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HomeMy WebLinkAboutTab 32 - Imperial Capital Group LLCCOMPREHENSIVE PLAN APPLICATION DISCLOSURE OF OWNERSHIP 1. List the owner(s) of the subject property and percentage of ownership. Note: The Miami City Code requires disclosure of all parties having a financial interest, either direct or indirect, with respect to a presentation, request or petition. Accordingly, disclosure of shareholders of corporations, beneficiaries of trusts, and/or any other interested parties, together with their address(es) and proportionate interest are required. Please supply additional lists, if necessary. Owner's Name(es) IMPERIAL CAPITAL GROUP, LLC (entity was formerly named Vimpel Capital, LLC) Percentage of Ownership See attached corporate ownership chart. Subject Property Address(es) 370 NE 60th Street; 5972 & 5974 NE 4th Avenue 2. List all street address(es) and legal description(s) of any property located within 500 feet of the subject property owned by any and all parties listed in question #1 above. Please supply additional lists, if necessary. N/A Street Address(es): Legal Description(s): NEISEN O. KASDIN, its Attorney 1 Owner(s) or Attorney Name Owner() or Attorney Signature STATE OF FLORIDA -- COUNTY OF MIAMI-DADE The foregoing was acknowledged before me this day of ' 20 ' , by it/ < < �{ . / k r. '. 4 , who is a(n) individual/partner/agent/corporation of ;,, r-; , i u ; i C ( / ' a(n) individual/partnership/corporation. Hp/She is personally known to me or who has produced as identification and who did (did not) take an oath. (Stamp) 26'IV* ' N'. MARIA GONZALEZ * =tom * MY COMMISSION # FF 909142 ni EXPIRES: October 22,2019 1TFOF w Bonded 7hru Budget Notary Services Rev. 07-2013 IMPERIAL CAPITAL GROUP, LLC OWNERSHIP CHART Mike Zoi 7000 Island Blvd., Apt. 406 Aventura, FL 33160 50% Valentin Bukhtayarov c/o Ariannol (Nominees) Limited Road Town, Castle Court P.O. Box 3200 Tortola, British Virgin Islands 100% • Azurenik Limited, a Cyprus company Suite 102, Fikardos Centre 23 Aristoteli Sawa Avenue Anarvargos, 8025 Papkos, Cyprus 50% Imperial Capital Group, LLC, a Florida limited liability company 5972 NE 4th Avenue Miami, FL 33137 Owns: 370 NE 60th Street 5972 & 5974 NE 4th Avenue WRITTEN CONSENT OF IMPERIAL CAPITAL GROUP, LLC The undersigned, being the Members of Imperial Capital Group, LLC,uFlorida limited liability company (the "Compauy"),dohereby consent and agree oothe adoption of, and dohereby udopt, the following resolutions of the Company in |ien of holding uoneetiug in accordance with the governing documents of the Company, and direct that these resolutions be filed in the records of the Company: WHEREAS, in regard tothe Company's properties o1370NE60tb Street and 5972 &s 5974 NB 4tb Avenue in K4iuoui Florida, the undersigned Members deem it advisable and in the best interests ofthe Company for the Company tojoin inand submit auapplication rothe City o[Miami seeking approval of the Magic City Innovation District Special Area Plan and related Comprehensive Plan Amendments, generally prepared in accordance with the application fhr000 published by the City ufMiami (ooUective|y,the ^`Apphoa1ion");and WHEREAS, inconnection with the preparation, filing and formal review and processing of the Application, including without Unui1otiou the execution and delivery of any and all douunzcurs and forms required for the Application, the undersigned Members dccno it advisable and iothe best interests of the Company for the Company to grunt Nciyen U. Kaudio, T. Spencer Crowley (ll, Steven J. Wc,niok and Benjamin O. Hedrick u limited power of attorney pursuant to that certain Power of Attorney attached hereto as Exhibit A (the "Power of Attorney"). NOW THEREFORE, BE IT RESOLVED, that the Application and the Power of Attorney are hereby authorized, approved, adopted, confirmed and ratified in all respects; FURTHER RESOLVED, that any nncnober, manager, officer or other authorized representative of the Company, including v/itbnu{ limitation Mike Zoi as Manager, (cuob being referred to herein as an "Authorized Pemon"), acting alone, be and hereby is, authorized and empowered to execute and deliver on behalf of the Company any and all ogrccnucnto, instruments, certificates ordocuments necessary to coumunonzu1c or effectuate the Application and the Power of Attorney, iothe name and onbehalf ofthe Company; FURTHER RESOLVED, that each Authorized Person is hereby uutborized, ennpo*crcJ and directed, in the name and on behalf of the Company to make or cause to be made, and to execute and deliver, all such ugzocnuentx, documents, instruments and certifications, and to do or cause to be done all such ucia and things, and to take all such a1cpu, as he or she may at any time or times deem necessary or desirable inorder to carry out the intent and purposes of the foregoing resolutions; and FXJRl[B8ER &KE0OD.VED, that the authorities and approvals hereby conferred shall he deerned retroactive, and any and all acts authorized and approved herein that were performed prior to the pmyougc of this resolution be, and they hereby are, approved, ratified and confirmed in all respects. [Signature on following page] IN WITNESS WHEREOF, the undersigned has executed this Written Consent as of the 25 day of t\o , 2018. COMPANY: IMPERIAL CAPITAL GROUP, LLC By Its Members: Mike Zoi, an Individual Name: Mike Zoi Azurenik Limited, a Cyprus company By: Name: Tracey Kim Rowe Title: Director By: Name: Mark Steven Davies Title: Director IN WITNESS WHEREOF, the undersigned has executed this Written Consent as of the 2 5 day of , 2018. COMPANY: IMPERIAL CAPITAL GROUP, LLC By Its Members: Mike Zoi, an Individual Name: Mike Zoi Azurenik Limited, a Cyprus company By: Name.Tracey Kim Rowe Title: 110 ecto\ By: ,1 Name: Mark Steven Davies Title: Director EXHIBIT A Power of Attorney LIMITED POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that IMPERIAL CAPITAL GROUP, LLC, a Florida limited liability company, has made, constituted and appointed, and by these presents do make, constitute and appoint NEISEN O. KASDIN, T. SPENCER CROWLEY III, STEVEN J. WERNICK, and BENJAMIN O. HEDRICK its true and lawful attorneys in its stead to execute all documents and instruments required with respect to applications for a Special Area Plan and Comprehensive Plan Amendment, in connection with the Magic City Innovation District Special Area Plan, under the requirements of the City of Miami Code of Ordinances and Miami 21 zoning code, submitted to the Office of Hearing Boards, for the properties located at 370 NE 60th Street and 5972 & 5974 NE 4th Avenue in Miami, Florida, giving and granting unto NEISEN O. KASDIN, T. SPENCER CROWLEY III, STEVEN J. WERNICK, and BENJAMIN O. HEDRICK its said attorneys, a limited power of attorney with full power and authority to do and perform all and every act and thing whatsoever requisite and necessary to be done with respect to the aforementioned Special Area Plan and Comprehensive Plan Amendment applications as fully, to all intents and purposes, as it might or could do if personally present (including, without limitation, preparing, executing and filing all documents and applications and attending all hearings and meetings), with full power of substitution and revocation, hereby ratifying and confirming all that said attorney or his substitute shall lawfully do or cause to be done by virtue hereof. IN WITNESS WHEREOF, I have hereunto set my/our hand(s) and seal(s) this 2 5 day of Mel? , 2018. Signed and delivered in the presence of: Witne .s Witness Name Kr)k-1- Witness Signature aTt L' R Vc R>✓�;�I�r� A Witness Name STATE OF F— l c ll i i).A COUNTY OF iV‘ -A M+ - e ) SS: Imperial Capital Group, LLC By: Name: Mike Got Title: Manager The foregoing instrument was acknowledged before me this 2.5 day of 'r `c � Zo) by M ke 7_c who is personally known to me or who has produced a as identification. NATALYA VOROJEYKINA Commission NGG 166327 Commission Expires 12-07-2021 Bonded Through - Cynanotary Florida - Notary Public ,i7c)„,g NOTARY PU LIC Print Name: INTAL`t.-ir o k)-0-,q-y A My commission expires: ' 7 -` off-' 202- ( CFN: 20170286382 BOOK 30541 PAGE 4676 DATE:05/22/2017 08:11:21 AM DEED DOC 7,200.00 SURTAX 5,400.00 HARVEY RUVIN, CLERK OF COURT, MIA-DADE CTY THIS INSTRUMENT PREPARED BY AND RETURN TO: ERICA L. DESANTI, ESQ. STRALEY & OTTO P.A. 2699 STIRLING ROAD, SUITE C-207 FT. LAUDERDALE, FLORIDA 33312 Property Appraisers Parcel Identification (Folio) Numbers: 01-3218-016-0180 SPACE ABOVE THIS LINE FOR RECORDING DATA THIS WARRANTY DEED, made the 3'° day of May, 2017 by TERRY LEE MUNDAY, A SINGLE MAN, herein called the grantors, to VIMPEL CAPITAL, LLC, A FLORIDA LIMITED LIABILITY COMPANY, whose post office address is 370 NE 60w Street, Miami, FL 33137, hereinafter called the Grantees: (Wherever used herein the terms grantor" and "grantee" include all the parties to this instrument and the heirs, legal representatives and assigns of individuals, and The successors and assigns of corporations) W I T N E S S E T H: That the grantors, for and in consideration of the sum of TEN AND 00/100'S ($10.00) Dollars and other valuable considerations, receipt whereof is hereby acknowledged, hereby grants, bargains, sells, aliens, remises, releases, conveys and confirms unto the grantee all that certain land situate in Miami -Dade County, State of Florida, viz.: Lots 24 of BISCAYNE PARK according to the Plat thereof, as recorded in Plat Book 1, at Page 198 of the Public Records of Miami -Dade County, Florida. TOGETHER, with all the tenements, hereditaments and appurtenances thereto belonging or in anywise appertaining. TO HAVE AND TO BOLD, the same in fee simple forever. AND, the grantors hereby covenant with said grantees that the grantors are lawfully seized of said land in fee simple; that the grantors have good right and lawful authority to sell and convey said land, and hereby warrant the title to said land and will defend the same against the lawful claims of all persons whomsoever; and that said land is free of all encumbrances, except taxes accruing subsequent to December 31, 2016. IN WITNESS WHEREOF, the said grantors have signed and sealed these presents the day and year Signed, sealed and delivered in the presence of: Witness #1 Signature - // G r. Cot(- - ,*', r t^t 7-) Witness #1 Printed Name �1„(rit 1 f1 rft,e-rn -rl Wines ##3 Signature (y 1 t 119,,ncz-r\ Winnes 2 Name TE' LEE M17NDAY 10 62 SW 129th Place, Miami, FL 33186 ve n. STATE OF FLORIDA COUNTY OF BROWARD The foregoing instrument was acknowledged before me this 3 day of May, 2017 by TERRY LEE MUNDAY who is personally known to me or has produced L) L as identification. SEAL My Commission Expires: Notary Signature Prepared 1 : Vivian A. Jaime, Esq. Ritter, Zaretsky, Lieber & Jaime, LLP 2915 Biscayne Blvd. Suite 300 Miami, FL 33137 After Recording Return To: Contreras & Camacho P.A. 141 Almeria Avenue Coral Gables, FL 33134 Parcel Identification No. 01-3218-089-0010 01-3218-089-0020 [Space Above This Line For Recording Dalai_ Warranty Deed CFN: 20160635397 BOOK 30293 PAGE 2786 DATE:11/03/2016 09:57:19 AM DEED DOC 13,680.00 SURTAX 10,260.00 HARVEY RUVIN, CLERK OF COURT, MIA-DADE CTY (STATUTORY FORM - SECTION 689.02, F.S.) This Indenture made this 31st day of October, 2016 between Vinecraft Estate L.LC, a Florida limited liability cum pa n1 whose post office address is 5972 NE 4th Avenue, Miami, FL 33137 of the County. of Miami -Dade. State of Horida. grantor*, and VIMPEL CAPITAL, LLC, a Florida limited liability company whose post office address is 4100 NE 2nd Avenue, Suite 302, Miami, FL 33137 of the County of Miami -Dade, State of Florida, grantee*, Witnesseth that said grantor, for and in consideration of the sum of TEN AND NO/100 DOLLARS ($ 10.00) and other good and valuable considerations to said grantor in hand paid by said grantee, the receipt whereof is hereby acknowledged, has granted, bargained, and sold to the said grantee, and grantee's heirs and assigns forever, the following described land, situate, lying and being in Miami -Dade County, Florida, to -wit: Unit 5972 and Unit 5974, of 380 WAREHOUSE CONDOMINIUM, a Condominium, according to the Declaration of Condominium as recorded in Official Records Book 28550, Page 4835 and all exhibits and amendments thereof, Public Records of Miami -Dade County, Florida. and said grantor does hereby fully warrant the title to said land, and will defend the salve against lawful Llaimti of all permins whomsoever. * 'Grantor' and "Grantee are used for singular or plural, as context requires. In Witness Whereof, grantor has hereunto set grantor's hand and seal the day and year first above written. DoubleTime` Signed, sealed and delivered in our presence: Vinec By: _ Daniel Holtz, its Manager State of Florida County of Mia' mi-Dade The foregoing instrument was acknowledged before me a Florida limited liability company, on behalf of the company. driver's license as identification. [Notary Seal] CFN: 20160635397 BOOK 30293 PAGE 2787 'cla Iimited liabili (Corporate Seal) ompany 0f0ct013,6016by Daiie1 lloltz of Vinecraft Estate LLC, personalpersonay i4iown to me or [X] has produced a Notary Public Printed Narne: My Commission E V.( 611 - )(2 r ek-C <:3 2i /21y20 DoubleTlme Warrwity Deed (StPwtory Form) - Page 2 State of Florida Department of State I certify from the records of this office that IMPERIAL CAPITAL GROUP, LLC is a limited liability company organized under the laws of the State of Florida, filed on June 14, 2016. The document number of this limited liability company is L 16000114429. I further certify that said limited liability company has paid all fees due this office through December 31, 2018, that its most recent annual report was filed on March 9, 2018, and that its status is active. Given under my hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the Fifth day of June, 2018 167" 04,JA Secretary of State Tracking Number: CU3722811992 To authenticate this certificate,visit the following site,enter this number, and then follow the instructions displayed. https://services.su nbiz. org/Filings/C ertificateOfstatus/CertificateAuthentication (Requestor's Name) (Address) (Address) (City/StatelZip/Phone #t) PICK-UP WAIT Ei MAIL (Business Entity Name) Certified Copies (Document Number) Certificates of Status Special Instructions to Filing Officer: Office Use Only 100307945711 01122,1 i h COVER TO: Registra:ion Section Division of Corporations \' impEL Cr\)'1TAL. SUR.IECI': Name ui I-iI itecl l.iahility t;,smrtanti The enclosed r\riieles of Amendment and le .err-+tlhrnitted for tiling. )'ICASC velum all correspondence Concerning This nl:uter {u t}1r 1oCGnring: For lonhcl KA'CII'-.II[NK() KATT SIU NKO i:nne of I'er' on Fir nut `orllp. Ily 5972 \ Is -Li l I :\ \'li,NUI Add 3.1137 to and lit l.Ut}C k1Iheliko i.'llh Hr It +)Nln .Cu111 E-mail address: to he u,ed inr iiuure annu.rl report notification) concern); t this m:utcr nle i •call: Name of 1"cr„ln Iincloscd is a cheek for the following unworn: S25.(11) Filing Fee O S3l1.1)(1 filing Fee fi Certificate of Sianis AI)I)IRESS: 4ei2 iSl rr lion Section I)ivisiun of Corporation:, 954 511-10 t al { .Area ( U:n'lintc 'I cicph'}ne N1r111her 0 S S.(111 I ilinL I ec t Cc' tilled Copy ljddili,nu1 [up,' n rnclo+cdl 0 S(1),(ll) Filing Fee. Leer lilieate 111 titan us.\ (.eri 01 (.telly l;nldili,mal Cup1 i. en.b,cdl ST1 EET/COUI21I-kAI)I)RESS: itegklration Srctiun 1)i+•isian of Corporal ions Clifton !Wilding 2661 I:'ecutive Cenicr (:ircic Tallahassee, h1. 32301 ARTICLES OF AMENDMENT TO ARTICLES 4F ORGANIZATION (.)F \'I\11'll_ CA1'rrr\I.. 1.1.0 (Name of the I.inrited ('umpans' a+ it mr++ aPf>cars un our record.. r \ Florida Limited LmhiIuty ('usnpam•} The Articles of Organization t)r his Limiicd Liability Company were likd rtt tune 1J, 21116 and (tssigncd Florida document number 1,16(Nn1I I-34_'9 -obis amendment is submitted to amend the lulloss i S. If amending name. enter the new name of the limited liability company here: I\II'I RIAI.C::\I'l I AL Gi<(')I)P. LLf: 'Ihe new name must he Ji,hingu i,hable and contain the s. Is " Limited Lrthi lire ('umpanr,•• the M.-signatinn "LLI.. rill the ahhres uui,nt "L.L.(•.' Enter new principal office+ address, if applicable: (Principal office address MUST BE el STREET ADDRESS) Enter new ma ling address, if applicable: (:1lailing address -I!A l` BE POST O1.7-1C1: BOX) li. i )7_2 NV, a1h Averwe \li:uni. 11, .33137 5)7_' NFath Avenue 11, 3312,7 riding the registered agent and/or registered office address on our records, enter the name of the new Lent and/or the ncss' registered office address here: Name (+f Ness• Registers Ness' Registered Office Address: I:NFRI:(JNI), I.LC: 5972 ,\ is -Ith :\ rcn it I:serer l•7Jn•i.l4a,,ret'r ra hire., Florida 33137 NC Vs' Kc•_isit red Allent•s Signature, if chan_in. liettislered :\Lent: 1 Irurc in. uCc 1 /)! t11c' crl)1)uini,nirrl (rs rC1,r.il 'reel /igen! cm/ cr,gr('( !u (h? ire Ilti,i c•ultcu•ilr. 1 %irrl{tCr ({ Yet' if) rr,nrl)it' Willr pow isiorr.+' ofall srurrrrc'.c relative !u the 1)rolrCr un(i (unrlrl1(C Ji (/ rrrrrcrrrc'e of n11(hrliCs', ecru! 1 um Jiu)filial.' with uur/ (rce•ryrt the nhli1'(I1in,rx (r/•nrr lro.citioti u.r regisi1nr(/ (igen( (is providedfin- ire (_Iur1NCr 6(15. I ..1`, th'. iJ tlri.c Jn( runr,rt i.c h.•in•s; Jilr•(/ (u mCrC/r' rr/1('Ct a e•h(rvr,t &' ire the registered office e (rclelre'ss. I hereby e'c,fJirnr thnr (hr lirniu/ liulrilitt (-t11n1)(111t' huS bt'c'rr 1101i01 ill n•riling 1)1"11ri.c nccrnt;C. If C1ranginq itegi,lered ,\gent. Si nsnrre of Nes% Keei+tired .111.ent I of 3 If amending Authorized Person(%) authorized to manage, enter the title, name, and address of each person being added or removed from our records: NICK = \tanager A\IBR= Authorized \lemher Title Name NIGH Mike ?Ali I)IK Mike %Ali Address 5,172 N 14th Avenue \Ii;uni. FL. .13137 Type of Action IR Add ❑ Kenmvc ❑ Chanec 4I(1[1 NI: 2nd Avenue ❑ Add Sulu. 3(17 ®Kr110\e \liami. FI. ? I �7 0 Change ❑ Add ❑ Remove ❑ Change ❑ Add ❑ Remove ❑ Change Iteinsve C ❑ A(1,1 ❑ Ke1110ve I). If amending any other information, tntcr changes} here. f.•Ittach urlclitivar E. Effective daft. if other than the daft of Jilin (optional) Can ellisctic c dme i. Ii.tr I, the dote 'miss he 1seror he prior so date ul lilinc ur snore than 'NI days. slier Iiline, 11'ursrcuu rs 115 II21171: M h Note: lithe elate inscr1ed in this block does not ntccl the applicable statutory filing requirements, this dale will nut he listed as the document's cltceriMale on the 1)epartntenl c+I'Stale's records. If the record specifies a delayed effective date, but not an effective time, at 12:01 a.m. on the earlier of: (b) The 90th day after the record is filed. Dated lanu:ttl' 17 Katie Shen k+r ?(lIS Sim nallll L. a authuriied r,pre,entats e of or printed Warne t'i ,ognee I'age 3 (If 3 Filing Fee: S2 .(IO Electronic Articles of Organization For Florida Limited Liability Company Article I The name of the Limited Liability Company is: VIMPEL CAPITAL, LLC L16000114429 FILED 8:00 AM June 14,2016 Sec. Of State nculligan Article II The street address of the principal office of the Limited Liability Company is: 4100 NE 2ND AVENUE SUITE 302 MIAMI, FL. US 33137 The mailing address of the Limited Liability Company is: 4100 NE 2ND AVENUE SUITE 302 MIAMI, FL, US 33137 Article III The name and Florida street address of the registered agent is: ENERFUND, LLC 4100 NE 2ND AVE SUITE 302 MIAMI, FL, 33137 Having been named as registered agent and to accept service of process for the above stated limited liability company at the place designated in this certificate, I hereby accept the appointment as registered agent and agree to act in this ca-pacity. I further agree to comply with the provisions of all statutes relating to the proper and complete perfoimance of my duties, and I am familiar with and accept the obligations of my position as registered agent. Registered Agent Signature: KATIE SHENKO Article IV The name and address of person(s) authorized to manage LLC: Title: DIR MIKE ZOI 4100 NE 2ND AVE, SUITE 302 MIAMI, FL. 33137 US Signature of member or an authorized representative Electronic Signature: KATIE SHENKO I am the member or authorized representative submitting these Articles of Organization and affirm that the facts stated herein are true. I am aware that false information submitted in a document to the Department of State constitutes a third degree felony as provided for in s.817.155, F.S. I understand the requirement to file an annual report between January 1st and May 1st in the calendar year following formation of the LLC and every year thereafter to maintain "active" status. L16000114429 FILED 8:00 AM June 14,2016 Sec. Of State nculligan DECLARATION OF 380 WAREHOUSE CONDOMINIUM 111111111111111111111111111111111111 CFN 2013R0235629 OR 8k 28550 P9s 4835 - 4840; (56ossi RECORDED 03(27/2013 15:53:18 HARVEY RUVIN, CLERK. OF COURT MIAMI-DADE COUNTY, FLORIDA WAREHOUSE 380, LLC, a Florida limited liability company (hereinafter called the "Developer") does hereby declare as follows: 1. Introduction and Submission. 1.1 The Land. The Developer owns the fee title to certain land located in Miami Dade County, Florida, as more particularly described in Exhibit "1" annexed hereto (the "Land"). 1.2 Submission Statement. The Developer hereby submits the Land and all Improvements erected thereon, all easements, rights and appurtenances belonging thereto, and all other property, real, personal or mixed, intended for use in connection therewith, to the condominium form of ownership and use in the manner provided by the Florida Condominium Act as it exists on the date hereof. 1.3 Name. The name by which this condominium is to be identified is 380 WAREHOUSE CONDOMINIUM (hereinafter called the "Condominium"). 2. Definitions. The following terms when used in this Declaration and in its exhibits, and as they may hereafter be amended, shall have the meaning ascribed to them in this Section, except where the context clearly indicates a different meaning: 2.1 "Act" means the Condominium Act (Chapter 718 of the Florida Statutes) as it exists on the date hereof and as hereafter renumbered 2.2 "Assessment" means a share of the funds required for the payment of Common Expenses which from time to time is assessed against the Unit Owners and such additional sums which maybe assessed directly against one or more Unit Owners (though not necessarily against other Unit Owners). 2.3 "Association" means 380 WAREHOUSE CONDOMINIUM ASSOCIATION INC., a not for profit Florida corporation, the entity responsible for the operation of the Condominium, whose Article of Incorporation are attached hereto as Exhibit 4. 2.4 The "Board" shall mean the Board of Directors of the Association. 2.5 "Building" means the structure or structures in which the Units are located, regardless of the number of such structures, which may be located on the Condominium Property. 2.6 "Bylaws" mean the Bylaws of the Association attached hereto as Exhibit 5. 2.7 "Common Elements" mean and include: (a) The portions of the Condominium Property which are not included within the Units. (b) Easements through. Units for conduits, ducts, plumbing, wiring and other facilities for the furnishing of utility and other services to Units and the Common Elements. (c) An easement of support in every portion of a Unit which contributes to the support of the Building. (d) The property and installations required for the furnishing of utilities and other services to more than one Unit or to the Common Elements. (e) Any other parts of the Condominium Property designated as Common Elements in this Declaration. 2.8 "Common Expenses" means all expenses properly incurred by the Association in the performance of its duties, including, without limitation, all expenses specified in Section 718.115 of the Act. 2.12 "Common Surplus" means the excess of all receipts of the Association, including, but not limited to, Assessments over the amount of Common Expenses. Book28550/Page4835 CFN#20130235629 Page 1 of 56 2.13 "Condominium Parcel" means a Unit together with the undivided share in the Common Elements which is appurtenant to said Unit; and when the context permits, the term includes all other appurtenances to the Unit. 2.14 "Condominium Property" means the Land and personal property that are subject to condominium ownership under this Declaration, all Improvements on the Land, and all easements and rights appurtenant thereto intended for use in connection with the Condominium, and all other property, real, personal and mixed, which may subsequently be made subject to this Declaration as hereinafter described_ 2.15 "County" means the County of Miami Dade, State of Florida. 2.16 "Declaration" or "Declaration of Condominium" means this instrument, as it may be amended from time to time. 2.17 "Improvements" mean all structures and artificial changes to the natural environment located on the Condominium Property, including, but no limited to, the Building. 2.18 "Institutional First Mortgagee" mean a bank, savings and loan association, insurance company, real estate or mortgage investment trust, pension fund, an agency of the United States Government, mortgage banker, or any other lender generally recognized as an institutional -type lender, or the Developer, holding a first or second mortgage on a Unit or Units. 2.20 "Limited Common Elements" mean those Common Elements, now existing or subsequently created, the use of which are reserved to a certain Unit or Units to the exclusion of other Units, as specified in this Declaration_ Reference herein to Common Elements shall include also all Limited Common Elements unless the context would prohibit or it is otherwise expressly provided. 2.23 "Primary Institutional First Mortgagee" means the Institutional First Mortgagee which owns at any time Unit Mortgages securing a greater aggregate indebtedness than is owed to any other Institutional First Mortgagee. ownership. Parcel. Unit Owners. 2.25 "Unit" means a part of the Condo operty which is subject to exclusive 2.26 "Unit Owner" or "Owner of a Unit" or "Owner" means the Owner of a Condominium 2.27 The "Voting Interests in the Association" equal the total number of votes held by all All terms defined in the Act used herein shall have the meanings ascribed to such terms in the Act unless otherwise provided in this Declaration. Description of Condominium 3.1 Identification of Units. The Land is improved with one Building containing a total of 2 Units. Each Unit is identified by a separate numerical or alpha -numerical designation. The designation of each Unit is set forth in Exhibit "2" annexed thereto. Exhibit "3" consists of a survey of the Land, a graphic description of the Improvements located thereon, including, but not limited to, the Building in which the Units are located, and a plot plan thereof. Said Exhibit "3", together with this Declaration, is sufficient in detail to identify the Common Elements and each Unit and their relative locations and approximate dimensions. There shall pass with a Unit as appurtenances thereto (a) an undivided share in the Common Elements and Common Surplus; (b) the exclusive right to use such portion of the Common Elements as may be provided in this Declaration; (c) an exclusive easement for the use of the airspace occupied by the Unit as it exists at any particular time and as the Unit may lawfully be altered or reconstructed from time to time, provided that an easement in airspace which is vacated shall be terminated automatically; and (d) other appurtenances as may be provided in this Declaration. 3.2 Unit Boundaries. Each Unit shall include that part of the Building containing the Unit that lies within the boundaries of the Unit, which boundaries are as follows: (a) Upper and Lower Boundaries. The upper and lower boundaries of the Unit shall be the following boundaries extended to their planar intersections with the perimetrical boundaries: (i) Upper Boundaries. The horizontal plane of the unfinished lower surface of the structural ceiling shall constitute the upper boundary of the Unit. 2 Book28550/Page4836 CFN#20130235629 Page 2 of 56 (ii) Lower Boundaries. The horizontal plane of the unfinished upper surface of the concrete floor of the Unit. (b) Perimetrical Boundaries. The perimetrical boundaries of the Unit shall be the vertical planes of the unfinished interior surfaces of the walls bounding the Unit extended to their planar intersections with each other and with the upper and lower boundaries. (c) Apertures. Where there are apertures in any boundary, including, but not limited to, windows, doors, or skylights, such boundaries shall be extended to include the interior unfinished surfaces of such apertures, including all frameworks thereof. Exterior surfaces made of glass or other transparent material, and all framing and casings therefor, shall be included in the boundaries of the Unit. 3.3 Parking Areas. All of the Parking Areas shown in Exhibit "3" are Common Elements unless the same are designated as a Limited Common Elements of such Unit. All parking spaces which are Limited Common Elements shall be maintained by the Unit Owner of such Unit. Any parking space that has not been assigned by the Developer shall be a Common Element for the non-exclusive use of the Unit Owners. 3.4 Easements. The following easements are hereby created, in addition to any easements created under the Act: (a) Support. Each Unit shall have an easement of support and of necessity and shall be subject to an easement of support and necessity in favor of all other Units and the Common Elements. (b) Utility and Other Services; Drainage. Easements are reserved under, through and over the Condominium Property as may be required from time to time for utility and other services and drainage in order to serve the Condominium. Each Unit shall have an easement to install and maintain air conditioning equipment for said Unit on such portion of the Common Elements as may be directed by the Developer or the Board and on such conditions regarding installation and maintenance as the Developer or the Board may impose. A Unit Owner shall do nothing within or outside his Unit that interferes with or impairs, or may interfere with or impair, the provision of such utility or other services or drainage facilities or the use of these easements. The Board or its designee shall have a right of access to each Unit to inspect same, to maintain, repair or replace the pipes, wires, ducts, vents, cables, conduits and other utility, service and drainage facilities, and Common Elements contained in the Unit or elsewhere in the Condominium Property, and to remove any improvements interfering with or impairing such facilities or easements herein reserved provided such right of access, except in the event of an emergency, shall not unreasonably interfere with the Unit Owner's permitted use of the Unit, and except in the event of an emergency, entry shall be made on not less than one (1) days' notice. (c) Encroachments. If (a) any portion of the Common Elements encroaches upon any Unit; (b) any Unit encroaches upon any other Unit or upon any portion of the Common Elements; or (c) any encroachment shall hereafter occur as a result of (i) construction of the Improvements; (ii) settling or shifting of the Improvements; (iii) any alteration or repair to the Common Elements made by or with the consent of the Association or (iv) any repair or restoration of the improvements (or any portion thereof) or any Unit after damage by fire or other casualty, or any taking by condemnation or eminent domain proceedings of all or any portion of any Unit or the Common Elements, then, in such event, a valid easement shall exist for such encroachment and for the maintenance of the same so long as the Improvements shall stand (d) Ingress and Egress. A non-exclusive easement in favor of each Unit Owner, their employees, guests and invitees, shall exist for traffic over, through and across sidewalks, streets, paths, walks, and other portions of the Common Elements as from time to time may be intended and designated for such purposes and uses; and for vehicular and pedestrian traffic over, through and across such portions of the Common Elements as from time to time may be paved and intended for such purposes. None of the easements specified in this subparagraph (d) shall be encumbered by any leasehold or lien other than (i) those on the Condominium Parcels and (ii) the Mortgage on the land described in the Consent of Mortgagee attached hereto. Any lien encumbering such easements shall automatically be subordinate to the rights of Unit Owners with respect to such easements. (e) Construction; Maintenance, For so long as Developer owns any Unit in the Condominium, the Developer (including its designees, contractors, successors and assigns) shall have the right, in its sole discretion from time to time, to enter the Condominium Property and take all other action necessary or convenient for the purpose of completing the construction thereof, or any part thereof, or any Improvements or Units located or to be located thereon, and for repair, replacement and maintenance purposes where the Association fails to do so, provided such activity does not prevent or unreasonably interfere for an unreasonable length of time with the use or enjoyment by the Unit Owners of the Condominium Property. Unit Owners shall have an easement over the Common Elements for the purpose of effecting any 3 Book28550/Page4837 CFN#20130235629 Page 3 of 56 improvements to their Units, provided that (i) the Unit Owner shall have obtained all required consents to such improvement from the Association and applicable governmental authorities and (ii) such activity does not prevent or unreasonably interfere for an unreasonable time with the use or enjoyment by the other Unit Owners of the Condominium Property (f) Additional Easements. The Developer (so long as it owns any Units) and the Association, on their behalf and on behalf of all Unit Owners (each of whom hereby appoints the Developer and the Association as their attorney -in -fact for this purpose), each shall have the right to grant such additional electric, gas or other utility or service easements, or relocate any existing utility, or service easements or drainage facilities, in any portion of the Condominium Property, and to grant access easements or relocate any existing access easements in any portion of the Condominium Property, as the Developer or the Association shall deem necessary or desirable for the proper operation and maintenance of the Improvements, or any portion thereof, or for the general health or welfare of the Unit Owners, or for the purpose of carrying out any provisions of this Declaration, provided that such easements or the relocation of existing easements will not prevent or unreasonably interfere with the reasonable use of the Units for commercial purposes. 3.5 Limited Common Elements: The following shall be deemed Limited Common Elements appurtenant to the Unit to which such Limited Common Element shall be assigned by the Developer (a) Any parking spaces assigned by the Developer for the exclusive use of a Unit or shown as a Limited Common Element appurtenant to a specific unit on Exhibit "3"; (b) Any air conditioning and/or heating equipment serving a Unit; (c) Such other areas as may be described as Limited Common Elements on Exhibit "3". 4. Restraint Upon Separation and Partition of Common Elements. The undivided share in the Common Elements and Common Surplus which is appurtenant to a Unit, and the exclusive right to use all appurtenant Limited Common Elements, shall not be separated therefrom and shall pass with the title to the Unit, whether or not separately described. The appurtenant share in the Common Elements and Common Surplus, and the exclusive right to use all Limited Common Elements appurtenant to a Unit cannot be conveyed or encumbered except together with the Unit; provided that nothing herein shall limit the right of a Unit Owner to convey or assign the Limited Common Elements appurtenant to a Unit to another Unit, whether the same be owned by the same Unit Owner or another Unit Owner, but such right cannot be assigned to a Person who does not own a Unit. The respective shares in the Common Elements appurtenant to Units shall remain undivided, and no action for partition of the Common Elements, the Condominium Property, or any part thereof, shall lie, except as provided herein with respect to termination of the Condominium. 5. Ownership of Common Elements and Common Surplus and Share of Common Expenses: Voting Rights. 5.1 Percentage Ownership and Shares. The undivided percentage interest in the Common Elements and Common Surplus, and the percentage share of the Common Expenses, appurtenant to each Unit, is set forth in Exhibit "2" annexed hereto. 5.2 Voting Interest. Each Unit shall be entitled to one vote. The Owner of such Unit shall cast its votes in accordance with the provisions of the respective By -Laws and Articles of Incorporation of the Association, which, among other matters, provide that the votes of a Unit may not be split. Each Unit Owner shall be a member of the Association. 6. Amendments. Except as elsewhere provided herein, amendments may be effected as follows: 6.1 By the Association. Notice of the subject matter of a proposed amendment shall be included in the notice of any meeting at which a proposed amendments is to be considered_ A resolution for the adoption of a proposed amendment may be proposed either by a majority of the members of the entire Board or by not less than one-half (1/2) of the Voting Interests of the Association. Directors and members not present in person or by proxy at the meeting considering the amendment may express their approval in writing, provided that such approval is delivered to the secretary at or prior to the meeting. Except as elsewhere provided, approvals must be by affirmative vote of Unit Owners owning not less than a majority of the Voting Interests. Unit Owner seeking to amend the Declaration for the purpose of combining or subdividing Units must (i) propose an amendment that distributes the percentage shares of Common Expenses, Common Elements and Common Surplus, and the Voting Rights of the old Unit(s), among the newly created Unit(s) (ii) obtain the approval of the Board as provided in Section 9.1 hereof if Common Elements will be altered thereby and (iii) the approval of a majority of the Voting Interest as required hereunder; provided however that the Unit Owners agree to grant such consent if the Unit Owner seeking to combine or subdivide Units complies with the 4 Book28550/Page4838 CFN#20130235629 Page 4 of 56 requirements of clause (i) and where applicable, clause (ii). If by reason of the combination of two or more Units, Common Elements are incorporated into the combined Units, said Common Elements shall constitute a part of the new Unit and the other Unit Owners shall be deemed to have conveyed their undivided interest in such Common Elements to the owner of the combined Unit. If by reason of the subdivision of a Unit, portions thereof are rendered common areas, such as hallways, then the same shall become Common Elements of the Condominium and title to such areas shall be deemed to have been conveyed to all Unit Owners in accordance with their undivided interest in the Common Elements. 6.2 By the Developer. The Developer, during the time it is in control of the Board, may amend the Declaration, the Articles of Incorporation or the Bylaws of the Association to correct an omission or error, or effect any other amendment, except that this procedure for amendment cannot be used if such an amendment would, in the reasonable opinion of the Developer, materially and adversely affect substantial property rights of Unit Owners, unless the affected Unit Owners consent in writing. The execution and recording of any amendment by the Developer pursuant hereto shall be conclusive evidence that the amendment does not materially and adversely affect substantial property rights of Unit Owners who did not join in or consent to such execution, and any such amendment shall be effective as provided below unless subsequently rescinded. The Developer expressly reserves the right to amend this Declaration, whether or not the Developer is in control of the Board at such time, for the following purposes: (i) to combine or subdivide Units owned by the Developer, and to distribute, in such manner as Developer deems appropriate, the percentage shares of Common Expenses, Common Elements and Common Surplus, and the Voting Rights of the old Unit(s), among the newly created Unit(s); and (ii) to designate portions of the Common Elements as "Limited Common Elements". If by reason of the combination of two or more Units, Common Elements are incorporated into the combined Units, said Common Elements shall constitute a part of the new Unit and the other Unit Owners shall be deemed to have conveyed their undivided interest in such Common Elements to the owner of the combined Unit. If by reason of the subdivision of a Unit, portions thereof are rendered common areas, such as hallways, then the same shall become Common Elements of the Condominium and title to such areas shall be deemed to have been conveyed to all Unit Owners in accordance with their undivided interest in the Common Elements 6.3 Execution and Recording. An amendment, other than amendments made by the Developer alone pursuant to the Act or this Declaration, shall be evidenced by a certificate of the Association which shall include recording data identifying the Declaration and shall be executed in the form required for the execution of a deed. Amendments by the Developer must be evidenced in writing, but a certificate of the Association is not required. An amendment of the Declaration is effective when properly recorded in the public records of the County. 6.4 Proviso. Unless otherwise provided specifically to the contrary in this Declaration, no amendment shall change the configuration or size of any Unit in any material fashion, materially alter or modify the appurtenances to any Unit, or change the percentage by which the Owner of a Unit shares the Common Expenses and owns the Common Elements and Common Surplus, unless the record Owner(s) thereof, and all record owners of the mortgages or other liens thereon, shall join in the execution of the amendment. No amendment maybe adopted which would eliminate, modify, prejudice, abridge or otherwise adversely affect any rights, benefits, privileges or priorities granted or reserved to the Developer or mortgagees of Units without the consent of said Developer and mortgagees in each instance; nor shall an amendment make any change in the section hereof entitled "Insurance", "Reconstruction or Repair after Casualty", or "Condemnation" unless all Institutional First Mortgagees whose mortgages are of record shall join in the Amendment. 7. Maintenance and Repairs. 7.1 Units and Limited Common Elements. All maintenance, repairs and replacements of, in or to any Unit and Limited Common Elements appurtenant thereto, whether structural or non-structural, ordinary or extraordinary, including, without Limitation, maintenance, repair and replacement of screens, windows, rolling doors, and all other doors within or affording access to a Unit, and the electrical, plumbing, mechanical, beating and air-conditioning equipment, fixtures and outlets, if any, within the Unit or the Limited Common Elements (other than the parking spaces) or belonging to the Unit Owner, shall be performed by the Owner of such Unit at the Unit Owner's sole cost and expense, except as otherwise expressly provided to the contrary herein. 7.2 Common Elements. Except to the extent (i) expressly provided to the contrary herein, or (ii) proceeds of insurance are made available therefor, all maintenance, repairs and replacements in or to the Common Elements and to any parking space whether or not designated as a Limited Common Element shall be performed by the Association and the cost and expense thereof shall be charged to all Unit Owners as a Common Expense, except to the extent arising from or necessitated by the negligence, misuse or neglect of specific Unit Owners, in which case such cost and expense shall be paid solely by such Unit Owners. 5 Book28550/Page4839 CFN#20130235629 Page 5 of 56 7.3 Specific Unit Owner Responsibility, The obligation to maintain and repair any (i) windows abutting a Unit; (ii) doors and rolling doors providing access to a Unit; (iii) approved installations on the roof above a Unit, including antennas or satellite dishes; (iv) any air conditioning unit and utility installations serving a Unit shall be the responsibility of the Unit Owners, individually, and,not the Association; and (v) all Limited Common Elements assigned to such Unit, without regard to whether such items are included within the boundaries of the Units, are Limited Common Elements or are Common Elements, 8, Additions, Alterations or Improvements by the Association. Whenever in the judgment of the Board, the Common Elements, or any part thereof, shall require capital additions, alterations or improvements (as distinguished from repairs and replacements) costing in excess of $5,000.00 in the aggregate over the reserved amount for such expenses in any calendar year, the Association may proceed with such additions, alterations or improvements only if the making of such additions, alterations or improvements shall have been approved by a majority of the Voting Interests. Any such additions, alterations or improvements to such Common Elements, or any part thereof, costing in the aggregate not more than $5,000.00 over the amount of the reserve for such items in a calendar year may be made by the Association without approval of the Unit Owners. The cost and expense of any such additions, alterations or improvements to such Common Elements shall constitute a part of the Common Expenses and shall be assessed to the Unit Owners as Common Expenses. 9. Additions, Alterations or Improvements by Unit Owners, Unit Owner may make alterations or improvements to the interior portions of a Unit without the consent of the Board of Directors or of other Unit Owners provided that (i) no load -bearing elements are adversely affected thereby and (ii) no Common Elements are adversely affected thereby. Prior to making any such interior alteration, the Unit Owner shall provide the Board with the plans and specifications for such alterations and evidence that the plans and specifications submitted to the Board have been approved by applicable building and zoning authorities. If the Board questions whether a proposed improvement adversely affects a load bearing element, the Board may, in its discretion, obtain the opinion of an engineer selected by the Association. The decision of such engineer shall be binding unless determined to be manifestly erroneous. The fees of such engineer shall be borne by the Unit Owner making the alteration. 9.1 Consent of the Board of Directors. No unit owner shall make any addition, alteration or improvement in or to the Common Elements (including such as form the exterior of his Unit, such as exterior walls, doors, windows or other apertures) or any Limited Common Element without the prior written consent of the Board. A Unit Owner seeking to combine two Units by removing the wall separating the Units and incorporating any intervening Common Elements shall provide to the Board the following: (a) The opinion of a licensed architect or engineer reasonably acceptable to the Board confirming that the proposed alterations (i) do not affect any load bearing elements of the Building; (ii) comply with applicable building and zoning requirements, including fire codes; and (iii) do not affect any commonly provided services for the Building, including without limitation, electric, air conditioning, telephone, cable and other utility services. (b) Evidence, in form satisfactory to the Board, that incorporating the adjoining Common Elements will not unreasonably interfere with services to be provided to other Unit Owners provided that no unreasonable interference shall be deemed to occur if the conduits for such services are relocated at the expense of the Unit Owner seeking approval. By way of example, if by reason of incorporating a hallway Common Element into the combined Units electrical conduits affecting another Unit are affected, the Common Element may be incorporated only if the electrical conduits are relocated at the expense of the combining Unit Owner. Notwithstanding anything to the contrary herein, a Common Element (i) providing access to a fire escape for Units other than the combined Units or (ii) functioning as a "chase", duct or conduit for utility and other services for Units other than the combined Units, may not be incorporated into the combined Units. (c) The consent of other Unit Owners shall not be required to combine Units unless the Unit Owners are seeking to amend the Declaration to permanently combine such Units, in which case the provisions of Section 6.1 hereof shall apply. Accordingly, where two or more Unit Owners combine their Units for purposes of leasing same (to one of the Unit Owners or to a third party), only the consent of the Board to the proposed alterations is required hereunder. Any Common Element incorporated into the combined Units with the consent of the Board as required hereunder, shall automatically become Limited Common Elements of the combined Units. (d) The Board shall grant its consent to such proposed alteration or improvement if: (i) the Unit Owner satisfies (a) and (b) hereof, and (ii) provides to the Board any additional information requested by the Board in writing within ten (10) days following the Board receipt of the Unit Owners' submission in satisfaction of (a) and (b), with such additional information to be in form reasonably satisfactory to the Board. 6 Book28550/Page4840 CFN#20130235629 Page 6 of 56 (e) The Board shall have the obligation to answer any written request by a Unit Owner for approval of such an addition, alteration or improvement within thirty (30) days after such request and all additional information requested is received, and the failure to do so within the stipulated time shall constitute the Board's consent. (f) Any approved additions, alterations and improvements by the Unit Owners shall be made in compliance with all laws, rules, ordinances and regulations of the governmental authorities having jurisdiction, and with any conditions imposed by the Association with respect to design, structural integrity, aesthetic appeal, construction details, lien protection or otherwise. (g) A Unit Owner making or causing to be made any such additions, alterations or improvements agrees, and shall be deemed to have agreed, for such Owner, and his heirs, personal representatives , successors and assigns, as appropriate, to bold the Association, and all other Unit Owners harmless from any liability or damage to the Condominium Property and expenses arising therefrom, and shall be solely responsible for the maintenance, repair and insurance thereof from and after the date of installation or construction thereof, or as may be otherwise required by the Association. (h) If the Board authorizes a change by the Unit Owner of the adjoining Common Elements or of a Limited Common Element, it cannot revoke said permissiod without the consent of such Unit Owner unless the Unit Owner fails to fulfill its obligations hereunder and such failure continues for more than 30 days after written notice from the Board to the Unit Owner. In such case, the Board may remove the Improvement made by the Unit Owner, or take such other corrective action as the Board may deem appropriate, at its sole discretion, and shall charge the Unit Owner for any costs and expenses incurred by the Association in connection therewith, as a Special Assessment, secured by a lien against the Unit as provided in this Declaration. 9.2 Additions, Alterations or Improvements by Developer. The foregoing restrictions of this Section 9 shall not apply to Developer -owned Units. The Developer shall have the right, without the consent or approval of the Board or other Unit Owners, to make alterations, additions or improvements, structural and non-structural, interior and exterior, ordinary and extraordinary, in, to and upon any Unit owned by it (including, without limitation, the removal or addition of walls, floors, ceilings and other structural portions of the Improvements) and in and to any Common Elements adjacent to, adjoining or serving such Units, including incorporating such Common Elements into the Developer -owned Units in which event the incorporated Common Elements shall automatically become Limited Common Elements of such Units; provided that Developer, at its expense, relocates any conduits or other installations providing services to other Units. Developer may, at its discretion, make any such combination or alteration without amending the Declaration, for purposes of permitting the leasing and use of the combined or subdivided Units without changing the legal ownership and configuration of the Units or may make any such combination or alteration by amendment to the Declaration in compliance with Section 10 below and Section 6.2 above. Without limiting the generality of Section 6.4 hereof, the provisions of this Section may not be added to, amended or deleted without the prior written consent of the Developer. 10. Chan2es in Developer -Owned Units. Without limiting the generality of the provisions of Section 9.2 above, the Developer shall have the right, without the vote or consent of the Board or Unit Owners, to (i) make alterations, additions or improvements in, to and upon Units owned by the Developer, whether structural or non-structural, interior or exterior, ordinary or extraordinary, (ii) change the size and/or number of Developer -owned Units by subdividing one or more Developer -owned Units into two or more separate Units, combining separate Developer -owned Units (including those resulting from such subdivision or otherwise) into one or more Units, or otherwise; and (iii) reapportion among the Developer -owned Units affected by such change in size or number pursuant to the preceding clause (ii) their appurtenant interest in the Common Elements and share of the Common Surplus and Common Expenses and Voting Interests; provided, however, that the percentage interest in the Common Expenses, Common Elements and Common Surplus and Voting Interests of any Units (other than Developer -owned Units) shall not be changed by reason thereof unless the Owners of such Units shall consent thereto and, provided, further, that Developer shall comply with all laws, ordinances, and regulations of all governmental authorities having jurisdiction in so doing. hi making the above alterations, additions and improvements, the Developer may relocate and alter Common Elements adjacent to, adjoining or serving such Units, and may incorporate any such Common Elements into the adjoining Units, in which event the incorporated Common Element shall become a part of the Unit and shall cease to be a Common Element. Any amendments to this Declaration required by actions taken pursuant to this Section 10 may be effected by the Developer alone as provided in Section 6.2. Without limiting the generality of Section 6.4 hereof, the provisions of this Sectionmay not be added to, amended or deleted without the prior written consent of the Developer. 11. Operation of -the Condominium by the Association; Powers and Duties. The Association shall be the entity responsible for the operation of the Condominium. The powers and duties of the Association shall include those set forth in the Articles of Incorporation and Bylaws of the Association (respectively, Exhibits "4" and "5" annexed hereto), as amended from time to time. In addition, the 7 Book28550/Page4841 CFN#20130235629 Page 7 of 56 Association shall have all the powers and duties set forth in the Act, as well as all powers and duties granted to or imposed upon it by this Declaration, including, without limitation: (a) The irrevocable right to have access to each Unit from time to time during reasonable hours as may be necessary for the maintenance, repair or replacement of any Common Elements therein, or at any time and by force, if necessary, for making emergency repairs therein necessary to prevent damage to the Common Elements or to any other Unit or Units, or to determine compliance with the terms and provisions of this Declaration, the exhibits annexed hereto, and the rules and regulations adopted pursuant to such documents, as the same may be amended from time to time. (b) The power to make and collect Assessments and other charges against Unit Owners and to IeasP, maintain, repair and replace the Common Elements. (c) The duty to maintain accounting records according to good accounting practices, which shall be open to inspection by Unit Owners or their authorized representatives at reasonable times. (d) The power to enter into contracts with others (whether or not affiliated with the Association or Developer), for a valuable consideration, for maintenance and management of the Condominium Property, and, in connection therewith, to delegate the powers and rights herein contained, including, without limitation, the making and collecting of Assessments and other charges against Unit Owners, and perfecting liens for non-payment thereof. (e) The power to borrow money, execute promissory notes and other evidences of indebtedness and to give as security therefor mortgages and security interests in property owned by the Association, provided that such actions are approved by a majority of (i) the entire membership of the Board of Directors and (ii) the Voting Interests represented at a meeting at which a quorum has been attained, or by such greater percentage of the Board or Unit Owners as may be specified in the By -Laws with respect of certain borrowing. (f) Subsequent to the recording of this Declaration, the Association, when authorized by a majority of the Voting Interests, shall have the power to acquire and enter into agreements for the acquisition of fee interests, leaseholds, membership, and other possessory or use interests in lands or facilities, whether or not contiguous to the lands of the Condominium, intended to provide for the use or benefit of the Unit Owners. The expenses of ownership (including the expense of making and carrying any mortgage related to such ownership), rental, operation, replacements and other expenses and undertakings in connection therewith shall be Common Expenses. (g) The power to adopt and amend rules and regulations covering the details of the operation and use of the Condominium Property. In the event of conflict between the powers and duties of the Association or otherwise, the Declaration shall take precedence over the Articles of Incorporation, By -Laws and applicable rules and regulations; the Articles of Incorporation shall lake precedence over the By -Laws and applicable rules and regulations; and the By -Laws shall take precedence over applicable rules and regulations, all as amended from time to time. 11.1 Limitation Upon Liability of Association. Notwithstanding the duty of the Association to maintain and repair parts of the Condominium Property, the Association shall not be liable to Unit Owners for injury or damage, other than for the cost of maintenance and repair, caused by any latent condition of the Condominium Property. 11.2 Restraint Upon Assignment of Shares in Assets. The share of a Unit Owner in the funds and assets of the Association cannot be assigned, hypothecated or transferred in any manner except as an appurtenance to his Unit. 11.3 Approval or Disapproval of Matters. Whenever the decision of a Unit Owner (including approval or disapproval of Voting Interests) is required upon any matter, whether or not the subject of an Association meeting, that decision shall be expressed by the same person who would cast the vote for that Unit if at an Association meeting, unless the joinder of record Owners is specifically required by this Declaration or by law. 11.4 Acts of the Association. Unless the approval or action of Unit Owners, and/or a certain specific percentage of the Board, is specifically required in this Declaration, the Articles of Incorporation or By -Laws of the Association, applicable rules and regulations or applicable law, all approvals or actions required or permitted to be given or taken by the Association shall be given or taken by the Board, without the consent of Unit Owners, and the Board may so approve the act through the proper officers of the Association without a specific resolution. When an approval or action of the Association is permitted to be given or taken hereunder or thereunder, such action or approval may be conditioned in any manner the 8 Book28550/Page4842 CFN#20130235629 Page 8 of 56 Association deems appropriate or the Association may refuse to take or give such action or approval without the necessity of establishing the reasonableness of such conditions or refusal. 12. Determination of Common Expenses and Fixing of Assessments Therefor. The Board shall from time to time, and at least annually, prepare a budget for the Condominium, determine the amount of assessments payable by the Unit Owners to meet the Common Expenses of the Condominium and allocate and assess such expenses among the Unit Owners in accordance with the provisions of this Declaration and the By - Laws. The Board shall advise all Unit Owners promptly in writing of the amount of the Assessment payable by each of them as determined by the Board as aforesaid and shall furnish copies of each budget, on which such assessments are based, to all Unit Owners and (if requested in writing) to their respective mortgagees. The Common Expenses shall include the expenses of the operation, maintenance, repair and replacement of the Common Elements, costs of carrying out the powers and duties of the Association and any other expenses designated as Common Expenses by the Act, this Declaration, the Articles of incorporation or By -Laws of the Association, applicable rules and regulations or by the Association. Any reserve funds or working capital contributions may be used as the Board shall determine from time to time and need not be restricted to replacements or otherwise. Any budget adopted shall be subject to change to cover actual expenses at any time. Any such change shall be adopted consistent with the provisions of the By -Laws. 13. Collection of Assessments. 13.1 Liability for Assessments. A Unit Owner, regardless of how title is acquired, including a purchaser at a judicial sale, shall be liable for all Assessments coming due while he is the Unit Owner. In a voluntary conveyance, the grantee shall be jointly and severally liable with the grantor for all unpaid Assessments levied against the grantor for his share of the Common Expenses up to the time of the conveyance, without prejudice to any right the grantee may have to recover from the grantor the amounts paid by the grantee. The liability for Assessments may not be avoided by waiver of the use or enjoyment of any Common Elements or by the abandonment of the Unit for which the Assessments are made or otherwise. 13.2 Default in Payment of Assessments for Common Expenses. Assessments and installments thereof not paid within ten (10) days from the date when they are due shall bear interest at the highest lawful rate from the due date until paid. The Association has a lien on each Condominium Parcel for any unpaid Assessments on such Parcel, with interest and for reasonable attomey's fees and costs incurred by the Association incident to the collection of the Assessment or enforcement of the lien. The lien is effective from and after recording a claim of lien in the Public Records of the County, stating the description of the Condominium Parcel, the name of the record owner, the amount due and the due dates. The lien is in effect until all sums secured by it have been fully paid or until barred by law. The claim of lien includes only Assessments which are due when the claim is recorded. A claim of lien shall be signed and acknowledged by an officer or agent of the Association. Upon payment, the person making the payment is entitled to a satisfaction of the lien. The Association may bring an action in its name to foreclose a lien for unpaid Assessments in the manner a mortgage of real property is foreclosed and may also bring an action at law to recover a money judgment for the unpaid Assessments without waiving any claim of lien. 13.3 Notice of Intention to Foreclose Lien. No foreclosure judgment may be entered until at least thirty (30) days after the Association gives written notice to the Unit Owner of its intention to foreclose its lien to collect the unpaid Assessments. if this notice is not given at least thirty (30) days before the foreclosure action is filed, and if the unpaid Assessments, including those coming due after the claim of lien is recorded, are paid before the entry of a final judgment of foreclosure, the Association shall not recover attorney's fees or costs. The notice must be given by delivery of a copy of it to the Unit Owner or by certified mail, return receipt requested, addressed to the Unit Owner. The address for the Unit shall be presumed to be the address for such Notice unless the Unit Owner shall have given a different address by written notice to the Association in accordance with Section 23.1, in which event notice to such address shall be sufficient. The notice requirements of this subsection are satisfied if the Unit Owner records a Notice of Contest of Lien as provided in the Act. 13.4 Appointment of Receiver to Collect Rental. If the Unit Owner remains in possession of the Unit and the claim of lien is foreclosed, the Court in its discretion may require the Unit Owner to pay a reasonable rental for the Unit and the Association is entitled to the appointment of a receiver to collect the rent. 13.5 Institutional First Morteaeee. In the event an Institutional First Mortgagee shall obtain title to the Unit as a result of foreclosure of its mortgage, or as a result of a deed given in lieu of foreclosure, such Institutional First Mortgagee, its successors and assigns, shall not be liable for the share of Common Expenses or Assessments or other charges imposed by the Association pertaining to such Condominium Parcel or chargeable to the former Unit Owner of such Condominium Parcel which became due prior to acquisition of title as a result of the foreclosure or the acceptance of such dei 1 in lieu, except (i) within the limits set forth in Section 718.116(1)(b) of the Act or (ii) if such share is secured by a claim of lien that is recorded prior to the recording of the foreclosed mortgage. Any unpaid share of Common Expenses or 9 Book28550/Page4843 CFN#20130235629 Page 9 of 56 Assessments or other charges shall be deemed to be Common Expenses collectible from all of the Unit Owners, including such acquirer, and such acquirer's successors and assigns. 13.6 Developer's Liability for Assessments. For the period commencing with the closing of the sale of the first Unit occurs and terminating on the last day of the third full month after recording of the Declaration (the "Guaranty Period"), the Developer guarantees that the monthly Assessment for the Unit Owners shall not exceed the amount for each Unit as set forth in the initial budget for the Association included in the Condominium Documents. The Developer agrees to pay the portion of the Common Expenses during the Guaranty Period which exceed the amount assessed against Unit Owners. In consideration of said guaranty, the Developer shall be excused from paying monthly Assessments for Units which it owns during the Guaranty Period. After the initial stated period, the Developer may, from time to time, and at any time, in its sole discretion, extend the Guaranty Period for one or more additional three (3) month periods by instrument in writing delivered to the Association. 13.7. Possession of Unit. Any person who acquires an interest in a Unit, except Institutional First Mortgagees through foreclosure of a first mortgage of record (or dreii in lieu thereof), including, without limitation, persons acquiring title by operation of law, shall not be entitled to occupancy of the Unit or enjoyment of the Common Elements until such time as all unpaid Assessments and other charges due and owing by the former Owner, if any, have been paid. 13.8 Certificate of Unpaid Assessments. Any Unit Owner has the right to require from the Association a certificate showing the amount of unpaid Assessments against him with respect to his Unit. 14. Insurance. Insurance covering portions of the Condominium Property shall be governed by the following provisions: 14.1 Purchase, Custody and Payment. (a) Purchase. All insurance policies described herein covering portions of the Condominium Property shall be purchased by the Association and shall be issued by an insurance company authorized to do business in Florida. (b) Approval. Each insurance policy, the agency and company issuing the policy and the Insurance Trustee (if appointed) hereinafter described shall he subject to the approval of the Primary Institutional First Mortgagee in the first instance. (c) Named Insured. The named insured shall be the Association, individually, and as agent for the Owners of Units covered by the policy, without naming them, and as agent for their mortgagees, without naming them. The Unit Owners and their mortgagees shall be additional insured_ (d) Custody of Policies and Payment of Proceeds. All policies shall provide that payments for losses made by the insurer shall be paid to the Insurance Trustee (if appointed), and all policies and endorsements thereto shall be deposited with the Insurance Trustee (if appointed). (e) Copies to Mortgagees. One copy of each insurance policy, or a certificate evidencing such policy, and all endorsements thereto, shall be furnished by the Association upon request to each Institutional First Mortgagee who holds a mortgage upon a Unit covered by the policy. Copies or certificates shall be furnished not less than ten (10) days prior to the expiration of each preceding policy that is being renewed or replaced, as appropriate. (f) Personal Property and Liability. Unit Owners shall obtain insurance coverage at their own expense covering all personal property within the Unit which is not covered by the Association Insurance and which constitute fixtures and other permanent or semi -permanent installations within the Unit. Such insurance shall be in an amount that will cover the replacement cost of such fixtures and installation. Unit Owners shall also obtain liability insurance of not Tess than $1 million per person per occurrence, and shall name the Association as an additional insured thereon. Unit Owners may insure their other personal property at their own discretion upon the property lying within the boundaries of their Unit, including, but no limited to, their personal property, and for their personal liability and for any other risks. 14.2 Coverage. The Association shall maintain insurance covering the following: (a) Casualty. The Building (including all fixtures, installation or additions comprising that part of the Building within the boundaries of the Units initially installed, or replacements thereof, in accordance with their condition as of the date such insurance is obtained, but excluding all fumiture, furnishings, inventory, supplies or other personal property owned, supplied or installed by Unit Owners or tenants of Unit Owners) and all Improvements located on the Common Elements from time to time, together with all service machinery contained therein (collectively the "insured Property"), shall be insured in an 10 Book28550/Page4844 CFN#20130235629 Page 10 of 56 amount not less than 100% of the full insurable replacement value thereof, excluding foundation and excavation costs. Such policies may contain reasonable deductible provisions as determined by the Board. Such coverage shall afford protection against: (i) extended coverage endorsement; and Loss or Damaee by Fire and Other Hazards covered by a standard (ii) Such Other Risks as from time to time are customarily covered with respect to building and improvements similar to the Insured Property in construction, location and use, including, but not limited to, vandalism and malicious mischief. (b) Liability. Comprehensive general public liability insurance covering loss or damage resulting from accidents or occurrences on or about or in connection with the Insured Property or adjoining driveways and walkways, or any work, matters or things relate to the Insured Property, with such coverage as shall be required by the Board of Directors of the Association, but with combined single limit liability of not less than $500,000.00 combined limits per person and $1,000,000 combined limits per occurrence, and with a cross liability endorsement to cover liabilities of the Unit Owners as a group to any Unit Owner, and vice versa. (c) Workmen's Compensation and other mandatory insurance, when applicable. (d) Flood Insurance, if required by the Primary Institutional First Mortgagee or if the Association so elects. (e) Fidelity Insurance covering all directors, officers and employees of the Association and managing agents who handle Association funds. (f) Such Other Insurance as the Board shall determine from time to time to be desirable. When appropriate and obtainable, each of the foregoing policies shall waive the insurer's right to: (i) subrogation against the Association and against the Unit Owners individually and as a group, (ii) the clause that reserves to the insurer the right to pay only a fraction of any loss in the event of co-insurance or if other insurance carriers have issued coverage upon the same risk and (iii) avoid liability for a loss that is caused by an act of the Board, or by a member of the Board or by one or more Unit Owners. 14.3 Additional Provisions. All policies of physical damage insurance shall provide that such policies may not be canceled or substantially modified without at least ten (10) days' prior written notice to all of the named insured, including all mortgagees of Units. Prior to obtaining any policy of casualty insurance or any renewal thereof, the Board shall obtain an appraisal from a fire insurance company, or other competent appraiser, of the full insurable replacement value of the Insured Property (exclusive of foundations), without deduction for depreciation, for the purpose of determining the amount of insurance to be effected pursuant to this Section. 14.4 Premiums. Preminm.s upon insurance policies purchased by the Association shall be paid by the Association as a Common Expense, except that the amount of increase in the premium occasioned by misuse, occupancy or abandonment of any one or more Units or their appurtenance or of the Common Elements by particular Unit Owners shall be assessed against and paid by such Owners. Premii'ms may be financed in such manner as the Board deems appropriate. 14.5 Insurance Trustee; Share of Proceeds. All insurance policies obtained by the Association shall be for the benefit of the Association, the Unit Owners and their mortgagees, as their respective interest may appear, and shall provide that all proceeds covering property losses shall be paid to the Insurance Trustee which may be designated by the Board and which, if so appointed, shall be a bank, or trust company in Florida with trust powers, with its principal place of business in the County. The Insurance Trustee (if appointed) shall not be liable for payment of premiums, nor for the renewal of the sufficiency of policies, nor for the failure to collect any insurance proceeds. The duty of the Insurance Trustee (if appointed) shall be to receive such proceeds as are paid and to hold the same in trust for the purposes elsewhere stated herein, and for the benefit of the Unit Owners and their respective mortgagees in the following shares, but which shares need not be set forth on the records of the Insurance Trustee: (a) Insured Property. Proceeds on account of damage to the Insured Property which is a Common Element shall be held in undivided shares for each Unit Owner, such shares being the same as the undivided shares in the Common Elements appurtenant to each Unit, provided that if the Insured Property so damaged includes Property Tying within the boundaries of specific Units, that portion of the proceeds allocable to such property shall be held as if that portion of the Insured Property were Optional Property as described in paragraph (b) below. 11 Book28550/Page4845 CFN#20130235629 Page 11 of 56 (b) Optional Property. Proceeds on account of damage solely to Units and/or certain portions or all of the contents thereof not included in the Insured Property (all as determined by the Association in its sole discretion) (collectively the "Optional Property"), if any which is collected by reason of optional insurance which the Association elects to carry thereon (as contemplated herein), shall be held for the benefit of Owners of Units or other portions of the Optional Property damaged in proportion to the cost of repairing the damage suffered by each such affected Owner, which cost and allocation shall be determined in the sole discretion of the Association. (c) Mortgagees. No mortgagee shall have any right to determine or participate in the determination as to whether or not any damaged property shall be reconstructed or repaired, and no mortgagee shall have any right to apply or have applied to the reduction of a mortgage debt any insurance proce,eiis, except for actual distributions thereof made to the Unit Owner and mortgagee pursuant to the provisions of this Declaration. 14.6 Distribution of Proceeds. Proceeds of insurance policies received by the Insurance Trustee (if appointed) shall be distributed to or for the benefit of the beneficial owners thereof in the following mariner. (a) Expenses of the Trust. All expenses of the Insurance Trustee (if appointed) shall be fast paid or provision shall be made therefor. (b) Reconstruction of Repair. If the damaged property for which the proceeds are paid is to be repaired or reconstructed, the remaining proceeds shall be paid to defray the cost thereof as elsewhere provided herein. Any proceeds remaining after defraying such costs shall be distributed to the beneficial owners thereof, remittances to Unit Owners and their mortgagees being payable jointly to them. (c) Failure to Reconstruct or Repair. If it is determined in the manner elsewhere provided that the damaged property for which the procetais are paid shall not be reconstructed or repaired, the remaining proceeds shall be allocated among the beneficial owners as provided in Section 14.5 above; and with respect to any Unit subject to a mortgage, shall be distributed first to the Institutional First Mortgagees of each such Unit until its mortgage is paid off, and the balance, if any, to the Unit Owner. (d) Certificate. In making distributions to Owners and their mortgagees, the Insurance Trustee (if appointed) may rely upon a certificate of the Association made by its President and Secretary as to the names of the Owners and their mortgagees and their respective shares of the distribution. 14.7 Association as Agent. The Association is hereby irrevocably appointed as agent and attomey-in-fact for each Owner and for each owner of a mortgage or other lien upon a Unit and for each owner of any other interest in the Condominium Property or in the Common Areas to adjust all claims arising under insurance policies purchased by the Association and to execute and deliver releases upon the payment of claims. 14.8 Unit Owners Personal Coverage. Unless the Association elects otherwise, the insurance purchased by the Association shall not cover claims against an Owner due to accidents occurring within his Unit, nor casualty or theft loss to the contents of an Owner's Unit. It shall be the obligation of the individual Unit Owner, if such Owner so desires, to purchase and pay for insurance as to all such other risks not covered by insurance carried by the Association. 14.9 Benefit of Mortgagees. Certain provisions in this Section 14 entitled "Insurance" are for the benefit of mortgagees of Units and may be enforced by such Mortgagees. 14.10 Insurance Trustee. The Board of Directors of the Association shall have the option, in its discretion, of appointing an Insurance Trustee hereunder. If the Association fails or elects not to appoint such Trustee, the Association will perform directly all obligations imposed upon such Trustee by this Declaration. 15. Reconstruction or Repair After Fire or Other Casualty. 15.1 Determination to Reconstruct or Repair. In the event of damage to or destruction of the Insured Property (and the Optional Property, if insurance has been obtained by the Association with respect thereto) as a result of fire or other casualty, then, the Board of Directors shall arrange for the prompt repair and restoration of the Insured Property (and the Optional Property, if insurance has been obtained by the Association with respect thereto) and the Insurance Trustee (if appointed) shall disburse the proceeds for all insurance policies to the contractors engaged in such repair and restoration in appropriate progress payments unless (i) Unit Owners of all damaged Units and their mortgagee and (ii) Unit Owners owning 67% or more of the applicable interests in the Common Elements including the affected Unit Owners described in clause (i), 12 Book28550/Page4846 CFN#20130235629 Page 12 of 56 elect not 10 proceed with repairs or restoration and the Primary Institutional First Mortgagee approves such election. If Unit Owners elect not to proceed with repair and restoration as aforesaid, then: (i) if Unit Owners elect to terminate the Condominium pursuant to Section 20 hereof, the net proceeds of insurance resulting from such damage or destruction shall be divided among all the Unit Owners in proportion to their respective interest in the Common Elements (with respect to proceeds held for damage to the Insured Property other than that portion of the Insured Property lying within the boundaries of the Unit), or (ii) if the Unit Owners do not elect to terminate the Condominium then the provisions of Section 16.4 and 16.5 shall apply as if the casualty had been a taking by condemnation and the net insurance proceeds been the condemnation award. No payment shall be made to a Unit Owner under either (i) or (ii) above until there has been first paid off out of his share of such fund all mortgages and liens on his unit in the order or priority of such mortgages and liens. Wherever in this Section and Words "promptly repair" are used, it shall mean that repairs are to begin not more than sixty (60) days from the date the Insurance Trustee (if appointed) notifies the Board and the Unit Owners that such proceeds of insurance are insufficient to pay the estimated costs of such work. The Insurance Trustee (if appointed) may rely upon a certificate of the Association made by its President and Secretary to determine whether or not the damaged property is to be reconstructed or repaired. 15.2 Plans and Specifications. Any reconstruction or repair must be made such as will restore the Condominium Property (exclusive of (i) any personal property of the Unit Owner or its Tenant and (ii) any portion of the Condominium Property which is not Insured Property) to substantially the same condition as existed prior to the casualty or if not, then in accordance with the plans and specifications approved by the Board, and, if the damaged Property which is to be altered is the Building or the Optional Property, by Owners of not less than 67% of the Voting Interests, as well as the Owners of all Units and other portions of the Optional Property (and their respective mortgagees) the plans for which are to be altered. 15.3 Special Responsibility. If the damage is only to those parts of the Optional Property for which the responsibility of maintenance and repair is that of the respective Unit Owners, then the Unit Owners shall be responsible for all necessary reconstruction and repair (unless insurance proceeds are held by the Association with respect thereto by reason of the purchase of optional insurance thereon, in which case, the Association shall have the responsibility to reconstruct and repair the damaged Optional Property, provided the respective Unit Owners shall be individually responsible for any amount by which the cost of such repair or reconstruction exceeds the insurance proceeds held for such repair or reconstruction on a Unit by Unit basis, as determined in the sole discretion of the Association). In all other instances, the responsibility for all necessary reconstruction and repair shall be that of the Association. 15.4 Estimate of Costs. Immediately after a determination is made to rebuild or repair damage to property for which the Association has the responsibility of reconstruction and repair, the Association shall obtain reliable and detailed estimates of the cost to rebuild or repair. 15.5 Assessments. If the proceeds of the insurance are not sufficient to defray the estimated costs of reconstruction and repair to be effected by the Association, or if at any time during reconstruction and repair, or upon completion of reconstruction and repair, the funds for the payment of the costs of reconstruction and repair are insufficient, Assessments shall be made against the Unit Owners in sufficient amounts to provide funds for the payment of such costs. Such Assessments on account of damage to the Insured Property shall be in proportion to all of the Owners' respective shares in the Common Elements, and on account of damage to the Optional Property, in proportion to the cost or repairing the damage suffered by each Owner thereof, as determined by the Association. 15.6 Construction Funds. The funds for payment of the costs of reconstruction and repair, which shall consist of proceeds of insurance held by the Insurance Trustee (if appointed) and funds collected by the Association from Assessments against Unit Owners, shall be disbursed in payment of such costs in the following manner: (a) Association. If the total Assessments made by the Association in order to provide funds for payment of the costs of reconstruction and repair which are the responsibility of the Association are more than $100,000.00, then the sums paid upon such Assessments shall be deposited by the Association with the Insurance Trustee (if appointed). In all other cases, the Association shall hold the sums paid upon such Assessments and disburse the same in payment of the costs of reconstruction and repair. (b) Disbursement. The proceeds of insurance collected on account of a casualty, and the sums collected from Unit Owners on account of such casualty, shall constitute a construction funds which shall be disbursed in payment of the costs of reconstruction and repair in the following manner and order: (i) Estimated Cost of Repair less than $100,000. If the amount of the estimated costs of reconstruction and repair which are the responsibility of the Association is less than $ 100,000.00, then the construction funds shall be disbursed in payment of such costs upon the order of the Board, provided, however, that upon request to the Insurance Trustee (if appointed) by an Institutional First 13 Book28550/Page4847 CFN#20130235629 Page 13 of 56 Mortgagee which is a beneficiary of an insurance policy, the proceeds of which are included in the construction fund, such fund shall be disbursed in the manner provided in clause (ii) below. (ii) Estimated Cost of Repair more than $100,000. If the amount of the estimated costs of reconstruction and repair which are the responsibility of the Association is more than $100,000.00, then the construction fund shall be disbursed in payment of such costs in the manner contemplated by subparagraph (i) above, but then only upon the further approval of an architect qualified to practice in Florida and employed by the Association to supervise the work (iii) Unit Owners. If there is a balance of insurance proceeds after payment of all costs of reconstruction and repair that are the responsibility of the Association, this balance may be used by the Association to effect repairs to the Optional Property (if not insured or if under -insured), or maybe distributed to Owners of the Optional Property who have the responsibility for reconstruction and repair thereof. The distribution shall be in the proportion that the estimated cost of reconstruction and repair of such damage to each affected Unit Owners bears to the total of such estimated costs to all affected Unit Owners, as determined by the Board; provided however, that no Unit Owner shall be paid an amount in excess of the estimated costs of repair for his portion of the Optional Property. All proceeds must be used to effect repairs to the Optional Property, and if insufficient to complete such repairs, the Owners shall pay the deficit with respect to their portion of the of the Optional Property and promptly effect the repairs. Any balance remaining after such repairs have been effected shall be distributed to the affected Unit Owners and their mortgagees jointly as elsewhere herein contemplated. (iv) Surplus. It shall be presumed that the first monies disbursed in payment of costs of reconstruction and repair shall be from insurance proceeds. If there is a balance in a construction fund after payment of all costs relating to the reconstruction and repair for which the fund is established, such balance shall be distributed to the beneficial owners of the fund as provided in Section 14.5(a) and 14.6(c); except, however, that part of a distribution to an Owner which is equal to or less than Assessments paid by such Owner into the construction fund shall not be made payable to any mortgagee. (v) Certificate. Notwithstanding the provisions herein, the Insurance Trustee (if appointed) shall not be required to determine whether or not sums paid by Unit Owners upon Assessments shall be deposited by the Association with the Insurance Trustee (if appointed), nor to determine whether the disbursements from the construction fund are to be made upon the order of the Association alone or upon the additional approval of an architect or otherwise, nor whether a disbursement is to be made from the construction fund, nor to determine whether surplus funds to be distributed are less than the Assessments paid by Owners, nor to determine the payees nor the amounts to be paid. The Insurance Trustee (if appointed) may rely upon a certificate of the Association, made by its President and Secretary, as to any or all of such matters and stating that the slims to be paid are due and properly payable, and stating the names of the payee and the amounts to be paid. 15.7 Benefit of Mortgagees. Certain mortgagees of Units and may be enforced by any of them. 16. Condemnation. ovrsl0 tion 15 are for the benefit of 16.1 Deposit of Awards with Insurance Trustee. The taking of portions of the Condominium Property by the exercise of the power of eminent domain shall be deemed to be a casualty, and the awards for that taking shall be deemed to be proceeds from insurance on account of the casualty and shall be deposited with the Insurance Trustee (if appointed). Even though the awards may be payable to Unit Owners, the Unit Owners shall deposit the awards with the Insurance Trustee (if appointed); and in the event of failure to do so, in the discretion of the Board of Directors of the Association, a special Assessment shall be made against a defaulting Unit Owner in the amount of his award, or the amount of that award shall be set off against the slims hereafter made payable to that Owner, 16.2 Determination Whether to Continue Condominium. Whether the Condominium will be continued after condemnation will be determined in the manner provided for determining whether damaged property will be reconstructed and repaired after casualty. For this purpose, the taking by eminent domain shall also be deemed to be a casualty. 16.3 Disbursement of Funds. If the Condominium is terminated after condemnation, the proceeds of the awards and special Assessments will be deemed to be insurance proceeds and shall be owned and distributed in the manner provided with respect to the ownership and distribution of insurance procegis if the Condominium is terminated after a casualty. If the Condominium is not terminated after condemnation, the size of the Condominium will be reduced and the property damaged by the taking will be made usable in the manner provided below. The proceeds of the awards and special Assessments shall be used for these purposes and shall be disbursed in the manner provided for disbursement of funds by the Insurance Trustee (if appointed) after a casualty or as elsewhere in this Section 16 specifically provided. 14 Book28550/Page4848 CFN#20130235629 Page 14 of 56 16.4 Unit Reduced but Usable. If the taking reduces the size of a Unit and the remaining portion of the Unit can be utilized for commercial purposes (in the sole opinion of the Association), the award for the taking of a portion of the Unit shall be used for the following purposes in the order stated and the following changes shall be made to the Condominium: (a) Restoration of Unit The Unit shall be usable for commercial purposes. If the cost of the restoration exceeds the amount of the award, the additional funds required shall be assessed against the Owner of the Unit. (b) Distribution of Surplus. The balance of the award in respect of the Unit, if any, shall be distributed to the Owner of the Unit and to each mortgagee of the Unit, the remittance being made payable jointly to the Owner and such mortgagees. (c) Adjustment of Shares in Common Elements. If the floor area of the Unit is reduced by the taking, the percentage representing the share in the Common Elements and of the Common Expenses and Common Surplus appurtenant to the Unit shall be reduced by multiplying the percentage of the applicable Unit prior to reduction by a fraction, the numerator of which shall be the area in square feet of the Unit after the taking and the denominator of which shall be the area in square feet of the Unit before the taking. The shares of all Unit Owners in the Common Elements, Common Expenses and Common Surplus shall then be restated as follows: (i) add the total of all percentages of all Units after reduction as aforesaid (the "Remaining Percentage Balance"); and (ii) divide each percentage for each Unit after reduction as aforesaid by the Remaining Percentage Balance. The result of such division for each Unit shall be the adjusted percentage for such Unit. 16.5 Unit Not Usable. If the taking is of the entire Unit or so reduces the size of a Unit that it cannot be utilized for commercial purposes (in the sole opinion of the Association), the award for the taking of the Unit shall be used for the following purposes in the order stated and the following changes shall be made to the Condominium: (a) Payment of Award. The awards shall be paid first to the applicable institutional First Mortgagees in amounts sufficient to pay off their mortgages in connection with each Unit which is not so usable for commercial purposes; second, to the Association for any due and unpaid Assessments; third, jointly to the affected Unit Owners and other mortgagees of their Units. In no event, shall the total of such distributions in respect of a specific Unit exceed the market value of such Unit immediately prior to the taking. The balance, if any, shall be applied to repairing and replacing the Common Elements. (b) Addition to Common Elements. The remaining portion of the Unit, if any, shall become part of the Common Elements and shall be placed on a condition allowing, to the extent possible, for use by all of the Unit Owners in the manner approved by the Board of Directors of the Association; provided that if the cost of the work therefor shall exceed the balance of the funds from the award for the taking, such work shall be approved in the manner elsewhere required for capital improvements to the Common Elements. (c) Adjustment of Shares. The shares in the Common Elements, Common Expenses and Common Surplus appurtenant to the Units that continue as part of the Condominium shall be adjusted to distribute the shares in the Common Elements, Common Expenses and Common Surplus among the reduced number of Unit Owners (and among reduced Units). This shall be effected by restating the shares of continuing Unit Owners as follows: (i) add the total of all percentages of all Units of continuing Owners prior to this adjustment, but after any adjustments made necessary by subsection 16.4(c) hereof (the "Percentage Balance"); and (ii) divide the percentage of each Unit of a continuing Owner prior to this adjustment, but after any adjustments made necessary by subsection 16.4(c) hereof, by the Percentage Balance. such Unit. The result of such division for each Unit shall be the adjusted percentage for 15 Book28550/Page4849 CFN#20130235629 Page 15 of 56 (d) Assessments. If the balance of the award (after payments to the Unit Owner and such Owner's mortgagees as above provided) for the taking is not sufficient to alter the remaining portion of the Unit for use as a part of the Common Elements, the additional funds required for such purposes shall be raised by Assessments against all of the Unit Owners who will continue as Owners of Units after the changes in the Condominium effected by the taking. The Assessments shall be made in proportion to the applicable percentage shares of those Owners after all adjustments to such shares effected pursuant hereto by reason of the taking. (e) Arbitration. If the market value of a Unit prior to the taking cannot be determined by agreement between the Unit Owner and the mortgagees of the Unit and the Association within thirty (30) days after notice of a dispute by any affected party, such value shall be determined by arbitration in accordance with the then existing rules of the American Arbitration Association, except that the arbitrators shall be two appraisers appointed by the American Arbitration Association who shall base their determination upon an average of their appraisals of the Unit. A judgment upon the decision rendered by the arbitrators may be entered in any court of competent jurisdiction in accordance with the Florida Arbitration Code. The cost of arbitration proceedings shall be assessed against all Unit Owners, including Owners who will not continue after the taking, in proportion to the applicable percentage shares of such Owners as they exist prior to the adjustments to such shares effected pursuant thereto by reason of the taking. 16.6 Takinw of Common Elements. Awards for the taking of Common Elerents shall be used to render the remaining portion of the Common Elements useable in the manner approved by the Board; provided, that if the cost of such work shall exceed the balance of the funds from the awards for the taking, the work shall be approved in the manner elsewhere required for capital improvements to the Common Elements. The balance of the awards for the taking of Common Elements, if any, shall be distributed to the Unit Owners in the shares in which they own the Common Elements after adjustment to these shares effected pursuant hereto by reason of the taking. If there is a mortgage on a Unit, the distribution shall be paid jointly to the Owner and the Mortgagees of the Unit. 16.7 Amendment of Declaration. The changes in Units, in the Common Elements and in the ownership of the Common Elements and share in the Common Expenses and Common Surplus that are effected by the taking shall be evidenced by an amendment to this Declaration of Condominium that is only required to be approved by, and executed upon the direction of, a majority of all members of the Board. 17. Occupancy and Use Restrictions. In order to provide for congenial use and occupancy of the Condominium Property and for the protection of the values of the Units, the use of the Condominium Property shall be restricted to and shall be in accordance with the following provisions: 17.1 Occupancy. Each Unit shall be used for any purpose permitted by applicable zoning codes and requirements, subject to the prohibitions set forth below. 17.2 Prohibited Uses, Units may only be used for uses permitted in the applicable zoning district Additionally, even if permitted under applicable zoning regulations, no Unit or part of a Unit may be used for any of the following uses: (a) funeral home or undertaking business; (b) storage or manufacture of explosives or other flammable or hazardous materials; (c) a business or use which creates strong, unusual or offensive odors, fumes, dust or vapors which is a public or private nuisance or which emits noise or sound which are objectionable to a person of reasonable judgment due to intermittence, beat, frequency, shrillness or loudness or which creates unusual or unreasonable risk of fire, explosion or other hazards or damage to property or injury to or death of one or more persons; (d) adult book or video stores; (e) any business requiring more than four (4) parking spaces per 1,000 square feet of space; and (f) schools, churches and day care/kindergarten facilities. The Owner of any Unit determined to be in violation hereof shall be liable for all attorneys fees and costs incurred by the Association in enforcing the restrictions herein contained. 17.3 Use of Common Elements. The Common Elements shall be used only for furnishing of the services and facilities for which they are reasonably suited and which are incident to the use and occupancy of Units. 17.4 No Improper Uses. No improper, offensive, hazardous or unlawful use shall be made of the Condominium Property or any part thereof, and all valid laws, zoning ordinances and regulations of all governmental bodies having jurisdiction thereover shall be observed. Violations of laws, orders, rules, regulations or requirement of any governmental agency having jurisdiction thereover, relating to any portion of the Condominium Property, shall be corrected by, and at the sole expense of, the party obligated to maintain or repair such portion of the Condominium Property, as elsewhere herein set forth. 17.5 Effect on Developer; Association. The restrictions and limitations set forth in this Section 17 shall not apply to the Developer or to Units owned by the Developer. The Association shall have the power (but not the obligation) to grant relief in particular circumstances from the provisions of specific restrictions contained in this Section 17 for good cause shown. 16 Book28550/Page4850 CFN#20130235629 Page 16 of 56 17.6 Suns. All signs must meet the requirements of all applicable building and zoning ordinances and other requirements and shall be ordered by Unit Owners from a signage company approved by the Association. The Developer reserves the right to assign space on any pylon or monument sign constituting a Common Element of the Condominium for the exclusive use of a Unit Owner, whereupon such space shall become a Limited Common Element of such Unit. The Developer may, at its option, charge a fee for the sole benefit of Developer in connection with any such assignment. The rights of Developer hereunder shall extend for the same period as that reserved to the Developer for assigning parking spaces and storage spaces in Section 3.4 hereof. Unit owners will be solely responsible for paying the sign company selected by Association for all costs associated with putting up their sign, including the applicable panel on the pylon sign or monument sign. 17.7 Other Restrictions. The following restrictions shall apply to the operation of the businesses in the Condominium: a. Such businesses shall comply with all zoning and private restrictions applicable to the Condominium, including any restrictions imposed as a condition of any building and zoning approvals. b. Such business shall comply with all requirements governing operations of the business set forth in the Rules and Regulations, as these may be amended from time to time. 18. Sale, Lease or Mortgaging of Units. The Unit Owners shall have the right to sell, lease or mortgage the Units without restrictions or rights of fast refusal, provided that the use of such Unit complies with the restrictions on use established in the Master Covenants. 19. Compliance and Default. Each Unit Owner and every occupant of a Unit and the Association shall be governed by and shall comply with the terms of this Declaration of Condominium and all exhibits annexed hereto, and the rules and regulations adopted pursuant to those documents, as the same may be amended from time to time. The Association (and Unit Owners, if appropriate) shall be entitled to the following relief in addition to the remedies provided by the Act: 19.1 Negligence. A Unit Owner shall be liable for the expense of any maintenance, repair or replacement made necessary by his negligence or by that of employees, agents or lessees, but only to the extent such expense is not met by the proceeds of insurance actually collected in respect of such negligence by the Association. 19.2 Compliance. In the event a Unit Owner or occupant fails to maintain a Unit or fails to cause such Unit to be maintained, or fails to observe and perform all of the provisions of the Declaration, the By -Laws, the Articles of Incorporation of the Association, applicable rules and regulations, or any other agreement, documents or instrument affecting the Condominium Property, in the manner required, the Association shall have the right to proceed in a court of equity to require performance and/or compliance, to impose any applicable fines, to sue in a court of law for damages, to suspend voting rights in Association matters or use rights in the Common Elements, to assess the Unit Owner and the Unit for the sums necessary to do whatever work is required to put the Unit Owner or Unit in compliance and to collect such Assessment and have a lien therefor as elsewhere provided. In addition, the Association shall have the right, for itself and its employees and agents, to enter the Unit and perform the necessary work to enforce compliance with the above provisions (by force, if necessary), without having committed a trespass or incurred any other liability to the Unit Owner. 19.3 Costs and Attorneys' Fees. In any proceeding arising because of an alleged failure of a Unit Owner or the Association to comply with the requirements of the Act, this Declaration, and exhibits annexed hereto, or the rules and regulations adopted pursuant to said documents, as the same maybe amended from time to time, the prevailing party shall be entitled to recover the costs of the proceeding and such reasonable attorneys' fees (including appellate attorneys' fees) as may be awarded by the Court. 19.4 No Waiver of Rights. The failure of the Association or any Unit Owner to enforce any covenant, restriction or other provision of the Act, this Declaration, the exhibits annexed hereto, or the rules and regulations adopted pursuant to said documents, as the same may be amended from time to time, shall not constitute a waiver of their right to do so thereafter. 20. Termination of Condominium. The Condominium shall continue until such time as withdrawal of the Condominium Property from the provisions of this Act is authorized by a vote of Unit Owners owning at least 70% of the Voting Interests (including Voting Interests held by the Developer), and by the Primary Institutional First Mortgagee. In the event such withdrawal is authorized as aforesaid, the Condominium Property shall be subject to an action for partition by any Unit Owner, mortgagee or lienor as if owned in common, in which event the net proceeds of sale shall be divided among all Unit Owners in 17 Book28550/Page4851 CFN#20130235629 Page 17 of 56 proportion to their respective interests in the Common Elements, provided, however, that no payment shall be made to a Unit Owner until there has first been paid off out of his share of such net proceeds all mortgages and liens on his Unit in the order of their priority. The termination of the Condomininm as aforesaid, shall be evidenced by a certificate of the Association executed by its President and Secretary, certifying as to the basis of the termination, and said certificates shall be recorded among the public records of the County. This Section may not be amended without the consent of(i) all Institutional First Mortgagees and (ii) the Developer so long as it owns any Unit. 21. Additional Rights of Institutional First Mortgagee. In addition to all other rights herein set forth, Institutional First Mortgagees shall have the right, upon written request to the Association, to: 21.1 Examine the Association's books; 21.2 Receive notice of Association meetings and attend such meetings; 21.3 Receive notice of an alleged default by any Unit Owner, for whom such Mortgage holds a mortgage, which is not cured within thirty (30) clays of notice of default to such Unit Owner; and 21.4 Receive notice of any substantial damage or loss to any portion of the Condominium Property. 22. Covenant Running with the Land. All provisions of this Declaration, the Articles, By -Laws and applicable rules and regulations of the Association shall, to the extent applicable and unless otherwise expressly herein or therein provided to the contrary, be perpetual and be construed to be covenants running with the Land and with every part thereof and interest therein, and all of the provisions hereof and thereof shall be binding upon and inure to the benefit of the Developer and subsequent owner(s) of the Land or any part thereof, or interest therein, and their respective heirs, personal representatives, successors and assigns, but the same are not intended to create nor shall they be construed as creating any rights in or for the benefit of the general public. All present and future Unit Owners, tenants and occupants of Units shall be subject to and shall comply with the provisions of this Declaration and such Articles, By -Laws and applicable rules and regulations as they may be amended from time to time. The acceptance of a deed or conveyance, or the entering into of a lea CP, or the entering into occupancy of any Unit, shall constitute an adoption and ratification of the provisions of this Declaration, and the Articles, By -Laws and applicable rules and regulations of the Association as they may be amended from time to time, by such Unit Owner, tenant or occupant. 23. Additional Provisions. 23.1 Notices. All notices to the Association required or desired hereunder or under the By - Laws of the Association shall be sent by certified mail (return receipt requested) to the Association c/o its office at the Condominium or to such other address as the Association may hereafter designate from time to time by notice in writing to all Unit Owners. Except as provided specifically in the Act, all notices to any Unit Owner shall be sent by first class mail to the Condominium address of such Unit Owner, or such other address as may have been designated by him from time to time, in writing, to the Association. All notices to mortgagees of Units shall be sent by first class mail to their respective addresses, or such other address, as may be designated by them from time to time, in writing to the Association. All notices shall be deemed to have been given when mailed in a postage prepaid sealed wrapper, except notices of a change of address, which shall be deemed to have been given when received, or five (5) business days after proper mailing, whichever shall first occur. 23.2 Interpretation. The provisions of this Declaration shall be presumed to supersede the Act wherever variances are permitted under the Act. The provisions of the Act as in effect at the time this Declaration is recorded are incorporated herein by this reference. Any changes to the Act following such date shall not affect the rights and obligations of the parties hereto unless (i) required by the amendment to the Act if such requirement is constitutional or (ii) such amendment adopted by the majority of the Voting Interest in an Amendment to this Declaration. The Board shall be responsible for interpreting the provisions hereof and of any of the Exhibits attached hereto. Such interpretation shall be binding upon all parties unless wholly unreasonable. An opinion of counsel that any interpretation adopted by the Association is not unreasonable shall conclusively establish the validity of such interpretation. 23.3 Mortgagees. The Association shall not be responsible to any mortgagee or lienor of any Unit hereunder, and may assume the Unit is free of any such mortgages or liens, unless written notice of the existence of such mortgage or lien is received by the Association. 23.4 Exhibits. There is hereby incorporated in this Declaration anymaterials contained in the Exhibits annexed hereto which under the Act are required to be part of the Declaration. 18 Book28550/Page4852 CFN#20130235629 Page 18 of 56 23.5 Signature of President and Secretary. Wherever the signature of the President of the Association is required hereunder, the signature of a vice-president may be substituted therefor, and wherever the signature of the Secretary of the Association is required hereunder, the signature of an assistant secretary maybe substituted therefore, provided that the same person may not execute any single instrument on behalf of the Association in two separate capacities. 23.6 Governing Law. Should any dispute or litigation arise between any of the parties whose rights or duties are affected or determined by this Declaration, the Exhibits annexed hereto or applicable rules and regulations adopted pursuant to such documents, as the same may be amended from time to time, said dispute or litigation shall be governed by the laws of the State of Florida. 23.7 Severability. The invalidity in whole or in part of any covenant or restriction, or any section, subsection, sentence, clause, phrase or word, or other provision of this Declaration, the Exhibits annexed hereto, or applicable rules and regulations adopted pursuant to such documents, as the same may be amended from time to time, shall not affect the validity of the remaining portions thereof which shall -remain in full force and effect. 23.8 Waiver. No provisions contained in this Declaration shall be deemed to have been waived by reason of any failure to enforce the same, without regard to the number of violations or breaches which may occur. 23.9 Ratification. Each Unit Owner, by reason of having acquired ownership (whether by purchase, gift, operation of law or otherwise), and each occupant of a Unit, by reason of his occupancy, shall be deemed to have acknowledged and agreed that all of the provisions of this Declaration, and the Articles and By -Laws of the Association, and applicable rules and regulations, are fair and reasonable in all material respects. 23.10 Gender; Plurality. Wherever the context so permits, the singular shall include the plural, the plural shall include the singular, and the use of any gender shall be deemed to include all or no genders. 23.11 Captions. The captions herein and in the Exhibits annexed hereto are inserted only as a matter of convenience and for ease of reference and in no way define or limit the scope of the particular document or any provision thereof. 23.12 Indemnity of Developer. The Association agrees to indemnify and hold Developer harmless from and against any claims, suits, actions or causes of action or proceedings ("Claims") and any damages, judgments, attorneys fees, expert witness fees, investigation expenses and other costs of any nature incurred by Developer ("Indemaifiable Losses") arising from any Claim, or incurred in defending any Claim, which may be made against the Developer by reason of any injury or damage to person or property attributable to an occurrence on the Condominium Property. Additionally, the Association shall indemnify for any attorneys fees, expert fees or other costs incurred by Developer in enforcing the provisions of this Declaration, and for any damages suffered by Developer by reason of a breach of the provisions of this Declaration if the Developer prevails in any suit seeking such enforcement or damages. The costs and expenses of fulfilling this covenant of indemnification shall be Common Expenses. Notwithstanding the foregoing, the Association shall not be required to indemnify Developer against a Claim for breach of Developer's contractual, warranty or statutory obligations if the claimant prevails in such Claim. SIGNATURES ON THE FOLLOWING PAGE 19 Book28550/Page4853 CFN#20130235629 Page 19 of 56 DECLARATION OF CONDOMINIUM SIGNATURE PAGE IN WITNESS WHEREOF, the Developer has cause this Declaration to be duly executed and its corporate seal to be hereunto affixed this _2(p day of , 2013. Signed, sealed and delivered in our presence: N. e: r** Name: STATE OF Fto4dA) ): ss. COUNTY OF Lkiet m Docti) The foregoing instrument was acknowledged before me this 2k day of avr_k , 2013 by M)041,1 Uervas of Warehouse 380, I C, a Florida limited liability company, on behalf of the corpo anon. e is personally known to e or has produced as identification. Warehouse 380, LLC, a Florida limited liability company TARY PUBLIC, Sia P N e: My Commission Expires: Commission No.: MARIA V. CURRAIS Notary Public • Stale of Florida My Comm. Expires Apr 25,2014 54 commission DD 979484 Bonded Through Nalional Notary Assn. 20 Book28550/Page4854 CFN#20130235629 Page 20 of 56 CONSENT OF MORTGAGEE TotalBank, a Florida banking association, hereinafter called the "Mortgagee", the owner and holder of that certain mortgage recorded in Official Records Book 27948, Page 1167 of the Public Record.s of Miami Dade County, Florida, which mortgage encumbered the property more particularly described therein, consents to the making of the Declaration of Condanirtium, together with all of the Exhibits attached thereto, and the mortgagee agrees that the lien of said mortgage effects and encumbers that certainproperty described therein, shall hereafter be upon the following described property in Miami Dade County, Florida, to -wit All of the condominium units located in Warehouse 380 Condominium. Said condominium units being 2 units as described in the said Declaration of Condominium and Exhibits attached hereto, submitting to condominium ownership to the real property legally described on Exhibit 1 hereto. TOGETHER WITH all of the appurtenances thereto, including all of the undivided shares in the common elements. Signed,,a1ed and delivered in the ence of: A By: Namr Name: Title: STATE OF F. pri COUNTY OF M Ora The foregoing foregoing instrument was ackn Danici DO I, as personally known to me or has My Cotaftlikiiik2EtfulfeE8TATE OF FLORIDA Carla I. Garcia Commission # EE075089 Expires: APR. 10, 2015 1;.• BONDED TERI' CIANTIC BONDING CO., be 21 4 ; " it MP Mr N O TARY PUBLIC, S 2013 by e bank. He/ She is ification, Print Name: Commission No.: Book28550/Page4855 CFN#20130235629 Page 21 of 56 Exhibit "1" Leal Description for Condominium Lots 25 and 26, of BISCAYNE PARK according to the plat thereof as recorded in Plat Book 1, at Page 198, of the Public Records of Miami - Dade County, Florida. Less the following Parcel: The external area of a circular curve lying within Lot 25, "BISCAYNE PARK", according to the plat thereof as recorded in Plat Book 1, Page 198, of the Public Records of Miami - Dade County, Florida, said curve being concave to the Southwest, having a radius of 25.00 feet, a central angle of 92°05'44", and an arc distance of 40.18 feet, and being tangent to the North and East line of said Lot 25. 22 Book28550/Page4856 CFN#20130235629 Page 22 of 56 Exhibit "2" Unit Identification, Percentage Share of Common Elements & Common Surplus, and Percentage Share of Common Expenses 5972 3,909 51.34% 5974 3,705 48.66% TOTAL 7,614 100.00% 23 Book28550/Page4857 CFN#20130235629 Page 23 of 56 Exhibit "3" Survey and Plot Plan 24 Book28550/Page4858 CFN#20130235629 Page 24 of 56 C©USf.NS SURVEYORS & ASSOCIATES, INC. 3921 SW 47TH AVENUE, SUITE 1011 DAVIE, FLORIDA 33314 CERTIFICATE OF AUTHORIZATION : LB # 6448 PHONE (954) 689-7766 FAX (954) 689-7799 (PROJECT NUMBER : 6574-11 LAND DESCRIPTION LAND DESCRIPTION : LOTS 25 AND 26, "BISCAYNE PARK", ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 1, PAGE 198 OF THE PUBLIC RECORDS OF MIAMI/DADE COUNTY, FLORIDA. LESS: THE EXTERNAL AREA OF A CIRCULAR CURVE LYING WITHIN LOT 25, "BISCAYNE PARK", ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 1, PAGE 198 OF THE PUBLIC RECORDS OF MIAMI/DADE COUNTY, FLORIDA. SAID CURVE BEING CONCAVE TO THE SOUTHWEST HAVING A RADIUS OF 25.00 FEET, A CENTRAL ANGLE OF 92'05'44", AND AN ARC DISTANCE OF 40.18 FEET, AND BEING TANGENT TO THE NORTH AND EAST LINE OF SAID LOT 25. SAID LANDS SITUATE, LYING AND BEING IN MIAMI/DADE COUNTY, FLORIDA. REVISIONS DATE FB/PG DWN CKD 380 WAREHOUSE CONDOMINIUM • PROPERTY ADDRESS : 5972 & 5974 NE 4TH AVENUE EXHIBIT SHEET OF 25 Book28550/Page4859 CFN#20130235629 Page 25 of 56 COUSINS S URVEYORS & ASSOCIATES, INC 3921 SW 47TH AVENUE, SUITE 1011 DAVIE, FLORIDA 33314 CERTIFICATE OF AUTHORIZATION : LB # 6448 PHONE (954) 689-7766 FAX (954) 689-7799 • PROJECT NUMBER : 6574-11 BOUNDARY r- 0 o c, o o 20 0 20 GRAPHIC SCALE IN FEET LOT 24 NO ro,v53" 00.39' EST LINE LOT 26 ZV1 0 0 c --4 —4 X r- r- r- 0 ri 0 1.4 ty, WEST LINE LOT 2 0 01 > co 73 II IN.) II c; P - o 25.00' SZ 10111.111_1IA011 • 16.5' TELECOMMUNICATION EASEMENT —/ (ORB 26284, PG. 4511, ki/D.C.R.) FAST IINF I OT EAST LINE LOT 2 S02'05'44”W 74.51' (RAILROAD AVENUE —PLAT) NE 4TH AVENUE \\\\ 3.00,00.06N .Cm o m 0 C5 I ° —I 0— I 25.00' 3NMAIN30 133d1S H109 25.93' CENTERLINE c0 REVISIONS DATE FB/PG DWN CKD 380 WAREHOUSE CONDOMINIUM • • OPERTY : 72 & 5974 NE 4TH AVENUE EXHIBIT SHEET OF 26 Book28550/Page4860 CFN#20130235629 Page 26 of 56 COUSINS SURVEYORS & ASSOCIATES, INC. 3921 SW 47TH AVENUE, SUITE 1011 DAVIE, FLORIDA 33314 CERTIFICATE OF AUTHORIZATION : LB # 6448 PHONE (954) 689-7766 FAX (954) 689-7799 PROJECT NUMBER : 6574-11 PLOT PLAN 1 STORY CBS BUILDING P SIR 45.5 0 LOT 24 UNIT 5972 1 STORY CBS COMMERCIAL BUILDING FLOOR ELEVATION = 18.60' CEIUNG ELEVATION = 40.10' '4•-• 0.0' 0 METAL 9 x" __EEO CE 0 20 5' CONC CONC PLANTERS 0 CATCH BASIN . RIM ELEV=18.40' NO1'04'53"E —100.39' METAL FENCE x .2' CONCR 44.8' UNIT 5974 ALK L.C.E co 1 STORY CBS COMMERCIAL BUILDING FLOOR ELEVATION = 18.60' CEIUNG ELEVATION = 40.10' 57.6' • ASPHALT1 PA 1 0 "BISCAYN (P.B. 1, PG. GALL L.C.E. EMENT rc) z, 00 in o r- -0 0 01 P RK" /D.C.R.) GATE L.C.E. WAL 16.5, TELECOMMU slICATIO (ORB 26284, PG. 451 CONC PLANTERS 0 c r z EASEMENT m/o.c.FL) SOTO '44" 74.5 21' ASPHALT PAVEMENT 0 5CONC WALK RAILROAD AVENUE (PLAT) NE 4TH AVENUE CENTERLINE FLORIDA EAST COAST RAILWAY r- z CENTERLINE 20 GRAPHIC SCALE IN FEET 0 4' .00' 1N31'13AVd 11VHdSV , I Z P1 cn 0 P1 25.00' 133ellS NMOJ8 REVISIONS DATE FB/PG DWN CKD 380 WAREHOUSE CONDOMINIUM ROPERTY 972 & 5974 NE 4TH AVENUE (EXHIBIT (SHEET OF 27 Book28550/Page4861 CFN#20130235629 Page 27 of 56 COUSINS SURVEYORS & ASSOCIATES, INC. 3921 SW 47TH AVENUE, SUITE 1011 DAVIE, FLORIDA 33314 CERTIFICATE OF AUTHORIZATION : LB # 6448 PHONE (954) 689-7766 FAX (954) 689-7799 PROJECT NUMBER : 6574-11 UNIT BOUNDARY 0.7' 0.4' 45.1' UNIT 5972 1 STORY CBS COMMERCIAL BUILDING FLOOR ELEVATION 18.60' CEILING ELEVATION = 40.10' 28.8' 0 0.7' 10 r711 44.8' UNIT 5974 0 1 STORY CBS COMMERCIAL Co BUILDING 0 (71 FLOOR ELEVATION = 18.60' CEILING ELEVATION = 40.10' c-) 28.8' 16.3' " 16 0 0 16 0 -4 0 32 GRAPHIC SCALE IN FEET 16.4' 0.7' REVISIONS DATE FB/PG DWN CKD 380 WAREHOUSE CONDOMINIUM (PROPERTY 5972 & 5974 NE 40i AVENUE (EXHIBIT SHEET OF 28 Book28550/Page4862 CFN#20130235629 Page 28 of 56 COUSINS SURVEYORS & ASSOCIATES, INC. 3921 SW 47TH AVENUE, SUITE 1011 DAVIE, FLORIDA 33314 CERTIFICATE OF AUTHORIZATION : LB # 6448 PHONE (954) 689-7766 FAX (954) 689-7799 PROJECT NUMBER : 6574-11 UNIT BOUNDARY 0.7' 16 0.4' 45. AREA=3,909 SQ.FT. UNIT 5972 1 STORY CBS COMMERCIAL BUILDING FLOOR ELEVATION = 18.60' CEILING ELEVATION = 40.10' 28.8' 16. 0 16 32 GRAPHIC SCALE IN FEET 0.7' z z REVISIONS DATE FB/PG DWN CKD 380 WAREHOUSE CONDOMINIUM 'PROPERTY: 5972 NE 4TH AVENUE (EXHIBIT SHEET OF 29 Book28550/Page4863 CFN#20130235629 Page 29 of 56 COAS[WS SURVEYORS & ASSOCIATES, INC. syc, rw 47r* 4vcwus, SUITE 101/ DAVIE, FLORIDA 33314 CERTIFICATE or xmmomzAnow : ua # 6*48 p*nwc (yu*) 6x9-7766 FAX (954) 689-7799 PROJECT NUMBER : 6574-11 UNIT BOUNDARY m u7' UNIT 5974 � 1 STORY CBS COMMERCIAL rn BUILDING � rLoon cLcvArmw = 18.60' � cc|uws cLcvATmw = 40,10' r- �> m `o 32 GRAPHIC SCALE IN FEET xcwomws DWN CKD 380 WAREHOUSE CONDOMINIUM ^ ROPE"TY. 5974 NE 4TH AVENUE }0 Page 30of5O COUSINS SURVEYORS & ASSOCIATES, INC. 3921 SW 47TH AVENUE, SUITE 1011 DAVIE, FLORIDA 33314 CERTIFICATE OF AUTHORIZATION : LB # 6448 PHONE (954) 689-7766 FAX (954) 689-7799 PROJECT NUMBER : 6571-11 NOTES & LEGEND NOTES : 1. THIS SITE PLAN MEETS THE MINIMUM TECHNICAL STANDARDS OF RULE 5J-17 PURSUANT TO CHAPTER 472.02, FLORIDA STATUES FOR THE PROPERTY BOUNDARY AND CHAPTER 718, FLORIDA STATUES, FOR THE CONDOMINIUM SURVEY EXHIBITS. 2. ELEVATIONS ARE BASED ON N.G.V.D. (NATIONAL GEODETIC VERTICAL. DATUM 1929). 3. EACH CONDOMINIUM UNIT CONSIST OF THE SPACE BOUNDED BY THE VERTICAL PROJECTION OF THE INTERIOR FINISHED WALL, FINISHED FLOOR ELEVATION AS SHOWN AND THE FINISHED CEILING, BEING 21.5 FEET ABOVE THE FINISHED FLOOR AS DESCRIBED IN THE CONDOMINIUM DECLARATION. 4. ALL LAND, ALL PORTIONS OF THE BUILDING OR IMPROVEMENTS NOT LOCATED WITHIN THE BOUNDARIES OF A UNIT ARE PARTS OF THE COMMON ELEMENTS OR LIMITED COMMON ELEMENTS. 5. EXTERIOR WALLS, TO THE CONDOMINIUM, ARE 0.67' THICK FOR THE UNITS. 6. UNIT BOUNDARIES, COMMON ELEMENTS AND. LIMITED COMMON ELEMENTS ARE AS DESCRIBED IN THE CONDOMINIUM DECLARATION UNDER SECTION ----. 7. COLUMNS WITHIN THE CONDOMINIUM UNITS ARE PORTION OF THE COMMON AREA AND DESCRIBED IN THE CONDOMINIUM DECLARATION. 8. BEARINGS SHOWN HEREON ARE ASSUMED. NORTH LINE OF LOT 25 (P.B. 1, PG. 198, M/D.C.R.) SAID LINE BEARS: N90'00'00"E. 9. THESE PLANS AND DIMENSIONS HAVE BEEN COMPLIED FROM FIELD MEASUREMENT OBTAINED BY COUSINS SURVEYORS AND ASSOCIATES, INC. LEGEND: CBS CONCRETE BLOCK STRUCTURE CKD CONCRETE BY DWN DRAWN BY FB/PG FIELD BOOK AND PAGE ELEV. ELEVATOR T.R. TRASH ROOM BAL BALCONY LAUN. LAUNDRY ROOM ELEC. ELECTRICAL M.R. MAIL ROOM EQUIP. EQUIPMENT W/D WASHER/DRYER M/D.C.R. MIAMI/DADE COUNTY RECORDS R RADIUS CENTRAL ANGLE A ARC WH WATER HEATER WM WATER METER DC DROPPED CURB P.O.C. P.O.B. R/W FPL EL E.R. P O.R.B. L.C.E. C.E. TYP. FDOT POINT OF COMMENCEMENT POINT OF BEGINNING RIGHT OF WAY FLORIDA POWER & LIGHT SLAB VEHICULAR NON -ACCESS LINE ELEVATION ELEVATOR EQUIPMENT ROOM PATIO OFFICIAL RECORDS BOOK LIMITED COMMON ELEMENT COMMON ELEMENT TYPICAL FLORIDA DEPARTMENT OF TRANSPORTATION REVISIONS DATE FB/PG DWN CKD 380 WAREHOUSE CONDOMINIUM t PROPERTY ADDRESS : 972 & 5974 NE 4TH AVENUE ( EXHIBIT SHEET OF 31 Book28550/Page4865 C FN#20130235629 Page 31 of 56 COUSINS SURVEYORS & ASSOCIATES, INC. iA Iry 3921 SW 47TH AVENUE, SUITE 1011 DAVIE, FLORIDA 33314 CERTIFICATE OF AUTHORIZATION : LB # 6448 PHONE (954) 689-7766 FAX (954) 689-7799 PROJECT NUMBER : 6574-11 CERTIFICATION SURVEYOR'S CERTIFICATE : I HEREBY CERTIFY THAT THE SKETCH SHOWN HEREWITH REPRESENTS A SURVEY MADE UNDER MY DIRECTION AND TO BE TRUE AND ACCURATE TO THE BEST OF MY KNOWLEDGE AND BELIEF AND PREPARED IN ACCORDANCE WITH THE MINIMUM TECHNICAL STANDARDS AS SET FORTH IN FLORIDA ADMINISTRATIVE CODE, RULE 5J-17, PURSUANT TO CHAPTER 718.104 (e). THE CONSTRUCTION OF THE IMPROVEMENTS DESCRIBED ARE SUBSTANTIALLY COMPLETE SO THAT THE MATERIAL, CONSISTING OF SHEETS, TOGETHER WITH THE PROVISIONS OF THE DECLARATION OF CONDOMINIUM DESCRIBING THE CONDOMINIUM PROPERTY, IS AN ACCURATE REPRESENTATION OF THE LOCATION AND DIMENSIONS OF THE IMPROVEMENTS DESCRIBED AND THAT THERE CAN BE DETERMINED,,,,, THEREFROM THE IDENTIFICATION, LOCATION AND DIMENSIONS OF THE',fj ' ELEMENTS AND EACH UNIT, SUBJECT TO EASEMENTS OF RECORD,':1' FOR THE FIRM, BY: RICHARD E. COUSINS PROFESSIONAL SURVEYOR AND'MAPPE FLORIDA REGISTRATION NO. 4188'. DATE OF CERTIFICATION: 12/26)1.2 REVISIONS DATE FB/PG DWN CKD 380 WAREHOUSE CONDOMINIUM PROPERTY ADDRESS : 5972 & 5974 NE 4TH AVENUE EXHIBIT 4 SHEET OF 32 Book28550/Page4866 CFN#20130235629 Page 32 of 56 Exhibit "4" Articles of Incorporation for Association 33 Book28550/Page4867 CFN#20130235629 Page 33 of 56 Fax Audit No. H130000543963 ARTICLES OF INCORPORATION OF 380 WAREHOUSE CONDOMINIUM ASSOCIATION INC. (A Corporation Not For Profit) The undersigned, by these Articles, associate themselves for the purpose of forming a corporation not for profit under Chapter 617, Florida Statues, and certify as follows: ARTICLE 1 The name for the corporation shall be: 380 WAREHOUSE CONDOMINIUM ASSOCIATION INC. and, for convenience, shall be referred to in this instrument as the "Corporation". ARTICLE 2 The purpose for which the Corporation is organized is to provide an entity pursuant to The Condominium Act of the State of Florida, Chapter 718, Florida Statutes 2003 (the "Act"), for the operation of 380 WAREHOUSE CONDOMINIUM, hereinafter referred to as the "Condominium", located upon the following lands in Miami Dade County, Florida legally described on Exhibit "1" hereto. All terms used herein shall have the meanings ascribed to such terms in the Declaration of Condominium for the Condominium except as otherwise expressly otherwise defined herein. ARTICLE 3 The Corporation shall make no distribution of income to its members, directors or officers. THIS INSTRUMENT PREPARED BY: Maria Victoria Currais, Esq. Mural Wald Biondo & Moreno, P.A. 1200 Ponce de Leon Boulevard Coral Gables, Florida 33134 305 144-010I Fax Audit No. H130000543963 34 Book28550/Page4868 CFN#20130235629 Page 34 of 56 Fax Audit No. H130000543963 ARTICLE 4 The powers of the Corporation shall include and be governed by the following provisions: 1. The Corporation shall have all of the common law and statutory powers of a corporation not for profit not in conflict with the terms of these Articles. 2. The Corporation shall have all of the powers and duties set forth in the Act except as limited by these Articles and the Declaration of Condominium, and all of the powers and duties reasonably necessary to operate the Condominium pursuant to the Declaration, as it may be amended from time to time, including but not limited to the following: (a) To make and collect assessments against Owners of Units in the Condominium (the "Unit Owners") to defray the costs, expenses and losses of the Condominium (b) To use the proceeds of assessments in the exercise of its powers and duties. (c) To maintain, repair, replace and operate the Condominium Property as required by the Act and the Declaration. (d) To purchase insurance upon the Condominium property and insurance for the protection of the Corporation and the Unit Owners and otherwise as required pursuant to the Declaration. (e) To reconstruct improvements after casualty and to make further improvements of the Condominium Property as provided in the Declaration. (I) To make and amend reasonable regulations respecting the use of the Condominium Property. (g) To approve or disapprove the alteration and/or improvement of Units as may be provided by the Declaration and the By -Laws. (h) To enforce by legal means the provisions of the Condominium Act, the Declaration of Condominium, these Articles, the By -Laws of the Corporation and the Regulations for the use of the Condominium Property. (i) To contract for the management or operation of portions of the Condominium Property susceptible to separate management or operation, and to lease such portions. (j) To employ personnel to perform the services required for proper operation of the Condominium. Fax Audit No. H130000543963 35 Book28550/Page4869 CFN#20130235629 Page 35 of 56 Fax Audit No. H130000543963 (k) To charge a fee for the use of the Common Elements, including, without limitation, the parking areas; provided that no fee may be charged for the use of a Limited Common Element without the consent of the Unit Owner to whom the exclusive use of such Limited Common Element has been assigned; (I) To exercise all rights and perform all obligations of the Association as established in the Declaration or under applicable laws, to the extent not restrained by the Declaration. 3. All funds and the titles of all properties acquired by the Corporation and their proceeds shall be held in trust for the members in accordance with the provisions of the Declaration of Condominium, these Articles of Incorporation and the By -Laws. 4. The powers of the Corporation shall be subject to and shall be exercised in accordance with the provisions of the Declaration of Condominium and the By -Laws. ARTICLE 5 The qualifications of members, the manner of their admission to membership, termination of such membership and voting by members shall be as follows: 1. All Unit Owners shall be members of the Corporation, and no other persons or entities shall be entitled to membership, except as provided in Paragraph 5 of Article 5 hereof. 2. Membership shall be established by the acquisition of title to a Unit in the Condominium, whether by conveyance, devise, judicial decree or otherwise, and the membership of any party shall be automatically terminated upon his being divested of all title to the Unit, except that nothing herein contained shall be construed as terminating the membership of any party who may own two or more Units, so long as such party shall retain title to a Unit. 3. The interest of a member in the funds and assets of the Corporation cannot be assigned, hypothecated or transferred in any manner, except as an appurtenance to the Unit. The funds and assets of the Corporation shall belong solely to the Corporation, subject to the limitation that the same be expended, held or used for the benefit of the membership and for the purposes authorized herein, in the Declaration of Condominium, and in the By -Laws which may be hereafter adopted. 4. On all matters on which the membership shall be entitled to vote, each Unit shall have that number of votes set forth in the Declaration, but all such votes must be cast in the same manner (e.g. if a Unit has 50 votes, it must cast the 50 votes as if it were one vote, but for purposes of determining approval, the weight will be that of 50 votes). The votes of a Unit may be exercised or cast by the owner or owners of each Unit in such manner as may be provided in the By -Laws hereafter adopted by the Corporation. Should any member own more than one Unit, such member Fax Audit No. H130000543963 36 Book28550/Page4870 CFN#20130235629 Page 36 of 56 Fax Audit No. H130000543963 shall be entitled to execute or cast as many votes as apply to his Units (and may vote differently the votes of each Unit), in the manner provided by said By -Laws. 5. Until such time as the property described in Article 2 herein, and the improvements which may be hereafter constructed thereon, are submitted to a plan of Condominium ownership by the recordation of said Declaration of Condominium, the membership of the Corporation shall be comprised of the subscribers to these Articles, each of which subscribers shall be entitled to cast one vote on all matters on which the membership shall be entitled to vote. ARTICLE 6 The Corporation shall have perpetual existence. ARTICLE 7 The affairs of the Corporation shall be managed by the President of the Corporation, assisted by the Vice President, Secretary and Treasurer, and, if any, the Assistant Secretaries and Assistant Treasurers, subject to the directions of the Board of Directors. The Board of Directors, or the President, with the approval of the Board of Directors, may employ a Managing Agent and/or such other managerial and supervisory personnel or entities to administer or assist in the administration of the operation and management of the Condominium, and the affairs of the Corporation, and any such person or entity may be so employed without regard to whether such person or entity is a member of the Corporation or a director or officer of the Corporation, or an affiliate of any of them, as the case may be. ARTICLE 8 The number of members of the first Board of Directors of the Corporation shall be two (2). The number of members of succeeding Boards of Directors shall be as provided from time to time by the By -Laws of the Corporation. The members of the Board of Directors shall be elected by the members of the Corporation at the Annual Meeting of the membership as provided by the By -Laws of the Corporation, and need not be members of the Corporation. So long as DNA Town Center Development, LLC, hereinafter called the "Developer", is the owner of one or more Units in the Condominium, said Developer shall have the right to designate and select a majority of the persons who shall serve as members of each Board of Directors of the Corporation, which right is subject to modification and/or cancellations, in accordance with the Act. The said Developer may designate and select the persons to serve as members of the Board of Directors in the manner provided in the By -Laws of the Corporation. The rights of Developer may be assigned by it to any other party taking over Developer's position in the Condominium. 4 Fax Audit No. H130000543963 37 Book28550/Page4871 CFN#20130235629 Page 37 of 56 Fax Audit No. H130000543963 ARTICLE 9 The Board of Directors shall elect a President, Secretary and Treasurer; and, as many Vice Presidents, Assistant Secretaries and Assistant Treasurers as the Board of Directors may determine. The President shall be elected from among the membership of the Board of Directors, but no other officer need be a Director. The same person may hold two offices, the duties of which are not incompatible; provided, however, that the office of President and Vice President shall not be held by the same person, nor shall the office of President and Secretary or Assistant Secretary be held by the same person. ARTICLE 10 The names and Post Office addresses of the first Board of Directors who, subject to the provisions of these Articles of Incorporation, the By -Laws, and the laws of the State of Florida, shall hold office for the first year of the Corporation's existence, or until their successors are elected and have qualified, are as follows: Juan Gervas Ronald Aleman ARTICLE 11 1000 Brickell Avenue Suite 225 Miami, FL 33131 1000 Brickell Avenue Suite 225 Miami, FL 33131 The subscribers to these Articles of Incorporation are the two (2) persons herein named to act and serve as members of the first Board of Directors of the Corporation, the names of which subscribers and their respective Post Office addresses are more particularly set forth in Article 10 above. 5 Fax Audit No. H130000543963 38 Book28550/Page4872 CFN#20130235629 Page 38 of 56 Fax Audit No. H130000543963 ARTICLE 12 The officers of the Corporation who shall serve until the first election under these Articles of Incorporation shall be the following; Ronald Aleman President/Treasurer Juan Gervas Vice President/Secretary ARTICLE 13 The original By -Laws of the Corporation shall be adopted by a majority vote of the members of the Corporation present at a meeting of members at which a majority of the membership is present, and thereafter, such By -Laws may be altered or rescinded only in such manner as said By - Laws may provide. ARTICLE 14 Every director and every officer of the Corporation shall be indemnified by the Corporation against all expenses and liabilities, including attomey's fees, reasonably incurred by or imposed upon him in connection with any proceeding to which he may be a party, or in which he may become involved, by reason of his being or having been a director or officer of the Corporation, whether or not he is a director or officer at the time such expenses are incurred, except in such cases wherein the director or officer is adjudged guilty of willful misfeasance or malfeasance in the performance of his duties; provided that, in the event of any claim for reimbursement or indemnification hereunder based upon a settlement by the director or officer seeking such reimbursement or indemnification, the indemnification herein shall only apply if the Board of Directors approves such settlement and reimbursement as being in the best interests of the Corporation. The foregoing right of indemnification shall be in addition to, and not exclusive of, all other rights to which such director or officer may be entitled. ARTICLE 15 An amendment or amendments to these Articles of Incorporation may be proposed by the Board of Directors of the Corporation acting upon a vote of the majority of the directors, or by the members of the Corporation owning a majority of the votes of the members of the Corporation, whether meeting as members or by instrument in writing signed by them. Upon any amendment or amendments to these Articles of Incorporation being proposed by said Board of Directors or members, such proposed amendment or amendments shall be transmitted to the President of the Corporation or other officer of the Corporation for a date not sooner than twenty (20) days, nor later than sixty (60) days from the receipt by him of the proposed amendment or amendments, and it shall 6 Fax Audit No. H130000543963 39 Book28550/Page4873 CFN#20130235629 Page 39 of 56 Fax Audit No. H130000543963 be the duty of the Secretary to give each member written or printed notice of such meeting stating the time and place of the meeting and reciting the proposed amendment or amendments in reasonably detailed form, which notice shall be mailed or presented personally to each member not Tess than ten (10) days, nor more than thirty (30) days before the date set forth for such meeting. If mailed, such notice shall be deemed to be properly given when deposited in the United States Mail, addressed to the member at his Post Office address as it appears on the records of the Corporation, the postage thereon prepaid. Any member may, by written waiver of notice signed by such member, waive such notice, and such waiver when filed in the records of the Corporation, whether before or after the holding of the meeting, shall be deemed equivalent to the giving of such notice to such member. At such meeting, the amendment or amendments proposed must be approved by an affirmative votes of the members owning not less than a majority of the total votes of the members and a majority of the entire membership of the Board of Directors in order for such amendment or amendments to become effective. Thereupon, such amendment or amendments of these Articles of Incorporation shall be transcribed and certified in such form as may be necessary to register the same in the office of the Secretary of State of the state of Florida, and upon the registration of such amendment or amendments with said Secretary of State, a certified copy thereof shall be recorded in the Public Records of Miami Dade County, Florida, within then (10) days from the date on which the same are so registered. At any meeting held to consider such amendment or amendments of these Articles of Incorporation, the written votes of any member of the Corporation shall be recognized, if such member is not in attendance at such meeting or represented thereat by proxy, provided such written votes are delivered to the Secretary of the Corporation at or prior to such meeting. No one person may be designated to hold more than five (5) proxies. Notwithstanding the foregoing provisions of this Article 15, no amendment to these Articles of Incorporation which shall abridge, amend or alter the right of Developer to designate and select members to the Board of Directors of the Corporation, as provided in Article 8 hereof, may be adopted or become effective without the prior written consent of Developer, and provided, further, that in no event shall there be any amendment to these Articles of Incorporation so long as the Developer shall own one (1) or more Units in the Condominium without the prior written consent of the Developer being first had and obtained. ARTICLE 16 The principal office of this corporation is 5974 NE 4`" Avenue, Miami, FL 33137. 7 Fax Audit No, H130000543963 40 Book28550/Page4874 CFN#20130235629 Page 40 of 56 Fax Audit No. H130000543963 IN WITNESS WHEREOF, the subscribers have hereunto set their hands and seals, this 8 dayof Rave 1,1 , 2013. CERTIFICATE OF DESIGNATION OF 8 H130000593963 Fax Audit No. 41 Book28550/Page4875 CFN#20130235629 Page 41 of 56 Fax Audit No. H130000543963 CERTIFICATE OF DESIGNATION OF REGISTERED AGENT/REGISTERED OFFICE FOR 380 WAREHOUSE CONDOMINIUM ASSOCIATION INC. PURSUANT TO THE PROVISIONS OF SECTION 608.415 OR 608.507, FLORIDA STATUTES, THE UNDERSIGNED CORPORATION SUBMITS THE FOLLOWING STATEMENT DESIGNATING THE REGISTERED OFFICE/REGISTERED AGENT EN THE STATE OF FLORIDA. That, 380 WAREHOUSE CONDOMINIUM ASSOCIATION INC. desiring to organize under the laws of the State of Florida with its principal office, as indicated in the Articles of Organization, at County of Miami -Dade, State of Florida, has named Murai Wald Biondo & Moreno, P.A., located at 1200 Ponce de Leon Boulevard, Coral Gables, Florida 33134, as its agent to accept service of process within this State. ACKNOWLEDGMENT Having been named to accept service of process for the above stated corporation, at the place designated in this Certificate, the undersigned hereby accepts to act in this capacity, and agrees to comply with the provision of said Act relative to the obligations of such registered agent, with which the undersigned acknowledges it is familiar. Dated this ? day of MCIval , 2013. GldalatGervaslWarehoust 380 Condominium \ Articles of Irecorporation.doc Murai Wad Biondo & Moreno, P.A. By: tame: Rene V. Mural Title: President 9 Fax Audit No, H130000543963 42 Book28550/Page4876 CFN#20130235629 Page 42 of 56 Exhibit "4" Articles of Incorporation for Association 43 Book28550/Page4877 CFN#20130235629 Page 43 of 56 BY-LAWS OF 380 WAREHOUSE CONDOMINIUM ASSOCIATION INC. (A corporation not for profit organized under the laws of the State of Florida) 1. IDENTITY. These are the By -Laws of 380 WAREHOUSE CONDOMINIUM ASSOCIATION INC. (the "Association"), a corporation not for profit incorporated under the laws of the State of Florida, and organized for the purpose of administering that certain condominium located in Miami Dade County, Florida, and known as 380 WAREHOUSE CONDOMINIUM. 1.1 PRINCIPAL OFFICE. The principal office of the Association shall be 5974 NE 4th Avenue, Miami, FL 33137, or at such other place as may be subsequently designated by the Board of Directors. All books and records of the Association shall be kept at its principal office. 1.2 FISCAL YEAR. The fiscal year of the Association shall be the calendar year. 1.3 SEAL. The seal of the Association shall bear the name of the corporation, the word "Florida", the words "Corporation Not for Profit", and the year of incorporation. 2. DEFINITIONS. For convenience, these By -Laws shall be referred to as the "By -Laws" and the Articles of Incorporation of the Association as the "Articles". The other terms used in these By -Laws shall have the same definition and meaning as those set forth in the Declaration for the Condominium, unless herein provided to the contrary, or unless the context otherwise requires. 3. MEMBERS. 3.1 ANNUAL MEETING. The annual members' meeting shall be held on the date, at the place and at the time determined by the Board of Directors from time to time, provided that there shall be an annual meeting every calendar year and, to the extent possible, no later than thirteen (13) months after the last preceding annual meeting. The purpose of the meeting shall be, except as provided herein to the contrary, to elect Directors and to transact any other business authorized to be transacted by the members, or as stated in the notice of the meeting sent to Unit Owners in advance thereof. 3.2 SPECIAL MEETINGS. Special members' meetings shall be held at such places as provided herein for annual meetings, and may be called by the President or by a majority of the Board of Directors of the Association, and must be called by the President or Secretary upon receipt of a written request from members of the Association holding a majority of the Voting Interests in the Association. The business conducted at a special meeting shall be limited to that stated in the notice of the meeting. 3.3 NOTICE OF MEETING: WAIVER OF NOTICE. Notice of a meeting of members stating the time and place and the purpose(s) for which the meeting is called shall be given by the President or Secretary. A copy of the notice shall be posted at a conspicuous place on the Condominium Property. The notice of the annual meeting shall be sent by mail to each Unit Owner, unless the Unit Owner waives in writing the right to receive notice of the annual meeting by mail. The delivery or mailing shall be to the address of the member as it appears on the roster of members. The posting and mailing of the notice shall be effected not less than fourteen (14) days, nor more than sixty (60) days, prior to the date of the meeting. Proof of posting shall be given by Affidavit, and proof of mailing of the notice shall be given by retention of post office receipts. Notice of specific meetings may be waived before or after the meeting and the attendance of any member (or person authorized to vote for such member) shall constitute such member's waiver of notice of such meeting, except when his (or his authorized representative's) attendance is for the meeting to the transaction of business because the meeting is not lawfully called. 3.4 QUORUM. A quorum at members' meeting shall be attained by the presence, either in person or by proxy, of persons entitled to cast 51% of the votes of the entire 44 Book28550/Page4878 CFN#20130235629 Page 44 of 56 membership. If voting rights of any members are suspended pursuant to the provisions of the Declaration, these By -Laws or applicable rules and regulations, the votes of such member so suspended shall not be counted for the purpose of determining the presence of a quorum and the total number of authorized votes shall be reduced accordingly during the period of such suspension. 3.5 VOTING. (a) NUMBER OF VOTES. Except as provided in paragraph 3.10 hereof, the Owners of Units shall be entitled to cast the votes designated as such Unit's Voting Interest in the Declaration. The votes of a Unit shall not be divisible. (b) MAJORITY VOTE. The acts approved by a majority of the votes present in person or by proxy at a meeting at which a quorum shall have been attained shall be binding upon all Unit Owners for all purposes except where otherwise provided by law, the Declaration, the Articles or these By -Laws. As used in these By -Laws, the Articles or the Declaration, the terms "majority of the Voting Interests" shall mean those Unit Owners having more than 50% of the then total authorized votes present in person or by proxy and voting at any meeting of the Unit Owners at which a quorum shall have been attained. (c) VOTING MEMBER. If a Unit is owned by one person, his right to vote shall be established by a roster of members. if a Unit is owned by more than one person, the person entitled to cast the votes for the Unit shall be designated by a certificate signed by all of the record owners of the Unit according to the roster of Unit Owners and filed with the Secretary of the Association except that where a Unit is owned by husband and wife the provisions set forth below shall apply. The person designated to cast votes for a Unit need not be a Unit Owner, nor one of the joint owners. If a Unit is owned by a corporation, the person entitled to cast' the votes for the Unit shall be designated by a certificate signed by an appropriate officer of the corporation and filed with the Secretary of the Association. Such person need not be a Unit Owner. Those certificates shall be valid until revoked or until superseded by a subsequent certificate or until a change in the Ownership of the Unit concerned. A certificate designating the person entitled to cast the votes for a Unit may be revoked by any record owner of an undivided interest in the Unit. 'If a certificate designating the person entitled to cast the votes for a Unit for which such certificate is required is not on file or has been revoked, the votes of the Owner(s) of such Unit shall not be considered in determining whether a quorum is present, nor for any other purpose, and the total number of authorized votes in the Association shall be reduced accordingly until such certificate is filed. If the Unit is owned jointly by a husband and wife, they may, without being required to do so, designate a voting member in the manner provided above. Such designee need not be a Unit Owner. In the event a husband and wife do not designate a voting member, the following provisions shall apply. (i) If both are present at a meeting and are unable to concur in their decision upon any subject requiring a vote, they shall lose their right to vote on that subject at that meeting, and their vote shall not be considered in determining whether a quorum is present on that subject at the meeting (and the total number of authorized votes in the Association shall be reduced accordingly for such subject only). (ii) If only one is present at a meeting, the person present shall be counted for purposes of a quorum and may cast the Unit vote just as though he or she owned the Unit individually, and without establishing the concurrence of the absent person. (iii) If both are present at a meeting and concur, either one may cast the Unit votes. 3.6 PROXIES. Votes may be cast in person or by proxy. A proxy may be made by any person entitled to vote, but shall only be valid for the specific meeting for which originally given and any lawful adjoumed meetings thereof. In no event shall any proxy be valid for a period longer than 90 days after the date of the first meeting for which it was given. Every proxy shall be revocable at any time at the pleasure of the person executing it. A proxy must be filed in writing, signed by the person authorized to cast the votes for the Unit (as above described) and 2 45 Book28550/Page4879 CFN#20130235629 Page 45 of 56 filed with the Secretary before the appointed time of the meeting, or before the time to which the meeting is adjourned. Holders of proxies need not be Unit Owners, but no person other than a designee or the Developer may hold more than 5 proxies. 3.7 ADJOURNED MEETINGS. If any proposed meeting cannot be organized because a quorum has not been attained, the members who are present, either in person or by proxy, may adjourn the meeting from time to time until a quorum is present, provided notice of the newly scheduled meeting is given in the manner required for the giving of notice of a' meeting. Proxies given for the adjourned meeting shall be valid for the newly scheduled meeting unless revoked for reasons other than the new date of the meeting. 3.8 ORDER OF BUSINESS. If a quorum has been attained, the order of business at annual members' meetings, and, if applicable, at other members' meetings, shall be: (a) call to order by President; (b) Appointment by the President of a chairman of the meeting (who need not be a member or a director); (c) Proof of notice of the meeting or waiver of notice; (d) Reading of minutes; (e) Reports of officers; (f) Reports of committees; (g) Appointment of inspectors of election; (h) Determination of number of Directors; (i) Election of Directors; (j) Unfinished business; (k) New business; (1) Adjournment. Such order may be waived in whole or in part by direction of the chairman. 3.9 MINUTES OF MEETING. The minutes of all meetings of Unit Owners shall be kept in a book available for inspection by Unit Owners or their authorized representatives and Board members at any reasonable time. The Association shall retain these minutes for a period of not less than seven years. 3.10 DELINQUENT OWNERS. If any Assessment or portion thereof imposed against a Unit Owner remains unpaid for thirty (30) days after the date due and payable, such Unit Owner's voting rights in the Association shall be automatically suspended until such past due Assessments and all other sums then due are paid, whereupon the voting rights shall be automatically reinstated. 3.11 ACTION WITHOUT A MEETING. Anything to the contrary herein notwithstanding, to the extent lawful, any action required to be taken at any annual or special meeting of members, or any action taken at any annual or special meeting of such members, may be taken without a meeting, without prior notice and without a vote if a consent in writing, setting forth the action so taken, shall be signed by the members (or persons authorized to cast the vote of any such member as elsewhere herein set forth) having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting of such members at which a quorum of such members (or authorized persons) entitled to vote thereon were present and voted. Within 10 days after obtaining such authorization by written consent, 46 Book28550/Page4880 CFN#20130235629 Page 46 of 56 notice must be given to members who have not consented in summarize the material features of the authorized action. 4. DIRECTORS. g- e notice shall fairly 4.1 MEMBERSHIP. The affairs of the Association shall be governed by a Board of not less than two (2), nor more than four (4), directors, the exact number to be determined in the first instance in the Articles, and thereafter, except as provided herein, from time to time by the majority of the Voting Interests. Directors need not be Unit owners. 4.2 ELECTION OF DIRECTORS. Election of Directors shall be conducted in the following manner: (a) Directors shall be elected at the annual members' meeting, except as provided herein to the contrary. (b) Nominations for Directors and additional directorships created at the meeting shall be made from the floor. (c) The election shall be by written ballot (unless dispensed with by majority of the Voting Interests represented at the meeting) and by a plurality of the votes cast, each person voting being entitled to cast his votes for each of as many nominees as there are vacancies to be filled. There shall be no cumulative voting. The votes of a Unit shall not be divisible (e.g. if a Unit has 50 votes, it must cast 50 votes for each of three director nominees, and may not cast 25 for one, 50 for another and 75 for the third.) 4.3 VACANCIES AND REMOVAL. (a) Except as to vacancies resulting from removal of Directors by members, vacancies in the Board of Directors occurring between annual meetings of members shall be filled by the remaining Directors, provided that all vacancies in directorships to which Directors were appointed by the Developer pursuant to the provisions of paragraph 4.16 hereof shall be filled by the Developer without the necessity of any meeting. (b) Any Director may be removed by concurrence of two thirds (2/3) of the Voting Interests of the members present at a special meeting called for that purpose. The vacancy in the Board of Directors so created shall be filled by the members at the same meeting, unless such Director was appointed by the Developer, in which case the Developer shall appoint another Director without the necessity of any meeting. (c) Provided, however, that until a majority of the Directors are elected by the members other than the Developer of the Condominium, neither the first Directors of the Association, nor any Directors replacing them, nor any Directors named by the Developer, shall be subject to removal by members other than the Developer. The first Directors and Directors replacing them may be removed and replaced by the Developer without the necessity of any meeting. 4.4 TERM. Except as provided herein to the contrary, the term of each Director's service shall extend until the next annual meeting of the members and subsequently until his successor is duly elected and qualified, or until he is removed in the manner elsewhere provided. 4.5 ORGANIZATIONAL MEETING. The organizational meeting of newly -elected or appointed members of the Board of Directors shall be held within ten (10) days of their election or appointment at such place and time as shall be fixed by the Directors at the meeting at which they were elected or appointed, and no further notice to the Board of the organizational meeting shall be necessary. 4.6 REGULAR MEETING. Regular meetings of the Board of Directors may be held at such time and place as shall be determined from time to time, by a majority of the Directors. Notice of regular meetings shall be given to each Director, personally or by mail, telephone or telegraph, and shall be transmitted at least three (3) days prior to the meeting. Regular meetings of the Board of Directors shall be open to all Unit Owners and notice of such meetings shall be 4 47 Book28550/Page4881 CFN#20130235629 Page 47 of 56 posted conspicuously on the Condominium Property at least forty eight (48) hours in advance, for the attention of the members of the Association, except in the event of an emergency, provided that Unit Owners shall not be permitted to participate, and need not be recognized, at any such meeting. 4.7 SPECIAL MEETING. Special meetings of the Directors may be called by the President, and must be called by the President or Secretary at the written request of one-third (1/3) of the Directors. Notice of the meeting shall be given personally or by mail, telephone or telegraph, which notice shall state the time, place and purpose of the meeting, and shall be transmitted not less than three (3) days prior to the meeting. Special meetings of the Board of Directors shall be open to all Unit Owners and notice of a special meeting shall be posted conspicuously on the Condominium Property at least forty eight (48) hours in advance for the attention of the members of the Association, except in the event of an emergency, provided that Unit Owners shall not be permitted to participate, and need not be recognized, at any such meeting. 4.8 WAIVER OF NOTICE. Any Director may waive notice of a meeting before or after the meeting and that waiver shall be deemed equivalent to the due receipt by said Director of notice. Attendance by any Director at a meeting shall constitute a waiver of notice of such meeting, except when his attendance is for the transaction of business because the meeting is not lawfully called. 4.9 OUORUM. A quorum at Directors' meetings shall consist of a majority of the entire Board of Directors. The acts approved by a majority of those present at a meeting at which a quorum is present shall constitute the acts of the Board of Directors, except when approval by a greater number of Directors is specifically required by the Declaration, the Articles or these By -Laws. 4.10 ADJOURNED MEETINGS. If, at any proposed meeting of the Board of Directors, there is less than a quorum present, the majority of those present may adjourn the meeting from time to time until a quorum is present, provided notice of such newly scheduled meeting is given as required hereunder. At any newly scheduled meeting, any business that might have been transacted at the meeting as originally called may be transacted without further notice. 4.11 JOINDER IN MEETING BY APPROVAL MINUTES. The joinder of a Director in the action of a meeting by signing and concurring in the minutes of that meeting shall constitute the presence of that Director for the purpose of determining a quorum. 4.12 PRESIDING OFFICER. The presiding officer at the Directors' meetings shall be the President (who may, however, designate any other person to preside). In the absence of the presiding officer, the Directors present may designate any person to preside. 4.13 ORDER OF BUSINESS. If a quorum has been attained, the order of business at Directors' meetings shall be: (a) Proof of due notice of meeting; (b) Reading and disposal of any unapproved minutes; (e) Reports of officers and committees, (d) Election of officers; (e) Unfinished business; (f) New business; (g) Adjournment. Such order may be waived in whole or in part by direction of the presiding officers. 5 48 Book28550/Page4882 CFN#20130235629 Page 48 of 56 4.14 MINUTES OF MEETINGS. The minutes of all meetings of the Board of Directors shall be kept in a book available for inspection by Unit Owners, or their authorized representatives, and Board members at any reasonable time. The Association shall retain these minutes for a period of not less than seven years. 4.15 EXECUTIVE COtvT'4lITTEE; OTHER COMMITTEES. The Board of Directors may, by resolution duly adopted, appoint an Executive Committee to consist of three (3) or more members of the Board of Directors. Such Executive Committee shall have and may exercise all of the powers of the Board of Directors in management of the business and affairs of the Condominium during the period between the meetings of the Board of Directors insofar as may be permitted by law, except that the Executive Committee shall not have power (a) to determine the Common Expenses required for the affairs of the Condominium, (b) to determine the Assessments payable by the Unit Owners to meet the Comrnon Expenses of the Condominium, (c) to adopt or amend any rules and regulations covering the details of the operation and use of the Condominium Property, or (d) to exercise any of the powers set forth in paragraph (g) and (p) of Section 5 below. The Board may be resolution also create other committees and appoint persons to such committees and invest in such committees such powers and responsibilities as the Board shall deem advisable. 4.16 PROVISO. Notwithstanding anything to the contrary contained in this Section 4 or otherwise, the Board shall consist of three directors during the period that the Developer is entitled to appoint a majority of the Directors as hereinafter provided. The Developer shall have the right to appoint all of the members of the Board of Directors until Unit Owners other than the Developer own fifteen percent (15%) or more of the Units that will be operated ultimately by the Association. When Unit Owners other than the Developer own 15% or more of the Units that will be operated ultimately by the Association, the Unit Owners other than the Developer shall be entitled to elect not less than one-third (1/3) of the members of the Board of Directors. Unit Owners other than the Developer are entitled to elect not less than a majority of the members of the Board of Directors (a) three years after fifty percent (50%) of the Units that will be operated ultimately by the Association have been conveyed to purchasers; (b) three months after ninety percent (90%) of the Units that will be operated ultimately by the Association have been conveyed to purchasers; (c) when all of the units that will be operated ultimately by the Association have been completed, some of them have been conveyed to purchasers, and none of the others are being offered for sale by the Developer in the ordinary course of business; or (d) when some of the Units have been conveyed to purchasers, and none of the others are being constructed or offered for sale by the Developer in the ordinary course of business, or (e) seven (7) years after recordation of the Declaration of Condominium, whichever occurs first. The Developer is entitled (but not obligated) to elect at least one (1) member of the Board of Directors as long as the Developer holds for sale in the ordinary course of business 5% of the Units that will be operated ultimately by the Association. After the Developer relinquishes control of the Association, the Developer may exercise the right to vote any developer -owned Units in the same manner as any other Owner. The Developer can turn over control of the Association to Unit Owners other than the Developer prior to such dates in its sole discretion by causing all of its appointed Directors to resign, whereupon it shall be the affirmative obligation of Unit Owners other than the Developer to elect Directors and assume control of the Association. Provided at least thirty (30) days' notice of Developer's decision to cause its appointees to resign is given to Unit Owners, neither the Developer, nor such appointees, shall be liable in any manner in connection with such resignations even if the Unit Owners other than the Developer refuse or fail to assume control. Within sixty (60) days after the Unit Owners other than the Developer are entitled to elect a member or members of the Board of Directors, or if the Developer has elected to accelerate such event as aforesaid, the Association shall call, and give not less than thirty (30) days' nor more than forty (40) days' notice of a meeting of the Unit Owners to elect such member or members of the Board of Directors. The meeting may be called and the notice given by any Unit Owner if the Association fails to do so. Within a reasonable time after Unit Owners other than the Developer elect a majority of the embers of the Board of Directors of the Association (but not more than sixty (60) days after such 6 49 Book28550/Page4883 CFN#20130235629 Page 49 of 56 event), the Developer shall relinquish control of the Association and shall deliver to the Association all property of the Unit Owners and of the Association held by or controlled by the Developer, including but not limited to, the following items, if applicable: (a) The official records of the Association as defined in Fla. Stat. 718.111(12); and (b) All items required under Fla. Stat. Section 718.301(4); and (c) Any other item required under the Act or the regulations thereunder. 4.17 ACTION WITHOUT A MEETING. Anything to the contrary herein notwithstanding, and to the extent lawful, any action required to be taken at a meeting of the Directors, or any action which may be taken at a meeting of Directors or a committee thereof may be taken without a meeting if a consent in writing setting forth the action so to be taken signed by all of the Directors or all the members of the committee, as the case may be, is filed in the minutes of the proceedings of the Board or of the committee. Such consent shall have the same effect as a unanimous vote. No prior notice of such intended action shall be required to be given to the Directors or to the Unit Owners. Notice of the taking of such action pursuant hereto shall, however, be posted conspicuously on the Condominium Property for the attention of Owners after such action shall have been effected. Such notice shall fairly summarize the material features of the action so taken. 5. POWERS AND DUTIES. The Board of Directors shall have the powers and duties necessary for the administration of the affairs of the Condominium and for the exercise of all rights and the discharge of all duties of the Association under the Declaration and the Act and may take all acts, through the proper officers of the Association, in executing such powers, except such acts which by law, the Declaration, the Articles or these By -Laws may not be delegated to the Board of Directors.. Such powers and duties of the Board of Directors shall include, without limitation (except as limited elsewhere herein) the following: (a) Operating and maintaining the Common Elements; (b) and the Association; Determining the expenses required for the operation of the Condominium (c) Collecting the Assessments for Common Expenses from Unit Owners; (d) Employing and dismissing the personnel necessary for the maintenance and operation of the Common Elements; (e) Adopting and amending rules and regulations concerning the details of the operation and use of the Condominium Property; (f) Maintaining bank accounts on behalf of the Association and designating the signatories required therefor; (g) Purchasing, leasing or otherwise acquiring Units or other property in the name of the Association, or its designee; (h) Purchasing Units at foreclosure or other judicial sales, in the name of the Association, or its designee; (i) Selling, leasing, mortgaging, or otherwise dealing with Units acquired by, and subleasing Units leased by, the Association, or its designee; (j) Organizing corporations and appointing persons to act as designees of the Association in acquiring title to or leasing Units or other property, (k) Obtaining and reviewing insurance for the Condominium Property; 7 50 Book28550/Page4884 CFN#20130235629 Page 50 of 56 (l) Making repairs, additions and improvements to, or alterations of, the Condominium Property, and repairs to and restoration of the Condominium Property, in accordance with the provisions of the Declaration, after damage or destruction by fire or other casualty, or as a result of condemnation or eminent domain proceedings or otherwise; (m) Enforcing obligations of the Unit Owners, allocating profits and expenses and taking such other actions as shall be deemed necessary and proper for the sound management of the Condominium; (n)' Levying fines against appropriate Unit Owners for violations of the rules and regulations established by the Association to govern the conduct of such Unit Owners; (o) Borrowing money on behalf of the Condominium when required in connection with the operation, care, upkeep and maintenance of the Common Elements or the acquisition of property, and granting mortgages on and/or security interests in Association property; provided, however, that the consent of the Owners holding at least two-thirds (2/3) of the Voting Interests represented at a meeting at which a quorum has been attained in accordance with the provisions of these By -Laws shall be required for the borrowing of any sum in excess of $25,000.00. If any sum borrowed by the Board of Directors on behalf of the Condominium pursuant to the authority contained in this subparagraph (o) is not repaid by the Association, a Unit Owner who pays to the creditor such portion thereof as his interest in his common elements bears to the interest of all the Unit Owners in the Common Elements shall be entitled to obtain from the creditor a release of any judgment or other lien which said creditor shall have filed or shall have the right to file against, or which will affect, such Unit Owner's Unit; (p) Contracting for the management and operation of the Condominium and delegating to such contractor such powers and duties of the Board of Directors as the Board may deem appropriate under the circumstances, except those which may be required by the Declaration, the Articles or these By -Laws to be approved by the Board of Directors or by the Unit Owners; and granting concessions for the purpose of providing services to the Unit Owners. In exercising this power, the Association may contract with affiliates of itself and of the Developer, (q) At its discretion, authorizing Unit Owners or other persons to use portions of the Common Elements and imposing reasonable charges for such private use; (r) Exercising all powers specifically set forth in the Declaration, the Articles, these By -Laws, and in the Act, all powers incidental thereto, and all other powers of a Florida corporation not for profit. (s) Suspending the right of any Unit Owner to vote or use the Common Elements of the Condominium so long as said Unit Owner is delinquent in the payment of Common Expenses or otherwise in violation of the Declaration or any exhibits thereto or applicable rules and regulation. 6. OFFICERS. 6.1 EXECUTIVE OFFICERS. The executive officers of the Association shall be a President, who shall be a Director, a Vice -President, who shall be a Director, a Treasurer, a Secretary and an Assistant Secretary (none of whom need be Directors), all of whom shall be elected by the Board of Directors and who may be peremptorily removed at any meeting by concurrence of a majority of all of the Directors. A person may hold more than one office, except that the President may not also be the Secretary or Assistant Secretary. No person shall sign an instrument or perform an act in the capacity of more than one office. The Board of Directors form time to time shall elect such other officers and designate their powers and duties as the Board shall deem necessary or appropriate to manage the affairs of the Association. Officers need not be Unit Owners. 6.2 PRESIDENT. The President shall be the chief executive officer of the Association. He shall have all of the powers and duties that are usually vested in the office of the President of an Association. 8 51 Book28550/Page4885 CFN#20130235629 Page 51 of 56 6.3 VICE-PRESIDENT. The Vice -President shall exercise the powers and perform the duties of the President in the absence or disability of the President and exercise such other powers and perform such other duties as are incident to the office of the vice president of an association and as shall otherwise be prescribed by the Directors. 6.4 SECRETARY. The Secretary shall keep the minutes of all proceedings of the Directors and the members. he shall attend to the giving of all notices to the members and Directors and other notices required by law. He shall have custody of the seal of the Association and shall affix it to instruments requiring the seal when duly signed. He shall keep the records of the Association, except those of the Treasurer, and shall perform all other duties incident to the office of the secretary of an association and as may be require by the Directors or the President. 6.5 ASSISTANT SECRETARY. The Assistant Secretary shall exercise the powers and perform the duties of the Secretary in the absence or disability of the Secretary. 6.6 TREASURER. The Treasurer shall have custody of all property of the Association, including funds, securities and evidences of indebtedness. He shall keep, or cause employees, contractors or professional consultants of the Association to keep, books of account of the Association in accordance with good accounting practices on an aggregate basis and on an individual Condominium basis, which, together with substantiating papers, shall be made available to the Board of Directors for examination at reasonable times. He shall submit a treasurer's report to the Board of Directors at reasonable intervals and shall perform all other duties incident to the office of treasurer. All monies and other valuable effects shall be kept for the benefit of the Association in such depositories as may be designated by a majority of the Board of Directors. 7. COMPENSATION. Neither Directors nor officers shall receive compensation for their services as such, but this provisions shall not preclude the Board of Directors from employing a Director or officer as an employee of the Association, nor preclude contracting with a Director or officer for the management of the Condominium or for any other services to be supplied by such Director or officer. Directors and officers shall be compensated for all actual and proper out of pocket expenses relating to the proper discharge of their respective duties. 8. RESIGNATIONS. Any Director or officer may resign his post at any time by written resignation, delivered to the President or Secretary, which shall take effect upon its receipt unless a later date is specified in the resignation, in which event the resignation shall be effective from such date unless withdrawn. The acceptance of a resignation shall not be required to make it effecti ve. 9. FISCAL MANAGEMENT. The provisions for fiscal management of the Association set forth in the Declaration and Articles shall be supplemented by the following provisions: 9.1 BUDGET. (a) ADOPTION BY BOARD: ITEMS. The Board of Directors shall from time to time, and at least annually, prepare a budget for the Condominium and determine the amount of Assessments payable by the Unit Owners to meet the Common Expenses in accordance with the provisions of the Declaration. In addition to annual operating expenses, the budget shall include reserve accounts for capital expenditures and deferred maintenance. These accounts shall include, but not be limited to, roof replacement, building painting and pavement resurfacing. The amount of reserves shall be computed by means of a formula which is based upon estimated life and estimated replacement cost of each reserve itern. Reserves shall not be required if the members of the Association have, by a two-thirds (2/3) vote at a duly called meeting of members, determined for a specific fiscal year to provide no reserves or reserves less adequate than required hereby. The adoption of a budget for the Condomini set forth: y v✓rth the requirements hereinafter (i) NOTICE OF MEETING. A copy of the proposed budget of Common Expenses shall be mailed to each Unit Owner not less than thirty (30) days prior to the meeting of the Board of Directors at which such budgets will be considered, together with a notice of that 9 52 Book28550/Page4886 CFN#20130235629 Page 52 of 56 meeting indicating the time and place of such meeting.. The meeting shall be open to all such Owners, provided that such Owners shall not have the right to participate, and need not be recognised, at such meeting. (ii) SPECIAL MEMBERSHIP MEETING. If a budget is adopted by the Board of Directors which requires Condominium Assessments against such Unit Owners in any year exceeding one hundred fifteen percent (115%) of such Assessments for the preceding year, as hereinafter defined, then, upon written application of ten percent (10%) of the Voting Interests, a special meeting of such Unit Owners or Owners shall be held within thirty (30) days of delivery of such application to the Board of Directors. Each such Unit Owner shall be given at least ten (10) days' notice of said meeting. At the special meeting, such Unit Owners shall consider and adopt a budget. The adoption of said budget shall require a vote of the Owners holding not less than 50% of all the Voting Interests (including Voting Interests for Units owned by the Developer). (iii) DETERMINATION OF BUDGET AMOUNT. In determining whether a budget requires Condominium Assessment against Unit Owners in any year exceeding one hundred fifteen percent (115%) of Assessments for the preceding year, there shall be excluded in the computations any authorized provisions for reasonable reserves made by the Board of Directors in respect of repair or replacement of the Condominium Property or in respect of anticipated expenses of the Association which are not anticipated to be incurred on a regular or annual basis, and there shall be excluded from such computation Assessments for improvements to the Condominium Property. (iv) PROVISO. As long as the Developer is in control of the Board of Directors of the Association, such Board shall not impose an assessment for a year greater than one hundred fifteen percent (115%) of the prior year's Assessment, as herein defined, without the approval of Unit Owners owning a majority of the Voting Interests (including Voting Interest for Units owned by the Developer). (b) ADOPTION BY MEMBERSHIP. In the event that the Board of Directors shall be unable to adopt budgets in accordance with the requirements of Subsection 9.1(a) above, the Board of Directors may call a special meeting of Unit Owners or of the Owners, as the case may be, for the purpose of considering and adopting the budget, which meeting shall be called and held in the manner provided for such special meetings in said subsection, or propose a budget or budgets in writing to the Unit Owners or Owners, as the case may be, and if such budget is adopted as required under Section 9.1(a)(iii) then, upon ratification by a majority of the Board of Directors, it shall become the budget for such year. 9.2 ASSESSMENTS. Condominium Assessments against the Unit Owners for their share of Common Expenses based on the Budget adopted pursuant to Section 9.1 shall be made for the applicable calendar year annually in advance on or before the October 31s` preceding the year for which the Assessments are made. Such Assessments shall be due in equal installments, payable in advance on the first day of each month (or each quarter at the election of the Board) of the year for which the Assessments are made. If an annual Assessment is not made as required, an Assessment shall be presumed to have been made in the amount of the last prior Assessment, and monthly (or quarterly) installments on such Assessment shall be due upon each installment payment date until changed by an amended Assessment. In the event the annual Assessment proves to he insufficient, the budget and Assessments may be amended at any time by the Board of Directors. Unpaid Assessments for the remaining portion of the calendar year for which an amended Assessment is made shall be payable in as many equal installments as there are full months (or quarters) of the calendar year left as of the date of such amended Assessment, each such monthly (or quarterly) installment to be paid on the first day of the month (or quarter), commencing the first day of the next ensuing month (or quarter). If only a partial month (or quarter) remains, the amended Assessment shall be paid with the next regular installment in the following year, unless otherwise directed by the Board in its resolution. 9.3 ASSESSMENTS FOR CHARGES. Charges by the Association against Owners for other than Common Expenses shall be payable in advance. These charges may be collected by Assessment in the same manner. Charges for other than Common Expenses may be made only after approval of the affected Owner or when expressly provided for in the Declaration or the exhibits annexed thereto, as the same may be amended from time to time, which charges may 10 53 Book28550/Page4887 CFN#20130235629 Page 53 of 56 include, without limitation, charges for the use of the Condominium Property, maintenance services furnished at the expense of an Owner and fines and damages and other sums due from such Owner. 9.4 ASSESSMENT FOR EMERGENCIES. Assessments for Common Expenses for emergencies that cannot be paid from the annual Assessments for Common Expenses shall be due only after thirty (30) days' notice is given to the Unit Owners concemed, and shall be paid in such manner as the Board of Directors of the Association may require in the notice of Assessment. 9.5 DEPOSITORY. The depository of the Association shall be such bank or banks in the County as shall be designated from time to time by the Directors and in which the monies of the Association shall be deposited. Withdrawal of monies from those accounts shall be made only by checks signed by such person or persons as are authorized by the Directors. All sums collected by the Association form Assessments or contributions to working capital or otherwise may be co -mingled in a single fund or divided into more than one fund, as determined by a majority of the Board of Directors. 9.6 ACCELERATION OF ASSESSMENT INSTALLMENTS UPON DEFAULT. If a Unit Owner or an Owner shall be in default in the payment of an installment upon an Assessment, the Board of Directors may accelerate the remaining installments of the Assessment upon notice to the Unit Owner and the then unpaid balance of the defaulted Assessment shall be due upon the date stated in the notice, but not less than five (5) days after delivery of the notice to the Unit Owner, or not less than ten (10) days after the mailing of such notice to him by registered or certified mail, whichever shall first occur. 9.7 FIDELITY BONDS. Fidelity Bonds shall be required by the Board of Directors for all persons handling or responsible for Association funds in such amount as shall be determined by a majority of the Board. The premiums on such bonds shall be paid by the Association as a Common Expense. 9.8 ACCOUNTING RECORDS AND REPORTS. The Association shall maintain accounting records in the County, according to good accounting practices. The records shall be open to inspection by Unit Owners or their authorized representatives at reasonable times and written summaries of them shall be supplied at least annually. The records shall include, but not be limited to, (a) a record of all receipts and expenditures and (b) an account for each Unit designating the name and current mailing address of the Unit Owner, the amount of each assessment, the dates and amounts in which the Assessments come due, the amount paid upon the account and the dates so paid, and the balance due. Written summaries of the records described in clause (a) above, in the form and manner specified below, shall be supplied to each Unit Owner annually. Within sixty (60) days following the end of the fiscal year, the Board shall mail, or furnish by personal delivery, to each Unit Owner, a complete financial report of actual receipts and expenditures for the previous twelve (12) months. The report shall show the receipts by accounts and receipt classifications and shall show the expenses by accounts and expense classification, including, if applicable, but not limited to, the following: a. Cost for security; b. Professional and management fees and expenses; c. Taxes; d. Expenses for refuse collection and utility services; e. Expenses for lawn care; f. Cost for building maintenance and repairs; g. Insurance costs; 11 54 Book28550/Page4888 CFN#20130235629 Page 54 of 56 h. Administrative and salary expenses; and i General reserves, maintenance reserves and depreciation reserves. 9.9 APPLICATION OF PAYMENT. All Assessment payments made by a Unit Owner shall be applied as provided herein, in the Declaration or as determined by the Board. 9.10 NOTICE OF MEETINGS. Notice of any meeting where Assessments against Unit Owners are to be considered for any reason shall specifically contain a statement that Assessments will be considered and the nature of any such Assessments. 10. ROSTER OF UNIT OWNERS. Each Unit Owner shall file with the Association a copy of the deed or other document showing his ownership. The Association shall maintain such information. The Association may rely upon the accuracy of such information for all purposes until notified in writing of changes therein as provided above. Only Unit Owners of record on the date notice of any meeting requiring their vote is given shall be entitled to notice of and to vote at such meeting, unless prior to such meeting other Owners shall produce adequate evidence, as provided above, of their interest and shall waive in writing notice of such meeting. 11. PARLIAMENTARY RULES. Roberts' Rules of Order (latest edition) shall govern the conduct of the Association meetings when not in conflict with the Declaration, the Articles or these By -Laws. 12. AMENDMENTS. Except as in the Declaration provided otherwise, these By -Laws may be amended in the following manner: 12.1 NOTICE. Notice of the subject matter of a proposed amendment shall be included in the notice of a meeting at which a proposed amendment is to be considered. 12.2 ADOPTION. A resolution for the adoption of a proposed amendment may be proposed either by a majority of the Board of Directors or by not less than one-third (1/3) of the Voting Interests of members of the Association. Directors and members not present in person or by proxy at the meeting considering the amendment may express their approval in writing, provided that such approval is delivered to the Secretary at or prior to the meeting. The approval must be: (a) by not less than a majority of the Voting Interests and by not less than 51% of the entire Board of Directors; or by not less than 80% of the votes of Voting Interests; or by not less than 100% of the entire Board of Directors and by not less than 40% of the Voting Interests. (b) (c) 12.3 PROVISO. No amendment may be adopted which would eliminate, modify, prejudice, abridge or otherwise adversely affect any rights, benefits, privileges or priorities granted or reserved to the Developer or mortgagees of Units without the consent of said Developer and mortgagees in each instance. No amendment shall be made that is in conflict with the Declaration or the Articles. 12.4 EXECUTION AND RECORDING. A copy of each amendment shall he attached to a certificate certifying that the amendment was duly adopted as an amendment of the Declaration and By -Laws, which certificate shall be executed by the President or Vice -President and attested by the Secretary or Assistant Secretary of the Association with the formalities of a deed, or by the Developer alone if the amendment has been adopted consistent with the provisions of the Declaration allowing such action by the Developer. The amendment shall be affective when the certificate and a copy of the amendment is recorded in the Public Records of the County. 13. RULES AND REGULATIONS. Annexed hereto as Scheduled A and made a part hereof are rules and regulations concerning the use of portions of the Condominium. The Board of Directors may, from time to time, modify, amend or add to such rules and regulations. At no 12 55 Book28550/Page4889 CFN#20130235629 Page 55 of 56 OR BK 28550 PG 4890 LAST PAGE time may any rule or regulation he adopted which would prejudice the rights reserved to the Developer. 14. CONSTRUCTION. Wherever the context so permits, the singular shall include the plural, the plural shall include the singular, and the use of any gender shall be deemed to include all genders. 15. CAPTIONS. The captions herein are inserted only as a matter of convenience and for reference, and in no way device or limit the scope of these By -Laws or the intent of any provision hereof. The foregoing was adopted as the By -Laws of 380 WAREHOUSE CONDOMINIUM ASSOCIATION, INC., a corporation not for profit under the laws of the State of Florida, on the 24_ day of Ngtekt, 2013. CI: \ daDar.Gervas Warchnu, 350 Condominium Tylaws.cloc. 13 By: Ronald Xleman, President 56 Book28550/Page4890 CFN#20130235629 Page 56 of 56 CITY OFMIAMI DISCLOSURE OF CONSIDERATION PROVIDED OR COMMITTED FOR AGREEMENT TO SUPPORT OR WITHHOLD OBJECTION The City of Miami requires any person or entity requesting approval relief or other action from the City Commission or any of its boards, authorities, agencies, councils or committees, to disclose at the commencement (or continuance) of the hearing(s) on the issue, any consideration provided or committed, directly or on its behalf, to any entity or person for an agreement to support or withhold objection to the requested approval, relief or action. "Consideration" includes any gift, payment, contribution, donation, fee, commission, promise or grant of any money, property, service, credit or financial assistance of any kind or value, whether direct or implied, or any promise or agreement to provide any of the foregoing in the future. Individuals retained or employed by a principal as a lobbyist as defined in Sec. 2-653, and appearing before the City Commission or any of its boards, authorities, agencies, councils or committees solely in the capacity of a lobbyist and not as the applicant, or owners' legal representative are not required to fill out this form. NAME: Neisen O. Kasdin (First Name) (Middle) (Last Name) HOME ADDRESS: c/o Akerman LLP, 98 SE 7th Street, Suite 1100 CITY: (Address Line 1) (Address Line 2) Miami STATE: Florida HOME PHONE: (3 0 5) 9 8 2- 5 6 2 9 CELL PHONE: FAX: EMAIL: neisen.kasdin@akerman.com ZIP: 33131 BUSSINESS or APPLICANT or ENTITY NAME Imperial Capital Group, LLC BUSINESS ADDRESS: 5972 NE 4th Avenue (Address Line 1) Miami, FL 33137 (Address Line 2) 1. Please describe the issue for which you are seeking approval, relief or other action from the City Commission, board, authority, agency, council, or committee. Approval of the Magic City Innovation District Special Area Plan (SAP) and related Comprehensive Plan (PLUM) amendments. 2. Has any consideration been provided or committed, directly or on your behalf, to any entity or person for an agreement to support or withhold objection to the requested approval, relief or action? ❑ YES ❑X NO If your answer to Question 2 is No, do not answer questions 3, 4 & 5 proceed to read and execute the Acknowledgment. If your answer to Question 2 is Yes, please answer questions 3, 4 & 5 and read and execute the Acknowledgement. Doc. No.:86543 3. Please provide the name, address and phone number of the person(s) or entities to whom consideration has been provided or committed. Name Address Phone# a. n/a b. c. * Additional names can be placed on a separate page attached to this form. 4. Please describe the nature of the consideration. n/a 5. Describe what is being requested in exchange for the consideration. n/a ACKNOWLEDGEMENT OF COMPLIANCE I hereby acknowledge that it is unlawful to employ any device, scheme or artifice to circumvent the disclosure requirements of Ordinance 12918 and such circumvention shall be deemed a violation of the Ordinance; and that in addition to the criminal or civil penalties that may be imposed under the City Code, upon determination by the City Commission that the foregoing disclosure requirement was not fully and timely satisfied the following may occur: 1. the application or order, as applicable, shall be deemed void without further force or effect; and 2. no application from any person or entity for the sa e i sue shall be reviewed or considered by the applicable board(s) until expirat' n f a eriod of one year after the nullification of the application or order. PERSON SUBMITTING DISCLOSURE: Signature Neisen 0. Kasdin Print Name Sworn to and subscribed before me this day of J(.fr%Q- , 20q The foregoing instrument was acknowledged before me by 4, , ' se /"1 L`-' , 7 ' c--6 , i , who has produced _. --- as identification and/or is personally known to me and who d;-•�not take an oath. e".,% MARIAGONZALEZ * _(_; * MY COMMISSION # FF 909142 STATE OF FLORIDA Noil ` EXPIRES: October22, 2019 r44FOF F1seP Bonded Thru Budget Notary Services CITY OF MIAMI MY COMMISSION Notary EXPIRES: /)/Q / % a 2i 0/-7 a ' t Z.- Print Name Enclosure(s) Doc. No.:86543 Page 2 Paid By NATALYA VOROJ Miami -Dade County, Florida Paid 12/08/2017 plicate public user 06/04/2018 Receipt # ECHECK-18-081578 $4,154.85 2017 Real Estate Property Taxes Notice of Ad Valorem Tax and Non -Ad Valorem Assessments SEE REVERSE SIDE FOR IMPORTANT INFORMATION FOLIO NUMBER MUNICIPALITY MILL CODE 01-3218-016-0180 MIAMI 0100 VIMPEL CAPITAL LLC 370 NE 60 ST MIAMI, FL 33137 Property Address 370 NE 60 ST Exemptions: AD VALOREM TAXES Miami -Dade School Board School Board Operating School Board Debt Service State and Other Florida Inland Navigation Dist South Florida Water Mgmt Dist Okeechobee Basin Everglades Construction Pro' Childrens Trust Authority Miami -Dade County County Wide Operating County Wide Debt Service Library District Municipal Governing Board Miami Operating Miami Debt Service 281,250 281,250 166,375 166,375 166,375 166,375 166,375 166,375 166,375 166,375 6.77400 0.22000 0.03200 0.12750 0.13840 0.04410 0.46730 4.66690 0.40000 0.28400 166,375 7.43650 166,375 0.59350 NON -AD VALOREM ASSESSMENTS 281,250 281,250 166,375 166,375 166,375 166,375 166,375 166,375 166,375 166,375 166,375 166,375 1,905.19 61.88 5.32 21.21 23.03 7.34 77.75 776.46 66.55 47.25 1,237.25 98.74 Save Time. Pay Online. www.miamidade.gov I- RETAIN FOR YOUR RECORDS 1- (Combined taxes and assessme nts $4,327.97 • 2017 Real Estate Property 1- DETACH HERE AND RETURN THIS PORTION WITH YOUR PAYMENT -I- Taxes FOLIO NUMBER 01-3218-016-0180 PROPERTY ADDRESS 370 NE 60 ST LEGAL DESCRIPTION PIERCES DIV BISC PARK A RESUB PB 1-198 LOT 24 LOT SIZE 6250 SQUARE FEET OR 14676-3013 0890 VIMPEL CAPITAL LLC 370 NE 60 ST MIAMI, FL 33137 013 III III H 111 III III II 180160 80+2 Make checks payable to. Miami -Dade Tax Collector (in U.S. funds drawn on U.S. banks) Amount due May be Subject to Change Without Notice Mail payments to: 200 NW 2nd Avenue, Miami, FL 33128 111 7111 Duslicate •ublic user 06/04/2018 PAY ONLY ONE AMOUNT If Paid By Please Pay Dec 13, 2017 $0.00 10000000000000000001321801601802017000000000000001300000002 Paid By NATALYA VOROJ Miami -Dade County, Florida Paid 12/08/2017 plicate public_user 06/04/2018 Receipt # ECHECK-18-081593 $18,681.73 2017 Real Estate Property Taxes Notice of Ad Valorem Tax and Non -Ad Valorem Assessments SEE REVERSE SIDE FOR IMPORTANT INFORMATION FOLIO NUMBER MUNICIPALITY MILL CODE 01-3218-089-0010 VIMPEL CAPITAL LLC 4100 NE 2 AVE STE 302 MIAMI, FL 33137 MIAMI Property Address 5972 NE 4 AVE AD VALOREM TAXES Exemptions: 0100 Miami -Dade School Board School Board Operating School Board Debt Service State and Other Florida Inland Navigation Dist South Florida Water Mgmt Dist Okeechobee Basin Everglades Construction Proj Childrens Trust Authority Miami -Dade County County Wide Operating County Wide Debt Service Library District Municipal Governing Board Miami Operating Miami Debt Service 918,615 918,615 918,615 918,615 918,615 918,615 918,615 918,615 918,615 918,615 6.77400 0.22000 0.03200 0.12750 0.13840 0.04410 0.46730 4.66690 0.40000 0.28400 918,615 918,615 918,615 918,615 918,615 918,615 918,615 918,615 918,615 918,615 918,615 7.43650 918,615 918,615 0.59350 918,615 NON -AD VALOREM ASSESSMENTS 6,222.70 202.10 29.40 117.12 127.14 40.51 429.27 4,287.08 367.45 260.89 6,831.28 545.20 Save Time. Pay Online. www.miamidade.gov t RETAIN FOR YOUR RECORDS s (Combined taxes and assessme nts 1 $19,460.14 2017 Real Estate Property Taxes FOLIO NUMBER 01-3218-089-0010 PROPERTY ADDRESS 5972 NE 4 AVE LEGAL DESCRIPTION 380 WAREHOUSE CONDO UNIT 5972 UNDIV 51.34% INT IN COMMON ELEMENTS OFF REC 28550-4835 VIMPEL CAPITAL LLC 4100 NE 2 AVE STE 302 MIAMI, FL 33137 11 DETACH HERE AND RETURN THIS PORTION WITH YOUR PAYMENT 4- Du.licate •ublic user 06/04/2018 PAY ONLY ONE AMOUNT III III 111 01111 II ID II 1 3 2 1 808900 1 0+ Make checks payable to. Miami -Dade Tax Collector (in U.S. funds drawn on U.S. banks) Amount due May be Subject to Change Without Notice Mail payments to: 200 NW 2nd Avenue, Miami, FL 33128 2017* If If Paid By Please Pay Dec 13, 2017 $0.00 .111111111111111. 1000000000000000000132180890010201700000000000000000000004 Paid By natalya voroj Miami -Dade County, Florida Paid 12/08/2017 plicate public user 06/04/2018 Receipt # ECHECK-18-081603 $17,706.78 2017 Real Estate Property Taxes Notice of Ad Valorem Tax and Non -Ad Valorem Assessments SEE REVERSE SIDE FOR IMPORTANT INFORMATION FOLIO NUMBER MUNICIPALITY MILL CODE 01-3218-089-0020 VIMPEL CAPITAL LLC 4100 NE 2 AVE STE 302 MIAMIFL 33137 MIAMI Property Address 5974 NE 4 AVE Exemptions: 0100 AD VALOREM TAXES ,k? Miami -Dade School Board School Board Operating School Board Debt Service State and Other Florida Inland Navigation Dist South Florida Water Mgmt Dist Okeechobee Basin Everglades Construction Proi Childrens Trust Authority Miami -Dade County County Wide Operating County Wide Debt Service Library District Municipal Governing Board Miami Operating Miami Debt Service 870,675 870,675 6.77400 0.22000 870,675 0.03200 870,675 0.12750 870,675 0.13840 870,675 0.04410 870,675 0.46730 870,675 870,675 870,675 870,675 870,675 870,675 870,675 870,675 4.66690 870,675 870,675 0.40000 870,675 870,675 0.28400 870,675 870,675 870,675 7.43650 0.59350 NON -AD VALOREM ASSESSMENTS 870,675 870,675 5,897.96 191.55 27.86 111.01 120.50 38.40 406.87 4,063.35 348.27 247.27 6,474.77 516.75 Save Time. Pay Online. www.miamidade.gov 1- RETAIN FOR YOUR RECORDS (Combined taxes and assessme nts $18,444.56 2017 Real Estate Property 4- DETACH HERE AND RETURN THIS PORTION WITH YOUR PAYMENT 4- Dualicate •ublic user 06/04/2018 Taxes FOLIO NUMBER 01-3218-089-0020 PROPERTY ADDRESS 5974 NE 4 AVE LEGAL DESCRIPTION 380 WAREHOUSE CONDO UNIT 5974 UNDIV 48.66°/0 INT IN COMMON ELEMENTS OFF REC 28550-4835 VIMPEL CAPITAL LLC 4100 NE 2 AVE STE 302 MIAMI, FL 33137 111 1113 11111111111111 11 + 21808 00 0+201 Make checks payable to. Miami -Dade Tax Collector (in U.S. funds drawn on U.S. banks) Amount due May be Subject to Change Without Notice Mail payments to: 200 NW 2nd Avenue, Miami, FL 33128 111 PAY ONLY ONE AMOUNT If Paid By Please Pay Dec 13, 2017 $0.00 1000000000000000000132180890020201700000000000000000000005