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HomeMy WebLinkAboutExhibitLOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 Prepared by and return recorded copy to: City of Miami Public Works Department Attention: Director, Eduardo (Ed) Santamaria, P.E., CGC 444 SW 2nd Avenue, 8th Floor Miami, FL 33130-1910 COVENANT RUNNING WITH THE LAND ("COVENANT") THIS COVENANT made and entered into this day of 20 , by and between BRICKELL CITY CENTRE PROJECT LLC (hereinafter called "COVENANTOR") and the CITY OF MIAMI, FLORIDA, a municipal corporation of the State of Florida, located in Miami -Dade County (hereinafter called "CITY"); and WHEREAS, COVENANTOR is the fee OWNER of: See attached Exhibit "A" containing a legal description of the property (hereinafter called "PROPERTY"); and WHEREAS, COVENANTOR has requested permission. from CITY to construct and maintain nonstandard improvements described in Exhibit "B" (hereinafter collectively called "IMPROVEMENTS") within the public right-of-way on SE 6TH STREET, SE/SW 7TH STREET, SE/SW 8TH STREET, AND S. MIAMI AVENUE, adjacent to PROPERTY; and WHEREAS, CITY has in turn requested permission from THE STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION (hereinafter called "FDOT") to maintain those portions of the IMPROVEMENTS constructed by COVENANTOR along SE/SW 7TH STREET AND SE/SW 8TH STREET, adjacent to the PROPERTY, which are under the maintenance jurisdiction of FDOT; and WHEREAS, CITY has required the COVENANTOR to execute and deliver to CITY this instrument as a condition precedent to the granting of said permission to construct and maintain {36134191;7} 1 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 the IMPROVEMENTS, and as a condition precedent to the CITY's acceptance of said maintenance responsibilities from FDOT; and WHEREAS, the portion of S. MIAMI AVENUE adjacent to the PROPERTY is under the jurisdiction of MIAMI-DADE COUNTY (hereinafter called "COUNTY"); and WHEREAS, COVENANTOR has been authorized by COUNTY to construct and maintain those portions of the IMPROVEMENTS along S. MIAMI AVENUE, adjacent to the PROPERTY, which are under the maintenance jurisdiction of COUNTY; and NOW THEREFORE, in consideration of the permission by CITY to allow the construction and maintenance of the IMPROVEMENTS within the dedicated public right of way by COVENANTOR and in the further consideration of the premises, COVENANTOR does hereby covenant and agree with CITY that COVENANTOR shall, at no cost to the CITY, remove the aforementioned IMPROVEMENTS whenever requested by, and upon thirty (30) days written notice from, the Director of the Department of Public Works of CITY. In the event that COVENANTOR, its successors, or assigns fails to remove the IMPROVEMENTS when so requested, the Director of the Department of Public Works of CITY shall cause the aforementioned IMPROVEMENTS to be removed at the expense of COVENANTOR; the amount of such removal cost shall be declared and established as a lien on the property of such defaulting COVENANTOR and enforced as any lien of materials furnished and work and labor done provided under the Statutes of the State of Florida, the applicable Codes of the City and the County, and the COVENANTOR voluntarily, knowingly and freely covenants and agrees that allrecourse or cause(s) of action against the CITY is hereby expressly waived as to any damage caused, direct, indirect, special, consequential or otherwise, to any {36134191;7} 2 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 portion, in whole or in part, of the remainder of COVENANTOR's improvements, resulting from the removal of the aforesaid IMPROVEMENTS from said public -Right -of -Way. COVENANTOR shall provide maintenance of the IMPROVEMENTS, in accordance with the CITY's standards and specifications. In addition, COVENANTOR agrees to accept andassume all obligations and. responsibilities being assigned to CITY in that certain FDOT MAINTENANCE MEMORANDUM OF AGREEMENT (hereinafter called "MMOA"), a copy of which is attached Exhibit "C." In doing so, COVENANTOR accepts and assumes all obligations and responsibilities pertaining to the IMPROVEMENTS within the PROJECT LIMITS, as is defined. by FDOT in the attached MMOA (hereinafter. called "FDOT PROJECT LIMITS"). COVENANTOR shall inspect, manage and perform maintenance and repairs of all IMPROVEMENTS located within the FDOT PROJECT LIMITS, except as set forth in Section 3 of the MMOA. COVENANTOR shall further inspect the FDOT PROJECT LIMITS to ensure that no unpermitted IMPROVEMENTS or modifications are installed or constructed, and that any such unpermitted IMPROVEMENTS or modifications are immediately removed, or permitted in accordance with FDOT permitting requirements. Notwithstanding the foregoing, COVENANTOR shall be obligated to remove any IMPROVEMENTS or features within the FDOT PROJECT LIMITS that may cause an unsafe condition to the public. COVENANTOR's maintenance and repair obligations shall extend and include all IMPROVEMENTS, including but not be limited to sidewalks, pavers, pedestrian ramps, curb, gutter, grass, landscape, planters, irrigation, vents, grates, handrails, drop-off zones, turning {36134191;7} 3 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 lanes, bus bays, loading and unloading areas, signs and street lighting located within the FDOT PROJECT LIMITS, as is further stipulated in the MMOA. COVENANTOR shall be responsible for and inspect, maintain, repair and manage or cause to be maintained and repaired all IMPROVEMENTS and aboveground features located within the footprints of the FDOT PROJECT LIMITS, including but not limited to commercial elements, banners, pay phones, vending machines, flag poles, decorative lighting, ornamental light fixtures, benches, ash urns, trash receptacles, bicycle racks, bus benches and shelters, ATMs, valet parking stations, play/entertainment areas, event tents and platforms, kiosks, tables and chairs, advertising items, decorations, pedestrian shelters, and other features installed within the FDOT PROJECT LIMTTS from time to time, pursuant to a duly issued permit. COVENANTOR shall also inspect, monitor and manage all permits and encroachments, including aerial encroachments within the FDOT PROJECT LIMITS. COVENANTOR shall ensure that a clear pedestrian path is maintained at all time in the state right of way and easements, within the FDOT PROJECT LIMITS. For purposes of this COVENANT, the "Clear Pedestrian Path" is defined as an American Disabilities Act (ADA) compliant continuous, unobstructed way of pedestrianpassage within the FDOT PROJECT LIMITS, extending horizontally five (5) feet. No IMPROVEMENTS, features, obstructions or encroachments of any kind shall be permitted within the Clear Pedestrian Path at any time, except as may be required, and approved by FDOT, pursuant to the Paragraph hereunder. COVENANTOR shall maintain the IMPROVEMENTS in accordance with all applicable FDOT guidelines, standards, and procedures, which shall include but shall not be limited to the Maintenance Rating Program Handbook, as may be amended from time to time. Additionally, {36134191;7} 4 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 when FDOT does not have guidelines, standards, and procedures related to certain maintenance activities, COVENANTOR shall maintain the IMPROVEMENTS in accordance with Federal standards, guidelines, and procedures, as may be amended from time to time, and in accordance with the standards set forth in the FDOT Plans, in the FDOT Project Specifications, Special Provisions and all Manufacturer's and Vendor's maintenance recommendations. COVENANTOR shall ensure that any IMPROVEMENTS comply with the terms of the MMOA, and meet FDOT safety guidelines. COVENANTOR's responsibilities and maintenance obligations hereunder shall include, but not be limited to: a. Performing routine and regular inspections of the Clear Pedestrian Path surface to ensure that the surface is ADA compliant; b. Identifying damage and/or malfunctions in the surfaces; and repairing and/or replacing damaged areas to ensure surfaces are maintained and that they do not pose safety hazards for the public. c. Conducting annual condition surveys of the surfaces for gaps, settlement, drop-offs, rutting, raveling, pot holes, delamination, cracking and other deficiencies described in the MMOA. d. Ensuring that gaps within the surfaces shall not exceed a quarter (1/4) of an inch. Differential settlement within the concrete/finish surfaces shall not exceed a quarter (l./4) of an inch in depth. e. Undertaking the maintenance and repair (when needed) of proposed detectable warning surface as specified in the FDOT Plans and the latest Standard {36134191;7} 5 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 Specifications For Road And Bridge Construction and in accordance with all applicable FDOT guidelines, standards, and all applicable ADA requirements, as amended from time to time. f. When remedial action is required in accordance with the above requirements, COVENANTOR at its own expense shall complete all necessary repairs within ninety (90) days of the date the deficiency is identified. g. COVENANTOR is responsible for obtaining copies of all applicable rules, regulations, policies, procedures, guidelines, and manuals, and the Project Specification and Special Provisions, as may be amended from time to time. h. Maintaining a service log of all maintenance operations that sets forth the date of the maintenance activity, the location that was maintained, and the work that was performed. i. Submitting Lane Closure Requests to FDOT when maintenance activities will require the closure of the sidewalk or a traffic lane in FDOT right-of-way. Lane closure requests shall be submitted through the District Six Lane Closure Information System, to the FDOT area Permit Manager and in accordance with the District Six Lane Closure Policy, as may be amended from time to time. COVENANTOR shall indemnify, defend, and hold CITY, its officers and employees, harmless from any claims, demands, liabilities, losses or causes of action of any nature whatsoever arising out of the acceptance by the CITY of this Covenant and/or the use, construction, maintenance and/or removal of the IMPROVEMENTS, or any part hereof, from {36134191;7} 6 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 and against any orders, judgments or decrees that may be entered, and from and against all costs, attorneys' fees, expenses and liabilities incurred in the defense of such claim or in the investigation thereof COVENANTOR shall indemnify, defend and save CITY, its officers and employees, harmless from and against any and all claims, liability, losses and causes of action, of any nature whatsoever that may arise out of the granting of this Covenant or out of COVENANTORS' activities under this Covenant, including all other acts or omissions to act on the part of COVENANTOR or any person acting for or on COVENANTOR's behalf, and from and against any orders, judgments or decrees that may be entered, and from and against all costs, attorneys' fees, expenses and liabilities incurred in the defense of any such claims or in the investigation thereof or against, any civil actions, statutory or similar claims, injuries or damages arising or resulting from the permitted work or use of the right of way, even if it is alleged that the City, its officials and/or employees were negligent. Additionally, COVENANTOR shall indemnify, defend, and hold CITY, its officers and employees, harmless from any claims, demands, liabilities, losses or causes of action of any nature whatsoever arising out of the acceptance by the CITY of the MMOA with FDOT, or any part thereof or activities thereunder, from and against any orders, judgments or decrees that may be entered, and from and against all costs, attorneys' fees, expenses and liabilities incurred in the defense of such claim or in the investigation thereof. COVENANTOR shall keep in full force and effect, at all times during the exercise of this Covenant, a commercial general liability policy of insurance of at least $1,000,000 per occurrence and $2,000,000 aggregate for bodily injury, including death, and property damage. {36134191;7} 7 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 The certificate of insurance should afford coverage for premises and operations liability, products and completed operations, personal and advertising injury liability, and any other endorsements pertinent to the scope of work. The insurance should be primary and non- contributory. The insurance and Covenant shall be subject to the approval of the CITY' s Risk Manager and the CITY Attorney. The insurance policy shall be procured and premiums paid by COVENANTOR. The effective date of the policy shall be prior to or on the effective date of the Covenant, and the policy term or any renewals thereof shall remain in effect for the term of the Covenant. 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's Risk Manager. CITY shall be listed as Additional Insured under the policy, and FDOT and COUNTY shall be listed as Additional Insured under the policy. Proof of insurance shall be supplied to the satisfaction of CITY, FDOT, and COUNTY prior to the issuance of any permits. A Certificate of Insurance bearing CITY, FDOT, and COUNTY as "Additional Insured" shall in no way relieve COVENANTOR of the obligation to add CITY, FDOT, and COUNTY as "Additional Insured" to the actual insurance policy. The insurance policy shall provide that CITY, FDOT, and COUNTY be given at least thirty (30) days advance written notice of any material changes, cancellation or non -renewal notification of any policy and, in the event of such material change, cancellation or non -renewal notification, COVENANTOR shall immediately replace said policy with another policy to the satisfaction of CITY, FDOT, and COUNTY with the receipt of a certificate of insurance for such policy by {36134191;7} 8 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 CITY at least ten (10) days prior to the effective date of the material changes, cancellation or non -renewal of any policy. In the event that CITY is not in possession of same by such date, then CITY shall have the right to immediately secure a similar insurance policy in its name with the total cost of the premium and all monies that may become due during the term of the Covenant being charged to COVENANTOR and CITY shall have the right to declare and establish said costs as a lien on the PROPERTY of COVENANTOR, enforced as any lien provided for under the statutes of the State of Florida. COVENANTOR agrees to increase from time to time, as required by the City's Code, the limits of the comprehensive liability insurance policy required to be provided pursuant to this Covenant, upon the written request of CITY. It is expressly understood and agreed that this COVENANT touches and concerns the PROPERTY, and shall be binding upon COVENANTOR, and also upon grantees, heirs, successors -in -interest or assigns of COVENANTOR, and shall be a condition -implied in any conveyance or other instrument affecting the title to the aforesaid property or any portion thereof. Additionally, FDOT shall be deemed a third party beneficiary to the COVENANT and none of the obligations or responsibilities in this COVENANT may be released from the PROPERTY without prior written consent of FDOT, 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 (returnreceipt requested), postage paid, to the other parties at the addresses stated below or at the last changed address given by the party to be notified as hereinafter specified: {36134191;7} 9 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 COVENANTOR: CITY: COUNTY: BRICKELL CITY CENTRE PROJECT LLC Attn: Chris Gandolfo 501 Brickell Key Drive, Suite 600 Miami, FL 33131 and AKERMAN LLP Attn: Spencer Crowley 1 SE 3rd Avenue, 25th Floor Miami, FL 33131 THE CITY OF MIAMI Attention: Director, Department of Public Works 444 S.W. 2nd Avenue, 8th Floor Miami, Florida 33130 MIAMI-DADE COUNTY Attention: Director, Public Works and Waste Management Division 111 NW 1st Street, 16th Floor Miami, FL 33128-1993 COVENANTOR herein expressly acknowledges that (a) permission granted by the CITY to construct the IMPROVEMENTS on CITY public right of way is solely for the limited purposes set forth herein and does not constitute a lease and that the rights of the COVENANTOR hereunder are not those of a tenant but is a mere personal privilege to do certain acts on CITY public right of way, (b) the CITY retains dominion, possession and control of the CITY public right of way and can in the event of default by COVENANTOR unilaterally end the permission granted herein to COVENANTOR, without fault or breach or cause whatsoever provided, however, that notice is given to COVENANTOR and COVENANTOR has not cured the event of default within the period of time specified herein after receipt of notice {36134191;7} 10 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 and (c) COVENANTOR does not and shall not claimat any time any interest or estate of any kind or extent whatsoever in the CITY public right of way by virtue of its use hereunder or by virtue of any expenditures incurred in connection herewith. [signature page follows] {36134191;7} 11 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 Signed, Sealed, Attested And delivered in our presence: FIRST WITNESS: COVENANTOR: Sign: Brickell City Centre Project LLC, Print Name: a Florida limited liability company, as Address: Trustee under Land Trust No. BCC-2012 Name: Chris Gandolfo Title: Vice President SECOND WITNESS: Trustee executes this Covenant solely as Trustee under Land Trust No. BCC-2012 and Sign: not individually, and no personal recovery Print Name: or judgment shall ever be sought or Address: obtained against Trustee by reason hereof. STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me this day of by Chris Gandolfo, as Vice President of Brickell City Centre Project LLC, a Florida limited liability company, as Trustee of Land Trust No. BCC-2012, on behalf of said limited liability company. He is personally known or has produced as identification. [SEAL] NOTARY PUBLIC STATE OF FLORIDA Print Name: Commission No.: Commission Expires: {36134191;7} 12 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 CITY OF MIAMI, a municipal Corporation of the State of Florida: Daniel J. Alfonso City Manager APPROVED AS TO CONTENT: Eduardo Santamaria, P.E., CGC Director, Department of Public Works APPROVED AS TO INSURANCE REQUIREMENTS: Anne -Marie Sharpe Director of Risk Management APPROVED AS TO FORM AND CORRECTNESS: Victoria Mendez City Attorney {36134191;7} 13 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY Brickell City Centre North Block: LOTS 1 THROUGH 6, THE WEST HALF OF LOT 7, AND LOTS 9-14, BLOCK 107S, OF PATTERSON AND OLIVE SUBDIVISION, ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK B, AT PAGE 77, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. LESS AND EXCEPT THAT PORTION OF THE ABOVE DESCRIBED PARCEL CONVEYED BY RIGHT-OF-WAY DEED RECORDS IN OFFICIAL RECORDS BOOK 25161, PAGE 1547, PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. Brickell City Centre East Block: PARCEL I: LOTS 1, 2, 3, 4, 5, 6, 7, 9, 10, 11, 12, 13, 14, AND 15, IN BLOCK 106S, OF S.L. & J.B. PATTERSON AND J.F. AND B.T. OLIVE SUBDIVISION, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK B, AT PAGE 77, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. LESS: THOSE PORTIONS OF LOTS 1, 9, 10, 11, 12, 13, 14, AND 15, BLOCK 106S, OF THE S.L. & J.B. PATTERSON AND J.F. AND B.T. OLIVE SUBDIVISION, ACCORDING TO THE PLAT BOOK THEREOF AS RECORDED IN PLAT BOOK B, AT PAGE 77, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, LYING IN SECTION 38, TOWNSHIP 54 SOUTH, RANGE 41 EAST, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGIN AT THE SOUTHWEST CORNER OF SAID LOT 9; THENCE RUN NO2°16'51" W ALONG THE WESTERLY BOUNDARY OF SAID LOTS 9 AND 1, FOR A DISTANCE OF 299.90 FEET TO THE POINT OF INTERSECTION WITH THE NORTHERLY BOUNDARY OF SAID LOT 1; THENCE RUN N87°47'15" E ALONG SAID NORTHERLY BOUNDARY OF LOT 1 FOR A DISTANCE OF 30.03 FEET TO A.POINT OF CUSP AND CURVATURE OF A CIRCULAR CURVE CONCAVE TO THE SOUTHEAST AND HAVING A RADIUS OF 25.00 FEET AND A TANGENT BEARING OF S87°35'49" W; THENCE TURNING 180°, RUN WESTERLY, SOUTHWESTERLY AND SOUTHERLY ALONG SAID CURVE TO THE LEFT THROUGH A CENTRAL ANGLE OF 90°04'06" FOR AN ARC LENGTH OF 39.30 FEET TO A POINT OF TANGENCY ON A LINE THAT IS 5.00 FEET EASTERLY {36134191;7} 14 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 AND PARALLEL WITH THE WESTERLY BOUNDARY OF SAID LOTS 1 AND 9; THENCE RUN S02°16'51" E ALONG SAID LINE THAT IS 5.00 FEET EASTERLY AND PARALLEL TO SAID WESTERLY BOUNDARY OF LOTS 1 AND 9, FOR A DISTANCE OF 234.80 FEET OT THE POINT OF BEGINNING OF A CIRCULAR CURVE CONCAVE TO THE NORTHEAST AND HAVING FOR ITS ELEMENTS A RADIUS OF 25.00 FEET AND TANGENT BEARING OF NO2°16'51 "E; THENCE RUN SOUTHERLY, SOUTHEASTERLY AND EASTERLY ALONG THE ARC OF SAID CIRCULAR CURVE TO THE LEFT, THROUGH A CENTRAL ANGLE OF 90°07'20" FOR AN ARC DISTANCE OF 39.32 FEET TO THE POINT OF TANGENCY AND A POINT ON A LINE THAT IS 15.00 FEET NORTHERLY AND PARALLEL WITH THE SOUTHERLY BOUNDARY OF SAID LOTS 9, 10, 11, 12, 13, 14, AND 15; THENCE RUN N87°35'49" E ALONG SAID LINE THAT IS 15.00 FEET NORTHERLY AND PARALLEL TO THE SOUTHERLY BOUNDARY OF LOTS 9, 10, 11, 12, 13, 14, AND 15, FOR A DISTANCE OF 319.95 FEET TO A POINT ON THE EASTERLY BOUNDARY OF SAID LOT 15; THENCE RUN S02°16'51" E ALONG SAID EASTERLY BOUNDARY OF SAID LOT 15, FOR A DISTANCE OF 15.00 FEET TO THE SOUTHEAST CORNER OF SAID LOT 15; THENCE RUN S87°35'49" W ALONG SAID SOUTHERLY BOUNDARY OF LOTS 9, 10, 11, 12, 13, 14, AND 15, FOR A DISTANCE OF 350.00 FEET TO THE POINT OF BEGINNING. Brickell City Centre West Block: PARCEL I: LOTS 1, 2, 3, 4, 5, 6, 7, 8 AND 9 IN BLOCK 53S, OF AMENDED PLAT OF BLOCK 38A AND THE NORTH HALF OF BLOCK 53S CITY OF MIAMI, ACCORDING TO PLAT THEREOF AS RECORDED IN PLAT BOOK 1, AT PAGE 74, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. LESS: THE EAST 5 FEET OF LOTS 1, 2 AND 3, IN BLOCK 53S OF AMENDED PLAT OF BLOCK 38A AND THE NORTH HALF OF BLOCK 53S CITY OF MIAMI, ACCORDING TO PLAT THEREOF AS RECORDED IN PLAT BOOK 1, AT PAGE 74, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, PER RIGHT OF WAY DEDICATION, RECORDED IN OFFICIAL RECORDS BOOK 28162, PAGE 3854 OF SAID PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. LESS: ALL THAT PART WHICH LIES WITHIN THE EXTERNAL AREA FORMED BY A 25 FOOT RADIUS CURVE CONCAVE TO THE SOUTHWEST, TANGENT TO THE WEST LINE OF THE EAST 5 FEET OF SAID LOT 3, BLOCK 53S, AND TANGENT TO THE NORTH LINE OF SAID LOT 3, BLOCK 53S, PER RIGHT OF WAY DEDICATION, {36134191;7} 15 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 RECORDED IN OFFICIAL RECORDS BOOK 28162, PAGE 3854 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. TOGETHER WITH: LOTS 16, 17, 18, 19, 20, 21, 22, 23 AND 24, IN BLOCK 53S, OF "MIAMI", ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK B, AT PAGE 41, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA; LESS THE SOUTH 10 FEET OF THE WEST 55 FEET OF SAID LOT 22 AND LESS THE SOUTH 10.00 FEET OF SAID LOTS 16, 17, 19,20AND 21. LESS: THAT PORTION OF LOT 22, BLOCK 53S, OF THE MAP OF MIAMI-DADE COUNTY, FLORIDA, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK B, AT PAGE 41, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA., AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGIN AT THE POINT OF INTERSECTION OF THE NORTHERLY RIGHT OF WAY LINE OF S.W. 8TH STREET WITH THE WESTERLY RIGHT OF WAY OF S. MIAMI AVENUE AS SHOWN ON THE FLORIDA DEPARTMENT OF TRANSPORTATION RIGHT OF WAY MAPS FOR SECTION 87120-2513; THENCE RUN SOUTH 87°42'43" WEST ALONG SAID NORTHERLY RIGHT OF WAY LINE FOR A DISTANCE OF 25 FEET TO THE POINT OF BEGINNING OF A CIRCULAR CURVE CONCAVE TO THE NORTHWEST AND HAVING FOR ITS ELEMENTS A RADIUS OF 25.00 FEET AND A TANGENT BEARING OF NORTH 87°42'43" EAST; THENCE RUN NORTHEASTERLY, NORTHERLY, AND NORTHWESTERLY ALONG THE ARC OF SAID CIRCULAR CURVE TO THE LEFT, THROUGH A CENTRAL ANGLE OF 89°59'34" FOR A DISTANCE OF 39.27 FEET TO THE POINT OF TANGENCY AND A POINT OF SAID WESTERLY RIGHT OF WAY LINE; THENCE RUN SOUTH 02°16'51" EAST ALONG SAID WESTERLY RIGHT OF WAY LINE FOR. A DISTANCE OF 25.00 FEET TO THE POINT OF BEGINNING, PER RIGHT OF WAY DEDICATION, RECORDED IN OFFICIAL RECORDS BOOK 12159, PAGE 482 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. LESS: THE EAST 5 FEET OF LOTS 22, 23, 24, BLOCK 53S OF "MIAMI", ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK B, AT PAGE 41, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, LESS THE SOUTH 10 FEET OF SAID LOT 22 PER RIGHT OF WAY DEDICATION, RECORDED IN OFFICIAL RECORDS BOOK 28162, PAGE 3854 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA LESS: {36134191;7} 16 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 ALL THAT PART WHICH LIES WITHIN THE EXTERNAL AREA FORMED BY A. 25 FOOT RADIUS CURVE CONCAVE TO THE NORTHWEST, TANGENT TO THE WEST LINE OF THE EAST 5 FEET OF SAID LOT 22, BLOCK 53S, AND TANGENT TO THE NORTH LINE OF THE SOUTH 10 FEET OF SAID LOT 22, LESS THAT PORTION PREVIOUSLY DEDICATED FOR RIGHT OF WAY, PER RIGHT OF WAY DEDICATION, RECORDED IN OFFICIAL RECORDS BOOK 28162, PAGE 3854 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. TOGETHER WITH: PARCEL II: THE EAST 50 FEET OF LOTS 10, 11, AND 12 IN BLOCK 53A, AMENDED PLAT OF BLOCKS 38A AND THE NORTH HALF OF BLOCK 53S CITY OF MIAMI, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK 1, AT PAGE 74, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. PARCEL III: THE EAST 50 FEET OF LOTS 13, 14, AND 15, BLOCK 53S, MAP OF MIAMI, DADE COUNTY, FLA., ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT BOOK B, AT PAGE 41, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, LESS THE SOUTH 10 FEET THEREOF {36134191;7} 17 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 EXHIBIT B DESCRIPTION OF NON-STANDARD IMPROVEMENTS 1. Sidewalks and Roadway Pavers 2. Pedestrian Ramps 3. Curbs and Gutters (C&G), Valley Gutters 4. Landscaping, including but not limited to grass, planters, and irrigation 5. Vents and Grates 6. Handrails 7. Drop -Off Zones 8. Parking Lanes 9. Median 10. .S. 41/SW 7th SBus Bays 11. Bus Bays 12. Loading and Unloading Areas 13. Signs 14. Street Lighting 15. Commercial Elements (including, but not limited to, tenant signage, directories, tenant information, maps, directional signs, gift card dispensing machine, and poster cases for advertisements) 16. Banners 17. Pay Phones 18, Vending Machines 19. Flag Poles 20, Decorative Lighting and Ornamental Light Fixtures 21. Benches 22. Ash Urns 23. Trash Receptacles 24. Bicycle Racks 25. Bus Benches and Shelters 26. Automated Teller Machines (ATMs) 27. Valet Parking Stations 28. Play/Entertainment Areas (children soft play area, amphitheater/seating) 29. Event Tents and Platforms 30. Kiosks 31. Tables and Chairs 32. Advertising Items 33. Decorations 34. Pedestrian Shelters 35. Planter and/or Planter Pots 36. Security Cameras 37. Clock and/or Clock Towers 38. Any future modifications and non-standard improvements permitted by the CITY 39. And other features installed within the public rights -of -way from time to time, pursuant to a duly issued permit. {36134191;7} 18 LOCATION: BRICKELL CITY CENTRE MIAMI, FL 33131 AND 33130 {36134191;7} EXHIBIT C FDOT MAINTENANCE MEMORANDUM OF AGREEMENT 19