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Home My WebLink About6726 Exhibit AThis Instrument Prepared By and Return To: Jessica N. Pacheco, Esq. Staff Counsel Omni Redevelopment District Community Redevelopment Agency 49 N.W. 5t' Street, Ste. 100 Miami, FL 33128 Declaration of Restrictive Covenants Running with the Land Page 1 of 5 111111111111111111111111111111111111111111111 CFN 2009R086 263 OR Bk 27102 P9s 4686 - 4690; (5C9s) RECORDED 12/03/2009 13:40:46 HARVEY RUVIN, CLERK, OF COURT MIAMI-DADE COUNTY, FLORIDA Reserved for Recording DECLARATION OF RESTRICTIVE COVENANTS RUNNING WITH 1 RI LAND THHS DECLARATION OF RESTRICTIVE COVENANT (the "Covenant") made as of the 2. clay of tzcaseR, 200 R by THE: MIAMI WOMAN'S CLUB, a Florida non- profit corporation ("Owner"), is in favor of the OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY, of the City of Miami, a public agency and body corporate, created pursuant to Section 163,356, Florida Statutes ("CRA"). RECITALS WHEREAS, the Owner is the owner of that certain real property, more particularly described in Exhibit "A" attached hereto and made a part hereof (the "Property"), which is improved with a four-story historic building; and WHEREAS, the Owner and the CRA entered into that certain Grant Agreement dated November 18, 2008, and that certain Addendum to said Grant Agreement dated June 18, 2009, in which the CRA agreed to provide funds, in an amount not to exceed Three Million Seven Hundred and Fifty Thousand Dollars ($3,750,000) (the "Grant") to Owner to renovate the Improvements (the "Project"); and WHEREAS, the Owner, in consideration of the Grant, has agreed to make a binding commitment to assure that the Property is maintained and operated in accordance with the provisions of this Covenant; NOW THEREFORE, in consideration of the foregoing, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Owner voluntarily covenants and agrees as follows: 1. Recitals: The recitals and findings set forth in the preamble of this Covenant are hereby adopted by reference thereto and incorporated herein as if fully set forth in this Section. Book27102/Page4686 CFN#20090864263 Page 1 of 5 Declaration of Restrictive Covenants Running with the Land Page 2 of 5 2. Covenant: The owner agrees not to convey or transfer any interest in the Property to any third party. 3. Default: In the event Owner fails to comply with the terms and provisions of this Covenant, and if such noncompliance is not cured, to the CRA's satisfaction, within thirty (30) days from the date of receipt of written notice of default from the CRA, or within such further time as the CRA reasonably determines is necessary to cure (an "Event of Default"), Owner agrees to reimburse the CRA's Grant (the "Reimbursement"). 4. inspection and Enforcetnent It is understood and agreed that any designated inspector of the CRA shall have the right any time during normal business hours to enter and investigate the ownership of the Property to determine whether the conditions of this Covenant is being complied with. 5. Lien Rights and Priority: The obligation of the Owner to pay the Reimbursement upon the occurrence of an Event of Default shall be secured by this Covenant and the obligation of Owner to pay the Reimbursement shall constitute a lien and encumbrance (the "Lien Rights") upon the Property having priority from the recording of this Covenant and shall have priority over any subsequent lien or encumbrances affecting the Property. 6. Enforcement of Lien Rhelsts: In the event that Owner fails to pay any of the Reimbursement within ten (10) business days of when due, same shall bear interest at eighteen percent (18%) per annum until paid. The CRA may seek to enforce its Lien Rights pursuant to Section 6, and said Lien Rights shall be enforceable in the same manner as a mortgage foreclosure under Florida Law with priority from the date of recording of this Covenant. The CRA shall be entitled to recover its attorney fees and costs associated with enforcing its Lien Rights and same shall be secured by the Lien Rights. 7. Covenants to Rua with the Land: All covenants, agreements, conditions and undertakings contained herein shall extend and inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns and shall be construed as covenants running with the Property. Whenever in this Covenant reference is made to any of the parties, it shall (unless expressly provided to the contrary in such references) be held to include and apply to, wherever applicable, also the successors and assigns of each party. 8. Attorneys' Fees and Expenses: In the event of any litigation between the parties, all expenses, including reasonable attorneys' fees and court costs at both the trial and appellate levels, incurred by the prevailing party, shall be paid by the non -prevailing party. The term "attorneys' fees," as used in this Covenant, shall be deemed to include, without limitation, any paraprofessional fees, investigative costs and other charges billed by the attorney to the prevailing party (including any fees and costs associated with collecting such amounts). 9. Severabihty: In any of the provisions of this Covenant or the application thereof to any person or situation shall, to any extent, be held invalid or unenforceable, the remainder of this Covenant and the application of such provision to persons or situation other than those as to Book27102/Page4687 CFN#20090864263 Page 2 of 5 Declaration of Restrictive Covenants Running with the Land Page 3 of 5 which it shall have been held invalid or unenforceable, shall not be affected thereby and shall continue valid and be in force to the fullest extent permitted by law. 10. Amendment and Modification: This Covenant may be modified, amended, or released as to any portion of the Property by a written instrument executed on behalf of the CRA and by the then -owner of the fee simple title to the land to be affected by such modification, amendment or release. 11. Termination of the CRA: Upon the termination of the CRA, all rights and obligations of the CRA under this Covenant shall automatically transfer to the City of Miami ("City") and upon such transfer all references in this covenant to the CRA shall be deemed references to the City. 12. Recordation: This Covenant shall be recorded among the Public Records of Miami -Dade County, Florida, at the sole cost and expense of Owner. 13. Effective Date: The effective date of this Covenant shall be the date first written above. 14. Definitions: All capitalized terms not defined herein shall have the meanings provided in the Grant Agreement. [SIGNATURE APPEARS ON FOLLOWING PAGE] Book27102/Page4688 CFN#20090864263 Page 3 of 5 Declaration of Restrictive Covenants Running with the Land Page 4 of 5 IN WITNESS WHEREOF, the Owner has caused this Declaration of Restrictive Covenants to be executed by its duly authorized officers on the day and year first above -written. Witnesses: STATE OF FLORIDA )SS COUNTY OF MIAMI-DADE THE MIAMI WOMAN'S CLUB, a Florida non-profit corporation, ("Owner") By: Name: Noreen Timoney Title: President The foregoing instrument was acknowledged before me this'L day of .0 er; 2009, by Noreen Timoney, as President of THE MIAMI WOMAN'S CLUB, who is porso*iallyr known ( ) or produced identification ( ) type of i tificat'on produced n 1 Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: 4AY ka,. Notary Public State of Florida Arlene Leal Morejon ax My Commission DD797693 'No, no°' Expires 08/13/2012 Book27102/Page4689 CFN#20090864263 Page 4 of 5 Declaration of Restrictive Covenants Running with the Land Page 5 of 5 EXHI»IT "A" OF RgSTRICTIVE COVENANT Legal Description of the Property Lot 3, less the South 20 feet thereof that lies East of the West 250 feet thereof and all of Lot 4, Amended Plat of Miramar Plaza, according to the plat thereof, as recorded in Plat Book 33, page 18, Public Records of Miami -Dade County, Florida. Book27102/Page4690 CFN#20090864263 Page 5 of 5