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HomeMy WebLinkAboutExhibit - CovenantExhibit B' COVENANT FOR STREETLIGHTS TO RUN WITH THE LAND THIS COVENANT (hereinafter the "Covenant"), made and entered into this day of 20_ by and between: with offices at ("Owner" or "Covenantor"), and the City of Miami, Florida, a municipal corporation of the State of Florida, with offices at 'lid SW 2nd Avenue, Miami, FL 33130 in the County of Miami -Dade County, party of the second part (hereinafter called "City"); WHEREAS, the Owner owns the parcel of land located in Miami, Florida, described on Exhibit "A" hereto (the "Property") and as shown in Exhibits "A" and "B"; and WHEREAS, Covenantor has requested permission from City to construct nonstandard Streetlights and related structures, fixtures and improvements within the dedicated public rights -of - way that abut the Property (the "Streetlights" or "Improvements"), which may include portions of NE 2nd Avenue, depicted in the attached Exhibit "C" (hereinafter called "District"); and WHEREAS, the Covenantor may prepare and submit to the City from time to time applications for master permits (each called a "Master Permit"), for consideration and approval in accordance with applicable laws, codes, rules and regulations which will contain the proposed location and design of the Improvements to be constructed in the rights -of -way adjacent to the Property, namely for streetlights and any future modifications that must be made to said Streetlights; and WHEREAS, the portions of NE 2nd Avenue which border the District and which may be adjacent to certain portions of the Property are under the jurisdiction of Miami -Dade County (hereinafter called "County"); and WHEREAS, pursuant to §2-96.1 of the Miami -Dade County Code, all traffic control and engineering devices, including traffic signage, are under the exclusive jurisdiction of the County; and WHEREAS, the City and Miami -Dade County have entered into an Interlocal Agreement for Installation and Maintenance of Streetlights recorded in Official Records Book Page _, attached hereto as Exhibit "1" (the "City/County Interlocal Agreement"); and WHEREAS, the Owner and the City acknowledge that the rights and obligations set forth herein are subordinate to, and govemed by the City/County Interlocal Agreement which supersedes and controls any terms herein to the extent that they are inconsistent therewith; and WHEREAS, certain provisions are required to be included in such covenants per Chapters 54 and 55 of the City Code and other applicable laws, rules and regulations; and WHEREAS, City requires the execution of this covenant running with the land as a condition precedent to its acting as Permittee; NOW THEREFORE, in consideration for the express grant by City of the right and license to allow the construction and maintenance of the Streetlights in the dedicated public rights -of -way within the District, subject to the terms and conditions set forth herein, the Covenantor does hereby covenant and agree with City as follows: 1. The foregoing recitals are true and correct and are made a part hereof. {30058718; 1} 2. Covenantor (on its own behalf or through its agents, representatives, heirs, assigns, and/or designees) is hereby allowed to install, construct, improve, modify, move, and add the Streetlights within the public rights -of -way of the District in accordance with: 1) the Master Permit(s), and 2) County and City standards and specifications not in conflict therewith, including, without limitation, the Miami -Dade County Public Works Manual, and any applicable State Statute, City or County Code. Covenantor is hereby responsible for the operation and maintenance of the Streetlights; Covenantor is required to maintain, replace, repair, and remove the Improvements within these public rights -of - way in the locations indicated on Exhibit "C". If it becomes necessary, as determined in the sole discretion of the City, for the City to make repairs, maintain or replace the Improvements including restoration of street, by reason of the Covenantor's failure to do so, the City shall have the right, but not the obligation, to do so, and such expense shall be paid by the Covenantor upon written request of the City. The City will provide electrical power to the street lights in the same manner it does in general throughout the City at no cost to Covenantor. As allowed by applicable laws, codes, rules and regulations (collectively "Regulations"), Covenantor may seek approval of an administrative modification of any Master Permit to install, construct, improve, modify, move, and add certain Streetlights and any future modifications that may be made to said Streetlights, not contained within the Master Permit. Covenantors may appeal any appealable administrative determinations necessary to implement this Covenant to the City Planning, Zoning, and Appeals Board pursuant to the provisions of and the procedures set forth in Article 7 of the City's Miami 21 Code, as applicable. 3. In the event Covenantor, its agents, representatives, designees, heirs, successors, or assigns fails in the reasonable discretion of the City Director of the Department of Public Works to properly maintain the Improvements in the locations indicated on Exhibit "C" or any part thereof, so that they become a hazard to the health, welfare, or safety of the general public, City shall give the Covenantor, with a copy of such notice to Miami -Dade County, written notice of such failure via certified mail, return receipt requested, with copies to any mortgagee who has given written notice of its mortgage lien to the City in the manner set forth in Section 10, and Covenantor shall within thirty (30) days from receipt of such notice either (i) restore such Improvements, or any part thereof, to a safe condition reasonably satisfactory to City or (ii) remove such Improvements, or any part thereof, and restore the right-of-way to current City standards at no cost or expense to City (as timely elected by Covenantor in its sole discretion). 4. In the event that, following the notice and grace period provided under paragraph 3 above, Covenantor, its heirs, successors, or assigns fails to either (i) restore such Improvements in the locations indicated on Exhibit "C", or any part thereof, to a safe condition reasonably satisfactory to City, or (ii) remove such Improvements in the locations indicated on Exhibit "C", or any part thereof, and restore the right-of-way within the specified time as set forth in Paragraph 3, City may restore or remove the offending Improvements in the locations indicated on Exhibit "C", and the reasonable cost of such restoration or removal shall be declared and established as a special assessment lien against the Property and enforced by any method for the {30058718; 1}2 enforcement of special assessment liens provided for under the laws of the State of Florida and/ or the Charter, Code and Ordinances of Miami- Dade County and/or the City of Miami. The Covenantor shall be liable for reasonable attorneys' fees and costs of collection incurred by the City in any action to foreclose such a lien or otherwise recover costs of restoration or removal of the offending Improvements or any part thereof. The City may, at its discretion, bring such additional civil actions and/or counts for specific performance, and/or enforcement of this covenant and/or breach of this covenant as are allowed by Florida law. 5. Covenantor further covenants and agrees not to pursue any legal remedy or civil action against City, its officials, employees, or instrumentalities or against Miami -Dade County, its officials, employees, or instrumentalities for any damage, consequential or otherwise, to non - offending Improvements, or any part thereof, resulting from the lawful removal of offending Improvements or any part thereof from the dedicated public right-of-way pursuant to Paragraph 4, unless the damage is the result of alleged grossly negligent or willful acts or omissions on the part of the City, its officials or employees. 6. Covenantor will be held liable and shall indemnify, defend (at Covenantor's own cost and expense), save and hold harmless the City and Miami -Dade County, its officials and employees (i) from and against any claims, demands, liabilities, losses, or causes of action arising out of the use, construction, maintenance, or removal of Improvements in the locations indicated on Exhibit "C" or any part thereof, (ii) from any and all liability for any damage, injury or claim that may arise by virtue of the installation of the Improvements within the public right of way, or the exercise of any rights, obligations or actions under this Agreement, including but not limited to the permission granted for the installation of same or the failure to maintain, inspect, repair, replace, or operate, (iii) from and against any orders, judgments, or decrees which may be entered against City, or Miami -Dade County, with respect to the use, construction, maintenance, or removal of Improvements in the locations indicated on Exhibit "C" or any part thereof, and (iv) for all reasonable costs, attorneys' fees, expenses, judgments, damages and liabilities incurred in the investigation or defense of such claim. 7. The undersigned further agrees that these conditions shall be deemed a covenant running between the City of Miami and Covenantor and shall remain in full force and effect and be binding on the Covenantor, its agents, representatives, designees, heirs, successors, vendees and assigns until such time as this obligation has been cancelled by an affidavit filed in the Public Records of Miami -Dade County, Florida by the City's Director of the Department of Public Works (or their fully authorized representative) and the Miami -Dade County Department of Public Works and Waste Management ("PWWM") (or their fully authorized representative). The Covenantor shall record this Covenant in the public records of Miami -Dade County simultaneously with the transfer of any rights, responsibilities, or obligations from the City to Covenantor, and shall provide a certified copy of the recorded Covenant to the Director of Public Works as indicated below as well as to the Director of PWWM. 8. The Covenantor and the City of Miami acknowledge and are aware of the Covenant and Interlocal Agreement recorded in the Public Records of Miami -Dade County at Official Records {30058718; 1}3 Book , Page between the City of Miami and Miami -Dade County. The Owner and the City of Miami acknowledge that any conditions, obligations, or agreements set forth herein are subservient to, and are governed and limited by, the conditions and restrictions set forth therein, including but not limited to the right of Miami -Dade County to cancel this Covenant. The City acknowledges that it must request, and obtain, written consent from Miami -Dade County prior to cancelling this Agreement (as set forth in paragraph 7 herein), which consent may be withheld in the sole and absolute discretion of Miami -Dade County. 9. Owner acknowledges that the installation, modification or removal of the Improvements must be authorized in writing by the County and the City prior to construction or placement of same. 10. Any obligations hereunder for payment or indemnification of Miami -Dade County or the City that arise prior to the termination of this Agreement shall survive the termination of this Agreement. 11. The language agreed to herein expresses the mutual intent and agreement of the City of Miami and the Owner, and shall not, as a matter of judicial construction, be construed more severely against one of the parties from the other. 12. Covenantor shall keep in full force and effect at all times during the exercise of this Covenant, the insurance coverage as shown in Exhibit "D". The insurance and any addendums, modifications, renewals, or amendments thereto shall be subject to the prior review and approval of the City Risk Manager. The policy shall be issued either by a State of Florida -licensed insurance company rated A+ or better by A.M. Bests' Key Rating Guide or by another insurance company agreed upon by Covenantor and City. The insurance carrier for the policy must be rated no less than A as to management and no less than Class V as to strength by the latest edition of Best's Insurance Guide and must be approved by the City Risk Manager. The policy shall cover products and completed operations, contractual liability, explosion, collapse, and underground liability. The insurance policy shall be procured and premiums paid by the Covenantor. The term and any renewals thereof shall continue uninterrupted for the term of the Covenant. City and Miami -Dade County shall be named as Additional Insured's under each such policy. A certificate of insurance bearing City and County as "Additional Insured's" shall in no way relieve Covenantor of the obligation to add City and County as "Additional Insured's" to the actual insurance policy. The insurance policy shall provide that City (Attention: City of Miami Risk Manager) and County (Attention: Director, Public Works and Waste Management Department) be given at least thirty (30) days advance written notice of any material changes to, lapse, or cancellation or non -renewal of, any policy. In the event of such material change, cancellation, or non -renewal notification, Covenantor shall immediately procure another policy subject to the requirements of this Covenant. The City Risk Manager and County Director PWWM shall receive a copy of the certificate of insurance for such replacement {30058718; 1}4 policy at least ten (10) days prior to the effective date of any material change, cancellation, or non -renewal of the previous policy. If City and/or County does not timely receive such certificate, then City shall provide Covenantor with written notice thereof, and if Covenantor does not deliver such certificate within fifteen (15) days after receipt of such written notice, then City and/or County shall have the right to immediately secure a similar insurance policy in its name, and Covenantor shall be liable for any monies due under such insurance policy. If the Covenantor does not reimburse City and/or County for all such insurance costs, City and/or County shall have the right to declare and establish such costs as a lien on the Property, enforceable by any lawful means. Covenantor agrees to increase, upon written request by City and/or County, the limits of its required comprehensive liability insurance policy so long as City's or County's increase request shall be commercially reasonable and the requested increase obtainable on commercially reasonable rates and terms. Proof of the foregoing required insurance shall be supplied to the City, or Miami -Dade County, upon request. 13. (a) It is expressly understood and agreed that this instrument shall be binding upon City and Covenantor and also upon their heirs, successors in interest, or assigns, and shall be a condition implied in any conveyance or other instrument affecting the title to the Property or any portion thereof. Upon any sale, conveyance or other transfer or disposition (a "Transfer") of any of the Property by the Owner, Owner shall automatically be released from its obligations hereunder accruing after the date of such Transfer, and the purchaser, grantee, transferee or recipient of such Property that is the subject of such Transfer (a "Transferee") shall automatically succeed to such obligations and constitute the "Owner" and "Covenantor" hereunder. Reference to Owner shall mean and refer to the then owner of the Property. Notwithstanding the foregoing, or any other provision contained in this Covenant, no transfer of this instrument, in whole or in part, shall be allowed, nor shall any assumption of any right or responsibility under this Covenant be permitted, unless the County Mayor or the County Mayor's designee is provided written notification no less than fifteen (15) days prior to such transfer, and this covenant remains in full force and effect, binding upon any subsequent Transferee. (b) It is also acknowledged that not all of the property adjacent to the Right of Way Area (the "Adjacent Property") is owned by Covenantor. From and after such time as any owner (an "Adjacent Owner") of any of the Adjacent Property either assumes Owner's obligations hereunder as to the Improvements in the Right of Way Area adjacent to such Adjacent Owner's Adjacent Property pursuant to a Covenant in the identical form of this Covenant or a separate assumption agreement, in each case, approved by the City Manager and the City Attorney as to legal form and correctness (which approval shall not be unreasonably withheld) and recorded in the Public Records, then Owner shall be released from its obligations under this Covenant, only to the extent they are expressly assumed by such Adjacent Owner in such other express assumption agreement. 14. Any notice, request, demand, approval, or consent given or required to be given under this Covenant shall be in writing and shall be deemed as having been given when mailed by United States registered or certified mail (return receipt requested), postage prepaid, to the other parties at the addresses stated below or at the last address provided by a party to the other party {30058718; 1)5 at which to receive notice. At the City's election, the City may direct all communications under this Covenant to Miami Design District Associates, LLC (MDDA), which will act as a "liaison" for communication purposes between the City and the Covenantor, as long as the Covenantor remains an affiliate of MDDA. Covenantor. City: Oak Plaza Associates (Del.), LLC 3841 NE 2nd Avenue, #400 Miami, FL 33137 Attn: Steven Gretenstein City Manager City ofMiami 444 S.W. 2111Avenue, 10th Floor Miami, Florida 33130 Director of Public Works City of Miami 444 S.W. 2'd Avenue, 8th Floor Miami, Florida 33130 MDDA: Miami Desire District Associates, LLC 3841 NE 2' Avenue,1t100 Miami, Florida 33137 Attn: Steven Gretenstein County Miami -Dade County Director of Public Works and Waste Management Dept. Stephen P. Clark Center 111 Northwest First Street 14th Floor Miami, Florida 33128 15. Covenantor expressly acknowledges (i) that the permission granted by the City to construct the Improvements on City owned land is solely for the limited purposes set forth herein and does not constitute a lease, (ii) the City retains possession and control of property owned by the City, (iii) if Covenantor breaches any term of this Covenant, receives written notice of such breach from City, and does not timely cure such breach, within sixty (60) days after receipt of such written notice (provided, however, that in the event that such cure cannot reasonably be completed within such sixty (60) day period, then Covenantor shall have such additional cure period as is reasonably required provided that Covenantor commences such cure within such sixty (60) day period and diligently pursues the same until completion), then City may unilaterally revoke the permission granted herein to Covenantor by written notice to Covenantor delivered prior to the date on which Covenantor cures such breach, and (iv) Covenantor does not and shall not claim at any time any interest or estate of any kind or extent in {30058718; 1)6 land owned by the City by virtue of its use hereunder or by virtue of any expenditures incurred in connection herewith. 16. RECORDING. Covenantor shall, at its own cost, record this Covenant in the public records of Miami -Dade County, Florida within thirty (30) days of its acceptance by the City of Miami. Covenantor shall promptly furnish a certified copy of the recorded Covenant to the City Clerk, 3500 Pan American Drive, Miami, Florida 33133 and furnish certified copies of the recorded covenant to the City Manager, City Attorney, Public Works and Risk Management Directors at the following address: Miami Riverside Center, 444 SW 2nd Avenue, Ste. 945, Miami, Florida 33130 and to Miami -Dade County as set forth in paragraph 14, above. 17. TERMINATION. This Covenant shall terminate automatically and be of no further force or effect from and after such date as the City levies a special assessment intended to cover the maintenance and repair of the Improvements, from and after the date of the levy of that special assessment. Recordation in the Public Records of a certified copy of the resolution levying such special assessment shall be conclusive evidence of termination hereof. 15. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS. Covenantor shall comply with all applicable permitting requirements, governmental approvals, laws, ordinances, codes, rules and regulations ("Regulations") of federal, state and local governments, including the City and Miami -Dade County. 16. CONSTRUCTION OF COVENANT. This Covenant shall be construed and enforced according to the laws of the State of Florida. Venue for any cause of action or proceeding between the parties arising out this Agreement shall be in Miami -Dade County, Florida. 17. SUCCESSORS AND ASSIGNS. This Covenant touches and concerns and the Property shall be binding upon the parties herein, their heirs, executors, legal representatives, successors and assigns. 18. AMENDMENT. No amendments to this Covenant shall be binding on either party unless in writing and signed by both parties and agreed to by Miami -Dade County. 19. MISCELLANEOUS. 19.1 Captions, title and paragraph headings are for convenient reference and are not a part of this Covenant. Such captions, title or paragraph headings shall not be deemed in any manner to modify, explain, enlarge or restrict any of the provisions contained in this Covenant. 19.2 No waiver or breach of any provision of this Covenant shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. 19.3 Should any provisions, paragraph, sentence, work or phrase contained in this Covenant be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida or the City of Miami, such provisions, {30058718; 117 paragraphs, sentences, words or phrases shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable to conform with such laws, then same shall be deemed severable, and in either event, the remaining terms and provisions of this Covenant shall remain unmodified and in full force and effect. 19.4 Further Assurances. All parties hereto upon the request of any other party shall execute such further instruments or documents as may be reasonably required by the requesting party to implement the terms, conditions and provisions of this Agreement. 19.5 Third Party Beneficiary. Covenantor and the City agree that it is not intended that any provision of this Agreement establishes a third party beneficiary giving or allowing any claim or right of action whatsoever by any third party under this Covenant, save and except for Miami -Dade County. 19.6 Discretion of the Public Works Director ("Director"). Any matter not expressly provided for herein dealing with the City or decisions of the City shall be within the exercise of the reasonable professional discretion of the Director or the Director's authorized designee. [Signature Page Follows] {30058718; 1}8 WITNESSESS: COVENANTOR: By: Print Name: Print Name: STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me this day of 20_, by , a Delaware limited liability company, on behalf of the company. He is personally known to me. Notary Public, State of Florida [Signature Page Follows] {30058718; 1}9 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. "City" CITY OF MIAMI, a municipal ATTEST: corporation By: Todd Hannon, City Clerk Daniel J. Alfonso, City Manager APPROVED AS TO LEGAL FORM APPROVED AS TO INSURANCE AND CORRECTNESS: REQUIREMENTS: Victoria Mendez City Attorney APPROVED AS TO CONTENT: Eduardo (Ed) Santamaria, P.E., CGC Director, Department of Public Works Ann Marie -Sharpe, Director Risk Management Department {30058718; 1}10 EXHIBIT "A" Legal Description Exhibit A Tract A and Tract 1, REVISED PLAT OF TRACT "A" AND BLOCKS 1, 2, 3, 8, 9, 10, 11 AND 12 OF BRENTWOOD, according to the plat thereof as recorded in Plat Book 44, Page 6, of the Public Records of Miami - Dade County, Florida, formerly known as Tract "A" and Lots 1, 2, 3, 4 and 5, Block 1, of BRENTWOOD, according to the plat thereof as recorded in Plat Book 40, Page 66, of the Public Records of Miami - Dade County, Florida Exhibit A The East 107 feet of that certain tract of land 432 feet East and West by 204.6 feet North and South, lying directly East of and adjoining Lots 5 and 6, in Block 7, of BILTMORE, according to the Plat thereof, as recorded in Plat Book 6, at Page 67, of the Public Records of Miami -Dade County, Florida. {32498376;1 } Exhibit A Parcel 1: Lots 3, 5, 6 and 7, of AMENDED PLAT OF A PORTION OF BLOCK 10 OF BILTMORE SUBDIVISION AND A PORTION OF BLOCK 1 OF THE AMENDED PLAT OF COMMERCIAL BILTMORE SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 45, at Page 55, of the Public Records of Miami -Dade County, Florida. Parcel 2: Lots 1 and 2, in Block 10, of BILTMORE, according to the Plat thereof, as recorded in Plat Book 6, at Page 67, of the Public Records of Miami -Dade County, Florida. Parcel 3: Lots 2, 3 and 4, in Block 1, of AMENDED PLAT OF COMMERCIAL BILTMORE 1921, according to the Plat thereof, as recorded in Plat Book 6, at Page 132, of the Public Records of Miami -Dade County, Florida. {32498685;1} Exhibit A Lots 1 and 2 and the 10.00 foot Easterly adjacent alley, PLAT SHOWING RESUBDIVISION OF LOTS 4-5-6 & 7 OF SECOND AMENDED PLAT OF MAGNOLIA PARK, according to the Plat thereof, as recorded in Plat Book 4, at Page 150, of the Public Records of Miami -Dade County, Florida. {32498579;1 } Exhibit A Lots 1 through 6 inclusive, of SECOND SECTION, COMMERCIAL BILTMORE 1924, according to the plat thereof, as recorded in Plat Book 12, at Page 44, of the Public Records of Miami -Dade County, Florida, and Lots 1 through 4, inclusive, Block 1, and unnumbered Lot East of Lot 4, Block 1, of MAGNOLIA COURT, according to the plat thereof, as recorded in Plat Book 6, at Page 105, of the Public Records of Miami -Dade County, Florida. LESS Those portions of Lots 1, 2 and 3, Block 1, MAGNOLIA COURT, according to the plat thereof, as recorded in Plat Book 6, at Page 105, of the Public Records of Miami -Dade County, Florida, being more particularly described as follows: The East 10 feet of Lots 1, 2 and 3, and the external area of a circular curve, contained within said Lot 3, concave to the Northwest having a radius of 25 feet and tangents which are 25 feet North of and parallel with the centerline of N.E. 39th Street and 35 feet West of and parallel with the centerline of N.E. 2nd Avenue; AND LESS Those portions of Lots 1, 2 and 3, SECOND SECTION, COMMERCIAL BILTMORE 1924, according to the plat thereof, as recorded in Plat Book 12, at Page 44, of the Public Records of Miami -Dade County, Florida, being more particularly described as follows: The East 2 feet of Lots 1, 2 and 3, and the external area of a circular curve, contained within said Lot 3, concave to the Southwest having a radius of 25 feet and tangents which are 33 feet South of and parallel with the centerline of N.E. 40th Street and 35 feet West of and parallel with the centerline of N.E. 2"d Avenue. {32498514;1} Exhibit A Parcel 1: The East 100 feet of Lot 1, all of Lots 2 through 5, Block 1, COMMERCIAL BUENAVISTA, according to the Plat thereof, as recorded in Plat Book 14, at Page 56, of the Public Records of Miami -Dade County, Florida. Less: That portion thereof beginning at the Northeast corner of Lot 1, Block 1, thence go West 5 feet, thence South 9.30 feet, thence East 0.82 feet, thence South 61.44 feet, thence East 3.8 feet to the East line, thence North 70.9 feet, to the Point of Beginning. Parcel 2: Lots 33 through 36, inclusive, Block 1, COMMERCIAL BUENAVISTA, according to the Plat thereof, as recorded in Plat Book 14, at Page 56, of the Public Records of Miami -Dade County, Florida. And That portion of land thereof beginning 146.40 feet West of the Southeast corner of Lot 8, NEWTON SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 3, at Page 126, of the Public records of Miami -Dade County, Florida, thence run North 137.00 feet; thence West 46.50 feet; thence South 137.00 feet; thence East 46.50 feet to the Point of Beginning. Less and Except: A portion of NEWTON SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 3, at Page 126, of the Public Records of Miami -Dade County, Florida, and being more particularly described as follows: Begin at the Southeast corner of Lot 36, Block 1, COMMERCIAL BUENAVISTA, according to the Plat thereof, as recorded in Plat Book 14, at Page 56, of said Public Records of Miami -Dade County, Florida; thence South 89°46'20" East along the Easterly projection of the South line of said Block 1, said line also being the North right-of-way line of N.E. 38th Street as shown on said plat of COMMERCIAL BUENAVISTA for 46.50 feet to a point being 146.40 feet West of the East line of said NEWTON SUBDIVISION and as measured along a line parallel with the centerline of said N.E. 38th Street as shown on said plat of COMMERCIAL BUENAVISTA; thence South 00°00'35" West for 25.00 feet to said centerline of N.E. 38th Street; thence North 89°46'20" West along said centerline of N.E. 38th Street for 46.50 feet to a point on the West {32498483;1} line of said NEWTON SUBDIVISION; thence North 00°00' 18" East along said West line of NEWTON SUBDIVISION for 25.00 feet to the Point of Beginning. {32498483;1} Exhibit A The North 68.32 feet of Lot 2, and all of Lot 3, of SECOND AMENDED PLAT OF MAGNOLIA PARK, according to the Plat thereof, as recorded in Plat Book 5, at Page 25, of the Public Records of Miami -Dade County, Florida, together with that certain twelve -foot strip of land lying adjacent to and immediately East of the above -described property, said twelve -foot strip having for its Easterly boundary the Florida East Coast Railroad right-of-way. {32498424;1} Exhibit A Lot 1, less the East 5 feet thereof, Block 6, of BILTMORE, according to the Plat thereof, as recorded in Plat Book 6, at Page 67, of the Public Records of Miami -Dade County, Florida. {32498324;1} EXHIBIT "B" Property (See Attached) N.E. 42NO STREET tA DESIG'N DISTRICT Future Development lst Floor • .7,6C. DESIGN 4141.1.1.0 `Wp expl el.'. 1.1161 ,........tretworwortoweroavftworAnab 111111M 1L 1ST AVENUE 6 • • IL_ N.E. 4 NE 40T14STREET N.E 2ND AVENUE 2ND AVENUE • MIMI DESIGN DISTRICT Future Development ist Floor ce [.. IMP N.E. 42ND STREET E Mb MI DESIGN ,ISTkICT Future Development 1st Floor • Sul PLAZA ASSOCIATES 'Map ml&a*L aaW 11111IF is 1ST AVENUE MI�`MI DESIGN OISThICT Future Development 7st Floor OUtPLAZA AMC! T€? WELL kLC• • m not draw.. redo xe. ,12^ mm1:120.6eGAxwn.Yrsae N.E. 42ND STREET N.E. 38TH STREET N E.1ST AVENUE 1ST COURT El N.E. 42ND STREET N.E. 415T STREET :}E_ N.E. 2N0 AVE Z Q N Mir`MI DESIGN DISTRICT Future Development lst Floor OAR PLAZA ASSOCIATES AEL1 uC i •Map net ierefowak wtwtoa ..—*raweeewnweamtm...,ne Mb MI DESIGN ►DISTRICT Future Development 1st Floor N.E. 41ST STREET N E. 1ST AvENUE N E 4211D S'REE1 N.E. 415T STREET E AOTH STREET 7 2ND AVENUE MII-9011 DESIGN INSTR. ICT Future Development ist Floor ,tsp not lira,. leo* N.E. 4071-I STREET • , 7-1 MbMI DESIGN NSThICT Future Development ist Floor OAK PukTA 1110-1. {ICS net *ay. toaceo EXHIBIT "C" Right of Way Area (See Attached) 2 • MI,`MI JESK,N DISTRICT Future Development 1st Floor ® WORK IN RIGHT OF WAY ..00-ommtx4�utm'curr�wuwu rrvwuuc O N.E. 30TH STREET N.E.30TH STREET EXHIBIT "D" Insurance Requirements I. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $ 2,000,000 Products/Completed Operations $ 1,000,000 Personal and Advertising Injury $1,000,000 B. Endorsements Required City of Miami and Miami -Dade County listed as an additional insured Contingent Liability & Contractual Liability Premises & Operations Liability Primary Insurance Clause Endorsement "XCU" hazards, if applicable II. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Any Auto/Owned Autos/Scheduled Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 1,000,000 B. Endorsements Required City of Miami and Miami -Dade County listed as an additional insured III. Worker's Compensation Limits of Liability Statutory -State of Florida Employer's Liability A. Limits of Liability $1,000,000 for bodily injury caused by an accident, each accident. $1,000,000 for bodily injury caused by disease, each employee $1,000,000 for bodily injury caused by disease, policy limit IV. Umbrella Liability (Excess Follow Form) A. Limits of Liability Each Occurrence $2,000,000 Policy Aggregate $2,000,000 The City of Miami and Miami -Dade County listed as an additional insured The above policies shall provide the City of Miami and Miami -Dade County with written notice of cancellation or material change from the insurer not less than (30) days prior to any such cancellation or material change, or in accordance to policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and /or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval.