existing.
it: Document 115993 2
5. Except as modified herein, all terms and conditions of the Grant Documents shall
remain in full force and effect.
6. If any provision of this Amendment conflicts with any applicable law or
regulation, only the conflicting provision shall be deemed by the parties hereto to be modified, or
to be deleted if modification is inappropriate, to cause the provision to be consistent with the law
or regulation. However, the obligations under this Amendment shall continue and all other
provisions of this Amendment shall remain in full force and effect.
7. This Amendment shall be construed, interpreted, enforced and governed by and in
accordance with the laws of the State of Florida.
8. This Amendment , sets forth theentire agreement between the parties and
supersedes all prior and contemporaneous negotiations, understandings and agreements, written
or oral between the parties relating to the subject matter herein.
9. All capitalized terms used but not defined herein shall have their respective
meanings set forth in the Grant Documents.
10. Waiver of Jury Trial. Neither FFC, nor any assignee, successor, heir or personal
representative of FFC, nor any other person or entity, shall seek a jury trial in any lawsuit,
proceeding, counterclaim or any other litigation procedure based upon or arising out of any of
the Grant Documents and/or this Amendment, or the dealings or the relationship between or
among such persons or entities, or any of them. Neither FFC, nor any other person or entity will
seek to consolidate any such action in which a jury trial has been waived with any other action.
The provisions of this paragraph have been fully discussed by the parties hereto, and the
provisions hereof shall be subject to no exceptions. No party to this Amendment has in any
manner agreed with or represented to any other party that the provisions of this paragraph will
not be fully enforced in all instances.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 2 to
the Agreement on the day and year first above written.
Witness:
Print Name:
Flagler First Condominiums, .L.L.C.,
a Florida limited liability company
By: Old Centrust Building Partnership,
Florida general partnership, Sole Member
By:
Sergio Rok, Managing Partner
Date:
it: Document 115993
ATTEST: City of Miami, a municipal corporation
of the State of Florida
Priscilla A. Thompson, City Clerk
Date:
APPROVED AS TO FORM AND
CORRECTNESS:
Julie O. Bru, City Attorney
1T-Flagler Amendment No. 3-04-08; 4-15-08
By:
Date:
Pedro G. Hernandez, City Manager
it: Document 115993
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
Before me, the undersigned authority, personally appeared,
, as, of , to me well known to
• be the person described in and who executed the foregoing instrument and who acknowledged to
and before me that he/she executed said instrument under oath, and for the purposes therein
expressed.
Witness my hand and official seal in the County and State last aforesaid this day
of , 2008.
PRINTED, STAMPED OR TYPED SIGNATURE OF NOTARY PUBLIC
NAME OF NOTARY PUBLIC STATE OF FLORIDA
Did Take An Oath
Did Not Take An Oath
Personally Known
Produced I.D.
Type of I.D. Produced:
My Commission Expires:
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
Before me, the undersigned authority, personally appeared,
, as, of , to me well known to
be the person described in and who executed the foregoing instrument and who acknowledged to
and before me that he/she executed said instrument under oath, and for the purposes therein
expressed.
Witness my hand and official seal in the County and State last aforesaid this day of
, 2008.
PRINTED, STAMPED OR TYPED SIGNATURE OF NOTARY PUBLIC
NAME OF NOTARY PUBLIC STATE OF FLORIDA
Did Take An Oath
Did Not Take An Oath.
Personally Known
Produced 1.D.
Type of I.D. Produced:
My Commission Expires:
it: Document 115993
This Instrument Prepared By
and Return To:
Ilene Temchin, Esq.
City of Miami
Office of the City Attorney
444 S.W. 2"d Avenue
Miami, Florida 33130-1910
DECLARATION
OF
RESTRICTIVE COVENANTS
Exhibit A
This Declaration of Restrictive Covenants (the "Covenant") made as of the day
of , 2008 by Flagler First Condominiums, L.L.C., a Florida limited liability company
(hereinafter the "FFC"), is in favor of the City of Miami, a municipal corporation of the State of
Florida (hereinafter the "City").
RECITALS
WHEREAS, FFC has undertaken the redevelopment of an affordable housing
condominium project, known as Flagler First Condominium, to consist of no less than ninety
(90) affordable residential condominium units and approximately 7,000 square feet of retail
space (the "Project"); and
WHEREAS, the Project is located at 101 East Flagler Street, Miami, Florida, legally
described on Exhibit 1 hereto (the "Property").
WHEREAS, in connection therewith, the City allocated $1,800,000 for Project
redevelopment expenses (the "Grant); and
WHEREAS, the Grant is subject to the requirements of that certain Agreement between
the City and FFC, dated December 23, 2002, joined by Old Centrust Building Partnership, a
Florida general partnership, Amendment No. 1 to the Agreement, dated June 15, 2005,
Amendment No. 2, dated February 8, 2007 and Amendment No. 3, dated the date hereof (the
Agreement, Amendment No. 1, Amendment No. 2 and Amendment No. 3 are jointly referred to
herein as the "Agreement"); and
WHEREAS, in accordance With the requirements of the Agreement, the twenty-five (25)
residential condominium units identified on Exhibit 2 hereto (the "City Assisted Units") are
subject certain resale restrictions for a period of thirty (30) years; and
it: Document 115993 6
WHEREAS, FFC desires to make a binding commitment to assure that the City Assisted
Units are sold in accordance with the provisions of this Covenant.
NOW THEREFORE, FFC voluntarily covenants and agrees that the City Assisted Units
shall be subject to the following restrictions that are intended and shall be deemed to be
covenants running with the land and binding upon FFC, and its heirs, successors and assigns as
follows:
Section 1. The recitals and findings set forth in the preamble of this Covenant are
hereby adopted by reference thereto and incorporated herein as if fully set forth in this Section.
Section 2. Term of Covenant: For each City Assisted Unit identified on Exhibit 2
hereof, this Covenant shall remain in full force and effect and shall be binding upon FFC, its
successors and assigns, from the date hereof until thirty (30) years from the date of FFC°s sale of
such City Assisted Unit to a homebuyer at a sales price not in excess of ninety percent (90%) of
the median Dade County new housing sales price at the time of the sale, as described more fully
below in section 4 hereof (the "Covenant Period").
Section 3. Use of Property: Throughout the Covenant Period, the City Assisted units
shall be sold at a sales price not in excess of ninety percent (90%) of the median Dade County
new housing sales price at the time of the sale.
Section 4. FFC covenants and agrees that each deed conveying a City Assisted Unit
to a homebuyer shall contain the following restrictive covenant:
"Until thirty (30) years from the date hereof (the "Covenant Period"), this
property shall be sold at a sales price not in excess of ninety percent (90%) of the
median Dade County new housing sales price at the time of the sale.
Notwithstanding the foregoing, an owner of this property may sell it
during the Covenant Period without regard to the restriction contained in the
previous paragraph hereto upon repayment to the City of Miami (the "City") of
the City funded subsidy for this property, in the amount of $72,000 (the
"Recapture Requirement"), provided, however, that for each year that this
property is owned by a homebuyer who purchased the property at a sales price not
in excess of ninety percent (90%) of the median Dade County new housing sales
price at the time of the sale, such Recapture Requirement shall be reduced by
3.33%. For the purposes hereof, the term "year" shall mean the period of time
commencing one year from the date hereof, and on each subsequent anniversary
thereof. "
Section 5. Except as provided in the Agreement, FFC covenants and agrees not to
encumber or convey any interest in the Project and/or the Property without the prior written
consent of the City. For the purposes of this Covenant, any change in the ownership or control of
FFC shall be deemed a conveyance of an interest in the Project.
it: Document 115993 7
Section 6. FFC covenants and agrees that in the event (i) of the sale or conveyance
of any interest in the Project and/or the Property without the City's prior written consent (except
as provided in the Agreement), or (ii) that FFC ceases to exist as an organization, FFC shall
immediately make payment to the City in an amount equal to the full amount of Grant disbursed
and outstanding, all interest due thereon, and all unpaid fees, charges and other obligations of FFC
due under any of the Grant documents.
Section 7. Inspection and Enforcement: It is understood and agreed that any official
inspector of the City shall have the right any time during normal working hours to enter and
investigate the use of the Project to determine whether the conditions of this Covenant are being
complied with.
Section 8. Amendment and Modification: This Covenant may be modified or
amended as to any portion of the Project by a written instrument executed on behalf of the City
and by the then owner of the fee simple title to the land to be affected by such modification or
amendment.
Section 9. Severability: Invalidation of one of the provisions of this Covenant by
judgment of Court shall not affect any of the other provisions of the Covenant, which shall
remain in full force and effect.
Section 10. Recordation: This Covenant shall be filed of record among the Public
Records of Miami -Dade County, Florida, at the sole cost and expense of FFC.
Section 11. This Covenant is a covenant running with the land. Thirty (30) years from
the date of FFC's sale of each City Assisted Unit to a homebuyer at a sales price not in excess of
ninety percent (90%) of the median Dade County new housing sales price at the time of the sale,
this Covenant shall lapse and be of no further force and effect as to that City Assisted Unit.
Section 12. All capitalized terms not defined herein shall have the meanings provided
in the Agreement.
IN WITNESS WHEREOF, FFC has caused this Declaration of Restrictive Covenants to
be executed by its duly authorized officer on the day and year first above -written.
Flagler First Condominiums, L.L.C.,
a Florida limited liability company
Witness:
Print Name:
By: Old Centrust Building Partnership,
Florida general partnership, Sole Member
By:
Sergio Rok, Managing Partner
Date:
it: Document 115993 8
ACKNOWLEDGMENT
STATE OF FLORIDA
) SS:
COUNTY OF MIAMI-DADE )
THE FOREGOING INSTRUMENT was acknowledged before me on this day of
, 2008 by , as
of , on behalf of , who is personally known to me or who
produced as identification and did/did not take an oath.
Signature of Notary Public, State of Florida
Printed Name of Notary Public
My Commission Expires:
it: Document 115993 9
EXHIBIT 1
Legal Description
it: Document 115993
10
Exhibit 2
City Assisted Units
408 908 507
409 1008 607
508 506 707
509 606 807
608 706 907
609 806 1007
708 906 306
709 1006
808 407
it: Document 115993
11
City of Miami
Legislation
Resolution: R-11-0163
City Hall
3500 Pan American
Drive
Miami, FL 33133
www.miamigov.com
File Number: 11-00190
Final Action Date: 4/14/2011
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 4, IN
SUBSTANTIALLY THE ATTACHED FORM, TO THE AGREEMENT WITH FLAGLER
FIRST CONDOMINIUMS, LLC, RELATING TO THE REDEVELOPMENT OF AN
AFFORDABLE HOUSING CONDOMINIUM PROJECT KNOWN AS FLAGLER FIRST
CONDOMINIUM, LOCATED AT 101 EAST FLAGLER STREET, MIAMI, FLORIDA
("PROJECT"); PROVIDING AN EXTENSION OF THE DEADLINE FOR THE SALE
OF ALL PROJECT RESIDENTIAL CONDOMINIUM UNITS UNTIL DECEMBER 2,
2013.
WHEREAS, the City of Miami ("City") entered into an Agreement (the "Agreement") with Flagler
First Condominiums, LLC (the "Developer") relating to the redevelopment of an affordable housing
condominium project, known as Flagler First Condominium, located at 101 East Flagler Street, Miami,
Florida, to consist of no Tess than ninety (90) affordable residential condominium units and
approximately 7,000 square feet of retail space (the "Project"); and
WHEREAS, in accordance with the Agreement, the Developer was required to obtain
certificates of occupancy for the Project and sell eighty-one (81) of the Project's residential
condominium units by June 23, 2005; and
WHEREAS, the Developer experienced delays beyond its reasonable control in conducting
extensive structural testing as required by the City (including complete asbestos abatement), in
vacating tenants and in bringing the building's premises to hurricane/wind Toad and fire code
requirements, which resulted in a delay in the completion of the plans not initially contemplated by the
Developer; and
WHEREAS, for the aforesaid reasons, the Developer requested an extension until December
23, 2006, for the receipt of Project certificates of occupancy and the sale of eighty-one (81) of the
Project's residential condominium units, and was granted the extension pursuant to Resolution No.
05-0371, adopted June 9, 2005; and
WHEREAS, the Developer experienced unexpected further delays due to further structural
work required, hurricane preparations in 2005, sidewalk construction taking place on Flagler Street
causing significant delays in the construction, and the difficulties associated with this site without the
use of a staging area; and
WHEREAS, for the aforesaid reasons, the Developer requested an additional extension until
June 30, 2007, in order to complete construction of the building, and obtain its certificate of
occupancy, and was granted the extension pursuant to Resolution No. 06-0733, adopted December
14, 2006; and
City of Miami Page 1 of 2 File Id: 11-00190 (Version: 1) Printed On: 1/17/2014
File Number: 11-00190 Enactment Number: R-11-0163
WHEREAS, the Developer experienced further delays, which resulted in a delay in the
completion of the Project and pursuant to Resolution No. 08-0227, adopted April 24, 2008, was
granted an extension until June 30, 2008, for the receipt of Project certificates of occupancy and until
June 30, 2010, for the sale of all of the Project's residential condominium units; and
WHEREAS, the Developer obtained the Project certificates of occupancy by the City's June 30,
2008 deadline, but has experienced delays in the sale of all eighty-one (81) of the Project's residential
condominium units; and
WHEREAS, the Developer has requested an extension until December 2, 2013, for the sale of
all of the Project's residential condominium units;
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 Amendment No.4, in substantially the
attached form, to the Agreement with the Developer, relating to the Project, providing an extension
until December 2, 2013, for the sale of all of the Project's residential condominium units.
Section 3. This Resolution shall become effective immediately upon its adoption and signature
of the Mayor.{2}
Footnotes:
{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 2 of 2 File Id: 11-00190 (Version: 1) Printed On: 1/17/2014
AMENDMENT NO. 4 TO THE AGREEMENT
BETWEEN
CITY OF MIAMI
AND
FLAGLER FIRST CONDOMINIUMS, L.L.C.
This Amendment is entered into as of this 19a' day of November, 2010 (the
"Amendment") by and between the City of Miami, a municipal corporation of the State of
Florida (the "City") and Flagler First Condominiums, L.L.C., a Florida limited liability company,
having its offices at 48 East Flagler Street, Penthouse-5, Miami, Florida 33131 ("FFC"), for the
purpose of modifying that certain Agreement between the City and FFC dated December 23,
2002 (the "Agreement").
WHEREAS, FFC has undertaken the redevelopment of an affordable housing
condominium project, known as Flagler First Condominium, located at 101 East Flagler Street,
Miami, Florida, to consist of no less than ninety (90) affordable residential condominium units
and approximately 7,000 square feet of retail space (the "Project"); and
WHEREAS, in connection therewith, the City allocated S1,800,000 for Project
redevelopment expenses (the "Grant"), as set forth more fully in the Agreement; and
WHEREAS, the Grant is subject to the terms and conditions contained in various Grant
documents, including, but not limited to, the Agreement, and the Mortgage and Security
Agreement (the "Mortgage") executed in connection therewith.
WHEREAS, in accordance with the Agreement, FFC is required to obtain the Project
certificates of occupancy and sell eighty-one (81) of the Project's residential condominium units
by June 23, 2005; and
WHEREAS, pursuant to City Commission Resolution 05-0371, adopted June 9, 2005,
Amendment No. 1 to the Agreement, dated June 15, 2005, City Commission Resolution 06-
0733, adopted December 14, 2006, Amendment No. 2 dated February 8, 2007, and City
Commission Resolution 08-0227, adopted April 24, 2008, Amendment No. 3 dated May 2, 2008
the City and FFC agreed to an extension, until June 30, 2008, for FFC to obtain the Project
certificates of occupancy and until June 30, 2010 to sell eighty-one (81) of the Project's
residential condominium units. (Collectively, the Agreement, the Mortgage, Amendment No, 1
Amendment No..2 and Amendment No. 3, and any and all other documents executed in
connection with the Grant, are hereinafter referred to as the "Grant Documents".); and
WHEREAS, FFC obtained the Project certificates of occupancy by the City's June 30,
2008 deadline, but has experienced delays in the sale of all eighty-one (81) of the Project's
residential condominium units; and
Page 1 • of 7
NAR: Doc. No.: 254039
----WHEREAS, for the aforesaid reasons FFG-has,requested an extension -until -December 2, -
2013 for the sale of all of the'Project's sidential condominiumunits; and
WHEREAS, pursuant to City Commission Resolution 11-XXXX, adopted January 13,
2011, such extensions were approved; and
WHEREAS, the City and FFC desire and agree to amend the Agreement and the other
Grant Documents as hereinafter provided;
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the City and FFC agree as follows:
1. Each and every of the above recitals are true and correct.
2. FFC acknowledges that the outstanding principal balance of the Grant is
$1,800,000.
3. The Grant Documents are hereinafter amended:
(a) To -provide tliaf on or-.liefore December 2, 2013-FFC shall sell all of the residential
condominiums in the Project in accordance with the requirements of the Grant Documents, as
amended hereby.
(b) To provide that in the event that on or before December 2, 2013 all of the residential
condominiums in the Project have not been sold in accordance with the requirements of the
Grant Documents, -as amended -hereby, -then, -in -such event,-FFC-shall pay -to -the -City $72,000 for
each of the twenty-five . (25). City. Assisted- Units -identified in the Declaration -of Restrictive
Covenants, a copy of which is attached hereto as Exhibit A (the "Covenant"), that remains
unsold as of that date. Such payment shall be made on or before December 16, 2013. For the
purposes hereof, the term "sold" shall mean that title and possession to such residential
condominium unit shall have been conveyed to such homebuyer.
4. FFC represents, warrants and confirms to the City that: (i) the Agreement as
modified hereby is a valid obligation of FFC enforceable in accordance with its terms and is
binding upon FFC, and its successors, assigns and administrators without any claim, defense of
off -set or other sum due, pending or existing; (ii) all of the terms, covenants, conditions,
representations, warranties and agreements contained in the Mortgage are hereby ratified and
confirmed in all respects; (iii) obligations imposed on FFC under the Grant Documents shall
continue to be secured by the Mortgage without novation or interruption; and (iv) the Mortgage
is a valid obligation of FFC enforceable in accordance with its terms and is binding upon FFC, and
its successors, assigns and administrators without any claim, defense of off -set or other sum due,
pending or existing.
5. Except as modified herein, all terms and conditions of the Grant Documents shall
remain in full force and effect.
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NAR: Doc. No.: 254039
6. If any provision of this Amendment conflicts with any applicable law or
regulation, only the conflicting provision shall be deemed by the parties hereto to be modified, or
to be deleted if modification is inappropriate, to cause the provision to be consistent with the law
or regulation. However, the obligations under this Amendment shall continue and all other
provisions of this Amendment shall remain in full force and effect.
7. This Amendment shall be construed, interpreted, enforced and governed by and in
accordance with the laws of the State of Florida.
8. This Amendment sets forth the entire agreement between the parties and
supersedes all prior and contemporaneous negotiations, understandings and agreements, written
or oral between the parties relating to the subject matter herein.
9. All capitalized terms used but not defined herein shall have their respective
meanings set forth in the Grant Documents.
10. Waiver of Jury Trial. Neither FFC, nor any assignee, successor, heir or personal
representative of FFC, nor any other person or entity, shall seek a jury trial in any lawsuit,
proceeding, counterclaim or any other litigation procedure based upon or arising out of any of
the Grant Documents and/or this Amendment, or the dealings or the relationship between or
among such persons or entities, or any of them. Neither FFC, nor any other person or entity will
seek to consolidate any such action in which a jury trial has been waived with any other action.
The provisions of this paragraph have been fully discussed by the parties hereto, and the
provisions hereof shall be subject to no exceptions. No party to this Amendment has in any
manner agreed with or represented to any other party that the provisions of this paragraph will
not be fully enforced in all instances.
IN WITNESS_WHEREOF,.the_parties:hereto_have_executed=this:Amendment-No -4-to
the -Agreement -on -the -day -and -year -first -above -written
Flagler First. Condominiums; L.L.C.; -
a Florida limited liability company
Witness:
Print Name:
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NAR: Doc. No.: 254039
By: Old Centrust Building Partnership,
Florida general partnership, Sole Member
By:
Sergio Rok, Managing Partner
Date:
ATTEST: — City of Miami, a municipal corporation
of the State of Florida
By:
Priscilla A. Thompson, City Clerk Tony E. Crapp, Jr., City Manager
Date: Date:
APPROVED AS TO FORM AND
CORRECTNESS:
Julie O. Bru, City Attorney
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
Before me, the undersigned authority, personally appeared, Sergio Rok, as,
Managing Partner of Old Centrust Building Partnership, a Florida General Partnership, Sole
Member of Flagler First Condominiums, L.L.C. to me well known to be the person
described in and who executed the foregoing instrument and who acknowledged to and
before me that he/she executed said instrument .under oath, and .for the purposes therein
expressed.
Witness my hand and official seal in the County and State last aforesaid this
day of , 2011.
PRINTED, STAMPED OR TYPED
NAME OF NOTARY PUBLIC
Personally Known
Produced I.D.
Type of:I.D. Produced:
My Commission Expires:
NAR: Doc. No.: 254039
SIGNATURE OF NOTARY PUBLIC
STATE OF FLORIDA
Page 4of7
STATE OF FLORIDA )
COUNTY OF MIAMI-DADE )
Before me, the undersigned authority, personally appeared, _Tony E. Crapp, Jr.
as, City Manager of the City of Miami, to me well known to be the person described in
and who executed the foregoing instrument and who acknowledged to and before me that
he/she executed said instrument under oath, and for the purposes therein expressed.
Witness my hand and official seal in the County and State last aforesaid this
day of , 2011.
PRINTED, STAMPED OR TYPED SIGNATURE OF NOTARY PUBLIC
NAME OF NOTARY PUBLIC STATE OF FLORIDA
Personally Known
Produced I.D.
Type of I.D. Produced:
My Commission Expires:
NAR: Doc. No.; 254039
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Exhibit 1
Legal Description
Lot 11 and the West One -Half of Lot 12, in Block 117 NORTH, CITY OF MIAMI, according to
the Plat thereof, as recorded in Plat Book B, Page 41, of the Public Records of Miami -Dade
County, Florida.
NAR: Doc. No.: 254039
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Exhibit 2
City Assisted Units
408 908 507
409 1008 503
508 506 707
509 606 807
608 706 907
609 806 1007
708 906 306
709 1006
808 407
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Exhibit 2
City Assisted Units
306 610,
402 702
407 708
40& 709
409. 803
503 808
507 903
508 908
509 910
510 1003
603 1006
608 1008
609
163331