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OPINION OF TITLE
TO: CITY OF MIAMI, FLORIDA, A MUNICIPAL CORPORATION
With the understanding that this Opinion of Title is furnished to CITY OF MIAMI, FLORIDA, as
inducement for the execution and acceptance of a Perpetual Sidewalk Easement (the "Agreement") covering a
portion of the real property hereinafter described. It is hereby certified that we have examined that certain
Proforma for Owner's Policy under File Number 1.1934334-62696-FL/422400305SJ issued by Fidelity National
Title Insurance Company, and that certain Title information Report Update under File Number File No.:
11934334. issued by Fidelity National Title Insurance Company, covering the period from the Beginning through
October 21, 2024 at 4:00:50 PM., inclusive (the "Title Evidence"), with respect to the real property described on
Exhibit "A", attached hereto and referred to herein as the "Property".
Basing our opinion solely on the aforesaid Title Evidence covering said period, we are of the opinion that
on the last-mentioned date, the fee simple title to the Property was vested in:
OZPC NO. 1 2900 BISCAYNE BLVD, 'LLC, a Delaware limited liability company (the
"Property Owner")
Jonathan Newberg as President is authorized to execute the Agreement on behalf of OZPC NO. 1 2900
Biscayne Blvd, LLC, a Delaware limited liability company.
Subject to the following liens, encumbrances, and other exceptions:
RECORDED MORTGAGES:
1. Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Filing from OZPC
No. 1 2900 Biscayne Blvd, LLC, a Delaware limited liability company, to Victor Holdings I,
LLC, a Delaware limited liability cpmpany, dated as of March 29, 2022, recorded March 30,
2022, in Official Records Book 33097, Page 120, as assigned to Otera Capital Investments XIV
INC., by that certain Assignment of Mortgage, Security Agreement, Assignment of Leases and
Rents and Fixture Filing recorded July 8, 2022 in Official Records Book 33280, Page 2663, as
affected by First Amendment to Mortgage, Security .A.greement, Assignment of Leases and Rents
and Fixture Filing from OZPC No. 1 2900 Biscayne Blvd, LLC, a Delaware limited liability
company, to °tem Capital Investments XIV Inc., dated as of October 11, 2024 recorded October
21, 2024 in Official Records Book 34455, Page 322, all of the public records of Miami -Dade
County, Florida. all in the Public Records of Miami -Dade County, 'Florida.
2. Assignment of Leases and Rents from OZPC No, 1 2900 Biscayne Blvd., LLC, a Delaware limited
liability company, to Victor Holdings I, LLC, a Delaware limited liability company, dated as of
March 29, 2022, recorded March 30, 2022, in Official Records Book 33097, Page 149, as
assigned to Otera Capital Investments XIV INC., by that certain Assignment of Assignment of
Leases and Rents recorded July 8, 2022 in Official Records Book 33280, Page 2666, as affected
by First Amendment to Assignment of Assignment of Leases and Rents from OZPC No. 1 2900
Biscayne Blvd, LLC, a Delaware limited liability company, to Otera Capital Investments XIV
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Inc., dated as of October 11., 2024 recorded October 21, 2024 in Official Records Book 34455,
Page 332, all of the public records of Miarni-Dade County, Florida.
3. UCC Financing Statement between OZPC No. 1. 2900 Biscayne Blvd, LLC, a Delaware limited
liability company, Debtor, and Victor Holdings I, LLC, a Delaware limited liability company,
Secured Party, recorded March 30, 2022, in Official Records Book 33097, Page 162, of the public
records of Miami -Dade County, Florida..
RECORDED MECHANICS LIENS, CONTRACT LIENS AND JUDGMENTS:
(a) Any lien, or right to a lien for services, labor, materials or other matters arising from Notice of
Commencement recorded on April 4, 2022, in Official Records Book 33107, Page 4440, as amended
in Official Records Book 34296, Page 4434, as amended by that certain Amended Notice of
Commencement recorded September 4, 2024, Official Records Book 34420, Page 1182 of the public
records of Miami -Dade County, Florida.
(b) Any lien, or right to a lien for services, labor, materials or other matters arising from Notice of
Commencement recorded on July 5, 2024, in Official Records Book 34301, Page 1659 of the public
records of Miami -Dade County, Florida.
3. GENERAL EXCEPTIONS:
(a) All taxes and assessments for the 2025 and subsequent years.
(b) Rights of persons other than the above owners who are in possession.
(c) Any unrecorded labor, mechanics or materialmen's liens.
(d) Any lien provided by County Ordinance or by Ch. 159, F.S., in favor of any city, town, village or
port 'authority, for unpaid service charges for services by any water systems, sewer systems or gas
systems serving the land described herein, and any lien for waste fees in favor of any county or
municipality.
(e)
Facts that would be disclosed by an accurate survey of the property.
(f) Zoning and other restrictions imposed by governmental authority.
(g) Taxes or special assessments which are not shown as existing liens in the puhlic records.
4. SPECIAL EXCEPTIONS:
1. Dedications as contained on the Plat of BISCAYNE SOUTH ASSEMBLAGE, recorded in Plat Book
178, Page 26, of the Public Records of Miami -Dade County, Florida..
2. Terms, conditions, covenants, easements and restrictions contained in Covenant Running with The Land
In Favor Of The City Of Miami recorded May 1.8, 1989 in Official Records Book 14111, Page 2417, of
the Public Records of Miami -Dade County, Florida.
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3. Terms, conditions, covenants, easements and restrictions contained in Covenant Running with The Land
In Lieu Of Unity of Title recorded February 1.2, 2014, in Official Records Book 29029, Page 2616, of the
Public Records of Miami -Dade County, Florida.
4. Terms, conditions, covenants, easements and restrictions contained in Tree Permit - Planting Covenant
Running with The Land recorded February 1.0, 2017, in Official Records Book 30418, Page 964, of the
Public Records of Miami -Dade County, Florida.
5. Agreement for Water and Sanitary Sewer Facilities between Miami -Dade County and 2900 Block
Redevelopment, LLC and Crescent Heights of America, Inc., recorded July 20, 2020, in Official Records
Book 32013, Page 3322, and .Addendum Number One recorded May 11, 2021, in Official Records Book
32500, Page 743, of the Public Records of Miami -Dade County, Florida.
6. Terms, conditions, covenants, easements and restrictions contained in Covenant In Lieu Of Unity of Tide
recorded May 27, 2021, in Official Records Book 32531, Page 41.13, of the Public Records of Miami -
Dade County, Florida.
7, Lease Agreement by and between Crescent Heights of America, Inc., and 2900 Block Redevelopment,
LLC, Lessor, and Whole Foods Market Group, Inc., a Delaware corporation, Lessee, dated March 24,
2020, as evidenced by that certain Memorandum of Lease recorded October 28, 2021, in Official Records
Book 3281.7, Page 4284, with no rights to purchase or rights of first refusal on all or any part of the land,
as affected by Subordination, Non -.Disturbance and Attornment Agreement recorded March 30, 2022, in
Official Records Book 33097, Page 170, of the public records of Miami -Dade County, Florida.
8. Terms and conditions of Easement Agreement by 3000 Property, LLC, a Delaware limited liability
company, 3050 Biscayne Properties, LLC, a Delaware limited liability company, 3005 Biscayne
Property, LLC, a Delaware limited liability company, 2950 NE 2nd, LLC, a Delaware limited liability
company, 2930 NE 2nd, LLC, a Delaware limited liability company, and 200 NE 30th, LLC, a Delaware
limited liability company, Remaining Owners, and 2900 Block Redevelopment, LLC, a Delaware limited
liability company, and Crescent Heights of .America, Inc., a Florida corporation, Conveying Owners,
dated March 14, 2022, recorded March 14, 2022, in Official Records Book 33066, Page 4037, of the
public records of Miami -Dade County, Florida.
9. Covenant Running With The Land recorded October 14, 2022, in Official Records Book 33422, Page
4857, of the public records of Miami-Da.de County, Florida..
10. Covenant Running With The Land recorded October 21, 2022, in Official Records Book 33434, Page
2874 of the public records of Miami -Dade County, Florida.
11. Covenant Running With The Land recorded December 5, 2022, in Official Records Book 33488, Page
3578, of the public records of Miami -Dade County, Florida.
12. Underground Easement in favor of Florida Power & Light Company recorded September 5, 2023, in
Official Records Book 33866, Page 1566, of the public records of Miami -Dade County, Florida.
13. Agreement for Construction of Certain 'Improvements recorded September 25, 2023, in Official Records
Book 33896, Page 4957, as re -recorded in Official Records Book 341.55, Page 3891, of the public records
of Miami -Dade County, Florida.
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14. Hold Harmless and indemnification Agreement recorded September 25, 2023, in Official Records Book
33897, Page 45, of the public records of Miami -Dade County, Florida.
15. Covenant Running with the Land recorded November 8, 2024, in Official Records Book 34485, Page
3476, of the public records of Miami.-Da.de County, Florida..
I HEREBY CERTIFY that I have reviewed all the aforementioned encumbrances and exceptions.
Therefore, it is our opinion that the following parties must join in the Agreement in order to make the
agreement a valid and binding covenant on the lands described herein.
Name
Interest Special Exception Number
OZPC NO.1 2900 Biscayne Blvd, Fee Simple Owner N/A
LI,C
Otera Capital Invesntments XIV Mortgagee Recorded Mortgage Section
INC 1, 2 and 3
[Signature Page Follows]
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I, the undersigned, further certify that I am an attorney -at -law duly admitted to practice in the State
of Florida and am a member in good standing of the Florida Bar.
Respectfully submitted this 27 of November 2024.
STATE OF FLORIDA
) SS:
COUNTY OF .MIAMI-DADE
GREENBERG TRAURIG, P.A.
By:
Ethan B. Wasserman, Shareholder
333 S.E. 2nd Avenue, Suite 4400
Miami, Florida 33131
Tel: 305-579-0784
The foregoing instrument was acknowledged before me by means of X physical presence or
online notarization, this 27 day of November 2024 by Ethan B. Wasserman, who is personally known to
me and did not take an oath.
[Notary Seal]
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r► t t art
Notary Public, State ;ofFlorida
Commission No. HH081354
My Commission Expires: Jan. 14, 2025
MARIA JOSE LOPEZ
Notary Public • State of Florida
Commission # HH 081354
My Comm. Expires Jan 14, 2025
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EX: BIT "A"
Property Legal Description
Tract B of Biscayne South Assemblage, according to the Plat thereof, recorded in Plat Book 178, Page
26, of the Public Records of Miami -Dade County, Florida.
Formerly known as:
Lots 6 and 7 less the East 9 feet thereof, Lots 8, 9 and 10, 'Block 11, BROADMOOR SUBDIVISION,
according to the Plat thereof, recorded in Plat Book 2, Page 37, of the Public Records of Miami -Dade County,
Florida.
Lot 5, Block 11, BROADMOOR SUBDIVISION, according to the Plat thereof, recorded in Plat Book 2,
Page 37, of the Public Records of Miami -Dade County, Florida.
Lot 4, Block 11, of BROADMOOR, according to the Plat thereof, as recorded in Plat Book 2, Page 37, of the
Public Records of Miami -Dade County, Florida.
The West 46.0 feet of Lot 1, and all of Lots 2 and 3, in Block 11 of BROADMOOR, a subdivision according
to the Plat thereof, recorded in Plat Book 2 at Page 37, of the Public Records of Miami -Dade County, Florida.
All of Lot 11 and Lot 12, less the East 9 feet thereof, Block 11, of BROADMOOR SUBDIVISION, according
to the Plat thereof, as recorded in Plat Book 2, Page 37, Public Records of Miami -Dade County, Florida.
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