HomeMy WebLinkAboutSubstitution Memo from City ManagerCITY OF MIAMI, FLORIDA
INTER -OFFICE MEMORANDUM
TO Honorable Mayor and DATE: September 19, 2022
Members of the City Commission
i SUBJECT: Substitution for Item RE.6
License Agreement for GSA
Communications Equipment
FROM. Arthur Noriega V j REFERENCES
City Manager
ENCLOSURES:
The Department of Real Estate and Asset Management respectfully requests that item RE.6 on the
September 22, 2022, City Commission Agenda be substituted to correct the address of the Property. The
previous version of the legislation incorrectly identified the License Area within the Property located at 400
NW 1st Avenue, Miami, Florida. The correct address of the subject Property is 450 NW 1st Avenue, Miami,
Florida (Folio No. 01-4137-072-0080). The attached legislation has been modified accordingly.
cc: Miriam Santana, Agenda Coordinator
enclosure
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A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
AUTHORIZING THE CITY MANAGER TO EXECUTE A LICENSE AGREEMENT ("LICENSE"),
BETWEEN DT RESIDENTIAL SOUTH, LLC ("LICENSOR") AND THE CITY OF MIAMI ("CITY"),
FOR THE USE OF CERTAIN SPACE ON THE ROOF AND IN THE DISTRIBUTED ANTENNA
SYSTEM ROOM ("DAS ROOM") OF THE BUILDING LOCATED AT 450 NORTHWEST 1ST
AVENUE, MIAMI, FLORIDA ("LICENSE AREA") FOR THE INSTALLATION, OPERATION, AND
MAINTENANCE, AT CITY'S SOLE COST AND EXPENSE, OF CERTAIN COMMUNICATIONS
EQUIPMENT IN THE LICENSED AREA FOR THE CITY'S OPERATION AND MAINTENANCE
OF RADIO COMMUNICATION SERVICES IN ACCORDANCE WITH THE TERMS AND
CONDITIONS OF THE LICENSE; FURTHER AUTHORIZING THE CITY MANAGER TO
NEGOTIATE AND EXECUTE ALL NECESSARY DOCUMENTS, INCLUDING AMENDMENTS
AND MODIFICATIONS TO SAID LICENSE, IN A FORM ACCEPTABLE TO THE CITY
ATTORNEY, AS MAY BE NECESSARY TO AUTHORIZE THE PROPOSED USE.
WHEREAS, DT Residential South, LLC ("Licensor") is the owner of the property located
at 450 Northwest 1st Avenue, Miami, Florida (Folio No. 01-4137-072-0080) ("Property"); and
WHEREAS, the City of Miami ("City") requested that Licensor enter into a License
Agreement with the City ("License") for the City's use of certain space on the roof and in the
Distributed Antenna System Room ("DAS Room") of the Property ("License Area"); and
WHEREAS, the License will be used for the installation, operation, and maintenance of
certain communications equipment, at City's sole cost and expense, on the License Area for the
operation and maintenance of radio communication services in accordance with the terms and
conditions of the License; and
WHEREAS, the City Commission finds it in the best interest of the City to authorize the
City Manager to execute the License, and any other necessary documents, including
amendments, modifications, all in forms acceptable to the City Attorney, in order to effectuate
the uses set forth in said License;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF
MIAMI, FLORIDA:
Section 1. The recitals and findings contained in the Preamble to this Resolution are
adopted by reference and incorporated as fully set forth in this Section.
Section 2. The City Manager is authorized to execute this license and further
authorized' to all other necessary documents, extensions, renewals and modifications, including
amendments, all in forms acceptable to the City Attorney.
Section 3. This Resolution shall become effective immediately upon adoption.
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WILLKIE DRAFT 5/26/2022
r
LICENSE AGREEMENT
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THIS LICENSE AG(EEMENT (the "Agreement") is made this day of
, 2022,(1yanci between DT Residential South LLC a Delaware limited liability
company (`'Licensor'), and CI ldr MIAMI, a municipality created pursuant to the laws of the State of
Florida, having its principal office and place of business at 3500 Pan American Drive, Miami, Florida 33133
(hereinafter called the "Licensee" or "City").
1. License. Subject to and upon the terms and conditions set forth in this Agreement, Licensor hereby
grants to Licensee an exclusive license solely for the Use (as defined herein) of certain space on the roof
of, and in the "DAS Room" located on the roof level of, the building ("Building") located at 450 NW 1st
Avenue, Miami, Florida (Folio No. 01-4137-072-0080) and more particularly described on Exhibit "A"
attached hereto and made a part hereof (the "Property"), and such space in the "DAS Room" and on the
roof of the Building is more particularly described on Exhibit "B" attached hereto and made a part hereof
(the "Licensed Area"). "Use" shall be defined as the installation, operation and maintenance, at Licensee's
sole cost and expense, on the Licensed Area in the location(s) described on Exhibit "B" of the Licensee
Equipment (as defined herein) for the purposes of providing (i) communication services used in the
operation of Licensee's internal business activities where Licensee holds a Federal Communications
Commission ("FCC") license for said use, (ii) common carriage where Licensee holds an FCC
license as a Radio Common Carrier, (iii) communications services for others where Licensee holds an
FCC license as the system operator, or (iv) transceivers for use by others where others hold an FCC
license for the operation of said transceivers. "Licensee Equipment" shall be defined as any radio
communications equipment, including base stations, antenna(s), poles, dishes or masts, cabling or
wiring and accessories used therewith and approved by Licensor for installation, operation and
maintenance on the Licensed Area in the location(s) described on Exhibit "B". An initial list of the
Licensee Equipment is attached hereto as Exhibit "C". Licensee, subject to Licensor's prior written
approval and subject to the terms of Section 7 hereof, may periodically add or remove radio
telecommunications equipment to and from the Licensed Area, promptly following which Licensee shall
provide to Licensor an updated list of the Licensee Equipment. It is acknowledged and agreed that any
new Licensee Equipment shall comply with all terms of this Agreement.
2. Use. The Licensed Area may be used by Licensee only for the Use and no other uses shall be
permitted without Licensor's prior written consent, which consent may be granted or withheld in
Licensor's sole but reasonable discretion. Licensee shall bear sole responsibility for obtaining, at
Licensee's expense, all licenses and permits required for Licensee's use of the Licensed Area (the
"Governmental Approval").
3. Initial Term. —The term of this Agreement shall be ten (10) years commencing on the date that
physical possession of the Licensed Area is given to the Licensee as evidenced by a letter signed by the
Licensee (the "Commencement Date"), and terminating on the day which is one (1) day prior to the tenth
(l0th) anniversary of the Commencement Date ("Initial Tenn").
4. Renewal Terms. After the Initial Term, this Agreement shall automatically be renewed for
successive one (1) year periods (each, a "Renewal Term") unless either party notifies the other of its
intention not to renew the Agreement at least thirty (30) days prior to the expiration of the Initial Term or
the Renewal Term which is then in effect. The Initial Term and the Renewal Term(s) are hereinafter
collectively referred to as the "Term".
5. Condition of Licensed Area. LICENSEE ACKNOWLEDGES AND AGREES THAT
LICENSOR HAS NOT UNDERTAKEN TO PERFORM ANY MODIFICATIONS, ALTERATIONS OR
IMPROVEMENTS TO THE LICENSED AREA, ACKNOWLEDGES AND ACCEPTS THE
LICENSED AREA IN ITS "AS IS" CONDITION, AND AS SUITABLE FOR THE PURPOSE FOR
WHICH IT IS LICENSED, AND LICENSOR HAS NOT MADE ANY REPRESENTATION OR
WARRANTY
CONCERNING THE PROPERTY, BUILDING OR THE LICENSED AREA, OR THE SUITABILITY
OF ANY OF THE FOREGOING FOR THE USE.
6. Interference. Licensee acknowledges that the Building is leased to one or more tenants for various
uses, some of which tenants have the right to install satellite dishes, antennas and other communications
equipment within and on the roof of the Building in connection with the operation of such tenants'
businesses within the Building. Additionally, Licensee acknowledges the Licensor or its affiliates own a
building located adjacent to the Building at 100 NW 6' Street, Miami, Florida (collectively, the "Existing
Building"), which Existing Building is or shall be leased to one or more tenants for various uses, some of
which tenants shall have the right to install satellite dishes, antennas and other communications equipment
within and on the roof of the Existing Building in connection with the operation of such tenants' businesses
within the Existing Building. Licensee agrees that the operation of the Building and the Existing Building
will not interfere with Licensee's use of the Licensed Area and hereby waives any claims of interference
relating thereto. Licensee further covenants that its use will not intentionally interfere with wireless
communications operations in or on the Building or the Existing Building. If in the sole judgement of
Licensor, any electrical, electromagnetic, radio frequency or other interference shall result from the
operation of any of the Licensee Equipment, Licensor shall notify Licensee and Licensee shall, within ten
(10) days from receipt of such notice, exercise due diligence to analyze the cause of the interference and
make such modifications as are necessary to eliminate the inference. If Licensee fails to cure such
interference to the satisfaction of Licensor within such ten (10) day period, then Licensee shall notify
Licensor of its failure to cure the interference problem and identify to Licensor in reasonable detail the
additional corrective measures it proposes to undertake in an effort to resolve the interference. Licensee
shall use due diligence to implement the proposed corrective measures and shall keep Licensor informed
regarding the status of the corrective work. If such interference has not been corrected within ninety (90)
days, Licensor may, at its sole discretion either terminate this Agreement upon written notice to Licensee
or may require that Licensee immediately remove from the Licensed Area the specific item of Licensee
Equipment causing such interference.
7. Rooftop Improvements; Equipment; Maintenance; Utilities and Access.
(a) Subject to the terms and conditions hereof, Licensee shall have the right at Licensee's sole
cost and expense, to erect and maintain on the Licensed Area the Licensee Equipment. The Licensee
Equipment shall remain the exclusive property of the Licensee throughout the Term and upon termination
of this Agreement, subject to the terms and conditions of this Agreement. All or any portion of the Licensee
Equipment, may be removed by the Licensee from the Licensed Area at any time during the Term, subject
to Licensee repairing any damage to the Building caused thereby and any alterations or modifications to be
made in connection with such removal shall be "Alterations" requiring Licensor's prior written consent in
accordance with this Section 77-Licensee shall remove, at or prior to the expiration or earlier termination of
the Term, all License Equipment or other Alterations made by Licensee during the Term and restore the
Licensed Area to the condition existing prior to the installation of the same. The Licensor and Licensee
agree that any portion of the Licensee Equipment that remains on the Licensed Area after sixty (60) days
following the expiration or earlier teuuiination of this Agreement shall be deemed abandoned by the
Licensee and shall be thereafter owned by the Licensor without further consent of the Licensee; provided,
however, in the event such Licensee Equipment is deemed abandoned and/or Licensee fails to restore the
Licensed Area to the condition existing prior to the installation of the same, Licensor may elect to remove
the Licensee Equipment and/or restore the Licensed Area, in which event Licensee shall remain liable to
Licensor for the reasonable cost of such removal and/or restoration.
(b) Prior to the initial installation and subsequent relocation, addition or modification of the
Licensee Equipment, or the performance of any construction or other invasive activities in the Licensed Area
(an "Alteration"), Licensee shall: (i) obtain the Licensor's prior written consent, which consent shall not be
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unreasonably withheld conditioned or delayed (except that consent shall be in the Licensor's sole but
reasonable discretion as to the installation method, construction and materials attached to the Building and
visual appearance of the Alteration or screening thereof), and Licensor shall give written notice to Licensee
of its approval or disapproval with detailed reasons for the disapproval within a reasonable period after
receipt thereof); and (ii) submit to Licensor detailed engineering plans and specifications of the planned
Alteration prepared by a professional architect or engineer licensed to practice in the State of Florida which
shall conform to Licensor's design and engineering criteria and any technical standards established by
Licensor relating to frequency compatibility, radio interference protection, antenna type and location and
physical installation, and which shall be in form, content and detail sufficient (x) to secure all required
governmental permits and approvals, (y) for a contractor to perform all work shown thereon and covered
thereby and (z) sufficient to determine (i) whether such Alteration complies with all applicable laws, (ii)
whether such Alteration is to be performed using materials at least equal to Building standard and (iii) the
effect such Alteration shall have on the structural components of the Building, including the Building
systems, and the operation and maintenance of the Building ("Licensee's Plans"), for Licensor's approval,
which approval shall not be unreasonably withheld, conditioned of or delayed and Licensor shall give
written notice to Licensee of its approval or disapproval with detailed reasons for the disapproval within a
reasonable period of time after receipt thereof. Notwithstanding anything in this Agreement to the contrary,
Licensor shall have the right to withhold its consent to any Alteration or Licensee's Plans if such
contemplated Alteration (or the manner in which it is installed or conducted) (i) may void or limit Licensor's
roof warranty or guaranty for the Building, or (ii) Licensor determines (in its sole discretion) that such
Alteration would (x) adversely affect or alter the Building, the exterior of the Building, the roof of the
Building, the structural elements of the Building or Building systems, the capacity, operation, maintenance
or integrity of the Building or its components, the quiet use or enjoyment of existing users of the Building,
(y) affect the certificate of occupancy or certificate of use for the Building or necessitate the performance
of any work by Licensor or (z) require any structural alteration to any portion of the Building or its
components. Notwithstanding anything in this Agreement to the contrary, Licensor shall have the right to
be present during the performance of all work by or on behalf of the Licensee. Licensee acknowledges and
agrees that Licensee's Plans may also be subject to the approval of the parties having rights pursuant to
covenants, conditions, restrictions or other documents of record affecting the Property (collectively, the
"Recorded Documents"), and Licensee further agrees that any approval by Licensor hereunder shall be
conditioned upon such further approval under the Recorded Documents. As necessary, Licensor, at no
expense to Licensor, shall submit the Licensee's Plans for approval under the Recorded Documents and
shall use its commercially reasonable efforts to obtain such approval. Licensee shall be responsible for
Licensor's reasonable out-of-pocket costs incurred by Licensor in connection with the review of Licensee's
Plans or efforts to obtain consent under any Recorded Documents.
(c) All Alterations shall be accomplished in a good and workmanlike manner at
Licensee's sole expense, using materials consistent with Building standard, in conformity with
applicable laws, rules and regulations, by a licensed contractor approved by Licensor. Licensor agrees
to cooperate with Licensee in order to enable any Alterations to be performed in a timely manner, and
shall use commercially reasonable efforts to minimize any interference with the operation of the
Building and the quiet use or enjoyment of existing users of the Building. Licensor shall have the right
of prior approval of any contractors engaged by Licensee to perform any work on behalf of Licensee
on the Licensed Area; provided, however, that neither approval by Licensor nor engagement of any
contractor shall relieve, release or affect in any manner any of Licensee's obligations hereunder, and
Licensee shall at all times be and remain fully liable for any work performed by or through Licensee.
All contractors shall, for the duration of the entire period in which such Alterations shall be performed,
carry workers' compensation insurance and commercial general liability insurance in amounts and
with companies reasonably acceptable to Licensor (with Licensor, any property manager or lender of
Licensor, and such other persons as Licensor shall reasonably designate as additional insureds) and
shall deliver a certificate of insurance evidencing such coverages to Licensor prior to commencing
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work in the Licensed Area. Licensee shall deliver true and complete copies of all permits,
authorizations, licenses and permits required to be obtained by applicable laws, rules and regulations
prior to coimnencing work in the Licensed Area. Upon completion of any such Alteration, Licensee
shall provide Licensor with "as built" plans and proof of payment for all labor and materials. Licensee
will have no authority or power, express or implied, to create or cause any construction lien or
mechanics' or materialmen's lien or claim of any kind against the Licensed Area or the Property.
Licensee will promptly cause any such liens or claims to be released by payment, bonding or otherwise
within thirty (30) days after request by Licensor. The foregoing obligation shall survive the expiration
or earlier termination of this Agreement. .
(d) For the avoidance of doubt, the installation and subsequent relocation, addition or
modification of any antenna or any run lines, cables, conduits, mounting equipment or other equipment
related thereto shall be an "Alteration" hereunder and shall be subject to all terms and conditions governing
Alterations as set forth herein. The number, location, size, weight, height and all other features and
specifications of the antenna shall be subject to Licensee's prior written approval in accordance with the
terms and conditions of Section 7(a) hereof and Licensor agrees to reasonably consult with Licensee as to
the foregoing in connection with Licensee's preparation of such specifications. Licensee shall paint or
otherwise obtain and maintain any Licensee Equipment located on the roof of the Building in white or such
other color as Landlord shall determine and shall install such lightning rods, air terminals or screening on
or about the Licensee Equipment as Landlord may reasonably require. Upon at least thirty (30) days' prior
written notice to Licensee, Landlord shall have the right to require Licensee to relocate any antenna to
another location of similar size, provided that such relocation would not materially adversely affect the
operation of the antenna. Any such relocation shall be performed by Licensee at Licensor's expense, and
in accordance with all of the requirements of this Section 7.
(e) Licensee shall manage all engineering services, including intermodulation studies and all
site engineering and construction necessary to install, operate and maintain the Licensee Equipment on the
Licensed Area. Licensee shall, at its sole expense, keep and maintain the Licensed Area and the Licensee
Equipment thereon, in good order, condition and repair, and in compliance with applicable laws, rules and
regulations. Licensee shall install, construct and maintain the Licensee Equipment on the Licensed Area at no
cost to Licensor. Licensee shall, at its expense, keep and maintain the Licensed Area and the Licensee
Equipment thereon in good, safe, and clean order during the Term of this Agreement. Licensee shall take, at
its own expense, all measures and precautions necessary to render the Licensed Area inaccessible to
unauthorized persons. Licensee shall conduct its business and control it agents, employees, and contractors in
such a manner as not to create any nuisance, or interfere with, any other tenant of the Building or Licensor in
its operation of the Building (including the Licensed Area) and shall keep the Licensed Area free of debris
and anything of a dangerous, noxious, toxic or offensive nature or which could create a fire hazard or undue
vibration, heat or noise.
(f) All installations and operations in connection with this Agreement shall comply with all
federal, state, and local laws, codes and regulations (including, without limitation, those promulgated by the
FCC and the Federal Aviation Administration) and with any reasonable rules and regulations of the Building
established by Licensor. Licensor assumes no responsibility for the licensing, operation or maintenance of the
Licensee Equipment. Licensee shall register the Licensee Equipment, if required, with appropriate
governmental authorities and keep the same current during the Term. In the event that any federal, state,
county, regulatory or other authority requires the removal or relocation of any Licensee Equipment,
Licensee shall remove or relocate such antenna at Licensee's sole cost and expense, and Licensor shall
under no circumstances be liable to License therefor.
(g) Licensee shall not damage the Building and shall immediately repair, at Licensee's sole
expense, any injury or damage to the Building resulting from Licensee's, and its employees', agents',
contractors', subcontractors' and invitees' actions, inactions, or exercise of its rights hereunder. Licensee shall
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not locate or operate, or cause to locate or operate, any cranes or other heavy machinery at the Building, without
Licensor's prior written approval. Licensor's approval of Licensee's Plans shall create no responsibility or
liability on the part of Licensor for their completeness, design sufficiency or compliance with rules and
regulations of governmental agencies or authorities.
(h) Licensee shall be responsible for the expense of any utilities associated with the operation of
any Licensee Equipment. Subject to Section 5 hereof, Licensor shall furnish to Licensee electrical facilities to
furnish 200amps by 120/208v in electric panel 3EMLR to power the Licensee Equipment (the "Required
Voltage"), which shall be sub -metered, it being understood that Licensor shall not be required to perform any
modifications, alterations or improvements to the Licensed Area or to the Building or otherwise incur any costs
in order to ensure the delivery of the Required Voltage to Licensee. Licensee shall install and maintain the
submeter at Licensee's expense and shall be responsible for the costs of any electricity attributable to the
Licensed Area as measured by such submeter. Failure by Licensor to furnish such facilities shall not render
Licensor liable in any respect for damages to either person or property nor relieve Licensee from fulfillment of
any covenant or obligation hereunder. If any Licensee Equipment fails because of loss of electrical power,
Licensor shall give notice to Licensee and Licensor shall use reasonable diligence to restore electrical power
promptly, but Licensee shall have no claim for damages on account of any interruption in electrical service
occasioned thereby or resulting therefrom. Notwithstanding the foregoing, Licensor shall, at all times, have
the right to shut down the electrical service to the Licensed Area and Licensee Equipment in connection with
any maintenance program conducted for the Building or to perform repairs. In connection therewith, Licensor
shall give Licensee forty-eight (48) hours prior written notice, except in the emergency situations, in which
event notice may be within a shorter period and may given verbally.
(i) Licensee and its employees, agents, contractors, subcontractors and invitees shall have access
to the Licensed Area during Licensor's Building hours of operation. For all entry into the Building, Licensee
shall (i) notify the Licensor prior to arrival (at least 24 hours prior except in the event of emergency, in which
case Licensee will provide as much notice as possible); (ii) contact the property manager upon its arrival; (iii)
if Licensor so elects, be accompanied by an authorized representative of Licensor, and (iv) at all times comply
with all of Licensor's reasonable security procedures. Any entry onto or access to the Building after normal
business hours shall be permitted in Licensor's sole but reasonable discretion, provided that in the event of any
emergency, Licensor shall use reasonable efforts to permit access.
8. Termination. Except as otherwise provided herein, this Agreement may be terminated without
any penalty upon written notice as follows:
(a) By Licensor (x) upon a default of any covenant or term hereof by Licensee, which default
is not cured within thirty (30) days of receipt of written notice of default from Licensor (without however,
limiting any other rights available to Licensor pursuant to any other provisions hereof); provided, however,
that if such default cannot reasonably be cured within such period and Licensee commences efforts to cure
the default within such period and diligently pursues curing of the default to completion within a reasonable
time period (not exceeding ninety (90) days), then Licensor shall no longer be entitled to declare a default,
or (y) for any other reason upon thirty (30) days' advance written notice to Licensee; or
(b) By Licensee for any reason upon thirty (30) days' advance written notice from Licensee to
Licensor.
9. Taxes; Operating Expenses. Licensee shall pay any personal property taxes assessed on, or any
portion of such taxes attributable to, the Licensee Equipment. Licensee shall pay any increase in real
property taxes levied against the Licensed Area which are directly attributable to the Licensee Equipment
and the Licensee's use of the Licensed Area, together with any required sales tax, and Licensor agrees to
furnish proof of such increase to Licensee. Licensee shall promptly pay when due all other expenses arising
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out of the maintenance, operation, and repair of the Licensed Area, and any improvements thereon, and
shall pay the cost of all utilities serving the Licensed Area and any improvements thereon.
10. Destruction of Premises. In the event of damage by fire or other casualty to the Building or the
Licensed Area which disrupts Licensee's operations on the Licensed Area, Licensor shall have no
obligation to restore the Licensed Area; provided, however, that at any time following such fire or other
casualty, provided the Licensor has not completed the restoration required to permit Licensee to resume its
operations at the Licensed Area, either party may terminate the Agreement upon written notice to the other
party. In such event, all rights and obligations of each party hereunder (except those obligations which
survive the expiration or termination of this Agreement) shall cease as of the date of the damage or
destruction. Further, Licensor shall have no liability to Licensee for any loss or damage to any property or
person occasioned by theft, fire, act of God, public enemy, injunction, riot, strike, insurrection, war, court
order, requisition, or other order of governmental body or authority, or for any unintentional or non -
negligent damage or inconvenience which may arise through maintenance, repair or alteration of any part
of the Building, failure to make any such repairs, or acts by the Licensor.
11. Condemnation. If a condemning authority takes all of the Property or a portion of the Property
including the Building, this Agreement shall terminate as of the date the title vests in the condemning
authority. Licensee may not make any claim for losses in any condemnation proceeding involving the
Licensed Area. A sale of all or part of the Licensed Area to a purchaser with the power of eminent domain,
in the face of the exercise of eminent domain power, shall be treated as taking by condemnation for the
purpose of this section.
12. Insurance.
(a) Licensee operates a self insured program in accordance and subject to the limitations of
Section 768.28 of the Florida Statutes.
(b) [Licensee acknowledges that Licensor is not responsible for insuring against the loss of the
Licensee Equipment.
(c)
13. Licensee's Environmental Covenants and Indemnity. As used in this Agreement, the term
"Hazardous Materials" shall mean any hazardous or toxic substance, material or waste which is, or becomes
designated as such in the future or is regulated by any agency of the United States Government or by any
local governmental authority having jurisdiction, including, without limitation, any substance, material or
waste that is defined or designated as a hazardous substance pursuant to the Comprehensive Environmental
Response, Compensation and Liability Act, the Resource Conservation and Recovery Act or the Clean
Water Act. During the Term of this Agreement, Licensee shall cause the presence, use, storage and/or
disposal of any Hazardous Material, on or under the Property and the Licensed Area by Licensee, its agents,
employees or contractors to be in compliance with all applicable laws, rules, regulations and orders.
Licensee shall defend, indemnify, protect and hold Licensor harmless from and against all claims, costs,
fines, judgments and liabilities, including attorney's fees and costs, arising out of or in connection with the
presence, storage, use or disposal of Hazardous Materials on or under the Property or the Licensed Area
caused by the acts, omissions or negligence of Licensee, its agents, employees or contractors. The foregoing
indemnity shall survive the expiration or earlier termination of this Agreement.
14. Indemnification.
15. Limitation of Liability.
16. Notices. All notices required or permitted under this Agreement shall be in writing and shall be
deemed effective upon personal delivery, or three (3) days after being deposited in the U.S. Mail, registered
or certified, and postage prepaid, or one (1) day after being deposited with a nationally recognized overnight
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courier service. Such notices shall be addressed to the party at the addresses shown below, or at such other
address or addresses as either party shall designate to the other in writing in accordance with this section:
As to Licensor: DT Residential South LLC
With a copy to: Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019
Attention: Carly Saviano, Esq.
As to Licensee:
With A copy to: City of Miami — Department of Real Estate and Asset Management
444 SW 2' Ave, 3rd Floor
Miami, FL 33130
Attention: Director
Attention:
City of Miami - GSA
1390 NW 20th Street
Miami, FL 33142
Attention: Director
17. Inspection. Licensee shall permit Licensor or its agents, upon providing twenty-four (24) hours'
notice (except in case of actual or suspected emergency, in which event no notice shall be required,
however, Licensor shall endeavor to provide notice to Licensee as soon as reasonably practicable
thereafter), which notice may be made by written request or by e-mail, access the Licensee Equipment and
the Licensed Area to (a) inspect the Licensee Equipment and/or the Licensed Area, (b) make technical
measurements or tests related to the Licensee Equipment, (c) perform any obligations of Licensee hereunder
which Licensee has failed to perform or make any other alterations or repairs, (d) assure Licensee's
compliance with the terms and provisions of this Agreement and with all applicable laws, ordinances, codes,
rules and regulations or (e) access any breaker or fire alarm panels or other utility boxes and/or systems located
in the Licensed Area; provided, however, in conducting any inspection or testing of the License Equipment
or making any other alterations or restorations to the Licensed Area, neither Licensor nor its agents shall
perform any adjustments to the Licensee Equipment without Licensee' s prior written approval, except as
may be permitted herein or as may be reasonably necessary due to an emergency.
18. Subordination. This Agreement shall be subject to and subordinate to any mortgage or deed to
secure debt made by Licensor which may now or hereafter encumber the Property where the Licensed Area
is located. If the holder of any such mortgage or deed of trust ("Mortgagee") shall succeed to the rights of
Licensor under this Agreement whether through possession of the Property or foreclosure action or
otherwise, Licensee agrees to attorn to Mortgagee on the same terms and conditions as set forth herein, in
each case, without further action on the part of any party. Licensee shall execute in timely fashion a
subordination, non -disturbance agreement or such instruments as may reasonably be requested to evidence
the provisions of this section, subject to an administrative fee of five hundred dollars ($500.00) per
instrument to be paid to Licensee.
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19. Assignments and Sublicenses.
(a) Licensee may not assign this Agreement without the prior written consent of Licensor,
which consent Licensor may withhold in its sole discretion. Licensee shall not be permitted to sublicense
or share the Licensee Equipment (except as provided in Section 1 hereof) with third parties without the
prior written consent of Licensor, which consent Licensor may withhold in its sole but reasonable
discretion.
(b) Licensor shall have the right to freely transfer and assign, in whole or in part, all of its
rights and obligations hereunder and in the Building and no further liability shall accrue against Licensor
hereunder following any such transfer or assignment.
20. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the
parties, their respective heirs, successors, personal representatives and permitted assigns.
21. Waiver of Incidental and Consequential Damages. Neither party will assert any claim
whatsoever against the other for loss of anticipatory profits or any other indirect, special, incidental or
consequential damages incurred by such party arising out of this Agreement.
22. Compliance with Laws. Licensee shall at all times, and at its sole cost and expense, promptly
comply with all present and future legal requirements, laws, ordinances, orders, rules or regulations, permit
conditions and requirements of all federal, state, county and municipal governments, courts, departments,
commissions, boards, and offices, or any other body exercising functions similar to any of those of the
foregoing, which may be applicable to Licensee's use of the Licensed Area, or any part thereof, including,
without limiting the generality of the foregoing, legal requirements, laws, ordinances, orders, rules,
regulations and permit conditions pertaining to pollution, environmental protection, air quality and water
quality. Licensee shall procure, at its own expense, all applicable permits and licenses required in
connection with Licensee's use of the Licensed Area.
23. Certifications. Licensor may request that Licensee certify information to a current or prospective
mortgagee or prospective purchaser. Such certification shall be transmitted by Licensee within ten (10)
days after receipt of written request and may be relied upon by Licensor and any such mortgagee or
purchaser, and the contents of the certificate shall be binding upon Licensee. The certificate may include,
without limitation, (i) the validity, force and effect of this Agreement; (ii) the extent to which this
Agreement has been supplemented or amended; (iii) the existence of any default; (iv) the existence of any
offsets, counterclaims or defenses; (v) the commencement and expiration dates of the Term, (vi) the amount
of any prepaid sums, if applicable; and (vii) any other matter as may reasonably be requested. Such
certification is subject to a five hundred dollar ($500.00) administrative fee to be paid to Licensee for the
production and execution for each such certification.
24. Miscellaneous.
(a) Each party in any litigation arising hereunder shall be responsible for their own attorney's
fees and court costs, including appeals, if any.
(b) This Agreement constitutes the entire agreement and understanding of Licensor and
Licensee with respect to the subject matter of this option and rooftop lease, and supersedes all offers,
negotiations and other agreements. There are no representations or understandings of any kind not set forth
herein. No other contract, oral or otherwise, regarding the subject matter of this Agreement shall be deemed
to exist or bind any of the parties hereto. Any amendments to this Agreement must be in writing and
executed by Licensor and Licensee.
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(c) Neither Licensor nor Licensee is represented by a broker in this transaction and each party
shall hold the other party harmless from any claims for commission by any broker. The foregoing provision
shall survive the expiration or earlier termination of the Agreement.
(d) This Agreement shall be construed in accordance with the laws of the state of Florida. The
venue for any claim, cause, or action resulting from the terms of this Agreement shall be a court of
competent jurisdiction in Miami -Dade County, Florida.
(e) Notwithstanding any provision provided in this Agreement to the contrary, Licensee
acknowledges that this Agreement shall not be construed in any manner to transfer to Licensee an interest
in real estate.
(f) If any term of this Agreement is found to be void or invalid, such invalidity shall not affect
the remaining terms of this Agreement, which shall continue in full force and effect.
(g) This Agreement may be executed in two or more counterparts, all of which shall be
considered one and the same agreement and shall become effective when one or more counterparts have
been signed by each of the parties, it being understood that all parties need not sign the same counterpart.
The parties agree that a scanned or electronically reproduced copy or image of this Agreement shall be
deemed an original. The parties shall be entitled to sign and transmit an electronic signature on this
Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on
the party whose name is contained therein. Any party providing an electronic signature agrees to promptly
execute and deliver to the other parties an original signed Agreement upon request.
(h) The Licensee is entering into this Agreement in its proprietary capacity and does not hereby
grant or waive any of its rights as a sovereign entity, , . The Licensee reserves its privileges and does not
waive its protection afforded to it by Section 768.28 of the Florida Statutes or other applicable laws.
(SIGNATURE PAGES FOLLOWING)
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first
written above.
LICENSOR:
WITNESS: DT Residential South LLC, a Delaware limited liability
company
Print Name
Print Name
By:
Print Name:
Title:
Date:
ATTEST: LICENSEE: CITY OF MIAMI, a municipal
corporation of the State of Florida
By: By:
Todd B. Hannon Arthur Noriega V
City Clerk City Manager
APPROVED AS TO INSURANCE APPROVED AS TO LEGAL FORM &
REQUIREMENTS: CORRECTNESS:
By: By:
Ann -Marie Sharpe, Director
Risk Management Department
Victoria Mendez
City Attorney
EXHIBIT "A"
Description of the Property
SOUTH TOWER PROPERTY LEGAL DESCRIPTION
Residential South Element
R S-G2 (Residential South Ground 2):
A portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat thereof, as
recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida, being more
particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence South 89°53'38" East along the South
boundary of said TRACT C, a distance of 35.91 feet; thence North 00°06'22" East, a distance of 564.65
feet to the POINT OF BEGINNING; thence North 00°11'49" West, for a distance of 7.07 feet to the point
of curvature, concave to the Southeast, having as its elements a radius of 169.86 feet and a central angle
of 17°31'34", a radial line through said point bears North 41 °16'53" West; thence Northeasterly along said
curve, for an arc distance of 51.96 feet to a point of non -tangency; thence South 00°11'49" East, a
distance of 20.61 feet; thence North 89°48' 11" East, a distance of 16.19 feet; thence South 00°11'49"
East, a distance of 14.12 feet; thence South 89°48' 11" West, a distance of 59.92 feet to the POINT OF
BEGINNING.
LESS AND EXCEPT and specifically excluded from the aforesaid parcel is the portion thereof lying
above a horizontal plane at elevation 32.00 feet (North American Vertical Datum of 1988).
And
R S-G3 (Residential South Ground 3):
A portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat thereof, as
recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida, being more
particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence South 89°53'38" East along the South
boundary of said TRACT C, a distance of 29.40 feet; thence North 00°06'22" West, a distance of 440.12
feet to the POINT OF BEGINNING; thence North 00°11'49" West, a distance of 34.50 feet; thence North
89°48' 11" East, a distance of 9.92 feet; thence South 00°11'49" East, a distance of 28.83 feet; thence
North 89°48' 11" East, a distance of 29.17 feet; thence North 00°11'49" West, a distance of 38.63 feet;
thence South 89°48' 11" West, a distance of 21.33 feet; thence North 00°11'49" West, a distance of 66.87
feet; thence North 89°48' 11" East, a distance of 49.33 feet; thence South 00°11'49" East, a distance of
54.85 feet; thence North 89°48' 11" East, a distance of 46.90 feet; thence South 00°11'49" East, a distance
of 8.17 feet; thence North 89°48' 11" East, a distance of 42.05 feet; thence South 00°11'49" East, a
distance of 56.15 feet; thence South 89°48' 11" West, a distance of 19.33 feet; thence North 00°11'49"
West, a distance of 14.54 feet; thence South 89°48' 11" West, a distance of 17.92 feet; thence South
00°11'49" East, a distance of 18.06 feet; thence South 89°48' 11" West, a distance of 5.52 feet; thence
South 00°11'49" East, a distance of 27.23 feet; thence South 89°48' 11" West, a distance of 22.66 feet;
thence South 00°11'49" East, a distance of 5.25 feet; thence South 89°48' 11" West, a distance of 12.75
feet; thence North 00°11'49" West, a distance of 25.16 feet; thence North 89°48' 11" East, a distance of
7.08 feet; thence North 00°11'49" West, a distance of 6.59 feet; thence North 89°48' 11" East, a distance
of 5.33 feet; thence North 00°11'49" West, a distance of 7.78 feet; thence South 89°48' 11" West, a
distance of 16.75 feet; thence North 00°11'49" West, a distance of 32.04 feet; thence South 89°48' 11"
West, a distance of 6.25 feet; thence South 00°11'49" East, a distance of 15.00 feet; thence South
89°48' 11" West, a distance of 12.58 feet; thence South 00°11'49" East, a distance of 31.42 feet; thence
South 89°48' 11" West, a distance of 14.12 feet; thence North 00°11'49" West, a distance of 16.00 feet;
thence South 89°48' 11" West, a distance of 10.87 feet; thence North 00°11'49" West, a distance of 2.83
feet; thence South 89°48' 11" West, a distance of 29.75 feet to the POINT OF BEGINNING.
LESS AND EXCEPT and specifically excluded from the aforesaid parcel is the portion thereof lying
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above a horizontal plane at elevation 32.00 feet (North American Vertical Datum of 1988).
And
R S-G4 (Residential South Ground 4):
A portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat thereof, as
recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida, being more
particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence South 89°53'38" East along the South
boundary of said TRACT C, a distance of 29.38 feet; thence North 00°06'22" East, a distance of 402.58
feet to the POINT OF BEGINNING; thence North 00°11'49" West, a distance of 12.71 feet; thence North
89°48'11" East, a distance of 10.14 feet; thence South 00°11'49" East, a distance of 12.71 feet; thence
South 89°48'11" West, a distance of 10.14 feet to the POINT OF BEGINNING.
LESS AND EXCEPT and specifically excluded from the aforesaid parcel is the portion thereof lying
above a horizontal plane at elevation 32.00 feet (North American Vertical Datum of 1988).
And
R S-G5 (Residential South Ground 5):
A portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat thereof, as
recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida, being more
particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence South 89°53'38" East along the South
boundary of said TRACT C, a distance of 84.81 feet; thence North 00°06'22" East, a distance of 283.57
feet to the POINT OF BEGINNING; thence North 00°11'49" West, a distance of 27.67 feet; thence North
89°48' 11" East, a distance of 14.29 feet; thence South 00°11'49" East, a distance of 27.00 feet; thence
South 89°48' 11" West, a distance of 4.79 feet; thence South 00°11'49" East, a distance of 0.67 feet;
thence South 89°48' 11" West, a distance of 9.50 feet to the POINT OF BEGINNING.
LESS AND EXCEPT and specifically excluded from the aforesaid parcel is the portion thereof lying
above a horizontal plane at elevation 32.00 feet (North American Vertical Datum of 1988).
And
R S-M1(Residential South Mezzanine 1):
A parcel being a portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat
thereof, as recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida,
having as its lower boundary a horizontal plane at elevation 32.00 feet (North American Vertical Datum
of 1988) and having as its upper boundary a horizontal plane at elevation 86.00 feet (North American
Vertical Datum of 1988), the perimetrical boundaries of which are more particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence South 89°53'38" East along the South
boundary of said TRACT C, a distance of 120.93 feet; thence North 00°06'22" East, a distance of 401.85
feet to the POINT OF BEGINNING; thence North 00°11'49" West, a distance of 12.42 feet; thence North
89°48' 11" East, a distance of 12.17 feet; thence North 00°11'49" West, a distance of 6.42 feet; thence
North 89°48' 11" East, a distance of 9.83 feet; thence South 00°11'49" East, a distance of 18.83 feet;
thence South 89°48' 11" West, a distance of 22.00 feet to the POINT OF BEGINNING.
And
R S-M3 (Residential South Mezzanine 3):
A parcel being a portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat
thereof, as recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida,
having as its lower boundary a horizontal plane at elevation 32.00 feet (North American Vertical Datum
of 1988) and having as its upper boundary a horizontal plane at elevation 86.00 feet (North American
Vertical Datum of 1988), the perimetrical boundaries of which are more particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence South 89°53'38" East along the South
boundary of said TRACT C, a distance of 77.90 feet; thence North 00°06'22" East, a distance of 482.51
feet to the POINT OF BEGINNING; thence North 00°11'49" West, a distance of 7.93 feet; thence South
89°48' 11" West, a distance of 7.96 feet; thence North 00°11'49" West, a distance of 61.08 feet; thence
North 89°48' 11" East, a distance of 26.33 feet; thence South 00°11'49" East, a distance of 69.01 feet;
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thence South 89°48' 11" West, a distance of 18.37 feet to the POINT OF BEGINNING.
And
R S-M4 (Residential South Mezzanine 4):
A parcel being a portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat
thereof, as recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida,
having as its lower boundary a horizontal plane at elevation 32.00 feet (North American Vertical Datum
of 1988) and having as its upper boundary a horizontal plane at elevation 86.00 feet (North American
Vertical Datum of 1988), the perimetrical boundaries of which are more particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence South 89°53'38" East along the South
boundary of said TRACT C, a distance of 75.74 feet; thence North 00°06'22" East, a distance of 421.53
feet to the POINT OF BEGINNING; thence North 00°11'49" West, a distance of 19.00 feet; thence North
89°48' l 1" East, a distance of 8.51 feet; thence South 00°11'49" East, a distance of 19.00 feet; thence
South 89°48' l 1" West, a distance of 8.51 feet to the POINT OF BEGINNING.
And
R S-M5 (Residential South Mezzanine 5):
A parcel being a portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat
thereof, as recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida,
having as its lower boundary a horizontal plane at elevation 32.00 feet (North American Vertical Datum
of 1988) and having as its upper boundary a horizontal plane at elevation 46.04 feet (North American
Vertical Datum of 1988), the perimetrical boundaries of which are more particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence South 89°53'38" East, along the South
boundary of said TRACT C, a distance of 120.89 feet; thence North 00°06'22" East, a distance of 419.15
feet to the POINT OF BEGINNING; thence North 00°11'49" West, a distance of 7.44 feet; thence North
89°48' 11" East, a distance of 4.79 feet; thence South 00°11'49" East, a distance of 7.44 feet; thence
South 89°48' 1 l" West, a distance of 4.79 feet to the POINT OF BEGINNING.
And
R S-M6 (Residential South Mezzanine 6):
A parcel being a portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat
thereof, as recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida,
having as its lower boundary a horizontal plane at elevation 32.00 feet (North American Vertical Datum
of 1988) and having as its upper boundary a horizontal plane at elevation 86.00 feet (North American
Vertical Datum of 1988), the perimetrical boundaries of which are more particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence South 89°53'38" East, along the South
boundary of said TRACT C, a distance of 120.78 feet; thence North 00°06'22" East, a distance of 436.18
feet to the POINT OF BEGINNING; thence North 00°11'49" West, a distance of 34.17 feet; thence North
89°48' 11" East, a distance of 10.32 feet; thence South 00°11'49" East, a distance of 34.17 feet; thence
South 89°48' 11" West, a distance of 10.32 feet to the POINT OF BEGINNING.
And
R S-P4 (Residential South Platform 4):
A parcel being a portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat
thereof, as recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida,
having as its lower boundary a horizontal plane at elevation 46.04 feet (North American Vertical Datum
of 1988) and having as its upper boundary a horizontal plane at elevation 86.00 feet (North American
Vertical Datum of 1988), the perimetrical boundaries of which are more particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence South 89°53'38" East, along the South
boundary of said TRACT C, a distance of 120.86 feet; thence North 00°06'22" East, a distance of 423.91
feet to the POINT OF BEGINNING; thence North 00°11'49" West, a distance of 4.69 feet; thence North
89°48' 11" East, a distance of 5.30 feet; thence South 00°11'49" East, a distance of 4.69 feet; thence
South 89°48' 11" West, a distance of 5.30 feet to the POINT OF BEGINNING.
And
R S-P5 (Residential South Platform 5):
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A parcel being a portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat
thereof, as recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida,
having as its lower boundary a horizontal plane at elevation 46.04 feet (North American Vertical Datum
of 1988) and having as its upper boundary a horizontal plane at elevation 86.00 feet (North American
Vertical Datum of 1988), the perimetrical boundaries of which are more particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence South 89°53'38" East, along the South
boundary of said TRACT C, a distance of 66.98 feet; thence North 00°06'22" East, a distance of 283.48
feet to the POINT OF BEGINNING; thence North 00°11'49" West, a distance of 16.50 feet; thence North
89°48' 11" East, a distance of 11.61 feet; thence South 00°11'49" East, a distance of 16.50 feet; thence
South 89°48' 11" West, a distance of 11.61 feet; to the POINT OF BEGINNING.
And
R S-T1 (Residential South Tower 1):
A parcel being a portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat
thereof, as recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida,
having as its lower boundary a horizontal plane at elevation 86.00 feet (North American Vertical Datum
of 1988) and having as its upper boundary a horizontal plane at elevation 161.75 feet (North American
Vertical Datum of 1988), the perimetrical boundaries of which are more particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence North 00°00'47" West along the West
boundary of said TRACT C, a distance of 157.90 feet; thence continuing along the West boundary of said
TRACT C, North 00°34'55" West, a distance of 115.02 feet to the POINT OF BEGINNING; thence
continue along the West boundary of said TRACT C North 00°34'55" West, a distance of 248.71 feet to
the point of intersection with a curve concave to the Southeast, having as its elements a radius of 165.67
feet and a central angle of 17°23'20", a radial line through said point bears North 64°51'29" West; thence
Northeasterly, along said curve, for an arc distance of 50.28 feet; thence North 89°48'11" East, a distance
of 64.31 feet; thence North 00°11'49" West, a distance of 43.00 feet to the point of intersection with a
curve concave to the Southeast, having as its elements a radius of 165.67 feet and a central angle of
10°42'51", a radial line through said point bears North 20°27'51" West; thence Northeasterly along said
curve, and along the Northerly boundary of said TRACT C, for an arc distance of 30.98 feet to a point of
compound curvature with a curve concave to the Southeast, having as its elements a radius of 211.41 feet
and a central angle of 09°30'46"; thence Northeasterly along said curve, for an arc distance of 35.10 feet
to a point of non -tangency with a line; thence North 89°57'46" East along said non -tangent line, a distance
of 14.89 feet; thence South 00°00'52" West, a distance of 4.38 feet; thence North 89°57'46" East, a
distance of 18.61 feet; thence South 00°11'49" East, a distance of 339.63 feet; thence South 89°48' 11"
West, a distance of 188.98 feet to the POINT OF BEGINNING.
And
R S-T2 (Residential South Tower 2):
A parcel being a portion of TRACT C, FLAGLER GRAN CENTRAL STATION, according to the plat
thereof, as recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida,
having as its lower boundary a horizontal plane at elevation 161.75 feet (North American Vertical Datum
of 1988) and having as its upper boundary a horizontal plane at elevation 516.83 feet (North American
Vertical Datum of 1988), the perimetrical boundaries of which are more particularly described as follows:
COMMENCE at the Southwest corner of said TRACT C; thence North 00°00'47" West, along the West
boundary of said TRACT C, a distance of 157.90 feet; thence continuing along the West boundary of said
TRACT C, North 00°34'55" West, a distance of 224.06 feet to the POINT OF BEGINNING; thence
continue along the West boundary of said TRACT C North 00°34'55" West a distance of 100.00 feet;
thence North 89°48'11" East, a distance of 190.39 feet; thence South 00°11'49" East, a distance of 100.00
feet; thence South 89°48'1 l" West, a distance of 189.72 feet to the POINT OF BEGINNING.
And
R S-T3 (Residential South Tower 3):
A parcel being a portion of TRACT Cl, FLAGLER GRAN CENTRAL STATION, according to the plat
thereof, as recorded in Plat Book 170, at Page 41, of the Public Records of Miami -Dade County, Florida,
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having as its lower boundary a horizontal plane at elevation 119.00 feet (North American Vertical Datum
of 1988) and having as its upper boundary a horizontal plane at elevation 157.08 feet (North American
Vertical Datum of 1988), the perimetrical boundaries of which are more particularly described as follows:
COMMENCE at the most Northwesterly corner of said TRACT Cl; thence North 89°48' 11" East along
the North boundary of said TRACT Cl, a distance of 5.24 feet to the POINT OF BEGINNING; thence
continuing along the North boundary of said TRACT CI, North 89°48'11" East, a distance of 22.42 feet
to the point of intersection with a curve concave to the Southeast, having as its elements a radius of
187.33 feet and a central angle of 07°04'40", a radial line through said point bears North 10°51'50" West;
thence Southwesterly, along said curve, for an arc distance of 23.14 feet; thence North 00°11'49" West, a
distance of 5.68 feet to the POINT OF BEGINNING.
-6-
EXHIBIT "B"
Description of the Licensed Area
Roof
[TO BE ATTACHED]
-7-
Roof Level
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Parkine :South 0B3) DAS Room
- 8 -
EXHIBIT "C"
List of Licensee Equipment
Communication equipment (i.e., Bi-Directional Amplifier, Distributed Antenna System and Radio
Frequency equipment) for first responders
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