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HomeMy WebLinkAboutBack-Up Document - Covenant 3-24-16This instrument is prepared by ( and after recording ) please return this instrument to: Iris Escarra, Esq. Greenberg Traurig 333 Avenue of Americas 44th Floor Miami, FL 33131 Reserved for Recording COVENANT TO RUN WITH THE LAND THIS COVENANT (hereinafter the "Agreement"), is made as of this day of , 2016, by and between PRH NE 31 sT STREET., LLC, a Florida limited liability company, and PRH PARAISO TWO, LLC, a Florida limited liability company, whose post offices addresses are 315 South Biscayne Boulevard 4th Floor, Miami, Florida 33131, party of the first part (collectively the "Covenantor"), and the CITY OF MIAMI, a municipal corporation of the State of Florida, in the County of Miami -Dade, party of the second part (the "City"). RECITALS WHEREAS, Covenantor owns the property described in Exhibit "D" (the "Covenantor's Property"); and WHEREAS, Covenantor owns the parcels more particularly described in the attached Exhibit "A-1 to A-2" (the "Park Property"); and WHEREAS, Covenantor intends to construct and develop a multifamily and mixed use subdivision, consisting of certain parcels (some of which may be submitted to the condominium form of ownership), together with certain recreational amenities on a portion of Covenantor's Property known as Paraiso Bay (hereafter the "Community") as depicted in the Contextual Plan attached as Exhibit "C"; and MIA 185134942v1 Ilana Park Covenant WHEREAS, the Covenantor has agreed to dedicate the Park Property to the City, which is waterfront land (Tract F) consisting of a minimum of 26,186 SF to be used and enjoyed as a public park in perpetuity and has agreed to maintain said Park Property in perpetuity; and WHEREAS, Covenantor has agreed to make improvements to the Park Property (hereinafter collectively called the "Improvements") which shall consist of landscaping trees, an irrigation system, a decorative street lighting system, decorative sidewalk and baywalk, pavers and related structures as more described in greater detail on the Exhibit "B-1 and B-2"; and WHEREAS, Tract E, as shown in Exhibit A-1, shall be limited to two (2) stories plus a rooftop terrace in height with no residential use. NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Covenantor does hereby covenant and agree with City as follows: 1. Recitals. The foregoing recitals are true and correct and are made a part hereof. 2. Defined Terms. All terms utilized in this Agreement but not defined in this Agreement shall have the meaning ascribed to said terms in the Covenant. 3. Park Dedication. Covenantor hereby agrees to dedicate the Park Property, which is a minimum of 26,186 SF of waterfront land to the City of Miami for park purposes, and is legally described in Exhibit A-1 and A-2. 4. Tract E. Covenantor shall restrict the use and improvements of Tract E, as detailed in Exhibit "B-1 and B-2" to a low rise structure, not to exceed two (2) stories, plus a roof top terrace, and those Uses allowed in the T6-36-L transect zone as defined in Ordinance 13114, the City of Miami Zoning Code. MIA 185134942v1 Ilana Park Covenant 5. Construction and Maintenance of Park and Improvements. Covenantor is hereby required to install, construct, maintain, improve, replace, and repair the Improvements at the Park Property in accordance with City of Miami standards and specifications. The Park Property shall remain open to the public and residents from sunrise to sunset. 6. Requirement that the Improvements be Maintained and/or Restored. In the event that Covenantor, its heirs, successors, or assigns fail in the reasonable discretion of the Director of the Parks and Recreation Department to properly maintain the Improvements, or any part thereof, so that they become a hazard to the health, welfare and safety of the general public, the City shall give Covenantor written notice of such failure via certified mail, return receipt requested, with copies to any mortgagee who has given written notice of its lien to the City of Miami, and Covenantor shall within thirty (30) days from receipt of such notice either (i) restore the Improvements, or any part thereof, to a safe condition satisfactory to the City or (ii) remove the Improvements, or any part thereof, and restore the Park Property to the City's standards at no cost or expense to the City. 7. Enforcement of Requirement that the Improvements be Maintained and/or Restored. In the event that Covenantor, its heirs, successors, or assigns fail to either restore the Improvements, or any part thereof, to a safe condition satisfactory to the City or remove the Improvements, or any part thereof, and restore the Park, within the specified time as set forth in Paragraph 5 of this Agreement, the City may contract for such restoration or removal, and the amount of such restoration or removal costs shall be declared and established as a lien against the Covenantor's Property described on the attached Exhibit "D" and enforced as any lien provided for under the Statutes of the State of Florida and the Code and Ordinances of the City of Miami. Covenantor shall pay the City's reasonable attorneys' fees and costs of collection arising in any MIA 185134942v1 Ilana Park Covenant action to foreclose the lien or otherwise recover costs for restoration or removal of the Improvements or any part thereof. 8. Waiver of Recourse Against the City with Respect to the Improvements. Covenantor further covenants and agrees that all recourse against the City is hereby expressly waived as to any damage caused, consequential or otherwise, to any portion, in whole or in part, of the remainder of Covenantor's Property, resulting from the removal of the Improvements, or any part thereof, from the Park Property, pursuant to Paragraphs 6 and 7 of this Agreement. 9. Indemnification with Respect to Construction, Maintenance and/or Removal of the Improvements. Covenantor shall indemnify, defend, and hold harmless the City from any claims, demands, liabilities, losses, or causes of action of any nature whatsoever arising out of the use, construction, maintenance, and/or removal of the Improvements, or any part hereof, from and against any orders, judgments or decrees which 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. 10. Insurance. Covenantor's contractor shall carry a comprehensive general liability policy of insurance of at least $1,000,000 combined single limit for bodily injury and property damage issued by a State of Florida licensed insurance company rated AV or better per A.M. Bests' Key Rating Guide or such other policy of insurance as may be agreed to be Covenantor and the City. The insurance shall be subject to the approval of the City's Insurance Coordinator. Products and completed operations, contractual liability, explosion, collapse and underground liability coverage shall be included under said policy. The insurance shall be provided by Covenantor's contractor. The policy term or any renewals thereof shall remain in effect for the term of the Covenant. MIA 185134942v1 Ilana Park Covenant The insurance carrier for the policy must be rated no less than A Rated 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 Risk Management Division of the City. The City shall be named as Additional Insured under the policy. Proof of insurance shall be supplied to the satisfaction of the City prior to the issuance of any permits. A certificate of insurance bearing the City as "Additional Insured" shall in no way relieve Covenantor of the obligation to add the City as "Additional Insured" to the actual insurance policy. The insurance policy shall provide that the City 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 the City with the receipt of a certificate of insurance for such policy by the 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 the City is not in possession of same by such date, then the 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 the City shall have the right to declare and establish said costs as a lien on the Covenantor's Property and enforced as any lien provided for under the statutes of the State of Florida. Covenantor agrees to increase from time to time the limits of the comprehensive liability insurance policy required to be provided pursuant to this Agreement, upon the written request of the City. 11. Covenant to Run with the Land. It is expressly understood and agreed that this Agreement shall be a covenant running with the Covenantor's Property and shall be binding upon Covenantor and its successors in interest or assigns including, but not limited to, the association or other entity established to govern the overall Community once constructed, and shall be a condition MIA 185134942v1 Ilana Park Covenant implied in any conveyance or other instrument affecting the title to Covenantor's Property or any portion thereof. The provisions of this Agreement shall become effective upon their recordation in the Public Records of Miami -Dade County, Florida, and shall continue in effect for a period of thirty (30) years after the date of such recordation, after which time they shall be extended automatically for successive periods of ten (10) years each, unless released pursuant to Paragraph 13. 12. Assignment and Assumption by the Paraiso Bay Master Association, Inc. At such time as Covenantor records the certificate of substantial completion required by Section 718.104(4)(e) F.S. as an amendment to that certain Declaration of Condominium of Paraiso Bay, a Condominium recorded on November 15, 2013, in Official Records Book 28913, Page 4239 of the Public Records of Miami -Dade County (the "Substantial Completion Amendment"), then: (i) any and all responsibilities, obligations, liabilities and/or duties of the Covenantor under this Agreement shall automatically, by operation of this Agreement, be assigned to, and assumed by, the Paraiso Bay Master Association, Inc. (which is the entity established to govern the Community), and (ii) Covenantor shall immediately and permanently be released from any and all responsibilities, obligations, liabilities and/or duties arising from or relating to this Agreement. 13. Notice. Any notice, request, demand, approval or consent given or required to be given under this Agreement 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 changed address given by the party to be notified as hereinafter specified: Covenantor: PRH N.E. 31th Street, LLC, 315 South Biscayne Boulevard 3'd Floor Miami, Florida 33131 and MIA 185134942v1 The City: Ilana Park Covenant PRH Paraiso Two, LLC, 315 South Biscayne Boulevard 3rd Floor Miami, Florida 33131 with a copy to Iris Esearra Greenberg Traurig 333 Avenue of the Americas (333 SE 2nd Avenue) Suite 4400 Miami, Florida 33131 City Manager The City of Miami 444 S.W. 2ND Avenue Miami, Florida 33130 and Parks and Recreation Department Director The City of Miami 444 S.W. 2nd Avenue Miami, Florida 33130 14. Modification, Amendment, Release. This Agreement may only be modified, amended, or released as to the Park, or any portion thereof, by a written instrument executed by the then owner(s) of the Covenantor's Property (except that to the extent that the Substantial Completion Amendment is recorded, then by the Board of Directors of the Paraiso Bay Master Association, Inc., alone, without requiring the joinder of any other owner except as may be permitted by law), including joinder by all mortgagees, if any, provided that the same shall require approval by City Commission; and the City Attorney, as to legal form and correctness. [SIGNATURE PAGE TO FOLLOW] MIA 185134942v1 Ilana Park Covenant In Witness Whereof, Covenantor has hereunto set Covenantor's hand and seal the day and year first above written. Signed, sealed and delivered in our presence: PRH NE 31 st STREET LLC, a Florida limited liability company By: PRH INVESTMENTS, LLC, a Florida limited liability company, Managing Member By: PRH RELATED HOLDINGS, LLC, a Florida limited liability company, Managing Member By: PEREZ ROSS HOLDINGS, LLC, a Florida limited liability company, Managing Member By: Witness Name: Matt Allen, as Vice President Witness Name: State of Florida County of Miami -Dade The foregoing instrument was acknowledged before me this day of , 2015 by Matt Allen as Vice President of PEREZ ROSS HOLDINGS, LLC, a Florida limited liability company, managing member of PRH RELATED HOLDINGS, LLC, a Florida limited liability company, managing member of PRH INVESTMENTS, LLC, managing member of PRH NE 31st STREET LLC, a Florida limited liability company. Such individual [_] is personally known or [ ] has produced a driver's license as identification. [Notary Seal] MIA 185134942v1 Notary Public: Printed Name: My Commission Expires: I1ana Park Covenant In Witness Whereof, Covenantor has hereunto set Covenantor's hand and seal the day and year first above written. Signed, sealed and delivered in our presence: PRH PARAISO TWO LLC, a Florida limited liability company By: PRH INVESTMENTS, LLC, a Florida limited liability company, Managing Member By: PRH RELATED HOLDINGS, LLC, a Florida limited liability company, Managing Member By: PEREZ ROSS HOLDINGS, LLC, a Florida limited liability company, Managing Member By: Witness Name: Matt Allen, as Vice President Witness Name: State of Florida County of Miami -Dade The foregoing instrument was acknowledged before me this day of , 2015 by Matt Allen as Vice President of PEREZ ROSS HOLDINGS, LLC, a Florida limited liability company, managing member of PRH RELATED HOLDINGS, LLC, a Florida limited liability company, managing member of PRH INVESTMENTS, LLC, managing member of PRH PARAISO TWO LLC, a Florida limited liability company. Such individual [_] is personally known or [ ] has produced a driver's license as identification. [Notary Seal] MIA 185134942v1 Notary Public: Printed Name: My Commission Expires: APPROVED AS TO FORM AND APPROVED: CORRECTNESS: Ilana Park Covenant VICTORIA MENDEZ KEVIN KIRWIN City Attorney Director of Parks and Recreation APPROVED: FRANCISCO J. GARCIA DEVIN CEJAS Planning and Zoning Director Acting Zoning Administrator MIA 185134942v1 EXHIBITS "A-1 TO A-2" THE "COVENANTOR'S PROPERTY" MIA 185134942v1 I1ana Park Covenant SKETCH TO ACCOMPANY LEGAL DESCRIPTION ATlACHEMENT "1 " REMAINDER PORTION OF LOT 10 HA!NES-BAYFRONT (P.R. 29, PG. 55) SCALE 1"=40' TRACT C" "ILANA" (P.B.. , PG.—) .44 I-- 5. 00 ' 25.00" 25.00' LEGEND: -R/W. DENOTES RIGHT-OF-WAY LINE € DENOTES CENTER LINE DENOTES MONUMENT LINE P.B. DENOTES FIAT BOOK PG, DENOTES PAGE P.O.C. DENOTES POINT or COMMENCE P.O.B. DENOTES POINT OF BEGINNING N09'59'54 "Ew 137.18' 589 55'S4"W :96.00''--, TRACT "E" "ILANA" (P.B. PG._._) N89`59'54"E 95.00' Q Epp 50; xsz. e \e'scp. A=39.27' R=25.00' 4=90'00'00" 153.29'--WEST N.E. 30th TERRACE 104.21LWEST TRACT 'A ; LIGHT KEY TRACT (p.ti. 113,T,PO.. LAND SURVEYORS-ENGIN S-LAND PLANNERS' RP©WE"WAY +MIRAi AR, FL 33025 PHONE No.(954)435-7010 , go. (954)4S8-3288 ; •' SHEET 1 OF 2 SHEETS REVISIONS ORDER NO, 203788 ',PORED 'Mg DSO DATE:, 03-03-2015. �THIS IS NOT A " BOUNDARY SURVEY" MARK STEV,EN'':JJNNSON,, RIN.C1PAL CERTIFICATE Of AUTHORIZATION No, L8-87 FLORIDA PROFESSIONAL LAND SURVEYOR No. 4775 K:13053421fyLEMENT1SURVEY CITY OF MIAMI1dwaULANA T-PLAT CITY OF MIAMI T RACT F-RV15ED.dwq 09/29/15 EXHIBIT A-2 LEGAL DESCRIPTION TO ACCOMPANY SKETCH ATTACHEMENT "1 °' LEGAL DESCRIPTION TRACT ''F !LANA, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK AT PAGE OF THE PUBLIC RECORDS OF WWI-DADE COUNTY FLORIDA, LYING AND BEING IN SECTION 30, TOWNSHIP 53 SOUTH, RANGE 42 EAST, CITY OF M/AMI, M/AMI-DADE COUNTY, FLORIDA. NOTES: O.[..ES 1} BEARINGS SHOWN HEREON REFER TO AN ASSUMED BEARING OF "WEST" ALONG THE MONUMENT LINE OF N.E 30th TERRACE. 2) ORDERED BY, THE RELATED GROUP 3} AUTHENTIC COPIES OF THIS SKETCH AND LEGAL DESCRIPTION MUST BEAR THE EMBOSSED SEAL OF THE ATTESTING PROFESSIONAL LAND SURVEYOR, SHEET" 2 OF 2 SHEETS ILTe E- ' t . eiz .oq.4 rzc. LAND SURVEYORS -ENGINEERS --LAND PLANNERS — 324O: CORFt RA'TE.WAYMIRA1 R FL 33025 PHONE No.(954)435--7010 No< (.954)438 '3.288 0RUER Na 203788 PRVA1g0; U, ► a ;SIVEVIS i DOTE 03-03-2015 4fn 17t1S IS NOT A " BOUNbARY SURVEY' CER17FICA1E OF AUTHORIZA170N No, LB-87 MARK ,.:STE /,EK141.0aNSON,', ;PNINCIPAt FLORIDA �'ROfESSIOIAL LAND SUJRMIRYOR No. 4775 K:13053421ELEMENT\SURVEY CITY OF MIAMI\dwa\ILANA T-PLAT CITY OF MIAMI-TRACT•F,REVISED.dwa REVISIONS o9/29/15 EXHIBITS "B-1 AND B-2" THE IMPROVEMENTS MIA 185134942v1 Ilana Park Covenant Tract E to be developed with non residential uses. Tract F to be developed as a park with the below improvements: 1. Park provided within 10-minute walk, 1/4-mile radius 2. Landscape complies with all code requirements. 3. Proposed Dog Park area with contemporary picket fence 4. Proposed children's playground, exercise station and bay lawn for flexible activities. 5. Outdoor furniture including benches, drinking water fountains, recreational facilities, exercise stations, sculpture garden, trash receptacles, bicycle racks, etc. 6. Proposed public park signage location at intersection of Biscayne Boulevard, NE 31st street and park area 7. Landscape plan consisting of priority native shade trees and low - maintenance, drought -tolerant species 6. High -quality, durable hardscape with a variety of textures 9. Pedestrian -scale outdoor lighting which provides illumination/ security. 10. Universal accessibility in all public areas 11. Proposed bicycle route connection to Miami Bicycle Masterplan (sharrows). 12. 50% canopy required on site. r TRACT "E 9,600 sq. ft. Di?? acres AROUITECTON/CA EXHIBIT B1 - PARAISO BAY Park Improvements scale:1/32"=1' I i 0' 16' 32' 64' ARQUITECTONICA Tract E to be developed with non residential uses. Tract F to be developed as a park with the below improvements: 1. Seamless baywalk transition with park 2. Baywalk meets or exceeds minimum standards listed below: 2' of edge/bulkhead 4' minimum of landscaped safety buffer 15' minimum of pedestrian walkway Passive/contemplative space next to park area 3. Outdoor sculpture look -out area 4. Walkway lighting that illuminates surrounding areas for safety 5. Backrests, benches and ADA accessibility areas facing water 6. 40% canopy required at walkway 7. Shade trees with sufficient clear trunk at walkway areas to maximize water views 1TRACT E� 9,600 sq. ft. 0.22 acres EXHIBIT B2 - PARAISO BAY Park Improvements scale: 1/32"=1' 0' 16' 32' 64' Rana Park Covenant EXHIBIT "C" CONTEXTUAL PLAN 13 MIA 185134942v1 �ww�wwawrw9r TRACT "A" AREA = 67,680 sf.ft 1.55 acres TRACT "13" AREA: 10,919 sq.ft. 0.25 acres TRACT "C" AREA = 158,824 sq.ft. 3.64 acres PARAISO s! TRACT •0- 4,359.gJL 010atn. TRACT "E" 9,600 sq.ft 0.22 acres TRACT "F" AREA: 26,186 sq.ft. 0.60 acres CONTEXTUAL PLAN PARAISO BAY I1ana Park Covenant EXHIBIT "D" TRACT"C", ILANA, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK AT PAGE OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. MIA 185134942v1